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HomeMy WebLinkAboutC-6427 - Streetlight LED Retrofit ProjectMarch 28, 2018 Express Energy Services, Inc. Attn: Doc Rivers 10610 Humbolt Street Los Alamitos, CA 90720 Subject: Streetlight LED Retrofit Project — C-6427 Dear Mr. Rivers: CITY OF NEWPORT BEACH 100 Civic Center Drive Newport Beach, California 92660 949-644-3005 1 949-644-3039 Fax newportbeachca.gov On March 28, 2017, the City Council of Newport Beach accepted the work for the subject project and authorized the City Clerk to file a Notice of Completion, to release the Labor & Materials Bond 65 days after the Notice of Completion had been recorded in accordance with applicable portions of the Civil Code, and to release the Faithful Performance Bond one year after Council acceptance. The Notice of Completion was recorded by the Orange County Recorder on March 30, 2017 Reference No. 2017000127750. The Surety for the contract is North American Specialty Insurance Company and the bond number is 2139502. Enclosed is the Faithful Performance Bond. Sincerely, /��j�' Leilani I. Brown, MMC City Clerk Enclosure Bond Issued In Duplicate EXHIBIT B CITY OF NEWPORT BEACH BOND NO. 2139502 FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $ 14,118 , being at the rate of $ $25/$15/$10 per thousand of the Contract price. WHEREAS, the City of Newport Beach, State of California, has awarded to Express Energy Services, Inc. hereinafter designated as the "Principal," a contract for: Citywide replacement of existing qualifying Southern California Edison tariff LS -2 and LS -3 cobrahead streetlights with LED fixtures. All fixtures located on LS -2 circuits and intersection fixtures located on LS -3 circuits will be furnished with an individual twist lock long life photocell. All other LS -3 streetlight fixtures shall be retrofit with photocells in a litre -for -like manner, i.e. those with existing integrated photocells shall receive new integrated photocells and those on centralized circuits will receive shorting caps, The work necessary for the completion of this contract consists of mobilization, providing traffic control, distributing construction notifications, fumishing and installing street lighting facilities and appurtenances, and all other items to complete work In place, In the City of Newport Beach, in strict conformity with the Contract 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 Contract and the terms thereof require the fumishing of a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the Principal, and North American 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 One Million Sixty One Thousand Seven Hundred Eighty Dollars and 321100 ($1,061,780.32) lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the Contract, 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 Contract 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 Express Energy Services, Inc. Page B-1 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 speed 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 Contract or to the Work to be performed thereunder shall in any way effect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions of the Contract or to the Work or to the speciflcations. This Faithful Performance Bond shall be extended and maintained by the Principe[ in full force and effect for one (1) year following the date of formai 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 12th day of May 2016 T. EXPRESS ENERGY SERVICES. INC. �—L-- G& -o Name of Contractor (Principal) Authorized Signature/Title NORTH AMERICAN SPECIALTY INSURANCE COMPANY�i� Name of Surety Autho l d Agent Signature 960 Broadway Avenue, #420, Boise, ID 83706 Kyle Wilson, Attorney -in -Fact Address of Surety Print Name and Title 208-433-1802 Telephone APPROVED A5 TO FORM- cITY ATTORNEY'S OFFiCI 0 Aaron C. Harp tAM oultA1ju City Attomey NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Express Energy Services, Inc. Page B-2 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 Contract or to the Work to be performed thereunder shall in any way affect its obligations on this Bond, and it does herby waive notice of any such change, extension of time, alterations or additions of the Contract or to the Work or to the specifications. 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 shalt 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 12th day of MaY ,2016 EXPRESS ENERGY SERVICES. INC. - ` (S4 �o� W ams G J Name of Contractor (Principal) A razed Signaturerritie NORTH AMERICAN SPECIALTY INSURANCE COMPANY Name of Surety Autho . d Agent Signature 960 Broadway Avenue, #420, Boise, ID 83706 Kyle Wilson, Attorney -in -Fact Address of Surety Print Name and Title 208-433-1802 Telephone APPROVED A5 TO FORM., CITY ATTORNEY'S OFFICE By: Aaron C. Harp City Attorney NOTARYACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Express Energy Services, Inc, Page B-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 Caldomia County of Fve5 no } ss. On j2 20 before me, mllo4e✓LteVjI� k( Notary Publi personally appeared Lmn who proved to me on the basis of satisfaothry 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. MdKIMBERLY WILSON Commission 0 2062659 � Notary Public -California ? Fresno County My Comm. Expires r 10, 2010 ?, (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_L(,�__ before me, j,o i to I iai I r' i c i r liri vc`me I"(( Notary Public, personally appeared ) n( c-1) proved to me on the basis of satisfactory evidence to be the person(} whose name(s)Ls/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(iesj, and that by his/heriff—ieir 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. VERONICA LE7ICIA BARRERA commission # 1985995 WITNESS my hand and official seal. i . Notary Public - California Orange County U Llc tt khci 6L L�-[ Iyc M Comm. Expires Jul 23, 2018 111 Signature (sea Express Energy Services, Inc. Page B-3 CALIFORNIA ALL-PURPOSE 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, accuracv, or validity of that document. State of CALIFORNIA County of FRESNO On May 12, 2016 before me, KIMBERLY WILSON, NOTARY PUBLIC, personally appeared Kyle Wilson, 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 signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under the PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. KIMB1R1o�Ig0 Commission # 2062659 Notary public - California lu Fresno County My Comm. Expires A r 10. 2018 v> WITNESS my hand and official seal. ignature of Notary Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER ❑ PARTNER(S) ❑ LIMITED ® ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR OTHER: SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) CA-ICW 24 (7/00) DESCRIPTION OF ATTACHED DOCUMENT NAS SURETY GROUP NORTH AMERICAN SPECIALTY INSURANCE COMPANY WASHINGTON INTERNATIONAL INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT North American Specialty Insurance Company, a corporation duly organized and existing under laws of the State of New Hampshire, and having its principal office in the City of Manchester, New Hampshire, and Washington International Insurance Company, a corporation organized and existing under the laws of the State of New Hampshire and having its principal office in the City of Schaumburg, Illinois, each does hereby make, constitute and appoint: WAYNE LAMB, KYLE WILSON, DONNA M. SMITH and NICOLE CASKEY JOINTLY OR SEVERALLY Its true and lawful Attomey(s)-in-Fact, to make, execute, seal and deliver, for and on its behalf and as its act and deed, bonds or other writings obligatory in the nature of a bond on behalf of each of said Companies, as surety, on contracts of suretyship as are or may be required or permitted by law, regulation, contract or otherwise, provided that no bond or undertaking or contract or suretyship executed under this authority shall exceed the amount of: FIFTY MILLION ($50,000,000.00) DOLLARS This Power of Attorney is granted and is signed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both North American Specialty Insurance Company and Washington Intemational Insurance Company at meetings duly called and held on the 9th of May, 2012: "RESOLVED, that any two of the Presidents, any Managing Director, any Senior Vice President, any Vice President, any Assistant Vice President, the Secretary or any Assistant Secretary be, and each or any of them hereby is authorized to execute a Power of Attorney qualifying the attorney named in the given Power of Attorney to execute on behalf of the Company bonds, undertakings and all contracts of surety, and that each or any of them hereby is authorized to attest to the execution of any such Power of Attorney and to attach therein the seal of the Company; and it is FURTHER RESOLVED, that the signature of such officers and the seal of the Company may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile, and any such Power of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be binding upon the Company when so affixed and in the future with regard to any bond, undertaking or contract of surety to which it is attached." ,"01111001 yN1111I@huryi�,�pi si6PN--. 0 Ed•s,:so _.. BySEAL PNdgpt�J3G W iSIP,TiIQI3 S Steven P. Anderson, Senior Vice President of Washington international losuranee, Compeny eyG & Senior Vice President or North Americas Specialty Insurance Company Michel A IItt.,Semur Vice, Presdendia mg'emahoneTTnT & Senior Nee President or North Amari.. Specialty Jostn sntt Company IN WITNESS WHEREOF, North American Specialty Insurance Company and Washington International Insurance Company have caused their official seals to be hereunto affixed, and these presents to be signed by their authorized officers this 20th day of October 12015 . North American Specialty Insurance Company Washington International Insurance Company State of Illinois County of Cook Ss: On this 20th day of October , 20 15 , before me, a Notary Public personally appeared Steven P. Anderson , Senior Vice President of Washington Intemational Insurance Company and Senior Vice President of North American Specialty Insurance Company and Michael A. Ito . Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company, personally known to me, who being by me duly swom, acknowledged that they signed the above Power of Attorney as officers of and acknowledged said instrument to be the voluntary act and deed of their respective companies. OFFICIAL SEAL ENNY NOTARY PUBLIC, TATE OF ILLINOIS ti M. __ >. •, . MY COMMISSION EXPIRES 1210Q2017M. Kenn ny. Notary Public I, JeffreyGoldbere the duly elected Assistant Secretary of North American Specialty Insurance Company and Washington International Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney given by said North American Specialty Insurance Company and Washington Intemational Insurance Company, which is still in full force and effect. IN WITNESS WHEREOF, I have set my hand and affixed the seals of the Companies this 12th day of May , 20 16 . Jeffrey Goldberg, vice President & Assistant Seereluy of Weshingmn International Insurance Company & North Amann Specialty lnsurence Company June 5, 2017 Express Energy Services, Inc. Attn: Doc Rivers 10610 Humbolt Street Los Alamitos, CA 90720 Subject: Streetlight LED Retrofit Project C-6427 Dear Mr. Rivers: CITY OF NEWPORT BEACH 100 Civic Center Drive Newport Beach, California 92660 949-644-3005 1 949-644-3039 Fnx newportbeachca.gov On March 28, 2017 the City Council of Newport Beach accepted the work for the subject project and authorized the City Clerk to file a Notice of Completion, to release the Labor & Materials Bond 65 days after the Notice of Completion had been recorded in accordance with applicable portions of the Civil Code, and to release the Faithful Performance Bond one year after Council acceptance. The Notice of Completion was recorded by the Orange County Recorder on March 30, 2017, Reference No. 2017000127750. The Surety for the bond is North American Specialty Insurance Company and the bond number is 2139502. Enclosed is the Labor & Materials Payment Bond. Sincerely, A n tl F r �V�Yv`1 8 Leilani I. Brown, MMC City Clerk Enclosure EXHIBIT A Premium: Included CITY OF NEWPORT BEACH Bond Issued In Duplicate BOND No. 2139502 LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of Caafomia, has awarded to Express Energy Services, Inc. hereinafter designated as the °Principal," a contract for. Citywide replacement of existing qualifying Southern Califomia Edison tariff LS -2 and LS -3 c obrahead streetlights with LED fixtures. All fixtures located on LS -2 circuits and Intersection fixtures located on LS -3 circuits will be furnished with an individual twist lock long life photocell. All other LS -3 streetlight fixtures shall be retrofit with photocells In a like -for -like manner, i.e. those with existing integrated photocells shall receive new integrated photocells and those on centralized circuits will receive shorting caps. The work necessary for the completion of this contract consists of mobilization, providing traffic control, distributing c onstniction notifications, furnishing and Installing sheet fighting facilities and appurtenances, and all other items to complete work in place, in the City of Newport Beach, in strict conformity with the Contract on Me with the office of the City Cierk of the City of Newport Beach, which is incorporated herein by this referenre. WHEREAS, Principal has executed or is about to execute the Contract and the terms thereof require the furnishing of a borxd, providing that ii 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 tabor 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, North American 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 One Million Sixty One Thousand Seven Hundred E19W Dollars and 321100 ($1,061,760.32) lawful money of the United States of America, said sum being equal to 100% of the estimated amount payable by the Cfty of Newport Beach under the terms of the Contract; 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, fall 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 tabor 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 Express Energy Services, Inc. Page A-1 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 foxed by the Court as required by the provisions of Section 9554 of the CMI 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 Califomla 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. And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract 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 Contract or to the Work or to the specifications. In the event that any prtnx:ipal 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 duty executed by the above named Principal and Surety, on the 12th day of May , 20 16 EXPRESS ENERGY SERVICES, INC. ccs Name of Contractor (Principal) Authorized Signaturerrdle NORTH AMERICAN SPECIALTY INSURANCE COMPANY r� Name of Surety Aufforized Agent Signature 960 Broadway Avenue, #420, Boise, ID 83706 Address of Surety 208-433-1802 Telephone APPROVED AS TO FORM: CITY ATTCjR EY',S OFFICE Date: Gl By: � Aaron C. Harp CPM 0(eU1%lka City Attorney Kyle Wilson, Attorney -in -Fact Print Name and 'Fide NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Express Energy Services, Inc. Page A-2 exceeding the sum specked in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attorneys' fee, to be foxed 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 acwrdanoe with the provisions of Sections 9500 of seq. of the Civil Code of the State of California. And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract 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 Contract or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, t 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 duty executed by the above named Principal and Surety, on the 12th day of _„ 2016, EXPRESS ENERGY SERVICES, INC. Name of Contractor (Principal) `d Signature tie NORTH AMERICAN SPECIALTY INSURANCE COMPANY r _ Name of Surety Aufforized Agent Signature 960 Broadway Avenue, #420, Boise, ID 83706 Kyle Wilson, Attorney -in -Fact Address of Surety Print Name and Title 208-433-1802 Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By. Aaron C. Harp City Attorney NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Express Energy Services, Inc. - Page A-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 F-ir-e5t5.0 } _ �`��4� On 12 .20 before me F-4,rtiLYJey Notary P fie, personally appeared }_J (L who proved to me on the basis of satisfact ry 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 hislheritheir 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. Commission d 2062655 Z Notary Public - California Z Fresno county '— MY Comm. Expires.Apr 10, 2013 ii (se 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 Catif9mia County of L;L } ss. On ,ii- 20 ti before me, Notary Public, personally appeared ;;Ct t7 = 1jzts e is proved to me on the basis of satisfactory evidence to be t subscribed to the within instrument and acknowledged to same in his/herltheir authorized capacity(ies), and that by instrument the person(s), or the entity upon behalf of which instrument. I certify under PENALTY OF PERJURY foregoing paragraph is true and correct. WITNESS my hand and official seal. v Signature he person(aj whose name( ) is/are me that jj (shelthey executed the his/herltheir signatures(&} -on the the persons) acted, executed the un4P� State -of 'forma that the VERONICA tETiCIA BARRERA commission • 1985995 Notary Public - California Orange County Mv Comm. Ex fns Jul 23.2016 (seal) Express Energy Services, Inc Page A-3 CALIFORNIA ALL-PURPOSE 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 FRESNO On May 12, 2016 before me, KIMBERLY WILSON, NOTARY PUBLIC, personally appeared Kyle Wilson, 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 signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under the PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. . KIMBERLY WILSON WITNESS