HomeMy WebLinkAboutC-7643-1 - Purchase and Installation Agreement for Audio Video Equipment for City Corporation Yard.r
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PURCHASE AND INSTALLATION AGREEMENT
WITH SYBATEK, INC. FOR AUDIO VIDEO EQUIPMENT FOR
V CITY CORPORATION YARD
THIS PURCHASE AND INSTALLATION AGREEMENT ("Agreement") is made and
entered into as of this 28th day of May, 2019 ("Effective Date") by and between the CITY
OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and
SYBATEK, INC., a California corporation ("Contractor"), whose principal place of business
is 5726 Corporate Avenue, Cypress, California 90630 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 and install audio video equipment for
the City Corporation Yard as detailed in the Scope of Work and Schedule of Billing
Rates attached hereto as Exhibit "A" ("Project").
C. 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.
D. City has solicited and received a proposal from Contractor, has reviewed the previous
experience and evaluated the expertise of Contractor, and desires to retain
Contractor to render professional services under the terms and condictions set forth
in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. 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.
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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: furnish the items as further described in
Exhibit A (hereinafter referred to as "Products"), and install said Products pursuant to the
Services as listed and set forth in the Scope of Services attached hereto as Exhibit "A" and
incorporated in full by this reference.
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.
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 June 30, 2020, whichever occurs first.
4. COMPENSATION
4.1 City shall pay Contractor for the Services on a fixed fee 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 Forty
Nine Thousand Ninety Six Dollars and 29/100 ($49,096.29), 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.
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4.2 Contractor shall submit invoices to City describing the Work performed and/or
the specific task in the Scope of Services to which it relates, and the date the Services were
performed. 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.
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 Tom Peters 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 Deputy
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
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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 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.
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,
and employees (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.
8.4 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
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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.
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.
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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.
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 B, 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%) of the total amount to be paid Contractor as set forth in this Agreement and
in the form attached hereto as Exhibit C 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 D 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
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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.
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"), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the work
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performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such interest.
16.2 If subject to the Act, Contractor shall conform to all requirements of the Act.
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.
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: Deputy Public Works Director
Public Works Department
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: Tom Peters
SybaTek, Inc.
5726 Corporate Ave.
Cypress, CA 90630
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
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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 familiarwith the local conditions underwhich the work
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
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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.
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.
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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,
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.
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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]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTOR EY'S OFFICE
Date: 2�3
CITY OF NEWPORT BEACH,
a California® municipal corporation
Date: la- I,� "-e0� _
BY: _t.L►� BY:
Aaron C. Har WwS•ti%•%� Davi e b
��� City Attorney p Public Works Director
ATTEST:
Date: , 7. 6
jiv. AAA
By:
Leilani I. Brown
City Clerk
PoRT
cgtlFOft
CONTRACTOR: SybaTek, Inc.,
California corporation
Date:
Signed in Counterpart
IS
Scott Lazarus
Chief Executive Officer and Chief
Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A - Scope of Services and Schedule of Billing Rates
Exhibit B - Insurance Requirements
Exhibit C - Labor and Materials Payment Bond
Exhibit D - Faithful Performance Bond
a
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTOR EY'S OFFICE
Date: Z`3
By: lt2
fbf.�.r
Aaron C. Harp u,wS•,L%Ai
City Attorney
ATTEST:
Date:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
David Webb
Public Works Director
CONTRACTOR: SybaTek, Inc.,
Califon corporation
By:
Scott Laza w
Chief Eu ;ve Officer and Chief
Financial Offer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services and Schedule of Billing Rates
Exhibit B — Insurance Requirements
Exhibit C — Labor and Materials Payment Bond
Exhibit D — Faithful Performance Bond
a
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EXHIBIT A
SCOPE OF SERVICES AND
SCHEDULE OF BILLING RATES
I. Contractor shall provide:
• All audiovisual equipment as identified in the tables below.
• Small materials as required to complete this installation.
