2014/09/03 COPP Contracting, Inc. Quail Valley Area 9 Street Resurfacing, CIP 13-09 (4) Contract Agreement Documents
FOR THE
Quail Valley Area 9 Street Resurfacing
Project No. CIP #13-09
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CONTRACT SERVICES AGREEMENT
FOR
Quail Valley Area 9 Street Resurfacing
City of Menifee CIP #13-09
THIS AGREEMENT FOR CONTRACT SERVICES (herein" Agreement") is made
and entered into this 03 day of Seotember , 2014 by and between the City of
Menifee, a general law municipal corporation ("City") and COPP Contracting Inc. a "C"
Corporation, ("Contractor"). City and Contractor are sometimes hereinafter individually
referred to as "Party" and hereinafter collectively referred to as the "Parties").
RECITALS
A. City has sought, by issuance of a Request for Proposals or Notice of
Invitation to Bid, the performance of the services defined and described particularly in
Article 1 of this Agreement.
B. Contractor, following submission of a proposal or bid for the performance
of the services defined and described particularly in Article 1 of this Agreement, was
selected by the City to perform those services.
C. Pursuant to the City of Menifee's Municipal Code, City has authority to
enter into this Contract Services Agreement and the City Manager has authority to
execute this Agreement.
D. The Parties desire to formalize the selection of Contractor for performance
of those services defined and described particularly in Article 1 of this Agreement and
desire that the terms of that performance be as particularly defined and described
herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants
made by the Parties and contained herein and other consideration, the value and
adequacy of which are hereby acknowledged, the parties agree as follows:
ARTICLE 1. SERVICES OF CONTRACTOR
1.1 Scope of Services
In compliance with all terms and conditions of this Agreement and the Contract
Documents and Specifications for the Quail Valley Area 9 Street Resurfacing CIP #13-
09 ("Bid Forms and Specifications") which are incorporated herein by this reference,
Contractor shall provide those services specified in Standard Specifications and Special
Provisions of the Bid Forms and Specifications. The services may be referred to herein
as the "services" or "work" hereunder.
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As a material inducement to the City entering into this Agreement, Contractor
represents and warrants that it has the qualifications, experience, and facilities
necessary to properly perform the services required under this Agreement in a
thorough, competent, and professional manner, and is experienced in performing the
work and services contemplated herein. Contractor shall at all times faithfully,
competently and to the best of its ability, experience and talent, perform all services
described herein. Contractor covenants that it shall follow the highest professional
standards in performing the work and services required hereunder and that all materials
will be of good quality, fit for the purpose intended. For purposes of this Agreement, the
phrase "highest professional standards" shall mean those standards of practice
recognized by one or more first-class firms performing similar work under similar
circumstances.
1.2 Contractor's Proposal
The Scope of Service shall include the Contractor's scope of work or bid which
shall be incorporated herein by this reference as though fully set forth herein. In the
event of any inconsistency between the terms of such proposal and this Agreement, the
terms of this Agreement shall govern.
1.3 Compliance with Law
Contractor shall keep itself informed concerning, and shall render all services
hereunder in accordance with all ordinances, resolutions, statutes, rules, and
regulations of the City and any Federal, State or local governmental entity having
jurisdiction in effect at the time service is rendered.
1 .4 Licenses, Permits, Fees and Assessments
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 services required by
this Agreement. Contractor shall have the sole obligation to pay for any fees,
assessments and taxes, plus applicable penalties and interest, which may be imposed
by law and arise from or are necessary for the Contractor's performance of the services
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.
1.5 Familiarity with work
By executing this Agreement, Contractor warrants that Contractor (i) has
thoroughly investigated and considered the scope of services to be performed, (ii) has
carefully considered how the services should be performed, and (iii) fully understands
the facilities, difficulties and restrictions attending performance of the services under this
Agreement. If the services involve work upon any site, Contractor warrants that
Contractor has or will investigate the site and is or will be fully acquainted with the
conditions there existing, prior to commencement of services hereunder. Should the
Contractor discover any latent or unknown conditions, which will materially affect the
performance of the services hereunder, Contractor shall immediately inform the City of
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such fact and shall not proceed except at City's risk until written instructions are
received from the Contract Officer.
1.6 Care of work
The Contractor shall adopt reasonable methods during the life of the Agreement
to furnish continuous protection to the work, and the equipment, materials, papers,
documents, plans, studies and/or other components thereof to prevent losses or
damages, and shall be responsible for all such damages, to persons or property, until
acceptance of the work by City, except such losses or damages as may be caused by
City's own negligence.
1.7 Warranty
Contractor warrants all work under the Agreement (which for purposes of this
Section shall be deemed to include unauthorized work which has not been removed and
any nonconforming materials incorporated into the work) to be of good quality and free
from any defective or faulty material and workmanship.
Contractor agrees that for a period of one year (or the period of time specified
elsewhere in the Agreement or in any guarantee or warranty provided by any
manufacturer or supplier of equipment or materials incorporated into the work,
whichever is later) after the date of final acceptance, Contractor shall within ten (10)
days after being notified in writing by the City of any defect in the work or
nonconformance of the work to the Agreement, commence and prosecute with due
diligence all work necessary to fulfill the terms of the warranty at his sole cost and
expense. Contractor shall act sooner as requested by the City in response to an
emergency. In addition, Contractor shall, at its sole cost and expense, repair and
replace any portions of the work (or work of other contractors) damaged by its defective
work or which becomes damaged in the course of repairing or replacing defective work.
For any work so corrected, Contractor's obligation hereunder to correct defective
work shall be reinstated for an additional one year period, commencing with the date of
acceptance of such corrected work. Contractor shall perform such tests as the City may
require to verify that any corrective actions, including, without limitation, redesign,
repairs, and replacements comply with the requirements of the Agreement. All costs
associated with such corrective actions and testing, including the removal, replacement,
and reinstitution of equipment and materials necessary to gain access, shall be the sole
responsibility of the Contractor.
All warranties and guarantees of subcontractors, suppliers and manufacturers
with respect to any portion of the work, whether express or implied, are deemed to be
obtained by Contractor for the benefit of the City, regardless of whether or not such
warranties and guarantees have been transferred or assigned to the City by separate
agreement and Contractor agrees to enforce such warranties and guarantees, if
necessary, on behalf of the City.
In the event that Contractor fails to perform its obligations under this Section, or
under any other warranty or guaranty under this Agreement, to the reasonable
satisfaction of the City, the City shall have the right to correct and replace any defective
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or nonconforming work and any work damaged by such work or the replacement or
correction thereof at Contractor's sole expense. Contractor shall be obligated to fully
reimburse the City for any expenses incurred hereunder upon demand.
1.8 Prevailing Wages
Contractor is aware of the requirements of California Labor Code Section 1720,
et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section
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 Services are 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 $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
Services available to interested parties upon request, and shall post copies at the
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. In accordance with the provisions of Labor Code Section 1810 et seq., eight
(8) hours is the legal working day. Contractor must forfeit to the City Twenty Five
Dollars ($25.00) a day for each worker who works in excess of the minimum working
hours when Contractor does not pay overtime. Contractor shall defend, indemnify and
hold the 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.
1.9 Further Responsibilities of Parties
Both parties agree to use reasonable care and diligence to perform their
respective obligations under this Agreement. Both parties agree to act in good faith to
execute all instruments, prepare all documents and take all actions as may be
reasonably necessary to carry out the purposes of this Agreement. Unless hereafter
specified, neither party shall be responsible for the service of the other.
1.10 Additional Services
City shall have the right at any time during the performance of the services,
without invalidating this Agreement, to order extra work beyond that specified in the
Scope of Services or make changes by altering, adding to or deducting from said work.
No such extra work may be undertaken unless a written change order is first given by
the Contract Officer to the Contractor, incorporating therein any adjustment in:
i. The Contract Sum, and/or
ii. The time to perform this Agreement, which said adjustments are subject to
the written approval of the Contractor.
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Any increase in compensation of up to five percent (5%) of the Contract Sum or
$25,000, whichever is less; or in the time to perform of up to one hundred eighty (180)
days may be approved by the Contract Officer. Any greater increases, taken either
separately or cumulatively must be approved by the City. It is expressly understood by
Contractor that the provisions of this Section shall not apply to services specifically set
forth in the Scope of Services or reasonably contemplated therein.
Contractor hereby acknowledges that it accepts the risk that the services to be
provided pursuant to the Scope of Services may be more costly or time consuming than
Contractor anticipates and that Contractor shall not be entitled to additional
compensation therefore.
1 .11 Special Requirements
Additional terms and conditions of this Agreement, if any, which are made a part
hereof are set forth in the "Special Requirements" attached hereto as Exhibit "A" and
incorporated herein by this reference. In the event of a conflict between the provisions
of Exhibit "A" and any other provisions of this Agreement, the provisions of Exhibit "A"
shall govern.
ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT
2.1 Contract Sum
Subject to any limitations set forth in this Agreement, City agrees to pay the
Contractor the amounts specified in the Bid Forms and Specifications and incorporated
herein by this reference. The total compensation, including reimbursement for actual
expenses, shall not exceed $ 192,687.00 (the "Contract Sum"), unless additional
compensation is approved pursuant to Article 1.10 of this agreement.
