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Contract - Irvine Pipeline - 1993-08-19 PROJECT NAME PROJECT NO 1112100-130 RECONSTRUCTING FORCE MAIN FOR ELDEN PUMP STATION PHASE I A G R E E M E N T THIS AGREEMENT is made and' entered into by and between the COSTA MESA SANITARY DISTRICT, a district formed pursuant to the Sanitary District Act of 1923, hereinafter called DISTRICT and IRVINE PIPELINE CO INC , hereinafter called "CONTRACTOR R E C I T A L S DISTRICT has taken appropriate proceedings to authorize construction of the public work and improvements herein provided and execution of this contract On August 19 1993 , after notice duly given, the DISTRICT BOARD awarded the contract for the construction of improvements hereinafter described to CONTRACTOR, which CONTRACTOR said BOARD found to be the lowest responsible bidder for construc- tion of said improvements T E R M S The parties hereto agree as follows 1 SCOPE OF WORK CONTRACTOR shall perform the work described briefly as follows PROJECT NO 1112100-130 RECONSTRUCTING FORCE MAIN FOR ELDEN PUMP STATION PHASE I ( 9/83 ) The aforesaid improvements are further described in the Contract Documents hereinafter referred to 2 CONTRACT DOCUMENTS The complete contract consists of the following documents This Agreement, Notice Inviting Sealed Proposals the Accepted Bid the complete plans, profiles , detailed drawings and specifications Faithful Performance Bond , Labor and Material Bond and Guarantee Bond Insurance Documents and all addenda setting forth any modifications or interpretations of said documents All rights and obligations of DISTRICT and CONTRACTOR are fully set forth and described in the Contract Documents The terms of this Agreement shall prevail over all written specifications except as provided for in any "Addendum attached hereto All of the above named documents are intended to cooperate so that any work called for in one and not mentioned in the other, or vice versa , is to be executed the same as if mentioned in all said documents The documents comprising the complete con- tract will hereinafter be referred to as the Contract Documents 3 SCHEDULE All work shall be performed in accordance with the schedule approved by DISTRICT ENGINEER and under his direction 4 EQUIPMENT - PERFORMANCE OF WORK CONTRACTOR shall furnish all tools equipment, apparatus , facilities labor and materials necessary to perform and complete in a good and workmanlike manner the work of general -2- construction as called for and in the manner designated in and in strict conformity with the plans and specifications for said work which said specifications are entitled Reconstructing Force Main for Elden Pump Station Phase I The equipment apparatus facilities labor and material shall be furnished and said work performed and completed as required in said plans and specifications to the satisfaction of and subject to the acceptance of the DISTRICT ENGINEER or his designated assistant 5 CONTRACT PRICE One Hundred Thirty-one Thousand Six Hundred Twenty-five ($131 625 00) Dollars with adjustments up or down in accordance with bid unit prices finally calculated by CONTRACTOR and DISTRICT 6 TIME OF PERFORMANCE The time fixed for the commencement of such work is within ten ( 10) days after the date of the contract and to complete said work within twenty-one ( 21 ) working days from the first day of commencement of such work 7 If such work be not completed within such time the DISTRICT BOARD or its designee shall have the right to increase the number of working days in the amount it may determine will best serve the interests of DISTRICT and if it desires to increase said number of working days it shall have the further right to charge to CONTRACTOR and deduct from the final payment for the work the actual cost of engineering construction review and other overhead expenses which are directly chargeable to CONTRACTOR and which accrue during the period of such extension except that the -3- cost of the final service and preparation of the final estimates shall not be included in such charges provided however , that no extension of time for the completion of such work shall ever be allowed unless , at least twenty (20 ) days prior to the time herein fixed for the completion thereof , or the time fixed by the DISTRICT BOARD or its designee for such completion as extended , CONTRACTOR shall have filed application for extension thereof in writing with the DISTRICT MANAGER addressed to the DISTRICT BOARD and its desig- nee In this connection it is understood that the DISTRICT MANAGER shall not transmit any such request to the DISTRICT BOARD if not filed within the time herein prescribed 8 OPTION OF DISTRICT TO TERMINATE AGREEMENT IN EVENT OF FAILURE TO COMPLETE WORK If CONTRACTOR shall have refused or failed to prosecute the work or any severable part thereof, with such diligence as will insure its completion within the time specified , or any extensions thereof , or shall have failed to complete said work within such time, or if CONTRACTOR should be adjudged a bankrupt or if CONTRACTOR should make a general assignment for the benefit of CONTRACTOR'S creditors, or if a receiver should be appointed in the event of CONTRACTOR S insolvency, of if CONTRACTOR, or any