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HomeMy WebLinkAboutC-8022-1 - Purchase and Installation Agreement for Purchase and Installation of Catch Basin Connector Pipe Screensv I✓(Ir t= O AMENDMENT NO. ONE TO pp PURCHASE AND INSTALLATION AGREEMENT V WITH UNITED STORM WATER, INC. FOR PURCHASE & INSTALLATION OF CATCH BASIN CONNECTOR PIPE SCREENS THIS AMENDMENT NO. ONE TO PURCHASE AND INSTALLATION AGREEMENT ("Amendment No. One") is made and entered into as of this 24th day of September, 2019 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and UNITED STORM WATER, INC., a California corporation ("Contractor"), whose address is 14000 E. Valley Boulevard, City of Industry, California, 91746, and is made with reference.to the following: RECITALS A. On June 11, 2019, City and Contractor entered into a Purchase and Installation Agreement ("Agreement') for Contractor to provide Purchase and Installation of Catch Basin Connector Pipe Screens ("Project'). B. The parties desire to enter into this Amendment No. One to extend the term of the Agreement to December 31, 2019. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: Section 3 of the Agreement is amended in its entirety and replaced with the following: "Unless earlier terminated in accordance with Section 18 of this Agreement, this Agreement shall continue in full force and effect until completion of the services agreed to herein or until December 31, 2019, whichever occurs first." 2. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] UNITED STORM WATER, INC. Page 1 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: A ron C. Ha \q City Attorney ATTEST: Date: By: k&4.&M LErilanil.Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: '7- / 0 - 2O By: Grac (.Leung Cit anager CONTRACTOR: UNITED STORM WATER, INC., a California corporation Date: Signed in Counterpart By: Eduardo C. Perry President Date: By: Signed in Counterpart Robert Pina Secretary/Treasurer [END OF SIGNATURES] UNITED STORM WATER, INC. Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: I e(t-4 1 By: Aaron C. Harp �q City Attorney CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Grace K. Leung City Manager ATTEST: CONTRACTOR: UNITED STORM Date: WATER, INC. a California corporation Date: � Z By: By: Leilani I. Brown Eduardo C. Perry City Clerk President Date: I/3L- / By: s Robert Pina� Secretary/Treasurer [END OF SIGNATURES] UNITED STORM WATER, INC. Page 2 CITY C:.rnK PURCHASE AND INSTALLATION AGREEMENT WITH UNITED STORM WATER, INC. FOR PURCHASE & INSTALLATION OF CATCH BASIN CONNECTOR PIPE SCREENS THIS PURCHASE AND INSTALLATION AGREEMENT ("Agreement") is made and entered into as of this 11th day of June, 2019 ("Effective Date") by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and UNITED STORM WATER, INC., a California corporation ("Contractor"), whose principal place of business is 14000 E. Valley Boulevard, City of Industry, California, 91746, and is made with reference to the following: RECITALS 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. City desires to engage Contractor to provide Purchase and Installation of Catch Basin Connector Pipe Screens, as detailed in the Scope of Work and Schedule of Billing Rates attached hereto as Exhibit "A" ("Project"). C. Whereas the City was awarded Measure M2 Grant Funding for the Newport Bay Trash Mitigation Project; D. Whereas the County of Orange entered into a Master Agreement MA -080-15011198 with United Storm Water, Inc. for the purchase and installation of Trash and Debris Capture Devices; attached hereto as Exhibit "B". E. Whereas Section 50 of Master Agreement MA -080-15011198 allows other California local or state governmental agencies to obtain products and services at the rates listed in the agreement, provided that each agency be responsible for issuing their own purchase document or agreement with United Storm Water, Inc. F. Contractor has examined the location of all proposed work, carefully reviewed and evaluated the specifications set forth by the City for the Project, is familiar with all conditions relevant to the performance of services and has committed to perform all work required for the price specified in this Agreement. G. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. United Storm Water, Inc. Page 1 NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: SCOPE OF WORK 1.1 Contractor shall provide all tangible items and perform all the services described in the Scope of Work attached hereto as Exhibit "A" and incorporated herein by reference. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and, in light of such status and experience, Contractor covenants that it will perform all Services in a manner commensurate with community professional standards and with the ordinary degree of skill and care that would be used under reasonably competent practitioners of the same discipline under similar circumstances and that all materials will be of good quality. 1.2 Contractor shall perform everything required to be performed, and shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation services necessary for the Project. 1.3 In consideration of the payment of the purchase price and subject to all the terms and conditions hereof, Contractor shall: install Catch Basin Connector Pipe Screens (hereinafter referred to as "Products"), as listed and set forth in Exhibit "A". 2. TIME OF PERFORMANCE 2.1 Time is of the essence in the performance of services under this Agreement and Contractor shall complete the Project installation, implementation and acceptance testing within the time set forth in Exhibit "A". The failure by Contractor to meet this schedule may result in termination of this Agreement by City as outlined in Section 18 below. 2.2 Force Majeure. The time period(s) specified in Exhibit "A" for performance of 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 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, and/or acts of any governmental agency, including the City, if Contractor shall within ten (10) days of the commencement of such delay notify City in writing of the cause of the delay. City shall ascertain the facts and 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 City such delay is justified. City's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against City for any delay in performance of this Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant to this Section. United Storm Water, Inc. Page 2 3. TERM Unless earlier terminated in accordance with Section 18 of this Agreement, this Agreement shall continue in full force and effect until completion of the services agreed to herein or until September 30, 2019, whichever occurs first. 4. COMPENSATION 4.1 City shall pay Contractor for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and Exhibit "A" and incorporated herein by reference. Contractor's compensation for all Work performed in accordance with this Agreement, including all reimbursable items and subcontractor fees, shall not exceed One Hundred Fifty Six Thousand Five Hundred Thirty One Dollars and 75/100 ($156,531.75), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.2 Contractor shall submit monthly invoices to City describing the Work performed the preceding month. Contractor's bills shall include the name of the person who performed the Work, a brief description of the Services performed and/or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Contractor no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Contractor only for those costs or expenses specifically identified in Exhibit "A" to this Agreement or specifically approved in writing in advance by City. 4.4 Contractor shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit "A". 4.5 Contractor shall provide City with a minimum fourteen (14) days' notice of its dates of installation to enable the City to prepare the installation sites for the Products in accordance with the instructions of Contractor. The City shall complete site preparation prior to the date of installation of the Products, and the site shall thereafter be available for inspection and approval. All costs and expenses related to the site preparation shall be at the sole expense of City. 4.6 Extra Work. Contractor shall not receive any compensation for Extra Work without the prior written authorization of the City. As used herein, "Extra Work" means any work that is determined by the City to be necessary for the proper completion of the Project, but which is not included in the Purchase Price as specified in Exhibit "A", and which parties United Storm Water, Inc. Page 3 did not reasonably anticipate would be necessary. Compensation for any authorized Extra Work shall be paid in accordance with the hourly rates set forth in Exhibit "A". 5. PROJECT MANAGER Contractor shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the term of the Agreement. Contractor has designated Eduardo C. Perry to be its Project Manager. Contractor shall not remove or reassign the Project Manager without the prior written consent of City. City's approval shall not be unreasonably withheld. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. City's Public Works Director or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. 7. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE 7.1 Contractor shall use only the standard materials described in Exhibit "A" in performing services under this Agreement. Any deviation from the materials described in Exhibit "A" shall not be installed unless approved in advance by the City Project Administrator. 7.2 All of the services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. 8. RESPONSIBILITY FOR DAMAGES OR INJURY 8.1 City and all officers, employees and representatives thereof and all persons and entities owning or otherwise in legal control of the property upon which Contractor performs the Project and/or Services shall not be responsible in any manner for any loss or damage to any of the materials or other things used or employed in performing the Project or for injury to or death of any person as a result of Contractor's performance of the services required hereunder; or for damage to property from any cause arising from the performance of the Project and/or Services by Contractor, or its subcontractors, or its workers, or anyone employed by either of them, unless caused by the City's negligent acts, omissions, or willful misconduct. 8.2 Contractor shall be responsible for any liability imposed by law and for injuries to or death of any person or damage to property resulting from defects, obstructions or from any cause to the extent arising from the negligent acts, omissions, or willful misconduct of the Contractor' or any subcontractor or supplier selected by the Contractor. United Storm Water, Inc. Page 4 8.3 To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, employees, and any person or entity owning or otherwise in legal control of the property upon which Contractor performs the Project and/or Services contemplated by this Agreement (collectively, the "Indemnified Parties") from and against: (1) any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liability, costs and expenses (including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, and Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent and/or willful acts, errors and/or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them); (2) use of improper materials in performing this Project including, without limitation, defects in workmanship or materials and/or design defects; and/or (3) any and all claims asserted by Contractor's subcontractors or suppliers on the Project, and shall include reasonable attorneys' fees and all other costs incurred in defending any such claim. Contractor's liability in this Subsection shall be limited to the maximum amount of its insurance coverage for claims arising out non -negligent and non -intentional acts performed under this Agreement. Contractor shall not be held responsible for consequential or special damages, or claims made to City for such consequential or special damages. Nothing herein shall require Contractor to indemnify City from the negligence or willful misconduct of City, its officers or employees. 8.3.1 To the fullest extent permitted by law, Contractor shall hold harmless the County of Orange from all claims, demands, actions or causes of actions of every kind resulting directly or indirectly, arising out of, or in any way connected with the use of Contract MA -080-15011198 to provide Trash and Debris Capture Devices. 8.4 Intellectual Property Indemnity - Contractor shall defend, indemnify and hold City, its agents, officers, representatives, employees and City Council, boards and commissions harmless from any proceeding brought against City for any intentional or unintentional violation of the intellectual property rights of any third party with respect to Products deliverables purchased in this Agreement This indemnification shall include, but is not limited to, infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Contractor's deliverables provided under this Agreement. 8.5 Contractor shall perform all Project work in a manner to minimize public inconvenience and possible hazard, to restore other work areas to their original condition and former usefulness as soon as possible, and to protect public and private property. Contractor shall perform work as specified in Exhibit "A" to limit impacts to traffic during the system installation period. Contractor shall be liable for any private or public property damaged during the performance of the Project work. United Storm Water, Inc. Page 5 8.6 Contractor shall provide traffic control and access in accordance with Section 7-10 of the State Standard Specifications and the latest edition of the Work Area Traffic Control Handbook (WATCH), as published by Building News, Inc. 8.7 Traffic control and detours shall at a minimum meet the following requirements: 8.7.1 Emergency vehicle access shall be maintained at all times. 