2.2 Method of Compensation
The method of compensation may include:
i. A lump sum payment upon completion,
ii. Payment in accordance with specified tasks or the percentage of completion of
the services,
iii. Payment for time and materials based upon the Contractor's rates as specified
in the Schedule of Compensation, provided that time estimates are provided
for the performance of sub tasks, but not exceeding the Contract Sum or
iv. Such other methods as may be specified in the Schedule of Compensation.
2.3 Reimbursable Expenses
Compensation may include reimbursement for actual and necessary
expenditures for reproduction costs, telephone expenses, and travel expenses
approved by the Contract Officer in advance, or actual subcontractor expenses if an
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approved subcontractor pursuant to Article 4.5, and only if specified in the Schedule of
Compensation.
The Contract Sum shall include the attendance of Contractor at all project
meetings reasonably deemed necessary by the City. Coordination of the performance
of the work with City is a critical component of the services. If Contractor is required to
attend additional meetings to facilitate such coordination, Contractor shall not be entitled
to any additional compensation for attending said meetings.
2.4 Invoices
Each month Contractor shall furnish to City an original invoice for all work
performed and expenses incurred during the preceding month in a form approved by
City's Director of Finance. The invoice shall detail charges for all necessary and actual
expenses by the following categories: labor (by sub-category), travel, materials,
equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also
be detailed by such categories.
City shall independently review each invoice submitted by the Contractor to
determine whether the work performed and expenses incurred are in compliance with
the provisions of this Agreement. Except as to any charges for work performed or
expenses incurred by Contractor which are disputed by City, or as provided in Article
7.2 of this Agreement.
City will use its best efforts to cause Contractor to be paid within forty-five (45)
days of receipt of Contractor's correct and undisputed invoice. In the event any charges
or expenses are disputed by City, the original invoice shall be returned by City to
Contractor for correction and resubmission.
2.5 Annual Appropriation of Fundinq
In accord with Article 16 Section 18 of the California Constitution, payment of
compensation under this Agreement is contingent upon annual appropriation of funds
by the City for that purpose.
Contractor acknowledges and agrees that to the extent that the services provided
under this Agreement extend beyond one fiscal year, payment for such Services is
expressly conditioned on the City's annual appropriation of funds for such Services for
each year. If no funds are appropriated then this Agreement shall be terminated. City
pledges and agrees to process such appropriation requests annually and in good faith.
Nothing in this Section shall be construed to limit the right of either party to
terminate this Agreement as provided herein.
2.6 Waiver.
Payment to Contractor for work performed pursuant to this Agreement shall not
be deemed to waive any defects in work performed by Contractor.
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ARTICLE 3. PERFORMANCE SCHEDULE
3.1 Time of Essence
Time is of the essence in the performance of this Agreement.
3.2 Schedule of Performance
Contractor shall commence the services pursuant to this Agreement upon receipt
of a written "Notice to Proceed" and shall perform all services within the time period(s)
established in the "Time Limits of Work" in the Bid Forms and Subsection 6-7.5 of the
Special Provisions, and incorporated herein by this reference. When requested by the
Contractor, extensions to the time period(s) specified in the Schedule of Performance
may be approved in writing by the Contract Officer but not exceeding seven (7) days
cumulatively.
3.3 Force Maieure
The time period(s) specified in the Schedule of Performance for performance of
the services rendered pursuant to this Agreement shall be extended because of any
delays due to unforeseeable causes beyond the control and without the fault or
negligence of the Contractor, including, but not restricted to, acts of God or of the public
enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine
restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any
governmental agency, including the City, if the Contractor shall within ten (10) days of
the commencement of such delay notify the Contract Officer in writing of the causes of
the delay. The Contract Officer shall ascertain the facts and the extent of delay, and
extend the time for performing the services for the period of the enforced delay when
and if in the judgment of the Contract Officer such delay is justified. The Contract
Officer's determination shall be final and conclusive upon the parties to this Agreement.
In no event shall Contractor be entitled to recover damages against the City for any
delay in the performance of this Agreement, however caused, Contractor's sole remedy
being extension of the Agreement pursuant to this Section.
3.4 Inspection and Final Acceptance
City may inspect and accept or reject any of Contractor's work under this
Agreement, either during performance or when completed. City shall reject or finally
accept Contractor's work within thirty (30) days after submitted to City. City shall accept
work by a timely written acceptance, otherwise work shall be deemed to have been
rejected. City's acceptance shall be conclusive as to such work except with respect to
latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any
work by City shall not constitute a waiver of any of the provisions of this Agreement
including, but not limited to Article 5, pertaining to indemnification and insurance,
respectively.
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3.5 Term
Unless earlier terminated in accordance with Article 7 of this Agreement, this
Agreement shall continue in full force and effect until final approval and acceptance of
the project by the Contract Officer.
ARTICLE 4. COORDINATION OF WORK
4.1 Representatives and Personnel of Contractor
The following principals of Contractor (Principals) are hereby designated as
being the principals and representatives of Contractor authorized to act in its behalf with
respect to the work specified er in an make all decisions in connection therewith:
C: PRESIDENT
(Na e) EZEKIEL A.Mc P (Title)
VICE-PRESIDENT
(Name) DENNIS W. COPP (Title)
It is expressly understood that the experience, knowledge, capability and
reputation of the foregoing principals were a substantial inducement for City to enter into
this Agreement. Therefore, the foregoing principals shall be responsible during the term
of this Agreement for directing all activities of Contractor and devoting sufficient time to
personally supervise the services hereunder. All personnel of Contractor, and any
authorized agents, shall at all times be under the exclusive direction and control of the
Principals. For purposes of this Agreement, the foregoing Principals may not be
replaced nor may their responsibilities be substantially reduced by Contractor without
the express written approval of City. Additionally, Contractor shall make every
reasonable effort to maintain the stability and continuity of Contractor's staff and
subcontractors, if any, assigned to perform the services required under this Agreement.
Contractor shall notify City of any changes in Contractor's staff and subcontractors, if
any, assigned to perform the services required under this Agreement, prior to and
during any such performance.
4.2 Status of Contractor
Contractor shall have no authority to bind the City in any manner or to incur any
obligation, debt or liability of any kind on behalf of or against City, whether by contract or
otherwise, unless such authority is expressly conferred under this Agreement or is
otherwise expressly conferred in writing by City. Contractor shall not at any time or in
any manner represent that Contractor or any of Contractor's officers, employees, or
agents are in any manner officials, officers, employees or agents of City. Neither
Contractor, nor any of Contractor's officers, employees or agents, shall obtain any rights
to retirement, health care or any other benefits which may otherwise accrue to City's
employees. Contractor expressly waives any claim Contractor may have to any such
rights.
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4.3 Contract Officer
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 services and the
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, if
specified in writing by the City Manager, to sign all documents on behalf of the City
required hereunder to carry out the terms of this Agreement.
4.4 Independent Contractor
Neither the 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 services
required herein, except as otherwise set forth herein. City shall have no voice in the
selection, discharge (except as stated in the next paragraph below), 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 services
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 venture or a member of any joint enterprise with Contractor.
Any employee of the Contractor or its sub-contractors who is determined by the
City to be uncooperative, incompetent, a threat to the adequate or timely completion of
the Project, a threat to the safety of persons or property, or any employee who fails or
refuses to perform the Services in a manner acceptable to the City, shall be promptly
removed from the Project by the Contractor and shall not be re-employed to perform
any of the Services or to work on the Project.
4.5 Prohibition Against Subcontracting or Assignment
The experience, knowledge, capability and reputation of Contractor, its principals
and employees were a substantial inducement for the City to enter into this Agreement.
Therefore, Contractor shall not contract with any other entity to perform in whole or in
part the services required hereunder without the express written approval of the 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 the
Contractor or any surety of Contractor of any liability hereunder without the express
consent of City.
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4.6 Utility Relocation
City is responsible for removal, relocation, or protection of existing main or trunk
line utilities to the extent such utilities were not identified in the invitation for bids, not
identified in the specifications, and/or could not have been identified through reasonable
field investigation to the satisfaction of the City Engineer. Once an unknown utility is
discovered (i.e. through potholing or other discovery) the Contractor shall have the duty
to protect in place until removal and/or relocation can be completed. All costs
associated to repair and/or replace utilities damaged after their discovery shall be the
sole responsibility of the Contractor. The City shall reimburse Contractor for any costs
incurred in locating, repairing damage not caused by Contractor and removing or
relocating such unidentified utility facilities. Contractor shall not be assessed liquidated
damages for delay arising from the removal or relocation of such unidentified utility
facilities unless damage was caused after utility discovery.
4.7 Trenches or Excavations
Pursuant to California Public Contract Code Section 7104, in the event the work
included in this Agreement requires excavations more than four (4) feet in depth, the
following shall apply.