my hand and official seal. Commission # 2062655 Notary Public - Calilorr a Fresno County +Iv Comm.Expires Signat e of Notary Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER ❑ PARTNER(S) ❑ LIMITED ® ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR OTHER: SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) CA -1C W 24 (7/00) DESCRIPTION OF ATTACHED DOCUMENT NAS SURETY GROUP NORTH AMERICAN SPECIALTY INSURANCE COMPANY WASHINGTON INTERNATIONAL INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT North American Specialty Insurance Company, a corporation duly organized and existing under laws of the State of New Hampshire, and having its principal office in the City of Manchester, New Hampshire, and Washington International Insurance Company, a corporation organized and existing under the laws of the State of New Hampshire and having its principal office in the City of Schaumburg, Illinois, each does hereby make, constitute and appoint: WAYNE LAMB, KYLE WILSON, DONNA M. SMITH and NICOLE CASKEY JOINTLY OR SEVERALLY Its true and lawful Attomey(s)•in•Fact, to make, execute, seal and deliver, for and on its behalf and as its act and deed, bonds or other writings obligatory in the nature of a bond on behalf of each of said Companies, as surety, on contracts of suretyship as are or may be required or permitted by law, regulation, contract or otherwise, provided that no bond or undertaking or contract or suretyship executed under this authority shall exceed the amount of FIFTY MILLION ($50,000,000.00) DOLLARS This Power of Attorney is granted and is signed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both North American Specialty Insurance Company and Washington Intemational Insurance Company at meetings duly called and held on the 90' of May, 2012: "RESOLVED, that any two of the Presidents, any Managing Director, any Senior Vice President, any Vice President, any Assistant Vice President, the Secretary or any Assistant Secretary be, and each or any of them hereby is authorized to execute a Power of Attorney qualifying the attorney named in the given Power of Attorney to execute on behalf of the Company bonds, undertakings and all contracts of surety, and that each or any of them hereby is authorized to attest to the execution of any such Power of Attorney and to attach therein the seal of the Company; and it is FURTHER RESOLVED, that the signature of such officers and the seal of the Company may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile, and any such Power of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be binding upon the Company when so affixed and in the future with regard to any bond, undertaking or contract of surety to which it is attached." 0omaamnw `c,AUTV //y� iea A "o(losByfT�i:'$FAI nSteven P. Aodenoq 9eawrY ePresident of Washington lmematioval lomrance Compavy f{�6�i�Yi 1973 ye, & Senior Vice President of North Ameriuv Specialty InStraoee Company .. Se X p n a`- 99��nN s AMaRp� �1 Mhael A.1% Msimor Preel+—ea�3m[—ol'Wv,...'` eenIoternehon� ttru.ten Loup., &SeniorVen, Prewdent orNnAh American Specialty Insurance Company IN WITNESS WHEREOF, North American Specialty Insurance Company and Washington International Insurance Company have caused their official seals to be hereunto affixed, and these presents to be signed by their authorized officers this 20th day of October 12015 . North American Specialty Insurance Company Washington International Insurance Company State of Illinois County of Cook ss: On this 20th day of October 2015 , before me, a Notary Public personally appeared Steven P. Anderson , Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company and Michael A. Ito Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company, personally known to me, who being by me duly sworn, acknowledged that they signed the above Power of Attorney as officers of and acknowledged said instrument to be the voluntary act and deed of their respective companies. =E)(P11ReS NOTARY PA9'/ t,Y7hN.tl M. Kam, Notary Public I, Jeffrey Goldberg .the duly elected Assistant Secretary of North American Specialty Insurance Company and Washington International Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney given by said North American Specialty Insurance Company and Washington International Insurance Company, which is still in full force and effect. IN WITNESS WHEREOF, I have set my hand and affixed the seals of the Companies this 12th day of May 120 16 . Jeffrey GGoldbeee, Vice President & Assistant secretary of Washington imemationaI Insuranee Company & North Arne... Specialty Insurance Company Document -3029971 -Page -1 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City Clerk City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92660 Page 1 of 1 Recorded in Official Records, Orange County Hugh Nguyen, Clerk -Recorder 111111111111111110111111111111111111 '1111111111111111111111111111111111 NO FEE -S R 0 0 0 9 1 6 4 8 4 5$+ _ 2017000127750 9:04 am 03130117 47 NC -5 N12 1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Exempt from recording fees pursuant to Government Code Section 27383" NOTICE OF COMPLETION NOTICE IS HEREBY GIVEN that the City of Newport Beach, 100 Civic Center Drive, Newport Beach, California, 92660, as Owner, and Express Energy Services, Inc., Los Alamitos, as Contractor, entered into a Contract on May 10, 2016. Said Contract set forth certain improvements, as follows: Streetlight LED Retrofit Project C-6427 Work on said Contract was completed, and was found to be acceptable on March 28. 2017 by the City Council. Title to said property is vested in the Owner and the Surety for said Contract is North American Specialty Insurance Company. City of Newport Beach VERIFICATION I certify, under penalty of pedury, that the foregoing is true and correct to the best of my knowledge. Executed on Ahfe �''!. /f/�7 at Newport Beach, California. BY W r _ City Cle about:blank 03/30/2017 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: City Clerk City of Newport Beach 100 Civic Center Drive Newport Beach, CA 92660 "Exempt from recording fees pursuant to Government Code Section 27383" NOTICE IS HEREBY GIVEN that the City of Newport Beach, 100 Civic Center Drive, Newport Beach, California, 92660, as Owner, and Express Energy Services, Inc., Los Alamitos, as Contractor, entered into a Contract on May 10, 2016. Said Contract set forth certain improvements, as follows: Streetlight LED Retrofit Project C-6427 Work on said Contract was completed, and was found to be acceptable on March 28, 2017 by the City Council. Title to said property is vested in the Owner and the Surety for said Contract is North American Specialty Insurance Company. I0-YA Public Works Director City of Newport Beach VERIFICATION I certify, under penalty of perjury, that the foregoing is true and correct to the best of my knowledge. pp � Executed on /J, Foil at Newport Beach, California. BYVn6��,La I r City Cler � PO WAX t CITY CLERK STREETLIGHT LED RETROFIT PROJECT CONTRACT NO. 6427 THIS CONTRACT FOR PUBLIC WORKS ("Contract") is entered into this 10th day of May, 2016 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and EXPRESS ENERGY SERVICES, INC., a California corporation ("Contractor"), whose address is 10610 Humbolt Street, Los Alamitos, California 90720, 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 has reviewed multiple cost proposals for the following described public work: Citywide replacement of existing qualifying Southern California Edison tariff LS -2 and LS -3 cobrahead streetlights with LED fixtures. All fixtures located on LS -2 circuits and intersection fixtures located on LS -3 circuits will be furnished with an individual twist lock long life photocell. All other LS -3 streetlight fixtures shall be retrofit with photocells in a like -for -like manner, i.e. those with existing integrated photocells shall receive new integrated photocells, and those on centralized circuits will receive shorting caps. The work necessary for the completion of this contract consists of mobilization, providing traffic control, distributing construction notifications, furnishing and installing street lighting facilities and appurtenances, and all other items to complete work in place (the "Project" or "Work"). C. Pursuant to Book 1, Section Three, Article 2(B), of the National Joint Powers Alliance ("NJPA") Indefinite Quantity Construction Agreement No. CA -SI -10C- 082013 -EES with Express Energy Services, Inc. awarded August 20, 2013, and any amendments thereto, Contractor is awarded this Project as a local contractor of street lighting energy efficiency services, whom City has chosen to complete this Project through City's membership with the NJPA. D. City has determined that selection of Contractor through its NJPA membership is the most economical and efficient method as it takes advantage of the national cooperative contract purchasing program for this Project. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. CONTRACT DOCUMENTS The complete Contract for the Project includes all of the following documents: Cost Proposal, Labor and Materials Payment Bond (Exhibit A), Faithful Performance Bond (Exhibit B), Insurance Requirements (Exhibit C), The Energy Network Citywide Streetlight Retrofit Project Scope of Work (Exhibit D), Standard Special Provisions and Standard Drawings, Plans and Special Provisions for Contract No. 6427, Standard Specifications for Public Works Construction (current adopted edition and all supplements), and this Contract, and all modifications and amendments thereto (collectively the "Contract Documents"), all of which are incorporated herein by reference. The Contract Documents comprise the sole agreement between the parties as to the subject matter therein. Any representations or agreements not specifically contained in the Contract Documents are null and void. Any amendments must be made in writing, and signed by both parties in the manner specified in the Contract Documents. 2. SCOPE OF WORK 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 required for the Project. All of the Work to be performed and materials to be furnished shall be in strict accordance with the provisions of the Contract Documents. Contractor is required to perform all activities, at no extra cost to City, which are reasonably inferable from the Contract Documents as being necessary to produce the intended results. 3. COMPENSATION 3.1 As full compensation for the performance and completion of the Project as required by the Contract Documents, City shall pay to Contractor and Contractor accepts as full payment the sum of One Million Sixty One Thousand Seven Hundred Eighty Dollars and 321100 ($1,061,780.32). 3.2 This compensation includes: 3.2.1 Any loss or damage arising from the nature of the Work; 3.2.2 Any loss or damage arising from any unforeseen difficulties or obstructions in the performance of the Work; and 3.2.3 Any expense incurred as a result of any suspension or discontinuance of the Work, but excludes any loss resulting from earthquakes of a magnitude in excess of 3.5 on the Richter Scale and tidal waves, including tsunamis, and which loss or expense occurs prior to acceptance of the Work by City. 4. 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 Contract. Contractor has designated Jacob Williams, General Manager 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. Express Energy Services, Inc. Page 2 5. ADMINISTRATION This Contract shall 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 Contract. The Project Administrator or designee shall represent City in all matters pertaining to the Work to be rendered pursuant to this Contract. 6. NOTICE OF CLAIMS Unless a shorter time is specified elsewhere in this Contract, before making its final request for payment under the Contract Documents, Contractor shall submit to City, in writing, all claims for compensation under or arising out of this Contract. Contractor's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Contract except those previously made in writing and identified by Contractor in writing as unsettled at the time of its final request for payment. The Contractor and City expressly agree that in addition to all claims filing requirements set forth in the Contract and Contract Documents, Contractor shall be required to file any claim Contractor may have against City in strict conformance with the Government Claims Act (Government Code 900 et seq.). 7. WRITTEN NOTICE 7.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Contract shall be given in writing, 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. 7.2 All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attention: Public Works Director City of Newport Beach Public Works Department 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658 7.3 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attention: Doc Rivers Express Energy Services, Inc. 10610 Humbolt Street Los Alamitos, CA 90720 Express Energy Services, Inc. Page 3 ��a-wil17=1 k1h 96101 .ii7TAZG77 City has retained Contractor as an independent contractor and neither Contractor nor its employees are to be considered employees of 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 Contract. No civil service status or other right of employment shall accrue to Contractor or its employees. Contractor shall have the responsibility for and control over the means of performing the Work, provided that Contractor is in compliance with the terms of this Contract. Anything in this Contract that may appear to give City the right to direct Contractor as to the details of the performance or to exercise a measure of control over Contractor shall mean only that Contractor shall follow the desires of City with respect to the results of the Work. 9.1 Contractor shall obtain, provide and maintain at its own expense during the term of this Contract both of the following: (1) 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 Contract in the form attached as Exhibit B and incorporated herein by reference; and (2) 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 Contract and in the form attached as Exhibit A and incorporated herein by reference. 9.2 The Faithful Performance Bond and Labor and Materials Payment 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. 9.3 Contractor shall deliver, concurrently with execution of this Contract, the Faithful Performance Bond and Labor and Materials Payment Bond, and 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. 10. COOPERATION Consultant 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 Consultant on the Project. Express Energy Services, Inc. Page 4 11. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 12. 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 Contract or for other periods as specified in the Contract Documents, 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. 13. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. 14. PREVAILING WAGES 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 contract. 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. All parties to the contract shall be governed by all provisions of the California Labor Code — including, but not limited to, the requirement to pay prevailing wage rates (Sections 1770-7981 inclusive). A copy of the prevailing wage rates shall be posted by the Contractor at the job site. 15. SUBCONTRACTING The subcontractors authorized by City, if any, to perform the Work on this Project are identified in the Contractor's Proposal and are attached as part of the Contract Documents. Contractor shall be fully responsible to City for all acts and omissions of any subcontractors. Nothing in this Contract shall create any contractual relationship between City and subcontractor, nor shall it create any obligation on the part of City to Express Energy Services, Inc. Page 6 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 Work to be performed under this Contract shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City 16. RESPONSIBILITY FOR DAMAGES OR INJURY 16.1 City and its elected or appointed officers, agents, officials, employees and volunteers 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 Work 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. 16.2 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 arising from Contractor's Work on the Project and/or Services, or the Work of any subcontractor or supplier selected by Contractor. 16.3 To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless City, its elected or appointed officers, agents, officials, employees, volunteers and any person or entity owning or otherwise in legal control of the property upon which Consultant performs the Project and/or Services contemplated by this Agreement (collectively, the "Indemnified Parties") from and against 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, liabilities, 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 Contract, any Work performed or Services provided under this Contract including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). 16.4 Notwithstanding the foregoing, nothing herein shall be construed to require Contractor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Contract. This indemnity shall apply to all claims and Express Energy Services, Inc. Page 6 liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 16.5 Contractor shall perform all 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 be liable for any private or public property damaged during the performance of the Project Work. 16.6 To the extent authorized by law, as much of the money due Contractor under and by virtue of the Contract as shall be considered necessary by City may be retained by it until disposition has been made of such suits or claims for damages as aforesaid. 16.7 Nothing in this Section or any other portion of the Contract Documents shall be construed as authorizing any award of attorneys' fees in any action to enforce the terms of this Contract, except to the extent provided for above. 