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2025-12-09 - AGENDA REPORTS - MCBEAN PKWY REALIGNMENT PROJ S1047 - PLANS SPECS CONST CONTR
Agenda Item• 13 CITY OF SANTA CLARITA .` AGENDA REPORT 1W CONSENT CALENDAR CITY MANAGER APPROVAL: DATE: December 9, 2025 SUBJECT: MCBEAN PARKWAY REALIGNMENT, PROJECT S1047 - PLANS, SPECIFICATIONS, AND CONSTRUCTION CONTRACT DEPARTMENT: Public Works PRESENTER: Shannon Pickett RECOMMENDED ACTION City Council: 1. Approve the plans and specifications for the McBean Parkway Realignment, Project S1047. 2. Award the construction contract to Sully -Miller Contracting Company, in the amount of $2,387,825 and authorize a contingency in the amount of $358,174, for a total contract amount not to exceed $2,745,999. 3. Award the professional services contract to Ardurra Group, Inc., to provide construction administration and construction support services in the amount of $112,827 and authorize a contingency in the amount of $11,283, for a total contract amount not to exceed $124,110. 4. Appropriate one-time funds in the amount of $2,110,000 from the Developer Fees Fund (Fund 306) to expenditure account S1047306-516101 and increase Developer Fees Fund revenue account 306-457501 by $2,110,000. 5. Authorize the City Manager or designee to execute all contracts and associated documents, subject to City Attorney approval. BACKGROUND The McBean Parkway Realignment project will improve circulation on McBean Parkway at Orchard Village Road and improve ingress and egress at Henry Mayo Newhall Memorial Hospital (HMNMH). The location is shown on the attached Location Map. The project will realign the existing medians east and west of Orchard Village Road and provide for the addition of a dedicated right turn pocket on westbound McBean Parkway into HMNMH for improved Page 1 Packet Pg. 109 emergency services access. A dedicated right turn pocket from eastbound McBean Parkway onto southbound Orchard Village Road will be added to improve eastbound traffic on McBean Parkway. This project supports the Building and Creating Community theme of the City of Santa Clarita's (City) five-year strategic plan, Santa Clarita 2025. These improvements require the removal of several trees within the project area. To construct the right -turn pockets and road widening, HMNMH has removed 26 trees along the north side of McBean Parkway. An additional 30 trees will be removed from the existing median to accommodate its relocation and the widening of McBean Parkway. A total of 19 24-inch box trees will be planted within the reconstructed median to replace trees removed during construction and HMNMH will be required to install additional trees along the parkway. As part of the Fiscal Year 2021-22 Congressionally Directed Funding request, former Representative Mike Garcia supported the City's request for $1,120,000 to construct these improvements. On November 28, 2023, the City Council approved the draft developer agreement which has been fully executed by the City and the hospital campus property owners: HMNMH and HCN G&L Valencia Sub, LLC (HCN Valencia). The developer agreement is available in the City Clerk's Reading File. The agreement stipulates that HMNMH and HCN Valencia deposit funding to cover all project -related costs in excess of the grant amount up to $2,110,000. Any funds not utilized will be returned to HMNMH and HCN Valencia after the project is complete. The California Environmental Quality Act (CEQA) requirements were previously completed when, at its meeting on November 19, 2008, the City Council certified the Final Environmental Impact Report (FEIR) for the Henry Mayo Hospital Master Plan and at its June 14, 2016, regular meeting the City Council adopted the addendum to the certified Henry Mayo Newhall Hospital Master Plan Final Environmental Impact Report. The Henry Mayo Hospital Master Plan includes the improvements encompassed within the McBean Parkway Realignment project. An invitation to bid was published and circulated via the City's e-procurement system, BidNet, on May 8, 2025. The City transmitted the solicitation to 3,044 vendors on BidNet, of which 120 vendors downloaded materials. A total of three bids were submitted and opened on June 6, 2025. The results of the bids are shown below. Company Sully -Miller Contracting Company R.C. Becker, Inc. Toro Enterprises, Inc. Location Total Bid Brea, CA $2,387,825 Santa Clarita, CA $2,419,964 Oxnard, CA $2,507,263 Staff recommends the project be awarded to Sully -Miller Contracting Company, the lowest responsive and responsible bidder. This contractor possesses a valid contractor's license and is in good standing with the Contractors State License Board. The contractor's bid was reviewed for accuracy and conformance to the contract documents and was found to be complete. The bid proposal adheres to the project's plans and specifications and is available in the City Clerk's Reading File. Page 2 Packet Pg. 110 While the City maintains a Support of Local Businesses policy that can be utilized by the City Council when warranted, the City is governed by the California Public Contract Code with regard to public works project procurement. In this type of procurement, the California Public Contract Code does not permit a city to utilize a Support of Local Businesses policy and instead