(a) Contractor shall promptly, and before the following conditions are
disturbed, notify City, in writing, of any: (1) material that Contractor believes may be
material that is hazardous waste, as defined in Section 25117 of the Health and Safety
Code, that is required to be removed to a Class I, Class II, or Class III disposal site in
accordance with provisions of existing law; (2) subsurface or latent physical conditions
at the site different from those indicated; or (3) unknown physical conditions at the site
of any unusual nature, different materially from those ordinarily encountered and
generally recognized as inherent in work of the character provided for in the Agreement.
(b) City shall promptly investigate the conditions, and if it finds that the
conditions do materially so differ, or do involve hazardous waste, and cause a decrease
or increase in Contractor's cost of, or the time required for, performance of any part of
the work shall issue a change order per Article 1.10 of this Agreement.
(c) That, in the event that a dispute arises between City and Contractor
whether the conditions materially differ, or involve hazardous waste, or cause a
decrease or increase in Contractor's cost of, or time required for, performance of any
part of the work, Contractor shall not be excused from any scheduled completion date
provided for by the contract, but shall proceed with all work to be performed under the
Agreement. Contractor shall retain any and all rights provided either by contract or by
law, which pertain to the resolution of disputes and protests between the contracting
parties.
ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS
5.1 Insurance Coverage
The Contractor shall procure and maintain, at its sole cost and expense, in a
form and content satisfactory to City, during the entire term of this Agreement including
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any extension thereof, the following policies of insurance which shall cover all elected
and appointed officers, employees and agents of City:
(a) Comprehensive General Liability Insurance (Occurrence Form
CG0001 or equivalent). A policy of comprehensive general liability insurance written on
a per occurrence basis for bodily injury, personal injury and property damage. Claims-
made, modified, limited or restricted occurrence forms are not acceptable without prior
written consent from City. The policy of insurance shall be in an amount not less than
$1,000,000 per occurrence, $2,000,000 in the general aggregate, and $2,000,000
products/completed operations aggregate. The general aggregate limit shall apply
separately to each project.
The policy definition of "insured contract" shall include assumptions of liability
arising out of both ongoing operations and products-completed operations hazard as set
forth in 'T' definition in form CG 0001, or equivalent.
The policy must cover inter-insured suits and include a "Separation of Insureds"
or "severability" clause which treats each insured separately.
The insurance must be maintained for at least one year following the completion
of Contractor's services or termination of this Agreement.
(b) Worker's Compensation Insurance. A policy of worker's
compensation insurance in such amount as will fully comply with the laws of the State of
California and which shall indemnify, insure and provide legal defense for both the
Contractor and the City against any loss, claim or damage arising from any injuries or
occupational diseases occurring to any worker employed by or any persons retained by
the Contractor in the course of carrying out the work or services contemplated in this
Agreement. The worker's compensation policy of insurance shall be in an amount not
less than $1,000,000 per accident, $1,000,000 disease per employee, and $1,000,000
per disease per policy.
(c) Automotive Insurance (Form CA 0001 (Ed 1/87) including "any
auto" and endorsement CA 0025 or equivalent). A policy of comprehensive automobile
liability insurance written on a per occurrence for bodily injury and property damage in
an amount not less than $1,000,000. Said policy shall include coverage for owned,
non-owned, leased and hired cars.
(d) Professional Liability. Professional liability insurance appropriate to
the Contractor's profession. This coverage may be written on a "claims made" basis,
and must include coverage for contractual liability. The professional liability insurance
required by this Agreement must be endorsed to be applicable to claims based upon,
arising out of or related to services performed under this Agreement. The insurance
must be maintained for at least 5 consecutive years following the completion of
Contractor's services or the termination of this Agreement. During this additional 5-year
period, Contractor shall annually and upon request of the City submit written evidence
of this continuous coverage.
(e) Pollution Liability. A policy of pollution liability insurance written on
a per occurrence for bodily injury, personal injury and property damage. The policy of
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insurance shall be in an amount not less than $1,000,000 per pollution incident and
$1,000,000 in the general aggregate. The policy shall apply to any incidents at or from
any location on which the Contractor performs work under this Agreement.
The insurance must be maintained for at least one year following the
completion of Contractor's services or termination of this Agreement.
(f) Additional Insurance. Policies of such other insurance, as may be
required in the Special Requirements in Exhibit "A".
5.2 General Insurance Requirements
All of the above policies of insurance shall be primary insurance and shall name
the City, its elected and appointed officers, employees and agents as additional
insureds and any insurance maintained by City or its officers, employees or agents
shall apply in excess of, and not contribute with Contractor's insurance. The insurer is
deemed hereof to waive all rights of subrogation and contribution it may have against
the City, its officers, employees and agents and their respective insurers.
Prior written consent from the City is required if any of the said policies have a
deductible or self-insured retention in excess of$25,000.
All of said policies of insurance shall provide that said insurance may not be
amended or cancelled by the insurer or any party hereto without providing thirty (30)
days prior written notice by certified mail return receipt requested to the City. In the
event any of said policies of insurance are cancelled, the Contractor shall, prior to the
cancellation date, submit new evidence of insurance in conformance with Article 5.1 to
the Contract Officer.
No work or services under this Agreement shall commence until the Contractor
has provided the City with original endorsements effecting coverage set forth in this
Article 5. The endorsements are to be signed by a person authorized by that insurer to
bind coverage on its behalf. The endorsement is to be on forms provided by or
approved by the City. As an alternative to City approved forms, Contractor may provide
complete certified copies of all required insurance policies, including endorsements
affecting the coverage. City reserves the right to inspect complete, certified copies of all
required insurance policies at any time. Any failure to comply with the reporting or other
provisions of the policies including breaches or warranties shall not affect coverage
provided to City.
All certificates shall name the City as additional insured (providing the
appropriate endorsement) and shall conform to the following 'cancellation" notice:
CANCELLATION:
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED
BEFORE THE EXPIRATION DATED THEREOF, THE ISSUING COMPANY
SHALL MAIL THIRTY (30)-DAY ADVANCE WRITTEN NOTICE TO
CERTIFICATE HOLDER NAMED HEREIN.
[to be initialed] Z AG-
Contractor Initials
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City, its respective elected and appointed officers, directors, officials, employees,
agents and volunteers are to be covered as additional insureds as respects: liability
arising out of activities Contractor performs; products and completed operations of
Contractor; premises owned, occupied or used by Contractor; or automobiles owned,
leased, hired or borrowed by Contractor. The coverage shall contain no special
limitations on the scope of protection afforded to City, and their respective elected and
appointed officers, officials, employees or volunteers. Contractor's insurance shall
apply separately to each insured against whom claim is made or suit is brought, except
with respect to the limits of the insurer's liability.
Any deductibles or self-insured retentions must be declared to and approved by
City. At the option of City, either the insurer shall reduce or eliminate such deductibles
or self-insured retentions as respects City or its respective elected or appointed officers,
officials, employees and volunteers or the Contractor shall procure a bond guaranteeing
payment of losses and related investigations, claim administration, defense expenses
and claims. The Contractor agrees that the requirement to provide insurance shall not
be construed as limiting in any way the extent to which the Contractor may be held
responsible for the payment of damages to any persons or property resulting from the
Contractor's activities or the activities of any person or persons for which the Contractor
is otherwise responsible nor shall it limit the Contractor's indemnification liabilities as
provided in Article 5.3.
In the event the Contractor subcontracts any portion of the work in compliance
with Article 4.5 of this Agreement, the contract between the Contractor and such
subcontractor shall require the subcontractor to maintain the same policies of insurance
that the Contractor is required to maintain pursuant to Article 5.1 , and such certificates
and endorsements shall be provided to City.
5.3 Indemnification
To the full extent permitted by law, Contractor agrees to indemnify, defend and
hold harmless the City, its officers, employees and agents ("Indemnified Parties")
against, and will hold and save them and each of them harmless from, any and all
actions, either judicial, administrative, arbitration or regulatory claims, damages to
persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities
whether actual or threatened (herein "claims or liabilities") that may be asserted or
claimed by any person, firm or entity arising out of or in connection with the negligent
performance of the work, operations or activities provided herein of Contractor, its
officers, employees, agents, subcontractors, or invitees, or any individual or entity for
which Contractor is legally liable ("indemnors"), or arising from Contractor's reckless or
willful misconduct, or arising from Contractor's indemnors' negligent performance of or
failure to perform any term, provision, covenant or condition of this Agreement, and in
connection therewith:
14
(a) Contractor will defend any action or actions filed in connection with
any of said claims or liabilities and will pay all costs and expenses, including legal costs
and attorneys' fees incurred in connection therewith;
(b) Contractor will promptly pay any judgment rendered against the
City, its officers, agents or employees for any such claims or liabilities arising out of or in
connection with the negligent performance of or failure to perform such work, operations
or activities of Contractor hereunder; and Contractor agrees to save and hold the City,
its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a
party to any action or proceeding filed or prosecuted against Contractor for such
damages or other claims arising out of or in connection with the negligent performance
of or failure to perform the work, operation or activities of Contractor hereunder,
Contractor agrees to pay to the City, its officers, agents or employees, any and all costs
and expenses incurred by the City, its officers, agents or employees in such action or
proceeding, including but not limited to, legal costs and attorneys' fees.