8.7.2 The locations and wordings of all barricades, signs, delineators, lights, warning devices, parking restrictions, and any other required details shall ensure that all pedestrian and vehicular traffic will be handled in a safe manner with a minimum of inconvenience to the public. 8.7.3 All advanced warning sign installations shall be reflectorized and/or lighted. 8.7.4 Traffic signal system shutdown or planned "red flash" shall be limited to 4 -hour periods between the hours of 9:00 a.m. and 3:00 p.m. on weekdays (Monday through Thursday), except as authorized by the Project Administrator. 8.7.5 "STOP AHEAD" and "STOP" signs shall be furnished by the Contractor and shall conform to the provisions in Section 12-3.06, "Construction Area Signs," of the State Standard Specifications except that the base material for the signs shall not be plywood. Two "STOP AHEAD" signs and two "STOP" signs shall be placed for each direction of traffic. Locations of the signs shall be per the WATCH manual. 8.8 Nothing in this Section shall be construed as authorizing any award of attorney's fees in any action to enforce the terms of this Agreement, except to the extent provided in Section 8.3 above. 8.9 The rights and obligations set forth in this Section shall survive the termination of this Agreement. 9. INDEPENDENT CONTRACTOR City has retained Contractor as an independent contractor and neither Contractor nor its employees, nor any of its subcontractors, are to be considered employees of the City. The manner and means of conducting the work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. 10. COOPERATION Contractor agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Contractor on the Project. United Storm Water, Inc. Page 6 11. INSURANCE Without limiting Contractor's indemnification of City, and prior to commencement of work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit "C", and incorporated herein by reference. 12. BONDING 12.1 Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement: a Labor and Materials Payment Bond in the amount of one hundred percent (100°/x) of the total amount to be paid Contractor as set forth in this Agreement and in the form attached hereto as Exhibit "D" which is incorporated herein by this reference, and a Faithful Performance Bond in the amount of one hundred percent (100%) of the total amount to be paid Contractor as set forth in this Agreement in the form attached hereto as Exhibit "E" which is incorporated herein by this reference. 12.2 The Labor and Materials Payment Bond and Faithful Performance Bond shall be issued by an insurance organization or surety (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, (2) listed as an acceptable surety in the latest revision of the Federal Register Circular 570, and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property -Casualty. 12.3 The Contractor shall deliver, concurrently with execution of this Agreement, the Labor and Materials Payment Bond and Faithful Performance Bond, a certified copy of the "Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner, which authorizes the Insurer or Surety to transact surety insurance in the State of California. 13. PREVAILING WAGES 13.1 Pursuant to the applicable provisions of the Labor Code of the State of California, not less than the general prevailing rate of per diem wages including legal holidays and overtime work for each craft or type of workman needed to execute the work contemplated under the Agreement shall be paid to all workmen employed on the work to be done according to the Agreement by the Contractor and any subcontractor. In accordance with the California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has ascertained the general prevailing rate of per diem wages in the locality in which the work is to be performed for each craft, classification, or type of workman or mechanic needed to execute the Agreement. A copy of said determination is available by calling the prevailing wage hotline number (415) 703-4774, and requesting one from the Department of Industrial Relations. The Contractor is required to obtain the wage determinations from the Department of Industrial Relations and post at the job site the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any subcontractor under him/her to comply with all State of California labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. United Storm Water, Inc. Page 7 13.2 Unless otherwise exempt by law, Contractor warrants that no contractor or subcontractor was listed on the bid proposal for the Services that it is not currently registered and qualified to perform public work. Contractor further warrants that it is currently registered and qualified to perform "public work" pursuant to California Labor Code section 1725.5 or any successor statute thereto and that no contractor or subcontractor will engage in the performance of the Services unless currently registered and qualified to perform public work. 14. SUBCONTRACTING The subcontractors authorized by City, if any, to perform work on this Project are identified in Exhibit "A". Contractor shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 15. WITHHOLDINGS City may withhold payment to Contractor of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Contractor shall not discontinue work as a result of such withholding. Contractor shall have an immediate right to appeal to the City Manager or his/her designee with respect to such disputed sums. Contractor shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 16. CONFLICTS OF INTEREST 16.1 The Contractor or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et seg., which (1) require such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibit such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 16.2 If subject to the Act and/or Government Code §§ 1090 et seg., Contractor shall conform to all requirements therein. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. United Storm Water, Inc. Page 8 17. NOTICES 17.1 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, to City by Contractor and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first-class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attention: Public Works Director City of Newport Beach 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658 17.2 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attention: Eduardo C. Perry United Storm Water, Inc. 14000 E. Valley Boulevard City of Industry, CA 91746 18. TERMINATION 18.1 Termination With Cause - In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of five (5) calendar days, or if more than five (5) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within five (5) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 18.2 Termination Without Cause. Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Contractor. In the event of termination under this Section, City shall pay Contractor for services satisfactorily performed and costs incurred in the performance of such services up to the effective date of termination for which Contractor has not previously been paid. In the event of termination under this Section, City shall also pay Contractor for all Products, associated materials, and hardware delivered to City site under this Agreement that City deems usable. 19. EFFECT OF CONTRACTOR'S EXECUTION Execution of this Agreement by Contractor is a representation that Contractor has visited the Project site(s), has become familiar with the local conditions under which the work United Storm Water, Inc. Page 9 is to be performed, and has taken into consideration these factors in submitting its Project proposal and Scope of Work. 20. WARRANTY 20.1 Contractor warrants to City that all Products to be delivered hereunder will be free from defects in material or workmanship and will be of the kind and quality designated or specified by Contractor in Exhibit "A". The warranty shall apply only to defects appearing within two years from the date of final acceptance by City for hardware products not manufactured by the Contractor, and two years from the date of final acceptance by City for hardware products manufactured by Contractor. If Contractor installs the Products and associated hardware and materials, or supplies technical directions of installation by Agreement, the warranty period shall run from the date of final acceptance of installation by City, provided same is not unreasonably delayed by City. 20.2 If Contractor -manufactured equipment delivered hereunder does not meet the above warranty, and if City promptly notifies Contractor in writing, Contractor shall thereupon correct any defect, including non-conformance with the specifications, either (at its option) by repairing any defective or damaged parts of the equipment, or by making available any necessary replacement parts, delivered and installed without additional charge to City within seven (7) working days. City will return the defective product to Contractor, at Contractor's expense. Contractor shall repair or replace the defective item and return it to City, shipping costs prepaid. Contractor shall perform any necessary testing, hardware and equipment removal, repair, replacement, certification, and installation at no cost to the City during the warranty period, using Contractor's equipment. 20.3 The foregoing warranty is exclusive and in lieu of all other warranties, whether written, oral, implied or statutory. Contractor does not warrant any equipment of other manufacture designated by City. 21. REPRESENTATIONS 21.1 Non -infringement. Contractor represents that to the best of its knowledge the technology embodied in the products sold herein does not infringe upon a United States patent or United States copyright in effect as of the Effective Date. 21.2 Authority. Each party represents as follows: (a) that it has full power and authority to execute, deliver and perform its obligations under this Agreement; (b) that there are no actions, proceedings or investigations, pending or, to the best of each party's knowledge, threatened against such party which may in any manner whatsoever materially affect the enforceability of this Agreement or the rights, duties and obligations of the parties hereunder; and (c) that the execution, delivery and performance of this Agreement will not constitute a breach or default under any agreement, law or court order under which such party is a party or may be bound or affected by or which may affect the rights, duties and obligations hereunder. 21.3 No Other Representations. Each party acknowledges and agrees that it is relying on no representation of the other party except as expressly set forth herein. United Storm Water, Inc. Page 10 22. CONFIDENTIAL INFORMATION. 22.1 Confidential Information. In the performance of this Agreement or in contemplation thereof, the parties and their respective employees and agents may have access to private or confidential information owned or controlled by the other party and such information may contain proprietary details and disclosures. All information and data identified in writing as proprietary or confidential by either party ("Confidential Information") and so acquired by the other party or its employees or agents under this Agreement or in contemplation thereof shall be and shall remain the disclosing party's exclusive property. The recipient of Confidential Information shall use all reasonable efforts (which in any event shall not be less than the efforts the recipient takes to ensure the confidentiality of its own proprietary and other confidential information) to keep, and have its employees and agents keep, any and all Confidential Information confidential, and shall not copy, or publish or disclose it to others, nor authorize its employees, agents or anyone else to copy or disclose it to others, without the disclosing party's written approval; nor shall the recipient make use of the Confidential Information except for the purposes of executing its obligations hereunder, and (except as provided for herein) shall return the Confidential Information and data to the first party at its request. The City's duty to maintain confidentiality as described hereunder shall be subject to the laws of the State of California. 22.2 Excluded Information. The foregoing conditions will not apply to information or data which is, or which becomes generally known to the public by publication or by any means other than a breach of duty on the part of the recipient hereunder, is information previously known to the recipient, is information independently developed by or for the recipient or is information generally released by the owning party without restriction. 22.3 Right to Injunctive Relief. Because of the unique nature of the Confidential Information, the parties agree that each party may suffer irreparable harm in the event that the other party fails to comply with any of its obligations under this Section, and that monetary damages may be inadequate to compensate either party for such breach. Accordingly, the parties agree that either party will, in addition to any other remedies available to it at law or in equity, be entitled to seek injunctive relief to enforce the terms of this Section. 23. ASSIGNMENT This Agreement shall not be assigned by any party, or any party substituted, without prior written consent of the City and the Contractor. 24. STANDARD PROVISIONS 24.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 24.2 Compliance with all Laws. Contractor shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Contractor shall conform to applicable City, United Storm Water, Inc. Page 11 county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 24.3 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. 24.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 24.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 24.6 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 the Agreement or any other rule of construction which might otherwise apply. 24.