11-RFP 3845 On Call Concrete Related Services.pdf

REQUEST FOR PROPOSAL #3845

ON-CALL CONCRETE RELATED SERVICES -SMALL PROJECTS

REQUEST FOR PROPOSAL (RFP) ISSUED: 7/28/2025

DEADLINE FOR SUBMITTAL OF QUESTIONS: 2:00 PM, 8/6/2025

ELECTRONIC PROPOSAL DUE BY: 4:00 PM, 8/18/2025

ATTENTION ALL PROPOSERS

To ensure receipt of the latest information and updates regarding this solicitation and to submit a proposal, interested parties must register online at EMWD e-Procurement.

Buyer: James Olivas, Senior Buyer Phone: (951) 928-3777, ext. 4531 Email: olivasj@emwd.org

KEY DATES

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Table of Contents

1. PROJECT INTRODUCTION AND OVERVIEW

2. SCOPE OF WORK

3. KEY DATES, SUBMITTAL INFORMATION AND INSTRUCTIONS

4. EVALUATION OF PROPOSALS

5. AWARD PROCESS

6. TERMS AND CONDITIONS

7. GENERAL SAFETY REQUIREMENTS – (REV. 12/08)

8. INJURY & ILLNESS PREVENTION PROGRAM (IIPP)

9. INSURANCE REQUIREMENTS – (REV. 03/2022)

REQUIRED SUBMITTALS

RFP Price Form

Proposer’s Business Information

Business References

Additions, Deletions and/or Exceptions

Qualifications and Experience

CARB Contractor Mobile Source Form

Insurance Affidavit

Contractor’s CAL/OSHA Compliance History

Iran Contracting Act Certification

Submittal Check-off List

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EASTERN MUNICIPAL WATER DISTRICT

RFP #3845

ON-CALL CONCRETE RELATED SERVICES -SMALL PROJECTS

1. PROJECT INTRODUCTION AND OVERVIEW

1.1 PURPOSE OF REQUEST FOR PROPOSAL

The purpose of this Request for Proposal (RFP) is to solicit proposals, through a competitive process, for on-call concrete related services, for work designated as small projects. Small projects are defined as projects under $35,000.

Following receipt of proposals, Eastern Municipal Water District (EMWD) may, at its discretion, elect to shortlist to a select few to participate in the interview stage of the selection process. It is the intent of EMWD to receive responses to the RFP and, if appropriate, conduct individual interviews in order to select a Company which, in the opinion of EMWD, is the best suited to perform the work. The purpose of this RFP, therefore, is to provide EMWD with the information necessary in order to select the most advantageous Proposer. EMWD may elect to award multiple contractors a contract for these services.

The terms and conditions contained herein constitute the full and complete understanding of the parties. However, should your firm request additional contractual terms and conditions for consideration, such requests must be clearly identified on the Additions, Deletions and/or Exceptions Exhibit and submitted at the time of proposal submission. No additional terms and conditions will be accepted following receipt of proposals, and EMWD will consider such additional contractual terms and conditions as part of its evaluation process.

1.2 GENERAL OVERVIEW – DISTRICT

As a member of the Metropolitan Water District of Southern California (Metropolitan), Eastern Municipal Water District (EMWD) was organized under the Municipal Water District Act of 1911 for the primary purpose of importing Colorado River water to augment local water supplies. Over the past 75 years, EMWD has grown substantially and, today, provides water, wastewater, and recycled water service to a population of approximately 1 million people within a 601 square mile service area. The District is governed by a publicly elected Board of five Directors who are elected for four-year terms serving comparably sized districts based on population.

Retail customers of EMWD are located within the cities of Canyon Lake, Hemet, San Jacinto, Menifee, Moreno Valley, Murrieta, Perris, Fallbrook, and Temecula, as well as the unincorporated communities of French Valley, Good Hope, Homeland, Lakeview, Mead Valley, Murrieta Hot Springs, Nuevo, Romoland, Valle Vista, and Winchester. The District also supplies water on a wholesale basis to the Cities of Hemet and San Jacinto; the Lake Hemet Municipal Water District; Fallbrook Public Utility District; Rainbow Municipal

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Water District, Nuevo Water Company; and Rancho California Water District. The District operates four regional water reclamation facilities generating approximately 50 million gallons of treated wastewater daily, two water filtration plants, and three groundwater desalination plants.

1.3 COMMITMENT TO EXCELLENCE

EMWD has a vision to be a leader in performance, technology, and advocacy. As part of our commitment to excellence, we actively pursue awards for our programs and projects. Vendors and consultants awarded this contract may be expected to assist in writing award applications related to their work. Your insights and expertise are vital in enhancing the quality and competitiveness of these submissions, promoting recognition of our collaborative achievements.

1.4 LICENSE REQUIREMENTS:

Contractors shall have a valid CSLB C-8 Concrete or CSLB B General Building Contractors license.

1.5 CONTRACT TERM:

The term of this agreement shall be for five years.

1.6 PREVAILING WAGES:

Payment of prevailing wage rate is required.

