2017/03/07 AIRX Utility Surveyors, Inc. CIP13-04 Bradley Bridge- Subsurface CITY OF MENIFEE
CONTRACTOR AGREEMENT
CIP 13-04 BRADLEY BRIDGE - SUBSURFACE SURVEY PROJECT
This CONTRACTOR AGREEMENT ("Agreement") is made and effective for the above
referenced Project by and between the CITY OF MENIFEE, a California municipal corporation,
("City"), and AIRX Utility Surveyors Inc, a Corporation ("Contractor"), whose principal business
address is 2534 East El Norte Parkway, Suite C, Escondido, CA 92027 on the 7th day of
March , 2017.
In consideration of the mutual covenants and agreements set forth herein, City and Contractor
have mutually agreed as follows:
1. SCOPE OF WORK
Contractor agrees to perform all Work and furnish all the labor, services, materials and
equipment necessary to construct the improvements that are the subject of this Agreement, in
accordance with the Contract Documents (as hereinafter defined), including all work, labor,
services, materials and equipment described and reasonably inferable from documents
enumerated in "Exhibit A" attached hereto (such construction and furnishing of labor, service,
materials and equipment hereinafter referred to as the "Work") in a good workman-like and
substantial manner and to the satisfaction of City, in connection with the: CIP 13-04 Bradley
Bridge - Subsurface Survey to be constructed in the City of Menifee, California (the "Project").
The term "Contract Documents" shall mean this Agreement, and all of the items enumerated in
"Exhibit A". City must consent in writing to any changes in the scope of Work, with such
consent to be in City's sole discretion. Exhibit "A" shall be deemed revised in accordance with
any revisions for which City's consent has been issued. Any revisions to the scope of Work for
which City's consent has not been issued shall be null and void.
2. CONTRACT PRICE
City hereby agrees to pay and Contractor agrees to accept as full compensation for all Work
performed in accordance with the Contract Documents the Contract Price as set forth in "Exhibit
B", Cost Proposal, attached hereto. Payments to Contractor shall be made in the manner
described in the Special Provisions.
3. TIME FOR PERFORMANCE
Time is of the essence in the performance of Work for this Agreement and all timing
requirements shall be strictly adhered to unless otherwise modified by City in accordance with
the Contract Documents.
Contractor shall complete the Work in every detail to the satisfaction of City within the specified
duration set forth in the Notice to Proceed.
4. LABOR REQUIREMENTS
Contractor is aware of the requirements of California Labor Code Sections 1720, et seq., and
1770, et seq., as well as California Code of Regulations, Title 8, Sections 1600, et seq.,
("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the
performance of other requirements on "Public works" and "Maintenance" projects. If the Work is
being performed as part of an applicable "Public works" or "Maintenance" project, as defined by
the Prevailing Wage Laws, and if the total compensation is ONE THOUSAND DOLLARS ($1,000)
or more, Contractor agrees to fully comply with such Prevailing Wage Laws including, but not
limited to, requirements related to the maintenance of payroll records and the employment of
apprentices. A copy of the general prevailing wage rate determination is on file in the Office of the
City Clerk and is hereby incorporated in this Agreement. Contractor shall make copies of the
prevailing rates of per diem wages for each craft, classification, or type of worker needed to
execute the Work available to interested parties upon request, and shall post copies at
Contractor's principal place of business and at the project site. The statutory penalties for failure
to pay prevailing wage or to comply with State wage and hour laws will be enforced. Contractor
must forfeit to City TWENTY FIVE DOLLARS ($25.00) per day for each worker who works in
excess of the minimum working hours when Contractor does not pay overtime. In accordance
with the provisions of Labor Code Sections 1810 et seq., eight (8) hours is the legal working day.
Contractor also shall comply with State law requirements to maintain payroll records and shall
provide for certified records and inspection of records as required by California Labor Code
Section 1770 et seq., including Section 1776. Contractor shall comply with all statutory
requirements relating to the employment of apprentices. Contractor shall defend (with counsel
selected by City), indemnify, and hold City, its elected officials, officers, employees, and agents
free and harmless from any claim or liability arising out of any failure or alleged failure to comply
with the Prevailing Wage Laws.
5. NON-DISCRIMINATION
Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons
claiming under or through them, that there shall be no discrimination against or segregation of,
any person or group of persons on account of any impermissible classification including, but not
limited to, race, color, creed, religion, sex, marital status, sexual orientation, national origin, or
ancestry in the performance of this Agreement. Contractor shall take affirmative action to insure
that applicants are employed and that employees are treated during employment without regard
to their race, color, creed, religion, sex, marital status, sexual orientation, national origin, or
ancestry.