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Contractor and City and approved as to form by the City Attorney. 24.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 24.9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 24.10 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, age or any other impermissible basis under law. 24.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 24.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] United Storm Water, Inc. Page 12 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation Date: Date: By: "— By. Aaron C. Harp GraqeK. Leung City Attorney CityManager ATTEST: CONTRACTOR: United Storm Water, Date: Inc., a California corporation Date: W, jAA My'. A A LeiIaAi T.- :. City Clerk Signed in Counterpart By: Eduardo C. Perry President Date: By: Signed in Counterpart Robert Pina Secretary/Treasurer [END OF SIGNATURES] Attachments: Exhibit A – Scope of Services and Schedule of Billing Rates Exhibit B – Contract MA -080-15011198 for Trash and Debris Capture Devices Exhibit C – Insurance Requirements Exhibit D – Labor and Materials Payment Bond Exhibit E – Faithful Performance Bond United Storm Water, Inc. Page 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation Date: 6l(1 1411 Date: By: r By: Aa on C. Har `�\u Grace K. Leung City Attorney u°m City Manager ATTEST: CONTRACTOR: United Storm Water, Date: Inc., a Californi corporation Date: G� / / / q By: By: Leilani I. Brown Eduardo C. Perry City Clerk President Date: By:L':::; -)I7 ��---- Robert Pina Secretary/Treasurer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services and Schedule of Billing Rates Exhibit B — Contract MA -080-15011198 for Trash and Debris Capture Devices Exhibit C — Insurance Requirements Exhibit D — Labor and Materials Payment Bond Exhibit E — Faithful Performance Bond United Storm Water, Inc. Page 13 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE OF BILLING RATES United Storm Water, Inc. Page A-1 UNITED STORM WATER, Inc. United Storm Water, Inc. 14000 E. Valley Blvd. City of Industry CA 91746 Tel No.: (626) 961-9326 Contractor License No.: 768583 DIR Registration No.: 1000012438 Minority Business Enterprise (MBE) Bill To: CITY OF NEWPORT BEACH 3300 NEWPORT BLVD P.O. BOX 1768 NEWPORT BEACH, CA 92658 Ship Via Terms Goods No. Description C9880 OCTA MA# 080-15011198 CPS - MANU Mosquito Abatement Model Sales Quote Number: SWQ61091 Sales Quote Date: 05/07/19 Page: 1 Job Site Location: CITY OF NEWPORT BEACH 3300 NEWPORT BLVD P.O. BOX 1768 NEWPORT BEACH, CA 92658 Customer ID CINE10000 Project Name SalesPerson Ramon Menjivar 626-890-7104 No. of Units Quantity Unit Unit Price Total Price 425 EACH 368.31 156,531.75 Catch basin inserts are designed to remove trash, debris, sediment and other items, increasing the catch basin's effectiveness. Contractor to provide, fabricate, and install 425 catch basin connector pipe screens at various catch basins throughout the City of Newport Beach as directed by City staff. Contractor shall coordinate with City's designated project manager or designee, and other City staff in terms of scheduling and site preparation. At each location, Contractor shall, using contractor supplied materials, fabricate and install each Connector Pipe Screen. TO BE COMPLETED NO LATER THAN: SEPTEMBER 30, 2019 Amount Subject to Amount Exempt Sales Tax from Sales Tax 0.00 156,531.75 Subtotal: 156,531.75 Invoice Discount. 0.00 Total Sales Tax. 0.00 Total: 156, 531.75 EXHIBIT B CONTRACT MA -080-15011198 FOR TRASH AND DEBRIS CAPTURE DEVICES United Storm Water, Inc. Page B-1 County of Orange, OC Public Works MA -08415011198 United Storm Water, Inc. CONTRACT MA -080-15011198 FOR TRASH AND DEBRIS CAPTURE DEVICES THIS Contract MA -080-15011198 to provide Trash and Debris Capture Devices, (hereinafter referred to as "Contract") is made by and between the County of Orange, a political subdivision of the State of California, (hereinafter referred to as "County") and United Storm Water, Inc, with a place of business at 14000 E. Valley Blvd., City of Industry, CA 91746 (hereinafter referred to as "Contractor"), with County and Contractor sometimes individually referred to as ("Party") or collectively referred to as ("Parties"). RECITALS WHEREAS, County and Contractor are enteiing into this Contract for Trash and Debris Capture Devices under a Usage Contract; and, WHEREAS, County solicited Trash and Debris Capture Devices as set forth herein, and Contractor has represented that it is qualified to provide Trash and Debris Capture Devices to the County as further set forth herein; and, WHEREAS, Contractor agrees to provide Trash and Debris Capture Devices to the County as further set forth in the Scope of Work, attached hereto as Attachment A and incorporated herein; and, WHEREAS, County agrees to pay Contractor the fees as further set forth in Contractor's Pricing, attached hereto as Attachment B and incorporated herein; NOW THEREFORE, the Parties mutually agree as follows: ARTICLES 1. Scope of Contract: This Contract, including attachment(s), specifies the contractual terms and conditions by which the Contractor will provide Trash and Debris Capture Devices, on an "as needed" basis under a usage Contract, as set forth in the Scope of Work identified as Attachment A to this Contract. 2 Term: The term of this Contract shall be effective March 10. 2015 and shall continue for five (5) years from that date, unless otherwise terminated as provided herein. 3. Contingency of Finds: Contractor acknowledges that funding or portions of funding for this Contract may be contingent upon state budget approval; receipt of funds from, and/or obligation of funds by, the state of California to County; and inclusion of sufficient funding for the services hereunder in the budget approved by County's Board of Supervisors for each fiscal year covered by this Contract. If such approval, funding or appropriations are not forthcoming, or are otherwise limited, County may immediately terminate or modify this Contract without penalty. 4. Conflict of Interest: The Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of the County. This obligation shall apply to the Contractor; the Contractor's employees, agents, and relatives; sub -tier Consultants; and third parties associated with accomplishing work and services hereunder. The Contractor's efforts shall include, but not be limited to establishing precautions to prevent its P08019 Pae 1 of 20 County of Orange, OC Public Works M9-080-15011198 United Storni Water, Inc. employees or agents from making, receiving, providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to appear to influence individuals to act contrary to the best interests of the County. 5. Child Support Enforcement Requirements: Contractor is required to comply with the child support enforcement requirements of the County. Failure of the Contractor to nomply with all federal, state, and local reporting requirements for child support enforcement or to comply with all lawfully served Wage and Earnings Assignment Orders and Notices o£.AssigDment shall constitute a material breach of the Contract Failure to cure such breach within 60 calendar days of notice from the County shall constitute grounds for termination of the Contract. Publication: No copies of sketches, schedules, written documents, computer based data, photographs, maps or graphs, including graphic art work, resulting from performance or prepared in connection with this Contract, are to be released by Contractor and/or anyone acting under the supervision of Contractor to any person, partnership, company, corporation, or agency, without prior written approval by the County and District, except as necessary for the performance of the services of this Contract. All press contacts, including graphic display information to be published in newspapers, magazines, etc., are to be administered only alter County approval. News/Information Release: The Contractor agrees that it will not issue any news releases or make any contact with the media in connection with either the award of this Contract or any subsequent amendment of, or effort under this Contract. Contractors must first obtain review and approval of said news media contact from the County through the County's Project Manager, Any requests for interviews or information received by the media should be referred directly to the County. Contractors are not authorized to serve as a media spokespersons for County projects without first obtaining permission from the County Project Manager. 8. Breach of Contract: The failure of the Contractor to comply with any of the provisions, covenants or conditions of this Contract, shall constitute a material breach of this Contract. In such event the County may, and in addition to any other remedies available at law, in equity, or otherwise specified in this Contract: a. Afford the Contractor written notice of the breach and ten calendar days or such shorter time that may be specified in this Contract within which to cure the breach; b. Discontinue payment to the Contractor for and during the period in which the Contractor is in breach and offset against any monies billed by the Contractor but yet unpaid by the County those monies disallowed pursuant to the above. c. Terminate the Contract immediately without penalty. 9. Contract Disputes: The Parties shall deal in good faith and attempt to resolve potential disputes informally. If the dispute concerning a question of fact arising under the terms of this Contract is not disposed of in a reasonable period of"time by the Contractor's Supervisor and the County's project manager as specified in Article 12. "Notices" by way of the following process, such matter shall be brought to the attention of the County DPA by way of the following process_ a. The Contractor shall submit to the County DPA a written demand for a final decision regarding the disposition of any dispute between the Parties arising under, related to, or involving this Contract, unless the County, on its own initiative, has already rendered such a final decision. P08019 Page 2 of 20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc. b. The Contractor's written demand shall be fully supported by factual information, and, if such demand involves a cost adjustment to the Contract, the Contractor shall include with the demand a written statement signed by a senior official indicating that the demand is made in good faith, that the supporting data are accurate and e.omplete, and that the amount requested accurately reflects the Contract adjustment for which the Contractor believes the County is liable. L. Pending the final resolution of any dispute arising under, related to, or involving this Contract, the Contractor agrees to diligently proceed with the performance of this Contract, including the delivery of goods and/or provision of services. The Contractor's failure to diligently proceed ;hall be considered a material breach of this Contract. Any final decision of the County shall be expressly identified as such, shall be in writing, and shall be signed by the County DPA or his designee If the County fails to render a decision within 90 days after receipt of the Contractor's demand, it shall be deemed a final decision adverse to the Contractor's contentions. The County's final decision shall be conclusive and binding regarding the dispute unless the Contractor commences action in a court of competent jurisdiction to contest such decision within 90 days following the date of the County's final decision or one year following the accrual of the cause of action, whichever is later. 10. Orderly Termination: Upon termination or other expiration of this Contract, each Party shall promptly return to the other Party all papers, materials, and other properties of the other held by each for purposes of execution of the Contract. In addition. each Party will assist the other Party in orderly termination of this Contract and the transfer of all assets, tangible and intangible, as may be necessary for the orderly, non -disruptive business continuation of each Party. 11. Errors and Omissions: All reports, files and other documents prepared and submitted by Contractor shall be complete and shall be carefully checked by the professional(s) identified by Contractor as Project Manager and Contractor personnel attached hereto, prior to submission to the County. Contractor agrees that County review is discretionary and Contractor shall not assume that the County will discover errors and/or omissions. If the County discovers any errors or omissions prior to approving Contractor's reports, files and other written documents, the reports, files or documents will be returned to Contractor for correction. Should the County or others discover errors or omissions in the reports, files or other written documents submitted by Contractor after County approval thereof, County approval of Contractor's reports, files or documents shall not be used as a defense by Contractor in any action between the County and Contractor, and the reports, files or documents will be returned to Contractor for correction. 12. Notices: Any and all notices, requests demands and other communications contemplated, called for, permitted, or required to be given hereunder shall be in writing, except through the course of the parties' project managers' routine exchange of information and cooperation during the terms of the wotk and services, Any written communications shall be deemed to have been duly given upon actual in-person delivery, if delivery is by direct hand, or upon delivery on the actual day of receipt or no greater than four calendar days after being mailed by US certified or tegtstered mail, return receipt requested, postage prepaid, whichever occurs first. The date of mailing shall count as the first day. All communications shall be addressed to the appropriate patty at the address stated herein or such other address as the parties hereto may designate by written notice from time to time in the manner aforesaid. County: OC Public Works/OC Engineering Attn: Charles Busslinger P08019 Page 3 of .10 County Of Orange, OC PUblie Works M.4-080-1.5011198 United Storm Water, Inc. 2301 N Glassell St, Orange, CA 92865 Phone: 714-955-0614 Email charles.busslingeT@ocpw.ocgov.com ocpw.ocgov.com cc• OC Public Works/Procurement Services Attn_ Eddie Perkins, County DPA 300 N. Flower Street, Suite 838 Santa Ana, CA 92703 Phone. 