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2. SCOPE OF WORK

2.1 BACKGROUND

This Request for Proposal (RFP) solicits qualification statements from licensed concrete contractors for the purpose of assisting the Field Construction and Facilities departments on small project. For the purposes of this RFP, a small project is defined as a project not exceeding $35,000 in total project cost. The work occurs within EMWD’s service area, and may be located on public areas along with EMWD facilities. EMWD is averaging approximately 50 projects per year in this price range.

2.2 TECHNICAL/SPECIFICATIONS

An invitation for a job walk will be sent to the selected Contractor(s) for as- needed projects. EMWD reserves the right to assign any portion of work to the Contractor and may choose to perform some of the work using EMWD staff. All work shall meet and comply with city standards and regulations where work is being completed. There is no minimum guarantee for work that will be assigned to selected contractor(s).

The Contractor(s) shall provide highly skilled (journey level) personnel capable of performing concrete forming/finishing, concrete driveways, remove and replace cross gutters, concrete foundations, stamped concrete, and minor concrete work.

2.3 SAFETY REQUIREMENTS

Contractor shall comply with the highest safety standards when performing services and shall comply with EMWD Safety Policy & Standards, CAL OSHA regulations.

2.4 PROJECT SCHEDULES

Job walks will be conducted on an as-needed basis. The Contractor shall inspect the site within a timeframe as arranged by the designated EMWD representative. An estimated cost for the work to be performed shall be prepared and submitted within three (3) business days of inspection. Estimates from Contractor will be evaluated, and projects will be awarded, scheduled, and coordinated with EMWD Staff.

2.5 PRICING/ESTIMATES

Contractor(s) shall provide a separate schedule of values for any equipment and/or labor not provided on pricing page (separate attachment).

All estimates shall be provided as follows:

a. Estimates shall include all labor material and equipment cost, and estimated completion date.

b. It shall be the Contractor's responsibility to ensure they have all information to prepare accurate estimates. The Contractor shall receive authorization and approval from designated EMWD representative before commencing work.

c. Should any changes in the specifications be required, the Contractor shall submit to the EMWD, in writing, a formal request for a change in the scope of work.

Work shall not proceed until approved by the designated EMWD representative

d. Unauthorized work performed under this contract shall be at the Contractor’s risk

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and own expense. EMWD shall not be responsible for payment to the Contractor for any work that was performed without obtaining authorization. At the discretion of the EMWD, payment may be authorized.

e. All invoices shall be itemized with costs separated by materials, labor, and miscellaneous.

f. Payment of prevailing wage rate required.

2.6 PROJECT CONSTRAINTS

Work shall take place during normal business hours, Monday through Friday 8:00 A.M. to 5:00 P.M. Work outside of normal business hours shall be approved by and coordinated with EMWD staff.

2.7 WASTE DISPOSAL

Contractor shall dispose of waste and unsuitable materials collected while performing services for EMWD. Waste shall never be disposed of on EMWD property. The Contractor is solely responsible for all damages or regulations violated in the disposal of waste material. Contractor holds the EMWD faultless and free from liability for all damages and costs incurred as a result of Contractor's actions. It shall be the responsibility of the Contractor to pay all fines, fees, and costs incurred in the disposal of waste material. The work also includes removal, transport, and disposal of all materials and trash generated by all work included in this scope, including but not limited to:

a. All materials used for work area preparation

b. Soil, concrete, and asphalt

c. All materials congregated after or during the project

2.8 TRAINING

Contractor shall, at Contractor's expense, follow all federal, state, and local statutes and regulations related to training, including annual refresher courses, and supervisory courses. When requested by the EMWD, Contractor shall provide EMWD with copies of all applicable United States Department of Labor Occupational Safety and Health Administration (OSHA) and/or other relevant federal or state agency training certificates, and other documentation, for all individuals who perform work under this Agreement.

2.9 EMWD RESPONSIBILITIES

EMWD shall provide description of the work to be performed by EMWD in conjunction with the work performed by the contractor such as plan checks, installation of equipment, or electrical services, etc.

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3. KEY DATES, SUBMITTAL INFORMATION AND INSTRUCTIONS

3.1 PROJECT SPECIFIC DATES

The following table identifies the estimated dates/time frame for receipt, evaluation, and award of this work. Please note the following key dates when preparing your response to this RFP.

Description Date

Release of RFP to Supplier/Contractors 7/28/2025

Deadline for Submittal of Questions Regarding RFP (see 3.3)

2:00 PM, 8/6/2025

Response to Questions Submitted 8/11/2025

Proposal Due Date 4:00 PM, 8/18/2025

Proposal Review 9/1/2025

Supplier/Contractor Recommendation 9/5/2025

Board Approval (if applicable) 11/5/2025

Approximate start date 11/10/2025

3.2 PRE-PROPOSAL CONFERENCE/SITE VISIT/MEETING-

A pre-proposal site visit is not required for this project and will not be scheduled.