6. AUTHORIZED CITY REPRESENTATIVE
The "Contract Officer" shall be such person as may be designated by the City Manager of City.
It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of
the progress of the performance of the Work and Contractor shall refer any decisions which
must be made by City to the Contract Officer. Unless otherwise specified herein, any approval
of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer
shall have authority to sign all documents on behalf of City required hereunder to carry out the
terms of this Agreement.
7. COMPLIANCE WITH LAW
Contractor and any subcontractor shall comply with all applicable local, state, and federal laws
and regulations applicable to the performance of the work hereunder. Contractor shall not hire
or employ any person to perform work within City or allow any person to perform the Work
required under this Agreement unless such person is properly documented and legally entitled
to be employed within the United States. Any and all work subject to prevailing wages, as
determined by the Director of Industrial Relations of the State of California, will be the minimum
paid to all laborers, including Contractor's employee and subcontractors. It is understood that it
is the responsibility of Contractor to determine the correct scale. The State Prevailing Wage
Rates may be obtained from the California Department of Industrial Relations ("DIR") pursuant
to California Public Utilities Code, Sections 465, 466, and 467 by calling 415-703-4774.
Appropriate records demonstrating compliance with such requirement shall be maintained in a
safe and secure location at all times, and readily available at City's request. Contractor shall
indemnify, defend, and hold City and its elected and appointed boards, members, officials,
officers, agents, representatives, employees, and volunteers harmless from and against any
liability, loss, damage, cost or expenses (including but not limited to reasonable attorneys' fees,
expert witness fees, court costs, and costs incurred related to any inquiries or proceedings)
arising from or related to (i) the noncompliance by Contractor or any party performing the Work
of any applicable local, state, and/or federal law, including, without limitation, any applicable
federal and/or state labor laws (including, without limitation, the requirement to pay state
prevailing wages and hire apprentices); (ii) the implementation of Section 1781 of the Labor
Code, as the same may be amended from time to time, or any other similar law; and/or (iii)
failure by Contractor or any party performing the Work to provide any required disclosure or
identification as required by Labor Code Section 1781, as the same may be amended from time
to time, or any other similar law. It is agreed by the Parties that, in connection with performance
of the Work, including, without limitation, any and all public works (as defined by applicable law),
Contractor shall bear all risks of payment or non-payment of prevailing wages under California
law and/or the implementation of Labor Code Section 1781, as the same may be amended from
time to time, and/or any other similar law. Contractor acknowledges and agrees that it shall be
independently responsible for reviewing the applicable laws and regulations and effectuating
compliance with such laws. Contractor shall require the same of all subcontractors.
8. CONTRACTOR'S INSURANCE
(a) Policies:
Contractor shall obtain and maintain during the entire term of this Agreement the following
insurance policies from companies admitted or authorized in the State of California to transact
the insurance business in the class of the type provided and shall have a general
policyholder's rating of not less than an "A" and a financial size of fifty million dollars
($50,000,000) (currently Class VI I) or better in the most current A.M. Best's Key Rating Guide;
which standards shall be met by such the issuing company and not by means of the standing
or assets of their parent, subsidiary or affiliate entities:
(1) Comprehensive General Liabilitv. Coverage shall include premises-operations,
products/completed operations (10 years), broad form property damage, personal injury,
bodily injury and blanket contractual liability, shall be provided on a "pay on behalf'
basis, with defense costs payable in addition to policy limits, there shall be no cross-
liability exclusion, there shall be no land subsidence exclusion, and there shall be no
prohibition against payment of a SIR or deductible in the event of the named insured's
failure to do so, in the following coverage amounts:
General Liability: ONE MILLION DOLLARS ($1,000,000.00) per person per occurrence;
TWO MILLION DOLLARS ($2,000,000.00) annual aggregate combined;
TWO MILLION DOLLARS ($2,000,000.00) products/completed
operations aggregate; and
ONE MILLION DOLLARS ($1,000,000.00) property damage or bodily
injury occurrence.
(2) Automobile Liability. Coverage shall include owned, hired and non-owned vehicles, shall
be provided on a "pay on behalf' basis, with defense costs payable in addition to policy
limits, there shall be no cross-liability exclusion, and there shall be no prohibition against
payment of a SIR or deductible in the event of the named insured's failure to do so, in
the following coverage amounts:
Auto Liability: ONE MILLION DOLLARS ($1,000,000.00) per person per occurrence;
and
ONE MILLION DOLLARS ($1,000,000.00) property damage or bodily
injury per occurrence.
