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HomeMy WebLinkAboutPW Belvedere St -Louise St CMP Replacement services; A1v.June 13, 2025 Page 1 CITY OF SAN RAFAEL Amended and Restated Public Works Contract (For Work up to $220,000) This amended and restated public works contract (“Contract”) is entered into by and between the City of San Rafael (“City”) and Michael Paul Company, Inc. (“Contractor”), a California corporation for work on the City’s Belvedere St. and Louise St. CMP Replacement (“Project”), and is effective on September 16, 2025 (“Effective Date”). This Contract is entered into with reference to the following: WHEREAS, the City and Contractor entered into a contract numbered 2025.0047 on or about September 16, 2025, included in this Contract as Exhibit G, pursuant to which Contractor agreed to perform work in connection with the City’s Belvedere St. and Louise St. CMP Replacement Project (“Original Contract”); and WHEREAS, the scope of the project was extended; and WHEREAS, City and Contractor now desire to amend and restate the Contract to include the additional scope and compensation. NOW THEREFORE, City and Contractor agree as follows: 1.Scope of Work. Contractor will perform and provide all labor, materials, equipment, supplies, transportation, and any and all other items or services necessary to perform and complete the work required for the Project (“Work”), as specified in Exhibit A, Scope of Work, and according to the terms and conditions of this Contract, including all attachments to the Contract and any other documents and statutes incorporated by reference. To the extent that any attachment contains provisions that conflict or are inconsistent with the terms set forth in the body of this Contract, the Contract terms will control. This Project requires a valid California contractor’s license for the following classification(s): _____________. 2.Compensation. As full and complete compensation for Contractor’s timely performance and completion of the Work in strict accordance with the terms and conditions of the Contract Documents, City will pay Contractor in accordance with the rates and/or prices set forth in Exhibit A up to the not-to-exceed amount of $________________________ (the “Contract Price”) for all of Contractor’s direct and indirect costs to perform the Work, including all labor, materials, supplies, equipment, taxes, insurance, bonds and all overhead costs, in accordance with the payment provisions contained herein. 2.1 Payment. Contractor will bill City on a monthly basis for Work Performed by Contractor during the preceding month, itemizing labor, materials, equipment and any incidental costs incurred by the Contractor, and subject to verification by City. The A, C-12 $37,162.34 Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v.June 13, 2025 Page 2 Contractor may include subcontractor costs in its invoices, provided that such costs do not exceed the actual amount incurred by the Contractor plus a markup not exceeding ten percent (10%). Contractor warrants that title to all work, materials and equipment incorporated into the Work will pass to City free of any claims, liens, or encumbrances upon payment to Contractor. 2.2 Payment and Performance Bonds. If the Contract Price is over $25,000, then Contractor must provide City with a payment bond and a performance bond using the bond forms included in this Contract as Exhibit C, Bond Forms, and submit the bonds with the executed Contract. Each bond must be issued by a surety admitted in California. If an issuing surety cancels a bond or becomes insolvent, Contractor must provide a substitute bond from a surety acceptable to City within seven days after written notice from City. If Contractor fails to substitute an acceptable surety within the specified time, City may, in its sole discretion and without prior notice to Contractor, purchase such bond(s) at Contractor’s expense and deduct the cost from payments otherwise due to Contractor, or terminate the Contract. 3.Contract Documents. The Contract Documents incorporated into this Contract include and are comprised of all of the documents listed below: 3.1 Contract; 3.2 Exhibit A – Scope of Work; 3.3 Exhibit B – Insurance Requirements 3.4 Exhibit C – Bonds for Payment, Performance, and if applicable, Bid; 3.5 Exhibit D – Noncollusion Declaration; 3.6 Exhibit E – Bid Schedule, if any 3.7 Exhibit F – Subcontractor List, if any 3.8 Exhibit G – Original Contract 3.8 Notice Inviting Bids, if any 3.9 Addenda, if any 4.Term of Contract. This Contract becomes effective upon the date listed as "Effective Date" and shall remain in effect until the completion of all obligations of both Parties hereto, or _________________ from the Effective Date, whichever comes first, unless terminated or amended as provided herein. 4.1 Performance Time. Contractor will fully complete the Work within _________________________ from the date the City authorizes Contractor to proceed with the Work (“Performance Time”). 5.Liquidated Damages. If Contractor fails to complete the Work within the Performance Time, Contractor must pay liquidated damages in the amount of $________ per day for each day of unexcused delay in completion. 6.Standard of Care. All Work must be provided in a manner that meets or exceeds the standard of care applicable to the same type of work in the City of San 10 working days 2,800 six (6) months Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v.June 13, 2025 Page 3 Rafael. Contractor must promptly correct, at Contractor’s sole expense, any Work that the City determines is deficient or defective. 7.Permits and Licenses. Contractor, at its sole expense, must obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses including, but not limited to, the required California contractor’s license and a City business license. 8.Indemnification. Contractor will indemnify, defend with counsel acceptable to City, and hold harmless to the full extent permitted by law, City, its governing body, officers, agents, employees, and volunteers (the “Indemnitees”) from and against any and all liability, demands, loss, damage, claims, settlements, expenses, and costs (including, without limitation, attorney fees, expert witness fees, and costs and fees of litigation) (collectively, “Liability”) of every nature arising out of or in connection with the acts or omissions of Contractor, its employees, subcontractors, representatives, or agents in performing the Work of failing to comply with any obligation of Contractor under this Contract, except such Liability caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. This indemnification obligation is not limited by any limitation on the amount or type of damages or compensation payable under Workers’ Compensation or other employee benefit acts, or by insurance coverage limits, and will survive the expiration or early termination of this Contract. City will notify Contractor of any third-party claim pursuant to Public Contract Code section 9201. 9.Insurance. During the term of this Contract, and for any time period set forth in Exhibit B, Contractor shall procure and maintain in full force and effect, at no cost to City insurance policies with respect to employees and vehicles assigned to the performance of work under this Contract with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as defined in Exhibit B. 10.Labor Code Compliance. Unless the Contract Price is $1,000 or less, the Contract is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, beginning at section 1720, and the related regulations, including but not limited to requirements pertaining to wages, working hours and workers’ compensation insurance. Contractor must also post all job site notices required by laws or regulations pursuant to Labor Code section 1771.4. 10.1 Prevailing Wages. Each worker performing Work under this Contract is covered under Labor Code section 1720 or 1720.9, must be paid at a rate not less than the prevailing wage as defined in sections 1771 and 1774 of the Labor Code. The prevailing wage rates are on file with the City Engineer’s office and are available online at http://www.dir.ca.gov/DLSR. Pursuant to Labor Code section 1775, Contractor and any subcontractor will forfeit to City as a penalty up to $200 for each calendar day, or portion of a day, for each worker paid less than the applicable prevailing wage rate, in Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v.June 13, 2025 Page 4 addition to paying each worker the difference between the applicable wage rate and the amount actually paid. 10.2 Working Day. Pursuant to Labor Code section 1810, eight hours of labor consists of a legal day’s work. Pursuant to Labor Code section 1813, Contractor will forfeit to City as a penalty the sum of $25 for each day during which a worker employed by Contractor or any subcontractor is required or permitted to work more than eight hours during any one calendar day, or more than 40 hours per calendar week, unless such workers are paid overtime wages under Labor Code section 1815. All Work must be carried out during regular City working days and hours unless otherwise specified in Exhibit A or authorized in writing by City. 10.3 Payroll Records. Contractor and its subcontractors must maintain certified payroll records in compliance with Labor Code sections 1776 and 1812, and all implementing regulations promulgated by the Department of Industrial Relations (“DIR”). For each payroll record, Contractor and its subcontractors must certify under penalty of perjury that the information in the record is true and correct, and that it has complied with the requirements of Labor Code sections 1771, 1811, and 1815. Unless the Contract Price is under $25,000, Contractor must electronically submit certified payroll records to the Labor Commissioner as required under California law and regulations. 