16.8 The rights and obligations set forth in this Section shall survive the termination of this Contract. 17. CHANGE ORDERS 17.1 This Contract may be amended or modified only by mutual written agreement of the parties. 17.2 The Contractor shall only commence work covered by a change order after the change order is executed and notification to proceed has been provided by the City. 17.3 There shall be no change in the Contractor's members of the project team, as listed in the approved proposal, which is a part of this contract without prior written approval by the City. 18. CONFLICTS OF INTEREST 18.1 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 performed under this Contract, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 18.2 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 Contract by City. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. Express Energy Services, Inc. Page 7 19. TERMINATION 19.1 In the event that either party fails or refuses to perform any of the provisions of this Contract at the time and in the manner required, that party shall be deemed in default in the performance of this Contract. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) 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 Contract forthwith by giving to the defaulting party written notice thereof. 19.2 Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Contract 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 up to the effective date of termination for which Contractor has not been previously paid. On the effective date of termination, Contractor shall deliver to City all materials purchased in performance of this Contract. 20. STANDARD PROVISIONS 20.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Contract. 20.2 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. 20.3 Integrated Contract. This Contract 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. 20.4 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Contract and any other attachments attached hereto, the terms of this Contract shall govern. 20.5 Interpretation. The terms of this Contract 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 Contract or any other rule of construction which might otherwise apply. Express Energy Services, Inc. Page 8 20.6 Amendments. This Contract 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. 20.7 Severability. If any term or portion of this Contract is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Contract shall continue in full force and effect. 20.8 Controlling Law and Venue. The laws of the State of California shall govern this Contract and all matters relating to it and any action brought relating to this Contract shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 20.9 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, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law. 20.10 No Attorney's Fees. In the event of any dispute or legal action arising under this contract, the prevailing party shall not be entitled to attorneys' fees. 20.11 Counterparts. This Contract 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. 21. EFFECT OF CONTRACTOR'S EXECUTION Execution of this Contract and all other Contract Documents by Contractor is a representation that Contractor has visited the Project site, has become familiar with the local conditions under which the Work is to be performed, and has correlated all relevant observations with the requirements of the Contract Documents. 22. WAIVER A waiver by City or any term, covenant, or condition in the Contract Documents shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 23. RECITALS City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Contract. [SIGNATURES ON NEXT PAGE] Express Energy Services, Inc. Page 9 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed on the day and year first written above. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: 57S/16 By: aroKC. Harp (Mm ovloslw City Attorney ATTEST: Date: ((/ By: Leilani I. Brown City Clerk Attachments: CITY OF NEWPORT BEACH, a California municipal corporal Date:. l . '1 1 /I By:� Diane B. Dixon Mayor CONTRACTOR: Express Energy Services, Inc., a California corporation Date: Signed in Counterpart By: Doc Robert Rivers Chief Executive Officer Signed in Counterpart Susan Rivers Vice President/Secretary [END OF SIGNATURES] Exhibit A -- Labor and Materials Payment Bond Exhibit B -- Faithful Performance Bond Exhibit C — Insurance Requirements Exhibit D — The Energy Network Citywide Streetlight Retrofit Project Scope of Work Express Energy Services, Inc. Page 10 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed on the day and year first written above. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: VW6 By:Ag;ii Qarof� C. Harp VtA ocl�lw City Attorney ATTEST: M Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: Diane B. Dixon Mayor CONTRACTOR: Express Energy Services, Igc., California corporation Date: ij / �ZOI& By: Doc Robert Rivers Chief Executive Officer Date: 'SZ -g A0 By: Su an fivers Vice esident/Secretary [END OF SIGNATURES] Attachments: Exhibit A - Labor and Materials Payment Bond Exhibit B -- Faithful Performance Bond Exhibit C — Insurance Requirements Exhibit D — The Energy Network Citywide Streetlight Retrofit Project Scope of Work Express Energy Services, Inc. Page 10 EXHIBIT A Premium: Included CITY OF NEWPORT BEACH Bond Issued In Duplicate BOND No. 2139502 LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to Express Energy Services, Inc, hereinafter designated as the "Principal," a contract for: Citywide replacement of existing qualifying Southern California Edison tariff LS -2 and LS -3 cobrahead streetlights with LED fixtures. All fixtures located on LS -2 circults and intersection fixtures located on LS -3 circuits will be furnished with an indiv?dual twist lock long life photoceli. All other LS -3 streetlight fixtures shall be retrofit with photocells in a like -for -like manner, Le. those with existing integrated photocells shall receive new integrated photocells and those on centralized circuits will receive shorting caps. The work necessary for the completion of this contract consists of mobilization, providing traffic control, distributing construction notifications, furnishing and installing street lighting facilities and appurtenances, and all other items to complete work in place, in the City of Newport Beach, in strict conformity with the Contract 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 Contract 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, North American 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 One Million Sixty One Thousand Seven Hundred Eighty Dollars and 32t't00 ($1,061,760.32) 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 Contract; 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 ovor 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 Express Energy Services, Inc. Page A-1 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 of seq. of the Civil Code of the State of California. And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract 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 Contract 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 duty executed by the above named Principal and Surety, on the 12th day of May 2016. EXPRESS ENERGY SERVICES, INC. CC5-0 Name of Contractor (Principal) Authorized Signature/Title NORTH AMERICAN SPECIALTY INSURANCE COMPANY Name of Surety AuWodzad Agent Signature 960 Broadway Avenue, #420, Boise, ID 83706 Kyle Wilson, Attorney -in -Fact Address of Surety 208-433-1802 Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: r Aaron C. Harp om oulmhu City Attorney Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Express Energy Services, Inc. Page A-2 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. And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract 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 Contract 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 12th da of May -2016 EXPRESS ENERGY SERVICES, INC. Name of Contractor (Principal) NORTH AMERICAN SPECIALTY INSURANCE COMPANY of Surety 960 Broadway Avenue, #420, Boise, ID 83706 Address of Surety 208-433-1802 Telephone APPROVED AS TO FORM: CITY ATTORNEYS OFFICE Date: By: Aaron C. Harp City Attorney d Signature tie •'" f /� _ ALAKorized Agent Signature Kyle Wilson, Attorney -in -Fact Print Name and Title NOTARYACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Vt ,Kms" (3m) Express Energy Services, Inc. - -- Page A-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 _ F-yw—St1.O } ss. '�/�.' � On N1aJt L2 20_1 before me i�t,yt10er(yt UjIt'su ) Notary PMI16, personally appeared SIG W (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 California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. •�'`• Commission N 2062659 _ • `� Notary Public - California 1 Fresno County 018., 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 til"titll tf , } ss.11 I On "1,10 U,2W t 20Ito before me, � vt Lil![c, Lg1 cl(l .f+ ell lVi ti�� Notary Public, personally appeared `�Q(rt,) &JC-Cwu fi it u proved to me on the basis of satisfactory evidence to be the person(sr whose names}is///are subscribed to the within instrument and acknowledged to me that h>e 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 personks) acted, executed the instrument. I certify under PENALTY OF PERJURY foregoing paragraph is true and correct. WITNESS may hand and official seal. I `jLtikYt.ifLt 7;�v�tr,1 lu�Ci'l ll`;.ic t Signature un e f California that the VERONICA LETICIA BARRERA commission N 1985995 Notary Public • California Orange County M Comm. Expires Jul 23, 2016 (seal) Express Energy Services, Inc. Page A-3 CALIFORNIA ALL-PURPOSE 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 FRESNO On May 12, 2016 before me, KIMBERLY WILSON, NOTARY PUBLIC, personally appeared Kyle Wilson, 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 aclmowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under the 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. Signat e of Notary Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER ❑ PARTNER(S) ❑ LIMITED ® ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR OTHER: SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) CA -IC W 24 (7/00) DESCRIPTION OF ATTACHED DOCUMENT KIMBERLY WILSON eta Commission # 2062659 ` T` Notary Public - California - ' Fresno County tAy Comm. Erolres Ar t4 20,,= WITNESS my hand and official seal. Signat e of Notary Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER ❑ PARTNER(S) ❑ LIMITED ® ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR OTHER: SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) CA -IC W 24 (7/00) DESCRIPTION OF ATTACHED DOCUMENT NAS SURETY GROUP NORTH AMERICAN SPECIALTY INSURANCE COMPANY WASHINGTON INTERNATIONAL INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT North American Specialty Insurance Company, a corporation duly organized and existing under laws of the State of New Hampshire, and having its principal office in the City of Manchester, New Hampshire, and Washington International Insurance Company, a corporation organized and existing under the laws of the State of New Hampshire and having its principal office in the City of Schaumburg, Illinois, each does hereby make, constitute and appoint: WAYNE LAMB, KYLE WILSON, DONNA M. SMITH and NICOLE CASKEY JOINTLY OR SEVERALLY Its true and lawful Attomey(s)-in-Fact, to make, execute, seal and deliver, for and on its behalf and as its act and deed, bonds or other writings obligatory in the nature of a bond on behalf of each of said Companies, as surety, on contracts of suretyship as are or may be required or permitted by law, regulation, contract or otherwise, provided that no bond or undertaking or contract or suretyship executed under this authority shall exceed the amount of. FIFTY MILLION ($50,000,000.00) DOLLARS This Power of Attorney is granted and is signed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both North American Specialty Insurance Company and Washington International Insurance Company at meetings duly called and held on the 9" of May, 2012: "RESOLVED, that any two of the Presidents, any Managing Director, any Senior Vice President, any Vice President, any Assistant Vice President, the Secretary or any Assistant Secretary be, and each or any of them hereby is authorized to execute a Power of Attorney qualifying the attorney named in the given Power of Attorney to execute on behalf of the Company bonds, undertakings and all contracts of surety, and that each or any of them hereby is authorized to attest to the execution of any such Power of Attorney and to attach therein the seal of the Company; and it is FURTHER RESOLVED, that the signature of such officers and the seal of the Company may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile, and any such Power of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be binding upon the Company when so affixed and in the future with regard to any bond, undertaking or contract of surety to which it is attached" nuIIM, c ep... �yQ.. pp0li;iT ./' iio �piIONA: JN�'': gg R.�� ByLEA SEAL :epi' StevenP. Andarmn,seoi.r Vle.PcA&W ofwnahi.etm IeUrmtimmlImarmee campmyL �`rz 1973 rp:m= &Serdor Vice President of North Ainod.. Spectelty lommnce Company /j/ bpN • xNa p� J�r / �•� rommm By 1j✓� i 1 ��!! •* *� Michael A. [t,5emor V:i. Prendem, of (Ve,hnetTnl7ns (:amp -r e & senior Vice President of Nonh American Speeiaay Ir mmnm Company IN WITNESS WHEREOF, North American Specialty Insurance Company and Washington Intemational Insurance Company have caused their official seals to be hereunto affixed, and these presents to be signed by their authorized officers this 20th day of October , 2015 • North American Specialty Insurance Company Washington International Insurance Company State of Illinois County of Cook as: On this 20th day of October , 2015 , before me, a Notary Public personally appeared Steven P. Anderson , Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company and Michael A. Ito , Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company, personally known to me, who being by me duly swom, acknowledged that they signed the above Power of Attorney as officers of and acknowledged said instrument to be the voluntary act and deed of their respective companies. OFFICK SEAL M KENNY NOTARY PUBLIC, STATE OF ILLINOIS \C Kremy. _� Normo _Pu_blic_ MY COMMISSION EXPIRES IZID4 017 1, Jeffrey Goldberg the duly elected Assistant Secretary of North American Specialty Insurance Company and Washington International Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney given by said North American Specialty Insurance Company and Washington International Insurance Company, which is still in full force and effect. IN. WITNESS WHEREOF, I have set my hand and affixed the seals of the Companies this 12th day of May , 20 16 Jenrev Cmidbmr , Vice President & Ani morit Secretary of wmhmeton Intem,wmil Inmmnre Compmv & North American Specialty Inmmnce Company Bond Issued In Duplicate EXHIBIT 8 CITY OF NEWPORT BEACH BOND No. 2139502 FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $ 14,118 , being at the rate of $ $25/$15/$10 per thousand of the Contract price. WHEREAS, the City of Newport Beach, State of Caiifomia, has awarded to Express Energy Services, Inc, hereinafter designated as the "Principal," a contract for: Citywide replacement of existing qualifying Southern California Edison tariff LS -2 and LS -3 cobrahead streetlights with LED fixtures. All fixtures located on LS -2 circuits and intersection fixtures located on LS -3 circuits will be furnished with an individual twist lock long life photocell. All other LS -3 streetlight fixtures shall be retrofit with photocells in a like -for -like manner, i.e. those with existing integrated photocells shall receive new integrated photocells and those on centralized circuits will receive shorting caps. The work necessary for the completion of this contract consists of mobilization, providing traffic control, distributing construction notifications, furnishing and installing street lighting facilities and appurtenances, and all other items to complete work in place, In the City of Newport Beach, in strict conformity with the Contract 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 Contract and the terns thereof require the fumishing of a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the Principal, and North American 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 One Million Sixty One Thousand Seven Hundred Eighty Dollars and 321100 ($1,061,780.32) lawful money of the United States of America, said sum being equal to 100° of the estimated amount of the Contract, 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 Contract 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 Express Energy Services, Inc. Page B-1 same, in an amount not exceeding the sum specified in this Bond; otherwise this obligation shall become null and void. As a pan: 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 Contract 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 Contract or to the Work or to the specifications. 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 12th/day offMMay ,2016 EXPRESS ENERGY SERVICES, INC. l \ Name of Contractor (Principal) Authorized SSiiigg�naatturelTitle NORTH AMERICAN SPECIALTY INSURANCE COMPANY Name of Surety Author' d Agent Signature 960 Broadway Avenue, #420, Boise, ID 83706 Kyle Wilson, Attorney -in -Fact Address of Surety Print Name and Title 208-433-1802 Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE cnnn oull'Qu City Attorney NOTARY ACKNOWLEDGMEM-S OF CONTRACTOR AND SURETY MUST BE ATTACHED Fe Express Energy Services, Inc. Page B-2 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 few 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 Contract or to the Work to be performed thereunder shall In any way affect its obligations an this Bond, and it does hereby waive notice of any such change, extension of time, alterations or addi@ons of the Contract or to the Work or to the specifications. 