(3) Workers' Compensation Insurance. Contractor shall, at its sole cost and expense,
maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance
for any and all persons employed directly or indirectly by Contractor pursuant to the
provisions of the California Labor Code. Statutory Workers' Compensation Insurance and
Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION
DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00)
disease per employee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy.
In the alternative, Contractor may rely on a self-insurance program to meet those
requirements, but only if the program of self-insurance complies fully with the provisions of
the California Labor Code. Determination of whether a self-insurance program meets the
standards of the California Labor Code shall be solely in the discretion of the Contract
Administrator. The insurer, if insurance is provided, or Contractor, if a program of self-
insurance is provided, shall waive all rights of subrogation against City and its officers,
officials, employees, and authorized volunteers for loss arising from the Work performed
under this Agreement.
9. ENDORSEMENTS
Endorsements shall be obtained so that each policy contains the following four provisions, the
wording for which shall be to the satisfaction of the City Attorney:
(1) Additional Insured. City and its officers, employees, agents, and authorized
volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of the Work performed by or on behalf of Contractor,
including the insured's general supervision of Contractor; products and
completed operations of Contractor, as applicable; premises owned, occupied, or
used by Contractor; and automobiles owned, leased, or used by Contractor in the
course of providing the Work pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or authorized volunteers. The insurance provided to
City as an additional insured must apply on a primary and non-contributory basis
with respect to any insurance or self-insurance program maintained by City.
Additional insured status shall continue for one (1) year after the expiration or
termination of this Agreement or completion of the Work.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to City and its officers, officials, employees, and
volunteers, and that no insurance or self-insurance maintained by City shall be
called upon to contribute to a loss under the coverage.
(2) Preferred Forms. General Liability: no less broad than ISO form CG 0001;
coverage must be on a standard Occurrence form. Claims-made not acceptable.
Automobile coverage: at least as broad as Insurance Services Office Automobile
Liability form CA 0001 Code 2, 8, and 9. No endorsement shall be attached
limiting the coverage. The insurance shall cover on an occurrence or an accident
basis, and not on a claims-made basis.
(3) Notice. Contractor shall provide written notice to City within ten (10) working
days if: (1) any of the required insurance policies is terminated; (2) the limits of
any of the required polices are reduced; or (3) the deductible or self-insured
retention is increased. In the event any of said policies of insurance are
cancelled, Contractor shall, prior to the cancellation date, submit new evidence of
insurance in conformance with Sections 8, 9, and 10 to the Contract Officer.
(4) Primary Coverage
The insurance provided to City as an additional insured must apply on a primary
and non-contributory basis with respect to any insurance or self-insurance
program maintained by City. The policy must provide primary coverage to City
and its officers, employees, agents, and authorized volunteers. It may not be
secondary or in any way subordinate to any other insurance or coverage
maintained by City.
(5) Waiver of Subrogation
Contractor waives any right of recovery it may have against City and its officers,
employees, agents, and authorized volunteers because of payments it may make
for injury or damages arising out of its ongoing operations or Work done under
this Agreement.
(6) Insurance and Indemnity Obligations Separate.
The requirements as to the types and limits of insurance coverage to be
maintained by Contractor as required by this Agreement, and any approval of
such insurance by City, are not intended to and shall not in any manner limit or
qualify the liabilities and obligations otherwise assumed by Contractor pursuant
to this Agreement including, but not limited to, the indemnification provision.
10. INSURANCE CERTIFICATES
Prior to beginning the Work under this Agreement, Contractor shall fumish City with Certificates
of Insurance, additional insured endorsement or policy language granting additional insured
status complete certified copies of all policies, including complete certified copies of all
endorsements. All copies of policies and certified endorsements shall show the signature of a
person authorized by that insurer to bind coverage on its behalf. The Certificate of Insurance
must include the following reference: CIP 13-04 Bradley Bridge - Subsurface Survey. The
name and address for Additional Insured endorsements, Certificates of Insurance and Notice of
Cancellation is: City of Menifee, 29714 Haun Road, Menifee, CA 92586. City must be
endorsed as an additional insured for liability arising out of ongoing and completed operations
by or on behalf of Contractor.