requires the contract be awarded to the lowest responsive and responsible bidder. The City conducted a Request for Proposal (RFP) to solicit proposals from qualified firms to provide design services for the McBean Parkway Realignment project. The RFP was published and circulated via the City's e-procurement system PlanetBids on April 3, 2017. Firms were evaluated based on the entire scope of services. The City Council awarded a professional services contract for design services for a total amount not to exceed $299,966, inclusive of contingency, to Anderson Penna Partners, Inc., at the October 24, 2017, City Council meeting. Anderson Penna Partners, Inc., is the Engineer of Record for the McBean Parkway Realignment proj ect. Anderson Penna Partners, Inc., was acquired by Ardurra Group, Inc., and became a wholly owned subsidiary of Ardurra Group, Inc. Since Anderson Penna Partners, Inc., was the Engineer of Record for this project, a single source procurement consistent with the City's Purchasing Policy was approved on October 20, 2022, for continuation of design services. A new professional services contract was awarded to Ardurra Group, Inc., in the amount of $44,090, to prepare specifications and update construction drawings to current standards. As the Engineer of Record and involvement with the overall project design, Ardurra Group, Inc., was determined to be the most knowledgeable, efficient, and fiscally responsible option to provide construction administration and construction support services for the McBean Parkway Realignment project. Staff recommends that Ardurra Group, Inc., be awarded the contract for construction administration and construction support for a total of $124,110, including contingency. The proposal is available in the City Clerk's Reading File. The requested budget appropriation, funded by HMNMH and HCN Valencia, will provide for project -related costs in excess of the grant funds obtained by the City, including labor compliance services, staff oversight, utility fees, construction engineering, inspection, and project management as referenced in the developer agreement. The requested contingencies will cover the cost of unforeseen site conditions, such as potential utility conflicts and fees, abandoned utilities not shown in record drawings, field adjustments, additional work requested by the City, and change orders requested by the City. The City has received $1,120,000 in Federal Congressionally Directed Funding and $2,110,000 from HMNMH and HCN Valencia. The project budget is $3,230,000, representing $2,745,999 for construction, $124,110 for construction support, and $359,891 for project administration costs. Project administration costs include staff time, project management, public works inspections, materials testing and inspection, environmental inspections and support, landscape inspection, utility fees, and labor compliance monitoring. Page 3 Packet Pg. 111 ALTERNATIVE ACTION Other action as determined by the City Council. FISCAL IMPACT Upon approval of the recommended action, $3,230,000 will be available in project expenditure accounts S1047229-516101 (Miscellaneous Federal Grants Fund) and S1047306-516101 (Developer Fees Fund) to support the recommended action and associated project costs. ATTACHMENTS Location Maps Developer Agreement (available in the City Clerk's Reading File) Bid Proposal for Sully -Miller Contracting Company (available in the City Clerk's Reading File) Proposal for Ardurra Group, Inc. (available in the City Clerk's Reading File) Page 4 Packet Pg. 112 3 y c�;iy' of SANTA CLARITA Location Map for g ° �- McBean ParkwayRealignment, Feety- gnmeni 0 150 300 .Po � � F � - Y � � ���} �a.. ¢ p♦, a Project S1047 tie ', ' U Legend Street centerlines developed & maintained Q 9 by City of Santa Clarita GIS I H McBean Parkway Realignment Pect The City of Santa Clarita does not warrant a. 4 '; 0 y gnmenro ) the accuracy of the data and assumes no 0 v liability for any errors or omissions. `Ol° ? U 0 Existing Parcel Boundary Z Map prepared by: City of Santa Clarita t +� _ .,. �,� � . 0 GIs Division �` c Q:\PROJECTS\PVIA250611al\71532\McBeanProjecitSIO47.aprx vta,4`-$+ e ' � x k+ 3 n LU 00 LU S m y � F # 4 ate- � ♦ � i { � � `�.#', f '` • � � � t •, k s a L m ♦ iip + U lj^ti(1 • s 4*ti P,a„ , "A° T '!� �_ � �— k D • O LMT e w a �- � - �;- - - ` t � � � O m rrF'�� � z �� DPv�zoR. c �+ vaspuEz i `al♦.. € -b.• mm -: ,� #� < -.#' �LLnRES ANYgv O f- _ • y ,ym D O yy ,• _ 'd' OFcoRO o 0 3 s O u Y O i ri.. Qe N,wi saeoP° t, •` ♦ OiCA Z CF E G +a'. e' li �'� r1� .4..: '� . .—..�. �: #' � O° •;.O• i �a�� � � R�'quer ,.9� fC r� , s %7 a nv.