3.3 QUESTION SUBMITTAL

All general inquiries shall be directed to James Olivas in the Purchasing and Contracts Department at (951) 928-3777, ext. 4531. To be given consideration, all technical inquiries regarding this RFP shall be submitted on the EMWD e-Procurement website, under Questions and Answers (Q & A) tab, by the deadline as specified in section 3.1.

3.4 PROPOSAL SUBMITTAL INFORMATION

Proposals will be received electronically via EMWD on-line bid management website at EMWD e-Procurement. Proposals submitted by any other method such as a hard copy, fax, or email will be disqualified. It is the Proposer’s sole responsibility to ensure that their proposal, inclusive of any or all addenda, is uploaded to the proper place and at the proper time. Proposers are encouraged to not wait until the deadline to submit proposals, as system-related difficulties and/or questions may arise. Respondents should contact a system representative at (800) 354-8010 x2 if they encounter problems during the online uploading. Any proposal received after the scheduled closing time for receipt of proposals will not be considered. To assure consideration, all proposals shall include specified forms and additional submittals to address all evaluation criteria. Mistakes may be crossed out and corrections made adjacent, however, each correction must be initialed by the person signing the proposal.

At the time of the proposal submittal, it is presumed that each Proposer has read and is thoroughly familiar with the specifications and contract documents (including all Addenda).

Should the Proposer not bid on a particular item, please enter “No Bid” next to each item not bid.

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Note: Proposals are sealed and cannot be viewed by EMWD until the closing date and time. Proposals may be withdrawn on EMWD e-Procurement website, if you need to withdraw your bid, you may do so any time before the bid deadline, by going back into the system and selecting “withdraw”.

Alternate proposals: If the bidder submits an alternate proposal, each alternate will be submitted as a completely separate response, including all documents, signatures, and requirements of the RFP.

No Bids: If you decide not to submit a bid, EMWD requests that you notify us as soon as you have made that decision and tell us the reason you will not be bidding.

3.5 ADDENDUM

Any additions, deletions, changes, clarifications, or supplemental information regarding the RFP will be sent to all prospective Proposers prior to the date fixed for the receipt of proposals. All addenda so issued shall become part of the contract documents. Any changes to this RFP are invalid unless specifically modified by EMWD and issued as a separate addenda document. Should there be any questions as to changes to the content of this document; EMWD’s copy shall prevail.

3.6 PREPARATION COSTS

Any cost incurred by the proposer in preparation, transmittal, and/or presentation of any proposal or material submitted in response to this RFP shall be borne solely by the proposer. Any cost incurred by the proposer for set up and demonstration of the proposed equipment and/or system shall be borne solely by the proposer.

3.7 DISCLOSURE

Be advised that all information contained in proposals submitted in response to this solicitation may be subject to the California Public Records Act (Government Code Section 6250 et seq.), and information’s use and disclosure are governed by this Act.

3.8 SUBCONTRACTORS

The use of subcontractors is allowed. The prime contractor shall be wholly responsible for the entire performance of the contractual agreement whether or not subcontractors are used. Additionally, the prime contractor must receive approval, in writing, from EMWD awarding any resultant contract before any subcontractor is substituted during the term of this agreement.

3.9 CONTRACT TERMS AND CONDITIONS

The contract between District and a Contractor will follow the format specified by EMWD in this RFP. However, EMWD reserves the right to negotiate provisions in addition to those contained in this RFP with any proposer. The contents of this RFP, as revised and/ or supplemented, and the successful Proposer’s proposal will be incorporated into and become part of any resultant contract.

3.10 ADDITIONS/DELETIONS AND/OR EXCEPTIONS

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A purchase order or contract incorporating the terms and conditions contained herein will be sent to the successful Proposer. Any additional terms and conditions requested by the Proposer must be submitted at the time of your response as part of the Additions, Deletions and/or Exceptions form and will be considered as part of the selection/negotiation process.

If a Proposer fails to propose any alternate terms and conditions during the procurement process, no proposed alternate terms and conditions will be considered later during the negotiation process. Failure to propose alternate terms and conditions during the procurement process is an explicit agreement by the Proposer that the contractual terms and conditions contained herein are accepted by the Proposer.

3.11 RIGHT OF REJECTION

EMWD reserves the right to reject any or all proposals, either separately or as a whole and to waive any informality in a proposal or to accept any proposal presented which it deems best suited to the interest of EMWD and is not to be bound to accept the lowest price.

3.12 SELECTION CRITERIA

The emphasis of the proposal should be on responding to the requirements set forth herein. In addition, proposers need to demonstrate their capabilities, background, expertise, etc. in order for EMWD to effectively evaluate the proposals, and award to the company that provides the best value to EMWD. The criteria for Contractor selection shall be based on, but not limited to, the following:

A. Price and Payment Terms

Competitiveness and reasonableness of costs, early payment discount, etc., RFP Price Form.

B. Qualifications and Experience Contractor shall have a minimum of 5 years of experience demonstrated by the references provided in References Form, of effectively performing General Contracting Services; Location and number of offices in EMWD’s service area;

experience working with public agencies, etc.