Contractor shall incorporate similar, indemnity agreements with its
subcontractors and if it fails to do so Contractor shall be fully responsible to indemnify
City hereunder therefore, and failure of City to monitor compliance with these provisions
shall not be a waiver hereof. This indemnification includes claims or liabilities arising
from any negligent or wrongful act, error or omission, or reckless or willful misconduct of
Contractor in the performance of professional services hereunder. The provisions of
this Section do not apply to claims or liabilities occurring as a result of City's sole
negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall
apply to claims and liabilities resulting in part from City's negligence, except that design
professionals' indemnity hereunder shall be limited to claims and liabilities arising out of
the negligence, recklessness or willful misconduct of the design professional. The
indemnity obligation shall be binding on successors and assigns of Contractor and shall
survive termination of this Agreement.
5.4 Payment and Performance Bond
(a) General. Before execution of the Contract by the City, a bidder to
whom the contract is awarded shall furnish surety bonds satisfactory to the City in the
amounts and for the purposes noted below. Required contract bonds shall be secured
from a surety company rated Grade A or better in the most recent edition of Best Rating
Guide, The Key Rating Guide or in the Federal Register, and only if they are of a
financial category Class VII or better, unless such requirements are waived by the
Contract Officer of the City due to unique circumstances, and shall be authorized to
write such bonds in the State of California. The Contractor shall pay all bond premiums,
costs, and incidentals.
Each bond shall be signed by both the Contractor and surety, and the signature of the
authorized agent of the surety shall be notarized.
The Contractor shall provide two good and sufficient surety bonds.
15
Surety companies shall familiarize themselves with all of the conditions and provisions
of the Contract, and shall waive the right of special notification of change or modification
of the Contract, or of any other act or acts by the City or its authorized agents under the
terms of the Contract. Failure to notify the surety companies of change shall in no way
relieve them of their obligations under the Contract.
(b) Payment Bond. The Payment Bond (material and labor) shall be
for not less than one hundred percent (100%) of the contract amount to satisfy claims of
material suppliers and of mechanics and laborers employed by them on the work. The
bond shall be maintained by the Contractor in full force and effect until the completion of
the contract and until all claims for materials and labor are paid.
(c) Performance Bond. The Performance Bond shall be for one
hundred percent (100%) of the contract amount to guaranty faithful performance of all
work, within the time prescribed in a manner satisfactory to the City, and that all
materials and workmanship will be free from original or developed defects.
5.5 Sufficiency of Insurer or Surety
If this Agreement continues for more than 3 years duration, or in the event the
Contract Officer determines that the work or services to be performed under this
Agreement creates an increased or decreased risk of loss to the City, the Contractor
agrees that the minimum limits of the insurance policies and the performance bond
required by Section 5.4 may be changed accordingly upon receipt of written notice from
the Contract Officer; provided that the Contractor shall have the right to appeal a
determination of increased coverage by the Contract Officer to the City Council of City
within 10 days of receipt of notice from the Contract Officer.
5.6 Substitution of Securities
Pursuant to Public Contracts Code Section 22300, substitution of eligible
equivalent securities for any moneys withheld to ensure performance under this
Agreement may be permitted at the request and expense of the Contractor.
ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION
6.1 Records
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 services performed hereunder (the "books and records"), as shall be necessary
to perform the services required by this Agreement and enable the Contract Officer to
evaluate the performance of such services. Any and all such documents 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 records. Such
records shall be maintained for a period of 3 years following completion of the services
16
hereunder, and the City shall have access to such 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.
6.2 Reports
Contractor shall periodically prepare and submit to the Contract Officer such
reports concerning the performance of the services required by this Agreement as the
Contract Officer shall require. Contractor hereby acknowledges that the City is greatly
concerned about the cost of work and services to be performed pursuant to this
Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any
facts, circumstances, techniques, or events that may or will materially increase or
decrease the cost of the work or services contemplated herein or, if Contractor is
providing design services, the cost of the project being designed, Contractor shall
promptly notify the Contract Officer of said fact, circumstance, technique or event and
the estimated increased or decreased cost related thereto and, if Contractor is providing
design services, the estimated increased or decreased cost estimate for the project
being designed.
6.3 Ownership of Documents
All drawings, specifications, maps, designs, photographs, studies, surveys, data,
notes, computer files, reports, records, documents and other materials (the "documents
and materials") prepared by Contractor, its employees, subcontractors and agents in the
performance of this Agreement shall be the property of City and shall be delivered to
City upon request of the Contract Officer or upon the termination of this Agreement, and
Contractor shall have no claim for further employment or additional compensation as a
result of the exercise by City of its full rights of ownership use, reuse, or assignment of
the documents and materials hereunder. Any use, reuse or assignment of such
completed documents for other projects and/or use of uncompleted documents without
specific written authorization by the Contractor will be at the City's sole risk and without
liability to Contractor, and Contractor's guarantee and warranties shall not extend to
such use, revise or assignment. Contractor may retain copies of such documents for its
own use. Contractor shall have an unrestricted right to use the concepts embodied
therein. All subcontractors shall provide for assignment to City of any documents or
materials prepared by them, and in the event Contractor fails to secure such
assignment, Contractor shall indemnify City for all damages resulting therefrom.
6.4 Confidentiality and Release of Information
(a) All information gained or work product produced by Contractor in
performance of this Agreement shall be considered confidential, unless such
information is in the public domain or already known to Contractor. Contractor shall not
release or disclose any such information or work product to persons or entities other
than City without prior written authorization from the Contract Officer.
(b) Contractor, its officers, employees, agents or subcontractors, shall
not, without prior written authorization from the Contract Officer or unless requested by
the City Attorney, voluntarily provide documents, declarations, letters of support,
17
testimony at depositions, response to interrogatories or other information concerning the
work performed under this Agreement. Response to a subpoena or court order shall
not be considered "voluntary" provided Contractor gives City notice of such court order
orsubpoena.
(c) If Contractor, or any officer, employee, agent or subcontractor of
Contractor, provides any information or work product in violation of this Agreement, then
City shall have the right to reimbursement and indemnity from Contractor for any
damages, costs and fees, including attorneys fees, caused by or incurred as a result of
Contractor's conduct.
(d) Contractor shall promptly notify City should Contractor, its officers,
employees, agents or subcontractors be served with any summons, complaint,
subpoena, notice of deposition, request for documents, interrogatories, request for
admissions or other discovery request, court order or subpoena from any party
regarding this Agreement and the work performed there under. City retains the right,
but has no obligation, to represent Contractor or be present at any deposition, hearing
or similar proceeding. Contractor agrees to cooperate fully with City and to provide City
with the opportunity to review any response to discovery requests provided by
Contractor. However, this right to review any such response does not imply or mean
the right by City to control, direct, or rewrite said response.
6.5 Confidentiality and Release of Information
(a) All information gained or work product produced by Contractor in
performance of this Agreement shall be considered confidential, unless such
information is in the public domain or already known to Contractor. Contractor shall not
release or disclose any such information or work product to persons or entities other
than City without prior written authorization from the Contract Officer.
(b) Contractor, its officers, employees, agents or subcontractors, shall
not, without prior written authorization from the Contract Officer or unless requested by
the City Attorney, voluntarily provide documents, declarations, letters of support,
testimony at depositions, response to interrogatories or other information concerning the
work performed under this Agreement. Response to a subpoena or court order shall
not be considered "voluntary" provided Contractor gives City notice of such court order
orsubpoena.
(c) If Contractor, or any officer, employee, agent or subcontractor of
Contractor, provides any information or work product in violation of this Agreement, then
City shall have the right to reimbursement and indemnity from Contractor for any
damages, costs and fees, including attorneys fees, caused by or incurred as a result of
Contractor's conduct.
(d) Contractor shall promptly notify City should Contractor, its officers,
employees, agents or subcontractors be served with any summons, complaint,
subpoena, notice of deposition, request for documents, interrogatories, request for
admissions or other discovery request, court order or subpoena from any party
regarding this Agreement and the work performed there under. City retains the right,
18
but has no obligation, to represent Contractor or be present at any deposition, hearing
or similar proceeding. Contractor agrees to cooperate fully with City and to provide City
with the opportunity to review any response to discovery requests provided by
Contractor. However, this right to review any such response does not imply or mean
the right by City to control, direct, or rewrite said response.
ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION
7.1 California Law
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.
7.2 Disputes; Default
In the event that Contractor is in default under the terms of this Agreement, the
City shall not have any obligation or duty to continue compensating Contractor for any
work performed after the date of default. Instead, the City may give notice to Contractor
of the default and the reasons for the default. The notice shall include the timeframe in
which Contractor may cure the default. This timeframe is presumptively thirty (30) days,
but may be extended, though not reduced, if circumstances warrant. During the period
of time that Contractor is in default, the City shall hold all invoices and shall, when the
default is cured, proceed with payment on the invoices. In the alternative, the City may,
in its sole discretion, elect to pay some or all of the outstanding invoices during the
period of default. If Contractor does not cure the default, the City may take necessary
steps to terminate this Agreement under this Article. Any failure on the part of the City
to give notice of the Contractor's default shall not be deemed to result in a waiver of the
City's legal rights or any rights arising out of any provision of this Agreement.