• All labor required for installation, programming, and delivery for
audiovisual equipment as identified in this proposal and the tables below.
• All audio, video, data, networking, and control cabling and connectors
used to interconnect SybaTek supplied equipment.
• All hardware, fasteners, and concrete anchors needed for mounting
audiovisual display equipment.
• Coordination with the owner's contractors and project team to provide the
appropriate infrastructure to include: millwork/furniture, HVAC/ventilation,
structural support, electrical, cable paths, network/telecom, CATV/DSS,
etc.
• AV Coordination drawings package identifying environmental, operational
and infrastructure requirements.
• Regular attendance at weekly project meetings in person or via electronic
means.
• Comprehensive and up-to-date project plan/schedule including milestone
objectives and any necessary prerequisites..
• Weekly project status reports.
• Client requirements summary document identifying all major equipment
and services to be provided by the client for integration with SybaTek
equipment/systems.
• A written outline for the control system's programming and functionality for
Client's review and approval.
• Original source code for all custom programming of the audiovisual control
system.
• Custom user manuals for any custom software -based control systems if
requested.
• Engineered system flow diagrams and detailed as -built drawings upon
completion.
• A CD with an indexed PDF of all manufacturers owner's manuals upon
completion.
• A single, 2 -hour training session for general users. The session is
intended to show general users how to use the various features and
SybaTek, Inc Page A-1
capabilities of the provided systems. This session will not cover advanced
system/component operation, system maintenance or detailed/technical
aspects of the systems. Additional user training sessions may be provided
at a later date for additional costs.
A single, 1 -hour training session for advanced users and/or support staff.
The session reviews all provided components and involves a basic
discussion of how the systems and various technologies operate. Basic
troubleshooting and maintenance is discussed as well as advanced
system features. In addition, system as -built drawings and close-out
documents will be reviewed.
II. City shall provide:
• Designated points of contact for on-site coordination, testing authority,
training recipient and signee for contract completion.
• Completion date and schedule for services and/or equipment provided by
the owner or owner's contractors that are required to be in place for
integration with SybaTek provided components.
• Access to the facility for installation and light construction work during
normal business hours.
• Coordination with the buildings manager for hammer drilling in the floor and
ceiling (if required). Access to the facility after normal business hours may
be required for this effort.
• Clearly communicated schedule with expectation for installation start date,
end date, and acceptable duration for installation activities.
• Complete and up-to-date documentation, specifications and plans
concerning equipment, furniture, spaces, requirements, etc. which may
impact the installation, operation or specification of audiovisual and/or
related components.
• Full access to all necessary site locations during survey, installation,
programming, testing, commissioning and training efforts.
• Direction and notice to all contractors acknowledging and substantiating the
AV system coordination drawings and/or requirements. Contractors shall
comply with the AV system requirements or notify the owner and SybaTek in
the event that requirements cannot be met as specified. Additional costs to
the owner from any contractors as a result of the AV requirements shall be
the owner's responsibility.
• Access to loading docks and freight elevators as needed during equipment
delivery.
SybaTek, Inc Page A-2
• Provide necessary escort or building passes for SybaTek to access the
facilities as needed.
• Accept physical security and liability for any equipment installed and
delivered to their facility by SybaTek during the installation.
• Notify SybaTek prior to accepting this contract of any asbestos or other
known hazardous materials located in the building, around areas for this
system installation, or that provide potential obstruction to normal
construction efforts.
• Prior to start of on-site work:
o All cable paths in place (conduit, core drills, etc.).
o Drywall and painting complete — site must be dust free.
o Ceiling grids installed (when applicable).
o Network and Phone lines installed and verified.
o Furniture and Millwork installed.
o Floor finishes installed.
o CATV or SATV cable boxes available and activated.
III. Project #1: Main Conference/Training Room Audio Video System
• Will serve as a secondary Emergency Operation Center (EOC).
