Loading...
HomeMy WebLinkAboutStaff Report 8525 City of Palo Alto (ID # 8525) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/27/2017 City of Palo Alto Page 1 Summary Title: Change Order Number 1 to Contract S17165567 with Monterey Mechanical Co. Title: Approval of Change Order Number 1 to Contract No. S17165567 With Monterey Mechanical Co. Adding $300,000 in Compensation for a Total Not- to-Exceed Amount of $550,000 for the On-call Emergency Construction Services Project Funded in Wastewater Treatment Enterprise Fund Capital Improvement Program, Project WQ-04011 at the Regional Water Quality Control Plant From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council approve and authorize the City Manager or his designee to execute Change Order No. 1 to Contract S17165567 with Monterey Mechanical Co. (Attachment A) adding $300,000 for a total contract amount not- to-exceed $550,000 for on-call emergency construction services at the Regional Water Quality Control Plant and funded by Capital Improvement Program project WQ-04011. Background The Regional Water Quality Control Plant (RWQCP) operates 24 hours a day, 7 days a week, treating an average of 19 million gallons of wastewater each day. To ensure RWQCP is always in a state of operational readiness, treating wastewater, delivering recycled water and providing related environmental services to protect public health, safety and welfare and meeting federal, state, and local regulations, on-call emergency construction services are sometimes necessary. On October 14, 2016, the City executed a three-year contract with Monterey Mechanical Co. (Monterey) to provide on-call emergency construction services City of Palo Alto Page 2 under the City Manager’s contract award authority of up to $250,000/year for public works contracts pursuant to Palo Alto Municipal Code (PAMC) Section 2.30.210(a). The contract (Attachment B) was issued in the amount of $250,000 for a term of three years ending October 13, 2019. Monterey’s contract allows for the issuance of task orders for work that is above and beyond the capabilities of the City’s in-house staff at the time the work is necessary. In the first year, the City issued task orders for work that included:  Installation of jumper electrical cables and repairs of a damaged standby electrical transfer switch, which is needed in a power outage;  Replacement of a damaged 12.47 kilovolt capacitor bank unit;  Repairs to a damaged 12.47 kilovolt power distribution circuit breaker compartment serving as the RWQCP’s primary electrical feed;  Epoxy grout injection to stop a leak at a 30-inch diameter raw sewage discharge pipe; and  Repairs to numerous seal leaks on the Plant’s 54-inch diameter outfall pipe. Discussion The numerous task orders issued for critical work will eventually deplete available funds. To ensure sufficient funds are available for future emergencies, staff recommend an additional $300,000 be approved by Council for a total contract amount not-to-exceed $550,000. Staff does not recommend extending the term of the contract at this time. This change order is being submitted to the Council because, with the proposed increase in compensation, the total contract amount would now be up to $550,000, which requires Council approval. Bid Process On August 9, 2016, the City advertised a notice inviting formal bids for the On-Call Emergency Construction Services project. The bidding period was 21 days. On August 30, 2016, bids were received from one qualified contractor. Summary of Bid Process City of Palo Alto Page 3 Bid Name/Number On-Call Emergency Construction Services (IFB-165567) Proposed Length of Project 3-years after Contract Execution Number of notices sent to Contractors via City’s eProcurement system 577 Number of notices sent to Builder’s Exchanges via City’s eProcurement system 5 Number of Bid Packages downloaded by Contractors 5 Number of Bid Packages downloaded by Builder’s Exchanges 5 Total Days to Respond to Bid 21 Pre-Bid Meeting Yes Number of Company Attendees at Pre-Bid Meeting 2 Number of Bids Received: 1 Bid Price Range $250,000 The bid submitted by Monterey was reviewed and accepted and Monterey declared the lowest responsible bidder. Staff confirmed with the Contractor's State License Board the contractor has an active license on file. Staff also checked references supplied by the contractor for previous work performed, including projects at RWQCP and elsewhere in the City, and found no significant complaints. Resource Impact The additional $300,000 to fund Change Order Number 1 is in the Fiscal Year 2018 Wastewater Treatment Enterprise Fund Capital Improvement Program project WQ-04011 Facility Condition Assessment and Retrofit. Policy Implications This recommendation does not represent any change to existing City policies. Environmental Review The recommended action is exempt from review under the California Environmental Quality Act pursuant to CEQA Guidelines Section 15301 (b), which includes maintenance of publicly-owned wastewater facilities involving no or City of Palo Alto Page 4 negligible expansion. Attachments:  Attachment A - S17165567 Change Order No 1  Attachment B - Contract S17165567 Monterey Mechanical Contract Change Order City of Palo Alto Department: Public Works WQCP Contract Number: S17165567 CONTRACT CHANGE ORDER PAGE 1 OF 3 Contract Change Order #01 Project Title: On-Call Emergency Construction Services Project No.: WQ - 04011 Contract Number: S17165567 Date: 11/02/17 Contractor: Monterey Mechanical Company Change Order: 01 Description of Change Order Background Information: The 3-year contract runs from October 14, 2016 to October 13, 2019 for $250,000 to cover the cost of immediate mobilization and construction costs by the on-call contractor for handling emergency and urgent construction services at the Palo Alto Regional Water Quality Control Plant. Change Order Justification: Task Order Nos. 1-8 utilizing expenses estimated at $355,000 have been set aside for emergency and urgent construction services, leaving an estimated shortfall of $105,000 remaining in the $250,000 contract for funding future emergency construction services over the remaining two years of the contract. Another $300,000 is requested to replenish the contract with funds to cover the shortfall and for future unforeseen urgent and emergency work over the next two years. Description of Work to be Performed: Unexpected breakdowns or failures of equipment, piping, electrical, concrete, etc., requiring use of the funds in this contract for urgent, critical repair work. Incorporates Field Order Number(s): N / A Cost Time This change order will:  No cost change: N/A  Increase cost by $ 300,000  Decrease cost by $ N/A This change order will:  No change time  Increase time by days  Decrease time by days The date of completion as of this change order is: October 13, 2019 G/L account number (s):31651 Basis for change in cost:  Unit price(s)  Lump sum  Cost plus  Other: CONTRACT CHANGE ORDER PAGE 2 OF 3 Contract Change Order – continued CONTRACTOR CERTIFICATION: The undersigned Contractor approves this Change Order as to the changes, if any, in the contract price specified for each Line Item and as to the extension of time allowed, if any, for completion of the entire work on account of each Line Item, and agrees to furnish all labor and materials and perform all work necessary to complete any additional work specified therein, for the consideration stated therein. It is understood that the time and cost adjustments set forth in this Change Order include full compensation for any impacts or delays associated with the Line Items addressed in this Change Order. CLAIM PROCEDURE: Any items in Contractor’s Change Order Request that are not included in this Change Order are hereby deemed rejected as of the date of this letter. If Contractor wishes to dispute this rejection, it may submit a Claim pursuant to Section 4.2 of the Contract General Conditions within thirty (30) days of the date of this Change Order. Accepted for Contractor: Accepted for City of Palo Alto: By: By: Title: Monterey Mechanical Co. Project Manager Title: Public Works Department - Project Manager Date: Date: PC O N o . AS I EW A CO R CO Description Amount Reason for Change -01 Unexpected emergency repairs $300,000 Replenishment of contract funds for unforeseen work. Total for this change order $300,000 Scope of Work Contract Change Order City of Palo Alto Department: Public Works WQCP Contract Number: S17165567 CONTRACT CHANGE ORDER PAGE 3 OF 3 Document Preparation By: Tom Kapushinski Title: Project Engineer Date: November 2, 2107 City Approval – Division Head Signature required on all change orders By: Title: James S Allen Plant Manager, Water Quality Control Plant Date: City Approval – Department Head: Signature required when any individual Change Order exceeds $10,000. By: Title: Mike Sartor Director of Public Works Date: Contract Change Order – continued Summary of Amounts Payable Under Contract (For Internal Purposes Only) Original Contract Amount: $ 250,000.00 Previous Change Orders $ 0.00 This Change Order $ 300,000.00 Revised Contract Amount: $ 550,000.00 Compare to: Original Contract Authorization: $ 250,000.00 Contingency: 0.00 Contract Amendment Authorizations $ 0.00 Contingency added: 0.00 Contingency Authorizations: $ 0.00 Used to date 0.00 Total Authorized Funding: $ 250,000.00 Balance remaining 0.00 Change orders shall not be initiated for Council-approved contracts if the revised contract total exceeds the total authorized funding amount. Invitation for Bid (IFB) Package 1 Rev. April 27, 2016 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT Contract No. S17165567 City of Palo Alto On-Call Emergency Construction Services DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 2 Rev. April 27, 2016 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT TABLE OF CONTENTS SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS…………………………………….…………..7 1.1 Recitals…………………………………………………………………………………………………………………….7 1.2 Definitions……………………………………………………………………………………………………………….7 SECTION 2 THE PROJECT………………………………………………………………………………………………………...7 SECTION 3 THE CONTRACT DOCUMENTS………………………………………………………………………………..7 3.1 List of Documents…………………………………………………………………………………………….........7 3.2 Order of Precedence……………………………………………………………………………………………......7 SECTION 4 CONTRACTOR’S DUTY…………………………………………………………………………………………..8 4.1 Contractor's Duties…………………………………………………………………………………………………..8 4.2 On-Call Provision ……………………………………………………………………………………………………..8 SECTION 5 PROJECT TEAM……………………………………………………………………………………………………..9 5.1 Contractor's Co-operation………………………………………………………………………………………..8 SECTION 6 TIME OF COMPLETION…………………………………………………………………………………….......8 6.1 Time Is of Essence…………………………………………………………………………………………………….9 6.2 Commencement of Work…………………………………………………………………………………………9 6.3 Contract Time…………………………………………………………………………………………………………..9 6.4 Liquidated Damages…………………………………………………………………………………………………9 6.4.1 Other Remedies……………………………………………………………………………………………………..9 6.5 Adjustments to Contract Time………………………………………………………………………………….9 SECTION 7 COMPENSATION TO CONTRACTOR…………………………………………………………………….10 7.1 Contract Sum…………………………………………………………………………………………………………10 7.2 Full Compensation…………………………………………………………………………………………………10 SECTION 8 STANDARD OF CARE…………………………………………………………………………………………..10 8.1 Standard of Care…………………………………………………………………………………..………………9 SECTION 9 INDEMNIFICATION………………………………………………………………………………………..…10 9.1 Hold Harmless…………………………………………………………………………………………………….10 9.2 Survival………………………………………………………………………………………………………………11 SECTION 10 NON-DISCRIMINATION……..……………………………………………………………………………11 10.1 Municipal Code Requirement…………….………………………………..…………………………….10 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 3 Rev. April 27, 2016 CONSTRUCTION CONTRACT SECTION 11 INSURANCE AND BONDS.………………………………………………………………………………11 11.1 Evidence of Coverage………………………………………………………………………………………..10 SECTION 12 PROHIBITION AGAINST TRANSFERS………………………………………………………….…11 12.1 Assignment……………………………………………………………………………………………………….11 12.2 Assignment by Law.……………………………………………………………………………………………11 SECTION 13 NOTICES ………………………………………………………………………………………………………….11 13.1 Method of Notice ………………………………………………………………………………………………11 13.2 Notice Recipents …………………………………………………………………………………………….11 13.3 Change of Address…………………………………………………………………………………………….13 SECTION 14 DEFAULT………………………………………………………………………………………………………...13 14.1 Notice of Default……………………………………………………………………………………………….13 14.2 Opportunity to Cure Default………………………………………………………………………………13 SECTION 15 CITY'S RIGHTS AND REMEDIES………………………………………………………………………..13 15.1 Remedies Upon Default…………………………………………………………………………………….13 15.1.1 Delete Certain Services………………………………………………………………………………….13 15.1.2 Perform and Withhold…………………………………………………………………………………..13 15.1.3 Suspend The Construction Contract………………………………………………………………14 15.1.4 Terminate the Construction Contract for Default……………………………………………13 15.1.5 Invoke the Performance Bond……………………………………………………………………….14 15.1.6 Additional Provisions…………………………………………………………………………………….14 15.2 Delays by Sureties…………………………………………………………………………………………….14 15.3 Damages to City………………………………………………………………………………………………..14 15.3.1 For Contractor's Default………………………………………………………………………………..14 15.3.2 Compensation for Losses………………………………………………………………………………14 15.4 Suspension by City…………………………………………………………………………………………….14 15.4.1 Suspension for Convenience…………………………………………………………………………..15 15.4.2 Suspension for Cause……………………………………………………………………………………..14 15.5 Termination Without Cause………………………………………………………………………………15 15.5.1 Compensation……………………………………………………………………………………………….15 15.5.2 Subcontractors……………………………………………………………………………………………..16 15.6 Contractor’s Duties Upon Termination……………………………………………………………...16 SECTION 16 CONTRACTOR'S RIGHTS AND REMEDIES…………………………………………………………16 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 4 Rev. April 27, 2016 CONSTRUCTION CONTRACT 16.1 Contractor’s Remedies……………………………………..………………………………..………………….16 16.1.1 For Work Stoppage……………………………………………………………………………………………16 16.1.2 For City's Non-Payment…………………………………………………………………………………….17 16.2 Damages to Contractor………………………………………………………………………………………..17 SECTION 17 ACCOUNTING RECORDS………………………………………………………………………………….…17 17.1 Financial Management and City Access………………………………………………………………..17 17.2 Compliance with City Requests…………………………………………………………………………….17 SECTION 18 INDEPENDENT PARTIES……………………………………………………………………………………..17 18.1 Status of Parties……………………………………………………………………………………………………17 SECTION 19 NUISANCE……………………………………………………………………………………………………….…17 19.1 Nuisance Prohibited……………………………………………………………………………………………..17 SECTION 20 PERMITS AND LICENSES…………………………………………………………………………………….17 20.1 Payment of Fees…………………………………………………………………………………………………..17 SECTION 21 WAIVER…………………………………………………………………………………………………………….18 21.1 Waiver………………………………………………………………………………………………………………….17 SECTION 22 GOVERNING LAW AND VENUE; COMPLIANCE WITH LAWS……………………………….18 22.1 Governing Law…………………………………………………………………………………………………….18 22.2 Compliance with Laws…………………………………………………………………………………………18 22.2.1 Palo Alto Minimum Wage Ordinance…………….………………………………………………….18 SECTION 23 COMPLETE AGREEMENT……………………………………………………………………………………18 23.1 Integration………………………………………………………………………………………………………….18 SECTION 24 SURVIVAL OF CONTRACT…………………………………………………………………………………..18 24.1 Survival of Provisions……………………………………………………………………………………………18 SECTION 25 PREVAILING WAGES………………………………………………………………………………………….18 SECTION 26 NON-APPROPRIATION……………………………………………………………………………………….19 26.1 Appropriation………………………………………………………………………………………………………19 SECTION 27 AUTHORITY……………………………………………………………………………………………………….19 27.1 Representation of Parties…………………………………………………………………………………….19 SECTION 28 COUNTERPARTS………………………………………………………………………………………………..19 28.1 Multiple Counterparts………………………………………………………………………………………….19 SECTION 29 SEVERABILITY……………………………………………………………………………………………………19 29.1 Severability………………………………………………………………………………………………………….19 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 5 Rev. April 27, 2016 CONSTRUCTION CONTRACT SECTION 30 STATUTORY AND REGULATORY REFERENCES …………………………………………………..19 30.1 Amendments of Laws…………………………………………………………………………………………..19 SECTION 31 WORKERS’ COMPENSATION CERTIFICATION………………………………………………….….19 31.1 Workers Compensation…………………………………………………………………………………….19 SECTION 32 DIR REGISTRATION AND OTHER SB 854 REQUIREMENTS………………………………..…20 32.1 General Notice to Contractor…………………………………………………………………………….20 32.2 Labor Code section 1771.1(a)…………………………………………………………………………….20 32.3 DIR Registration Required…………………………………………………………………………………20 32.4 Posting of Job Site Notices…………………………………………………………………………………20 32.5 Payroll Records…………………………………………………………………………………………………20 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 6 Rev. April 27, 2016 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT THIS CONSTRUCTION CONTRACT entered into on October 14, 2016 (“Execution Date”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and MONTEREY MICHANICAL CO. ("Contractor"), is made with reference to the following: R E C I T A L S: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. Contractor is a Corporation duly organized and in good standing in the State of California, Contractor’s License Number 388361 and Department of Industrial Relations Registration Number 1000001627. Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Construction Contract. C. On August 9, 2016, City issued an Invitation for Bids (IFB) to contractors for the On-Call Emergency Construction Services (“Project”). In response to the IFB, Contractor submitted a Bid. D. City and Contractor desire to enter into this Construction Contract for the Project, and other services as identified in the Contract Documents for the Project upon the following terms and conditions. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 7 Rev. April 27, 2016 CONSTRUCTION CONTRACT NOW THEREFORE, in consideration of the mutual promises and undertakings hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed by and between the undersigned parties as follows: SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS. 1.1 Recitals. All of the recitals are incorporated herein by reference. 1.2 Definitions. Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the General Conditions. If there is a conflict between the definitions in this Construction Contract and in the General Conditions, the definitions in this Construction Contract shall prevail. SECTION 2 THE PROJECT. The Project is the “On-Call Emergency Construction Services” ("Project"), for the Regional Water Quality Control Plant (RWQCP) located at 2501 Embarcadero Way, Palo Alto, CA. 94301. The Project calls for the Contractor to respond to the City’s request for emergency construction services, as needed from time to time, at the City’s RWQCP over a three-year period of time (the Work). SECTION 3 THE CONTRACT DOCUMENTS. 3.1 List of Documents. The Contract Documents (sometimes collectively referred to as “Agreement” or “Bid Documents”) consist of the following documents which are on file with the Purchasing Division and are hereby incorporated by reference. 1) Change Orders 2) Field Orders 3) Contract 4) Bidding Addenda 5) Special Provisions 6) General Conditions 7) Project Plans and Drawings 8) Technical Specifications 9) Instructions to Bidders 10) Invitation for Bids 11) Contractor's Bid/Non-Collusion Declaration 12) Reports listed in the Contract Documents DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 8 Rev. April 27, 2016 CONSTRUCTION CONTRACT 13) Public Works Department’s Standard Drawings and Specifications (most current version at time of Bid) 14) Utilities Department’s Water, Gas, Wastewater, Electric Utilities Standards (most current version at time of Bid) 15) City of Palo Alto Traffic Control Requirements 16) City of Palo Alto Truck Route Map and Regulations 17) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and Pre- Qualification Checklist (if applicable) 18) Performance and Payment Bonds 3.2 Order of Precedence. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in the preceding section. If a claimed inconsistency cannot be resolved through the order of precedence, the City shall have the sole power to decide which document or provision shall govern as may be in the best interests of the City. SECTION 4 CONTRACTOR’S DUTY. 4.1 Contractor’s Duties Contractor agrees to perform all of the Work required for the Project, as specified in the Contract Documents, all of which are fully incorporated herein. Contractor shall provide, furnish, and supply all things necessary and incidental for the timely performance and completion of the Work, including, but not limited to, provision of all necessary labor, materials, equipment, transportation, and utilities, unless otherwise specified in the Contract Documents. Contractor also agrees to use its best efforts to complete the Work in a professional and expeditious manner and to meet or exceed the performance standards required by the Contract Documents. 4.2 ON- CALL PROVISION Services performed under the contract will be performed over a three-year period, on an on-call basis, as requested by the City from time to time, as needed, with a Task Order assigned and approved by the City’s Project Manager. Each Task Order shall be in substantially the same form as Exhibit A-1. Each Task Order shall designate a City Project Manager and shall contain a specific scope of work, a specific schedule of performance, and a specific compensation amount (“the Task Order Compensation Amount”). The overall total price of all Task Orders issued under this Agreement shall not exceed the overall amount of Compensation set forth in Section 7 of this Agreement; the total price of Task Orders issued in each contract year shall not exceed the contract year amount set forth in Section 7. CONTRACTOR shall only be compensated for work performed under an authorized Task Order and the City may elect, but is not required, to authorize work up to the maximum compensation amounts set forth in Section 7. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 9 Rev. April 27, 2016 CONSTRUCTION CONTRACT SECTION 5 PROJECT TEAM. 5.1 Contractor’s Co-operation. In addition to Contractor, City has retained, or may retain, consultants and contractors to provide professional and technical consultation for the design and construction of the Project. The Contract requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other members of the Project Team and other contractors retained by City to construct other portions of the Project. SECTION 6 TIME OF COMPLETION. 6.1 Time Is of Essence. Time is of the essence with respect to all time limits set forth in the Contract Documents. 6.2 Commencement of Work. Contractor shall commence the Work on the date specified in City’s Notice to Proceed. 6.3 Contract Time. The overall contract period is three years. Work hereunder shall begin on the date specified on the City’s Notice to Proceed, and the specific work authorized by each Task Order shall be completed no later than the time/schedule requirements specified therein, and in conformance with Section 2.4 “Delivery of Services”, of the Project Technical Specifications. By executing this Construction Contract, Contractor expressly waives any claim for delayed early completion. 6.4 Liquidated Damages. Pursuant to Government Code Section 53069.85, if Contractor fails to achieve Substantial Completion of any Specific Work authorized by a Task Order within the authorized Task Order Schedule of Performance time, including any approved extensions thereto, City may assess liquidated damages on a daily basis for each day of Unexcused Delay in achieving Substantial Completion, based on the amount of Five Hundred dollars ($500) per day, or as otherwise specified in the Special Provisions. Liquidated damages may also be separately assessed for failure to meet milestones specified elsewhere in the Contract Documents, regardless of impact on the time for achieving Substantial Completion. The assessment of liquidated damages is not a penalty but considered to be a reasonable estimate of the amount of damages City will suffer by delay in completion of the Task Order Work. The City is entitled to setoff the amount of liquidated damages assessed against any payments otherwise due to Contractor, including, but not limited to, setoff against release of retention. If the total amount of liquidated damages assessed exceeds the amount of unreleased retention, City is entitled to recover the balance from Contractor or its sureties. Occupancy or use of the Project in whole or in part prior to Substantial Completion, shall not operate as a waiver of City’s right to assess liquidated damages. 6.4.1 Other Remedies. City is entitled to any and all available legal and equitable remedies City may have where City’s Losses are caused by any reason other than Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. 6.5 Adjustments to Contract Time. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 10 Rev. April 27, 2016 CONSTRUCTION CONTRACT The Contract Time may only be adjusted for time extensions approved by City and memorialized in a Change Order approved in accordance with the requirements of the Contract Documents. SECTION 7 COMPENSATION TO CONTRACTOR. 