7.3 Retention of Funds
City shall withhold payment from the Contractor not exceeding five percent (5%)
of the Contract Sum (whether or not arising out of this Agreement) as security for
performance of this Agreement. The retained funds shall be paid to Contractor within
sixty (60) days after final acceptance of the work by the City Council and after
Contractor has furnished City with full release of all undisputed payments under the
Agreement. In the event there are any claims specifically excluded by Contractor from
the operation of the release, the City may retain proceeds of up to 150% of the amount
in dispute. The failure of City to exercise such right to deduct or to withhold shall not,
however, affect the obligations of the Contractor to insure, indemnify, and protect City
as elsewhere provided herein.
19
7.4 Waiver
Waiver by any party to this Agreement of any term, condition, or covenant of this
Agreement shall not constitute a waiver of any other term, condition, or covenant.
Waiver by any party of any breach of the provisions of this Agreement shall not
constitute a waiver of any other provision or a waiver of any subsequent breach or
violation of any provision of this Agreement. Acceptance by City of any work or services
by Contractor shall not constitute a waiver of any of the provisions of this Agreement.
No delay or omission in the exercise of any right or remedy by a non-defaulting party on
any default shall impair such right or remedy or be construed as a waiver. 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.
7.5 Rights and Remedies are Cumulative
Except with respect to rights and remedies expressly declared to be exclusive in
this Agreement, the rights and remedies of the parties are cumulative and the exercise
by either party of one or more of such rights or remedies shall not preclude the exercise
by it, at the same or different times, of any other rights or remedies for the same default
or any other default by the other party.
7.6 Legal Action
In addition to any other rights or remedies, either party may take legal action, in
law or in equity, to cure, correct or remedy any default, to recover damages for any
default, to compel specific performance of this Agreement, to obtain declaratory or
injunctive relief, or to obtain any other remedy consistent with the purposes of this
Agreement.
7.7 Liquidated Damages
Since the determination of actual damages for any delay in performance of this
Agreement would be extremely difficult or impractical to determine in the event of a
breach of this Agreement, the Contractor and its sureties shall be liable for and shall
pay to the City the sum of TWO HUNDRED DOLLARS ($200.00) as liquidated
damages for each working day of delay in the performance of any service required
hereunder, as specified in the Schedule of Performance which is part of the bid
documents. The City may withhold from any monies payable on account of services
performed by the Contractor any accrued liquidated damages.
7.8 Termination Prior to Expiration of Term
This Section shall govern any termination of this Contract except as specifically
provided in the following Article for termination for cause.
The City reserves the right to terminate this Contract at any time, with or without
cause, upon thirty (30) days' written notice to Contractor, except that where termination
is due to the fault of the Contractor, the period of notice may be such shorter time as
may be determined by the Contract Officer. In addition, the Contractor reserves the
right to terminate this Contract at any time, with or without cause, upon sixty (60) days'
20
written notice to City, except that where termination is due to the fault of the City, the
period of notice may be such shorter time as the Contractor may determine.
Upon receipt of any notice of termination, Contractor shall immediately cease all
services hereunder except such as may be specifically approved by the Contract
Officer. Except where the Contractor has initiated termination, the Contractor shall be
entitled to compensation for all services rendered prior to the effective date of the notice
of termination and for any services authorized by the Contract Officer thereafter in
accordance with the Schedule of Compensation or such as may be approved by the
Contract Officer.
In the event the Contractor has initiated termination, the Contractor shall be
entitled to compensation only for the reasonable value of the work product actually
produced hereunder. In the event of termination without cause pursuant to this Section,
the terminating party need not provide the non-terminating party with the opportunity to
cure pursuant to Article 7.2.
If this Agreement is terminated as provided herein, City may require Contractor to
provide all finished or unfinished Documents and Data and other information of any kind
prepared by Contractor in connection with the performance of Services under this
Agreement. Contractor shall be required to provide such document and other
information within fifteen (15) days of the request.
7.9 Termination for Default of Contractor
If termination is due to the failure of the Contractor to fulfill its obligations under
this Agreement, City may, after compliance with the provisions of Article 7.2, take over
the work and prosecute the same to completion by contract or otherwise, and the
Contractor shall be liable to the extent that the total cost for completion of the services
required hereunder exceeds the compensation herein stipulated (provided that the City
shall use reasonable efforts to mitigate such damages), and City may withhold any
payments to the Contractor for the purpose of set-off or partial payment of the amounts
owed the City as previously stated.
7.10 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 attorney's fees. Attorney's
fees shall include attorney's fees on any appeal, and in addition a party entitled to
attorney's 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.
21
ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non-liability of City Officers and Employees
No officer or employee of the City shall be personally liable to the Contractor, or
any successor in interest, in the event of any default or breach by the City or for any
amount which may become due to the Contractor or to its successor, or for breach of
any obligation of the terms of this Agreement.
8.2 Conflict of Interest
Contractor covenants that neither it, nor any officer or principal of its firm, has or
shall acquire any interest, directly or indirectly, which would conflict in any manner with
the interests of City or which would in any way hinder Contractor's performance of
services under this Agreement. Contractor further covenants that in the performance of
this Agreement, no person having any such interest shall be employed by it as an
officer, employee, agent or subcontractor without the express written consent of the
Contract Officer. Contractor agrees to at all times avoid conflicts of interest or the
appearance of any conflicts of interest with the interests of City in the performance of
this Agreement.
No officer or employee of the City shall have any financial interest, direct or indirect, in
this Agreement nor shall any such officer or employee participate in any decision
relating to the Agreement which effects his financial interest or the financial interest of
any corporation, partnership or association in which he is, directly or indirectly,
interested, in violation of any State statute or regulation. The Contractor warrants that it
has not paid or given and will not pay or give any third party any money or other
consideration for obtaining this Agreement.
8.3 Covenant Against 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 race, color, creed,
religion, sex, marital status, 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, national origin, or ancestry.
8.4 Unauthorized Aliens
Contractor hereby promises and agrees to comply with all of the provisions of the
Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et sec., as amended, and
in connection therewith, shall not employ unauthorized aliens as defined therein.
Should Contractor so employ such unauthorized aliens for the performance of work
and/or services covered by this Agreement, and should the any liability or sanctions be
imposed against City for such use of unauthorized aliens, Contractor hereby agrees to
and shall reimburse City for the cost of all such liabilities or sanctions imposed, together
with any and all costs, including attorneys' fees, incurred by City.
22
ARTICLE 9. MISCELLANEOUS PROVISIONS
9.1 Notices
Any notice, demand, request, document, consent, approval, or communication
either party desires or is required to give to the other party or any other person shall be
in writing and either served personally or sent by prepaid, first-class mail, in the case of
the City, to the City Manager and to the attention of the Contract Officer, CITY OF
MENIFEE, 29714 Haun Road, Menifee, CA 92586 and in the case of the Contractor, to
the person at the address designated on the execution page of this Agreement. Either
party may change its address by notifying the other party of the change of address in
writing. Notice shall be deemed communicated at the time personally delivered or in
seventy-two (72) hours from the time of mailing if mailed as provided in this Section.
9.2 Unfair Business Practices Claims
In entering into this Agreement, Contractor offers and agrees to assign to the City all
rights, title, and interest in and to all causes of action it may have under Section 4 of the
Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2, (commencing with
Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising
from purchases of goods, services or materials related to this Agreement. This
assignment shall be made and become effective at the time the City renders final
payment to the Contractor without further acknowledgment of the Parties.
9.3 Interpretation
The terms of this Agreement shall be construed in accordance with the meaning
of the language used and shall not be construed for or against either party by reason of
the authorship of this Agreement or any other rule of construction which might otherwise
apply.
9.4 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.
9.5 Integration; Amendment
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 the Contractor and by the City Council.
The parties agree that this requirement for written modifications cannot be waived and
that any attempted waiver shall be void.
23
9.6 Severability
In the event that any one or more of the phrases, sentences, clauses,
paragraphs, or sections contained in this Agreement shall be declared invalid or
unenforceable by a valid judgment or decree of a court of competent jurisdiction, such
invalidity or unenforceability shall not affect any of the remaining phrases, sentences,
clauses, paragraphs, or sections of this Agreement which are hereby declared as
severable and shall be interpreted to carry out the intent of the parties hereunder unless
the invalid provision is so material that its invalidity deprives either party of the basic
benefit of their bargain or renders this Agreement meaningless.
9.7 Corporate Authority
The persons executing this Agreement on behalf of the parties hereto 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) the 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]
24
N WITNESS WHEREOF, the parties hereto have executed this
Agreement on the date and year first-above written.