10.4 Apprentices. If the Contract Price is $30,000 or more, Contractor must comply with the apprenticeship requirements in Labor Code section 1777.5. 10.5 DIR Monitoring, Enforcement, and Registration. Project is subject to compliance monitoring and enforcement by the DIR pursuant to Labor Code section 1725.5, and, subject to the exception set forth below, Contractor and any subcontractors must be registered with the DIR to perform public works projects. The registration requirements of Labor Code section 1725.5 do not apply if the Contract Price is for under $25,000. 11.Workers’ Compensation Certification. Under Labor Code section 1861, by signing this Contract, Contractor certifies as follows: “I am aware of the provisions of Labor Code section 3700 which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.” 12.Termination. 12.1 Termination for Convenience. City reserves the right to terminate all or part of the Contract for convenience upon written notice to Contractor. Upon receipt of such notice, Contractor must: immediately stop the Work, including under any terms or conditions that may be specified in the notice; comply with City’s instructions to protect the completed Work and materials; and use its best efforts to minimize further costs. In the event of City’s termination for convenience, Contractor waives any claim for Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v.June 13, 2025 Page 5 damages, including for loss of anticipated profits from the Project. If City terminates the Contract for convenience, City will only owe Contractor payment for the Work satisfactorily performed before Contract termination, as well as five percent of the total value of the Work performed as of the date of notice of termination or five percent of the value of the Work yet to be completed, whichever is less, which is deemed to cover all overhead and profit to date. 12.2 Termination for Default. The City may terminate this Contract for cause for any material default. Contractor may be deemed in default for a material breach of or inability to perform the Contract, including Contractor’s refusal or failure to supply sufficient skilled workers, proper materials, or equipment to perform the Work within the Performance Time; refusal or failure to make prompt payment to its employees, subcontractors, or suppliers or to correct rejected work; disregard of laws, regulations, ordinances, rules, or orders of any public agency with jurisdiction over the Project; lack of financial capacity to complete the Work within the Performance Time; or responsibility for any other material breach of the Contract requirements. If City terminates the Contract for cause, City will only owe Contractor payment for the Work satisfactorily performed before Contract termination. In the event a termination for default is later determined to have been made wrongfully or without cause, then the termination shall be treated as a termination for convenience, and the Contractor shall have no greater rights than it would have had following a termination for convenience. 13.Dispute Resolution. Any dispute arising under or related to this Contract is subject to the dispute resolution procedures of Public Contract Code sections 9204 and 20104 et. seq., which are incorporated by reference. 14.Waiver. A waiver by City of any breach of any term, covenant, or condition in this Contract will not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, regardless of the character of any such breach. 15.Warranty. Contractor guarantees and warrants the Work and the materials used or provided for the Project for a period of one year, beginning upon City’s acceptance of the Work for the Project as complete (“Warranty Period”). During the Warranty Period, upon notice from the City of any defect in the Work or the materials, Contractor must, at its sole expense, promptly repair or replace the defective Work or materials, including repair or replacement of any other Work or materials that is or are displaced or damaged during the warranty work, excepting any damage resulting from ordinary wear and tear. 16.Worksite Conditions. 16.1 Clean and Safe. Contractor must maintain the Work site and staging and storage areas in a clean and neat condition and must ensure it is safe and secure. On a daily basis the Contractor must remove and properly dispose of debris and waste materials from the Work site. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v.June 13, 2025 Page 6 16.2 Inspection. Contractor will make the Work accessible at all times for inspection by the City. 16.3 Hazardous Materials. Unless otherwise specified in the Contract documents, this Contract does not include the removal, handling, or disturbance of any asbestos or other hazardous materials, as identified by any federal, state, or local law or regulation. If Contractor encounters materials on the Project site that Contractor reasonably believes to be asbestos or other hazardous materials, and the asbestos or other hazardous materials have not been rendered harmless, Contractor may continue Work in unaffected areas reasonably believed to be safe, but must immediately cease Work on the area affected and report the condition to City. No asbestos, asbestos- containing products or other hazardous materials may be used in performance of the Work. 16.4 Utilities, Trenching and Excavation. As required by Government Code section 4215, if, during the performance of the Work, Contractor discovers utility facilities not identified by City in the Contract documents, Contractor must immediately provide written notice to City and the utility. In performing any excavations or trenching work, Contractor must comply with all applicable operator requirements in Government Code sections 4216 through 4216.5. If the trenching or excavation extends deeper than four feet below the surface, then it must also comply with Public Contract Code section 7104. 17.Records. Unless otherwise specified in Exhibit A, Contractor must maintain and update a separate set of as-built drawings while the Work is being performed, showing changes from the Work as planned in Exhibit A, or any drawings incorporated into this Contract. The as-built drawings must be updated as changes occur, on a daily basis if necessary. 18.Conflicts of Interest. Contractor, its employees, subcontractors and agents, may not have, maintain or acquire a conflict of interest in relation to this Contract in violation of any City ordinance or policy or in violation of any California law, including under Government Code section 1090 et seq. and under the Political Reform Act as set forth in Government Code section 81000 et seq. and its accompanying regulations. Any violation of this Section constitutes a material breach of the Contract. 19.Non-Discrimination. No discrimination will be made in the employment of persons under this Contract because of the race, color, national origin, ancestry, religion, gender or sexual orientation of such person. 20.Independent Contractor. City and Contractor intend that Contractor will perform the Work under this Contract as an independent contractor. Contractor is solely responsible for its means and methods in performing the Work. Contractor is not an employee of City and is not entitled to participate in health, retirement or any other employee benefits from City. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v.June 13, 2025 Page 7 21.Assignment of Unfair Business Practice Claims. Under Public Contract Code section 7103.5, Contractor and its subcontractors agree to assign to City all rights, title, and interest in and to all causes of action it may have under section 4 of the Clayton Act (15 U.S.C. section 15) or under the Cartwright Act (Chapter 2 (commencing with section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the Contract or any subcontract. This assignment will be effective at the time City tenders final payment to Contractor, without further acknowledgement by the parties. 