Discuss your company’s experience – Include professional history, skills, and relevant experience demonstrating a capable, working knowledge of performing the services requested in this RFP or of similar projects. Indicate whether Contractor has sufficient licenses, permits, qualifications, and approvals that are required to perform the services requested in this RFP. Additionally, this section will consider contractor’s approach to their company business and to their market and product direction including their ability to stay innovative and ahead of the curve. Provide an organization chart delineating who would have overall and daily responsibility for the project, Qualifications and Experience Form.

Personnel assigned to perform work under the contract shall have 5 years’ experience

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in construction services as they relate to the scope of work; Provide an organizational description. Include professional history, skills, and relevant experience demonstrating a capable, working knowledge of performing the services requested in this RFQ or of similar projects. Provide resumes of personnel that will be assigned to the project, Qualifications and Experience Form.

C. Performance and Work History

Contractor shall provide three (3) references of previous or current customers in which similar services were/are performed, experience with EMWD, and any other information that may be required to determine the ability of the contractor to perform the services in a professional, timely, and safe manner, Business References form.

D. Exceptions Taken to RFP The number, nature, and materiality of exceptions taken by Proposer – Itemize each deviation or exception to the RFP. Additions, Deletions and/or Exceptions, any additional terms and conditions requested by proposer must be submitted at the time of your response and will be considered as part of the selection/negotiation process, Additions, Deletions and/or Exceptions Form.

E. Safety Record

Contractor’s CAL/OSHA Compliance History. Failure to provide all relevant documentation relating to a safety violation may deem your proposal as non-responsive. Ensure all documentations (citation documents, reports, corrective actions, etc.) are provided as part of the C-17 – form.

F. Insurance Affidavit Pass/Fail

G. CARB Contractor Mobile Source Form

All CARB forms must be signed and returned with proposals. (Pass/Fail)

H. Iran Certification Form must be signed and returned with proposals

3.13 NO OBLIGATION

This RFP in no manner obligates EMWD to the use of any services until a valid written contract is awarded and approved by appropriate authorities.

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4. EVALUATION OF PROPOSALS

4.1 EMWD RIGHTS

EMWD may make such investigations as it deems necessary to determine the ability of the Proposer to provide the goods and/or service as specified, and the Proposer shall furnish to EMWD, as is commercially reasonable, all such information and data for this purpose. EMWD may discuss or negotiate with one or more proposers prior to award and reserves the right to reject any proposal.

4.2 EVALUATION PROCESS

A. Proposals will be reviewed by the buyer to verify compliance with submission instructions, response requirements, and minimum qualifications. Any Proposal not meeting the minimum qualifications will be deemed non-responsive.

B. Proposal evaluation will commence following the review conducted by the buyer.

During the evaluation process, the evaluation committee may request clarification, as necessary, from Respondents. Respondents will be notified via email regarding the status of its Proposal.

C. Following the evaluation of the submitted Proposal, a short list of the most qualified

Respondents may be developed based on the criteria outlined in Section 3.12.

District may elect to have the short list of Respondents give oral presentations. Short-listed Respondents must be prepared to give their presentation within five (5) business days of EMWD’s request. The evaluation panel may ask questions about Respondent’s written Proposal and other issues regarding the scope of work. The short-list interview may be evaluated and scored. District may ask short-listed Respondents to submit a best and final offer for further evaluation.

4.3 BEST AND FINAL OFFERS

Finalists may be asked to submit revisions to their proposals for the purpose of obtaining best and final offers. Best and final offers may also be clarified and amended at finalist oral presentation and demonstration.

4.4 SELECTION OF FINALIST

Negotiations regarding agreement terms, conditions, scope of work, and pricing may or may not be conducted with Proposer. Therefore, the Proposal submitted should contain the Proposer’s most favorable terms and conditions, since the selection and award may be made without discussion with any Respondent. If EMWD engages the Respondent in negotiations and a satisfactory agreement provisions cannot be reached, then negotiations may be terminated. EMWD may elect to contact another company submitting a Proposal. This sequence may continue until an agreement is reached.

4.5 FINALIZE CONTRACTUAL AGREEMENTS

Any Contractual agreement(s) resulting from this RFP will be finalized with the most advantageous Proposer(s). In the event mutually agreeable terms cannot be reached with the Proposer(s) in the time specified, EMWD reserves the right to finalize a contractual

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agreement with the next most advantageous Proposer(s) without undertaking a new procurement process.

4.6 DISCLOSURE OF PROPOSAL CONTENTS

Proposals will be kept confidential until negotiations and recommendation of award are completed by EMWD. At that time, all proposals and documents pertaining to the proposals will be open to the public, except for material that is clearly marked proprietary or confidential.

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5. AWARD PROCESS

5.1 EMWD reserves the right to withhold award of contract for a period of ninety (90) days following RFP submittal. All proposals received are considered valid for that ninety (90) day period.