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 underthis Bond, IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the 12th day of May 2018 EXPRESS ENERGY SERVICES, INC. / ! %i' f S'`°� W ms C'm� Name of Contractor (Principal) Au#onzed SSiiigg�natture[Titie NORTH AMERICAN SPECIALTY INSURANCE COMPANY Name of Surety Authord6d Agent Signature 980 Broadway Avenue, #420, Boise, ID 83708 Kyle Wilson, Attorney -in -Fact Address of Surety Print Name and Title 208-433-1802 Telephone APPROVED A5 TO FORM: CITY ATTORNEY'S OFFICE Date: Aaron a Harp City Attomey NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED Inc, Page B-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 F+-eb f1O }ss. On j2 20-LIgo-_ before me,�{n ln� aey-w uSils( Notary Publi personally appeared Yule_ U•JS Mn— J who proved to me on the basis of satin aac4 ry 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. 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. KIMBERLY WILSON Vr Commission b 2062659 L" Notary Public • Calitornia z Fresno County ' My Comm. Expires A r 10. 2018 (seal) State of California County of P t ILIyvc ) ss. On '�Ii 11e (s I j 20_((v before me, A,o i 61 irri I Ar ic, Notary Public, personally appeared ) ri(ul) -A IlCl& ui (i ;; I I C ry t-' proved to me on the basis of satisfactory evidence to be the person(&) 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(iesy, and that by his/her/t ieih 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. VERONICA LETICIA BAR RA commission 8 1985995 WITNESS my h nd and official seal._ =: Notary Public • California Orange County �1• E(Ll�6L 4 I f.tec '� f i�� Comm. Ea fres Jul 23, 2016 Signature (seal) Express Energy Services, Inc. Page 8-3 CALIFORNIA ALL-PURPOSE 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 validitv of that document. State of CALIFORNIA County of FRESNO On May 12, 2016 before me, KIMBERLY WILSON, NOTARY PUBLIC, personally appeared Kyle Wilson, 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 signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under the PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. KIMBERLY WILSON Commission # 2062659 Notary Public -California. a ,.,...,,. . Fresno County ivly Comm. Expires A r t0, 2018 WITNESS my hand and official seal. ignature of Notary Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER ❑ INDIVIDUAL ❑ CORPORATE OFFICER ❑ PARTNER(S) ❑ LIMITED ® ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR OTHER: SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) CA -IC W 24 (7100) OF ATTACHED DOCUMENT NAS SURETY GROUP NORTH AMERICAN SPECIALTY INSURANCE COMPANY WASHINGTON INTERNATIONAL INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, THAT North American Specialty Insurance Company, a corporation duly organized and existing under laws of the State of New Hampshire, and having its principal office in the City of Manchester, New Hampshire, and Washington International Insurance Company, a corporation organized and existing under the laws of the State of New Hampshire and having its principal office in the City of Schaumburg, Illinois, each does hereby make, constitute and appoint: WAYNE LAMB, KYLE WILSON, DONNA M. SMITH and NICOLE CASKEY JOINTLY OR SEVERALLY Its true and lawful Attomey(s)-in-Fact, to make, execute, seal and deliver, for and on its behalf and as its act and deed, bonds or other writings obligatory in the nature of a bond on behalf of each of said Companies, as surety, on contracts of suretyship as are or may be required or permitted by law, regulation, contract or otherwise, provided that no bond or undertaking or contract or suretyship executed under this authority shall exceed the amount of: FIFTY MILLION ($50,000,000.00) DOLLARS This Power of Attorney is granted and is signed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both North American Specialty Insurance Company and Washington International Insurance Company at meetings duly called and held on the 9d' of May, 2012: "RESOLVED, that any two of the Presidents, any Managing Director, any Senior Vice President, any Vice President, any Assistant Vice President, the Secretary or any Assistant Secretary be, and each or any of them hereby is authorized to execute a Power of Attorney qualifying the attorney named in the given Power of Attorney to execute on behalf of the Company bonds, undertakings and all contracts of surety, and that each or any of them hereby is authorized to attest to the execution of any such Power of Attorney and to attach therein the seal of the Company; and it is FURTHER RESOLVED, that the signature of such officers and the seal of the Company may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile, and any such Power of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be binding upon the Company when so affixed and in the future with regard to any bond, undertaking or contract of surety to which it is attached." a 5 GpPPOA:jT•.GBy AA A— SERI ;mE Steven P. Andenoq Senior Ka PmadentofWmhinglnternanonnrCompan5]Al 1973 &aevior Via President of North Amainx Speri.ItrymC.mpeinsy e e bON�\� B L .�1 R_ /n�romnuu\o (/ Michael A. Ilo Senior P1 rea e P alis ingTtione oneranceoma calm a & Senior Via Pmddent of Nonh American Sperlalty Innocence Company IN WITNESS WHEREOF, North American Specialty Insurance Company and Washington International Insurance Company have caused their official seals to be hereunto affixed, and these presents to be signed by their authorized officers this 20th day of October , 2015 North American Specialty Insurance Company Washington International Insurance Company State of Illinois County of Cook ss: On this 20th day of October 20 IL , before me, a Notary Public personally appeared Steven P. Anderson , Senior Vice President of Washington Intemational Insurance. Company and Senior Vice President of North American Specialty Insurance Company and Michael A. Ito , Senior Vice President of Washington International Insurance Company and Senior Vice President of North American Specialty Insurance Company, personally known to me, who being by me duly swom, acknowledged that they signed the above Power of Attorney as officers of and acknowledged said instrument to be the voluntary act and deed of their respective companies. [NOFT -f KSEAL M HENNY OTMUBIJC'STATE OFILi1NOIS M. Kenny. Noxxry Public SSION EXPIRES 12M11212011 I, Jeffrey Goldberg , the duly elected Assistant Secretary of North American Specialty Insurance Company and Washington International Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney given by said North American Specialty Insurance Company and Washington Intemational Insurance Company, which is still in full force and effect. IN WITNESS WHEREOF, I have set my hand and affixed the seals of the Companies this 12th day of May , 20 16 Jearn Geldbeeg, Vice President & Assistant Secmery of H ashingron Intemanond Insurance Company & Nonh Amencan Speclalry I smance Company EXHIBIT C INSURANCE REQUIREMENTS — PUBLIC WORKS AND CONSTRUCTION 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 Contract, 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 providing statutory benefits and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each employee 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. In addition, Contractor shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with California law for all of the subcontractor's employees. The insurer issuing the Workers' Compensation insurance shall amend its policy by endorsement to waive all rights of subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its elected or appointed officers, agents, officials, 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 and two million dollars ($2,000,000) completed operations aggregate. The policy shall cover liability arising from premises, operations, products -completed operations, personal and advertising injury, and liability assumed under an Express Energy Services, Inc. Page C-1 insured contract (including the tort liability of another assumed in a business 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 Contract, 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 for each accident. 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 Contract 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 and insurance clauses from each of its subcontractors. B. Additional Insured Status. All liability policies including general liability, products and completed operations, excess liability, pollution liability, and automobile liability, if required, shall provide or be endorsed to provide that City, its elected or appointed officers, agents, officials employees and volunteers shall be included as additional insureds under such policies. C. Primary and Non Contributory. Contractor's insurance coverage shall be primary insurance and/or the primary source of recovery with respect to City, its elected or appointed officers, agents, officials, employees and volunteers. Any insurance or self-insurance maintained by City shall be excess of Contractor's insurance and shall not contribute with it. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days' notice of cancellation or nonrenewal of coverage (except for nonpayment for which ten (10) calendar days' notice is required) for each required coverage except Builders Risk Insurance, which shall contain an endorsement with said required notices. 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. All of the executed Express Energy Services, Inc. Page C-2 documents referenced in this Contract must be returned to City within ten (10) regular City business days after the date on the "Notification of Award". Insurance certificates and endorsements 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 Contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. The City reserves the right at any time during the term of the Contract to change the amounts and types of insurance required by giving Contractor ninety (90) 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. Richt 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. Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, sub- contractors shall provide additional insured coverage with a format at least as broad as CG 20 38 04 13. D. Enforcement of Contract 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 Exhibit A 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. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Contractor. Any available proceeds in excess of specified minimum limits of insurance and coverage shall be available to the City. F. Self -Insured Retentions. Contractor agrees not to self -insure or to use any self-insured retentions on any portion of the insurance required herein and further agrees that it will not allow any indemnifying party to self - Express Energy Services, Inc. Page C-3 insure its obligations to City. If Contractor's existing coverage includes a self-insured retention, the self-insured retention must be declared to City. City may review options with Contractor, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. Contractor agrees to be responsible for payment of any deductibles on their policies. 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 Contract, or to suspend Contractors 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 Contract, 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. I. Coverage not Limited. All insurance coverage and limits provided by Contractor and available or applicable to this Contract are intended to apply to the full extent of the policies. Nothing contained in this Contract or any other agreement relating to City or its operations limits the application of such insurance coverage. J. Coverage Renewal. Contractor will renew the coverage required here annually as long as Contractor continues to provide any Work under this or any other Contract or agreement with City. Contractor shall provide proof that policies of insurance required herein expiring during the term of this Contract have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Contractor's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City with five (5) calendar days of the expiration of the coverages. Express Energy Services, Inc. Page C-4 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 5/24/16 Dept./Contact Received From: Raymund Date Completed: 6/21/16 Sent to: Raymund By: Alicia Company/Person required to have certificate: Express Energy Services, Inc. Type of contract: Public Works I. GENERAL LIABILITY EFFECTIVE/EXPIRATION DATE: 2/5116-2/5/17 A. INSURANCE COMPANY: Landmark American Ins Co. B. AM BEST RATING (A-: VII or greater): A+: XIII C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? ❑ Yes E No D. LIMITS (Must be $1 M or greater): What is limit provided? 1M/2M/2M E. ADDITIONAL INSURED ENDORSEMENT— please attach Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must include): Is it included? (completed Operations status does not apply to Waste Haulers or Recreation) E Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND COMPLETED OPERATIONS ENDORSEMENT (completed Operations status does not apply to Waste Haulers) E Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? E Yes ❑ No I. PRIMARY & NON-CONTRIBUTORY WORDING (Must be included): Is it included? E Yes ❑ No J. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence' wording? ❑ Yes E No K. ELECTED SCMAF COVERAGE (RECREATION ONLY): E N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A E Yes ❑ No 11. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 2/5/16-215/17 A. INSURANCE COMPANY: Allmerica Financial Benefit Ins. B. AM BEST RATING (A-: VII or greater) A: XV C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? E 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? 1M E. LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided?) N/A F. PRIMARY & NON-CONTRIBUTORY WORDING (For Waste Haulers only): E N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ❑ Yes E No H. NOTICE OF CANCELLATION: ❑ N/A E Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE/EXPIRATION DATE: 1/1/16-1/1/17 A. INSURANCE COMPANY: ACE American 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 $1M or greater) 2M 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 ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No ® N/A ❑ Yes ❑ No HAVE ALL ABOVE REQUIREMENTS BEEN MET? ® Yes ❑ No IF NO, WHICH ITEMS NEED TO BE COMPLETED? Approved: 6/21116 Agent of Alliant Insurance Services Date Broker of record for the City of Newport Beach 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: Risk Management approval needed due to GL carrier being non -admitted. 6/21/16 Sheri approved. Approved: Risk Management Date * Subject to the terms of the contract. EXHIBIT D THE ENERGY NETWORK CITYWIDE STREETLIGHT RETROFIT PROJECT SCOPE OF WORK Express Energy Services, Inc. Page D-1 m" ,,,enerav network public agencies taking action to save energy City -Wide Streetlight Retrofit Project Scope of Work The Energy Network Project ID Prepared for City of Newport Beach Prepared by The Energy Network Scope of Work Developed by TRC Energy Services 414/2016 This page intentionally left blank war* .ever netwo 'rtp public agencies taking action to save energy A Project Supported by The Energy Network The Energy Network, administered by Los Angeles County, was authorized by the California Public Utilities Commission to help eligible public agencies in Southern California harness their collective action, save energy, reduce operating costs and protect precious resources. To expand public agency participation in utility energy efficiency programs, The Energy Network is offering a range of free energy efficiency services to assist public agencies with accelerating energy retrofits. The City -Wide Streetlight Retrofit project at the City of Newport Beach is being supported by The Energy Network. Participation of The Energy Network is entirely at the discretion of the City of Newport Beach and The Energy Network may modify or terminate its services based on funding availability at any time. The Energy Network Table of Contents 1. Summary of Scope of Work................................................................................................ 3 2. General...............................................................................................................................3 2.1 Terms and Conditions.................................................................................................. 3 2.2 Prevailing Wages......................................................................................................... 5 2.3 Additional Site Specific Requirements.......................................................................... 5 2.4 Project Management.................................................................................................... 5 2.5 Meetings......................................................................................................................6 2.6 Logistics.......................................................................................................................6 3. Submittals...........................................................................................................................7 3.1 Preconstruction Submittals.......................................................................................... 7 3.2 Close-Out.................................................................................................................... 7 4. Execution............................................................................................................................8 4.1 Technical Specifications............................................................................................... 