CITY: CONTRACTOR:
CITY OF MENIFEE, COPP Contracting, Inc
a municipal rporation A "C" Corporation
By: 'i7,`t2 A • " 6L�
Scott Mann, Mayor Nam: Ezekiel A. C bpp
Title: President
ATTEST: By: L /
Name: Dennis W. Cop
-61 Title: Vice President
Kathy Bennett, City Clerk Address:
P.O.Box 457
APPROVED AS TO FORM: Buena Park, CA 90621-0457
ALESHIRE & WYNDER, LLP
zQti�ie .
ie H. Biggs!CiPATorney
Two signatures are required if a corporation.
NOTE: 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.
25
CAUPORNIA ALL-PURPOSE ACKNOWLEDGMENT
CML CODE§1189
'.•:`t. ., ,.Y.�hcC-ra.c ;i'..K.,. t^.r<�;c;�^CC-cC<.'.-:^,::.hz... .t:ih",s"4iC;.t ct c, m^�tt , ,. ., a4.a.-.��<,aR r..cX.Yc*,c>r,�('<
State of California
County of ORANGE
On AUGUST 25, 2014 before me, YOLANDA LUJAN - NOTARY PUBLIC
Date Name and Title of the Officer
personally appeared EZEKIEL A. COPP AND DENNIS W. COPP
Names)of Signer(s)
who proved to me on the basis of satisfactory
evidence to be the person(s) whose name(s)=is/are
subscribed to the within instrument and acknowledged
to me that "he/they executed the same in
hi@A4er/their authorized capacity(ies), and that by
kisser/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the
person(s)acted, executed the instrument.
i YOLANDA LUJAN
COMM a2o7atoa, a I certify under PENALTY OF PERJURY under the laws
<`. - NDORANGE COU'iNN �a 0° of the State of California that the foregoing paragraph
myCommisslmEmoire Aug.7.20181 is true and correct.
WITNESS my hand hofficial eal.
Place Notary Seal Above Signature:
ign to 0 otary Public
OPTIONAL ----
Though this section is optional, completing this infomiatio n deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
True or Type of Document: ' CITY OF MENIFEE CONTRACTS Document Date: SEPT. 3, 2014
Number of Pages: 1 Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signers)
Signer's Name: EZEKIEL A. COPP Signer's Name: DENNIS W. COPP
(X Corporate Officer—Title($): PRESIDENT IN Corporate Officer—Tttle(s): VICE-PRESIDENT
❑Partner— ❑ Limited ❑'General ❑ Partner— ❑Limited ❑General
❑Individual ❑Attorney in Fact ❑ Individual ❑Attorney in Fact
❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator
❑Other: ❑ Other:
Signer Is Representing: Signer Is Representing:
COPP CONTRACTING, INC. COPP CONTRACTING, INC.
:c.hY-44'riu3!✓.YX.-.V.(.c;:r., . .. . ':;.,�X=G,'r-tie�:`e:&'esc4-4'Gstc%4`c;;+:=1-rtic.:iGc'4�.1.:.. . . .. .
C 2013 National Notary Association#www.NationalNotary.org •1-800-US NOTARY(1-800-876-6827) Item#5907
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE
On _ before me, personally appeared proved
to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the
within instrument and acknowledged to me that he/shetthey executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s)acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TITLE(S)
PARTNER(S)
LIMITED
NUMBER OF PAGES
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR DATE OF DOCUMENT
OTHER
SIGNER IS REPRESENTING: SIGNER(S) OTHER THAN NAMED ABOVE
(NAME OF PERSON(S) OR ENTITY(IES))
26
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF RIVERSIDE
On _ before me, personally appeared proved
to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s)acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TITLE(S)
PARTNER(S)
LIMITED
NUMBER OF PAGES
GENERAL
ATTORNEY-IN-FACT
TRUSTEE(S)
GUARDIAN/CONSERVATOR DATE OF DOCUMENT
OTHER
SIGNER IS REPRESENTING: SIGNER(S) OTHER THAN NAMED ABOVE
(NAME OF PERSON(S) OR ENTITY(IES))
27
28
Bond No.:CSB0008986
Premium:$1,156.00
-Premium is based on 10o%of the final contract amount
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS: THAT
WHEREAS, the City of Menifee, County of Riverside, State of California, by
passed SEPTEMBER 3 2 014 has
awarded to
Copp contracting,Inc. hereinafter designated as the "Principal", a Contract
for construction of the Quail Valley Area 9 Street Resurfacing together with appurtenances
thereto, and
WHEREAS, said Principal is required under the terms of said Contract to furnish
a bond for the faithful performance of said Contract.
NOW, THEREFORE, we _ Copp Contract ng,Inc. as
Principal and Contractors Bonding and Insurance Company a corporation organized and
existing under the caws of the State of Washington and duly authorized to transact
business under the laws of California, as Surety, are held and firmly bound unto the City
of Menifee hereinafter called the Contracting City, in the penal sum of one hundred
percent(100%)of the amount of
one hundred ninety two thousand six hundred eighty seven and 00/100s Dollars ($ 192,687.00
lawful money of the United Stated of America, for payment of which sum well and truly
to be made, we bind ourselves, our heirs, executors, administrators and successors,
jointly and severally, firmly by these presents.
THE CONDITION OF THE OBLIGATION IS SUCH that, if the hereby bounded
Principal, his/hers or its heirs, executors, administrators, successors or assigns, shalt in
all things stand to and abide by and well and truly keep and perform all the
undertakings, terms, covenants, conditions and agreements in said Contract and any
alteration thereof, made as therein provided all within the time and in the manner therein
designated and in all respects according to their true intent and meaning, and shall
faithfully fulfill the one-year guarantee of all materials and workmanship after final
acceptance; and shall indemnify and hold harmless the City of Menifee, its officers and
agents, as therein stipulated, then this obligation shall become null and void, otherwise
it shall be and remain in tali force and virtue.
FURTHER, the said Surety, for value received, hereby stipulates and agrees that
no change, extension of time, alteration or modification of the Contract Documents or of
the work to be performed thereunder shall in any way affect its obligation on this bond,
and it does hereby waive notice of any such change, extension of time, alteration or
modification of the Contract Documents or of work to be performed thereunder.
F'?
No final settlement between the Principal and the Contractor hereunder shall
abridge the right of any beneficiary hereunder, whose claim may be unsatisfied.
Notices, papers and other documents required by Chapter 2 of Title 14 of Part 2
of Code of Civil Procedure, or by any other law, regulation, or requirement of the
Contract maybe served upon Principal at this address: Copp Contracting,Inc.-P.o.Box 457,Buena Park,CA 90621-0457
and upon Surety at this address: Contractors Bonding and Insurance Company-111 Pacifica,Suite 350,Irvine,CA 92618
IN WITNESS WHEREOF, three (3) identical counterparts of this instrument, each
of which shaft for all purposes be deemed an original thereof, have been duty executed
by the Principal and Surety herein named on the 21st day of August 2014 ,
The name and corporate sear of each corporate party being hereto affixed and these
presents duly signed by its undersigned representative pursuant to authority of its
governing body.
Copp Contracting,Inc.
Principal
By
EZAkIEL A. C0�P)�PRESIDENT
Contractors Bonding and Insurance Company
Surety
By \l t
Linda D.Coats,Attorney-in-Fact
S
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE§ 1189
State of California
County of ORANGE
On AUGUST 25, 2014 — before me, YOLANDA LUJAN - NOTARY PUBLIC
Date Name and Title of the Officer
personally appeared EZEKIEL A. COPP
Names)of Signer(s)
who proved to me on the basis of satisfactory
evidence to be the person(s) whose names) is7are
subscribed to the within instrument and acknowledged
to me that he/ €y executed the same in
histherttheir authorized capacity(ies), and that by
hisAtwAheir signature(s) on the instrument the
person(s), or the entity upon behalf of which the
person(s)acted, executed the instrument.
YOLANDA LUJAN COMM#2074108 a I certify under PENALTY OF PERJURY under the laws
y Notary Publics-California y of the State of California that the foregoing paragraph
ORANGECOUNTY
a MyCommamErpirmAug.7,2018 is true and correct.
WITNESS m han d ofrici seal.
Place Notary Seal Above Signature: s
igAat 're Notary Public
OPTIONAL
Though this section is optional, completing this informatio n deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached DOoumeM
Title or Type of Document: PERFORMANCE BOND Document Date: AUGUST 21, 2014
Number of Pages: 1 Signer(s) Other Than Named Above:
Capacity(les)Claimed by Signer(s)
Signer's Name: EZEKIEL, A. COPP Signer's Name:
n Corporate Officer—Title(§): PRESIDENT ❑Corporate Officer—Tdle(s):
❑Partner— ❑Limited ❑General ❑ Partner— ❑limited ❑General
❑individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact
❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator
❑Other: ❑ Other:
Signer Is Representing: ___ Signer Is Representing:
COPP CONTRACTING, INC.