• Will be a hybrid meeting space where employees, teams and guests can
meet, collaborate, complete safety meetings and safety video training
sessions.
• Ability to be used as a breakroom.
• Requires a multi -screen collaborative system that will provide EOC
monitoring capabilities.
• Shall include the ability to view current TMC -driven content.
• Shall be able to feed data into the display system from all (13) IP -based
Security cameras that will be installed by Ganz. (Note: Upon switching to
an ONSSI system, this content needs to be viewable as well.)
• Visitors/guests need to be able to use the devices for presentations
securely without having to access the City network. A wireless gateway
will be provided for this function.
• Need quality AV playback that is ideally balanced with optimal coverage
throughout the room.
• Requires an easy-to-use control, via an in -wall, touch screen solution that
can be secured with password protection.
• The displays will be mounted far enough apart that if an upgrade to larger
displays is desired in the future the mounts will not need to be relocated.
SybaTek, Inc Page A-3
Description
Quantity
Price per Each
Total Price
NEC Display Solutions C751Q MultiSync C751Q - 75"
2
$3,500.33
$7,000.66
Slim LED LCD Public Display Monitor, 3840 x2160
Chief LTM1 U Micro -Adjust Tilt Wall Mount, Large
2
$246.35
$492.70
Chief PAC 525FW Wall ENC, 16X9, MTI -D, PRE/PST
2
$85.00
$170.00
INST-WHITE
OFE OFE Item In -Room Computer
2
$0.00
$0.00
Crestron RMC3 3 -Series Room Media Controller
1
$666.67
$666.67
Crestron C2N-VEQ4 4 -Channel Volume/EQ Control
1
$600.00
$600.00
Module
Crestron TSW-560-B-S 5" Touch Screen, Black Smooth
1
$666.67
$666.67
Crestron HD-MD6X2-4K-E 6x2 4K HDMI Switcher
1
$733.33
$733.33
Crestron HD -SCALER -HD -E High -Definition Video Scaler,
2
$333.33
$666.66
HDMI In, HDMI Out
Extron Electronics HDMI Ultra/9 4K Premium High Speed
2
$53.33
$106.66
HDMI Ultra -Flexible Cable - 9'(2.7 m)
Mersive SP -7100E Solstice POD for 4 simultaneous users
2
$0.00
$0.00
with enterprise control
FSR 18147 DR -H2.0 -15M HDMI to HDMI Fiber cable
1
$1,025.73
$1,025.73
Crestron USB -EXT -2 USB over Twisted Pair Extender
1
$533.33
$533.33
QSC SPA2-60 1/2 RU 2 Channel ENERGY STAR amplifier
1
$446.67
$446.67
/ Stereo operation 60 watts into 80 & 40, Bridged operation
200 watts into 80 & 40, and 250 watts into 70v and 100v /
100-240 VAC Operation
QSC AC-C6T 6.5" Two-way ceiling speaker, 70/100V
10
$92.00
$920.00
transformer with 80 bypass, 110° conical coverage,
includes C -ring and rails for blind mount installation. Priced
1 individually but must be purchased in pairs.
Pakedge Device & Software SE -8P4 8 Port Gigabit
1
$300.00
$300.00
Unmanaged PoE & PoE+Switch • 10/100/1000 Mbps • Full
4 Ports PoE • Supports up to 2 ports PoE+ • Quiet
Operation, Clean face, cables in back
SurgeX SX -1115 -RT 1 RU, 9 Outlet, 15A, with Remote;
1
$598.67
$598.67
Advanced Series Mode®, CouVs®, ICE®, EMI/RFI
SybaTek, Inc Page A-4
Middle Atlantic SRSR-2-12 2 SLIDE SRSR,12 SPACE
1
$473.33
$473.33
SybaTek M0001 Misc. wire, cable, connectors and
hardware
1
$533.33
$533.33
Labor
1
$12,531.38
$12,531.38
TOTAL:
$28,465.79
IV. Project #2: Small Conference Room Audio Video System
• Equipment must be able to present content from City Servers.