11. LABOR AND MATERIALS AND PERFORMANCE BONDS
Concurrently with execution of this Agreement, Contractor shall deliver to City a payment (labor
and materials) bond and a performance bond, each in the sum of the amount of this Agreement,
in the forms provided by the City Clerk, which secures the faithful performance of this
Agreement. The bonds shall contain the original notarized signature of an authorized officer of
the surety and affixed thereto shall be a certified and current copy of his power of attorney. The
bonds shall be unconditional and remain in force during the entire term of this Agreement and
shall be null and void only if Contractor promptly and faithfully performs all terms and conditions
of this Agreement.
12. INDEMNIFICATION
To the fullest extent permitted by law, Contractor shall protect, indemnify, defend (with counsel
satisfactory to City) and hold harmless City and any and all of its officers, employees, officials,
volunteers, and agents from and against any and all claims, losses, costs, damages, expenses,
liabilities, liens, actions, causes of action (whether in tort, contract, under statute, at law, in
equity, or otherwise) charges, awards, assessments, fines, or penalties of any kind (including
reasonable consultant and expert fees and expenses of investigation, costs of whatever kind
and nature and, if Contractor fails to provide a defense for City, the legal costs of counsel
retained by City) and any judgment, where the same arise out of, are a consequence of, or are
in any way attributable to, in whole or in part, the performance of this Agreement by Contractor
or by any individual or entity for which Contractor is legally liable, including, but not limited to, (1)
the performance of the Work; (2) the breach of the covenants or the obligations of Contractor
under this Agreement, including but not limited to, (A) violations of or a failure to comply with
any safety order, rule or regulation, (B) defective Work, or (C) any and all liens, stop notices,
charges of every type, nature or kind which may be at any time filed or claimed against the
Project or any portion thereof, or City as a consequence of acts of Contractor, its
Subcontractors, material suppliers or others for which they are responsible, provided that City is
not in default of its payment obligations under this Agreement; (3) any equal opportunity,
unemployment, withholding, social security, workers' compensation or other employee benefit
claims with respect to Contractor or any Subcontractor arising out of the Work; or (4) violation of
any local, State or Federal law, regulation or code by Contractor or any Subcontractor. Except
as specifically limited as set forth below, the indemnification by Contractor of the indemnified
parties under this Section 12 shall apply regardless of any concurrent or contributory active
and/or passive negligent act or omission of any indemnified party, provided, however, that
Contractor should not be obligated to indemnify a party for liability arising from the sole
negligence or willful misconduct of the indemnified party. Such obligation shall not be construed
to negate, abridge or otherwise reduce any other right or obligation of indemnity which would
otherwise exist as to any party or person described in this Section 12. Such indemnification and
hold harmless shall include all defense-related fees and costs associated with the defense of
City, by counsel selected by City. Contractor's indemnification obligations as set forth in this
Section 12 shall not terminate on completion of the Work, but shall survive in perpetuity.
In any and all claims against City, or any and all of its officers, employees, officials, volunteers,
and agents by any employee of Contractor, any Subcontractor, any supplier of Contractor or
Subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts
any of them may be liable, the indemnification obligation under this Section 11 shall not be
limited in any way by any limitation on the amount or type of damages, compensation or
benefits payable by or for Contractor or any Subcontractor or any supplier of either of them
under workers' or workmen's compensation acts, disability benefit acts or other employee
benefit acts.
The provisions of this Section 12 do not apply to claims occurring as a result of City's sole or
active negligence. The provisions of this Section 12 shall not release City from liability arising
from gross negligence or willful acts or omissions of City or any and all of its officers, officials,
employees, and agents acting in an official capacity.
The indemnity provisions in this Section 12 shall survive the termination or expiration of this
Agreement until such time as action against any indemnified party on account of the matter
covered by the indemnity is barred by the applicable statute of limitations, and shall not be
limited in any way by the amount of insurance obtained by any indemnified party.
13. ENTIRE AGREEMENT; CONFLICT
This Agreement including the attachments hereto is the entire, complete, and exclusive
expression of the understanding of the parties. It is understood that there are no oral agreements
between the parties hereto affecting this Agreement and this Agreement supersedes and cancels
any and all previous negotiations, arrangements, agreements, and understandings, if any,
between the parties, and none shall be used to interpret this Agreement. No amendment to or
modification of this Agreement shall be valid unless made in writing and approved by Contractor
and by the City Council of City. The parties agree that this requirement for written modifications
cannot be waived and that any attempted waiver shall be void. In the event of conflict between
the terms of this Agreement and the scope of Work attached hereto as Exhibit A, then, this
Agreement shall control and nothing herein shall be considered as an acceptance of the terms of
the scope of Work conflicting herewith.