7.1 Contract Sum. Contractor shall be compensated for satisfactory completion of the Work in compliance with the Contract Documents the Contract Sum shall not exceed Two hundred Fifty thousand Dollars ($250,000) for the three year contract term. Contractor will be compensated for each Task Order Compensation amount upon the successful completion of each Task Order 7.2 Full Compensation. The Task Order Compensation amount, as approved for each Task Order shall be full compensation to Contractor for all Work provided by Contractor and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen difficulties or obstructions which may arise or be encountered in performance of the Work until its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to suspension or discontinuance of the Work, except as expressly provided herein. The Task Order Compensation amount may only be adjusted for Change Orders approved in accordance with the requirements of the Contract Documents. SECTION 8 STANDARD OF CARE. 8.1 Standard of Care Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised personnel. All services performed in connection with this Construction Contract shall be performed in a manner consistent with the standard of care under California law applicable to those who specialize in providing such services for projects of the type, scope and complexity of the Project. SECTION 9 INDEMNIFICATION. 9.1 Hold Harmless. To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter individually referred to as an “Indemnitee” and collectively referred to as "Indemnitees"), through legal counsel acceptable to City, from and against any and liability, loss, damage, claims, expenses (including, without limitation, attorney fees, expert witness fees, paralegal fees, and fees and costs of litigation or arbitration) (collectively, “Liability”) of every nature arising out of or in connection with the acts or omissions of Contractor, its employees, Subcontractors, representatives, or agents, in performing the Work or its failure to comply with any of its obligations under the Contract, except such Liability caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. Contractor shall pay City for any costs City incurs to enforce this provision. Except as provided in Section 9.2 below, nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 11 Rev. April 27, 2016 CONSTRUCTION CONTRACT Pursuant to Public Contract Code Section 9201, City shall timely notify Contractor upon receipt of any third-party claim relating to the Contract. 9.2 Survival. The provisions of Section 9 shall survive the termination of this Construction Contract. SECTION 10 NON-DISCRIMINATION. 10.1 Municipal Code Requirement. As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. Contractor acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and will comply with all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 11 INSURANCE AND BONDS. 11.1 Evidence of coverage. Within ten (10) business days following issuance of the Notice of Award, Contractor shall provide City with evidence that it has obtained insurance and shall submit Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions. SECTION 12 PROHIBITION AGAINST TRANSFERS. 12.1 Assignment. City is entering into this Construction Contract in reliance upon the stated experience and qualifications of the Contractor and its Subcontractors set forth in Contractor’s Bid. Accordingly, Contractor shall not assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or transfer without said consent shall be null and void, and shall be deemed a substantial breach of contract and grounds for default in addition to any other legal or equitable remedy available to the City. 12.2 Assignment by Law. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the Contractor is a partnership or joint venture or syndicate or co-tenancy shall result in changing the control of Contractor, shall be construed as an assignment of this Construction Contract. Control means more than fifty percent (50%) of the voting power of the corporation or other entity. SECTION 13 NOTICES. 13.1 Method of Notice. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 12 Rev. April 27, 2016 CONSTRUCTION CONTRACT All notices, demands, requests or approvals to be given under this Construction Contract shall be given in writing and shall be deemed served on the earlier of the following: (i) On the date delivered if delivered personally; (ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and addressed as hereinafter provided; (iii) On the date sent if sent by facsimile transmission; (iv) On the date sent if delivered by electronic mail; or (v) On the date it is accepted or rejected if sent by certified mail. 13.2 Notice to Recipients. All notices, demands or requests (including, without limitation, Change Order Requests and Claims) from Contractor to City shall include the Project name and the number of this Construction Contract and shall be addressed to City at: To City: City of Palo Alto City Clerk 250 Hamilton Avenue P.O. Box 10250 Palo Alto, CA 94303 Copy to: City of Palo Alto Public Works Administration 250 Hamilton Avenue Palo Alto, CA 94301 Attn: Padmakar Chaobal AND [Include Construction Manager, If Applicable.] City of Palo Alto Utilities Engineering 250 Hamilton Avenue Palo Alto, CA 94301 Attn: In addition, copies of all Claims by Contractor under this Construction Contract shall be provided to the following: Palo Alto City Attorney’s Office 250 Hamilton Avenue DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 13 Rev. April 27, 2016 CONSTRUCTION CONTRACT P.O. Box 10250 Palo Alto, California 94303 All Claims shall be delivered personally or sent by certified mail. All notices, demands, requests or approvals from City to Contractor shall be addressed to: MONTEREY MECHANICAL ATTN: JAMES TROUP 8275 SAN LEANDRO STREET OAKLAND, CA 94621 13.3 Change of Address. In advance of any change of address, Contractor shall notify City of the change of address in writing. Each party may, by written notice only, add, delete or replace any individuals to whom and addresses to which notice shall be provided. SECTION 14 DEFAULT. 14.1 Notice of Default. In the event that City determines, in its sole discretion, that Contractor has failed or refused to perform any of the obligations set forth in the Contract Documents, or is in breach of any provision of the Contract Documents, City may give written notice of default to Contractor in the manner specified for the giving of notices in the Construction Contract, with a copy to Contractor’s performance bond surety. 14.2 Opportunity to Cure Default. Except for emergencies, Contractor shall cure any default in performance of its obligations under the Contract Documents within two (2) Days (or such shorter time as City may reasonably require) after receipt of written notice. However, if the breach cannot be reasonably cured within such time, Contractor will commence to cure the breach within two (2) Days (or such shorter time as City may reasonably require) and will diligently and continuously prosecute such cure to completion within a reasonable time, which shall in no event be later than ten (10) Days after receipt of such written notice. SECTION 15 CITY'S RIGHTS AND REMEDIES. 15.1 Remedies Upon Default. If Contractor fails to cure any default of this Construction Contract within the time period set forth above in Section 14, then City may pursue any remedies available under law or equity, including, without limitation, the following: 15.1.1 Delete Certain Services. City may, without terminating the Construction Contract, delete certain portions of the Work, reserving to itself all rights to Losses related thereto. 15.1.2 Perform and Withhold. City may, without terminating the Construction Contract, engage others to perform the Work or portion of the Work that has not been adequately performed by Contractor and withhold the cost thereof to City from future payments to Contractor, reserving to itself all rights to Losses related thereto. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 14 Rev. April 27, 2016 CONSTRUCTION CONTRACT 15.1.3 Suspend The Construction Contract. City may, without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, suspend all or any portion of this Construction Contract for as long a period of time as City determines, in its sole discretion, appropriate, in which event City shall have no obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor for damages if City directs Contractor to resume Work. 15.1.4 Terminate the Construction Contract for Default. City shall have the right to terminate this Construction Contract, in whole or in part, upon the failure of Contractor to promptly cure any default as required by Section 14. City’s election to terminate the Construction Contract for default shall be communicated by giving Contractor a written notice of termination in the manner specified for the giving of notices in the Construction Contract. Any notice of termination given to Contractor by City shall be effective immediately, unless otherwise provided therein. 