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HomeMy WebLinkAboutSancon Technologies, Inc. - 2021-03-10 CITY FUNDED CONSTRUCTION CONTRACT B TWEEN THE CITY OP I IUNfINGTON 13EACI-I AND SANCON TECHNOLOGIES, INC. TOR OVERMYER PUMP GALLEY PIPE PAINTING TTIIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach. a municipal corporation of the State of California. hereinafter referred to as "CITY." and SANCON TECHNOLOGIES, INC. . a California corporation, hereinafter referred to as "CONTRACTOR." WHEREAS. CITY has solicited bids for a public works prgjecl, hereinafter referred to as "PROJECT." more fully described as Overmver Pump Gallev Pipe painting in the City of I-luntington Beach: and CONTRACTOR has been selected to perform said services. NOW. "I I IEREPORE, in consideration of the promises and agreements hereinafter made and exchanged the parties covenant and agree as follows: I. STATEMENT OF WORK: ACCEPTANCE 01: RISK CONTRACTOR shall complete and construct the PROJECT pursuant to this Agreement and the Contract Documents (as hereinafter defined) and furnish, at its own cost and expense. all labor, plans. tools, equipment. supplies. transportation, utilities and all other items. services and facilities necessary to complete and construct the PROJECT in a good and workmanlike manner. CONTRACTOR agrees to fully assume the risk of all loss or damage arising out of' the nature of the PROJECT. during its progress or prior to acceptance by CITY, from the action of the elements. from any unforeseen difficulties which may arise or be encountered in the 1 21-9376/247002 -City Funded Constniction Contrac Ldocx— revised 04/2016 prosecution of work, and for all other risks of any description in connection with the work. includine, but not limited to, all expenses incurred by or in consequence of the suspension or discontinuance of work, except such as are herein expressly stipulated to be borne by CITY. and for well and faithfully completing the work within the stipulated time and in the manner shown and described in this Agreement, and in accordance with the requirements of CITY for the compensation set forth in the accepted bid proposal. 2. ACCEPTANCE- OF CONDITIONS OI' WORK: PLANS AND SPECIFICATIONS CONTRACTOR acknowleclges that it is fully familiar with all the teens,conditions and obligations of this Agreement and the Contract Documents (as defined below in this Section). has inspected the location of the job site, and the conditions under which the work is to be performed, and that it enters into this Agreement based upon its thorough investigation of all such matters and is relying in no way upon any,opinions or representations of CITY. It is agreed that the Contract Documents are incorporated into this Agreement by this reference, with the same force and effect as if the same were set forth at length herein, and that CONTRACTOR and its subcontractors, if any, shall be bound by the Contract Documents insofar as they relate in part or in any way. directly or indirectly, to the work covered by this Agreement. "Contract Documents" as defined herein mean and include: A. This Agreement: B. Bonds covering the work herein agreed upon.- C. The CITY's standard Plans and Specifications and special contractual provisions, including those on file in the office of the Department of Public Works of'CITY. and ari revisions, amendments or addenda thereto: 16-5195/Cite funded Construction Contract.docs—revised 04/2016 D. The edition of StancknJ Specificnlions for Public Ff%rks C'onso-action. published by Builders' News, Inc.. 10801 National Boulevard. Los Angeles, CA 90064, and all amendments thereto, written and promulgated by the Southern California chapter of the American Public Works Association and the Southern California District Associated General Contractors of the California Joint Cooperative Committee as specified in the particular Plans. Specifications. Special Provisions and Addendum applicable to the Project; E. Bid documents including the Notice Inviting Bids, the Special Instructions to Bidders and the CONIRACTOR's proposal, (which is attached hereto as Exhibit "A" and incorporated herein by this reference); F. The particular Plans. Specifications, Special Provisions and Addenda applicable to the PROJECT. Anything mentioned in the Specifications and not indicated in the Plans or indicated in the Plans and not mentioned in the Specifications, shall be of like effect as if indicated and mentioned in both. In case of a discrepancy between any Plans, Specifications. Special provisions. or Addenda. the matter shall be immediately submitted by CONTRACTOR to the Director of Public Works of CITY or his or her written designee (hereinafter referred to as " )PW"). and CONTRACTOR shall not attempt to resolve or adjust the discrepancy without the decision of DPW, save only at its own risk and expense. Should there be anv conflict between the terms of this Agreement and the bid or proposal of' CONTRACTOR. then this Agreement shall control and nothing herein shall be considered as an acceptance of the terms of the bid or proposal which is in conflict herewith. 3 16-5195/City Funded Construction Contract.docs—revised O4/2016 3. CO\4f ENSATION CITY agrees to pay and CONTRACTOR agrees to accept as full compensation for the faithful performance of this Agreement. subject to any additions or deductions made under the provisions of this Agreement or the Contract Documents. a sum not to exceed Nineteen Thousand Six Hundred Sixty Dollars (S 19,630.00 ), as set forth in the Contract Documents. to be paid as provided in this Agreement. 4. COMMENCEMENT OF PROJECT CONTRACTOR agrees to commence the PROJECT within ten (10) working days after the Notice To Proceed is issued and diligently prosecute the PROJECT-to completion within ten ( 10 ) consecutive Working days from the day the Notice to Proceed is issued by DPW. excluding delays provided for in this Agreement. 