5.2 IIPP AND INSURANCE REQUIREMENTS

Respondent shall secure and provide their company’s Injury & Illness Prevention Program (IIPP) and Certificate of Insurance (including endorsements and waivers) with the types and amounts of Insurance set forth in “Sections 8 & 9” of the RFP within fourteen (14) calendar days of EMWD’s notification of recommendation of award. If the successful Respondent is unable to secure the required insurance, EMWD reserves the right to revoke the award and award the agreement to the next highest ranked Respondent, to negotiate with any Respondent regarding the services that are the subject of this RFP, or to take any other action that is in the best interest of EMWD. Respondents are not required to provide proof of Insurance and Injury & Illness Prevention Program (IIPP) with their proposals.

5.3 A purchase order or contract incorporating the terms and conditions contained herein will be sent to the successful Proposer.

5.4 EXECUTION OF THE AGREEMENT

The Contract/Agreement shall be signed by the Contractor and returned, along with the required attachments to District within ten (10) calendar days from receipt of contract.

The period for execution may be changed by mutual agreement of the parties. Contracts are not effective until signed by the authorized District officials. Any work performed prior to receipt of a fully executed contract shall be at Company’s own risk.

5.5 FAILURE TO EXECUTE THE AGREEMENT

Failure to execute the Agreement within the time frame identified above shall be sufficient cause for voiding the award. Failure to comply with other requirements within the set time shall constitute failure to execute the Agreement. If the successful Bidder refuses or fails to execute the Agreement, EMWD may award the Agreement to the next qualified Bidder.

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6. TERMS AND CONDITIONS

6.1 ENGAGEMENT OF COMPANY

Company agrees to furnish and install the goods and/or services as stipulated herein, in accordance with the terms and conditions contained herein. Company will supply all labor, tools, equipment, materials, and expertise required to complete the work in a timely and workmanlike manner consistent with industry standards. Company agrees to perform the work in accordance with the terms and conditions of this contract, the forms attached hereto and incorporated herein by reference, and all applicable local, District and federal laws, rules and regulations in effect at the time the services are provided.

6.2 TIME PERIOD

Company shall complete the work required herein in accordance with the schedule contained in the Proposal or as negotiated at the meeting between District and Company after receipt of a fully executed purchase order, contract, or other Notice to Proceed where applicable. Time extensions will be granted, as reasonable, if Company’s performance of services is delayed by reason of strikes, boycotts, accidents, acts of God, weather, or other circumstances beyond Company’s control.

6.3 OTHER AGREEMENTS OR UNDERSTANDINGS

To the extent the terms and conditions herein are inconsistent with the terms and conditions contained in Company’s proposal, the terms and conditions in this document shall govern. There are no understandings or agreements except as herein expressly stated.

6.4 PAYMENT FOR SERVICES/PRODUCT

EMWD will remit payment following receipt of invoice after internal validation and acceptance. If an invoice is in error, EMWD will pay the accurate amount of the invoice, or the invoice will be returned to the Company for correction and reissue.

In connection with any cash discount specified in this proposal, time will be computed from the date of services performed or product acceptance/receipt as specified, or from the date correct invoices are received by EMWD if the latter date is later than the date of services performed. For the purpose of earning the discount, payment is deemed to be made on the date of mailing of EMWD warrant or check.

Payment for goods and/or services received shall be made in accordance with the payment schedule and payment terms contained in this Proposal or as negotiated by District and Company. Payment is deemed to be made on the date of mailing of the check.

The Company shall email invoices referencing the appropriate contract number to:

apuser@emwd.org or mail to :

Eastern Municipal Water District Attn: Finance Department

P.O. Box 8300 Perris, CA 92572-8300 mailto:apuser@emwd.org

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6.5 RIGHT TO WITHHOLD PAYMENT

EMWD may withhold or nullify the entire payment, or a portion of any payment due to Company to such extent as may be reasonably necessary to protect EMWD from loss as a result of:

A. Defective work not remedied in accordance with the provisions of the contract; or

B. Claims or liens filed or reasonable evidence indicating probable filing of claims or liens;

or

C. Failure of Company to make payment properly for labor, services, materials, equipment, or other facilities or to Subcontractors; or

D. Damage to other work on property; or

E. Failure of the Company to maintain all records as required; submitting progress schedules, and any other such items as may be required herein.

6.6 CHANGE ORDERS

Change Orders are defined as additional work and/or changes to the scope of this Request for Proposal. Change Orders may be required and ordered in writing by District with agreement by Company. No Change Orders shall be authorized by EMWD unless a request therefore is submitted in writing to EMWD with an estimate of additional hours of work to be performed and/or additional goods or materials to be supplied and the associated costs provided. Change Orders performed without written authorization will not be approved for payment.

6.7 ASSIGNMENT, SUBCONTRACTING, OR INSOLVENCY

A. No performance of this contract or any portion thereof may be assigned or subcontracted by the Contractor without the express written consent of EMWD. Any attempt by the Contractor to assign or subcontract any portion of this contract without the express written consent of EMWD shall be invalid and shall constitute a breach of this contract. Whenever the Contractor is authorized to subcontract or assign, the terms thereof shall incorporate by reference and not conflict with this contract.