22.Notice. Any notice, billing, or payment required by or pursuant to the Contract documents must be made in writing, signed, dated and sent to the other party by personal delivery, U.S. Mail, a reliable overnight delivery service, or by email as a PDF (or comparable) file. Notice is deemed effective upon delivery unless otherwise specified. Notice for each party must be given as follows: City: Address: _______________________ City/State/Zip: San Rafael, CA 94901 Phone: _______________________ Attn: _______________________ Email: _______________________; CC public.works@cityofsanrafael.org Contractor: _______________________ Name: Address: _______________________ City/State/Zip: _______________________ Phone: _______________________ Attn: _______________________ Email: _______________________ 23.General Provisions. 23.1 Compliance with All Laws. Contractor will comply with all applicable federal, state, and local laws and regulations including, but not limited to, unemployment insurance benefits, FICA laws, conflict of interest laws, and local ordinances. Work may only be performed by qualified and experienced workers who are not employed by the City and who do not have any contractual relationship with City, with the exception of this Contract. 23.2 Provisions Deemed Inserted. Every provision of law required to be inserted in the Contract is deemed to be inserted, and the Contract will be construed and enforced as though such provision has been included. If it is discovered that through mistake or otherwise that any required provision was not inserted, or not correctly inserted, the Contract will be deemed amended accordingly. mpc.jmaher@gmail.com Petaluma, CA 94954 1200 Casa Grande Rd Adeel Shaikh adeels@cityofsanrafael.org 111 Morphew Street Michael Paul Company, Inc Julia Maher 415-725-9264 707-217-4287 Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. June 13, 2025 Page 8 23.3 Assignment and Successors. Contractor may not assign its rights or obligations under this Contract, in part or in whole, without City’s written consent. This Contract is binding on Contractor’s and City’s lawful heirs, successors and permitted assigns. 23.4 Third Party Beneficiaries. There are no intended third-party beneficiaries to this Contract. 23.5 Governing Law and Venue. This Contract will be governed by California law and venue will be in the Superior Court of Marin County, and no other place. 23.6 Amendment. No amendment or modification of this Contract will be binding unless it is in a writing duly authorized and signed by the parties to this Contract. Change orders requested by Contractor must be submitted and approved in writing by the City prior to work commencing. 23.7 Integration; Severability. This Contract and the Contract documents incorporated herein, including authorized amendments or change orders thereto, constitute the final, complete, and exclusive terms of the contract between City and Contractor. If any provision of the Contract documents, or portion of a provision, is determined to be illegal, invalid, or unenforceable, the remaining provisions of the Contract documents will remain in full force and effect. 23.8 Authorization. Each individual signing below warrants that he or she is authorized to do so by the party that he or she represents, and that this Contract is legally binding on that party. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporation Code section 313. [Signatures are on the following page.] Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. June 13, 2025 Page 9 The parties agree to this Contract as witnessed by the signatures below: CITY OF SAN RAFAEL: _________________________________ ________________________________, _________________________________ Executed on:_______________________ APPROVED AS TO FORM: Office of the City Attorney _________________________________ ________________________________, _________________________________ ATTEST: City Clerk _________________________________ ________________________________, _________________________________ CONTRACTOR: __________________________________ By: ____________________________ Name: ____________________________ Title: ____________________________ [If Contractor is a corporation, second corporate officer signature required] __________________________________ By: ____________________________ Name: ____________________________ Title: _____________________________ Contractor’s California License Number(s) and Expiration Date(s) (required under Section 7 of the Contract): ___________________________________ ___________________________________ Exhibit A: Scope of Work Exhibit B: Insurance Requirements Exhibit C: Bond Forms Exhibit D: Noncollusion Declaration Exhibit E: Bid Schedule (when applicable) Exhibit F: Subcontractor List Exhibit G: Original Contract END OF CONTRACT Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Michael Paul Company, Inc. Julia Maher 386001 10/31/26 President Chief Assistant City Attorney Andrea Visveshwara November 25, 2025 City Manager Cristine Alilovich City Clerk Lindsay Lara EXHIBIT A SCOPE OF WORK This is an Exhibit attached to, and made a part of the Contract by and between Contractor and the City providing for the referenced services. The Scope of Work includes: 1. Description of the Work: 1.1 Description: Michael Paul Company will perform the replacement of corrugated metal pipe (CMP) on Belvedere Street near Louise Street. 2. Specific Tasks: As part of the Scope of Work, the Contractor shall perform the following tasks: Task 1 – Remove 10 feet of existing 12-inch CMP and replace it with 12-inch HDPE DW pipe. DELIVERABLES Contractor’s deliverables under the Contract are enunciated throughout the Contract and include but are not limited to the following: 1. Project Deliverables: 1. Removal of 10 feet of existing 12-inch CMP and replacement with 12-inch HDPE DW pipe. METHOD OF PAYMENT Subject to the terms and conditions of this Contract, Contractor shall be paid on a basis set forth herein by the checked boxes below: ☒ A fixed fee for the work performed ☐ An hourly rate for the work performed based on the following hourly rates: SCHEDULE Work shall be performed within 10 working days of the notice to proceed. – END OF EXHIBIT A – Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Exhibit B Exhibit B INSURANCE REQUIREMENTS Contractor will, at all times under this Contract, maintain the insurance coverage required in this Exhibit B to cover the activities of Contractor and any subcontractors relating to or arising from performance of the Work. Each policy must be issued by a company licensed to do business in California, and with a strength and size rating from A.M. Best Company of A-VIII or better. Contractor must provide City with certificates of insurance and required endorsements as evidence of coverage with the executed Contract, or through the PINSAdvantage website https://www.pinsadvantage.com/ upon request by the City, and before the City authorizes Contractor to proceed with the Work. 1. Workers’ Compensation. Statutory coverage is required by the California Workers’ Compensation Insurance and Safety Act. If Contractor is self-insured, it must provide its duly authorized Certificate of Permission to Self-Insure. In addition, Contractor must provide employer’s liability insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease. 2. Liability. Commercial General Liability (“CGL”) insurance issued on an occurrence basis, including coverage for liability arising from Contractor’s or its subcontractor’s acts or omissions in performing the Work, including Contractor’s protected coverage, blanket contractual, products and completed operations, broad form property damage, vehicular coverage, and employer’s non-ownership liability coverage, with limits of at least $1,000,000 per occurrence and $2,000,000 general aggregate. 3. Automotive. Commercial automotive liability coverage for owned, non-owned and hired vehicles must provide coverage of at least $1,000,000 combined single limit per accident for bodily injury, death, or property damage. 4. Subrogation Waiver. Each required policy must include an endorsement that the insurer waives any right of subrogation it may have against the City or the City’s insurers. 