subcontractor should violate any of the provisions of this Agreement , the DISTRICT ENGINEER or the DISTRICT BOARD may give written notice to CONTRACTOR and CONTRACTOR S sureties of the intention to terminate this Agree- ment and unless within five ( 5 ) days after the serving of such notice, such violation shall cease and satisfactory arrangements for the correction thereof be made , this Agreement may, at the option of DISTRICT upon the expiration of said time cease and terminate -4- 9 LIQUIDATED DAMAGES In the event CONTRACTOR, for any reason, shall have failed to perform the work herein specified within the time herein required and to the satisfaction of DISTRICT Engineer , DISTRICT may in lieu of any other of its rights authorized by Paragraph 8 of this Agreement deduct from payments or credits due CONTRACTOR after such breach a sum equal to $100 00 as liquidated damages for each day beyond the date herein provided for the completion of such work 10 PERFORMANCE OF SURETIES In the event of any termination as hereinabove pro- vided , the DISTRICT shall immediately give written notice thereof to CONTRACTOR and CONTRACTOR'S sureties, and the sureties shall have the right to take over and perform the Agreement provided , however, that if the sureties, within five ( 5 ) days after giving them said notice of termination, do not give DISTRICT written notice of their intention to take over the performance of the Agreement and do not commence performance thereof within five (5 ) days after notice to the DISTRICT of such election DISTRICT may take over the work and prosecute the same to completion by contract or by any other method it may deem advisable for the account, and at the expense of CON- TRACTOR and the sureties shall be liable to DISTRICT for any excess cost or damages occasioned DISTRICT thereby and in such event, DISTRICT may , without liability for so doing take possession of, and utilize in completing the work such materials appliances, plant and other property belonging to CONTRACTOR as may be on the site of the work and necessary therefor -5- 11 DISPUTES PERTAINING TO PAYMENT FOR WORK Should any dispute arise respecting the true value of the work done of any work omitted , of any extra work which CONTRACTOR may be required to do or respecting the size of any payment to CONTRACTOR during the performance of this contract such dispute shall be decided pursuant to Section 1670, California Civil Code 12 PERMITS , COMPLIANCE WITH LAW CONTRACTOR shall , at CONTRACTOR'S expense , obtain all necessary permits and licenses for the construction of each improvement, give all necessary notices and pay all fees and taxes required by law 13 SUPERINTENDENCE BY CONTRACTOR CONTRACTOR shall give personal superintendence to the work on said improvement or have a competent foreman or super- intendent satisfactory to the DISTRICT ENGINEER on the work at all times during progress with authority to act for him 14 INSPECTION BY DISTRICT CONTRACTOR shall at all times maintain proper facili- ties and provide safe access for inspection by DISTRICT to all parts of the work and to the shops wherein the work is in preparation 15 EXTRA AND/OR ADDITIONAL WORK OR CHANGES Should DISTRICT at any time during the progress of said work request any alterations , deviations additions or omis- sions from said specifications or plans or other contract documents, it shall be at liberty to do so, and the same shall in no way affect or make void the contract but will be added to , or deducted from -6- the amount of said contract price , as the case may be , by a fair and reasonable valuation Request for such change must be made in writing signed by the DISTRICT ENGINEER shall be accompanied by plans and specifications for such purpose and shall be accepted in writing by CONTRACTOR 16 INSPECTION AND TESTING OF MATERIALS CONTRACTOR shall notify DISTRICT a sufficient time in advance of the manufacture or production of materials to be supplied by CONTRACTOR under this contract in order that DISTRICT may arrange for mill or factory inspection and testing of same Any materials shipped by CONTRACTOR from factory prior to having satisfactorily passed such testing and inspection by DISTRICT'S representative shall not be used on said improvement unless CONTRACTOR is previously notified by DISTRICT that such testing and inspection will not be required CONTRACTOR shall also furnish DISTRICT in triplicate certified copies of all required factory and mill test reports 17 PERMITS AND CARE OF THE WORK CONTRACTOR has examined the site of the work and is familiar with its topography and condition, location of property lines , easements , building lines and other physical factors and limitations affecting the performance of this Agreement CONTRAC- TOR, at CONTRACTOR S expense shall obtain any permission necessary for any operations conducted off the property owned or controlled by DISTRICT CONTRACTOR shall be responsible for the proper care and protection of all materials delivered and the work performed until completion and final inspection and acceptance -7- 18 OTHER CONTRACTS DISTRICT may award other contracts for additional work and CONTRACTOR shall fully cooperate with such other con- tractors and carefully fit CONTRACTOR'S own work to