B. Contractor agrees that if there is a change in ownership prior to completion of this contract the new owners will be required under terms of sale to assume this contract and complete it to the satisfaction of EMWD.

C. No other Subcontractor other than those listed on the List of Subcontractors Form shall be permitted to perform services under this contract without the express written consent of District.

D. The request for assignment or subcontract and EMWD’s approval or disapproval is not to be construed as an excuse for non-compliance with any other provision of law

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and the singed contract, including but not limited to the “Subletting and Subcontracting Fair Practices Act” or any other contracting requirements relating to substitution of subcontractors.

E. In the event that the company shall become insolvent or makes a general assignment for the benefit of creditors, or files or has filed against it a petition of bankruptcy or for reorganization or pursues any other remedy under any law relating to the relief of debtors, or in the event a receiver by appointed of Company’s property or business, District may, at its option, cancel this contract.

6.8 STATUS OF COMPANY

Company will be considered for all purposes an independent Contractor and will not at any time directly or indirectly act as an agent, servant or employee of District or make any commitments or incur any liabilities on behalf of District without its express written consent. All personnel furnished by Company will be employees of the Company and Company will pay all salaries and expenses of, and all federal, social security taxes, federal and state unemployment taxes, and any similar payroll taxes relating to such personnel, and will carry Worker’s Compensation Insurance for such personnel. Neither Company nor any of his/her employees or agents shall have any claim under this contract or otherwise against EMWD for vacation pay, paid sick leave, retirement benefits, social security, workers compensation, health, disability, unemployment insurance benefits or other employee benefits of any kind.

6.9 LICENSING AND PERMITS

Company shall be licensed, as required, in accordance with the laws of this state.

Company further warrants that it has all necessary permits, approvals, certificates, waivers and exemptions necessary for the provision of goods/services hereunder and required by the laws and regulation of the United States, State of California, the County of Riverside and all other appropriate governmental agencies and shall maintain these throughout the term of this Contract.

6.10 WARRANTY

A. Company warrants that all Services performed under this Agreement shall be performed in a competent manner in conformance with District’s specifications and all applicable professional standards and that all equipment, materials and supplies provided hereunder or used in connection with the performance of such Services shall be of first rate quality, in strict compliance with District’s specifications and any and all applicable industry standards, and free of defects in design, workmanship, and materials.

B. If the Services do not meet the warranties specified herein, Company shall promptly correct, without expense to District, all Services which are not completed to the reasonable satisfaction of District, and all specifications, drawings, or instructions set forth in or referenced in the Order(s). Company shall re-perform the Services and repair or replace all equipment, materials, and supplies, and make all corrections of Services, equipment, materials and supplies, including disassembly

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and re-assembly, which do not conform to the foregoing warranties, upon written notice thereof anytime such defects appear within twelve (12) months after District’s acceptance of the Services performed hereunder.

6.11 COMPANY’S RESPONSIBILITIES

A. EMPLOYEES

1. Background/Security: Company warrants that all personnel engaged in the performance of this work are legal employees of the Company, possess sufficient experience, and have been subject to a background check for criminal history.

During the term of this contract, Company shall notify District of any employee performing this work that has a criminal conviction.

2. Conduct: Company shall not allow any person(s) under the influence of alcohol or drugs on District’s property. Neither shall the Company allow the use or presence of alcohol or drugs on District’s property. Any employee or Subcontractor or Company performing work on District property while under the influence of alcohol or drugs or whose conduct interferes with proper performance of the work or with District’s operations shall be immediately removed from the work site and not permitted at the worksite thereafter.

3. Supervision: Company shall provide a supervisor or foreman who shall be present at all times during contract operations, and who shall be responsible for both the conduct and workmanship. The supervisor or foreman shall be able to communicate effectively in both written and oral English.

4. Company Representatives: EMWD reserves the right to require a change in company representatives if the assigned representative(s) is (are) not, in the opinion of EMWD, adequately meeting the needs of EMWD.

While performing Services, Contractor’s personnel shall at all times present a professional appearance wearing neat, clean uniforms with Contractor’s company name displayed on uniform shirt, jacket, and safety vest and all required PPE. Contractor personnel shall maintain the highest level of professional standards in attire, decorum, and interaction with the public and District personnel. Contractor shall ensure that all personnel providing Services conduct themselves at all times in a professional manner that reflects well on EMWD.

EMWD reserves the right to request removal of any Contractor personnel deemed inappropriate for assignment to duty on District properties. In the event EMWD is dissatisfied with Contractor’s personnel, Contractor shall replace said personnel within one (1) day of receiving written or verbal notification of such from EMWD

The contractor shall provide coverage when staffing changes occur. Contractor shall guarantee that all scheduled services described in the scope of work shall be provided on-time and in full. Contractor shall provide adequate staffing to meet

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the requirements of the scope of work and shall ensure that the schedule of services provided shall not lapse or have interruptions due to contractor/vendor staff scheduled vacations, sick days, family leave, etc.

Company representatives may be required to carry access badges in order to perform work on District sites. Contractor will be required to leave a $50.00 deposit ($10 Fee/$40 is refundable upon access badge return) for each access badge issued.