714-667-9635 Email: eddie.perkins@ocpw.ocgov.com Contractor: United Storm Water, Inc. Attn: Lydia Perry 14000 E. Valley Blvd. City of Industry, CA 91746 Phone: 626-890-7078 Email. lydia@umtedstormwater.com 13. Governing Law and Venue- This Contract has been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Contract, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California., and the Parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure section 394. Furthermore, the Parties specifically agree to waive any and all rights to request that an action be transferred for trial to another County. 14. Entire Contract: This Contract, including attachments which are attached hereto and incorporated herein by this reference, when accepted by the Contractor either in writing or by the shipment of any article or other commencement of performance hereunder, contains the entire Contract between the Parties with respect to the matters herein and there are no restrictions, promises, warranties or undertakings other than those set forth herein or referred to herein. No exceptions, alternatives, substitutes or revisions are valid or binding on County unless authorized by County in writing. Electronic acceptance of any additional terms, conditions or supplemental Contracts by any County employee or agent, including but not limited to installers of software, shall not be valid or binding on County unless accepted in writing County's Purchasing Agent or his designee 15. Amendments: No alteration or variation of the terms of this Contract shall be valid unless made in writing and signed by the Parties, no oral understanding or agreement not incorporated herein shall be binding on either of the Parties; and no exceptions, alternatives, substitutes or revisions are valid of binding on County unless authorized by County in writing. 16. Taxes: Unless otherwise provided herein or by law, price quoted does not include California state sales or use tax 17. Delivery: Time of delivery of goods or services is of the essence in this Contract. County reserves the right to refuse any goods or services and to cancel all or any part of the goods not conforming to applicable specifications, drawings samples or description, or services that do not conform to the prescribed Scope of Work. Acceptance of any part of the order for goods shall not bind County to accept future shipments, nor deprive it of the right to return goods already accepted, at Contractor's expense. Overshipments and underahipments of goods shall be only as agreed to in writing by P08019 Page 4 of 20 County of Orange, OC Public Works M.9-080-15011198 United Storm Water, Inc. County. Delivery shall not be deemed to be complete until all goods, or services, have actually been received and accepted in writing by County. 18, Acceptance/Payment: Unless otherwise agreed to in writing by County, 1) acceptance shall not be deemed complete unless in writing and until all the goods/services have actually been received, inspected, and tested to the satisfaction of County, and 2) payment shall be made in an ears. 19. Warranty: Contractor expressly warrants that the goods/sci vices covered by this Contract are 1) free of liens or encumbrances, 2) merchantable and good for the ordinary purposes for which they are used, and 3) fit for the particular purpose for which they are intended. Acceptance of !his order shall constitute an agreement upon Contractor's part to indemnify, defend and hold County and its indemnities as identified in Article "46" below, and as more fully described in Article"46", harmless from liability, loss, damage and expense, including reasonable counsel fees, incurred or sustained by County by reason of the failure of the goods/services to conform to such warranties, faulty work performance, negligent or unlawful acts, and non-compliance with any applicable state or federal codes, ordinances, orders, or statutes, including the Occupational Safety and Health Act (OSHA) and the California Industrial Safety Act. Such remedies shall be in addition to any other remedies provided by law. 20. Patent/Copyright Materials/Proprietary Infringement: Unless otherwise expressly provided in this Contract, Contractor shall be solely responsible for clearing the right to use any patented or copyrighted materials in the performance of this Contract. Contractor warrants that any software as modified through services provided hereunder will not infringe upon or violate any patent, proprietary right, or trade secret right of any third party. Contractor agrees that, in accordance with the more specific requirement contained in Article "46" below, it shall indemnify, defend and hold County and County Indemnities harmless from any and all such claims and be responsible for payment of all costs, damages, penalties and expenses related to or arising from such claim(s), including; but not limited to, attorney's fees, costs and expenses. 21. Assignment or Subcontracting: The terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the parties. Furthermore. neither the performance of this Contract nor any portion thereof may be assigned or subcontracted by Contractor without the express written consent of County. Any attempt by Contractor to asoign or sub -contract the performance or any portion thereof of this Contract without the express written consent of County shall be invalid and shall constitute a breach of this Contract. 22. Non -Discrimination: In the performance of this Contract, Contractor agrees that it will comply with the. requirements of Section 1735 of the California Labor Code and not engage nor permit any subcontractors to engage in discrimination in employment of persons because of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, or sex of such persons. Contractor acknowledges that a violhtion of this provision shall subject Contractor to all the penalties imposed for a violation of Anti -Discrimination Law or regulation, including but not limited to, Section 1720 et sin. of the California Labor Code 23. Termination: In addition to any nthcr remedies or rights it may have by taw and those set forth In this Contract, County has the right to terminate this Contract without penalty immediately with cause or after 30 days' written notice without causer, unless otherwise specified, Cause shall be defined as any breach of Contract, any misrepresentation or fraud on the part of the Contractor. Exercise by County of its right to terminate the Contract shall relieve County of all further obligations. P08019 Page 5 of 20 County of Orange, OC Public Works MA -080-15011198 United Storni Water, Inc 24. Consent to Breach Not Waiver: No term or provision of this Contract shall be deemed waived and no breach mcused, unless such waiver or consent shall be in writing and signed by the Party claimed to have waived or consented Any consent by any Party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to,waiver of, or excuse for any other different or subsequent breach. 25. Remedies Not Exclusive: The remedies for breach set forth in this Contract are cumulative as to one another and as to any other provided by law, rather than exclusive, and the expression of certain remedies in this Contract does not preclude resort by either Party to any other remedies provided by law. 26 Independent Contractor: Contiactor shall be considered an independent Contractor and neither the Contractor, its employees, nor anyone working for Contractor under this Contract shall be considered an agent of an employee of County. Neither the Contractor, employees nor anyont: working for the Contractor under this Contract shall qualify for workers' compensation or othei fd ge benefits of any kind through County. 21 Performance. Contractor shall perform all work under this Contract, tatting necessary steps and precautions to perform the work to County's satisfaction. Contractor shall be responsible for the professional quality, technical assurance, timely completion and coordination of all documentation and other goods/services furnished by the Contractor under this Contract. Contractor shall perform all work diligently, carefully, and in a good and workman -like manner; shall furnish all labor, supervision, machinery, equipment, materials, and supplies necessary therefore; shall at its sole expense obtain and maintain all permits and licenses required by public authorities, including those of County required in its governmental capacity, in connection with performance of the work, and, if permitted to subcontract, shall be fully responsible for all work performed by subcontractors. 28. Insurance Provisions: Prior to the provisions of services under this Contract, the Contractor agrees to purchase all required insurance at Contractor's expense and to deposit with the County Certificates of Insurance, including all endorsements required herein, necessary to satisfy the Country that the insurance provisions of this Contract have been complied with and to keep such insurance coverage and the certificates therefore on deposit with the County during the entire term of this Contract. In addition, all subcontractors performing work on behalf of Contractor pursuant to this Contract shall obtain insurance subject to the same terms and conditions as set forth herein for Contractor. All self-insured retentions (SIRS) and deductibles shall be clearly stated on the Certificate of Insurance. If no SIRs or deductibles apply, indicate this on the Certificate of Insurance with a 0 by the appropriate line of coverage. Any self-insured retention (SIR) or deductible in an amount in excess of $25,000 ($5,1700 for automobile liability), shall specifically be approved by the County Executive Office (CEO)/Office of Risk Management. If the Contractor fails to maintain insurance acceptable to the County for the full term of this Contract, the County may terminate this Contract. Oualllied Insurer: Minimum insurance company ratings as determined by the most current edition of the Best's Key Rating Guide/Pronerty-Casualty/United States or ambest.com shall be A - (Secure A.M. Best's Rating) and VIII (Financial Size Category). The policy or policies of insurance must be issued by an insurer licensed to do business in the state of California (California Admitted Carrier). If the carrier is a non -admitted carrier in the state of California and does not meet or exceed an A.M Best rating of A -/VIII, CEO/Office of Risk P08019 Page 6 of 20 Connty of Orange, OC Public Works MA -080-15011198 r/nited Storm Water, Inc. Management retains the right to approve or reject carrier after a review of the company's performance and financial ratings. If the non -admitted carrier meets or exceeds the minimum A.M. Best rating of A -NW. the agency can accept the insurance. This policy or policies of insurance maintained by the Contractor shall provide the minimum limits and coverage as set foi th below Coverase Commercial General Liability .Automobile Liability including coverage for owned, non -owned and hired vehicles Workers' Compensation Employers' Liability Insurance Professional Liability Insurance Required Comm Forms Minimum Limits $1,000,000 per occurrence $2,000,900 aggregate $1,000,000 per occurrence Statutory $1,000,000 per occurrence $1,000,000 per claims made or per occurrent.. The Commercial General Liability coverage shall be written on Insurance Services Office (ISO) form CG 00 01, or a substitute form providing liability coverage at least as broad. The Business Auto Liability coverage shall be written on ISO form CA 00 01, CA 00 05, CA 0012, CA 00 20, or a substitute form providing coverage at least as broad. Required Endorsements The Commercial General Liability policy shall contain the following endorsements, which shall accompany the Certificate of insurance: 1) An Additional Insured endorsement using ISO form CG 2010 or CG 2033 or a form at least as broad naming the County of Orange, its elected and appointed officials, officers, employees, agents as Additional Insureds. 2) A primary non-contributing endorsement evidencing that the contractor's insurance is primary and any insurance or self-insurance maintained by the County of Orange shall be excess and non-contributing. All insurance policies required by this contract shall waive all rights of subrogation against the County of Orange and members of the Board of Supervisors, its elected and appointed officials, officers, agents and employees when acting within the scope of their appointment or employment. The Workers' Compensation policy shall contain a waiver of subrogation endorsement waiving all rights of subrogation against the County of Orange, and members of the Board of Supervisors, its elected and appointed officials, officers, agents and employees. P08019 page 7 of 20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc All insurance policies required by this contract shall give the County of Orange 30 days notice in the event of cancellation and 10 days for non-payment of premium. This shall be evidenced by policy provisions or an endorsement separate from the Certificate of Insurance. If Contractor's Professional Liability policy is a "claims made" policy, Contiactor shall agree to maintain professional liability coverage for two years following completion of contract. The Commercial General Liability policy shall contain a severability of interest's clause also known as a "separation of insureds" clause (standard in the ISO CG 0001 policy). Insurance certificates should be forwarded to: County of Orange, OC Public Works Procurement Services 300 N. Plower, Suite 838 Santa Ana, CA 92703 If the Contractor fails to provide the insurance certificates and endorsements within seven days of notification by OC Public Works Procurement Division, award may be made to the next qualified vendor. County expressly retains the right to require Contractor to increase or decrease insurance of any of the above insurance types throughout the term of this Contract. Any increase or decrease in insurance will be as deemed by County of Orange Risk Manager as appropriate to adequately protect County. County shall notify Contractor in writing of changes in the insurance requirements. If Contractor does not deposit copies of acceptable certificates of insurance and endorsements with County incorporating such changes within thirty days of receipt of such notice, this Contract may be in breach without further notice to Contractor, and County shall be entitled to all legal remedies. The procuring of such required policy or policies of insurance shall not be construed to limit Contractor's liability hereunder nor to fulfill the indemnification provisions and requirements of this Contract, nor act to any way to reduce the policy coverage and limits available from the insurer. 