5. Required Endorsements. The CGL policy and the automotive liability policy must include the following specific endorsements: (1) The City, including its Council, officials, officers, employees, agents, volunteers and consultants (collectively, “Additional Insured”) must be named as an additional insured for all liability arising out of the operations by or on behalf of the named insured, and the policy must protect the Additional Insured against any and all liability for Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Exhibit B personal injury, death or property damage or destruction arising directly or indirectly in the performance of the Contract. (2) The inclusion of more than one insured will not operate to impair the rights of one insured against another, and the coverages afforded will apply as though separate policies have been issued to each insured. (3) The insurance provided is primary and no insurance held or owned by City may be called upon to contribute to a loss (“primary and non-contributory”). (4) Any umbrella or excess insurance must contain or be endorsed to contain a provision that such coverage will also apply on a primary or non-contributory basis for the benefit of City before the City’s own insurance or self-insurance will be called upon to protect it as a named insured. (5) This policy does not exclude explosion, collapse, underground excavation hazard, or removal of lateral support. Failure to comply with these requirements shall be considered a material breach of contract. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms Exhibit C BOND FORMS Required for contracts over $25,000. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms Payment Bond City of San Rafael (“City”) and ______________________ (“Contractor”) have entered into a contract, dated Effective Date as listed in the attached contract (“Contract”) for work on the “Project” as listed in the attached contract. The Contract is incorporated by reference into this Payment Bond (“Bond”). 1. General. Under this Bond, Contractor as principal and ____________________________, its surety (“Surety”), are bound to City as obligee in an amount not less than $_________________, under California Civil Code sections 9550, et seq. 2. Surety’s Obligation. If Contractor or any of its subcontractors fails to pay any of the persons named in California Civil Code section 9100 amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of Contractor and its subcontractors, under California Unemployment Insurance Code section 13020, with respect to the work and labor, then Surety will pay for the same. 3. Beneficiaries. This Bond inures to the benefit of any of the persons named in California Civil Code section 9100, so as to give a right of action to those persons or their assigns in any suit brought upon this Bond. Contractor must promptly provide a copy of this Bond upon request by any person with legal rights under this Bond. 4. Duration. If Contractor promptly makes payment of all sums for all labor, materials, and equipment furnished for use in the performance of the Work required by the Contract, in conformance with the time requirements set forth in the Contract and as required by California law, Surety’s obligations under this Bond will be null and void. Otherwise, Surety’s obligations will remain in full force and effect. 5. Waivers. Surety waives any requirement to be notified of alterations to the Contract or extensions of time for performance of the Work under the Contract. Surety waives the provisions of Civil Code sections 2819 and 2845. City waives requirement of a new bond for any supplemental contract under Civil Code section 9550. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows: Attn: ___________________________________________ Address: _______________________________________ City/State/Zip: ___________________________________ Phone: _________________________________________ Fax: ___________________________________________ Email: _________________________________________ Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms 6. Law and Venue. This Bond will be governed by California law, and any dispute pursuant to this Bond will be venued in the Superior Court of Marin County, and no other place. Surety will be responsible for City’s attorneys’ fees and costs in any action to enforce the provisions of this Bond. 7. Effective Date; Execution. This Bond is entered into and effective on Effective Date as listed in the attached contract (“Contract”) for work. Three identical counterparts of this Bond, each of which is deemed an original for all purposes, are hereby executed and submitted. SURETY: ______________________________________________________ Business Name s/ ________________________________________________ __________________________________________________ Name/Title (Attach Acknowledgment with Notary Seal and Power of Attorney) CONTRACTOR: ___________________________________________________ Business Name s/ _______________________________________________ _________________________________________________ Name/Title s/ _______________________________________________ _________________________________________________ Name/Title APPROVED BY CITY: s/ ___________________________________ ______________________________ ROBERT F. EPSTEIN, City Attorney Date END OF PAYMENT BOND Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms Performance Bond City of San Rafael (“City”) and ________________________ (“Contractor”) have entered into a contract, dated Effective Date as listed in the attached contract (“Contract”) for work on the ”Project” as listed in the attached contract. The Contract is incorporated by reference into this Performance Bond (“Bond”). 1. General. Under this Bond, Contractor as Principal and ___________________________, its surety (“Surety”), are bound to City as obligee for an amount not less than $__________________ to ensure Contractor’s faithful performance of its obligations under the Contract, including its warranty obligations under the Contract. By executing this Bond, Contractor and Surety bind themselves and their respective heirs, executors, administrators, successors and assigns, jointly and severally, to the provisions of this Bond. 2. Surety’s Obligations; Waiver. If Contractor fully performs its obligations under the Contract, including its warranty obligations under the Contract, Surety’s obligations under this Bond will become null and void upon City’s acceptance of the Project, provided Contractor has timely provided a warranty bond as required under the Contract. Otherwise Surety’s obligations will remain in full force and effect until expiration of the one year warranty period under the Contract. Surety waives any requirement to be notified of and further consents to any alterations to the Contract made under the applicable provisions of the Contract documents, including changes to the scope of Work or extensions of time for performance of Work under the Contract. Surety waives the provisions of Civil Code sections 2819 and 2845. 3. Application of Contract Balance. Upon making a demand on this Bond for completion of the Work prior to acceptance of the Project, City will make the Contract Balance available to Surety for completion of the Work under the Contract. For purposes of this provision, the Contract Balance is defined as the total amount payable by City to Contractor as the Compensation minus amounts already paid to Contractor, and minus any liquidated damages, credits, or backcharges to which City is entitled under the terms of the Contract. 4. Contractor Default. Upon written notification from City that Contractor is in default under the Contract, time being of the essence, Surety must act within seven calendar days of receipt of the notice to remedy the default through one of the following courses of action: 4.1 Arrange for completion of the Work under the Contract by Contractor, with City’s consent, but only if Contractor is in default solely due to its financial inability to complete the Work; 4.2 Arrange for completion of the Work under the Contract by a qualified contractor acceptable to City, and secured by performance and payment bonds Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms issued by an admitted surety as required by the Contract documents, at Surety’s expense; or 4.3 Waive its right to complete the Work under the Contract and reimburse City the amount of City’s costs to have the remaining services completed. 5. Surety Default. If Surety defaults on its obligations under the Bond, City will be entitled to recover all costs it incurs due to Surety’s default, including legal, design professional, or delay costs. 