8 4.2 Warranty Requirements............................................................................................... 8 4.3 Implementation Verification.......................................................................................... 8 4.4 Close-Out.................................................................................................................... 9 5. City Required Special Provisions........................................................................................ 9 5.1 General Provisions....................................................................................................... 9 5.2 Electrical Components................................................................................................16 Appendix A: Responsibility Matrix.............................................................................................19 Appendix B: Substitution Request Form....................................................................................20 Appendix C: Daily Report Log Form..........................................................................................21 Appendix D: Construction Punch List........................................................................................22 Appendix E: Notice of Construction Completion and Warranty Period.......................................23 Appendix F: Invoicing & Post -Installation... ............................................................................... 26 Appendix G: Street lighting Exceptions and Special Notes........................................................27 ExcludedStreetlights.............................................................................................................27 Special Installation Fixtures - White Finish............................................................................28 Special Installation Fixtures - Bird Spikes..............................................................................30 Appendix H: Draft City Contract................................................................................................31 This page intentionally left blank The Energy Network Summary of Scope of Work The City of Newport Beach currently owns and operates the 3,139 streetlights under this contract. The City's streetlight inventory predominantly consists of high pressure sodium cobrahead fixtures. The City has identified an energy conservation opportunity through the replacement of the City - owned streetlights with Light -Emitting Diode (LED) fixtures. This project will replace existing LS -2 and LS -3 cobrahead streetlights with Leotek Green Cobra LED fixtures. Table 1 presents the inventory of existing fixtures to be removed and replacement fixtures to be installed: Table 1: Existing Cobrahead Fixtures and LED Replacement Fixtures Existing Fixtures New Fixtures Type Wattage Make/Model Wattage Qty. of Fixture HPSV 50 Leotek GCJ1-20G-MV-NW-x-GY-350-WL-PCR7-SC* 24 15 HPSV 70 Leotek GCJ1-20G-MV-NW-x-GY-580-WL-PCR7-SC* 38 686 HPSV 100 Leotek GCJ1-20G-MV-NW-x-GY-700-WL-PCR7-SC* 48 469 HPSV 150 Leotek GCM2-40E-MV-NW-x-GY-700-WL-PCR7-SC* 88 1,016 HPSV 200 LeotekGC1-60E-MV-NW-x-GY-530-WL-PCR7-SC* 101 247 HPSV 250 Leotek GC1-60E-MV-NW-x-GY-700-WL-PCR7-SC* 133 297 HPSV 250 Leotek GC1-60E-MV-NW-x-WHITE-700-WL-PCR7-SC* 133 9 HPSV 310 Leotek GC2-90E-MV-NW-x-GY-700-WL-PCR7-SC* 195 16 HPSV 400 Leotek GC2-100E-MV-NW-x-GY-700-WL-PCR7-SC* 220 51 MH 150 Leotek GCM1-30E-MV-NW-x-GY-700-WL-PCR7-SC* 69 36 MH 150 Leotek GCI-30E-MV-NW-x-WHITE-700-WL-PCR7-SC* 69 292 MH 250 LeotekGC1-60E-MV-NW-x-GY-700-WL-PCR7-SC* 133 5 Total 3,139 All fixtures located on LS -2 circuits and intersection fixtures located on LS -3 circuits will be furnished with an individual twist lock long life photocell. All other LS -3 streetlight fixtures shall be retrofit with photocells in a like -for -like manner, i.e. those with existing integrated photocells shall receive new integrated photocells and those on centralized circuits will receive shorting caps. *Note, the fixture option "SC" in the model numbers above should be used for those fixtures receiving shorting caps. A full list of specific streetlights to be replaced with LED luminaires is provided separately in a spreadsheet, titled Closeout Checklist. Also provided is a list of Southern California Edison (SCE) - maintained inventory maps, in a zipped folder, titled Project Maps. The following parties are involved during the project construction: • City CM: Public agency representative assigned as Construction Manager Contractor: The installation contractor 2. General 2.1 Terms and Conditions Contractor will adhere to the following terms and conditions throughout the project: a) Contractor will conduct all work during times outlined in the City of Newport Beach's Special Provision in Section 5. b) A sample contract from the City can be found in Appendix H. The submittal of a bid proposal constitutes as acceptance of all terms, conditions and requirements stated in the sample contract. c) Contractor will comply with safety requirements and practices in accordance with City requirements described in Section 5, Cal/OSHA., and any agency having jurisdiction. d) Contractorwill do all that is necessaryto maintain a safe working environment for in accordance with the City of Newport Beach's Special Provision in Section 5. e) Contractor will work with the City facility staff to understand and abide by any site-specific security procedures. f) Contractor will be diligent in following the technical specifications set forth in this Scope of Work and leave the construction sites with no damage to streets and roadways, sidewalks, medians, traffic signals, street and roadway signage, fixture poles and arms, landscaping, and other site features and characteristics. g) The site will be, at the conclusion of work each day, left in a condition in accordance with the City of Newport Beach's Special Provision in Section 5. h) Contractor is responsible for securing all necessary permits (including business license and encroachment permit) and will abide by local laws and regulations. i) All work will be performed in accordance with all national, state, and local codes. j) It is the Contractor's responsibility to include the proper Adjustment Factor(s) and the necessary tasks and quantities in the Price Proposal for completion of the work described herein. The risk associated with incorrect Adjustment Factor(s), missing tasks, and inaccurate quantities from the Price Proposal shall be borne by the Contractor. k) Contractor's Price Proposal is based on the final and approved Detailed Scope of Work and per the inventory shown on the Closeout Checklist (provided as a separate spreadsheet file) and the corresponding replacement fixture mapping Tables 1, considered as the Base Price. Contractor is to provide unit -based pricing, for each fixture type and size, as part of this Price Proposal. 1) Contractor will be compensated for work performed and fixtures installed. Any increase on the Base Price due to larger inventory will require written approval by the City and will follow procedures set forth for change orders. Any decrease on Base Price due to smaller inventory will result in a lower Base Price to the Contractor. m) Prior to ordering of equipment and fixtures, Contractor is to verify fixture quantities, types and installation needs. Final project invoice price will be 4 The Energy Network based upon the quantity of each fixture type installed multiplied by the unit price for that fixture. n) Contractor will provide clear and complete invoices with sufficient project information per City and utility requirements (Appendix F). o) No contractor or subcontractor may be listed on a bid proposal for a public works project (submitted on or after March 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)]. p) No contractor or subcontractor maybe awarded a contract for public work on a public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. q) This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. 2.2 Prevailing Wages Contractor shall be required to pay the prevailing rate of wages in accordance with the Labor Code and the State of California prevailing wage laws. 2.3 Additional Site Specific Requirements Contractor will secure all necessary permits to abide by local laws and regulations. 2.4 Project Management Contractor will fulfill the following requirements to facilitate project management: a) Contractor will perform the roles and assume responsibilities as per the responsibility matrix provided in Appendix A. b) If Contractor proposes substituting a piece of equipment different from the design, Contractor will submit a substitution request with the bid proposal — Appendix B. Substitution requests must be provided to the City and approved before the submittal of the proposal. c) Contractor will provide an overall schedule of each week in accordance with the City of Newport Beach's Special Provision in Section 5. d) At the end of each shift, Contractor will provide a daily progress report log for that shift to the City Construction Manager to facilitate next -day verification/inspection; communication will also include problems (e.g., access issues) and details for the next day's work schedule — Appendix C. The daily work performed logs, may be delivered to the City on a weekly basis. e) The contractor and/or the City can initiate a supplemental task order. All parties are responsible for reviewing supplemental task orders f) Contractor will notify the City CM when the project has been completed. 5 • Close-out will include true -up of the quantity of each retrofit code installed. • City CM will generate punch list items. Contractor will perform punch list items. • Contractor will furnish the final construction As -Built Documents as described below. • Contractor will cooperate with testing process and final inspection. 2.5 Meetings The Contractor will attend the following meetings complete with preparation and follow-up: a) Pre -construction logistics meeting —for introduction to team members, to understand roles and responsibilities, to discuss the construction schedule, and to learn the submittal transmittal process. At the pre -construction meeting, the City CM and the Contractor will establish a mechanism for ongoing verification and inspection of work. b) Construction kick-off meeting — to resolve any remaining pre -construction issues and begin onsite construction. c) Submittal review meetings, as required - for discussion of major submittal -related issues that cannot be resolved through the submittal transmittal process. d) Periodic construction meetings, as needed — to discuss punch list items, safety issues and the construction progress. e) Final job walk — to convey substantial completion to project team members and request final acceptance. The Contractor will schedule this meeting and the City CM plus facility personnel shall attend. f) Contractor will review meeting minutes circulated after key meetings and resolve all action items assigned to the Contractor by the due date indicated therein. 2.6 Logistics Contractor will coordinate logistics with the City to ensure safe and timely execution of the work. At a minimum the Contractor will perform the following activities: a) Contractor will provide a safety briefing upon approval of the construction schedule and prior to the start of construction. b) Contractor will develop an appropriate traffic safety plan. c) Contractor will comply with safety requirements and practices as outlined in the NJ PA contract and in compliance with local City requirements and in accordance with Cal/OSHA. d) The Contractor will be responsible for notifying residents and businesses in the area of construction in accordance with the City of Newport Beach's Special Provision in Section 5. e) Contractor will do everything necessary to maintain a safe working environment for its employees, City employees, facility tenants, and the general public. f) A plan for storage and staging area(s) will be determined during the pre -construction meeting. g) Contractor will be responsible for the security of the Contractor's property, equipment, construction materials and all other items on the staging area or construction site. The Energy Network h) Contractor will check in with the City CM at the start of each shift. The City will facilitate access to scheduled locations. i) Contractor will coordinate with the City CM prior to moving the Contractor's equipment, tools, and materials onto the construction site at the start of the project. 3. Submittals The City would prefer that documents be submitted as electronic copies when possible. Contractor will provide submittals as outlined below: 3.1 Preconstruction Submittals Within ten (10) working days of approval of the construction schedule, Contractorwill provide the following submittals: • Proposed construction schedule with major milestones indicated. May include but not limited to: o Equipment order o Anticipated equipment delivery date o Construction start and completion by site or major area o Project walk through and punch list development o Project sign off • Work Plan • Traffic Control Plan • Safety Plan submittal per Cal OSHA standards • Construction Permits • Product data for the equipment specified o All new fixtures as specified in Table 1 o Long -Life Photocell • Mounting details for new fixtures 3.2 Close -Out Within ten (10) working days of notifying the City CM of substantial completion, Contractor will provide the following: a) Final updated "as built' records of all newly installed LED streetlights, including all wattages, pole numbers and locations; this includes a copy of the Closeout Checklist spreadsheet that has been updated by the Contractor to reflect the full inventory of removed and installed fixtures, as verified in the field. b) Final signed -off punch list — Appendix D c) Executed Notice of Construction Completion and Warranty Period —Appendix E d) O&M manuals for installed equipment e) Materials list of components installed for reordering purposes f) Material recycling documents g) Warranty documentation for installed equipment 7 Submittals will not be considered complete until they are reviewed and approved by the City. Contractor will make corrections noted and transmit the revised submittal for approval. 4. Execution 4.1 Technical Specifications Installations a) The contractor will remove existing High -Pressure Sodium (HPS), metal halide (MH), Mercury Vapor (MV) and incandescent (INC) street lighting cobrahead fixtures and replace the fixtures with LEDs as specified in Table 1. In the event that the fixture in the field does not match the fixture specified in the Closeout Checklist for a particular pole, the contractor shall submit an RFI to the City to verify what type of fixture should be installed. The contractor shall then correct the Closeout Checklist to list the actual fixture removed (type and wattage) and the actual fixture installed (type and wattage). b) The contractor will ensure that installed fixtures are level to the roadway, per manufacturer installation procedures. c) The contractor will verify in the field that the photocells and light fixtures function properly after installation. Both a day and night verification will be required. d) The contractor will furnish labor, materials and incidentals including, but not limited to, complete lighting fixtures and wiring necessary for the streetlights to be replaced on existing street lighting poles for 120/240 volt circuit street lighting systems. e) The contractor will manage delivery and staging of material to the site, including any secured storage considerations. f) The contractor will properly dispose of all removed fixtures and non -recyclable materials including hazardous waste, such as lead-based material in accordance with requirements set forth by the City and all agencies having jurisdiction. g) The contractor will be responsible for maintaining traffic control during installation. h) During installation, the contractor will ensure that all fixtures and poles have Utility - compliant labeling and badging and will install or replace all labels and/or stickers as required. 4.2 Warranty Requirements All Work furnished shall be guaranteed by the Contractor against defective materials, workmanship and/or improper performance for a period of one year after final acceptance of the Work. Contractor is to provide extended warranty options as separate line items on Price Proposal for the City's consideration. Manufacturer's warranties and all associated documentation for all installed products shall be provided and attributed to the City. 4.3 Implementation Verification a) Contractor will provide a list of fixtures that have been removed and fixtures that have been installed each week, in the form of an updated Closeout Checklist. b) At the completion of the project, the Contractor will supply to the City a completed Closeout Checklist spreadsheet and any other documentation stated in the City of Newport Beach's Special Provision Section 5. The Energy Network c) The Contractor will observe streetlights to confirm proper operation of photocells and fixtures. The Contractor will observe operation of the street lights during daylight hours to confirm lights are off, and during night time hours to confirm lights are on. The Contractor will be responsible for replacing all non-functioning photocells and/or fixtures. 4.4 Close -Out For project close out, Contractor will complete the following tasks: a) The Contractor will participate with the City in review of the punch list and the final job walk. The Contractor will correct any remaining punch list items before final acceptance is granted. b) Within ten (10) working days of notifying the City CM of substantial completion, the Contractor will train City personnel in all aspects of routine operation, maintenance, and safety of the LED lighting fixtures installed. c) Deliver all required closeout documents, as listed in Section 3.2. 