that provided under other contracts as may be directed by DISTRICT ENGINEER CONTRACTOR shall not commit or permit any act which will interfere with the performance of work by any other contractor 19 PAYMENTS TO CONTRACTOR On or before the 25th day of each and every month dur- ing the performance of the work, CONTRACTOR shall submit to DISTRICT ENGINEER an itemized statement of quantities with unit prices of materials incorporated into the improvement during the preceding month or if the contract price is a lump sum an estimate of the percentage of the total work incorporated into the improvement dur- ing the preceding month and the portion of the contract sum applic- able thereto On approval in writing of said statement by DISTRICT ENGINEER it shall be submitted to the DISTRICT FINANCE OFFICER and then to the DISTRICT BOARD It is understood and agreed between parties that lead time for processing invoices for inclusion on the warrant list of the DISTRICT has been established by the DISTRICT FINANCE OFFICE and that invoices for payment will be processed and paid in accordance with any established rules and regulations of said DISTRICT FINANCE OFFICER Within three ( 3 ) days following said submission to the DISTRICT BOARD DISTRICT shall forward said approved warrants to the County Auditor for approval and the processing of payment to CONTRACTOR Said payment shall be based upon ninety-five per- cent ( 95% ) of the contract price for labor, material and equipment -8- used or incorporated into the project during the period covered by CONTRACTOR 'S invoice Deposit in the United States mail consti- tutes legal payment of said sum The remaining five percent ( 5% ) thereof shall be paid to CONTRACTOR thirty-five ( 35 ) days after final acceptance of the work by DISTRICT on duly certified voucher therefor and after CONTRACTOR shall have furnished DISTRICT with a release of , or bond against all claims against DISTRICT, if required by DISTRICT, arising under and by virtue of this contract and work done and materials furnished hereunder In the event that there are any claims specifically excepted by CONTRACTOR, if permitted by DISTRICT from the operation of the release there shall be retained by DISTRICT stated amounts to be set forth therein , and approved by DISTRICT Engineer 20 CONTRACT SECURITY Concurrently with the execution hereof , CONTRACTOR shall furnish ( 1 ) a surety bond in an amount equal to one hundred percent ( 100% ) of the contract price as security for the Faithful Performance of this contract ( 2 ) a separate surety bond in an amount equal to at least one hundred percent ( 100% ) of the contract price as security for the payment of all persons performing labor and furnishing materials in connection with this contract and ( 3 ) in addition to the Faithful Performance Bond and the Labor and Material Bond CONTRACTOR shall also furnish to DISTRICT a "Guarantee Bond in the amount of Ten Thousand Dollars ( $10 , 000 ) or ten percent ( 10% ) of the contract price whichever is greater as security for this guarantee to be retained by DISTRICT for a period of one ( 1 ) year after the date of written acceptance by DISTRICT, of all work performed under this contract Sureties -9- in each of said bonds and the form thereof shall be satisfactory to DISTRICT 21 INDEMNIFICATION CONTRACTOR hereby agrees to protect, defend indemnify and hold DISTRICT its elective board , officers , agents and employees harmless from and against any and all attorneys ' fees, costs, ex- penses or damages of any nature, by reason of injury sustained by any person, including death at any time resulting therefrom or by reason of loss of, loss of use of , injury to or destruction of prop- erty including consequential damages of any nature resulting there- from, arising out of performance of this contract by or on behalf of CONTRACTOR including damages occasioned by or allegedly occasioned by joint or contributory negligence or omission or affirmative acts in connection with supervision or direction of the work by DISTRICT its elective or appointed board , officers , agents or employees The provisions of the foregoing paragraph shall in no event apply to damages occasioned by the sole negligence of DISTRICT its elective board , officers , agents or employees CONTRACTOR further agrees to protect, defend indem- nify and hold DISTRICT free and harmless from and against any and all obligations and liabilities under any statutes , laws or regula- tions pertaining to provisions of a safe place for the employment of workers (Safe Place Statutes ) or any similar statutes , laws or regulations with respect to injury sustained , including death at any time resulting therefrom by any employee of CONTRACTOR, CON- TRACTOR'S subcontractors, or others performing under this contract on behalf of CONTRACTOR -10- DISTRICT does not, and shall not, waive any rights against CONTRACTOR which it may have by reason of the aforesaid hold harmless agreements because of the acceptance by DISTRICT or the deposit with DISTRICT by CONTRACTOR of any of the insurance policies hereinafter described in Paragraph 22 hereof The aforesaid hold harmless agreements by CONTRACTOR shall apply to all damages and claims for damages of every kind suffered , or