0 2013 National Notary Association •www.NationalNotary.org a 1-800-US NOTARY(1-800-B76-6827) Item#5907
\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\\MMN
CALIFORNIA
ALL-PURPOSE ACKNOWLEDGEMENT
State of California
County of Orange
yOn g LJ SI 7 � , 'hd q before me, Adelaide C. Hunter, Notary Public
(insert name and title of the officer)
personally appeared Linda D. Coats
ywho proved to me on the basis of satisfactory evidence to be the person{s)whose namcfs)is/wc y
jsubscribed to the within instrument and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ics),and that by his/her/their signatures)on the vo
instrument the person(s),or the entity upon behalf ofwhich the persons)acted,executed the
instrument.
j I certify under PENALTY OF PERJURY under the laws of the State of California that the
jforegoing paragraph is true and correct.
WITNESS my hand and official seal.
/ 0�'Mffly
ADEUvUE C. HUNTER
Commission 1t 1994447
Signature . No'a OrangeublioCun,Calyornia
Comm. Expires Oct 19, 2019 //
Contractor
and
cbic 3101WestenAve.guite30aranceCompaay POWER OF ATTORNEY
310I Western Ave.,Suite 300
M� Seattle,wA9alzt Contractors Bonding and Insurance Company
Know All Men by These Presents:
That this Power of Attorney is not valid or in effect unless attached to the bond which it authorizes executed,but may be detached by the
approving officer if desired.
That Contractors Bonding and Insurance Company,a Washington corporation, does hereby make,constitute and appoint:
Douglas A E Dn.Timothy D.Rann Linda D Coats Matthew J oats jointly or severally
in the City of La , a Nmuei , State of California its true and lawful Agent and Attorney in Fact,with full
power and authority hereby conferred, to sign, execute, acknowledge and deliver for and on its behalf as Surety, the following described
bond.
Any and all bonds,undertakings,and recognizances in an amount not to exceed Ten Million and 00/100
Dollars( $10,000,000.00 1 for any single obligation.
The acknowledgment and execution of such bond by the said Attorney in Fact shall be as binding upon this Company as if such bond had
been executed and acknowledged by the regularly elected officers of this Company.
The Contractors Bonding and Insurance Company further certifies that the following is a true and exact copy of the Resolution
adopted by the Board of Directors of Contractors Bonding and Insurance Company,and now in force to-wit:
"AB bonds, policies, undertakings, Powers of Attorney or other obligations of the Corporation shall be executed in the
corporate name of the Corporation by the President,Secretary,any Assistant Secretary,Treasurer,or any Vice President,or by
such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant
Secretary, or the Treasurer may appoint Attorneys in Fact or Agents who shall have authority to issue bonds, policies or
undertakings in the name of the Corporation. The corporate seal is not necessary for the validity of any bonds, policies,
undertakings,Powers of Attorney or other obligations of the Corporation. The signature of any such officer and the corporate
seal may be printed by facsimile or other electronic image."
IN WITNESS WHEREOF,the Contractors Bonding and Insurance Company has caused these presents to be executed by its Y6g
Presidentwith its corporate seal affixed this 27th day of_ November 2012
Contractors Bonding and Insurance Company
_ G• ;DE
State of Washington l} Gu••, 979• ,• t,: Roy C.Die Vice President
County of King J SS '•�48XINGtO��,��``
CERTIFICATE
On this 27th day of November 2012 I, the undersigned officer of Contractors Bonding and Insurance
before me, a Notary Public, personally appeared go v C. Die , who Company,a stock corporation of the State of Washington,do hereby
being by me duly sworn, acknowledged that he signed the above Power of certify that the attached Power of Attorney is in full force and effect
Attorney as the aforesaid officer of the Contractors Bonding and and is irrevocable; and furthermore, that the Resolution of the
Insurance Company and acknowledged said instrument to be the voluntary Company as set forth in the Power of Attorney, is now in force. In
act and deed of said corporation. testimony whereof, I have hereunto set my hand and the s al of the
Contractors Bondin an 7 Insurance Company this I St day
y� of 1144i.-(k o i .
Contract—ors ,Bon'ding and Insurance Company
Joseph B.)91111cr Notary Public
Notary Public
State or Washington RoLLERy C.Die Vice President
JOSEMI SI8. N EXPIRES
MY COMMISSION EXPIRES
March 29,--— W5,IW32912
A0059511
Civil Cade of the State of California, Section 1188, CERTIFICATE OF
ACKNOWLEDGMENT
An officer taking the acknowledgment of an instrument must endorse thereon or attach
thereto a certificate substantially in the forms hereinafter prescribed.
(INDIVIDUAL)
State of California }
County of Riverside ) Ss.
City of Menifee }
On this day of , in the year 2 , before me,
personally appeared , personally known to me
(or proved to me on the basis of satisfactory evidence)to be the person(s) whose name
subscribed to the within instrument and
acknowledged that executed the same.
WITNESS my hand and official seat.
SEAL
Notary Public- State of California
(CORPORATION)
State of California
County of Riverside ) ss.
City of Menifee }
On this day of in the year 2
before me, personally appeared personally known
to me (or proved to me on the basis of satisfactory evidence) to be the person who
executed the within instrument as president (or secretary) or on behalf of the
corporation therein named acknowledged to me that the corporation executed it.
WITNESS my hand and official seal.
SEAL
Notary Public - State of California
59
(PARTNERSHIP)
State of Galifomia }
County of Riverside }ss.
City of Menifee }
On this day of in the year 2
before me, personally appeared personally known
to me (or proved to me on the basis of satisfactory evidence) to be the person who
executed the within instrument on behalf of the partnership and acknowledged to me
that the partnership executed it.
WITNESS my hand and official seal.
SEAL
Notary Public- State of California
(ATTORNEY IN FACT)
State of California }
County of Riverside } ss.
City of Menifee )
On this day of in the year
before me, personally appeared personally known
to me (or proved to me on the basis of satisfactory evidence) to be the person whose
name is subscribed to this instrument as the attorney in fact of
and acknowledged to me that he/she subscribed the name of
thereto as principal, and his/her own name as
attorney in fact.
WITNESS my hand and official seal.
SEAL
Notary Public - State of California
60
Bond No.:CSB0008986
Premium:Included with Performance Bond
PAYMENT BOND
(Bond for Labor and Material)
KNOW ALL MEN BY THESE PRESENTS: THAT
WHEREAS, the City of Menifee, in the County of Riverside, State of California,
by minute action passed SEPTEMBER 3, 2014 , 2014, has awarded to`hereinafter
designated as the "Principal," a contract for construction of the-together with
appurtenances thereto, and Copp Contracting,Inc.
"Quail Valley Area 9 Street Resurfacing
WHEREAS, said Principal is required to furnish a bond in connection with said
contract providing that if said principal, or any of his or its subcontractors shall fail to pay
for any materials, provisions, provender, or other supplies or equipment used in, upon,
or about the performance of the work contracted to be done, or for any work or labor
done thereon of any kind; the Surety of this bond will pay the same to the extent
hereinafter set forth;
NOW THEREFORE we Copp Contracting,Inc. as Principal,
and _ Contractors Bonding and Insurance Company as Surety, are held
and firmly bound unto the City of Menifee, hereinafter rolled the City, in the penal sum
of one hundred percent (100%) of the amount "' Dollars
($ 192,687.00 ), lawful money of the United States of America, for the
payment of which sum well and truly to be made; we bind ourselves, our heirs,
executors, administrators, successors, jointly and severally, firmly by these presents.
"*`one hundred ninety two thousand six hundred eighty seven and 001100s
THE CONDITION OF THIS OBLIGATION IS SUCH THAT if said Principal, his or
its heirs, executors, administrators; successors, or assigns, shall fail to pay for any
materials, provisions, provender, rented or hired teams, implements, or machinery, or
other supplies or equipment of any kind used, in, upon, for or about the performance of
the work contracted to be done, including, but not limited to, that part of water, gas,
power, light, heat, oil, gasoline, or telephone service directly applicable to the contract,
or for any work or labor thereon of any kind, or for any amounts due under the California
Unemployment Insurance Code with respect to such work or labor, or for any amounts
required to be deducted, wi#nheld, and paid over to the Employment Development
Department from the wages of employees of said Principal and subcontractors pursuant
to Section 13020 of the California Unemployment Insurance Code with respect to such
work and labor, and provided that any person, so furnishing said supplies or equipment
contributing to said work to be done, or any person who performs work or labor upon
the same, or any person who supplies both work and supplies or equipment therefore
shall have complied with the provisions of Chapter 7 of Title 15 of Part 4 of Division 3 of
the California Civil Code, as amended, or any successor thereto, then said Surety shall
pay the same in or to an amount not exceeding the amount hereinabove set forth and
also shall pay in case suit is brought upon this bond, such reasonable attorney's fees as
shall be fixed by the court.
The bond shall inure to the benefit of any and all persons, companies, and
corporations named in California Civil Code Section 3181. as amended, or any
successor thereto, so as to give a right of action to them or their assigns in any suit
brought upon this bond.
FURTHER, the said Surety, for value received, hereby stipulates and agrees that
no change, extension of time, alteration, or modifications of the Contract Documents or
of the work to be performed thereunder shall in any way affect its obligations on this
bond and it does hereby waive notice of such change, extension of time, alteration, or
modification of the Contract Documents or of work to be performed thereunder.