5. TIME OF THE ESSENCE The parties hereto recognize and agree that time is ofthe essence in the performance of this Agreement and each and every provision of the Contract Documents. CONTRACTOR shall prepare and obtain approval as required by the Contract Documents for all shop drawings. details and samples, and do all other things necessary and incidental to the prosecution of its work in conformance with the progress schedule set forth in the Contract Documents. CONTRACTOR shall coordinate its work with the work of all other contractors. subcontractors. and CITY forces working on the PROJECT in a manner that will facilitate the efficient completion of the PROJECT and in accordance with the terns and provisions of this Agreement. CITY shall have complete control of the premises on which the work is to be performed and shall have the right to decide the time and order in which the various portions of the work shall be performed and the priority of the work of other contractors. 4 16-5195/City Funded Construction Contract.docx—revised 04/2016 subcontractors and CITY forces and. in general, all matters concerning the timely and orderly conduct of the work of CONTRACTOR on the premises. 6. CHANGES CONTRACTOR shall adhere strictly to the plans and specifications set forth in the Contract Documents unless a change therefrom is authorized in writing by DPW. CONTRACTOR agrees to make any and all changes. furnish materials and perform all work necessary within the scope of the PROJECT as DPW may require in writing. Under no condition shall CONTRACTOR make any changes without the prior written order or acceptance of DPW. and CITY shall not pay any extra charges made by CONTRACTOR that have not been agreed upon in writing by DPW. When directed to change the work. CONTRACTOR shall submit immediately to DPW a written cost proposal reflecting the effect of the change. Should DPW not agree to such cost proposal. the work shall be performed according to the changes ordered in writing by DPW and the proper cost thereof shall be negotiated by the parties upon cost and pricing data submitted by CONTRACTOR; thereupon. CITY will promptly issue an adjusted change order to CONTRACTOR and the contract price will be adjusted upward or downward accordingly. 7. NOTICE TO PROCEED No work. services. material. or equipment shall be performed or furnished under this Agreement unless and until a Notice to Proceed has been given to CONTRACTOR by CITY. CITY does not warrant that the work will be available on the date the Notice to Proceed is issued. In the event of a delay in commencement of the work due to unavailability of the job site. for any reason. relief to CONTRACTOR shall be limited to a time extension equal to the delay due to such unavailability. 5 16-5195/City Funded Construction Contract.docx—revised 04/2016 8. 13ONDS Only bonds issued by California admitted sureties will be accepted. CONTRACTOR shall, prior to its performance of this Agreement, furnish the following two (2) bonds approved by the City Attorney: One in the amount of one hundred percent (100%) of the contract price to guarantee the CONTRACTOR's faithful performance of the work. and one in the amount of'one hundred percent of the contract price to guarantee payment of all claims for labor and materials furnished. In addition. CONTRACTOR shall submit to CITY a bond in the amount of one hundred percent (I00%) of the final contract price, including all change orders, to warrant such performance for a period of one (1) year after CITY's acceptance thereof within ten (10) days of filing of the Notice of Completion. 9. WARRANTIIiS CONTRACTOR unconditionally guarantees all work done under this Agreement including. but not limited to, any workmanship, installation, fabrication, material or structural facilities constructed. CONTRACTOR, within ten (10) days after notice by CITY of any defect in the work. shall have the option to make appropriate repairs or replace the defective item or items. Upon expiration of such ten (10) day period, CITY may then make appropriate repair or replacement at CONTRACTOR's risk and own cost and expense. 10. INDEPENDENT CONTRACTOR It is understood and agreed that CONTRACTOR is, and shall be, acting at all times hereunder as an independent contractor and not an employee of CITY. CONTRACTOR shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll 6 16-5195/City Funded Construction Contract.docx—revised 04/2016 deductions for CONTRACTOR and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services performed hereunder. 11. LIQUIDATED DANIAGES/DELAYS It is agreed by the parties hereto that in case the total work called for hereunder is not in all parts and requirements finished or completed within the number of calendar days as set forth herein. damage will be sustained by CITY: and that it is, and would be, impractical and extremely difficult to ascertain and determine the actual damage which CITY would sustain in the event of and by reason of such delay. It is, therefore, agreed that CONTRACTOR will pay to C IT Y. as liquidated damages and not as a penalty. the sum of Five hundred dollars ($ 500.00 ) per each calendar day's delay in completing the work in excess of the number of working/calendar days set forth herein, which represents a reasonable endeavor by the parties hereto to estimate a fair compensation for the foreseeable damages CITY would sustain in the event of and by reason of' such delay: and CONTRACTOR agrees to pay these damages herein provided, and further agrees that CITY may deduct the amount thereof from any monies due or that may become due to CONTRACTOR hereunder. CONTRACTOR will be granted an extension of' time and will not be assessed damages for any portion of the delay in the completion of the work due to unforeseeable causes beyond the control and without the fault or negligence of CONTRACTOR, including, but not limited to, acts of God or of the public enemy, fire. Floods, epidemics, quarantine restrictions, strikes, unsuitable weather, or delays of subcontractors due to such causes. CONTRACTOR shall, within fifteen (15) days from the beginning of any such delay (unless DPW shall grant a further period of time), notify DPW in writing of the cause of the 7 16-5195/0ty Funded Construction