29. Bills and Liens: Contractor shall pay promptly all indebtedness for labor, materials and equipment used in performance of the work. Contractor shall not permit any lien or charge to attach to the work or the premises, but if any does so attach, Contiaetor shall promptly procure its release and, to accordance with the requirements of Article "46" below, indemnify, defend, and hold County harmless and be responsible for payment of all costs, damages, penalties and expenses related to or arising from or related thereto. 30 Changes: Contractor shall make no changes in the work or perform any additional work without the County's specific written approval. 31. Change of Ownership: Contractot agrees that if there is a change or transfer in ownership of Contractor's business prior to completion of this Contract, the new owners shall be required under terms of sale or other transfer to assume Contractor's duties and obligations contained in this Contract and complete them to the satisfaction of County.. 32. Force Majeure: Contractor shall not be assessed with liquidated damages or unsatisfactory performance penalties during any delay beyond the time named for the performance of this Contract P08019 Page 8 of 20 County of Orange, OC Public Works MA -080-150111Y8 United Storm Water, Inc: caused by any act of God, war, civil disorder, employment strike or other cause beyond its reasonable control, provided Contractor gives written notice of the cause of the delay to County within 36 houis of the start of the delay and Contractor avails himself of any available remedies. 33. Confidentiality: Contractor agrees to maintain the confidentiality of all County and County and County -related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this Contract. All such records and information shall be considered confidential and kept confidential by Contractor and Contractor's staff, agents and employees. 34. Compliance with Laws, Contractor represents and warrants that services to be provided under this Contract shall fully comply, at Contractor's expense, with all standards, laws, statutes, restrictions, ordinances, requirements, and regulations (collectively "laws"), including, but not limited to those issued by County in its governmental capacity and all other laws applicable to the services at the time services are provided to and accepted by County. Contractor acknowledges that County is relying on Contractor to ensure such compliance, and pursuant to the requirements of Article "46" below, Contractor agrees that it shall defend, indemnify and hold County and County Indemnitees harmless from all liability, damages, costs and expenses arising from or related to a violation of such laws. 35. Freight (F.O.B. Destination): Contractor assumes full responsibility for all transportation, transportation scheduling, packing, handling, insurance, and other services associated with delivery of all products deemed necessary under this Contract. 36. Pricing: The Contract price, as more fully set forth in Attachment B, shall include full compensation for providing all required goods in accordance with required specifications, or services as specified herein or when applicable, in the Contractors Pricing attached to this Contract, and no additional compensation will be allowed therefore, unless otherwise provided for in this Contract, 37. Waiver of Jury Trial: Each Party acknowledges that it is aware of and has had the opportunity to seek advise of counsel of its choice with respect to its rights to trial by jury, and each Party, for itself and its successors, creditors, and assigns, does hereby expressly and knowingly waive and release all such rights to trial by jury in any action, proceeding or counterclaim brought by any Party hereto against the other (and/or against its officers, directors, employees, agents, or subsidiary or affiliated entities) on or with regard to any matters whatsoever arising out of or in any way connected with this Contract and /or any other claim of injury or damage. 38. Terms and Conditions. Contractor acknowledges that it haN read and agrees to all terms and conditions included in this Contract. 39. Headings: The various headings and numbers herein, the grouping of provisions of this Contract into separate clauses and paragraphs, and the organization hereof are for the purpose of convenience only and shall not limit or otherwise affect the meaning hereof. 40. Severability: If any term, covenant, condition or provision of this Contract is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. 41. Calendar Days: Any reference to the word "day" or "days" herein shall mean calendar day or calendar days, respectively, unless otherwise expressly provided. 42. Attorneys Fees: In any action or proceeding to enforce or interpret any provision of this Contract. or P08019 Page 9 of 20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc. where any provision hereof is validly asserted as a defense, each Party shall bear its own attorney's fees, costs and expenses. 43 Interpretation: This Contiact has been negotiated at arm's length and between persons sophisticated and knowledgeable in the matters dealt with in this Contract. In addition, each Party has been represented by experienced and knowledgeable independent legal counsel of their own choosing, or has knowingly declined to seek such counsel despite being encouraged and given the opportunity to do so. Each Party furthei acknowledges that they have not been influenced to any extent whatsoever in executing this Contract by any other Party hereto or by any person representing them, or both. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Contract against the Party that has drafted it is not applicable and is waived. The provisions of this Contract shall be interpreted in a reasonable manner to effect the purpose of the Parties and this Contract. 44. Authority: The Parties to this Contract represent and warrant thai this Contract has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms. 45. Employee Eligibility Verification: The Contractor warrants that it fully complies with all Federal and State statutes and regulations regarding the employment of aliens and others and that all its employees performing work under this Contract meet the citizenship or alien status requirement set forth in Federal statues and regulations. The Contractor shall obtain, from all employees performing work hereunder, all verification and other documentation of employment eligibility status required by Federal or State statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986, 8 U.S.C. §1324 et seq., as they currently exist and as they may be hereafter amended. The Contractor shall retain all such documentation for all covered employees for the period prescribed by the law. The Contractor shall indemnify, defend with counsel approved in writing by County, and hold harmless, the County, its agents, officers, and employees from employer sanctions and any other liability which may be assessed against the Contractor or the County or both in connection with any alleged violation of any Federal or State statutes or regulations pertaining to the eligibility for employment of any persons performing work under this Contract. 46. Indemnification: Contractor agrees to indemnify, defend with counsel approved in writing by County, and hold County, its elected and appointed officials, officers, employees, agents and those special districts and agencies which County's Board of Supervisors acts as the governing Board ("County Indemnitees") harmless from any claims, demands or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the services, products or other performance provided by Contractor pursuant to this Contract If judgment is entered against Contractor and County by a court of competent jurisdiction because of the concurrent active negligence of County or County Indemnitees, Contractor and County agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment. 47. Usage: No guarantee is given by the County to the Contractor regarding usage of this Contract Usage figures, if provided, are approximate, based upon the last usage. The Contractor agrees to supply services and/or commodities requested, as needed by the County.. at prices listed in the Contract, regardless of quantity requested. Orders may be placed against this contract at the convenience of the using agency/department. 48. Audits/Inspections: Contractor agrees to permit the County's Auditor -Controller or the Auditor - Controller's authorized representative (including auditors from a private auditing firm hired by the P08019 Page 10oJ20 County of Orange, OC Public Works MA -080-15011198 United Storni Water, lne. County) access during normal working hours to all books, accounts, records, reports, files, financial records, supporting documentation, including payroll and accounts payable/receivable records, and other papers or property of Contractor for the purpose of auditing or inspecting any aspect of performance under this Contract. The inspection and/or audit will be confined to those matters connected with the performance of the Contract including, but not limited to, the costs of administering the Contract. The County will provide reasonable notice of such an audit or inspection. The County reserves the right to audit and verify the Contractor's records before final payment is made. Contractor agrees to maintain such records for possible audit for a minimum of three years after final payment, unless a longer period of records retention is stipulated under this Contract or by law. Contractor agrees to allow interviews of any employees or others who might reasonably have information related to such records. Further, contractor agrees to include a similar right to the County to audit records and interview staff of any subcontractor related to performance of this Contract. Should the Contractor cease to exist as a legal entity, the contractor's records pertaining to this agreement shall be forwarded to the surviving entity in a merger or acquisition or, in the event of liquidation, to the County's Project Manager. 49. Prevailing Wage (Labor Code 1773): Pursuant to the provisions of Section 1773 of the Labor Code of the state of California, the Contractor shall comply with the general prevailing wage rates of per diem wages and the general prevailing rates fir holiday and overtime wages in this locality for each craft, classification, or type of worker needed to execute this contract. The rates are available from the Director of the Department of Industrial Relations at the following website: littn:!/weA,w.dir.ca.eov/dlsr/DPreWageDetermination.htm The Contractor shall post a copy of such wage rates at the job site and shall pay the adopted prevailing wage rates. The Contractor shall comply with the provisions of Sections 1775 and 1813 of the Labor Code. 50. Cooperative Agreement: The provisions and pricing of this Contract will be extended to other California local or state governmental entities. Governmental entities wishing to use this Contract will be responsible for issuing their own purchase documents/price agreements, providing for their own acceptance, and making any subsequent payments. Contractor shall be required to include in any contract entered into with another agency or entity that is entered into as an extension of this Contract a contract clause that will hold harmless the County of Orange from all claims, demands, actions or causes of actions of every kind resulting directly or indirectly, arising out of, or in any way connected with the use of this Contract. Failure to do so will be considered a material breach of this Contract and grounds for immediate Contract termination. The cooperative entities are responsible for obtaining all certificates of insurance and bonds required. The Contractor is responsible for providing each cooperative entity a copy of the Contract upon request by the cooperative entity. The County of Orange makes no guarantee of usage by other users of this Contract. The Contractor shall be required to maintain a list of the cooperative entities using this Contract. The list shall report dollar volumes spent annually and shall be provided on an annual basis to the County, at the County's request. P08019 Page I I of2O County of Orange, OC Public Works MA -080-15011198 United Storm Water, lim IN WITNESS WHEREOF, the Parties hereto have executed this Contract on the date first above written. UNITED STORM WATER, INC.