14. MAINTENANCE OF AGREEMENT DOCUMENTATION
Contractor shall keep, and require subcontractors to keep, such ledgers books of accounts,
invoices, vouchers, canceled checks, reports (including but not limited to payroll reports), studies,
or other documents relating to the disbursements charged to City and the Work performed
hereunder (the "Books and Records"), as shall be necessary to perform the Work required by this
Agreement and enable the Contract Officer to evaluate the performance of such Work. Any and
all such Books and Records shall be maintained in accordance with generally accepted
accounting principles and shall be complete and detailed. The Contract Officer shall have full and
free access to such Books and Records at all times during normal business hours of City,
including the right to inspect, copy, audit, and make records and transcripts from such Books and
Records. Such Books and Records shall be maintained for a period of three (3) years following
completion of the Work hereunder, and City shall have access to such Books and Records in the
event any audit is required. In the event of dissolution of Contractor's business, custody of the
Books and Records may be given to City, and access shall be provided by Contractor's successor
in interest. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this
Agreement shall be subject to the examination and audit of the State Auditor, at the request of
City or as part of any audit of City, for a period of three (3) years after final payment under this
Agreement.
15. INDEPENDENT CONTRACTOR
Neither City nor any of its employees shall have any control over the manner, mode, or means by
which Contractor, its agents, or employees, perform the Work required herein, except as
otherwise set forth herein. City shall have no voice in the selection, discharge, supervision, or
control of Contractor's employees, servants, representatives, or agents, or in fixing their number,
compensation, or hours of service. Contractor shall perform all Work required herein as an
independent contractor of City and shall remain at all times as to City a wholly independent
contractor with only such obligations as are consistent with that role. Contractor shall not at any
time or in any manner represent that it or any of its agents or employees are agents or employees
of City. City shall not in any way or for any purpose become or be deemed to be a partner of
Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with
Contractor. Contractor shall not incur or have the power to incur any debt, obligation, or liability
whatever against City, or bind City in any manner. Except for the Contract Price paid to
Contractor as provided in this Agreement, City shall not pay salaries, wages, or other
compensation to Contractor for performing the Work hereunder for City. City shall not be liable for
compensation or indemnification to Contractor for injury or sickness arising out of performing the
Work hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or
ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors
providing work under this Agreement shall not qualify for or become entitled to any compensation,
benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the
California Public Employees Retirement System ("PERS") as an employee of City and entitlement
to any contribution to be paid by City for employer contributions and/or employee contributions for
PERS benefits.
16. LICENSES AND PERMITS
Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may
be required by law for the performance of the Work required by this Agreement, including a City of
Menifee business license. Contractor and its employees, agents, and subcontractors shall, at
their sole cost and expense, keep in effect at all times during the term of this Agreement any
licenses, permits, and approvals that are legally required for the performance of the Work required
by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments,
and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or
are necessary for Contractor's performance of the Work required by this Agreement, and shall
indemnify, defend and hold harmless City, its officers, employees or agents of City, against any
such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City
hereunder. Contractor shall be responsible for all subcontractors' compliance with this
Section 16.
17. RETENTION OF FUNDS
Ten percent (10%) of the Contract Price shall be retained as performance security to be paid to
Contractor within sixty (60) days after final acceptance of the Work by the City Council of City,
after Contractor has furnished City with a full release of all undisputed payments under this
Agreement, if required by City. In the event there are any claims specifically excluded by
Contractor from the operation of the release, City may retain proceeds (per Public Contract Code
§ 7107) of up to one hundred fifty percent (150%) of the amount in dispute. City's failure to
deduct or withhold shall not affect Contractor's obligations hereunder.
18. GOVERNING LAW, VENUE
This Agreement shall be interpreted, construed, and governed both as to validity and to
performance of the Parties in accordance with the laws of the State of California. Legal actions
concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be
instituted in the Superior Court of the County of Riverside, State of California, or any other
appropriate court in such county, and Contractor covenants and agrees to submit to the personal
jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District
Court, venue shall lie exclusively in the Central District of California, in Riverside.
19. NON-LIABILITY OF CITY OFFICERS AND EMPLOYEES
No officer, official, employee, agent, representative, or volunteer of City shall be personally liable
to Contractor, or any successor in interest, in the event of any default or breach by City or for any
amount which may become due to Contractor or to its successor, or for breach of any obligation of
the terms of this Agreement.