5. City Required Special Provisions The following section includes provision requested by the City as part of the scope of work. All work necessary for the completion of this contract shall be done in accordance with (1) these Special Provisions; (2) replacement inventory; (3) the City's Standard Special Provisions (2004 Edition), including Supplements; (4) Standard Specifications for Public Works Construction (2009 Edition), including Supplements; and 5) Caltrans Standard Specifications (Latest Edition). Copies of the Standard Special Provisions may be purchased at the Permit Counter at Public Works Department or found online on the City's website. Copies of the Standard Specifications may be purchased from Building News, Inc., online at www.bnibooks.com. 5.1 General Provisions. 5.1.1 Scope and Control of Work a) Work to Be Done. The work necessary for the completion of this contract consists of mobilization, providing traffic control, distributing construction notifications, furnishing and installing street lighting facilities and appurtenances, and all other items to complete work in place. 5.1.2 Changes in Work a) Work by Contractor. To the sum of the costs and markups provided for in this subsection, 1 percent shall be added for bonding compensation. 5.1.3 Control of Materials a) Inspection and Testing. All material and articles furnished by the Contractor shall be subject to rigid inspection, and no material or article shall be used in the work until it has been inspected and accepted by the City. The Contractor shall furnish the City full information as to the progress of the work in its various parts and shall give the City timely (48 -hours minimum) notice of the Contractor's readiness for inspection. Submittals are required for all construction material. The City shall select an independent testing laboratory and pay for all testing as specified in the various sections of the Standard Specifications and these Special Provisions. When, in the opinion of the City, additional tests and retesting due to failed tests or inspections are required because of unsatisfactory results in the manner in which the Contractor executed the work, such tests and inspections shall be paid for by the Contractor. 5.1.4 Utilities a) Protection. In the event that an existing pull or meter box or cover is damaged by the Work and is not re -useable, the Contractor shall provide and install a new pull or meter box or cover of identical type and size at no additional cost to the City. b) Salvaged Materials. The Contractor shall work with the City, at no additional charge, regarding the salvaging and disposal of (20) existing street light standards and luminaires, as the City would like the opportunity to salvage a limited amount of usable parts prior to contractor disposal. The Contractor shall make arrangements for the delivery of salvaged materials by contacting Dave Ichikawa with the Newport Beach Utilities Division at (949) 718-3431. 5.1.5 Prosecution, Progress and Acceptance of the Work a) Construction Schedule and Commencement of Work. The time of completion as specified in Section 5.1.5b, shall commence on the date of the 'Notice to Proceed." No work shall begin until a "Notice to Proceed" has been issued, a pre -construction meeting has been conducted, and a schedule of work has been approved by the City. The Contractor shall submit a construction schedule to the City for approval a minimum of ten working days prior to commencing any work. The schedule may be bar chart or CPM style. The Contractor shall complete the new service installations prior to commencing other items of work. The City will review the schedule and may require the Contractor to modify the schedule to conform to the requirements of the Contract Documents. If work falls behind the approved schedule, the Contractor shall be prohibited from starting additional work until the Contractor has exerted extra effort to meet the original schedule and has demonstrated tile ability to maintain the approved schedule in the future. Such stoppages of work shall in no way relieve the Contractor from the overall time of completion requirement, nor shall it be construed as the basis for payment of extra work because additional personnel and equipment were required on the job. b) Time of Completion a. General. The Contractor shall order the required materials from the suppliers within 10 consecutive working days after the initial Notice to Proceed and shall establish a hard delivery date with the supplier. The 10 consecutive working days is to allow for the contractor to verify the lighting equipment inventory prior to ordering materials. 10 The Energy Network The Contractor shall complete all work under the Contract within 60 consecutive working days of material delivery or the supplier commitment day, whichever is earlier. The Contractor shall ensure the availability of all material prior to the start of work. Unavailability of material will not be sufficient reason to grant the Contractor an extension of time for 100 percent completion of work. b. Working Days. Any City holiday, defined as January 1st (New Year's Day), the third Monday in January (Martin Luther King Day), the third Monday in February (President's Day), the last Monday in May (Memorial Day), July 4th, the first Monday in September (Labor Day), November 11th (Veterans Day), the fourth Thursday and Friday in November (Thanksgiving and Friday after), December 24th, (Christmas Eve), December 25th (Christmas), and December 31 st (New Year's Eve). If January 1 s\ July 4th, November 11th, December 24th, December 25th or December 31 st falls on a Sunday, the following Monday is a holiday. If January 1st, July 4th, November11th December 24th December 25th or December 31st falls on a Saturday, the Friday before is a holiday. If a working day conflicts with City -approved special events, the Contractor shall modify working day/hours to accommodate said event. c. Working Hours. Normal working hours are limited to 7:30a.m. to 4:30p.m., Monday through Friday. All work requiring the closure of vehicular travel lane(s) along a major arterial, as defined by the City, may be limited to between 9:00 a.m. and 3:00 p.m. only. The Contractor, subcontractors, suppliers, etc., shall not generate any noise at the work site, storage sites, staging areas, etc., before or after the normal working hours prescribed above. Should the Contractor elect to work outside normal working hours, Contractor must first obtain special permission from the City. The request may be for 4:30 p.m. to 6:30 p.m. on weekdays or 8:00 a.m. to 6:00 p.m. on Saturday only. A request for working during any of these hours must be made at least 72 hours in advance of the desired time period. A separate request must be made for each work shift. The City reserves the right to deny any or all such requests. Additionally, the Contractor shall pay for supplemental inspection costs of $216.00 per hour when such time periods are approved. d. Liquidated Damages. Execution of the Contract shall constitute agreement by the City and Contractor that $500.00 per day is the minimum value of the costs and actual damage caused by the failure of the Contractor to complete the Work within the allotted time. The intent of this section is to emphasize to the Contractor the importance of prosecuting the work in an orderly preplanned continuous sequence so as to minimize inconvenience to residences, businesses, vehicular and pedestrian traffic, and the public as a result of construction operations. 5.1.6 Responsibilities of the Contractor a) Public Convenience and Safety 11 a. Traffic and Access. The Contractor shall provide traffic control and access in accordance with Section 7-10 of the Standard Specifications and the Work Area Traffic Control Handbook (W.A.T.C.H.), latest edition, also published by Building News, Inc. When working on any section of the Pacific Coast Highway, the Contractor is to notify the City so that proper communications and documentation can be supplied to Caltrans. Additional traffic control measure and documentation may be required by Caltrans for such work. Pedestrian access to all storefronts, offices, residences, etc., within the limits of work must be maintained at all times. The Contractor shall cooperate with the City to provide advance notice to any and all establishments whose access will be impacted by construction operations, particularly sidewalk construction. The Contractor shall furnish and install signage, barricades, delineators, yellow safety ribbon, and any other measures deemed necessary by the City to safely direct the public around areas of construction, and into (and out -of) the affected establishments. Such measures shall be shown on the Detailed Traffic Control Plans. b. Storage of Equipment and Materials in Public Streets. Construction materials and equipment may only be stored in City right-of-way or property if approved by the City. It is the Contractor's responsibility to obtain an area for the storage of equipment and materials. The Contractor shall obtain the City's approval of a site for storage of equipment and materials prior to arranging for or delivering equipment and materials to the site. Prior to move -in, the Contractor shall take photos of the laydown area. The Contractor shall restore the Iaydown area to its pre -construction condition. The City may require new base and pavement if the pavement condition has been compromised during construction. c. Street Closures, Detours and Barricades. Any streets above 45 miles per hour, or defined as a major arterial, will require a traffic control plan. The Contractor shall submit to the City - at least five working days prior to the pre- construction meeting - a traffic control plan showing typical closures and detour plans(s). The Contractor shall be responsible for processing and obtaining approval of traffic control plans from the City's Traffic Engineer. The Contractor shall adhere to the conditions of the traffic control plan. Typical closures shall conform to the provisions of the WORK AREA. TRAFFIC CONTROL HANDBOOK (W.A.T.C.H.), Latest Edition. Traffic control and detours shall incorporate the following items: I. A traffic control plan is required for work along a major arterial, as defined by the City, and shall be prepared and signed by a California registered Traffic Engineer. ii. Emergency vehicle access shall be maintained at all times. iii. All advanced warning sign installations shall be reflectorized and/or lighted. 12 The Energy Network iv. The Contractor shall accommodate the City's trash collection. If the Contractor elects to work on a street during its trash collection day, it shall be the Contractor's responsibility to make alternative trash collection arrangements by contacting the City's Refuse Superintendent, at (949) 718- 3468 and all affected property owners. v. Sidewalk closures in nonresidential areas, or as determined by the City, shall be set with barricades and SIDEWALK CLOSED signs on barricades at the closure and SIDEWALK CLOSED USE OTHER SIDE signs on barricades at the closest crosswalk or controlled intersection. vi. Sidewalk closures in residential areas, or as determined by the City, shall be set with barricades and SIDEWALK CLOSED signs on barricades at the closure. vii. Bike lane closures shall have BIKE LANE CLOSED AHEAD, BIKE LANE CLOSED, and SHARE THE ROAD/BICYCLE WARNING (combination) signs mounted on barricades in order on the approach and at the closure. d. Safety. Safety Orders. The Contractor shall be solely and completely responsible for conditions of the job -site, including safety of all persons and property during performance of the work, and the Contractor shall fully comply with all State, Federal and other laws, rules, regulations, and orders relating to the safety of the public and workers. The right of the City's Representative to conduct construction review or observation of the Contractor's performance shall not include review or observation of the adequacy of the Contractor's safety measures in, on, or near the construction site. "No Parking" Signs, The Contractor shall install, and maintain in place "NO PARKING -TOW AWAY" signs (even if streets have posted "NO PARKING" signs) which he shall post at least forty-eight hours in advance of the need for enforcement. The signs will be provided at no cost to the Contractor. However, the City reserves the right to charge $1.50 per sign following any excessive abuse or wastage of the signs by the Contractor. In addition, it shall be the Contractor's responsibility to notify the City's Police Department at (949) 644-3717 for verification of posting at least forty-eight hours in advance of the need for enforcement. The signs shall (1) be made of white card stock; (2) have minimum dimensions of 12 -inches wide and 18 -inches high; and (3) be City of Newport Beach "Temporary Tow -Away, No Parking" signs, which are available at the Public Works Department public counter. The Contractor shall print the hours and dates of parking restriction on the "NO PARKING -TOW AWAY" sign in 2 -inch high letters and numbers. A sample of the completed sign shall be reviewed and approved by the City prior to posting. 13 iii. Notices to Residents and Businesses. If any work beyond the replacement of the luminaire is to be done, the Contractor shall deliver a construction notice to residents and businesses within 500 feet of the work area at least 48 hours prior to starting work, describing the project and indicating the limits of construction. All HOA areas will require notifications from the contractor. The City will provide the notices. An interruption of work at any location in excess of seven (7) calendar days shall require re -notification. The Contractor shall insert the applicable dates and times at the time the notices are distributed. The written notices will be prepared by the City, but shall be completed and distributed by the Contractor. Errors in distribution, false starts, acts of God, strikes or other alterations of the schedule will require Contractor re - notification using an explanatory letter furnished by the City. b) Contractors Licenses. At the time of the award and until completion of work, the Contractor shall possess a valid "A" or "C-10" Contractor's License. The Contractor shall have maintained a contractor's license for at least five years and completed, at a minimum, three comparable sized streetlight retrofit projects. At the start of work and until completion of work, the Contractor and all Sub- contractors shall possess a valid Business License issued by the City of Newport Beach. Contractors Records/As-Built Documents. c) The Contractor shall update the streetlight inventory based on what is found in the field. The information shall include, base case fixture type and wattage, installed case fixture model, address/location of streetlight, streetlight identification number and streetlight meter number. If a fixture is unmetered, the inventory shall be updated to say so. The updated inventory shall be presented to the City in the form of an Excel spreadsheet. The Contractor shall maintain books, records, and documents in accord with generally accepted accounting principles and practices. These books, records, and documents shall be retained for at least three years after the date of completion of the project. During this time, the material shall be made available to the City. Suitable facilities are to be provided for access, inspection, and copying of this material. 