Notices, papers and other documents required by Chapter 2 of Title 14 of Part 2
of Code of Civil Procedure, or by any other law, regulation, or requirement of the
Contract maybe served:upon Principal at this add reSB: Copp CwtmOng,.Inc.-P.o.Box457,Buena Park,CA 90621-0457
and upon Surety at this address:Contractors Bonding and Insurance ComeanY 111 Pacifica,Suite 350 Irvine CA 92618
IN WITNESS WHEREOF, three (3) identical counterparts of this instrument„ each
of which shall for all purposes be deemed an original thereof, have been duly executed
by the Principal and Surety herein named, under penalty of perjury, on the 21st
day of august 2014 , the name and ,corporate seal of each
corporate party being hereto affixed and these presents duly signed by its undersigned
representative pursuant to authority of its governing body.
Copp Contracting,Inc.
Principal
By EEL A. COPP —"PRESIDENT
Contractors Bonding and Insurance Company
Surety r
By
Linda D.Coats,Attorney-in-Fact
62
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE§1189
.cC,�.cccft.+:.e�,.�ro�^.c�^�.Y.cC.crk:�X.Y.cX;o-ruY.crs�(',e+^.e�.cC..rAr^.c:.c.^.rti`,cs,�C.c�3e6c�Scxc>ccxcx:M.eX:cC.c>v^.�x-s,,cete�`.c,ne�<
State of California
County of ORANGE
On AumisT 29, 2014 before me, YOT ANDA T TT.TAN — NOTARY PDBT Tr
Date Name and Title of the Officer
personally appeared EZEKIEL A. COPP
Name(s)of Signer(s)
who proved to me on the basis of satisfactory
evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged
to me that he/si@they=executed the same in
his/heWtkreir=authorized capacity(ies), and that by
his/heW#m*--- signature(s) on the instrument the
person(s), or the entity upon behalf of which the
t... person(s) acted, executed the instrument.
i 1 YOLANDA'LUJAN
COMM*2074108 a I certify under PENALTY OF PERJURY under the laws
I
.�. Notary Public alifornia A of the State of California that the foregoing paragraph
ORANGECQUNTY
MyComm6sion Erpk%Aug.7 2018 is true and Correct.
WITNESS my han and offici seal.
Place Notary Seal Above Signature:
ignatu of tary Public
OPTIONAL
Though this section is optional, completing this informati deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description Of Attached Document
Title or Type of Document: PAYMENT BOND Document Date: ATTaTTST 21 , 9014
Number of Pages: 1 Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: EZEKIEL A. COPP Signer's Name:
LffCorporate Officer—Title(s): PRESIDENT ❑Corporate Officer—Title(s):
❑Partner— ❑Limited ❑';General ❑ Partner— ❑Limited ❑General
❑Individual ❑Attorney in Fact ❑ Individual ❑Attorney in Fact
❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator
❑Other: ❑ Other:
Signer Is Representing: Signer Is Representing: _
COPP CONTRACTING, INC.
D 2013 National Notary Association a www,NationaiNotary.org • 1-800-US NOTARY(1-800-876-6827) Item#5907
CALIFORNIA %
ALL-PURPOSE ACKNOWLEDGEMENT I
jState of California j
Countyof Orange
On 1 11S 2 tiD I before me, Adelaide C. Hunter Notary Public
(insert panne and ride of the officer)
personally appeared Linda D. Coats
ywho proved to me on the basis of satisfactory evidence to be the personf o whose namc(s)is/ate j
subscribed to the within instrument and acknowledged to me thataxe/she/they executed the i
jsame in his/her/their authorized capacityiiesj,and that by iris/her/their signature(s)on the
instrument the person{sj,or the entity upon behalf of which the person(s)acted,executed the
instrument. j
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
ADELAIDE C. HUNTER
Notary
Signature 'z1�V° 'YE Orange California
County
My Comm. Expires Oct 19, 2016
y
�b�e 3
actors Bonding and insurance300 Company POWER OF ATTORNEY
3101 Western Ave.,Suite 300
F1".." wattle,WA 9glz1 Contractors Bonding and Insurance Company
Know All Men by These Presents:
That this Power of Attorney is not valid or in effect unless attached to the bond which it authorizes executed,but may be detached by the
approving officer if desired.
That Contractors Bonding and Insurance Company,a Washington corporation, does hereby make,constitute and appoint:
Douglas A Rap,Timothy D Rann Linda D.(bats Matthew I.Coat&jointly or severally
in the City of Laguna Nieuel , State of California its true and lawful Agent and Attorney in Fact,with full
power and authority hereby conferred, to sign, execute, acknowledge and deliver for and on its behalf as Surety, the following described
bond.
Any and all bonds,undertakings,and recognizances in an amount not to exceed Ten Million and 00/100
Dollars( $10,000,000.00 I for any single obligation.
The acknowledgment and execution of such bond by the said Attorney in Fact shall be as binding upon this Company as if such bond had
been executed and acknowledged by the regularly elected officers of this Company.
The Contractors Bonding and Insurance Company further certifies that the following is a true and exact copy of the Resolution
adopted by the Board of Directors of Contractors Bonding and Insurance Company,and now in force to-wit:
"All bonds, policies, undertakings, Powers of Attorney or other obligations of the Corporation shall be executed in the
corporate name of the Corporation by the President,Secretary,any Assistant Secretary,Treasurer,or any Vice President,or by
such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant
Secretary, or the Treasurer may appoint Attorneys in Fact or Agents who shall have authority to issue bonds, policies or
undertakings in the name of the Corporation. The corporate seal is not necessary for the validity of any bonds, policies,
undertakings,Powers of Attorney or other obligations of the Corporation. The signature of any such officer and the corporate
seal may be printed by facsimile or other electronic image."
IN WITNESS WHEREOF,the Contractors Bonding and Insurance Company has caused these presents to be executed by its Vice
President with its corporate seal affixed this 27th day of November 2012
�`d0 �µG RNDD�
o",.• •• 'W Contractors Bonding and Insurance Company
�`�:•pPPORgr�p
State of Washington y C Die Vice President
SS .,WgBH'NGTOr`•".•``.
County of King I
CERTIFICATE
On this 27th day of November 2012 I, the undersigned officer of Contractors Bonding and Insurance
before me, a Notary Public, personally appeared Rov C. Di who Company, a stock corporation of the State of Washington,do hereby
being by me duly sworn, acknowledged that he signed the above Power of certify that the attached Power of Attorney is in full force and effect
Attorney as the aforesaid officer of the Contractors Bonding and and is irrevocable; and furthermore, that the Resolution of the
Insurance Company and acknowledged said instrument to be the voluntary Company as set forth in the Power of Attorney, is now in force. In
act and deed of said corporation. testimony whereof, I have hereunto set my hand and the seal of the
Con actors Bgonding a d Insurance Company this 21$f" day
y� of U �1St ,
Contractors Bonding and Insurance Company
Joseph B.>fuller Notary Public
Notary Public
State of Washington Roy C.Die Vice President.
JOSEPH S.MULLER
MY COMMISSION EXPIRES
March 29.2018 04754NO32912
A0059511
Civil Code of the State of California, Section 1188, CERTIFICATE OF
ACKNOWLEDGMENT
An officer taking the acknowledgment of an instrument must endorse thereon or attach
thereto a certificate substantially in the forms hereinafter prescribed.
(INDIVIDUAL)
State of California
County of Riverside ) ss.
City of Menifee )
On this day of in the year 2 ,
before me, personally appeared personalty known to me
(or proved to me on the basis of satisfactory evidence)to be the person(s) whose name
subscribed to the within instrument and
acknowledged that executed the same,
WITNESS my hand and official seal.
SEAL
Notary Public- State of California
(CORPORATION)
State of California )
County of Riverside ) ss.
City of Menifee )
On this day of _ in the year 2 before me,
personally appeared , personally known to me
(or proved to me on the basis of satisfactory evidence) to be the person who executed
the within instrument as president (or secretary) or on behalf of the corporation therein
named acknowledged to me that the corporation executed it.
WITNESS my hand and official seal.
SEAL
Notary Public- State of California
c
(PARTNERSHIP)
State of California )
County of Riverside ) ss.
City of Menifee }
On this day of in the year 2 , before me,
personally appeared , personally known to me
(or proved to me on the basis of satisfactory evidence) to be the person who executed
the within instrument on behalf of the partnership and acknowledged to me that the
partnership executed it.
WITNESS my hand and official seat.
SEAL
Notary Public-State of California
(ATTORNEY IN FACT)
State of California )
County of Riverside ) ss.
City of Menifee )
On this day,of in the year 2 before me,
personally appeared , personalty known to me
(or proved to me on the basis of satisfactory evidence) to be the person whose name is
subscribed to this instrument as the attorney in fact of
and acknowledged to me that he/she subscribed the name of
thereto as principal, and his/her own name as
attorney in fact.
WITNESS my hand and official seal.
SEAL
Notary Public- State of California