20. ATTORNEYS' FEES
If either party to this Agreement is required to initiate or defend or made a party to any action or
proceeding in any way connected with this Agreement, the prevailing party in such action or
proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall
be entitled to reasonable attorneys' fees; provided, however, that the attorneys' fees awarded
pursuant to this Section 20 shall not exceed the hourly rate paid by City for legal services
multiplied by the reasonable number of hours spent by the prevailing party in the conduct of the
litigation. Attorneys' fees shall include attorneys' fees on any appeal, and in addition a party
entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such
action, taking depositions and discovery, and all other necessary costs the court allows which are
incurred in such litigation. All such fees shall be deemed to have accrued on commencement of
such action and shall be enforceable whether or not such action is prosecuted to judgment. The
court may set such fees in the same action or in a separate action brought for that purpose.
21. WAIVER
No delay or omission in the exercise of any right or remedy by a nondefaulting party on any
default shall impair such right or remedy or be construed as a waiver. A party's consent to or
approval of any act by the other party requiring the party's consent or approval shall not be
deemed to waive or render unnecessary the other party's consent to or approval of any
subsequent act. Any waiver by either party of any default must be in writing and shall not be a
waiver of any other default concerning the same or any other provision of this Agreement.
22. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an
original, and such counterparts shall constitute one and the same instrument.
23. FALSE CLAIMS
Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud
and Contractor may be subject to criminal prosecution. Contractor acknowledges that the False
Claims Act, California Government Code Sections 12650, et seq., provides for civil penalties
where a person knowingly submits a false claim to a public entity. These provisions include
within their scope false claims made with deliberate ignorance of the false information or in
reckless disregard of the truth or falsity of the information. In the event City seeks to recover
penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including
attorneys'fees.
I have read and understood all of the provisions of this S ction 23, above:
(initial) initial)
24. NO THIRD PARTY BENEFICIARIES
With the exception of the specific provisions set forth in this Agreement, there are no intended
third-party beneficiaries under this Agreement and no such other third parties shall have any rights
or obligations hereunder.
25. PROHIBITION AGAINST ASSIGNMENT
The experience, knowledge, capability, and reputation of Contractor, its principals, and employees
were a substantial inducement for City to enter into this Agreement. Therefore, Contractor shall
not contract with any other entity to perform in whole or in part the Work required hereunder
without the express written approval of City. In addition, neither this Agreement nor any interest
herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by
operation of law, whether for the benefit of creditors or otherwise, without the prior written
approval of City. Transfers restricted hereunder shall include the transfer to any person or group
of persons acting in concert of more than twenty five percent (25%) of the present ownership
and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event
of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be
void. No approved transfer shall release Contractor or any surety of Contractor of any liability
hereunder without the express consent of City.
26. EXECUTION OF CONTRACT
The persons executing this Agreement on behalf of each of the parties hereto represent and
warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute
and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party
is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement
does not violate any provision of any other Agreement to which said party is bound. This
Agreement shall be binding upon the heirs, executors, administrators, successors, and assigns of
the parties.
[SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the
date first written above.
CITY OF MENIFEE CONTRACTOR
By: AirX Utility Surveyors, Inc.
Ronald E. Bradley, Interim City Manager
APP D TO FORM
By:
Jeffrey T. Melching, City ttorney
Printed Name: Gail McMorran
��-- Title: President
ATTES By:
(r lV s
S rah Manwaring, City Clerk
Printed Name: ���.1� �y1,v��all'DuiL
Title:
Contract Approval Date By:
039016
Contractor's City Bus. License No.
830790
State Contractor's Lic. No. and Class
2534 East El Norte Parkway, Suite C
Address:
Escondido, CA 92027
City, State and Zip Code
In the event the Contractor is a Corporation, the signatures of two separate persons
holding different offices must be provided. Contractor's signatures shall be duly
notarized, and appropriate attestations shall be included as may be required by the bylaws,
articles of incorporation, or other rules or regulations applicable to contractor's business
entity.
EXHIBIT A
SCOPE OF WORK
. X UTILITY SURVEYORS,
Al
Will
k, AV,
14
WAWA
pn�_M. ,
February 28,2017
Carlos E_Gerommo
Senior Civil Engineer
City of Menifee
951-723-3722
cgeronimo@,cit-yofinenifee.us
nenifee.us
Project:Bradley Bridge Subsurface Survey—City of Menifee
Mr_Geronimo:
AIRX Utility Surveyors, Inc. (AIRX) submits the following Agreement Proposal for the subject project to locate
existing utilities_ Available tasks are described below_ See the attached fee summary sheet for the assumed task
requirements and fee estimates_ AM shall provide potholing, City/County permit processing for right of way,
traffic control services and all materials in support of this mission_ No equipment shall be left on site and all
materials and work for a given work area will be opened and completed on a daily basis.