alleged to have been suffered , including but not limited to attorneys ' fees by reason of the aforesaid operations of CONTRACTOR or any subcontractor or others performing on behalf of CONTRACTOR, regardless of whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages 22 INSURANCE CONTRACTOR shall not commence work under this con- tract until he shall have obtained all insurance required under this section and such insurance shall have been approved by DISTRICT as to form, amount and carrier, nor shall CONTRACTOR allow any subcon- tractor to commence work on his subcontract until all similar insurance required of the subcontractor shall have been so obtained and approved Failure of CONTRACTOR to supply and failure of DISTRICT to secure and/or approve specified insurance shall not alter or invalidate the provisions of Section 21 of this contract A Workers ' Compensation Insurance CONTRACTOR shall take out and maintain during the life of this contract workers' compensation insurance and , if -11- any work is sublet CONTRACTOR shall require subcontractor similarly to provide workers compensation insurance CONTRACTOR agrees to indemnify DISTRICT for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain such insurance Said workers compensation insurance shall name the COSTA MESA SANITARY DISTRICT as an additional insured with respect to operations conducted by CONTRACTOR on behalf of DISTRICT Said workers ' compensation insurance shall provide that the insur- ance may not be cancelled without ten ( 10 ) days advance notice of such cancellation to DISTRICT B Public Liability and Property Damage Insurance CONTRACTOR shall take out and maintain during the life of this contract such public liability and property damage insurance as shall protect DISTRICT , its elective and appointive board officers , agents and employees, CONTRACTOR and any subcon- tractors performing work covered by this contract from claims for damages for personal injury including death as well as from claims for property damage which may arise from CONTRACTOR S or any subcon- tractor ' s operations under this contract whether such operations be by CONTRACTOR or by any subcontractor , or by anyone directly or indirectly employed by either CONTRACTOR or any subcontractor and the amount of such insurance shall be as follows ( 1 ) Public Liability and Property Damage Insur- ance on account of bodily injuries including death resulting there- from in the sum of not less than Five Million Dollars ( $5 000 000 00 ) combined single limit resulting from any one accident which may -12- arise from the operations of the CONTRACTOR in performing the work provided for herein ( 2 ) Said Public Liability and Property Damage Insurance ( including automobile ) shall be endorsed to name the COSTA MESA SANITARY DISTRICT, its elective board , officers, agents and employees as additional insureds with respect to all operations performed by or on behalf of CONTRACTOR Said policy shall be endorsed to provide that coverage shall not be reduced or cancelled unless and until ten ( 10 ) days advance notice of such reduction and/or cancellation has been mailed to the DISTRICT ( 3 ) Said Public Liability and Property Damage Insurance ( including automobiles ) shall include contractual liabil- ity insurance applying to liability assumed under this contract ( 4 ) Said Public Liability and Property Damage Insurance shall be endorsed to stipulate that such insurance as is afforded to the COSTA MESA SANITARY DISTRICT, its elective board officers , agents and employees shall be primary insurance and not contributing with any other insurance maintained by the DISTRICT 23 PROOF OF INSURANCE CONTRACTOR shall furnish DISTRICT, through the DIS- TRICT ENGINEER, concurrently with the execution hereof with satis- factory proof of carriage of the insurance required and adequate legal assurance that each carrier will give DISTRICT at least ten ( 10 ) days prior notice of the cancellation of any policy during the effective period of this contract 24 LEGAL WORK DAY - PENALTIES FOR VIOLATION Eight ( 8 ) hours of labor shall constitute a legal day' s work CONTRACTOR shall not require more than eight ( 8 ) -13- hours labor in a day from any person employed by CONTRACTOR in the performance of such work CONTRACTOR shall forfeit as a penalty to DISTRICT the sum of Twenty-Five Dollars ( $25 00 ) for each laborer workman or mechanic employed in the execution of this contract by CONTRACTOR or by any subcontractor for each calendar day during which such laborer , workman or mechanic is required or permitted to labor more than eight ( 8 ) hours in violation of the provisions of Section 1815 of the Labor Code of the State of California 25 PREVAILING WAGE SCALE The minimum compensation to be paid for labor upon all work performed under this contract shall be the general pre- vailing wage scale established by Department of Industrial Safety for the State of California and as adopted by DISTRICT CONTRACTOR shall comply in all respects with Title 40 U S C Section 276a, also known as 'The Davis-Bacon Act" where federal funds are involved and CONTRACTOR shall also comply in all respects with California Labor Code Sections 1770 et seq if applicable Each contractor engaged in the