* a state of California corporation By Print Name Eduardo Perry Jr. Title President Corporate Officer Date 2-1/2—/ 1 COUNTY OF ORANGE a political subdivision of the State of California r Q4By / Print IN Name a il'p- kA Title Deputy (Purchasing Agent Date Print Name Robert Pina Title Secretanff Corporate Officer Date If the contracting party is a corporation, (2) two signatures are required: one (1) signature by the Chairman of the Board, the President or any Vice President; and one (1) signature by the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer. The signature of one person alone is sufficient to bind a corporation, as long as he or she holds corporate offices in each of the two categories described above. For County purposes, proof of such dual office holding will be satisfied by having the individual sign the instrument twice, each time indicating his or her office that qualifies under the above described provision. In the alternative, a single corporate signature is acceptable when accompanied by a corporate resolution demonstrating the legal authority of the signator to bind the corporation. P08019 Page 12of20 County of Orange, OC Public Works MA-080-IS011198 United Storm Water, Inc. ATTACHMENT A SCOPE OF WORK 1. BACKGROUND The Orange County Transportation Authority's (OCTA) Environmental Cleanup Program (ECP) provides a two percent allocation of annual gross Measure M2 (M2) revenues to improve overall water quality in Orange County from transportation -related pollution. The ECP competitive funds can be used to implement water quality improvement projects addressing pollutants originating from or conveyed through transportation systems. These funds will assist Orange County cities and the County of Orange in meeting federal Clean Water Act standards for urban runoff through the purchase and installation of recognized structural best management practices (BMPs). Third parties such as public water and wastewater agencies, environmental advocacy organizations, and homeowners associations may also nominate projects through a municipality that is willing and able to take responsibility for carrying out and maintaining the project. The ECP's Tier 1 Grant Program funds the purchase and installation of small to medium scale 13MPs that capture and/or treat pollutants. Water quality projects, regardless of the type of technology implemented, are eligible for Tier 1 funding provided they have a verifiable benefit to water quality and fall within the maximum per project programming cap. The Tier 1 Grant Program is designed to supplement, not supplant existing transportation related water quality programs. Funds will be awarded to the most cost- effective projects that improve water quality. The complete Tier I funding guidelines can be viewed online at http://www.octa.neVMeasure-M/Environmental!Water-OualitvJOverview/. A total of up to $19.5 million is available for the Tier 1 program over a seven-year window of fiscal year 2011-12 through fiscal year 2017-18 with approximately $2.8 million available for each call. Three calls for projects have been held to date for Tier 1. OCTA will reassess the call for projects cycle and funds available following the completion of fiscal year 2017-18. 11. DESCRIPTION OF PROJECT In concert with the M2 Grant Program, this Scope of Work is designed to assemble a panel of Contractors to achieve economies of scale on a list of fixed unit prices for the purchase and installation of equipment and devices designed to remove litter, debris, and other water quality pollutants, herein referred to as "Stormwater Treatment Devises." Selected Contractors will be part of a Master Agreement between the County of Orange and OCTA that will allow municipalities to select from a listing of Contractors to provide, supply, fabricate, construct, deliver, and install Stormwater Treatment Devices. Agencies wishing to use the Master Agreement may purchase SMPs with M2 grant monies or any other funding source. Accordingly, the goal of this RFP is to establish a Master Agreement that achieves strategic savings that would benefit the County and OCTA to act as the purchasing and contract administrators for M2 grant - eligible entities. Proposals that do not provide a discounted price that offer economies of scale that are more than standard bulk pricing/installation listing will not be considered. Proposals will not be accepted solely for equipment purchases or installations. Awarded ECP entities are not obligated to utilize the selected Contractors. Rather, this process is intended to provide a mechanism for reduced rates for equipment and its installation for Orange County municipalities, including those implementing projects with M2 funding. In addition, if a local agency is a party to this Master Agreement, a separate agreement, city council resolution, or other protocol may be necessary with the selected Contractor(s). The eligible qualifications are discussed below. P08019 Page 13 of ,20 County of Orange, OC Public Works M,9-080-15011148 United Storm Water, Inc. Each selected Contractor will be under contract with the County of Orange's OC Public Works Department and OCTA, but will take primary direction from local agency_ Contractor's will directly invoice and be paid by the local agency. III. ELIGIBILITY QUALIFICATIONS Stormwater Treatment Devices must be capable of handling flows from a design stone of 0.2- inches/hour. The hydrologic method to be used to calculate the flow associated with LID and water quality design storm flow is- F,qui,d = C x I x A Where Fngl,;,,d = Flow capacity (cubic feet/sec); C = runoff coefficient (ranges from 0 to 1); f = 0.2 inches/hour; and A = tributary area (acres). Treatment devices should also be able to operate in a hydraulic surcharge condition (defined as a condition that exceeds the design discharge) without releasing stored pollutants to the receiving water. Stormwater Treatment Devices which meet this definition and would be eligible for consideration are: A. Hydrodynamic Separation and Gross Solids Removal Devices Hydrodynamic separators are flow-through structures with a settling or separation unit to remove sediments and other pollutants and are widely used in stormwater treatment. No outside power source is required, because the energy of the flowing water allows the sediments to efficiently separate. Depending on the type of unit, this separation may be by means of centrifugal force or indirect filtration. Gross Solids Removal Devices (either linear radial or inclined screen) are structural best management practices designed to remove trash, vegetative material, and other particles of relatively large, gross size from stormwater runoff B. Catch Basin Inserts Catch basin inserts are designed to remove oil and grease, trash, debris, and sediment and improve the efficiency of catch basins. Some inserts are designed to drop directly into existing catch basins, while others may require retrofit construction. Several varieties of catch basin inserts exist for filtering runoff. C. Automatic Retractable Screens Automatic retractable screens are mounted inside a storm drain inlet and are designed to remain closed to capture debris during the dry season During storm events, the screens rettact, allowing heavy flows to enter the storm drain. D. Cartridge Filter -type Control Devices Cartridge filter—type controls typically consist of a series of vertical filters contained in a vault or catch basin that provide treatment through filtration and sedimentation, P080i9 page 14 of 20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc E. Biological Treatment Devices Bioretention devices include raingardens, swales, and filter strips; all use plants and substrate to detain and filter stormwater to reduce excessive runoff from roads and paved surfaces, and provide opportunities for enhancing natural landscape and biodiversity elements in the urban environment. F. In-line Trash and Debris Capture Devices (Trash Booms and Trash Nets) Trash booms and nets are designed to assist in the control, containment and recovery of floating trash, debris, timber, urban waste or aquatic plants. Typically built as floating structures, these devices are designed to control pollution along the surface of the water. IV. REQUIREMENTS • The devices shall be ready for shipment, delivery and/or installation within two months of receipt of orders. o Warranty on parts and labor shall be for a minimum of 10 years. V. EQUIPMENT DESIGN AND SPECIFICATIONS REPORT All proposals shall include information pertaining to the proposed stormwater treatment device, including, but not limited to: product description, design, engineering, siting, operation, and maintenance. The following information should be summarized in an Equipment Design and Specification Report (Report) for each proposed device in the given order as listed below. A submittal that does not address all aspects of the following evaluation criteria andlor cannot be readily located within the Report will be deemed incomplete. Please provide a basis for all estimated values. A. Description/Design/Engineering - Describe how the equipment meets the intent of the OCTA Tier 1 Environmental Cleanup Program. - A detailed description of the equipment and design elements, inclusive of sizing and geometry (include diagrams or CAD files). Materials used to construct the equipment (i.e., stainless steel, grade, plastic, ctc.). Flow or range of flows for which equipment is rated (in cubic feet per second). Estimated design life of the equipment. B. Performance Effectiveness Performance effectiveness in reducing trash, litter, debris and other transportation related pollutants (percent reduction) and associated transportation related water quality impacts (include independent analyses if any). - Trash capture (meeting the definition of "full capture system") and storage capacity of the equipment (if applicable). P08019 Page 15 of 20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc. Overflow or bypass flow capacity of the equipment when full of trash and overflowing (i.e., storage capacity of the equipment when the one-year, one hour storm is no longer fully filtered) (if applicable). Maximum overflow or bypass flow capacity of the device (i.e., 10 -year storm event) (if applicable). Device performance effectiveness in terms of pounds of trash removed per total project cost (see section V, F.) C. Siting, Operation, and Maintenance - Description of Contractor's installation process including consultation and review of device locations with municipal staff, traffic control during installation, and estimated time required to install each device. - Description of the site-specific measurements and other information a municipality must provide the Contractor for determining the appropriate size and configuration of the device for that location (i.e. Eligible entities will need to determine how to select the right device for their desired location). A discussion of any regulatory permits that may be required for installation Maintenance requirements (describe in detail how the device must be maintained and the approximate amount of time required for cleaning or maintenance. In addition, discuss whether the device has design capabilities for easy removal for cleaning or maintenance). Estimated life cycle costs for maintenance. - Durability against external factors, such as street sweeping, cat parking, etc. - Availability of replacement parts and life expectancy - Warranty coverage and duration. - Aesthetics and safety. - Any key factors that makes the device unique among other products D. Contractor's Installation Background _ability of Contractor to have staff and/or subcontractor(s) to manufacture device and provide installation to eligible entities within Orange County - Fxperience, background, training, and number of staff and/or subcontractor(s) who will fabricate and/or install device. E. Operating Locations, References, and Certifications A minimum of three locations, inclusive of address or nearest intersection, and photos of device in operation within southern California, preferably Orange County. Certifications obtained from public agencies and/or Regional Water Quality Control Boards. P08019 Page 16 of 20 County of Orange, OC Public Works MNA-080-15011198 United Storm Wateri Inc VI. PROJECT MANAGEMENT, COORDINATION, AND ADMtMTRATION A kick-off meeting with selected Contractors and the County and OCTA shall be held to discuss the contractual terms of the Master Agreement. This will establish management, coordination, and administration protocols, and address other issues, as necessary, to ensure that the contractual terms are met. The Contractor's Project Manager shall communicate and coordinate to a timely manner all work and progress with the Cuunty's Purchasing and Contract Services Manager and OCTA's ECP Manager A monthly progress report detailing the stormwater treatment device purchases and installation per local agency shall be prepared by the Contractor's Project Manager and submitted to the County's Purchasing and Conusct Services Manager and OC IA's ECP Manager Progress reports shaII include the ongoing status of work, significant accomplishments, problems encountered and anticipated with potential solutions, and work planned for the next month (by task and responsible person). In addition, the Contractor will be responsible for developing a Tier 1 Program spreadsheet to capture information from. awarded ECP entities. The database will contain the following. Name of Entity Contact Name Contact Phone Number Contact E-mail Address Date of Installation Device inventory number, name, and type - Size/capacity of device - Location of installations - Best estimate of catchment area - Anticipated number of installations within the next month The monthly progress report shall be received no later than the tenth (10th) calendar day of the month. P08019 Page 17of20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc. ATTACHMENT B CONTRACTOR'S PRICING I. COMPENSATION: This is a usage Contract between the County and Contractor for Trash and Debris Capture Devices, as set forth in Attachment A, "Scope of Work". The Contractor agrees to accept the specified compensation as set forth in this Contract as full remuneration for performing all services and furnishing all staffing, labor, insurance requirements and taxes required, for any reasonably unforeseen difficulties which may arise or be encountered in the execution of the services until acceptance, for risks connected with the services, and for performance by the Contractor of all its duties and obligations hereunder. The Contractor shall only be compensated as set forth herein below for work performed in accordance with the Scope of Work. The County shall have no obligation to pay any sum in excess of the fixed prices specified herein unless authorized by amendment in accordance with Articles "15" and "3011 of the County Contract Terms and Conditions. II. PRICING: Payment shall be made in accordance with the provisions of this Contract. Payment shall be as follows: QUAHM & SfZE DEVICE TYPE QTY W Esr MINIM GF.lN1N: I�FiIPMENr3 OEVIf� TOTALdE4ICE OPERATIIONB TOTAL H aGeul�tGiG EAaltlCArioN INBYAUATION AMAINT ESTIMATED "FATT INM_vo ..