Contract.docx—revised 04/2016 delay and CITY shall extend the time for completing the work if, in its judgment. the findings of fact thereonjustify the delay; and the decision of DPW shall be conclusive on the parties hereto. Should CONTRACTOR be delayed in the prosecution or completion of the work by the act, neglect or default of CITY, or should CONTRACTOR be delayed by waiting for materials required by this Agreement to be furnished by CITY, or by damage caused by fire or other casualty at the job site for which CONTRACTOR is not responsible, or by the combined action of the workers, in no way caused by or resulting from default or collusion on the part of CONTRACTOR. or in the event of a lockout by CITY, then the time herein fixed for the completion of the work shall be extended by the number of days CONTRACTOR has thus been delayed, but no allowance or extension shall be made unless a claim therefor is presented in writing to CITY within fifteen (1 5) days of the commencement of such delay. No claims for additional compensation or damages for delays. irrespective of the cause thereof, and including without limitation the furnishing of materials by CITY or delays by other contractors or subcontractors will be allowed and an extension of time for completion shall be the sole remedy of CONTRACTOR. 12. DEMANDS FOR ADDITIONAL TIME OR MONEY. A. Definitions. (1) "Change Order' means a document signed by the CONTRACTOR and CITY which authorizes an addition, deletion or revision in the work, or an adjustment in the Compensation under Section 3, or the Completion Time specified at Section 4. (2) "Demand" means a written demand for a Change Order by the CONTRACTOR for any of the following: (a) A time extension; 8 16-5195/City Funded Construction Contrict.docx—revised 04/2016 (b) Payment of money or damages arising from work done by, or on behalf of. the CONTRACTOR pursuant to this Agreement and payment of which is not expressly permitted pursuant to Section 3 of this Agreement: (c) Payment of an amount the CITY disputes: (d) Anv disputes and other matters relating to the acceptability of the work performed or the interpretation of the Contract DocwnentS: (e) A request for a time extension or additional payment based upon differing site conditions, such as subsurface or latent physical conditions at the job site differing materially from those indicated in this Agreement or the Contract Documents. or unknown physical conditions at the job site, ofan unusual nature. differing materially from those ordinarily encountered and generally recognized as inherent to work of the PROJECT: or (f) A request for a time extension or additional payment based upon acts of neglect by CITY or due to fires, floods. labor disputes, epidemics, abnormal weather conditions or acts of God. 13. A Demand for a time extension or payment of money or damages may only be granted by a Change Order. C. No Change Order may be granted except where the Contractor has submitted a Demand to the DPW (or his or her written designee). All Demands shall be submitted promptly, but in no event later than thirty (30) days after the occurrence of the event giving rise to the Demand. The Demand shall be in writing and include all documents necessary to substantiate the Demand. The DPW shall act on the Demand within fifteen (15) clays after receipt, including by requesting additional information from the CONTRACTOR to determine whether to approve the Change Order the Demand seeks. The DPW shall act on the Demand within fifteen (15) days 9 16-5195/City Funded Construction Contract.docx—revised 04/2016 after receipt of the additional information or within a period of time no greater than the time the CONTRACTOR took to produce the additional information requested, whichever is greater. D. Notwithstanding the thirty (30) days to submit a Demand under Subparagraph C. in the case of differing or unknown site conditions. immediately upon encountering the conditions. CONTRACTOR shall notify the DPW in writing of the conditions. so that the CITY may promptly investigate the conditions. E. If the CONTRACTOR disputes the DPW's written response on the Demand, or the CITY fails to respond within the time prescribed. the CONTRACTOR may so notify the City Engineer, in writing, either within fifteen (15) days of receipt of the City Engineer's response or within fifteen (IS) days of the DPW's failure to respond within the time prescribed. respectively, and request an informal conference to meet and confer for settlement of the Demand. Upon the CONTRACTOR's request. the DPW shall schedule a meet and confer conference within thirty (30) days to seek to resolve. F. CITY and CONTRACTOR shall execute appropriate Change Orders covering changes to the time or price by executing the Change Order by mutual agreement. If the CITY and CONTRACTOR are unable to reach a mutual agreement. then the City Engineer shall issue a written decision on the claim within a reasonable time. G. Following the meet and confer conference, if the Demand remains in dispute, the CONTRACTOR may file a claim with the City as provided in Chapter I (commencing with Section 900) and Chapter 2 (commencing with Section 910)of Part 3 of Division 3.6 of Title I of the Government Code. For purposes of those provisions, the running of the period of time within which a claim must be filed shall be tolled from the time the CONTRACTOR submits his 10 16-5195/City Funded Construction Contract.docs—revised O4/2016 or her Demand until the Demand is denied as a result of the meet and confer process, including any period of time utilized by the meet and confer process. 