5. Training: Company shall have an ongoing training program for its entire staff.

Company shall provide only personnel that have been fully trained for performance of this work. Supervisors shall have been trained in supervision as well as technical training. Training shall be conducted no less than at frequency adequate to ensure that employees retain the critical knowledge and skills required to safely perform all assigned tasks and duties.

6. Gifts and Gratuities: Company shall establish precautions to prevent its employees or agents from making, providing, or offering gifts, entertainment, payments, loans or other considerations which could be deemed or appear to influence individuals to act contrary to the best interest of EMWD.

7. Notice of Security Breach: In the event Company has actual knowledge of or reason to believe that there has been a security breach of their systems, including breaches of email accounts and telephone used to conduct business to provide the Services, herein called “Security Breach”, Company shall promptly, but within no more than 72 hours, notify EMWD. Company shall use commercially reasonable efforts necessary including those as may be required by law, to contain such Security Breach and to prevent any further Security Breaches that may affect EMWD. Company shall also require its third-party Vendors, subconsultants, and Subcontractors to comply with this clause

B. RECORDS

Company shall maintain an accurate record showing name of employee, classification, actual hours worked, wages paid, and any benefits paid to each employee.

C. RESTRICTIONS

Unauthorized use of District equipment is prohibited by the Company or their employees. District telephones shall not be used for personal or business reasons with the following exception(s):

1. To report need of medical aid, fire, or need of law enforcement, use 9-911 number.

2. Notification to EMWD’s IOC center (951-928-3777, ext. 6265) of damage as required in this contract.

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6.12 NON-DISCRIMINATION IN EMPLOYMENT

Company shall not discriminate against any worker, employee, or applicant for employment because of sex, race, color, religion, ancestry, national origin, ethnic group identification, age, mental disability, physical disability, medical condition, genetic information, marital status, or sexual orientation. Company agrees upon request to provide District with Certificate of Submission of Current Compliance Report or Compliance Report Notification.

6.13 PAYMENT OF SUPPLIERS

Company shall pay all sums of money that become due from any labor, services, materials, or equipment furnished to Company on account of said services to be rendered or said material to be furnished under this contract. Company shall fully discharge each such obligation at the time performance of the obligation matures and becomes due.

Prior to payment, Company shall provide, and unconditional waiver and release form as authorized by Civil Code Section 8138, signed by each material supplier and Subcontractor involved on the project.

6.14 NON-PERFORMANCE OF DUTIES

Should District find the Company in default by not performing duties as per requirements, District will immediately notify the company’s representative verbally. If corrections are not made within five (5) working days of verbal notice, District will then notify Company in writing of non-performance. If corrections are not made within five (5) working days of written notice, District may terminate the contract with cause.

6.15 TERMINATION

This contract may be terminated for any reason set forth below:

A. With Cause In the event of any breach by the Company of the conditions set forth in this contract, including any non-performance of duties, District may, without prejudice to any of its legal remedies, terminate this contract for cause upon five (5) days written notice to the Company. Upon contract termination, EMWD reserves the right to complete the work at its convenience and timing as deemed necessary.

District may procure the articles or services from other sources and may deduct from any unpaid balance due the other sources, together with District’s legal and administrative expenses, to the extent District total cost exceed the contract price hereunder.

B. Without Cause EMWD reserves and has the right to immediately suspend, cancel or terminate this contract for its convenience for any reason whatsoever, and at any time upon written notice to the Company. In the event of such termination, EMWD’s only obligation to Company will be payment for goods received or services rendered up to and including the effective date of termination. District shall not be liable for other costs nor for prospective profits on goods not delivered or services not performed.

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C. Appeal Procedure In the event of termination with or without cause, Company shall have the right to request a hearing in which it shall have the opportunity to address the reasons for the termination. Said request shall be in writing and submitted within five (5) days of issuance of the Notice of Termination. The Senior Director of Administrative Services or his or her designee shall be the hearing officer. The hearing shall be held within 30 days of a written request for same.

6.16 HOLD HARMLESS AND INDEMNIFICATION

District, its agents, officers and employees shall not be liable for any claims, liabilities, penalties, fines or any damage to property, whether real or personal, nor for any personal injuries or death caused by, or resulting from, or claimed to have been caused by or resulting from, any act or omission of Company. Company herby agrees to indemnify and hold harmless and defend District and its authorized agents, officers and employees against any of the foregoing liabilities, claims, and/or any costs or expense that is incurred by District on account of any of the foregoing liabilities, including liabilities or claims by reason of Company’s action in the performance of services under this contract excluding, however, such liability, claims, losses, damages or expenses arising from District’s sole negligence or willful acts. All rights and remedies of District specifically set forth in this order shall be in addition to any other rights and remedies provided in law or in equity.