15.1.5 Invoke the Performance Bond. City may, with or without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, exercise its rights under the Performance Bond. 15.1.6 Additional Provisions. All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in addition to those rights and remedies available in law or in equity. Designation in the Contract Documents of certain breaches as material shall not waive the City’s authority to designate other breaches as material nor limit City’s right to terminate the Construction Contract, or prevent the City from terminating the Agreement for breaches that are not material. City’s determination of whether there has been noncompliance with the Construction Contract so as to warrant exercise by City of its rights and remedies for default under the Construction Contract, shall be binding on all parties. No termination or action taken by City after such termination shall prejudice any other rights or remedies of City provided by law or equity or by the Contract Documents upon such termination; and City may proceed against Contractor to recover all liquidated damages and Losses suffered by City. 15.2 Delays by Sureties. Time being of the essence in the performance of the Work, if Contractor’s surety fails to arrange for completion of the Work in accordance with the Performance Bond, within seven (7) calendar days from the date of the notice of termination, Contractor’s surety shall be deemed to have waived its right to complete the Work under the Contract, and City may immediately make arrangements for the completion of the Work through use of its own forces, by hiring a replacement contractor, or by any other means that City determines advisable under the circumstances. Contractor and its surety shall be jointly and severally liable for any additional cost incurred by City to complete the Work following termination. In addition, City shall have the right to use any materials, supplies, and equipment belonging to Contractor and located at the Worksite for the purposes of completing the remaining Work. 15.3 Damages to City. 15.3.1 For Contractor's Default. City will be entitled to recovery of all Losses under law or equity in the event of Contractor’s default under the Contract Documents. 15.3.2 Compensation for Losses. In the event that City's Losses arise from Contractor’s default under the Contract Documents, City shall be entitled to deduct the cost of such Losses from monies otherwise payable to Contractor. If the Losses incurred by City exceed the amount payable, Contractor shall be liable to City for the difference and shall promptly remit same to City. 15.4 Suspension by City DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 15 Rev. April 27, 2016 CONSTRUCTION CONTRACT 15.4.1 Suspension for Convenience. City may, at any time and from time to time, without cause, order Contractor, in writing, to suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an aggregate of fifty percent (50%) of the Contract Time. The order shall be specifically identified as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at City’s expense, comply with the order and take all reasonable steps to minimize costs allocable to the Work covered by the Suspension Order. During the Suspension or extension of the Suspension, if any, City shall either cancel the Suspension Order or, by Change Order, delete the Work covered by the Suspension Order. If a Suspension Order is canceled or expires, Contractor shall resume and continue with the Work. A Change Order will be issued to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by such suspension. A Suspension Order shall not be the exclusive method for City to stop the Work. 15.4.2 Suspension for Cause. In addition to all other remedies available to City, if Contractor fails to perform or correct work in accordance with the Contract Documents, City may immediately order the Work, or any portion thereof, suspended until the cause for the suspension has been eliminated to City’s satisfaction. Contractor shall not be entitled to an increase in Contract Time or Contract Price for a suspension occasioned by Contractor’s failure to comply with the Contract Documents. City’s right to suspend the Work shall not give rise to a duty to suspend the Work, and City’s failure to suspend the Work shall not constitute a defense to Contractor’s failure to comply with the requirements of the Contract Documents. 15.5 Termination Without Cause. City may, at its sole discretion and without cause, terminate this Construction Contract in part or in whole upon written notice to Contractor. Upon receipt of such notice, Contractor shall, at City’s expense, comply with the notice and take all reasonable steps to minimize costs to close out and demobilize. The compensation allowed under this Paragraph 15.5 shall be the Contractor’s sole and exclusive compensation for such termination and Contractor waives any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect or incidental damages of any kind resulting from termination without cause. Termination pursuant to this provision does not relieve Contractor or its sureties from any of their obligations for Losses arising from or related to the Work performed by Contractor. 15.5.1 Compensation. Following such termination and within forty-five (45) Days after receipt of a billing from Contractor seeking payment of sums authorized by this Paragraph 15.5.1, City shall pay the following to Contractor as Contractor’s sole compensation for performance of the Work : .1 For Work Performed. The amount of the Contract Sum allocable to the portion of the Work properly performed by Contractor as of the date of termination, less sums previously paid to Contractor. .2 For Close-out Costs. Reasonable costs of Contractor and its Subcontractors: (i) Demobilizing and (ii) Administering the close-out of its participation in the Project (including, without limitation, all billing and accounting functions, not including attorney or expert fees) for a period of no longer than thirty (30) Days after receipt of the notice of termination. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 16 Rev. April 27, 2016 CONSTRUCTION CONTRACT .3 For Fabricated Items. Previously unpaid cost of any items delivered to the Project Site which were fabricated for subsequent incorporation in the Work. .4 Profit Allowance. An allowance for profit calculated as four percent (4%) of the sum of the above items, provided Contractor can prove a likelihood that it would have made a profit if the Construction Contract had not been terminated. 15.5.2 Subcontractors. Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts permitting termination for convenience by Contractor on terms that are consistent with this Construction Contract and that afford no greater rights of recovery against Contractor than are afforded to Contractor against City under this Section. 15.6 Contractor’s Duties Upon Termination. Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following: (i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work that is not discontinued; (iii) Provide to City a description in writing, no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and (v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto. Upon termination, whether for cause or for convenience, the provisions of the Contract Documents remain in effect as to any Claim, indemnity obligation, warranties, guarantees, submittals of as-built drawings, instructions, or manuals, or other such rights and obligations arising prior to the termination date. SECTION 16 CONTRACTOR'S RIGHTS AND REMEDIES. 16.1 Contractor’s Remedies. Contractor may terminate this Construction Contract only upon the occurrence of one of the following: 16.1.1 For Work Stoppage. The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of an order of a court or other public authority other than City having jurisdiction or due to an act of government, such as a declaration of a national emergency making material unavailable. This provision shall not apply to any work stoppage resulting from the City’s issuance of a suspension notice issued either for cause or for convenience. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 17 Rev. April 27, 2016 CONSTRUCTION CONTRACT 16.1.2 For City's Non-Payment. If City does not make pay Contractor undisputed sums within ninety (90) Days after receipt of notice from Contractor, Contractor may terminate the Construction Contract (30) days following a second notice to City of Contractor’s intention to terminate the Construction Contract. 