13. VARIATIONS IN ESTIMATED QUANTITIES The quantities listed in the bid schedule will not govern final payment. Payment to CONTRACTOR will be made only for the actual quantities of contract items used in construction of the PROJECT. in accordance with the plans and specifications. Upon completion of the PROJECT, if the actual quantities used are either more than or less than the quantities listed in the bid schedule. the bid price shall prevail subject to the provisions of this Section. DPW may, at its sole discretion. when warranted by the facts and circumstances. order an equitable adjustment. upwards or downwards, in payment to CONTRACTOR where the actual quantities used in construction of the PROJECT are in variation to the quantities listed in the bid schedule. No claim by CONTRACTOR for an equitable adjustment in price or time for completion shall be allowed if asserted after final payment under this Agreement. If the quantity variation is such as to cause an increase in the time necessary for completion, DPW shall ascertain the facts and circumstances and make such adjustment for extending the completion date as in its sole judgment the findings warrant. 14. PROGRESS PAYMENTS Each month DPW will make an estimate in writing of the work performed by CONTRACTOR and the value thereof. From each progress estimate, five percent (5%) will be deducted and retained by CITY and the remainder of the progress estimate, less the amount of all previous payments since commencement of the work, will be paid to CONTRACTOR. When CONTRACTOR has, in the judgment of DPW, faithfully executed fifty percent (50%) or more of the value of the work as determined from the bid schedule. and if DPW finds that satisfactory progress has been and is being made. CONTRACTOR may be paid such II I6-5195/City Funded Construction Contract.doc\—revised 04/2016 sum as will bring the payments of each month up to one hundred percent (100%) of the value of the work completed since the commencement of the PROJECT. as determined in its sole discretion by DPW. less all previous payments and less all previous retained amounts. CIfY's final payment to CONTRACTOR, if unencumbered, or any part thereof unencumbered. shall be made thirty-five (35) days after the acceptance of the work and the filing of a Notice of Completion by CITY. Provided. however. that in the event of a dispute between CITY and CONTRACTOR. CITY may withhold from the final payment an amount not to exceed 150 percent of the value of any disputed amount of work. Payments shall be made on demands drawn in the manner required by law. each payment to be accompanied by a certificate signed by DPW. affirming that the work for which payment is demanded has been performed in accordance with the terms of the Agreement and that the amount stated in the certificate is due under the terms of the Agreement. Partial payments on the contract price shall not be considered as an acceptance of any part of the work. 15. WITHHELD CONTRACT FUNDS. SUBSTITUTION OF SECURITIES At the request and at the sole cost and expense of CONTRACTOR, who shall retain beneficial ownership and receive interest. if any thereon. CITY shall permit the substitution and deposit therewith of securities equivalent to the amount of any monies withheld by CITY to ensure performance under the terms of this Agreement. 16. AFFIDAVITS OF SATISFACTION OF CLAIMS After the completion of the work contemplated by this Agreement. CONTRACTOR shall file with DPW its affidavit stating that all workers and persons employed. all firms supplying materials and all subcontractors working upon the PROJECT have been paid in full and that there are no claims outstanding against the PROJECT for either labor or material, except certain items. if any, to be set forth in CONTRACfOR's affidavit covering disputed claims, 12 16-5195/City Funded Construction Contract.docs—revised O4/2016 or items in connection with Notices to Withhold, which have been filed under the provisions of the statutes of the State of California. 17. WAIVER OF CLAIMS "The acceptance by CONTRACTOR of the payment of the final certificate shall constitute a waiver of all claims against CITY under or arising out of this Agreement. A. The CITY has ascertained from the Director of Industrial Relations of the State of Califomia the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime work in the locality in which the work is to be performed for each craft or type of work needed to execute this Agreement, and the same has been set forth by resolution on file in the office of the City Clerk of CITY. CONTRACTOR and any subcontractor tinder it shall pay not less than said prevailing wage rates to all workers employed on this public works Agreement, as required by Califomia Labor Code Sections 1771 and 1774. In accordance with the provisions of Section 3700 of the California Labor Code, CONTRACTOR agrees to secure payment of compensation to every employee. B. Pursuant to this Agreement and in accordance with Section 1774 and 1775 of the California Labor Code. CONTRACTOR shall, as penalty to CITY, forfeit twenty-five dollars ($25) for each calendar clay or portion thereof for each worker paid (either by CONTRACTOR or any of its subcontractors) less than the prevailing wage rate established for that particular craft or type of work. 18. CALIFORNIA PREVAILING WAGE LAW A. The CITY has ascertained from the Director of Industrial Relations of the State of California the general prevailing rate of per diem wages and the general prevailing rate for legal holiday and overtime work in the locality in which the work is to be performed for each craft or type of work needed to execute this Agreement, and the same has been set forth by 13 16-5195/City Funded Construction Contract.doc.\-revised 04/2016 resolution on file in the office of the Cite Clerk of CITY. CONTRACTOR and any subcontractor under it shall pay not less than said prevailing wage rates to all workers employed on this public works Agreement, as required by California Labor Code Sections 1771 and 1774. In accordance with the provisions of' Section 3700 of the California Labor Code. CONTRACTOR agrees to secure payment of compensation to every employee. 