5.1.7 Measurement and Payment a) Payment. The unit prices bid for each item of work shown on the proposal shall include full compensation for furnishing the labor, materials, tools, and equipment and doing all the work, including restoring all existing improvements, to complete the item of work in place and no other compensation will be allowed thereafter. Payment for incidental items of work not separately listed shall be included in the prices shown forthe other related items of work. The schedule of values shall be organized based on the items listed below, and pricing shall be negotiated before the NTP date. See attached Schedule of Values excel workbook for submittal with the Cost Proposal. The following items of work pertain to the bid items included within the Proposal: 14 The Energy Network Item No.1 Mobilization and Demobilization: Work under this item shall include, but not limited to, the cost of all labor, equipment, and material for mobilization, providing bonds, insurance and financing, obtaining an equipment and material storage site, construction surveying, preparing the BMP Plan, preparing and updating construction schedule, providing submittals, attending all construction meetings, demobilization, completing all reporting documents, and all other related work as required by the Contract Documents. Item No. 2 Traffic Control: Work under this item shall include, but not limited to, the cost of all labor, equipment, and material for delivering all required notifications, posting signs and notifying residents and businesses. In addition, the Contractor shall submit to the City - at least ten working days prior to the pre -construction meeting - a traffic control plan showing typical closures and detour plan(s). A traffic control plan is required for work along and affecting major arterials and shall be prepared and signed by a California registered Traffic Engineer. The Contractor shall be responsible for processing and obtaining approval of traffic control plans from the City's Traffic Engineer. The Contractor shall adhere to the conditions of the traffic control plan. Typical closures shall conform to the provisions of the WORK AREA TRAFFIC CONTROL HANDBOOK (W.A.T.C.H.), Latest Edition. Item No. 3 Replace and install new Leotek LED luminaires: Streetlight luminaires shall be removed and replaced based on streetlight inventory provided by the City. Work under this item shall include, but is not limited to, the cost of all labor, equipment and materials for removing existing street light standard and installing new street light standard on existing foundation, as shown on plan or as directed by the City; furnishing and installing new fixtures with shorting cap; disposing of excess excavated materials; installing pole number tag as directed by the City; furnishing and installing sign(s)as directed by the City; and all other items to complete work in place. All fixtures shall be colored gray, with the exception of the (301) fixtures near Fashion Island designated in Appendix G: Street lighting Exceptions and Special Notes. The fixtures designated in Appendix G: Street lighting Exceptions and Special Notes shall be colored white. The fixtures designated to be white are also specified in the Closeout Checklist. The contractor shall work with the manufacturer and City to procure the correct finish color for these fixtures. Some fixtures included in the 3,139 fixture inventory may need to be excluded from the scope of work. If a fixture in the inventory is found to be located at the intersections noted in Appendix G: Street lighting Exceptions and Special Notes, it shall be excluded from the scope of work and not replaced. The contractor shall work with the City to verify the excluded fixtures and update pricing accordingly. Additionally, light fixtures found to be owned by an Agency other than the City of Newport Beach shall not be replaced. Maps of Edison owned LS -1 fixtures are available for use as references. Item No. 4 Install Bird Spider Kits: Furnish and install bird spike kits on the (10) fixtures designated in Appendix G: Street lighting Exceptions and Special Notes Excluded Streetlights. The fixtures designated to have bird spikes are also specified in the streetlight 15 inventory. The contractor shall ensure that the kits are securely mounted to the fixtures. Additionally, the contractor shall furnish and deliver (63) bird spike kits to the City which they shall install at their own discretion. Item No. 5 Furnish and Install Photocells: The Contractor shall purchase (2,300) Fisher Pierce, twist lock photocells and (875) shorting caps. The Contractor shall install the long life Fisher Pierce, twist lock photocells on LED intersection light fixtures on LS -3 circuits and all fixture located on LS -2 circuits. For LS -3 street lighting circuits (not at intersections), a like - for -like replacement shall be done. Those fixtures that currently have photocells, shall have photocells installed on the new LED fixtures. Those fixtures on circuits with centralized photocells shall have shorting caps installed on the new LED fixtures. This item shall include, but is not limited to, the cost of all labor, equipment and materials for installing a photocell or shorting cap on the new LED fixtures, such as: furnishing and installing photocells and shorting caps, testing and disposal of all associated waste materials. The contractor shall test the operation of the photocells before completing installation. Any additional photocells and shorting caps remaining after the installation has been completed shall be furnished and delivered to the City. Item No. 6 Furnish House Side Shields: The Contractor shall furnish and delivered to the City 320 house side shields from the manufacturer. The City will install the glare shields at their discretion. Item No. 7 Update Inventory: The Contractor shall update the streetlight inventory as described in Section 5.1.6(c). The updated inventory shall be presented to the City in the form of an Excel spreadsheet. Option - Item No. 1 Intersection Photometric Verification: The City may request photometric reading at certain intersections. With the request and approval by the City the contractor shall measure the foot-candle levels in the requested intersection and verify that they meet the requirements described in Caltrans Traffic Manual Chapter 9-10.3. The Contractor shall keep a detailed list documenting the foot-candle levels at every intersection measured and furnish it to the City upon completion. Payment forthe photometric verification shall be priced on a per intersection basis. Deduct Option — Item No. 1 Staging and Storage on City Property: This item shall be shown as a deduction from the proposal considering the following situation. The City shall provide a staging area for the Contractor to store both materials and equipment on City property. The storage area would be roughly 700 square feet for bidding purposes. The deduction amount should come from any cost reduction realized by the Contractor for staging in the City versus at the Contractor's own facility. 5.2 Electrical Components 5.2.1 Materials a) New LED Luminaires LED Luminaires shall be: 16 The Energy Network Leotek Green Cobra LED Roadway Fixtures • 24 watt 2400 Lumen, Multiple Voltage, GCJ1-20G-MV-NW-x-xx-350-WL-PCR7-SC 38 watt 3700 Lumen, Multiple Voltage, GCJ1-20G-MV-NW-x-xx-580-WL-PCR7-SC 48 watt 4400 Lumen, Multiple Voltage, GCJ1-20G-MV-NW-x-xx-700-WL-PCR7-SC • 69 watt 7000 Lumen, Multiple Voltage, GCM1-30E-MV-NW-x-xx-700-WL-PCR7-SC 88 watt 9000 Lumen, Multiple Voltage, GCM2-40E-MV-NW-x-xx-700-W L-PCR7-SC • 101 watt 10400 Lumen, Multiple Voltage, GC1-60E-MV-NW-x-xx-530-WL-PCR7-SC • 133 watt 13400 Lumen, Multiple Voltage, GC1-60E-MV-NW-x-xx-700-WL-PCR7-SC • 180 watt 17700 Lumen, Multiple Voltage, GC1-80E-MV-NW-x-xx-700-WL-PCR7-SC 195 watt 19800 Lumen, Multiple Voltage, GC2-90E-MV-NW-x-xx-700-WL-PCR7-SC • 220 watt 22000 Lumen, Multiple Voltage, GC2-100E-MV-NW-x-xx-700-WL-PCR7-SC • 260 watt 22000 Lumen, Multiple Voltage, GC2-120E-MV-NW-x-xx-700-WL-PCR7-SC LED luminaires shall be warranted a minimum of 10 years from the date of project acceptance. Type II optics shall be used for standard street luminaires, while Type III optics shall be used for intersection luminaires. The "X' found in the model numbers shall be replaced with a "2" for a Type II optic and a "3" for a Type III optic. Fixture option "SC' in the model numbers above should only be used for the streetlights controlled by centralized photocells, which require shorting caps. b) Existing Electrical Infrastructure. The contractor shall replace the luminaire only, and leave the existing electrical infrastructure in place. c) Photocells. Photocells installed on all fixtures shall be long life Fisher Pierce, twist lock. 17 This page intentionally left blank 18 The Energy Network Appendix A: Responsibility Matrix Task City CM Contractor Construction Secures Construction Permit (If applicable) S/R P Prepares Construction Schedule R/A P Perform Construction P Submittals and RFIs R/A P Review & Approve InvoicesP Process Invoices P Inspection of Work P Construction Progress Reports/Log R P Initiate Change Orders R/A P/R Prepare Meeting Agendas/Minutes P R Attend Project Meetings P P Installation Verification S P Develop Punch Lists S P Correct Punch List Items R/A P O&M Manuals and Training R/A P Final Inspection P/A S Acceptance P/A P = Primary; S = Support; R = Review, A = Approval City CM = Public Agency Assigned Construction Manager Contractor = Construction Firm 19 Appendix B: Substitution Request Form [Sample Form] SR #: Task Order #: Project Name: Contractor: Subject: Spec. Section: Page #: Substitution Request Form Dwg. #: Sub: PRIORITY: ❑ Routine ❑ Urgent ❑ Please Expedite PM USE ONLY Directed To: Date Received: Date Transferred: Date Received: Date Transferred: INFORMATION NEEDED Bid Item: Justification: Cost Comparison to Original Product: Time Impact: Quality Impact: Maintenance Impact: Warranty Impact: Safety Impact: Energy Usage Impact: Product Lifecycle Impact: Date Contractor REPLY Date Reviewer 20 The Energy Network Appendix C: Daily Report Log Form [Sample Form] DAILY REPORT LOG Task Order #: Daily Report #: _ Project Name: [Category] Date Submitted: Contractor: CREW MEMBER LOG (All names of those present on including; PM, Consultant, vendors, deliveries, etc.) NAME 1. 6. 2. 7. 3. 8. 4. 9. 5. 10. Date Date of Shift: NAME Contractor Foreman/Supervisor Signature Daily record of work performed, location, work completed, any issues that occurred onsite during the work shift, including but not limited to project milestones, problems, complaints, and safety related issues: Date Contractor Foreman/Supervisor 21 Appendix D: Construction Punch List [Sample Form] CONSTRUCTION PUNCHLIST ❑ Lighting ❑ Mechanical/Controls ❑ Other Contractor: Task Order #: Facility Name: ;C&t:.g-1;yj Facility Address: Note: Refer to the line -by-line construction record by reference number when available. Approximate Date Item # Description of Punch List Item Value Completed Approximate Total Value: ❑ There are no Punch list Items at this time. Punch List Created by: Contractor Representative Date 22 The Energy Network Appendix E: Notice of Construction Completion and Warranty Period [Sample Form] To: City Representative From: (Contractor's Name and Company) Task Order #: Project Name: 1) Date of final inspection: 2) Date of construction completion: 3) Warranty period begins: Warranty Length: 4) Additional Warranties, if any: Warranty Type: Warranty Period begins: Warranty Length: 5) Have as-builts and other Project documents been submitted? Contractor Signature City Representative Signature Ends: Ends: Yes No Not Applicable Date: Date: (Contractor: After completion of the project, send signed form to City Representative to complete Performance Evaluation on back page. This form must be completed prior to final invoice and payment.) 23 City Representative: After completion of the performance evaluation below, send signed form to The Energy Network Project Manager. This form must be completed prior to approval of the final invoice and payment. Contractor Evaluation Value: 0 -Low; 4 -High Note: Quality of Work: Timely Performance: Working Relationship with City and facility Staff: Competency to Perform Work/Service: Sensitivity to Citizen Contact: Understanding of Project: Problems Encountered After Project Completed: Responsiveness to Problems During Project: Date: City Representative Signature Date: The Energy Network Project Manager 24 The Energy Network 25 Appendix F: Invoicing & Post -Installation In order to quickly and effectively support the City in obtaining Utility incentives and On Bill Financing funds, the Contractor shall ensure that the Invoice includes the following information: 1. Contractor Name and Address 2. Customer Name and Address 3. Invoice Date 4. Installation Date 5. Installation Location Name and Address 6. Itemized list of materials by: a. Quantity b. Make c. Model d. Text Description e. Fully Burdened Line or Extended Price 26 The Energy Network Appendix G: Street lighting Exceptions and Special Notes Excluded Streetlights The luminaires located at the intersections listed in the table below shall be excluded from the scope of this project and will not be retrofitted. Intersection Pacific Coast Highway Irvine Terrace Pacific Coast Highway Newport Center Drive Pacific Coast Highway Avocado Avenue Pacific Coast Highway MacArthur Boulevard Pacific Coast Highway Goldenrod Avenue Pacific Coast Highway Iris Avenue Pacific Coast Highway Marguerite Avenue Pacific Coast Highway Orchid Avenue Pacific Coast Highway Poppy Avenue Pacific Coast Highway Morning Canyon Road Pacific Coast Highway Cameo Shores/Highland Pacific Coast Highway Pelican Pointe Drive Dover Drive Cliff Drive Dover Drive 16th Street/Castaways Lane Dover Drive Westcliff Drive Irvine Avenue Dover Drive Newport Boulevard 32nd Street Newport Boulevard Finley Avenue Newport Boulevard Via Lido Newport Boulevard 30th Street MacArthur Boulevard San Joaquin Hills Road San Miguel Drive Pacific View Drive 27 Special Installation Fixtures - White Finish The 301 fixtures noted on the map below shall have a white finish. A PDF version is on the next page. The Closeout Checklist also specifies which fixtures shall have a white finish. M The Energy Network t aP 3_ap Jm ap 'Fa • 4• B f' e1 Ye ..n jx xa' -a1 ;ys - P,�i• L ' i 1 Te`ef jx F tj f i1.' `YY 1 y @ 1.6�Y! If: � � •i i1jrO �X�j! Gr'�' rG Ori y r 1 6 i i1 x4 •y •it 1 Y a ��•• iy � 1 • 1 Y�1 '%1' 1 •• •� iY i• tai I Yj si iY i •1� w1 fY `i 29 Special Installation Fixtures - Bird Spikes The following fixtures shall be installed with bird spikes. City Street Lighting Code TEN ID Location SLC6005 L53AR1755 2310 CHANNEL RD STL, NEWPORT BEACH 92661 SLC6004 LS3AR1756 2310 CHANNEL RD STL, NEWPORT BEACH 92661 SLC6003 LS3AR1757 2310 CHANNEL RD STL, NEWPORT BEACH 92661 SLC8144 BALBOA PIER SLC8145 BALBOA PIER SLC8147 BALBOA PIER SLC0196 BALBOA PIER SLC0005 2310 CHANNEL RD STL SLC0004 2310 CHANNEL RD STL SLC0003 2310 CHANNEL RD STL Several other fixtures were requested by the City to be installed with bird kits but were not part of the scope of this project. The remaining (63) bird spike kits shall be furnished and delivered to the City to be installed at their own discretion. 30 The Energy Network Appendix H: Draft City Contract This page intentionally left blank 31 STREETLIGHT RETROFIT CONTRACT NO. 6427 THIS CONTRACT FOR PUBLIC WORKS ("Contract") is entered into this day of ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and a ("Contractor"), whose address is 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 has advertised for bids for the following described public work: Citywide replacement of existing LS -2 and LS -3 cobrahead streetlights with LED fixtures. All installed intersection fixtures will be furnished with a twist lock long life photocell. Streetlight fixtures shall be installed with centralized photocells at the service cabinet, with shorting caps on individual fixture photocell receptacles (the "Project" or "Work"). C. Contractor has been determined by City to be the lowest responsible bidder and Contractor's bid, and the compensation set forth in this Contract, is based upon Contractor's careful examination of all Contract documents, plans and specifications. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: CONTRACT DOCUMENTS The complete Contract for the Project includes all of the following documents: Notice Inviting Bids, Instructions to Bidders, Proposal, Bidder's Bond, Non -Collusion Affidavit, Notice to Successful Bidder, Labor and Materials Payment Bond (Exhibit A), Faithful Performance Bond (Exhibit B), Permits, Standard Special Provisions and Standard Drawings, Plans and Special Provisions for Contract No. 6427, Standard Specifications for Public Works Construction (current adopted edition and all supplements), and this Contract, and all modifications and amendments thereto (collectively the "Contract Documents"), all of which are incorporated herein by reference. The Contract Documents comprise the sole agreement between the parties as to the subject matter therein. Any representations or agreements not specifically contained in the Contract Documents are null and void. Any amendments must be made in writing, and signed by both parties in the manner specified in the Contract Documents. 32 2. SCOPE OF WORK 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 required for the Project. All of the Work to be performed and materials to be furnished shall be in strict accordance with the provisions of the Contract Documents. Contractor is required to perform all activities, at no extra cost to City, which are reasonably inferable from the Contract Documents as being necessary to produce the intended results. 3. COMPENSATION 3.1 As full compensation for the performance and completion of the Project as required by the Contract Documents, City shall pay to Contractor and Contractor accepts as full payment the sum of Dollars and _/100 3.2 This compensation includes: 3.2.1 A n y loss or damage arising from the nature of the Work; 3.2.2 Any loss or damage arising from any unforeseen difficulties or obstructions in the performance of the Work; and 3.2.3 Any expense incurred as a result of any suspension or discontinuance of the Work, but excludes any loss resulting from earthquakes of a magnitude in excess of 3.5 on the Richter Scale and tidal waves, including tsunamis, and which loss or expense occurs prior to acceptance of the Work by City. 4. 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 Contract. Contractor has designated 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. 5. ADMINISTRATION This Contract shall 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 Contract. The Project Administrator or designee shall represent City in all matters pertaining to the Work to be rendered pursuant to this Contract. 6. NOTICE OF CLAIMS Unless a shorter time is specified elsewhere in this Contract, before making its final request for payment under the Contract Documents, Contractor shall submit to City, in writing, all claims for compensation under or arising out of this Contract. Contractor's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Contract except those previously made in writing and identified by Contractor in writing as unsettled at the time of its final request for payment. The Contractor and City expressly agree that in addition to all claims filing requirements set forth in the Contract and Contract Documents, Contractor shall be required to file any claim Contractor may have against City in strict conformance with the Government Claims Act (Government Code 900 et seq.). 7. WRITTEN NOTICE 7.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Contract shall be given in writing, 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. 