Training&Staff:
AirX takes pride in the level of professionalism and skill exemplified by our field crews and staff. Our ongoing
training programs consist of MTS/NCTD Guide and Regulations for Non-Railroad Contractors and Personnel, 40
Hour HAZWOPER, NUCA Confined Space Entry, Competent Person, Traffic Control Technician/Flagger and
Emergency First Aid/CPR. Job site and public safety are always our top priority.
Project Management,Report Preparation,Research&Draftine
AIRX provides a civil engineer for project management,record research,pre-marking,and field meetings. Utility
record research,land survey and drafting services in Auto CAD are also available.
Potholine(Level A)
AirX Fees to pothole existing utilities vary according to depths. AIRX will pothole to the top of pipes, and to the
top and bottom of encasements,however the bottom depths of pipes will need to be calculated. Potholing includes
excavation,visual observation,setting witness point,backfill,patching and documentation of depths and location of
the utility on a record data sheet. AIRX assumes a depth for this estimate but the final invoicing will reflect the
actual cost and depths found. See the attached summary sheet for estimated depths and costs.
Geophysical Locating(Level B)
AIRX will pre-mark all of the pothole locations and notify Underground Service Alert(USA). AM will pothole
the facilities in accordance with USA Markout. If the requested utilities are not found or if USA Mark-out is
incomplete and cannot be verified by AirX, you the Client will be notified_ AirX does provide additional locating
upon request_ It is our experience that the location of PVC and ACP water utilities are often the most difficult to
determine for pothole operations_ AIRX can provide locating crews that carry many different pieces of locating
equipment, including ground penetrating radar and CCTV locating camera equipment. The equipment is state of the
art,but limitations exist with each piece of equipment depending on such factors as soil conditions, conductivity of
the existing utility,depth and size of the utility,and congestion within the area of other utilities. USA does not mark
out any gravity utilities except at the discretion of the presiding utility owner. This usually applies to storm drain,
collector sewer and sewer laterals (gravity by nature), and some utility owners are not members of USA. AM
provides duct rod locating with a sonde transmitter and receiver and/or a tractor driven CCTV with locating and
lateral launching system used to identify positioning of sewers and sewer laterals. For Locating and/or CCTV work
please call for a quote.
2534 E EL NORTE PKWY STE C ESCONDIDO, CA 92027 760-480-2347 airxus.com
5191 MAYBERRY AVE RANCHO CUCAMONGA, CA 91737 909-493-1554
Utility Locating by Surface Visible Feature Survey(Level C)
AIRX can provide the incorporation of visible features into the Level B survey. It is assumed that topographic
mapping with the incorporation of surface features and utility mark outs,manholes,valve box covers, vaults,hand
holes, pedestals, switches, transformers, placarded panels and meters will already have been performed and made
available to AirX. AirX will check and annotate on the plotted utility survey or civil drawing the approximate
location of undocumented facilities for later identification by land surveyors. Land survey and mapping service are
also available,please contact us for a quote.
Additional Fees
• It must be understood that all permit/plan review fees or deposits required by City or various governing
agencies are not easily predictable in advance and are not included in this estimate. AirX will pay for these
fees upfront and charge them back to the Client at cost_
• This estimate includes the provision for prevailing wage applicable to all field work.
• Traffic control and Right of Way plan drawing is on 11"x 17"sheets. If D Sheets are required,additional
fees will apply.
• Standard traffic control includes all signs,cones,barricades,sign stands and caution tape_ Specialty
equipment such as non-typical signage,crash barrels,message boards or K-Rail are additional.
• All rates are based on a standard 40-hour work week_Overtime,double time or holiday rates will apply if
applicable.
• Payment terms are 30 days from date of invoice, 1.5%per month thereafter_
• Night work,if required,will incur additional cost for balloon lighting,generators&barricade lights.
• Estimate is based on limited information provided_ Final invoicing will reflect actual work performed_
• Work within Caltrans,Railroad,Environmentally Sensitive,Contaminated areas or Night Work may incur
additional cost_
Please feel free to call if you have any questions regarding our operation or this Agreement Proposal.
Sincerely,
AIRX Utility Surveyors,Inc.