• Equipment must be able to present from external devices.
• Video and audio conference abilities.
• SybaTek will supply a sizeable display for viewing optimization in the
space.
• Video and Audio conference ability to be provided via the Zoom Room
application.
• Audio will be provided by the microphones, speaker and digital audio
processing which is in the Crestron Sound Bar System.
• The UC-SB1-CAM will be connected to a small form factor (NUC style)
computer running the Zoom application.
• In addition to Zoom based calls, staff will be able to join or invite a H.323
hardware style codec (such as Cisco or Polycom).
• The computer and wireless gateway will be discreetly held in an in -wall
box located behind the display; SybaTek will supply the box to your
electrician for installation when power is run to the display location.
• Wireless presentation is also available via a wireless gateway. Audio from
any content will be heard via the soundbar.
• Guests using the wireless gateway can present without being on the City
network.
• Control of inputs, volume level and connection to other sites will be
accomplished via an iPad touchpanel.
• A wall mounted charging station will be placed near the display allowing
control at that location with ability to move to table.
SybaTek, Inc Page A-5
Description
Quantity
Price per Each
Total Price
NEC Display Solutions C751 MultiSync C751 - 75" Slim
LED LCD Public Display Monitor, 3840 x 2160
1
$3,500.33
$3,500.33
Chief LTM1 U Micro -Adjust Tilt Wall Mount, Large
1
$246.35
$246.35
Chief PAC526FW WALL ENC,16X16,MTI-D,PRE/PST
INST-WHITE
1
$114.64
$114.64
Crestron UC-SB1-CAM UC Video Conference Smart
Sound Bar & Camera [Contact Sales Support Services]
1
$1,866.67
$$1,866.67
OFE OFE Item Small Form Factor Dell computer
1
$0.00
$0.00
Apple MK9N2LL/A iPad Mini WiFi only 7.9" display
1
$518.67
$518.67
Sonance 70142 Wallstation in white
1
$190.00
$190.00
Sonance 70305 Sleeve white for iPad Mini
1
$132.00
$132.00
ZOOM Zoom Room Annual Annual Subscription for Zoom
Room
1
$511.80
$511.80
Mersive SP -7100E Solstice POD for simultaneous users
with enterprise control
1
$1,025.73
$1,025.73
AJA Video Systems U-TAP-HDMI HD/SD USB 3.0 capture
device for Mac/Windows/Linux with HDMI input. Bus
powered, no driver software necessary.
1
$460.00
$460.00
SybaTek M0001 Misc. wire, cable, connectors and
hardware
1
$133.33
$133.33
Labor
1
$5,442.90
$5,442.90
TOTAL:
SybaTek, Inc Page A-6
Project Totals
Rem
Total Price
Main Conference/Training Room Audio Video System Labor and
Equipment Total
$28,465.79
Small Conference Room Audio Video System Labor and Equipment
Total
$14,142.42
Project Management Total
$2,880.00
Shipping Total
$611.56
Permit Total
$300.00
Sales Tax Total
Total Project Not -To -Exceed Amount
$2,696.52
$49,096.29
Payment Schedule
• 50% deposit with order
• 40% Net -30 upon equipment arrival at Sybatek or City Corporation Yard, whichever comes first
• 10% Net -30 upon completion (first beneficial use)
SybaTek, Inc Page A-7
EXHIBIT B
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.
SybaTek, Inc. Page B-1
4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain,
the following provisions:
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.
SybaTek, Inc. Page B-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.
SybaTek, Inc. Page B-3
THE FINAL PREMIUM IS
PREDICATED ON THE
FINAL CONTRACT AMOUNT
This bond was issued in two (2)
original counterparts
EXHIBIT C
CITY OF NEWPORT BEACH
BOND NO. 1001075825
LABOR AND MATERIALS PAYMENT BOND
WHEREAS, the City of Newport Beach, State of California, has awarded to
SybaTek, Inc. , hereinafter designated as the "Principal," an Agreement for the
purchase and installation of 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.