6.17 FORCE MAJEURE

Either party to this contract shall be excused from performance hereunder during the time and to the extent that it is prevented from performing the work and acts of God, fire, sabotage, unanticipated labor dispute or walkout, freight embargos, commandeering of materials, products, plants or facilities through acts of government agencies, and other unforeseen circumstances beyond the nonperforming party’s control if satisfactory evidence thereof is presented to the other party establishing the facts of the circumstances and that nonperformance is not due to the fault or neglect of the nonperforming party.

Provided that delay caused by circumstances beyond the Company’s control and not foreseeable is established, District may grant Company a reasonable extension of time to complete the work. District shall be advised immediately in writing and a definite delivery or completion date shall be proposed for District’s consideration. In no event shall Company be excused for any inability to obtain goods or services necessary for Company’s performance, or ordinary delays and accidents, or for failure to take reasonable precautions or actions to mitigate the delay. Acceptance of delay shall be at District’s discretion and solely for the purpose of mitigating damages.

6.18 SEVERABILITY

If any of the provisions contained herein are held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force and effect without being impaired or invalidated in any way.

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6.19 GOVERNING LAW AND VENUE

This contract will be made under, and governed by, the laws of the State of California.

Venue for any dispute shall be brought exclusively in the state courts located in Riverside County, California, and the Parties hereto consent to the exercise of personal jurisdiction over them by any such courts for purposes of any such action or proceeding.

6.20 WORK PRODUCT

All original papers, maps, models, designs, studies, surveys, reports, data, notes, computer files, documents, drawings and other work product (collectively “Work Product”) of Company created by Company pursuant to this contract, except documents which are required to be filed with public agencies, shall be deemed solely the property of District. Company will take such steps as are necessary to perfect or protect the ownership interest of District in such Work Product. Company hereby assigns and transfers to District all right, title and interest in all copyrights, patents, trademarks, trade secrets and other proprietary rights (“Intellectual Property”) in the Work Product that Company develops for District under this Contract. Upon completion, expiration or termination of this contract, Company shall turn over to District, in District’s preferred format, all such original Work Product in Company’s possession or control.

6.21 PATENT FEES AND ROYALTIES

Company shall pay all license fees and royalties and assume all costs incident to the use in the performance of the work or the incorporation in the work of any invention, design, process, product, or device which is the subject of patent right or copyrights held by others. Company shall indemnify and save harmless EMWD from all liabilities, judgements, costs, damages, and expenses which may result from the infringement of any patents, trademarks, and copyrights by reason of the use of any proprietary materials, devices, equipment, or processes incorporated or used in the performance of the work.

6.22 CONFIDENTIAL/PROPRIETARY INFORMATION

Be advised that all information contained in proposals submitted in response to this solicitation is subject to the California Public Records Act (Government Code Sections 6250 et seq.), and the information’s use and disclosure are governed by this Act.

Government Code Section 6250 provides that “access to information concerning the conduct of the people’s business is a fundamental and necessary right of every person in this state.” As such, all proposals and required submittal information may be subject to disclosure to the general public under the California Public Records Act, unless specifically identified as trade secret, proprietary, and/or confidential. Only pages within each proposal and/or submittal that are in fact a trade secret, proprietary, and/or confidential shall be marked as such. District reserves the right to reject any proposal received which does not meet the aforementioned criteria.

Proposers may provide supplemental information they consider to be exempt from public disclosure under the provisions of the California Public Records Act, including asserted “trade secret” information. Such supplemental information shall not be material to the required submittal information and EMWD shall be under no obligation to consider such supplemental information in its evaluation. Please be advised that any such supplemental

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information submitted to EMWD is subject to the California Public Records Act and may be released by EMWD as required by the Act, a court order, or other legal process.

If submitting confidential, supplemental information, such information shall be submitted separately from the rest of the submittal and shall be clearly marked "Confidential". Any confidential/proprietary submittals will be considered as exceptions and scored as such in the contractual selection criteria.

The following California Civil Code provision defines “trade secret” as information that:

1. derives independent economic value, actual or potential, from not being generally known to the public or to other persons who can obtain economic value from its disclosure or use; and

2. is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.

Additionally, California courts have consistently held that when individuals or businesses voluntarily enter into the public sphere, they diminish their privacy interests. (California State Univ. v. Superior Court (2001) 90 Cal.App.4th 810, 834.).

In the event of litigation concerning the disclosure of information Proposer considers exempt (e.g., Trade Secret, Confidential, or Proprietary) District shall act as a stakeholder only, holding the information until otherwise ordered by a court or other legal process. If District is named in an action arising out of a California Public Records Act request for any information Proposer deems confidential, proprietary, or trade secret, Proposer shall defend at its own expense and indemnify District, its officers, employees, and agents from any and all liability, claims, losses, damages, costs, and expenses, including attorney’s fees, in any such action or proceeding arising under the California Public Records Act

6.23 EMWD HOURS

EMWD’s business hours are 8:00 a.m. to 5:00 p.m. with receiving between the hours of

7:30 a.m. – 3:00 p.m., Monday through Friday. EMWD will be closed on the following days:

1. New Year’s Day

2. Martin Luther King Jr. Day

3. President’s Day

4. Memorial Day

5. Fourth of…