13. Pursuant to this Agreement and in accordance with Section 1774 and 1775 of the California Labor Code. CONTRACTOR shall, as penalty to CITY, forfeit twenty-five dollars (S25) for each calendar day or portion thereof for each worker paid (either by CONTRACTOR or anv of its subcontractors) less than the prevailing wage rate established for that particular craft or type of work. 19. CALIFORNIA EIGHT-HOUR LAW A. California Labor Code, Sections 1810 e1 seq, shall apply to the performance of this Agreement; thereunder. not more than eight (8) hours shall constitute one day's work and CONTRACTOR and each subcontractor employed by its hereunder. shall not require more than eight (8) hours of'labor per day or forty (40) hours per week from any one person employed by it hereunder, except as stipulated in California Labor Code Section 1815. CONTRACTOR and each subcontractor employed by it hereunder shall, in accordance with California Labor Code Section 1812. keep an accurate record, open to inspection at all reasonable hours, showing the name and actual hours Nvorked each calendar day and each calendar week by each worker employed in connection with the PROJECT. 13. Pursuant to this Agreement and in accordance with California Labor Code Section 1813. CONTRACTOR shall, as a penalty to CITY, forfeit twenty-five dollars ($25) for each worker employed hereunder by CONTRACTOR or any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one 14 16-5195/City Funded Construction Contract_docx—revised 04/2016 ([) calendar day or forte (40) hours in any one (I) calendar week in violation of California Labor Code Section 1815. 20. PAYMENT OP TRAVEL AND suflsISTENCE ALLOWANCE Section 1773.8 of the California Labor Code, regarding the payment oft rave I and subsistence allowance is applicable to this PROJECT. 21. Ei\'1PLOYNIENT OF APPRENTICES Section 1777.5 of the California Labor Code, regarding the employment of apprentices is applicable to this PROJECT. 22. PAYROLL RECORDS CONTRACTOR agrees to keep accurate payroll record showing the name, address. social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice or worker employed by it in connection with the PROJECT and agrees to require each of its subcontractors to do the same. CONTRACTOR further agrees that its payroll records and those of its subcontractors. if any, shall be available at all reasonable times to the CITY, and the employee or his representative, and the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards, and to comply with all of the provisions of California Labor Code Section 1776, in general. 23. INDEMNIFICATION. DEFENSE HOLD HARMLESS CONTRACTOR hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers. elected or appointed officials, employees, agents, and volunteers from and against any and all claims, damages, losses, expenses. judgments, demands. defense costs. and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to CONI'RACTOR's employees and damage to CONTRACTOR's property. 15 16-5195/City Funded Construction Contract.docx—revised 04/2016 arising directly or indirectly out of the obligations or operations herein undertaken by CONTRACTOR. caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subcontractom anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the CITY, its officers, elected or appointed officials, employees, agents, and volunteers. CONTRACTOR will conduct all defense at its sole cost and expense and CITY shall approve selection of CONfRACTOR's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONTRACTOR. 24. WORKERS' CUM PEN SAT]ON AND EMPLOYER'S LIABILITY INSURANCE Pursuant to California Labor Code Section 1861, CONTRACTOR acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation. CONTRACTOR covenants that it will comply with such provisions prior to commencing performance of the work hereunder. CONTRACTOR shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. CONTRACTOR shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. CONTRACTOR shall furnish to CITY a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and CONTRACTOR shall similarly require all subcontractors to waive subrogation. 16 16-5195/0ty Funded Construction Contract.docs—revised 04/2016 25. INSURANCE In addition to the workers' compensation and employer's liability insurance and CONTRACTOR's covenant to defend, hold harmless and indemnify CITY. CONTRACTOR shall obtain and furnish to CITY. a policy of general public liability insurance. including motor vehicle coverage covering the PROJECT. "I-his policy shall indemnify CONTRACTOR. its officers, employees and agents while acting within the scope of their duties. against any and all claims arising out or in connection with the PROJECT, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability. of One Million Dollars (51.000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit. the aggregate limit must be no less than One Million Dollars (Si.000,000) for this PROJECT. This policy shall name CITY. its officers, elected or appointed officials. employees, agents, and volunteers (the"Additionally Insured Parties") as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the PROJECT shall be deemed excess coverage and that CONTRACTOR's insurance shall be primary and non-contributory with anv other valid and collectible insurance or self-insurance available to the Additionally Insured Parties. Any available insurance proceeds in excess of the minimum coverage amount specified herein shall be available to the Additionally Insured Parties. All coverage available to CONTRACTOR shall also be available to the Additionally Insured Parties. Under no circumstances shall said above-mentioned insurance contain a self-insured retention without the express written consent of CITY: however an insurance policy "deductible" of Five Thousand Dollars ($5,000.00) is permitted. CONTRACTOR shall be responsible for causing all Subcontractors to maintain the same types and limits of insurance coverage as that required of CONTRACTOR by this Agreement. 