"Audio Video Equipment For City Corporation Yard
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,
U.S. Specialty 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 Forty Nine
Thousand Ninety Six Dollars and 291100 ($49,096.29), 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
attorneys' 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.
SybaTek, Inc. Page C-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 30th day c� May 2019 .
SybaTek, Inc.
Name of Contractor (Principal)
U.S. Specialty Insurance Company
Name of Surety
625 The City Drive So., Ste. 205, Orange, CA 92868
Address of Surety
(714) 740-7000
Telephone
orized^\ature itle C66, cro
Authorized Ager? bnature
Shaunna Rozelle Ostrom, Attorney -in -Fact
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE
ATTACHED
SybaTek, Inc. Page C-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 } ss.
107
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 Mav 30th 2019 before me,
Melissa Ann Vaccaro Notary Public, personally appeared
Shaunna Rozelle Ostrom 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.
n3j��� my ba and o I I seal ; : MELISSA ANN VACCAR0
COMM.#2241394 �
"_ Notary Public -California a
Signature Melissa Ann Vaccaro .Q �x� ORANGE COUNTY LL (seal)
My Comm. Expires May 12, 2022
SybaTek, Inc. Page C-3
POWER OF ATTORNEY
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
UNITED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY
KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company, a California corporation, Texas
Bonding Company, an assumed name of American Contractors Indemnity Company, United States Surety Company, a M aryland
corporation and U.S. Specialty Insurance Company, a Texas corporation (collectively, the "Companies"), do by these presents make,
constitute and appoint:
Daniel Huckabay, Arturo Ayala, Dwight Reilly, Shaunna Rozelle Ostrom or Frank Mot -ones
of Orange, California
its true and lawful Attorney(s)-in-fact, each in their separate capacity if more than one is named above, with full power and authority
hereby conferred in its name, place and stead, to execute, acknowledge and deliver any and all bonds, recognizances, undertakings
or other instruments or contracts of suretyship to include riders, amendments, and consents of surety, providing the bond
penalty does not exceed ******* Twenty Million ******** Dollars ($ *20,000,000.00* ).
This Power of Attorney shall expire without ftu•ther action on November 3, 2019. This Power of Attorney is granted under and by
authority of the following resolutions adopted by the Boards of Directors of the Companies:
Be it Resolved, that the President, any Vice -President, any Assistant Vice -President, any Secretary or any Assistant Secretary shall be and is hereby vested with full
power and authority to appoint any one or more suitable persons as Atlorney(s)-in-Fact to represent and act for and on behalf of the Company subject to the following
provisions:
Attorney -in -Fact may be given till[ power and authority for and in the name of and on behalf of the Company, to execute, acknowledge and deliver, any and all bonds,
recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings, including any and all consents for the release of retained
percentages and/or final estimates on engineering and construction contracts, and any and all notices and documents canceling or terminating the Company's liability
thereunder, and any such instruments so executed by any such Attorney -in -Pact shall be binding upon the Company as if signed by the President and sealed and effected
by the Corporate Secretary.
Be it Resolved, that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any certificate relating
thereto by facsimile, and any power of attorney or certificate bearing facsimile signature or facsimile seal shall be valid and binding upon the Company with respect to any
bond or undertaking to which it is attached.
IN WITNESS WHEREOF, The Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this
1 st day of November, 2016.
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
Corporate Seals UNITED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY
Gr............
....dtR .. ..uSU,, . `.D11 ryu,."