7.2 All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attention: Public Works Director City of Newport Beach Public Works Department 100 Civic Center Drive P.O. Box 1768 Newport Beach, CA 92658 7.3 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attention: 8. INDEPENDENTCONTRACTOR City has retained Contractor as an independent contractor and neither Contractor nor its employees are to be considered employees of 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 Contract. No civil service status or other right of employment shall accrue to Contractor or its employees. Contractor shall have the responsibility for and control over the means of performing the Work, provided that Contractor is in compliance with the terms of this Contract. Anything in this Contract that may appear to give City the right to direct Contractor as to the details of the performance or to exercise a measure of control over Contractor shall mean only that Contractor shall follow the desires of City with respect to the results of the Work. 9. BONDING 9.1 Contractor shall obtain, provide and maintain at its own expense during the term of this Contract both of the following: (1) 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 Contract in the form attached as Exhibit B and incorporated herein by reference; and (2) 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 Contract and in the form attached as Exhibit A and incorporated herein by reference. 9.2 The Faithful Performance Bond and Labor and Materials Payment 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. 9.3 Contractor shall deliver, concurrently with execution of this Contract, the Faithful Performance Bond and Labor and Materials Payment Bond, and 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. 10. COOPERATION Consultant 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 Consultant on the Project. 11. PROGRESS Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 12. 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 Contract or for other periods as specified in the Contract Documents, policies of insurance of the type, amounts, terms and conditions described in the 4 Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 13. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent (25%) or more of the assets of the corporation, partnership or joint -venture. 14. PREVAILING WAGES 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 contract. 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. All parties to the contract shall be governed by all provisions of the California Labor Code- including, but not limited to, the requirement to pay prevailing wage rates (Sections 1770-7981 inclusive). A copy of the prevailing wage rates shall be posted by the Contractor at the job site. 15. SUBCONTRACTING The subcontractors authorized by City, if any, to perform the Work on this Project are identified in the Contractor's Proposal and are attached as part of the Contract Documents. Contractor shall be fully responsible to City for all acts and omissions of any subcontractors. Nothing in this Contract shall create any contractual relationship between City and 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 Work to be performed under this Contract shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City 16. RESPONSIBILITY FOR DAMAGES OR INJURY 16.1 City and its elected or appointed officers, agents, officials, employees and volunteers 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 Work required hereunder, or for damage to property from any cause arising from the performance of the Project by Contractor, or its subcontractors, or its workers, or anyone employed by either of them. 16.2 C o n t r a c t o r 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 arising from Contractor's Work on the Project, or the Work of any subcontractor or supplier selected by Contractor. 16.3 To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless City, its elected or appointed officers, agents, officials, employees and volunteers (collectively, the "Indemnified Parties") from and against 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, liabilities, 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 Contract, any Work performed or Services provided under this Contract including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). 16.4 Notwithstanding theforegoing, nothing herein shall be construed to require Contractor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Contract. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 16.5 Contractor shall perform all 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 be liable for any private or public property damaged during the performance of the Project Work. 16.6 To the extent authorized by law, as much of the money due Contractor under and by virtue of the Contract as shall be considered necessary by City may be retained by it until disposition has been made of such suits or claims for damages as aforesaid. C 16.7 Nothing in this Section or any other portion of the Contract Documents shall be construed as authorizing any award of attorneys' fees in any action to enforce the terms of this Contract, except to the extent provided for above. 16.8 The rights and obligations set forth in this Section shall survive the termination of this Contract. 17. CHANGE ORDERS 17.1 This Contract may be amended or modified only by mutual written agreement of the parties. 17.2 The Contractor shall only commence work covered by a change order after the change order is executed and notification to proceed has been provided by the City. 17.3 There shall be no change in the Contractor's members of the project team, as listed in the approved proposal, which is a part of this contract without prior written approval by the City. 18. CONFLICTS OF INTEREST 18.1 Contractor or its employees may be subject to the prov1 s1 ons 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 performed under this Contract, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 18.2 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 Contract by City. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. 19. TERMINATION 19.1 In the event that either party fails or refuses to perform any of the provisions of this Contract at the time and in the manner required, that party shall be deemed in default in the performance of this Contract. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) 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 Contract forthwith by giving to the defaulting party written notice thereof. 19.2 Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Contract 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 up to the effective date of termination for which Contractor has not been previously paid. On the effective date of termination, Contractor shall deliver to City all materials purchased in performance of this Contract. IF -IM, I IBM N170Z9PI6RSTIt? 20.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Contract. 20.2 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. 20.3 Intearated Contract. This Contract 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. 20.4 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Contract and any other attachments attached hereto, the terms of this Contract shall govern. 20.5 Interpretation. The terms of this Contract 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 Contract or any other rule of construction which might otherwise apply. 20.6 Amendments. This Contract 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. 20.7 Severability. If any term or portion of this Contract is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Contract shall continue in full force and effect. 20.8 Controllina Law and Venue. The laws of the State of California shall govern this Contract and all matters relating to it and any action brought relating to this Contract shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 20.9 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, religious creed, color, national origin, L•' ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law. 20.10 No Attorney's Fees. In the event of any dispute or legal action arising under this contract, the prevailing party shall not be entitled to attorneys' fees. 20.11 Counterparts. This Contract 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. 21. EFFECT OF CONTRACTOR'S EXECUTION Execution of this Contract and all other Contract Documents by Contractor is a representation that Contractor has visited the Project site, has become familiar with the local conditions under which the Work is to be performed, and has correlated all relevant observations with the requirements of the Contract Documents. 22. WAIVER A waiver by City or any term, covenant, or condition in the Contract Documents shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 23. RECITALS City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Contract. [SIGNATURES ON NEXT PAGE] IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed on the day and year first written above. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: Aaron C. Harp City Attorney ATTEST: Date: sm Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Diane B. Dixon Mayor CONTRACTOR: a Date: Date: J [END OF SIGNATURES] Attachments: Exhibit A -- Labor and Materials Payment Bond Exhibit B --Faithful Performance Bond Exhibit C- Insurance Requirements 10 EXHIBIT A CITY OF NEWPORT BEACH BOND NO. LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to hereinafter designated as the "Principal," a contract for Citywide replacement of existing LS -2 and LS -3 cobrahead streetlights with LED fixtures. All installed intersection fixtures will be furnished with a twist lock long life photocell. Streetlight fixtures shall be installed with centralized photocells at the service cabinet, with shorting caps on individual fixture photocell receptacles, in the City of Newport Beach, in strict conformity with the Contract 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 Contract 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, duly authorized 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 Dollars and _/100 ) 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 Contract; 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. And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract 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 Contract 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 day of 20_. Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: Aaron C. Harp City Attorney Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED 12 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 On ss. , 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose names) 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, a c c u r a c y, o r validity of that document. State of California County of ss. 20 before me, (seal) Notary Public, personally appeared 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. 1 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) I�I.If: E CITY OF NEWPORT BEACH BOND NO. fr. 13llMa:-I4re7111T.M"P 1i0 ED The premium charges on this Bond is $ , being at the rate of$ thousand of the Contract price. WHEREAS, the City of Newport Beach, State of California, has awarded to hereinafter designated as the "Principal," a contract for Citywide replacement of existing LS -2 and LS -3 cobrahead streetlights with LED fixtures. All installed intersection fixtures will be furnished with a twist lock long life photocell. Streetlight fixtures shall be installed with centralized photocells at the service cabinet, with shorting caps on individual fixture photocell receptacles, in the City of Newport Beach, in strict conformity with the Contract 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 Contract and the terms thereof require the furnishing of a Bond for the faithful performance of the Contract. NOW, THEREFORE, we, the Principal, and duly a horized to transact business under the laws ot the btate ot Calitornia as Surety (hereinafter "Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of Dollars and _/100 ( ) lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the Contract, 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 Contract 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 id the event City is required to bring an action in law or equity against Surety to enforce the obligations of this Bond. 14 Surety, for value received, stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract 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 Contract or to the Work or to the specifications. 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 day of 20_. Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: Aaron C. Harp City Attorney Authorized Signature Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED 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, o validity of that document. State of California County of ss. On 20 before me, Notary Public, personally appeared 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. 16 Signature (seal) EXHIBIT C INSURANCE REQUIREMENTS- PUBLIC WORKS AND CONSTRUCTION 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 Contract, 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. Coveraae Reauirements. A. Workers' Comoensation Insurance. Contractor shall maintain Workers' Compensation Insurance providing statutory benefits and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each employee 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. In addition, Contractor shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with California law for all of the subcontractor's employees. The insurer issuing the Workers' Compensation insurance shall amend its policy by endorsement to waive all rights of subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its elected or appointed officers, agents, officials, 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 and two million dollars ($2,000,000) completed operations 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). 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 Contract, 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 for each accident. 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 Contract 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 and insurance clauses from each of its subcontractors. B. Additional Insured Status. All liability policies including general liability, products and completed operations, excess liability, pollution liability, and automobile liability, if required, shall provide or be endorsed to provide that City, its elected or appointed officers, agents, officials employees and volunteers shall be included as additional insureds under such policies. C. Primary and Non Contributory. Contractor's insurance coverage shall be primary insurance and/or the primary source of recovery with respect to City, its elected or appointed officers, agents, officials, employees and volunteers. Any insurance or self-insurance maintained by City shall be excess of Contractor's insurance and shall not contribute with it. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation or nonrenewal of coverage (except for nonpayment for which ten (10) calendar days notice is required) for each required coverage except Builders Risk Insurance, which shall contain an endorsement with said required notices. Additional Aareements 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. All of the executed 2 documents referenced in this Contract must be returned to City within ten (10) regular City business days after the date on the "Notification of Award". Insurance certificates and endorsements 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 Contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Riaht to Revise Reauirements. The City reserves the right at any time during the term of the Contract to change the amounts and types of insurance required by giving Contractor ninety (90) 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. Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, sub- contractors shall provide additional insured coverage with a format at least as broad as CG 20 38 0413. D. Enforcement of Contract 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. Reauirements not Limiting. Requirements of specific coverage features or limits contained in this Exhibit A 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. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Contractor. Any available proceeds in excess of specified minimum limits of insurance and coverage shall be available to the City. F. Self -Insured Retentions. Contractor agrees not to self -insure or to use any self-insured retentions on any portion of the insurance required herein and further agrees that it will not allow any indemnifying party to self - insure its obligations to City. If Contractor's existing coverage includes a self-insured retention, the self-insured retention must be declared to City. City may review options with Contractor, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. Contractor agrees to be responsible for payment of any deductibles on their policies. 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 Contract, 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 Contract, 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. Coverage not Limited. All insurance coverage and limits provided by Contractor and available or applicable to this Contract are intended to apply to the full extent of the policies. Nothing contained in this Contract or any other agreement relating to City or its operations limits the application of such insurance coverage. J. Coverage Renewal. Contractor will renew the coverage required here annually as long as Contractor continues to provide any Work under this or any other Contract or agreement with City. Contractor shall provide proof that policies of insurance required herein expiring during the term of this Contract have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Contractor's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City with five (5) calendar days of the expiration of the coverages. 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