17 16-5195/City Funded Construction Contract.docx—revised O4/2016 26. CERTIFICATES OF INSURANCE: ADDITIONAL INSURED ENDORSEMENTS Prior to commencing performance of the work hereunder. CONTRACTOR shall furnish to CITY certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this A;�recmenl; the certificates shall: I. Provide the name and policy number of each carrier and policy; 2. State that the policy is currently in force: and 3. Promise to provide that such policies will not be canceled or modified without thirty (30) days' prior written notice of CITY. CONTRACTOR shall maintain the foregoing insurance coverages in force until the work tinder this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverages shall not derogate from the CONTIZAC-T-OR's defense, hold harmless and indemnification obligations as set forth under this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of all the policies of insurance. CONTRACTOR shall pay. in a prompt and timely manner, the premiums on all insurance hereinabove required. CONTRACTOR shall provide a separate copy of the additional insured endorsement to each of CON-IRACTOR's insurance policies, naming CITY, its officers, elected and appointed officials, employees, agents and volunteers as Additional Insureds. to the City Attorney for approval prior to any payment hereunder. 27. NOTICE OF THIRD PARTY CLAIM Pursuant to Public Contracts Code §9202. CITY shall provide notice to CONTRACTOR of receipt of any claim Filed with CITY or a court of competentjurisd iction which arises out of performance of this agreement within ten (10)days of receipt of such claim or claims. 18 16-5195/City Funded Construction Contract.docx—revised O4/2016 28. DEFAUI T AND TERMINATION If CONTRACTOR fails or refuses to prosecute the work hereunder with diligence, or fails to complete the work within the time specified, or is adjudged bankrupt or makes an assignment for the benefit of creditors or becomes insolvent. or violates any provision of this Agreement or the Contract Documents. CITY may give CONTRACTOR notice in writing of its intention to terminate this Agreement. Unless the violation is cured within ten (10)days after such Notice of Intention has been served on CONTRACTOR, CITY may, without prejudice to any other remedy it may have. terminate this Agreement upon the expiration of that time. Upon such default by CONTRACTOR. CITY may elect not to terminate this Agreement; in such event CITY may make good the deficiency in which the default consists and deduct the resulting costs from the progress payments then or to become due to CONTRACTOR. If it is subsequently determined by a court of competent jurisdiction that CIIY's termination of this Agreement under this Section was wrongful. such termination shall be converted to a termination for convenience under Section 29 and any damages shall be assessed as set forth in Section 29. 29. TERMINATION FOR CONVENIENCE CITY may terminate this Agreement for convenience at any time with or without cause, and whether or not PROJECT is fully complete upon seven (7) calendar days written notice to CONTRACTOR. In the event of termination, under this Section CITY shall pay CONTRACTOR for value of work in place on the PROJECT through the termination period less all such payments already made. In case of such termination for convenience. the CONTRACTOR shall be entitled to receive payment for work executed, and costs incurred by reason of such termination. In no event shall CONTRACTOR be entitled to recover overhead, profit or CONTRACTOR's fee on work not performed. Such payment by CITY shall be CONTRACTOR's 19 I6-5195/City Funded Construction Contract.docx—revised 04/2016 sole and exclusive remedy for termination by CITY for its convenience and CITY shall have no further obligation to CONTRACTOR. 1 DISPOSITION OF PLANS. ESTIMATES AND OTHER DOCUME NT'S CONTRACTOR agrees that upon completion of the wort: to be performed hereunder, or upon expiration or earlier termination of this Agreement, all original plans. specifications, drawings, reports, calculations, maps and other documents pertaining to this Agreement shall be delivered to CITY and become its sole property at no further cost. 31 . NONASSIGNABILITY CONTRACTOR shall not sell, assign, transfer. convey or encumber this Agreement,or any part hereof.or any right or duty created herein,without the prior written consent of CITY and the surety. 32. CITY EMPLOYEES AND OFFICIALS CONTRACTOR shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the California Government Code. 33. S-l'Ol' NOTICES: R17COVERY OF ADMINISTRATIVE COSTS CITY shall be entitled to all reasonable administrative costs and necessary disbursements arising out of the processing of Stop Notices, Notices to Withhold, or any similar legal document. This obligation shall be provided for in the labor and materials payment bond required of CONTRACTOR. CITY may charge an administrative fee of One Hundred Dollars ($100) for every Stop Notice filed in excess of two(2). regardless of whether or not CITY is named in an action to enforce such stop notices. CITY may set off any unreimbursed cost or expense so incurred against any surn or sums owed by CITY to CONTRACTOR under this Agreement. 20 16-5195/City Funded Construction Contract.doex—revised 04/2016 34. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONTRACTOR's agent (as designated in Section I hereinabove) or to CITY as the situation shall warrant,or by enclosing the same in a sealed envelope, postage prepaid. and depositing the same in the United States Postal Service, to the addresses specified below: provided that CITY and CONTRACTOR may designate different addresses to which subsequent notices. certificates or other communications will be sent by notifying the other party via personal delivery, reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONTRACTOR: City of Huntington Beach SANCON TECHNOLOGIES, INC. ATTN:Andv Ferrigno public Works ATTN: Chuck Parsons 2000 Main Street 5841 En ineer Drive Huntington Beach, CA 92648 Huntington Beach, CA 92649 35. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of maters included or excluded from such provisions,and do not interpret.define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 21 16-5195/Ci1y Funded Construction Contract.doc.x—revised 04/2016 36. IMMIGRATION CONTRACTOR shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of United States Code Section 132 ire regarding employment verification. 37. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONTRACTOR and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONTRACTOR understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONTRACTOR. 38. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorneys fees from the non-prevailing party. 39. INTERPRETATION Of- THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid. such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the �7 16-5 195/City Funded Construction Contract.docx—revised 04/2016 contest so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute. law, ordinance or regulation contrary to which the parties have no right to contract. then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 40. GOVERNING LAW 'I-his Agreement shall be governed and construed in accordance with the laws of the State of California. 41. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals. each of which so executed shall, irrespective of' the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 42. CONSENT Where CITY's consent/approval is required under this Agreement, its consenUapproval for one transaction or event shall not be deemed to be consent/approval to any subsequent occurrence of the same or any other transaction or event. 41 SURVIVAL Terms and conditions of this Agreement. which by their sense and context survive the expiration or termination of this Agreement shall so survive. 44. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 23 16-5195/Cite Funded Construction Contract.does—revised 04/2016 45. SIGNATORIES Each undersigned represents and warrants that its signature hercinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not. in fact. held by the signatory or is withdrawn. 46. E NTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation. and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. ]'he parties also acknowledge and agree that no representations. inducements. promises, agreements or warranties. oral or otherwise. have been made by that pan or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation. inducement, promise, agreement. warranty. fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached Exhibit "A". contain the entire agreement between the parties respecting the subject matter of this Agreement. and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. ?4 16-5195/City Funded Construction Contract.docx—revised 04/2016 IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers on MA1-4+1 Q 20 21 CONTRALTO CITY OF HUNTINGTON BEACH,a municipal corporation of the State of California By: Chuck Parsons (print name) ITS:Chairman President ice-President City Clerk (circle one) INITIA D AND D: AND B Di u is ks KeII LA.)illi �rv, s (print n e) RE�!� Q APPROVED: ITS: Secretary / Chief Financial Officer sst. ,, Treasurer (circle one) City Manager APPRO EQQD AS TO FORM: fs ity Attorney 25 21.9376/247022/City Funded Construction Contract.docx—revised 04/2016 AW A CERTIFICATE OF LIABILITY INSURANCE DATE(MMmDfYYM 03/29/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the pollcy(los)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the forms and conditions of the policy,certain policies may require an ondorsoment. A statement on this certificate does not confer rights to the certificate holder In IIeU of such ondorsemenl(e). PRODUCER CONTACT Pamela Peldlno NAME: Poms&Associates Insurance Brokers PHGRE (800)578.8802 uc Ne (818)449-9321 o 11 CA Ucense 90814733 ApOReSS. PPaWno(gIlpomsassoc.wm 57GO Canoga Ave.R400 INSURERS AFFORDING COVERAGE NAIC9 Woodland Hills CA 91387 4VSURERA: Admiral 41sumnw 24856 INSURED INSURER B, Llbeny Mutual Insurance Company 23043 Sanwn Technologies,Inc. INSURER C: Midwest Employers Casualty Company 23612 5841 Engineer Drive wsuReR o: wsuRER E Huntington Beach CA 92649 LVSURFAF: COVERAGES CERTIFICATE NUMBER: 20-21 GUAU(XSANC REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUEU TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE 20a POUCYNUMBER ImannorrYrYl I fmNinotyyyY) UMI1S X COLMERCIALGENERALUASITTY EACH OCCURRENCE S 1.000,000 OFT RENmv 100,000 CWMfrNAOE Fx]OCCUR PREMISES Eoacwemc S NEDEXP ens erson S 10,000 A Y FEIECC2281004 10l012020 101012021 PERSUBAL&ADVINJURY S 1,000,0DO GENLAGGREGATEUMITAPPUES PER: GENERALAGGREGATE 5 2,000,000 POLICY Ez JEC1 ❑ LOC PRODUCTS COMP/OPAGG S 2,000,000 OTHER: 5 AUTOMOBILE LIABILITY (CM. EDe1NGLFI WAIT $ 1,000,000 e aadda X ANYAUTO BODILY INJURY(Par Maw) $ B OMEO SCHEDULED RAW2156177090 101012020 10101I2021 RODILY IN.XIRYDoor aWden) $ AUTOS ORLY AUTOS HIRED NON.OYMED PROPERTYS X AU TOE ONLY AUTOSONLY Parauldanl AppROVEDA TOFCRM I5 UMBRELLALIAB X OCCUR EACH OCCURRENCE. S 10,000,000 A X EXCESS Live CLAIM^sMAOE FEIE 28 Ajg2020 107012021 AGGREGATE: 5 10,000,000 cen RETENTION s MICHAEL E. GATE 5 WORKERS COMPENSATNNJ CITY ATTORNEY X1 PER u E E AND EMPLOYERS' ARTNtt 2TI Q>F�� ANY FFICER EMBER EXCLUDED? RIEXECUTNE YIN NTINGTON EACH EL EACH ACGOENT S 1,000,000 C OFDCERcy 1r,NER[XCWDED9 fy] MIA B D 2 tON)1l2020 10/012021 (Mandatory In NHl S.L GSEASE-EA EMPLOYEE 3 1,000,000 If"$'doe a u w 1,000,000 DESCRIPTION OF OPERAMNS t,ebw EL.DISEASE-POLK:Y LIMIT 5 DESCMP110N OF OPERATIONS I LOCATIONS I VEHICLES(ACORD fat,Additional RamaHu Schwula,may bo attached If mom pace Is r Wrad) RE:Project-CC 162e Overmyer Pipe Galley The City of HunOng(on Beach,Its officers,elected or appointed officials,employees,agents,and volunteers are Included as Additional Insured as Interests may appear.Said Insurance Is Primary Non-Contributory.Endorsements per attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN The City Of Huntington Beach ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street AUTHORIZED REPRESEN TATNE HUul8lgtorl Beach CA 92648 G 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 26(2016103) The ACORD name and logo are registered marks of ACORD Sancon Technologies, Inc. Endorsement Number: 56 auMtaat Additional Insured — Owners, Lessees or Contractors — Completed Operations This endorsement,effective 10/1/2020 attaches to and forms a part of Policy Number FEI-ECC-22810-04.This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name and Address of