6. Notice. Notice to Surety must be given or made in writing and sent to the Surety via personal delivery, U.S. Mail, or a reliable overnight delivery service, or by email as a PDF (or comparable) file. Notice is deemed effective upon delivery unless otherwise specified. Notice for the Surety must be given as follows: Attn: ___________________________________________ Address: ________________________________________ City/State/Zip: ____________________________________ Phone: _________________________________________ Fax: ___________________________________________ Email: __________________________________________ 7. Law and Venue. This Bond will be governed by California law, and any dispute pursuant to this Bond will be venued in the Superior Court of Marin County, and no other place. Surety will be responsible for City’s attorneys’ fees and costs in any action to enforce the provisions of this Bond. 8. Effective Date; Execution. This Bond is entered into and effective on Effective Date as listed in the attached contract (“Contract”) for work. Three identical counterparts of this Bond, each of which is deemed an original for all purposes, are hereby executed and submitted. SURETY: _____________________________________________ Business Name s/ ___________________________________________________ _____________________________________________________ Name/Title [print] (Attach Acknowledgment with Notary Seal and Power of Attorney) CONTRACTOR: ________________________________________ Business Name Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms s/ ___________________________________________________ _____________________________________________________ Name/Title s/ ___________________________________________________ _____________________________________________________ Name/Title APPROVED BY CITY: s/ ___________________________________ ______________________________ ROBERT F. EPSTEIN, City Attorney Date END OF PERFORMANCE BOND Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms Bid Bond ________________________________________(“Bidder”) has submitted a bid, dated _________________________ (“Bid”), to the City of San Rafael (“City”) for work on the _____________________________________________________________ (“Project”). Under this duly executed bid bond (“Bid Bond”), Bidder as Principal and _____________________________, its surety (“Surety”), are bound to City as obligee in the penal sum of ten percent of the maximum amount of the Bid (the “Bond Sum”). Bidder and Surety bind themselves and their respective heirs, executors, administrators, successors and assigns, jointly and severally, as follows: 1. General. If Bidder is awarded the Contract for the Project, Bidder will enter into the Contract with City in accordance with the terms of the Bid. 2. Submittals. Within ten days following issuance of the Notice of Award to Bidder, Bidder must submit to City the following: 2.1 Contract. The executed Contract, using the form provided by City in the Project contract documents (“Contract Documents”); 2.2 Payment Bond. A payment bond for 100% of the maximum Contract Price, executed by a surety licensed to do business in the State of California using the Payment Bond form included with the Contract Documents; 2.3 Performance Bond. A performance bond for 100% of the maximum Contract Price, executed by a surety licensed to do business in the State of California using the Performance Bond form included with the Contract Documents; and 2.4 Insurance. The insurance certificate(s) and endorsement(s) required by the Contract Documents, and any other documents required by the Instructions to Bidders or Notice of Award. 3. Enforcement. If Bidder fails to execute the Contract and to submit the bonds and insurance certificates as required by the Contract Documents, Surety guarantees that Bidder forfeits the Bond Sum to City. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows: Attn: ___________________________________________ Address: ________________________________________ City/State/Zip: ____________________________________ Phone: _________________________________________ Fax: ___________________________________________ Email: __________________________________________ Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Bond Forms 4. Duration and Waiver. If Bidder fulfills its obligations under Section 2, above, then this obligation will be null and void; otherwise it will remain in full force and effect for 60 days following the bid opening or until this Bid Bond is returned to Bidder, whichever occurs first. Surety waives the provisions of Civil Code §§ 2819 and 2845. This Bid Bond is entered into and effective on ________________________. SURETY: ___________________________________ Business Name s/__________________________________ ______________________________ Date ___________________________________ Name, Title (Attach Acknowledgment with Notary Seal and Power of Attorney) BIDDER: ___________________________________ Business Name s/__________________________________ ______________________________ Date ___________________________________ Name, Title END OF BID BOND Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Exhibit D Exhibit D NONCOLLUSION DECLARATION TO BE EXECUTED BY CONTRACTOR AND SUBMITTED WITH BID The undersigned declares: I am the _________________ of ____________________________, the party making the foregoing bid. The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid. The bidder has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or to refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder. All statements contained in the bid are true. The bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, to effectuate a collusive or sham bid, and has not paid and will not pay, any person or entity for such purpose. This declaration is intended to comply with California Public Contract Code § 7106 and Title 23 U.S.C § 112. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on _______________ [date], at __________________________________ [city], _______ [state]. s/________________________________________ __________________________________________ Name [print] END OF NONCOLLUSION DECLARATION Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Petaluma President Julia Maher Michael Paul Company, Inc. CA November 20, 2025 v. May 2025 Exhibit E Exhibit E BID SCHEDULE This Bid Schedule must be completed in ink and included with the sealed Bid Proposal. Pricing must be provided for each Bid Item as indicated. Items marked “(SW)” are Specialty Work that must be performed by a qualified Subcontractor. The lump sum or unit cost for each item must be inclusive of all costs, whether direct or indirect, including profit and overhead. The sum of all amounts entered in the “Extended Total Amount” column must be identical to the Base Bid price entered in Section 1 of the Bid Proposal form. AL = Allowance CF = Cubic Feet CY = Cubic Yard EA = Each LB = Pounds LF = Linear Foot LS = Lump Sum SF = Square Feet TON = Ton (2000 lbs.) BID ITEM NO. ITEM DESCRIPTION EST. QTY. UNIT UNIT COST EXTENDED TOTAL AMOUNT TOTAL BASE BID: Items 1 through _____ inclusive $___________________________ Note: The amount entered as the “Total Base Bid” should be identical to the Base Bid amount entered in Section 1 of the Bid Proposal form. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Exhibit E This Bid Proposal is hereby submitted on _________________________, 20______. s/ ___________________________________ ______________________________________ Name and Title s/ ___________________________________ ______________________________________ Name and Title _____________________________________ ______________________________________ Company Name License, Expiration Date, and Classification _____________________________________ ______________________________________ Address DIR Registration # _____________________________________ ______________________________________ City, State, Zip Phone _____________________________________ ______________________________________ Contact Name Contact Email Addenda. Bidder agrees that it has confirmed receipt of or access to, and reviewed, all addenda issued for this Bid. Bidder waives any claims it might have against the City based on its failure to receive, access, or review any addenda for any reason. Bidder specifically acknowledges receipt of the following addenda: Addendum: Date Received: Addendum: Date Received: #01 _____________ #05 _____________ #02 _____________ #06 _____________ #03 _____________ #07 _____________ #04 _____________ #08 _____________ END OF BID SCHEDULE Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. May 2025 Exhibit F Exhibit F SUBCONTRACTOR LIST For each Subcontractor that will perform a portion of the Work in an amount in excess of one-half of 1% of the bidder’s total Contract Price,1 the bidder must list a description of the Work, the name of the Subcontractor, its California contractor license number, the location of its place of business, its DIR registration number, and the portion of the Work that the Subcontractor is performing based on a percentage of the Base Bid price. DESCRIPTION OF WORK SUBCONTRACTOR NAME CALIFORNIA CONTRACTOR LICENSE NO. LOCATION OF BUSINESS DIR REG. NO. PERCENT OF WORK END OF SUBCONTRACTOR LIST 1 For street or highway construction this requirement applies to any subcontract of $10,000 or more. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB v. June 13, 2025 Exhibit F Exhibit G ORIGINAL CONTRACT Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Docusign Envelope ID: E3CE48A5-B41A-4E9A-B59E-6E00F6971B58Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Page 1 of 2 TERMS AND CONDITIONS 1.PURCHASE ORDER AS A CONTRACT This Agreement, if issued as the result of a request for quotation offer, bid invitation or other form of offer, is an acceptance of the Seller/Contractor’s offer and constitutes the contract between the City and Seller/Contractor. This Agreement, if issued as the result of a sealed bid with public opening or of a formal request for proposal, is a formal contract which incorporates the bid specifications. In this case, the terms, conditions, and provisions of the bid specifications take precedence over conflicting terms and conditions shown on this document. TERMS FOR PURCHASE OF GOODS 2.TITLE AND RISK OF LOSS The Seller assumes all risks in connection with the goods ordered herein until delivery is made to the City as specified, and the City has noted its acceptance. The goods being acquired under this Agreement are subject to inspection and testing by the City at the place of destination. If any goods are found at any time to be defective or nonconforming, the City, in addition to all other rights, shall have the right to reject and return them in whole or in part at the Seller’s expense and to receive full credit for them, or to require their replacement without additional cost to the City. 3.ACCEPTANCE Any additional or different terms or conditions which may appear in any communication from Seller are hereby expressly objected to and shall not be effective or binding unless specifically agreed to in writing by the City, and no such additional or different terms and conditions in any printed form of Seller shall become part of this Agreement despite the City's acceptance of goods or services unless such acceptance specifically recognizes and assents to their inclusion. Any objection by the Seller to the terms and conditions hereof shall be ineffective unless the City is advised in writing thereof within ten (10) days of the date of this Agreement. 4.SHIPPING INSTRUCTIONS A.All goods are to be shipped freight prepaid, F.O.B. Destination unless otherwise stated. Where the City has so authorized in writing on the face of this Agreement, goods may be shipped F.O.B. shipping point, but Seller shall prepay all shipping charges, route the goods by the cheapest common carrier, or the carrier specified and list said charges as a separate item on the Seller’s invoice. Each invoice for shipping charges shall be accompanied by the original or a copy of the bill indicating that such charges have been paid. The City will not accept C.O.D. shipments. Seller shall not insure the goods for the City’s account during shipment except upon the City’s express written request. B.Applicable shipping charges have either been included in the totals or are itemized separately on the face of the agreement. 5.SPECIAL CHARGES Seller shall be responsible for the payment of all charges for handling, packaging, wrapping, bags, containers, and related matters unless the City has assumed an express, written obligation for same on the face of this Agreement. 6.IDENTIFICATION All invoices, packages, shipping notices, instruction manuals, and other written documents affecting this Agreement shall contain an appropriate, identifying reference to this Agreement. Packing lists shall be enclosed in or attached firmly to the shipping package. In the case of multiple container shipments, the Packing slip shall be placed in the lead package. 7.DELIVERY Delivery shall be made within the time(s) specified on the face of this Agreement. Seller will not be held liable for failure to make timely delivery because of strikes, conscription of property, governmental regulations, acts of God, or any other causes beyond Seller’s control, provided an extension of time for delivery is obtained from the City as soon as practicable after Seller is aware that delivery is or may be late. TERMS FOR PUBLIC WORKS CONTRACTS (< $25,000) 8.PUBLIC WORKS The provisions of paragraphs 8 through 15 apply to public works contracts paid for in whole or in part out of public funds. Public works includes construction, alteration, demolition, installation, or repair work and can include preconstruction and post-construction activities. For a full definition of public works refer to Labor Code section 1720. Form approved by City Attorney (July 2025) 9.TIME FOR COMPLETION Contractor will fully complete the work within the timeframe specified on the face of this Agreement from the date the City authorizes Contractor to proceed with the work. 10. CONTRACT PRICE AND PAYMENT A.The contract price is the full and complete compensation for Contractor’s timely performance and completion of the work in accordance with this Agreement and includes all of Contractor’s direct and indirect costs to perform the work, including all labor, materials, supplies, equipment, taxes, insurance, bonds and all overhead costs. B.Contractor must submit an invoice on the first day of each month for the work performed during the preceding month and/or upon completion, itemizing labor, materials, equipment and any incidental costs incurred. Contractor warrants that title to all work, materials and equipment incorporated into the Work will pass to City free of any claims, liens, or encumbrances upon payment to Contractor. 11. STANDARD OF CARE All work must be provided in a manner that meets or exceeds the standard of care applicable to the same type of work in the City of San Rafael. Contractor must promptly correct, at Contractor’s sole expense, any work that the City determines is deficient or defective. 12. PERMITS AND LICENSES Contractor, at its sole expense, must obtain and maintain during the term of this Agreement, all appropriate permits, certificates and licenses including, but not limited to, the required California contractor’s license and a City business license. 13. INSURANCE Contractor, at its sole expense, must maintain during the term of this Agreement, the following insurance: A.Commercial General Liability (“CGL”) insurance issued on an occurrence basis, with limits of at least $1,000,000 per occurrence and $2,000,000 general aggregate. B.Commercial automotive liability coverage for owned, non-owned and hired vehicles with coverage of at least $1,000,000 combined single limit per accident for bodily injury, death, or property damage. C.Workers’ compensation coverage required by applicable law and employer’s liability insurance with limits of no less than $1,000,000 per accident for bodily injury or disease. D.Contractor waives any right of subrogation that an insurer may have against the City. The City shall be named as an additional insured under the general liability and automobile liability policies. Such insurance shall be primary and non-contributory. No insurance held or owned by the City may be called upon to contribute to a loss. Contractor shall submit proof of insurance acceptable to the City prior to the City authorizing the work. 14. LABOR CODE COMPLIANCE Unless the contract price is $1,000 or less, this Agreement is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, beginning at section 1720, and the related regulations, including but not limited to requirements pertaining to wages, working hours and workers’ compensation insurance. Contractor must also post all job site notices required by laws or regulations pursuant to Labor Code section 1771.4. A.Prevailing Wages. Each worker performing work under this Agreement covered under Labor Code section 1720 or 1720.9, must be paid at a rate not less than the prevailing wage as defined in sections 1771 and 1774 of the Labor Code. The prevailing wage rates are on file with the City Public Works office and are available online at http://www.dir.ca.gov/DLSR. Pursuant to Labor Code section 1775, Contractor and any subcontractor will forfeit to City as a penalty up to $200 for each calendar day, or portion of a day, for each worker paid less than the applicable prevailing wage rate, in addition to paying each worker the difference between the applicable wage rate and the amount actually paid. B.Working Day. Pursuant to Labor Code section 1810, eight hours of labor consists of a legal day’s work. Pursuant to Labor Code section 1813, Contractor will forfeit to City as a penalty the sum of $25 for each day during which a worker employed by Contractor or any subcontractor is required or permitted to work more than 8 hours during any one calendar day, or more than 40 hours per calendar week, unless such workers are paid overtime wages under Labor Code section 1815. All Work must be carried out during regular City working days and hours unless otherwise authorized in writing by City. Docusign Envelope ID: E3CE48A5-B41A-4E9A-B59E-6E00F6971B58 2025.0047Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Form approved by City Attorney (July 2025) Page 2 of 2 C.Payroll Records. Contractor and its subcontractors must maintain certified payroll records in compliance with Labor Code sections 1776 and 1812, and all implementing regulations promulgated by the Department of Industrial Relations. For each payroll record, Contractor and its subcontractors must certify under penalty of perjury that the information in the record is true and correct, and that it has complied with the requirements of Labor Code sections 1771, 1811, and 1815. D.Workers’ Compensation Certification. Under Labor Code section 1861, by accepting this Agreement, Contractor certifies as follows: “I am aware of the provisions of Labor Code section 3700 which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.” 