construction, prosecu- tion completion or repair of any public building or public work or building or work financed in whole or in part by loans or grants from the United States shall furnish each week to the DISTRICT FINANCE OFFICER a statement with respect to the wages paid each of its employees during the preceding weekly payroll period 26 EMERGENCY - ADDITIONAL TIME FOR PERFORMANCE - PROCUREMENT OF MATERIALS If because of war or other declared national emer- gency the Federal or State government restricts regulates or -14- controls the procurement and allocation of labor or materials, or both and if solely because of said restrictions regulations or controls CONTRACTOR is through no fault of CONTRACTOR, unable to perform this Agreement, or the work is thereby suspended or delayed any of the following steps may be taken A DISTRICT may, pursuant to resolution of the BOARD, grant CONTRACTOR additional time for the performance of this Agree- ment sufficient to compensate in time for said delay or suspension To qualify for such extension of time CONTRACTOR within three ( 3 ) days of CONTRACTOR'S discovering such inability to perform shall notify DISTRICT Engineer in writing thereof and give specific reasons therefor DISTRICT ENGINEER shall thereupon have sixty ( 60 ) days within which to procure such needed materials or labor as it is specified in this Agreement, or permit substitution, or provide for changes in the work in accordance with other provi- sions of this Agreement Substituted materials, or changes in the work , or both , shall be ordered in writing by DISTRICT ENGINEER, and the concurrence of the BOARD shall not be necessary All reasonable expenses of such procurement incurred by the DISTRICT ENGINEER shall be defrayed by CONTRACTOR or B If such necessary materials or labor cannot be procured through legitimate channels within sixty (60 ) days after the filing of the aforesaid notice either party may upon thirty ( 30 ) days written notice to the other, terminate this Agreement In such event, CONTRACTOR shall be compensated for all work executed upon a unit basis in proportion to the amount of the work completed , or upon a cost plus ten percent ( 10% ) basis whichever is the lesser -15- Materials on the ground in process of fabrication or en route upon the date of notice of termination specially ordered for the project and which cannot be utilized by CONTRACTOR, shall be com- pensated for by DISTRICT at a cost, including freight , provided that CONTRACTOR shall take all steps possible to minimize this obligation or C DISTRICT BOARD, by resolution may suspend this Agreement until the cause of inability to perform is removed , but for a period of not to exceed ninety (90 ) days If this Agreement is not cancelled and the inability of CONTRACTOR to perform con- tinues without fault on CONTRACTOR'S part, beyond the time during which the agreement may have been suspended , as hereinabove pro- vided DISTRICT BOARD may further suspend this Agreement, or either party hereto may, without incurring any liability, elect to declare this Agreement terminated upon the ground of impossibility of per- formance In the event DISTRICT declares this Agreement terminated such declaration shall be authorized by the DISTRICT BOARD, by reso- lution, and CONTRACTOR shall be notified in writing thereof within five ( 5 ) days after the adoption of such resolution Upon such termination CONTRACTOR shall be entitled to proportionate compen- sation at the agreement rate for such portion of the Agreement as may have been performed or D DISTRICT may terminate this Agreement in which case CONTRACTOR shall be entitled to proportionate compensation at the agreement rate for such portion of the Agreement as may have been performed Such termination shall be authorized by resolution of the BOARD Notice thereof shall be forthwith given in writing -16- to CONTRACTOR and this Agreement shall be terminated upon receipt by CONTRACTOR of such notice 27 PROVISIONS CUMULATIVE The provisions of this Agreement are cumulative and in addition to, and not in limitation of , any other rights or remedies available to DISTRICT 28 NOTICES It shall be the duty and responsibility of CONTRACTOR to notify subcontractors and materialmen of the following special noticeSprovision namely, all notices of intention to lien or stop notices shall be either personally delivered or transmitted by certified mail , but in either event said notices shall be directed only to the DISTRICT FINANCE OFFICER and to no other department All notices shall be in writing and delivered in person or transmitted by certified mail , postage prepaid Notices required to be given to DISTRICT shall be addressed as follows COSTA MESA- SANITARY DISTRICT 77 Fair Drive Costa Mesa, California 92626 Notices required to be given to CONTRACTOR shall be addressed as follows IRVINE PIPELINE CO INC 5959 Jasmine Street Riverside California 92504 -17- Notices required to be given to CONTRACTOR S sureties shall be addressed as follows Dated this 19th day of August , 19 93 COSTA MESA SANITARY DISTRICT President ATTEST BY Secretary APPROVED AS TO FORM CONTRACTOR IRVINE PIPELINE CO INC By By '��— sSw.sco Attorn for District Au on ed gent .i« P2.s APPROVED AS TO CONTENT By tract Engineer -18-