Person or Organization: The City of Huntington Beach Its Officers,Elected or Appointed Officials, Employees,Agents, Volunteers 2000 Main Street Huntington Beach, CA 92648 Location And Description of Completed Operations: Additional Premium: A lied (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) Section II—Who Is An Insured is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of"your work"at the location designated and described in the schedule of this endorsement performed for that insured and included in the "products- completed operations hazard". CG 20 37 10 01 Copyright,ISO Properties.Inc.,2000 Sancon Technologies, Inc. Endorsement Number: 57 ADMIRAL Additional Insured - Owners, Lessees or Contractors - Scheduled Person or Organization This endorsement,effective 10/1/2020 attaches to and forms a part of Policy Number FEI-ECC-22810-04.'rhis endorsement changes the Policy. Please read it carefully. In consideration of an additional premium of A died this endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name and Address of Person or Organization: The City of Huntington Beach Its Officers, Elected or Appointed !/ Officials, Employees, Agents, Volunteers 2000 Main Street Huntington Beach, CA 92648 (if no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. Section It—Who is An Insured is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of your ongoing operations performed for that insured. B. With respect to the insurance afforded to these additional insureds,the following exclusion is added: 2. Exclusions This insurance does nor apply to"bodily injury"or"property damage"occurring after: (1) All work, including materials, pails or equipment furnished in connection with such work, on the project(other than service, maintenance or repairs)to be performed by or on behalf of the additional insured(s)at the site of the covered operations has been completed or (2) That porliou of"your work"out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 10 01 0 ISO Properties,tnc.,2000 Sancon Technologies, Inc. Endorsement Number: 16 AftM1ftA*L =W' Autom 'Primary and Non-Contributory ati7surance Endorsement Designated Work Or Project(s) This endorsement, effective 10/01/2020 attaches to and forms a part of Policy Number PEI-ECC-22810-04. This endorsement changes the Policy. Please read it carefully. This endorsement modifies insurance provided under the Coverage Part(s) indicated below: COMMERCIAL GENERAL LIABILITY COVERAGE CONTRACTORS POLLUTION LIABILITY COVERAGE SCHEDULE Name of Person or Organization: Any person(s)or organization(s)whom the Named Lrsured agrees, in a written contract, to provide Primary and/or Non-contributory status of this insurance. However, this status exists only for the project specified in that contract. In consideration of an additional premium of A lied and notwithstanding anything contained in this policy to the contrary, it is hereby agreed that this policy shall be considered primary to any similar insurance hold by third parties in respect to work performed by you under any written contractual agreement with such third party. It is further agreed that any other insurance which the person(s) or organization(s) named in the schedule may have is excess and non- contributory to this insurance. ECC-548-0317 Policy Number: BNUWC0152392 WC 00 00 00 C WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY (Ed. 1-15) If you die and we receive notice within thirty days af- PART SIX ter your death, we will cover your legal representa- CONDITIONS tive as insured. A. Inspection D. Cancellation We have the right, but are not obliged to inspect 1. You may cancel this policy. You must mail or de- your workplaces at any time. Our inspections are not liver advance written notice to us stating when safety inspections. They relate only to the insurabil- the cancelation is to take effect. ity of the workplaces and the premiums to be 2, We may cancel this policy. We must mail or de- charged. We may give you reports on the conditions liver to you not less than ten days advance writ- we find. We may also recommend changes. While ten notice stating when the cancelation is to take they may help reduce losses, we do not undertake effect. Mailing that notice to you at your mailing to perform the duty of any person to provide for the address shown in Item 1 of the Information Page health or safety of your employees or the public. We will be sufficient to prove notice, do not warrant that your workplaces are safe or 3. The policy period will end on the day and hour healthful or that they comply with laws, regulations, codes or standards. Insurance rate service organiza- stated in the cancelation notice. tions have the same rights we have under this 4. Any of these provisions that conflict with a law provision. that controls the cancelation of the insurance in this policy is changed by this statement to corn- B. Long Term Policy ply with the law. If the policy period is longer than one year and six- E. Sole Representative teen days, all provisions of this policy will apply as though a new policy were issued on each annual The insured first named in Item 1 of the Information anniversary that this policy is in force. Page will act on behalf of all insureds to change this policy, receive return premium, and give or receive C. Transfer of Your Rights and Duties notice of cancelation. Your rights or duties under this policy may not be transferred without our written consent. 6of6 Copyright 2013 National Council on Compensation Insurance,Inc.All Rights Reserved. City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ ww�v.huntingtonbeachca.gov Office of the City Clerk Robin Estanislau, Citv Clerk April 1, 2021 Sancon Technologies, Inc. Attn: Chuck Parsons 5841 Engineer Drive Huntington Beach, California 92649 Dear Mr. Parsons: Enclosed is a copy of the "City Funded Construction Contract between the City of Huntington Beach and Sancon Technologies, Inc. for Overmyer Pump Galley Pipe Painting." Sincerely, Robin Estanislau, CMC City Clerk RE:ds Enclosure Sister Cities: Anjo, Japan • Waitakere, New Zealand