15. WARRANTY Contractor guarantees and warrants the work and the materials used or provided for a period of one year, beginning upon City’s acceptance of the work. During this warranty period, upon notice from the City of any defect in the work or the materials, Contractor must, at its sole expense, promptly repair or replace the defective work or materials, including repair or replacement of any other work or materials that is or are displaced or damaged during the warranty work, excepting any damage resulting from ordinary wear and tear. GENERAL PROVISIONS 16.BREACH AND CANCELLATION OF AGREEMENT A.In the event the Seller/Contractor fails or refuses to deliver or provide the supplies, materials, equipment, or services within the time(s) specified herein, or fails or refuses to comply with any requirement of the terms and conditions of this Agreement, the City may serve notice in writing upon Seller/Contractor of its intention to purchase said supplies, materials, or equipment, or obtain said services from another source. Such notice shall contain the reasons for the City's intention to purchase from another source. Unless Seller/Contractor makes complete delivery and/or complies with all other terms and conditions of this Agreement within ten (10) days of serving of such notice, the City may make said purchase from another source. B.If said purchase is made at a price higher than the bid price, the Seller/Contractor shall be liable to the City for an amount not to exceed the difference between the actual purchase price and the price bid by Seller/Contractor. Payment shall be made to the City upon demand, and if any payments are owing to the Seller/Contractor by the City, such payments will be withheld and set off in an amount not to exceed the claim of the City against the Seller/Contractor. C.In the event any term or condition of this Agreement is violated as indicated in Paragraph (A) above, and Seller/Contractor fails or refuses to comply after notice is given by the City, the City shall have the additional right, without further notice, to cancel this Agreement. If said cancellation is made, Seller/Contractor will be declared to be an irresponsible vendor, in which case no contract shall be awarded to them by the City for a period of at least one year from date of cancellation of the Agreement. Only after Seller/Contractor submits evidence satisfactory to the City to substantiate Seller/Contractor’s ability to deliver materials, provide services, and otherwise comply with City specifications and bid provisions will said Seller/Contractor be deemed eligible. 17. NOTICE A written notice shall be deemed served upon sealing said notice in a postage paid envelope addressed to the other party to this Agreement and depositing the same with the United States Post Office. For purposes of this Agreement, all notices shall be addressed as follows: Administrative Services Director, City of San Rafael, 1400 Fifth Avenue, San Rafael, CA 94901. For purposes of this Agreement, all notices to Seller/Contractor shall be addressed as indicated on the face of this Agreement. 18. ROYALTIES AND PATENTS The Seller/Contractor shall be responsible for and shall pay all royalties and patent fees. The Seller/Contractor shall defend all suits and claims for infringement of any patent rights and shall defend, indemnify and hold City harmless from loss on account thereof. 19. TAXES A.Applicable sales and use taxes are either included in the totals of each item or are shown as separate items on the face of this Agreement. B.The City is exempt from payments of Federal Excise taxes. Exemption certificates will be furnished upon request. 20. LIENS, CLAIMS AND ENCUMBRANCES Seller/Contractor warrants and represents that all goods will, when delivered hereunder, be free and clear of all liens, claims, or encumbrances of any kind. 21. ASSIGNMENT Seller/Contractor shall not assign this contract, or the right to payment due hereunder, without City's prior written consent. 22. INDEMNIFICATION Seller/Contractor agrees to release, indemnify, hold harmless and defend City, its officers, agents, employees and volunteers from and against any and all claims, demands, liability, lawsuits or other actions for damage or injury to persons or property arising out of the Seller/Contractor' s operations under this Agreement, or the performance of this Agreement by Seller/Contractor or its officers, employees, partners, directors or agents. 23. CONFORMITY WITH LAW AND SAFETY A.Seller/Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies, having jurisdiction over the performance of this Agreement including all provisions of the Occupational Safety and Health Act of 1979 and all amendments thereto, and all applicable federal, state, municipal, and local safety regulations. Performance by Seller/Contractor must be in accordance with these ordinances, codes, and regulations. Seller/Contractor shall release, defend, indemnify and hold City harmless from any and all liability, fines, penalties, and consequences resulting from any non-compliance or violations of such laws, ordinances, codes, or regulations. B.If a death, serious personal injury, or substantial property damage occurs in connection with the performance of this Agreement, Seller/Contractor shall immediately notify the City by telephone. If any accident occurs in connection with the performance of this Agreement, Seller/Contractor shall promptly submit to City a written report, in such form as may be required by City. This report must include the following information: (1) the name and address of the injured or deceased person(s); (2) the name and address of Seller/Contractor’s subcontractor, if any; (3) the name and address of Seller/Contractor’s liability insurance carrier; and (4) a detailed description of the accident, including whether any of City’s equipment, tools, or material were involved. 24. NON-DISCRIMINATION Seller/Contractor hereby agrees not to discriminate against any employee or applicant for employment because of race, color, religion, ancestry, national origin, age, sex, pregnancy, marital status, disability, or sexual orientation. 25. ATTORNEY FEES If any action at law or inequity is brought to enforce or interpret any of the provisions of this Agreement, the prevailing party shall be entitled to reasonable attorney’s fees and costs of suit, in addition to any other relief to which it may be entitled. Said fees may be fixed by the court in the same action, or in a separate action brought for that purpose. 26. GOVERNING LAW This Agreement shall be governed by the laws of The State of California. 27. AMENDMENTS The terms and conditions of this Agreement shall not be altered or otherwise modified except by a duly executed written amendment to this agreement. 28. ENTIRE AGREEMENT A.The terms and conditions of this Agreement, including City's bid specifications and vendor’s invoice, and any other documents expressly incorporated by reference herein represent the entire Agreement between the parties hereto with respect to the subject matter hereof, and this Agreement shall supersede any and all other prior agreements regarding the subject matter between City and Seller/Contractor, either oral or written. No other agreement, statement, or promise relating to the subject matter of this Agreement shall be valid or binding except upon a duly executed written amendment to this Agreement. B.Should any conflicts arise between the terms and conditions of this Agreement and the terms and conditions of documents expressly incorporated herein, including vendor’s invoice, the terms and conditions of this Agreement and City's bid specifications shall control. Signed: ___________________________________________ Title: _____________________________________________ Docusign Envelope ID: E3CE48A5-B41A-4E9A-B59E-6E00F6971B58 President Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Certificate Of Completion Envelope Id: E3CE48A5-B41A-4E9A-B59E-6E00F6971B58 Status: Completed Subject: Docusign: PO as a Contract with Michael Paul Company for Belvedere St - Louise St CMP Replacement Source Envelope: Document Pages: 3 Signatures: 1 Envelope Originator: Certificate Pages: 4 Initials: 0 Shannon Mackle AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 111 Morphew St San Rafael, CA 94901 Shannon.Mackle@cityofsanrafael.org IP Address: 199.88.89.34 Record Tracking Status: Original 9/16/2025 10:00:48 AM Holder: Shannon Mackle Shannon.Mackle@cityofsanrafael.org Location: DocuSign Signer Events Signature Timestamp Julia Maher mpc.jmaher@gmail.com President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 192.184.232.10 Sent: 9/16/2025 10:07:03 AM Viewed: 9/16/2025 11:35:33 AM Signed: 9/16/2025 11:37:20 AM Electronic Record and Signature Disclosure: Accepted: 9/16/2025 11:35:33 AM ID: c5914088-6584-4891-baa7-bdecc292f67b Lindsay Lara Lindsay.Lara@cityofsanrafael.org City Clerk City of San Rafael Signing Group: City Clerk Security Level: Email, Account Authentication (None) Completed Using IP Address: 199.88.113.8 Sent: 9/16/2025 11:37:21 AM Viewed: 9/16/2025 3:27:05 PM Signed: 9/16/2025 3:27:16 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/16/2025 10:07:03 AM Certified Delivered Security Checked 9/16/2025 3:27:05 PM Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Envelope Summary Events Status Timestamps Signing Complete Security Checked 9/16/2025 3:27:16 PM Completed Security Checked 9/16/2025 3:27:16 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of San Rafael (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. 