License No_830790 A
Gail McMorran Approved by:
President_
Client:
XBD2017-067 Bradley Bridge Subsurface Survey—City of Menifee
AL
EXHIBIT B
CONTRACT PRICE
The Contract Price as set forth in the attached Cost Proposal for performing all Work described in
the Contract Documents, including labor, materials, services and equipment, as determined by
City.
Total Contract Amount= $ 23,765.00
AIRX Utility Surveyors, Inc. Out of Town
�! _� Prevailing Wage Fee Estimate Summary
Date: February 28,2017
Pricing on this document is valid for 90 days from the date above.
Project: Bradley Bridge Subsurface Survey-City of Menifee-Attn:Carlos Geronimo
Total Number of estimated Potholes: 15
Proiect Management&Report Preparation
Project Management No.: 4 hours @ $135 per hour-- $540
On-site research/Report drafting No.: 8 hours @ S75 per hour- $600
Railroad Safety Training No.: 0 hours @ �50 per hour- $0
Project Management&Report Preparation Total: $1,140
Potholinq*
Potholes less than 5'deep No.: 10 @ $,700 per hole= $7,000
Potholes S to 8'deep No.: 5 @ 900 per hole= $4,500
Potholes 8'to 11'deep No.: 0 @ S1,100 per hole= $0
Potholes 11'to 14'deep No.: 0 @ S1,300 per hole= $0
Potholes greater than 14'deep(Hourly) No.: 0 hours @ 310 per hour- $0
Pothole estimate total: S11,500
Wet&Dry Utility Locating
Locating-Electric,Magnetic,Sonic&Radar No.: 0 hours @ S225 per hour- $0
CCTV No.: 0 hours @ S350 per hour- $0
Locating estimate total: SO
Traffic Control
Traffic control/ROW plans-11"X17" No.: 6 @ $200 p/sheet= $1,200
Traffic control/ROW plans-D Sheets No.: 0 Call for quote $0
Permit processing No.: 4 @ S75 per hour- $300
Standard Traffic control equipment No.: 4 days @ S200 per day-- $800
Arrow board No.: 4 days @ S150 per day-- $600
Flagman No.Flagmen: 0 $65 per hour for 0 hours= $0
Specialty Equip.Call for Quote 0 days @ Per Quote per day-- $0
Traffic control estimate total: $2,900
Survey
Field Work No.: 0 hours @ S200 per hour- $0
Office Calculation No.: 0 hours @ S140 per hour- $0
USA markout,per Locator and/or Surveyor No.: 6 hours @ 515, per hour- $570
Surveying estimate total: S570
Concrete and Asphalt Patching
Concrete Patch and/or Cold Mix Asphalt No.: 13 @ S75 each= $975
Asphalt Hot Patch No.: 2 @ S2.800 per day= $5,600
Coring-14"Diameter No.: 0 @ S100 each= $0
Patching estimate total: $6,575
Per Diem and Mobilization:
Per diem for 1 crew No.: 0 days @ S75 per day-- $0
Hotel room for 1 crew No.: 0 nights @ 125 per night-- $0
Mobilization per Round Trip No.: 4 trips @ S270 per trip= $1,080
Per Diem and Mobilization: S1,080
Spoils Dump Fee:
Haulage and Dump Fee No: 0 @ 600 per week= $0
Estimate Total S23,765
Additional Fees
1) Permit fees for right of way or traffic control permit review and deposits,are in addition to the Estimate Total. These fees will
be paid by AirX and charged back to the Client at cost plus 10%.AirX cannot guarantee tum-around times for permit process.
2) This estimate includes the provision for prevailing wage.
3) This is an estimate only. Final invoicing will reflect actual work performed.
4) Traffic control and Right of Way plan drawing is on 1 Vx17"sheets. If D Sheets are required,additional fees will apply.
5) Standard traffic control includes all signs,cones,barricades,sign stands and caution tape. Specialty equipment such as
non-typical signage,crash barrels,message boards or K-Rail are additional.
6) Work within Caltrans,railroad,environmentally sensitive or contaminated areas may incur additional costs.
7) Night work,if required,will incur additional cost for balloon lighting,generators and barricade lights.
8) Any costs associated with additional or specialty insurance that may be required is not included in this estimate.
9) All rates are based on a standard 40-hour work week.Overtime,doubletime or holiday rates will apply if applicable.
10) Payment terms are 30 days from date of invoice,1.5%per month thereafter.
Authorization:
Invoice Contact:
please include all persons that will be receiving invoicing correspondence.
Invoice Address:
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Invoice Email(s):
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XBD2017-067 Bradley Bridge Subsurface Survey-City of Menifee
AL