16.2 Damages to Contractor. In the event of termination for cause by Contractor, City shall pay Contractor the sums provided for in Paragraph 15.5.1 above. Contractor agrees to accept such sums as its sole and exclusive compensation and agrees to waive any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect and incidental damages, of any kind. SECTION 17 ACCOUNTING RECORDS. 17.1 Financial Management and City Access. Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Construction Contract in accordance with generally accepted accounting principles and practices. City and City's accountants during normal business hours, may inspect, audit and copy Contractor's records, books, estimates, take-offs, cost reports, ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project. Contractor shall retain these documents for a period of three (3) years after the later of (i) Final Payment or (ii) final resolution of all Contract Disputes and other disputes, or (iii) for such longer period as may be required by law. 17.2 Compliance with City Requests. Contractor's compliance with any request by City pursuant to this Section 17 shall be a condition precedent to filing or maintenance of any legal action or proceeding by Contractor against City and to Contractor's right to receive further payments under the Contract Documents. City many enforce Contractor’s obligation to provide access to City of its business and other records referred to in Section 17.1 for inspection or copying by issuance of a writ or a provisional or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony. SECTION 18 INDEPENDENT PARTIES. 18.1 Status of parties. Each party is acting in its independent capacity and not as agents, employees, partners, or joint ventures’ of the other party. City, its officers or employees shall have no control over the conduct of Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein set forth. SECTION 19 NUISANCE. 19.1 Nuisance Prohibited. Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in connection in the performance of services under this Construction Contract. SECTION 20 PERMITS AND LICENSES. 20.1 Payment of Fees. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 18 Rev. April 27, 2016 CONSTRUCTION CONTRACT Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor shall provide, procure and pay for all licenses, permits, and fees, required by the City or other government jurisdictions or agencies necessary to carry out and complete the Work. Payment of all costs and expenses for such licenses, permits, and fees shall be included in one or more Bid items. No other compensation shall be paid to the Contractor for these items or for delays caused by non-City inspectors or conditions set forth in the licenses or permits issued by other agencies. SECTION 21 WAIVER. 21.1 Waiver. A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. SECTION 22 GOVERNING LAW AND VENUE; COMPLIANCE WITH LAWS. 22.1 Governing Law. This Construction Contract shall be construed in accordance with and governed by the laws of the State of California, and venue shall be in a court of competent jurisdiction in the County of Santa Clara, and no other place. 22.2 Compliance with Laws. Contractor shall comply with all applicable federal and California laws and city laws, including, without limitation, ordinances and resolutions, in the performance of work under this Construction Contract. 22.2.1 Palo Alto Minimum Wage Ordinance. Contractor shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as it may be amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, Contractor shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, Contractor shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code section 4.62.060. SECTION 23 COMPLETE AGREEMENT. 23.1 Integration. This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This Agreement may be amended only by a written instrument, which is signed by the parties. SECTION 24 SURVIVAL OF CONTRACT. 24.1 Survival of Provisions. The provisions of the Construction Contract which by their nature survive termination of the Construction Contract or Final Completion, including, without limitation, all warranties, indemnities, payment DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 19 Rev. April 27, 2016 CONSTRUCTION CONTRACT obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect after Final Completion or any termination of the Construction Contract. SECTION 25 PREVAILING WAGES. This Project is not subject to prevailing wages. Contractor is not required to pay prevailing wages in the performance and implementation of the Project in accordance with SB 7, if the public works contract does not include a project of $25,000 or less, when the project is for construction work, or the contract does not include a project of $15,000 or less, when the project is for alteration, demolition, repair, or maintenance (collectively, ‘improvement’) work. Or Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the California Code of Regulations and Section 16000 et seq. and Section 1773.1 of the California Labor Code. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of worker needed to execute the contract for this Project from the Director of the Department of Industrial Relations (“DIR”). Copies of these rates may be obtained at the Purchasing Division’s office of the City of Palo Alto. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of all sections, including, but not limited to, Sections 1775, 1776, 1777.5, 1782, 1810, and 1813, of the Labor Code pertaining to prevailing wages. SECTION 26 NON-APPROPRIATION. 26.1 Appropriations. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that the City does not appropriate funds for the following fiscal year for this event, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Construction Contract are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 27 AUTHORITY. 27.1 Representation of Parties. The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. SECTION 28 COUNTERPARTS 28.1 Multiple Counterparts. This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 20 Rev. April 27, 2016 CONSTRUCTION CONTRACT SECTION 29 SEVERABILITY. 29.1 Severability. In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected. SECTION 30 STATUTORY AND REGULATORY REFERENCES. 30.1 Amendments to Laws. With respect to any amendments to any statutes or regulations referenced in these Contract Documents, the reference is deemed to be the version in effect on the date that the Contract was awarded by City, unless otherwise required by law. SECTION 31 WORKERS’ COMPENSATION CERTIFICATION. 31.1 Workers Compensation. Pursuant to Labor Code Section 1861, by signing this Contract, Contractor certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.” SECTION 32 DIR REGISTRATION AND OTHER SB 854 REQUIREMENTS. 32.1 General Notice to Contractor. City requires Contractor and its listed subcontractors to comply with the requirements of SB 854. 32.2 Labor Code section 1771.1(a) City provides notice to Contractor of the requirements of California Labor Code section 1771.1(a), which reads: “A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or Section 10164 or 20103.5 of the Public Contract Code, provided the contactor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.” 32.3 DIR Registration Required. City will not accept a bid proposal from or enter into this Construction Contract with Contractor without proof that Contractor and its listed subcontractors are registered with the California Department of Industrial Relations (“DIR”) to perform public work, subject to limited exceptions. 32.4 Posting of Job Site Notices. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 21 Rev. April 27, 2016 CONSTRUCTION CONTRACT City gives notice to Contractor and its listed subcontractors that Contractor is required to post all job site notices prescribed by law or regulation and Contractor is subject to SB 854-compliance monitoring and enforcement by DIR. 32.5 Payroll Records. City requires Contractor and its listed subcontractors to comply with the requirements of Labor Code section 1776, including: (i) Keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by, respectively, Contractor and its listed subcontractors, in connection with the Project. (ii) The payroll records shall be verified as true and correct and shall be certified and made available for inspection at all reasonable hours at the principal office of Contractor and its listed subcontractors, respectively. (iii) At the request of City, acting by its project manager, Contractor and its listed subcontractors shall make the certified payroll records available for inspection or furnished upon request to the project manager within ten (10) days of receipt of City’s request. City requests Contractor and its listed subcontractors to submit the certified payroll records to the project manager at the end of each week during the Project. (iv) If the certified payroll records are not produced to the project manager within the 10-day period, then Contractor and its listed subcontractors shall be subject to a penalty of one hundred dollars ($100.00) per calendar day, or portion thereof, for each worker, and City shall withhold the sum total of penalties from the progress payment(s) then due and payable to Contractor. This provision supplements the provisions of Section 15 hereof. (v) Inform the project manager of the location of contractor’s and its listed subcontractors’ payroll records (street address, city and county) at the commencement of the Project, and also provide notice to the project manager within five (5) business days of any change of location of those payroll records. IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement on the date first above written. DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Invitation for Bid (IFB) Package 22 Rev. April 27, 2016 CONSTRUCTION CONTRACT CITY OF PALO ALTO City Manager (Contract over $85k) Purchasing Manager (Contract over $25k) Contracts Administrator (Contract under $25k) APPROVED AS TO FORM: City Attorney or designee (Contract over $25k) Contracts Administrator (Checklist Approval) PWD APPROVED: Public Works Director: MONTEREY MECHANICAL Officer 1 By: Name: Title: Officer 2 (Required for Corp. or LLC) By: Name: Title: DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 President James Troup EXHIBIT “A-1” CONSTRUCTION SERVICES TASK ORDER Contractor hereby agrees to perform the work detailed below in accordance with all the terms and conditions of the Agreement referenced in Item 1A below. All exhibits referenced in Item 8 are incorporated into the Agreement by this reference. The Contractor shall furnish the necessary facilities, professional, technical and supporting personnel required by this Task Order as described below. CONTRACT NO. ISSUE DATE Purchase Requisition No. 1A. MASTER AGREEMENT NUMBER 1B. TASK ORDER NO. 2. CONTRACTOR 3. PERIOD OF PERFORMANCE: START: COMPLETION: 4 TOTAL TASK ORDER PRICE: $__________________ BALANCE REMAINING IN MASTER AGREEMENT $__________________________________ 5. BUDGET CODE: _______________ COST CENTER_________________ COST ELEMENT______________ WBS/CIP___ _PHASE___ 6. CITYPROJECTMANAGER’S NAME/DEPARTMENT___________________________________ 7. DESCRIPTION OF SCOPE OF SERVICES MUST INCLUDE:  WORK TO BE PERFORMED  SCHEDULE OF WORK  BASIS FOR PAYMENT & FEE SCHEDULE  DELIVERABLES  REIMBURSABLES (with “not to exceed” cost) 8. ATTACHMENTS: A: Scope of Services B: __________________________________ ----------------------------------------------------------------------------------------------------------------------------------- I hereby authorize the performance of I hereby acknowledge receipt and acceptance the work described above in this Task Order. of this Task Order and warrant that I have authority to sign on behalf of Contractor. APPROVED: APPROVED: CITY OF PALO ALTO COMPANY NAME: ______________________ BY:__________________________________ BY:____________________________________ Name ________________________________ Name __________________________________ Title_________________________________ Title___________________________________ Date _________________________________ Date ___________________________________ DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Bond# 070 023 373 Premium $4435.00 CONTRACTOR1S PERFORMANCE SURETY BOND Monterey Mechanical Co. WHEREAS, the City Council of the City of Palo Alto, State of California ("City") and , ("Principal") have entered into an agreement dated , and identified asSee belp'IJ.ihich is hereby referred to and made a part hereof whereby Principal agrees to install and complete certain designated public improvements; and • 1FB #165567 -On-Call Emergency Construction Seivices WHEREAS, Principal is required under the terms of said agreement to furnish a surety bond for the faithful performance of said agreement. NOW, THEREFORE, Principal and Liberty Mutual Insurance Company as Surety, incorporated under the Laws of the State of Massac~uMlll! duly authorized to transact business as an admitted surety, under the Laws of the State of California, are held and firmly bound unto City in the penal sum of •• dollars {$ ••• ), for the payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. "'*Two Hundred Fifty Thousand and No/10Q-......... Dollars •**($250,000.00) The condition of this obligation is such that if the Principal, Principal's heirs, executors, administrators, successors, or assigns shall promptly and faithfully keep and perform the covenants, conditions, and provisions of t_he above- mentioned agreement and any alteration thereof, with or without notice to the Surety, and if Principal shall satisfy all claims and demands incurred under such agreement and shall fully protect, indemnify, defend, and hold harmless City, its officers, agents, and employees from all claims, demands, or liabilities which may arise by reason of Principal's failure to do so, and shall reimburse and repay City all outlay and expenses which City may incur in making good any default, then this obligation shall be null and void; otherwise, it shall remain in full force and effect. As part of the obligations secured hereto, and in addition to the face amount specified therefore, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees incurred by City in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Surety shall be liable for any liquidated damages for which the Principal may be liable under its agreement with the City, and such liquidated damages shall be part of the obligations secured hereto, and in addition to the face amount specified therefore. The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same, shall in any way affect its obligations on this security, and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the agreement or to the work or to the specifications. Surety hereby waives the provisions of California Civil Code Section 2845 and 2849. The City is the principal beneficiary of this bond and has all rights of a party hereto. II II II II Rev. April 27, 2016 22 PART 3 -BID FORM AND BIDDER'S DOCUMENTS DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Bond # 070 023 373 Premium Included in Performance Bond CONTRACTOR'S PAYMENT (LABOR AND MATERIALS) SURETY BOND Monterey Mechanical Co. WHEREAS, the City Council of the City of Palo Alto, State of California ("City") and , ("Principal"), have entered into an agreement dated , and identified a~Below("Agreement"), which is hereby referred to and made a part here of, whereby Principal agrees to install and complete certain designated public improvements; and *IFB #165567 -On-Call Emergency Services WHEREAS, under the terms of said agreement, Principal is required before entering upon the performance of the work to file a good and sufficient payment surety bond with City to secure the claims to which reference is made in Titles 1 and 3 (commencing with Section 8000) of Part 6 of Division 4 of the Civil Code of the State of California. NOW, THEREFORE, Principal and Liberty Mutual Insurance Company as Surety, incorporated under the laws of the State of Massachusetts and duly authorized to transact business as an admitted surety, under the Laws of the State of California, are held and firmly bound unto City in the penal sum of** dollars($ ••• ), this amount being not less than one hundred percent of the total amount payable by the terms of the Agreement per Civil Code section 9554, for the payment whereof Principal and Surety bind themselves, their heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. **Two Hundred Fifty Thousand and No/100------------------------Dollars **"($250,000.00) The condition of this obligation is such that if Principal, Principal's subcontractors, heirs, executors, administrators, successors, or assigns shall fail to pay any of the persons, companies, or corporations, referred to in Section 9100 of the California Civil Code, as amended, with respect to any work of labor performed or materials supplied by any such persons, companies, or corporations, which work, labor, or materials are covered by the above-mentioned agreement and any amendments, changes, change order, additions, alterations, or modifications thereof, or any amounts due under the California Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Principal and its subcontractors pursuant to Section 13020 of the Unemployment Insurance Code, as amended, with