• -_ ___ Option 1: ARS Only - 1.7Afl •• �^ Wing -Gate ARS 1 24" - 60" 3"- 14' $49.22 $49.42 $224.54 $613.88 $143.30 $184.50 $462.06 $847.80 $0.00 $0.00 $462.06 $847.80 Wing -Gate ARS 1 61"-101 3" -14" Wing -Gate ARS 1 10.1'-16' 3"-14" $57.88 $1,153.60 $287.90 $1499.38 $0.00 $1,499.38 Wing -Gate ARS 1 IVY -21' 3" -14" $83.12 $1,442.00 1312.20 $1,837.32 $0.00 $1,837.32 Wing -Gate ARS 1 21.1'- 28' 3" -14" $122.05 $1,790.40 $432.20 12,344.65 $0.00 $2,344.65 Wing -Gate ARS 1 28.1' - 35' T-14'_ $162.13 $2,018.80 $442.61 $2,623.54 $0.00 $2,623.54 Option 2: CPS Only Connector Pipe Screen 1 28" 18" $17.44 $145.75 $145.75 $145.75 $205.12 $368.31 $15.00 $383.31 Connector Pipe Screen 1 28.1"-42" 18.10-36. $205.12 $205.12 $368.31 $368.31 $15.00 $15.00 $383.31 $383.31 Connector Pipe Semen 1 42.1"-601 36.1'-52- _$17.44 $17.44 Option 3: ARS & CPS ARS & CPS 1 24" - 60" $66.66 $370.29 $348.42 $785.37 $15.00 $800.37 ARS & CPS 1 61"_ 10, _ $66.66 $759.63 $422.62 $1425.91 $15.00 $1,440.91 ARS & CPS 1 10.11- f6l $75.32 $1299.35 $493.02 $1,921.69 $15.00 $1,936,69 ARS & CPS 1 16'X-21' $100.56 $1,587.75 $517.32 $2,393.83 $15.00 $2468. 2 408.63 ARS & CPS 1 21.1'- 28' $139.49 $1936.15 $517.32 $2,694.96 $15.00 $2,709.96 ARS &CPS 1 28.1' - 35' $179.57 $2164.55 $590.12 $2,934.24 $15.00 $2,949.24 P08019 Page 18 oj'20 County of Orange, OC Public Works MA -080-15011198 United Storm Water, Inc Option 4: Filter Insert Onl DrainPac, Curb Inlet 1 24" . 42' 12' $17.90 $297.48 $94.15 $409.53 $15.00 $424.53 DrainPac, Curb [riot 1 43" , 60" 12" $17.90 t339.73 $94.15 $451.78 $15.00 $466.78 DrainPac, Curb Inlet 1 81" -10' 12" $17.90 $737.94 $183.17 $939.01 $15.00 $954.01 DrainPac, Curb Inlet 1 10.11-16, 12" $17.90 $946.20 $289.04 $1,253.14 $15.00 $1,268.14 DrainPac, Curb Inlet 1 16.1' - 21' 12" $17.90 $1,012.70 $389.04 $1,419.64 $15.00 $1434.64 DralnPac, Curb Inlet , 1 21.1'-28' 12" $17.90 $1,296.12 $492.14 $1,806.16 $15.00 $1,821.16 DranPac, Curb Inlet 1 28.1'- 35' 12" $17.90 $1821.12 $586.86 $2,425.88 $15.00 $2,440.88 DrainPaq Drop Inlet 1 12" x 12" IT $17.90 $164.12 $92.75 $274.77 $15.00 $289.77 DrainPac, Drop Inlet 1 18" x 18" 12" $17.90 $214.12 $92.75 $324.77 1 $15.00 $339.77 DrainPac, Drop inlet 1 1 24" x 24" 12" $17.90 $274.10 $92.75 $384.75 $15.00 $399.75 DrainPac, Drop Inlet 1 36" x 36" 12' $17.90 $340.44 $92.75 $451.09 $15.00 $466.09 DrainPac, Drop Inlet 1 48" x 48" 12" $17.90 $537.19 $92.75 $647.84 1 $15.00 $662.84 Total Device Cost- Assumptions: Rates shown include prevailing wage. Rates shown include cost for materials, labor, and equipment needed for measurement, Fabrication, and installation of the required devices. Rates shown do not include the cost for one-time catch basin cleaning and disposal prior to installation. Rates shown do not include painting of staff gauge within the catch basins. Rates shown do not include the cost for water testing ARS installations. " Total Estimated Coat: The `Estimated Operations & Maintenance Cusr shown is for reference only and depicts the approximate cost for one time cleaning of the installed devices. The 'Total Estimated Cosr shown is for reference only and depicts dre actual installed device cost plus the "Estimated Operations & Maintenance cost. M. PRxCiE INCREASES/DECREASES: No price increases will be permitted during the first period of the Contract. All price decreases will automatically be extended to the County. The County requires bona fide proof of cost increases on Contracts prior to any price adjustment. A minimum of One -hundred eighty (180) days advance notice in writing is required to secure such adjustment. No retroactive price adjustments will be considered. The County may enforce, adjust, negotiate, or cancel escalating price Contracts or take any other action it deems appropriate, as it sees fit. The net dollar amount of profit will remain firm during the period of the Contract. Adjustments increasing the Contractor's profit will not be allowed. IV. FIRM DISCOUNT AND PRICING STRUCTURE: Contractor guarantees that prices quoted are equal to or less than prices quoted to any other local, State or Federal government entity for services of equal or lesser scope. Contractor agrees that no price increases shall be passed along to the County during the term of this Contract not otherwise specified and provided for within this Contract. V. CONTRACTOR'S EXPENSE: The Contractor will be responsible for all costs related to photo copying, telephone communications and fax communications while on County sites during the performance of work and services under this Contract. P08019 Page 19of20 County of Orange, OCPubkc Works United Storm Water, Ine AIA -080-15011198 VI. PAYMENT TERMS: Invoices are to be submitted in arrears, after services have been completed, to the address specified below. Payment will be net 30 days after receipt of an invoice in a foimat acceptable to the County of Orange Invoices shall be verified and approved by the County and subject to routine processing requirements. The responsibility for providing an acceptable invoice to the County for payment rests with the Contractor. Incomplete or incorrect invoices are not acceptable and will be returned to the Contractor for correction. Billing shall cover services and/or goods not previously invoiced. The Contractor shalt reimburse the County of Oxange for any monies paid to the Contractor For goods or services not provided or when goods or services do not meet the contract requirements. Payments made by the County shall not preclude the right of the County from thereafter disputing any items or services involved or billed under this contract and shall not be construed as acceptance of any part of the goods or services. VII. INVOICING INSTRUCTIONS: The Contractor will provide an invoice on the Contractor's letterhead. Each invoice will have a unique number and will include the following information: A. Contractor's name and address B. Contractor's remittance address, if different from (A), above C. Name of County agency/department D. Delivery/service address E. Contract number F. Service Date G. Description of Services H. Total I. Taxpayer 1D number Invoices and support documentation are to be forwarded to: OC Public Works Procurement Services Attn. Accounts Payable 300 N. Flower St., 8th Fl Santa Ana, CA 92703 Contractor has the option of receiving payment directly to their bank account via an Electronic Fund Transfer (EFT) process in lieu of a check payment. Payment made via EFT will also receive Electronic Remittance Advice with the payment details via email An email address will need to be provided to the County via an EFT Authorization Form. To request a form, please contact the DPA. P08019 Page 20 of 2O EXHIBIT C INSURANCE REQUIREMENTS 1. Provision of Insurance. Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Contractor agrees to provide insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 3. Coverage Requirements. A. Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. B. General Liability Insurance. Contractor shall maintain commercial general liability insurance and, if necessary, umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, products -completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract. C. Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. United Storm Water, Inc. Page C-1 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions.- A. rovisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, if required, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Contractor sixty (60) calendar days advance written notice of such change. If such change results in substantial additional cost to Contractor, City and Contractor may renegotiate Contractor's compensation. C. Right to Review Subcontracts. Contractor agrees that upon request, all agreements with subcontractors or others with whom Contractor enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. United Storm Water, Inc. Page C-2 D. Enforcement of Agreement Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non- compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. F. Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these requirements unless approved by City. G. City Remedies for Non -Compliance If Contractor or any subcontractor fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Contractor's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Contractor or reimbursed by Contractor upon demand. H. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. Contractor's Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. United Storm Water, Inc. Page C-3 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 7/2/19 Dept./Contact Received From: Raymund Date Completed: 7/2/19 Sent to: Raymund By: Jan Company/Person required to have certificate: United Storm Water, Inc Type of contract: Other I. GENERAL LIABILITY EFFECTIVE/EXPIRATION DATE: 12/31/18 — 12/31/19 A. INSURANCE COMPANY: Greenwich Insurance Company B. AM BEST RATING (A-: VII or greater): A+/ XV INSURANCE COMPANY: XL Insurance America, Inc. C. ADMITTED Company (Must be California Admitted): B. Is Company admitted in California? N Yes ❑ No D. LIMITS (Must be $1 M or greater): What is limit provided? $1M/$2M E. ADDITIONAL INSURED ENDORSEMENT — please attach N Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must Is Company admitted in California? include): Is it included? (completed Operations status does ❑ No D. not apply to Waste Haulers or Recreation) N Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND UM, $2M min for Waste Haulers): What is limits provided? COMPLETED OPERATIONS ENDORSEMENT (completed Operations status does not apply to Waste Haulers) N Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it N/A included? N Yes ❑ No I. PRIMARY & NON-CONTRIBUTORY WORDING (Must be N Yes ❑ No included): Is it included? N Yes ❑ No J. CAUTION! (Confirm that loss or liability of the named insured ❑ No H. is not limited solely by their negligence) Does endorsement N N/A ❑ Yes include "solely by negligence" wording? ❑ Yes N No K. ELECTED SCMAF COVERAGE (RECREATION ONLY): N N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A N Yes ❑ No II. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 12/31/18-12/31/19 A. INSURANCE COMPANY: XL Insurance America, Inc. B. AM BEST RATING (A-: VII or greater) A+/ XV C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? N Yes ❑ No D. LIMITS - If Employees (Must be $1 M min. BI & PD and $500,000 UM, $2M min for Waste Haulers): What is limits provided? $1,000,000 E LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided?) N/A F. ADDITIONAL INSURED WORDING: ❑ N/A N Yes ❑ No G. PRIMARY & NON-CONTRIBUTORY WORDING: ❑ N/A N Yes ❑ No H. HIRED AND NON -OWNED AUTO ONLY: N N/A ❑ Yes ❑ No 1. NOTICE OF CANCELLATION: ❑ N/A N Yes 0 No III. WORKERS' COMPENSATION EFFECTIVE/EXPIRATION DATE: 12/31/18 —12/31/19 A. INSURANCE COMPANY: Greenwich Insurance Company B. AM BEST RATING (A-: VII or greater): A+ / XV C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No D. WORKERS' COMPENSATION LIMIT: Statutory ® Yes ❑ No E. EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater) $1,000,000 F. WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: ® N/A ❑ Yes ❑ No H. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED IV. PROFESSIONAL LIABILITY V POLLUTION LIABILITY V BUILDERS RISK HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO, WHICH ITEMS NEED TO BE COMPLETED? Agent of Alliant Insurance Services Broker of record for the City of Newport Beach 7/2/19 Date ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No ® Yes ❑ No RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No Reason for Risk Management approval/exception/waiver: Approved: Risk Management * Subject to the terms of the contract. Date THE FINAL PREMIUM IS PREDICATED ON THE FINAL CONTRACT AMOUNT EXHIBIT D CITY OF NEWPORT BEACH BOND NO. SU 1156889 LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to United Storm Water, Inc., hereinafter designated as the "Principal," an Agreement for the purchase and installation of Catch Basin Connector Pipe Screens, in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a bond, providing that if Principal or any of Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies used in, upon, for, or about the performance of the Work agreed to be done, or for any work or labor done thereon of any kind, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, We the undersigned Principal, and, Arch Insurance Company duly authorized to transact business under the laws of the State of California, as Surety, (referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach, in the sum of One Hundred Fifty Six Thousand Five Hundred Thirty One Dollars and 75/100 ($156,531.75), lawful money of the United States of America, said sum being equal to 100% of the estimated amount payable by the City of Newport Beach under the terms of the Agreement; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the Principal's subcontractors, fail to pay for any materials, provisions, or other supplies, implements or machinery used in, upon, for, or about the performance of the Work contracted to be done, or for any other work or labor thereon of any kind, or for amounts due under the 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 subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, then the Surety will pay for the same, in an amount not exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attomeys' fee, to be fixed by the Court as required by the provisions of Section 9554 of the Civil Code of the State of California. The Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 9100 of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this Bond, as required by and in accordance with the provisions of Sections 9500 et seq. of the Civil Code of the State of California. United Storm Water, Inc. Page D-1 And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Agreement or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the 26th day of .lune 2019 . United Storm Water, Inc. Name of Contractor (Principal) Arch Insurance Company Name of Surety 865 South Figueroa Street, Suite 2700 Los Angeles, CA 90017 Address of Surety (213) 283-3517 Telephone Authorized Signature/Title Authorized Agent S' ure Arturo Ayala, Attorney -in -Fact Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURET;' M1JST BE ATTACHED APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date:__ 741 S// 9 By- ron C. Harp, City Attorneyo�� United Storm Water, Inc. Page D-2 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Los Angeles ) On June 27, 2019 before me, personally appeared Eduardo C. Perry, Jr Lillian Valdivieso, Notary Public (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(o) is/ur- subscribed to the within instrument and acknowledged to me that he/r"cc/t"ecyr executed the same in his/her/thoir authorized capacity(icc), and that by his/ho /t"o r signature(:) on the instrument the person( -j), or the entity upon behalf of which the person(:) 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. Lllllan Valli ieso WITNESS my hand and official seal. ,' Comm. 02142550 °�. Notary Public California Los Angeles County fWmm. Expires Feb 29, 2020 Seal Signature �� g (Seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of )SS. On 20 before me, Notary Public, personally appeared 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/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(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 (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange )Ss. On June 26th 2019 before me, Melissa Ann Vaccaro Notary Public, personally appeared Arturo Ayala I 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/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(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 Califomia that the foregoing paragraph is true and correct I MELISSA ANN VACCARO 1( COMM. #224!394 M ITN S.m and and fficial seal. U \ o Nocaiyfub/ic-California XP Y Lcc ORANGE COUNTY LLSignature Melissa Ann Vaccaro YCoi""'.rx"res May 12,2022 y—�;,�(seal) United Storm Water, Inc. Page D-3 Bond No. SU 1156889 AIC 0000279765 THIS POWER OF ATTORNEY IS NOT VALID UNLESS ITIS PRINTED ON BLUE BACKGROUND. This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in, the manner and to the extent herein stated. Not valid for Note, Loan, Letter of Credit, Currency Rate, Interest Rate or Residential Value Guarantees. - POWER OF ATTORNEY Know All Persons By These Presents: That the Arch Insurance Company, a corporation organized and existing under the laws of the State of Missouri, having its principal administrative office in Jersey City, New Jersey (hereinafter referred to as the "Company") does hereby appoint: Arturo Ayala, Daniel Huckabay, Dwight Reilly, Frank Morones and Shaunna Rozelle Ostrom of Orange, CA (EACH) its true and -lawful Attorney(s)in-Fact, to make, execute, seal, and deliver from the date of issuance of this power for and on its behalf as surety, and as its act and deed: Any and all bonds, undertakings, recognizances and other surety obligations, in the penal sum not exceeding Ninety Million Dollars ($90,000,000.00). This authority does not permit the -same obligation -to -be split into two or more bonds In order to bring each such bond within the dollar limit of authority as set forth herein. The execution of such bonds, undertakings, recognizances and other- surety obligations in pursuance of these presents'shallbe as binding upon the said Company as fully and amply to alf_ intents and purposes, as if the same had been duly executed and acknowledged -by its regularly elected officers at its principal administrative office -in -Jersey City, New Jersey. This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company on September 15, 2011, true and accurate copies of which are hereinafter set forth and -are hereby certified to by the undersigned Secretary as being in full force and effect: - - - "VOTED; That the Chairman of the Board, the President, or the Executive Vice President, or any Senior Vice President, of the Surety Business Division, or their appointees designated in writing and filed with the Secretary, or the Secretary shall have the power and authority to appoint agents and attorneys -in -fact, and to authorize them subject to the limitations set forth in, their respective powers of attorney, to execute on behalf of the Company, and attach the seal of the Company thereto, bonds, undertakings, recognizances=and other surety obligations obligatory in the nature thereof, and any such officers of the Company may appoint agents for acceptance of process." - This Power of Attorney is signed, sealed and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on September 15, 2011: VOTED, That the signature of the Chairman of the Board, the President, or the Executive Vice President, or any_Senior Vice President, of the Surety Business Division,- or their -appointees designated in writing and filed with the Secretary, and the signature of the Secretary, the seal of the Company, and --:certifications by the Secretary, may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on September 15, 2011, and any such power so executed, sealed and certified with respect to any bond or undertaking to which it is attached, shall continue to be valid and binding upon the Company. - OOMLOO13 00 03 03 Page 1 of 2 Printed in U.S.A. THE FINAL PREMIUM IS PREDICATED ON THE FINAL CONTRACT AMOUNT EXHIBIT E CITY OF NEWPORT BEACH BOND NO. SU 1156889 FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $2,739.00 , being at the rate of $15.00 thousand of the Agreement price. WHEREAS, the City of Newport Beach, State of California, has awarded to United Storm Water, Inc., hereinafter designated as the "Principal," an Agreement for the purchase and installation of Catch Basin Connector Pipe Screens, in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a Bond for the faithful performance of the Agreement. NOW, THEREFORE, we, the Principal, and Arch Insurance Company , duly authorized to transact business under the laws of the State of California as Surety (hereinafter "Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of One Hundred Fifty Six Thousand Five Hundred Thirty One Dollars and 75/100 ($156,531.75), lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the Agreement, to be paid to the City of Newport Beach, its successors, and assigns; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and well and truly keep and perform any or all the Work, covenants, conditions, and agreements in the Agreement Documents and any alteration thereof made as therein provided on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to its true intent and meaning, or fails to indemnify, defend, and save harmless the City of Newport Beach, its officers, employees and agents, as therein stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the sum specified in this Bond; otherwise this obligation shall become null and void. As a part of the obligation secured hereby, and in addition to the face amount specified in this Performance Bond, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by City, only in the event City is required to bring an action in law or equity against Surety to enforce the obligations of this Bond. Surety, for value received, stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any way affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions of the Agreement or to the Work or to the specifications. United Storm Water, Inc. Page E-1 This Faithful Performance Bond shall be extended and maintained by the Principal in full force and effect for one (1) year following the date of formal acceptance of the Project by City. In the event that the Principal executed this bond as an individual, it is agreed that the death of any such Principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the 26th day of June , 2019 United Storm Water, Inc. Name of Contractor (Principal) Arch Insurance Company Name of Surety 865 South Figueroa Street, Suite 2700 Los Angeles, CA 90017 Address of Surety (213) 283-3517 Telephone -Ctx �A Authorized Signature/Tftle . lithorized Agent S' ure Arturo Ayala, Attorney -in -Fact Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date:_ 7 `1 L(I By: Ae- Affiron- C. Harp, City Attorneyo��,\q United Storm Water, Inc. Page E-2 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Los Anqeles On June 27, 2019 before me, Lillian Valdivieso, Notary Public (insert name and title of the officer) personally appeared Eduardo C. Perry, Jr who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/arc subscribed to the within instrument and acknowledged to me that he/shclthci executed the same in his/her/thcir authorized capacity(ies), and that by his/"cr/thc;r signature(:) 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. Q` Lillian Valdivieso WITNESS my hand and official seal. Comm. #2142550 0 Notary Public California m Los.Angeles County C.oinrn. ExpUes Feb z9, 2020 Si VZL - (Seal) Signature gV ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of }ss. On 20 before me, Notary Public, personally appeared 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/shelthey executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(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 Califomia that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange )SS. On June 26th 2019 before me, Melissa Ann Vaccaro Notary Public, personally appeared Arturo Ayala 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/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(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 CaI fP;-n a Al that,the.O for�going paragraph is true and correct. / MELISSA VACCAR COMM. #2241394 M WITNE S my hand and official seal. f=` Notary Public -California ly ORANGECCUNITY a My Comm. ExpiresfviLl 12, 7.022 Signature Melissa Ann Vaccaro (seal) United Storm Water, Inc. Page E-3 Bond No. SU 1156889 - AIC 0000279764 THIS POWER 'OF ATTORNEY IS NOT VALID -UNLESS ITIS PRINTED ON BLUE BACKGROUND. This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company_ except in the manner and to the extent herein stated. Not valid for Note, Loan, Letter of Credit, Currency Rate, Interest Rate -or Residential Value Guarantees. POWER OF ATTORNEY Know All Persons By These Presents: - That the Arch Insurance: Company, a corporation organized and existing under the laws of the State of Missouri, having its principal administrative office in Jersey City, New Jersey (hereinafter referred to as the "Company") does hereby appoint: Arturo Ayala, Daniel Huckabay, Dwight Reilly, Frank Morones and Shaunna Rozelle Ostrom of Orange, CA (EACH) its true and lawful-Attorney(s)in-Fact, to make, execute, seal, and deliver from the date of issuance of this power for and on its behalf as surety, and as its act and deed: Any and all bonds, undertakings, recognizances and other surety obligations, in the -penal sum not exceeding Ninety Million Dollars ($90,000,000.00). - This authority does not permit the same obligation to be split into two or more bonds In order to bring each such bond within the dollar limit of authority as set forth herein. The execution of such bonds, undertakings, recognizances and other surety obligations in pursuance of these_ presents shall be as binding upon the said Company as fully and, amply to all-- intents and purposes, as if the same had been duly executed and acknowledged by its regularly elected officers at its principal administrative office -in Jersey City, New Jersey. This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the Company on September 15, 2011, true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned Secretary as being in full force and effect: "VOTED, That the Chairman of the Board, the President, or the Executive Vice President, or any Senior Vice President, of the Surety Business -Division, or their appointees designated in writing and filed with the Secretary, or the Secretary shall have the power and authority to appoint agents and attorneys -in -fact, and to authorize them subject to the limitations set forth in their respective powers of attorney, to execute on behalf of the Company, and attach the seal of the Company thereto, bonds, undertakings,_ recognizances-and other surety obligations obligatory in the nature thereof, and any_such officers oftheCompany may appoint agents for acceptance of process." - This Power of Attorney is signed, sealed and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on September 15, 2011: VOTED, That the signature of the Chairman of the Board, the President, or the Executive Vice President, or any Senior Vice President, of the Surety Business Division, or their appointees designated in writing and filed with the Secretary, and the signature of the Secretary, the seal of the Company, and certifications by the Secretary, may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on September 15, 2011, and any such power so executed, sealed and certified with respect to any bond or undertaking to which it is attached, shall continue to be valid and binding upon the: Company. OOML0013 00 03 03 Page 1 of 2 Printed in U.S.A.