. o•.wuw ou„
, a NG ............ C'',
_ui wcoRvoRnrEo :�_ 'o: •3- -Xi v .a y .•.-`•y.._� M
{'off, sr9•... Daniel P. Aguilar', V
SEPT, a tsso :w _ _
ce President
deaf
is
5 s
.......... ....*
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 SS:
On this Ist day of November, 2016, before me, Sabina Morgenstein, a notary public, personally appeared Daniel P. Aguilar, Vice President of American
Contractors Indemnity Company, Texas Bonding Company, United States Surety Company and U.S. Specialty Insurance Company who proved to me on
the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in
his authorized capacity, and that by his signature on the instrument the person, 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.
WITNESS my hand and official seal. 'h�i
SABINA MORGEN5TEIN
Commission M 2129256
Signature (Seal) Notary Public - California
Los Angeles County
My Comm. Expires Nov 3, 201li
1, Kio Lo, Assistant Secretary of American Contractors Indemnity Company, Texas Bonding Company, United States Surety Company and U.S.
Specialty Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney, executed by said
Companies, which is still in fitll force and effect; furthermore, the resolutions of the Boards of Directors, set out in the Power of Attorney are in frill
force and effect.
In Witness Whereof, I have hereunto set my hand and affixed the seals of said Companies at Los Angeles, California this 30th day
of May 2019 .
pDIN° ,,,,Corporate Seals `gSUR .,..I...,,,,,
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Bond NO. 100107582$ _ i~ : Y' '7+
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Agency No. 8472 Co
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Kio Lo, Assistant Secretary
THE FINAL PREMIUM IS
PREDICATED ON THE This bond was issued in two (2)
FINAL CONTRACT AMOUNT original counterparts
EXHIBIT D
CITY OF NEWPORT BEACH
BOND NO.1001075825
FAITHFUL PERFORMANCE BOND
The premium charges on this Bond is $ 1650.00
being at the
rate of $ 30.00 thousand of the Agreement price.
WHEREAS, the City of Newport Beach, State of California, has awarded to
SybaTek, Inc. , hereinafter designated as the "Principal," an Agreement for the
purchase and installation of 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.
*Audio Video Equipment For City Corporation Yard
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 U.S. Specialty 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 Forty Nine
Thousand Ninety Six Dollars and 29/100 ($49,096.29), 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.
SybaTek, Inc. Page D-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 hasen duly executed by the Principal
and Surety above named, on the 30th day of Ma 2019
SybaTek, Inc. i'k Z)
Name of Contractor (Principal) Authorized Sign eMtle
Gam, C �
U.S. Specialty Insurance Company
Name of Surety
625 The City Drive So., Ste. 205, Orange, CA 92868 Shaunna Rozelle Ostrom, Attorney -in -Fact
Address of Surety Print Name and Title
(714) 740-7000
Telephone
NOTARY ACKNOWLEDGMENTS OF
CONTRACTOR AND SURETY MUST BEA TTA CHED
SybaTek, 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 I 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
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.
(seal)
State of California
County of Orange I ss.
On May 30th 2019 before me,
Melissa Ann Vaccaro Notary Public, personally appeared
Shaunna Rozelle Ostrom 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.
= � � ...=�
MELISSA ANN VACCARO
NAC
WITNESS my hand and official seal.
COMM. #2241394
Notary Public -California U)
Omy
'�� f\�\ (,�1�
�1o\ '��\n
C.0
ORANGE COUNTY a
Coiiin.GpiresMay12,2022
V�)C Q^�
Signature Melissa Ann Vaccaro
(seal)
SybaTek, Inc. Page D-3
POWER OF ATTORNEY
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONI)ING COMPANY
UNITED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY
KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company, a California corporation, Texas
Bonding Company, an assumed name of American Contractors Indemnity Company, United States Surety Company, a M aryland
corporation and U.S. Specialty insurance Company, a Texas corporation (collectively, the "Companies"), do by these presents make,
constitute and appoint:
Daniel Huckabay, Arturo Ayala, Dwight Reilly, Shaunna Rozelle Ostrom or Frank Morones
of Orange, California
its true and lawful Attorney(s)-in-fact, each in their separate capacity if more than one is named above, with full power and authority
hereby conferred in its name, place and stead, to execute, acknowledge and deliver any and all bonds, recognizances, undertakings
or other instruments or contracts of suretyship to include riders, amendments, and consents of surety, providing the bond
penalty does not exceed ******* Twenty Million ******** Dollars ($ *20,000,000.00* ).