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All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of San Rafael: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: city.clerk@cityofsanrafael.org To advise City of San Rafael of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at city.clerk@cityofsanrafael.org and in the body of such request you must state: your Electronic Record and Signature Disclosure created on: 5/22/2025 12:46:43 PM Parties agreed to: Julia Maher Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from City of San Rafael To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to city.clerk@cityofsanrafael.org and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of San Rafael To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to city.clerk@cityofsanrafael.org and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide-signing-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check- box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that: You can access and read this Electronic Record and Signature Disclosure; and You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and Until or unless you notify City of San Rafael as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of San Rafael during the course of your relationship with City of San Rafael. Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. All following documents are attached as reference material. RESPONSIBLE PARTY DESCRIPTION COMPLETED Project Manager Email PINS insurance request to Contractor ☐ City Attorney’s Office Review, revise as needed, and approve agreement as to form Department Director Review and approve agreement Risk Management Confirm insurance documentation is complete Finance Review and sign off on funding availability TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Project Manager: Contractor Name: Contractor’s Contact: Contact’s Email: City Council Date: ☐ ___________________ or ☐ Not applicable ☐ FPPC: Check if Contractor must file Form 700 Michael Paul Company mpc.jmaher@gmail.com X Julia Maher Public Works Shannon Mackle (for Adeel Shaikh) X Docusign Envelope ID: 46165058-FE19-42E7-827F-E1DFB8FED4FB Certificate Of Completion Envelope Id: 46165058-FE19-42E7-827F-E1DFB8FED4FB Status: Completed Subject: DocuSign: Public Works Contract with Michael Paul Co for Belvedere-Louise CMP Source Envelope: Document Pages: 33 Signatures: 5 Envelope Originator: Certificate Pages: 5 Initials: 4 Shannon Mackle AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 111 Morphew St San Rafael, CA 94901 Shannon.Mackle@cityofsanrafael.org IP Address: 2601:644:8100:2 Record Tracking Status: Original 11/19/2025 1:51:18 PM Holder: Shannon Mackle Shannon.Mackle@cityofsanrafael.org Location: DocuSign Signer Events Signature Timestamp April Miller April.Miller@cityofsanrafael.org Public Works Director Security Level: Email, Account Authentication (None)Signature Adoption: Uploaded Signature Image Using IP Address: 199.88.89.34 Sent: 11/20/2025 9:27:02 AM Viewed: 11/20/2025 1:34:24 PM Signed: 11/20/2025 1:34:29 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Nataly Torres Nataly.Torres@cityofsanrafael.org Legal Assistant City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 11/20/2025 1:34:32 PM Viewed: 11/20/2025 1:48:16 PM Signed: 11/20/2025 1:48:25 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Van Bach vanb@cityofsanrafael.org Signing Group: Finance Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 11/20/2025 1:34:32 PM Viewed: 11/20/2025 4:07:06 PM Signed: 11/20/2025 4:07:28 PM Electronic Record and Signature Disclosure: Accepted: 11/20/2025 4:07:06 PM ID: 49309afc-f15f-4ece-90be-c596038186cc Julia Maher mpc.jmaher@gmail.com President Michael Paul Company, Inc. Security Level: Email, Account Authentication (None) Signature Adoption: Drawn on Device Using IP Address: 192.184.232.10 Signed using mobile Sent: 11/20/2025 4:07:30 PM Viewed: 11/20/2025 4:28:10 PM Signed: 11/20/2025 4:30:23 PM Electronic Record and Signature Disclosure: Accepted: 11/20/2025 4:28:10 PM ID: 3929f566-88ef-4553-94f0-c57f0f2b7b16 Signer Events Signature Timestamp Andrea Visveshwara Andrea.Visveshwara@cityofsanrafael.org Chief Assistant City Attorney City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 2600:6c52:7800:439:80f9:954:dd8a:852c Sent: 11/20/2025 4:30:26 PM Viewed: 11/24/2025 11:39:42 AM Signed: 11/24/2025 11:40:35 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Heather Davis Heather.Davis@cityofsanrafael.org Risk Manager City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 11/20/2025 4:30:26 PM Viewed: 11/25/2025 1:51:40 PM Signed: 11/25/2025 1:51:48 PM Electronic Record and Signature Disclosure: Not Offered via Docusign Cristine Alilovich Cristine.Alilovich@cityofsanrafael.org City Manager City of San Rafael Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 209.214.137.130 Sent: 11/25/2025 1:51:52 PM Viewed: 11/25/2025 3:16:42 PM Signed: 11/25/2025 3:16:49 PM Electronic Record and Signature Disclosure: Accepted: 8/8/2025 5:50:59 PM ID: 92734b64-c5dc-4308-af7f-b0f4b9ffd306 Lindsay Lara Lindsay.Lara@cityofsanrafael.org City Clerk City of San Rafael Signing Group: City Clerk Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.88.113.8 Sent: 11/25/2025 3:16:52 PM Viewed: 12/1/2025 12:52:56 PM Signed: 12/1/2025 12:53:39 PM Electronic Record and Signature Disclosure: Not Offered via Docusign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Nataly Torres Nataly.Torres@cityofsanrafael.org Legal Assistant City of San Rafael Security Level: Email, Account Authentication (None) Using IP Address: 199.88.113.8 Sent: 11/19/2025 3:22:57 PM Viewed: 11/20/2025 9:21:24 AM Completed: 11/20/2025 9:27:01 AM Electronic Record and Signature Disclosure: Not Offered via Docusign Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11/19/2025 3:22:57 PM Envelope Updated Security Checked 11/20/2025 9:27:01 AM Envelope Updated Security Checked 11/20/2025 9:27:01 AM Envelope Updated Security Checked 11/20/2025 9:27:01 AM Envelope Updated Security Checked 11/20/2025 9:27:01 AM Envelope Updated Security Checked 11/20/2025 9:27:01 AM Certified Delivered Security Checked 12/1/2025 12:52:56 PM Signing Complete Security Checked 12/1/2025 12:53:39 PM Completed Security Checked 12/1/2025 12:53:39 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of San Rafael (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact City of San Rafael: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: city.clerk@cityofsanrafael.org To advise City of San Rafael of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at city.clerk@cityofsanrafael.org and in the body of such request you must state: your Electronic Record and Signature Disclosure created on: 5/22/2025 12:46:43 PM Parties agreed to: Van Bach, Julia Maher, Cristine Alilovich previous email address, your new email address. We do not require any other information from you to change your email address. If you created a DocuSign account, you may update it with your new email address through your account preferences. To request paper copies from City of San Rafael To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to city.clerk@cityofsanrafael.org and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of San Rafael To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an email to city.clerk@cityofsanrafael.org and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide-signing-system-requirements. Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check- box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system. By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that: You can access and read this Electronic Record and Signature Disclosure; and You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and Until or unless you notify City of San Rafael as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of San Rafael during the course of your relationship with City of San Rafael.