respect to such work and labor, the Surety will pay for the same, in an amount not exceeding the sum herein above specified, and also, in case suit is brought upon this bond, the Surety will pay reasonable attorney's fees in an amount to be fixed by the court. It is hereby expressly stipulated and agreed that this surety bond shall inure to the benefit of any and all persons, companies, and corporations entitled named in Section 9100 of the calitornia Civil Code, as amended, so as to give a right of action to them or their assigns in any suit brought upon this surety bond. The Surety hereby stipulates and agrees that no amendment, change, change order, addition, alteration, or modification to the terms of the agreement of the work to be performed thereunder or the specifications accompanying the same, shall in any way affect its obligations on this surety bond, and it does hereby waive notice of any such amendment, change, change order, addition, alteration, or modification to the terms of the agreement or to the work performed thereunder or to the specifications accompanying the same. Surety hereby waives the provisions of California Civil Code Sections 2845 and 2849. . .......... n .. " Rev. April 27, 2016 24 PART 3 -BID FORM AND BIDDER'S DOCUMENTS DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 -i POLICY NUMBER: MWZY307145 COMMERCIAL GENERAL LIABILllYi CG 20 10 07 04 , THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Or~anization(s): Location(s) Of Covered 0Derations All Persons or Organizations as required by The locations as specified in the written Written Contract or Agreement contracts or agreements Information required to comolete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project. CG 20 10 07 04_ © ISO Properties, Inc., 2004 Page 1 of 1 ! i '. ·. ~ ;_ ' • l ~ ~ ; •. '. D DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 POLICY NUMBER: MWZY307145 COMMERCIAL GENERAL LIABILITY. CG 2010 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Or~anization(s): Location(s} Of Covered Operations The City of Palo Alto, its Council, Members, Officers, RE: MMC Job# 12-1628, ClientJob#IFB165567 Agents and Employees RE: On call Emergency Construction Services Information reauired to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for ''bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. VVith respect to the insurance afforded to these additional insureds, the following additional exclu· sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the oovered operatfons has been completed; or 2. That portion of "your work" out of which the Injury or damage arises has been put to Jts in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a princi- pal as a part of the same project. CG 20 10 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 a DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 POLICY NUMBER: MWZY307145 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Location And Description Of Completed Opera- Or Oraanization(s): tions The City of Palo Alto, its Council, Members, Officers, RE: MMCJob#12-1628, Client Job# IFB165567 Agents and Employees RE: Oneal! Emergency Construction Services lnformatlon required to complete this Schedule if not shown above; will be shown in the Declarations. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at location designated and described in the schedule of this endorsement performed for that additional insured and included in the "pro CG 20 37 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 a DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 POLICY NUMBER: MWZY307145 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Location And Description Of Completed Opera· Or Organization(s}: tions All Persons or Organizations as required by The locations as specified in the written Written Contract or Agreement contracts or agreements Information required to comolete this Schedule, if not shown above, will be shown in the Declarations. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to llability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at location designated and described in the schedule of this endorsement performed for that additional insured and included in the "pro CG 20 37 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 D DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 POLICY NUMBER: MWZY307145 COMMERCIAL GENERAL LIABILITY CG 20 28 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -LESSOR OF LEASED EQUIPMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): All persons or organizations as required by written contract or agreement. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II -Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury'' caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person(s) or organization(s). However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. C. With respect to the insurance afforded to these additional insureds, the following is added to Section Ill -Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 28 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Named Insured: Monterey Mechanical Company Policy Number: MWZY307145 Effective Date: 4/1/16 COMMERCIAL GENERAL LIABILITY CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 POLICY NUMBER: MWZY307145 COMMERCIAL GENERAL LIABILITY CG 2404 0509 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: All persons or organizations as required by written contract or agreement Information reauired to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV -Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or ~your work~ done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 0405 09 © Insurance Services Office, Inc., 2008 Moni.r.y MKh1nleal Co. Page 1 of 1 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Policy No. MWTB307146 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BROAD FORM NAMED INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM It is agreed that throughout this Policy the words "you" and "your" refer to the Named Insured shown in the Declarations and any business entity in which the Named Insured shown in the Declarations owns, during the Policy Period, an interest of more than 50 percent. If other valid and collectible insurance is available to any business entity covered by this policy solely by reason of ownership by the Named Insured shown in the Declarations in excess of 50 percent, this insurance is excess over the other insurance, whether primary, excess, contingent, or on any other basis. PCA 038 04 06 MWTB 304276 Monterey Mechanical Co. 04/01/2015. 04/01/2016 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Policy No. MWTB307146 Effective: 04/01/2016 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE Designated Person(s) or Organization(s): All persons or organizations where required by written contract WHO IS AN INSURED (SECTION II) is amended to include the person(s) or organization(s) shown in the above Schedule, but only with respect to "accidents" arising out of work being performed for such person(s) or organization(s). As respects any person(s) or organization(s) shown in the above Schedule with whom you have agreed in a written contract to provide primary insurance coverage, this coverage will be primary and any insurance maintained by such person(s) or organization(s) will apply on an excess basis. PCA 035 04 06 MWTB 304276 Monterey Mechanical Co. 04/01/2015 • 04/01/2016 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 Policy No. MWTB307146 Effective: 04/01/2016 IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM Under SECTION IV, Paragraph A. 5. is replaced by the following: We waive our right of recovery against any person or organization to the extent required by a written contract, executed prior to any "accident". The accident must arise from operations contemplated in said contract and this waiver is only applicable to the person or organization designated in said contract. PCA 044 04 06 MWTB304276 Monterey Mechanical Co. 04/01/2015 -04/01/2016 DocuSign Envelope ID: 9ED60E71-E2E3-47BF-82C5-1FB999854F61 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY POLICY NUMBER: MWC30714400 WC040306 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT .. CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 0 otherwise due on such remuneration. % of the California workers' compensation premium SCHEDULE PERSON OR ORGANIZATION WHERE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT JOB DESCRIPTION WHERE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT © 1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms .Manual © 1999. INSURED CCPY