This Power of Attorney shall expire without further action on November 3, 2019. This Power of Attorney is granted under and by
authority of the following resolutions adopted by the Boards of Directors of the Companies:
Be it Resolved, that the President, any Vice -President, any Assistant Vice -President, any Secretary or any Assistant Secretary shall be and is hereby vested with full
power and authority to appoint any one or more suitable persons as Attorney(s)-in-Fact to represent and act for and on behalf of the Company subject to the following
provisions:
Attorney-in-Ract may be given full power and authority for and in the name of and on behalf of the Company, to execute, acknowledge and deliver, any and all bonds,
recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings, including any and all consents for the release of retained
percentages and/or final estimates on engineering and construction contracts, and any and all notices and documents canceling or terminating the Company's liability
thereunder, and any such instruments so executed by any such Attorney -in -Fact shall be binding upon the Company as if signed by the President and sealed and effected
by the Corporate Secretary.
Be it Resolved, that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any certificate relating
thereto by facsimile, and any power of attorney or certificate bearing facsimile signature or facsimile seat shall be valid and binding upon the Company with respect to any
bond or undertaking to which it is attached.
IN WiTNESS WHEREOF, The Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this
1 st day of November, 2016.
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
Corporate Seals UNITED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY
`ooµAGiOR e'' °59UR , "SND'. tv o•, a•0,1 s u
............
u: gym; :'.�?."• 3w '' 35:'�'- f! r
u2RAtEo By:
'w SEPTEP7. 15, 1990
o - � -XT Daniel P. Aguilar—'Vice Pt esulent
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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 SS:
On this I st day of November, 2016, before me, Sabina Morgenstein, a notary public, personally appeared Daniel P. Aguilar, Vice President of American
Contractors Indemnity Company, Texas Bonding Company, United States Surety Company and U.S. Specialty Insurance Company who proved to me on
the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in
his authorized capacity, and that by his signature on the instrument the person, 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.
WITNESS my hand and official seal.
SABINA MORGENSTEiN
Commission M 2129258
Signature (Seal) Notary Public - California
Los Angeles County
My OCoo�mm. Expire Now Angeles
2019
I, Kio Lo, Assistant Secretary of American Contractors Indemnity Company, Texas Bonding Company, United Stales Surety Company and U.S.
Specialty Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney, executed by said
Companies, which is still in full force and effect; furthermore, the resolutions of the Boards of Directors, Set out in the Power of Attorney are in full
force and effect.
In Witness Whereof, i have hereunto set my hand and affixed the seals of said Companies at Los Angeles, California this 30th day
of May
2019 .
Corporate Seals
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From: City of Newport Beach via EXIGIS Insurance Compliance Services
<certificates-NewportBeach @riskworks.com>
Sent: Wednesday, August 07, 2019 10:28 AM
To: Morgan, Shelby
Subject: City of Newport Beach: Notice of Compliance for Sybatek, Inc.
Dear Business Partner,
The insurance documentation submitted on behalf of Sybatek, Inc. satisfies the minimum
insurance requirements for City of Newport Beach and has been verified as compliant.
No further action is required at this time. You will receive a renewal notice requesting updated
insurance documents in advance of expiration.
If you have any questions, please contact EXIGIS Risk Management Services at
supporta,exi is.com or 800-430-1589.
Thank you for your cooperation and timely fulfillment of this important request.
Sincerely,
EXIGIS Risk Management Services
On behalf of City of Newport Beach
800-430-1589
supportgexi is.com
Organizational Unit : City of Newport Beach -> Public Works
Agreement Name: Purchase and Installation of Audio Video Equipment for City Corporation
Yard