`yn CA ONRRA - Q ''�� U F r - 0 f Packet Pg. 113 G 10 ND- SHEET 2 :) median and construct roadway truct median extension 0 45 0 12.5 aaLFaRG- Esri HE y rain Catch Basin to . - :. � J �r y ' � v It' In ND— SHEET 4 :) median and construct roadway truct median extension 0 Ty ; Est = 4' i9 a a 46 0 12 5 Sr�LrcLs- Esri- HE ND - SHEETS :) median and construct roadway truct median extension 0 30 0 5 10 Sr�LrcLs- Esri_ HE Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A AGREEMENT BETWEEN CITY OF SANTA CLARITA AND HENRY MAYO NEWHAL MEMORIAL HOSPITAL AND HCN G&L VALENCIA SUB, LLC This Agreement for the McBean Parkway Realignment, Project No. S1047 / DEML22- 5450(103) ("Agreement") is dated October 1, 2025 ("Effective Date") and is between the City of Santa Clarita, a municipal corporation, organized and existing under the general laws of the State of California ("City") and Henry Mayo Newhall Memorial Hospital, a California non-profit public benefit corporation limited liability company ("HMNMH") and HCN G&L VALENCIA SUB, LLC, a Delaware limited liability company ("HCN Valencia"). HMNH and HCN Valencia are hereinafter sometimes collectively referred to as the ("Developer"). The City and Developer are collectively referred to in this Agreement individually as a "Party" and collectively as the "Parties." RECITALS This Agreement is made and entered into on the basis of the following facts and understandings of the Parties set forth in these recitals: A. The City is a municipality located within Los Angeles County, more specifically within the Santa Clarita Valley. B. Developer is the owner/developer of the Henry Mayo Newhall Hospital Campus, the location of which is depicted on Exhibit A attached hereto. C. On April 27, 2021, the City Council approved the Second Amendment to the Development Agreement approving the Amended HMNH Specific Plan which replaces the previously adopted Specific Plan in its entirety: adding 200,000 square feet of hospital building area consisting of the 115,700 square foot Inpatient Building No. 2 and the accessory 84,300 square foot Diagnostic and Treatment (D&T) Building: adding up to 292 parking spaces to PS-4through the construction of up to three new levels to the existing structure: modifying the parking standards as shown in the Amended Specific Plan: and extending the term of the Development Agreement by 10 years ("HMNH Specific Plan'). D. The Initial and Amended HMNH Specific Plan includes a requirement to construct the McBean Parkway construction project realigning the existing McBean Parkway pursuant to the approved plans depicted on Exhibit B ("Project"). The Project will enhance traffic circulation in the area to accommodate the buildout of the HMNH Specific Plan. Pursuant to the initial HMNH Specific Plan the Developer advanced funds in the amount of $500,000.00 to the City to complete the design of the Project. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A E. The City has obtained a federal grant in the amount of $1,120,000.00 from the Highway Infrastructure Program to assist in funding the construction of the Project, as specified in Exhibit H. An updated budget was prepared by the City in June 2025 and this budget estimates a total cost of $3,230,000 for the project. A shortfall of $2,110,000.00 is the remaining need to fund the construction of the project and will be divided evenly between HMNMH and HCN Valencia. The updated budget is attached as Exhibit C. F. The City will construct, own, operate, and maintain the Project within the dedicated right of way. H. Portions of the Project are to be constructed on the Developer site. As a result, the City desires to obtain access from the Developer to commence construction of the Project. I. The recitals set forth above are true and correct and by this reference are made an operative part of this Agreement. The Parties therefore agree as follows: 1. Definitions. For the purposes of this Agreement, the terms below have the following definitions: "Exhibit B". 1.1 "Agreement" means this Agreement for the Road construction as shown on 1.2 "City" means the City of Santa Clarita. 1.3 "City Engineer" means the City Engineer or the Director of Public Works of the City, or their authorized designee. 1.4 "Developer" means Henry Mayo Newhall Hospital, a California non-profit public benefit corporation limited liability company ("HMNMH") and HCN G&L VALENCIA SUB, LLC, a Delaware limited liability company ("HCN Valencia"). 1.5 "HMNH Specific Plan" means the Specific Plan as amended by the City Council approval on April 27, 2021. 1.6 "Party" or "Parties" means the City or Developer, either individually or collectively, who have entered into this Agreement. 1.7 "Plan Documents" mean the design plans for the Road, which are set forth in Exhibit B, as well as any other necessary construction and improvement plans or documents necessary for the construction and operation of the Road. 1.8 "Project" means the McBean Parkway realignment as shown on Exhibit B. 2. Duration, This Agreement shall terminate upon final approval of the completion of construction of the Project by the City. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 3. Responsibilities of the City and Develo ear. 3.1 Developer shall at its own expense complete all work outside of the project scope including but not limited to replacing landscaping (including the use of 36 inch to 72 inch boxed trees), reconfiguring driveways and parking lots and any related utility relocations. All landscaping shall be installed to the satisfaction of the Community Development Director and may be subject to permitting by the Planning Division. 3.2 Developer previously contributed $500,000 for the design of the Project. Developer agrees to fund a shortfall of $2,110,000 as shown in Exhibit C which is the remaining need after the $1,120,000.00 federal grant based on the budget for the Project. The budgeted amount shall include all construction and administration costs and staff time. Any remaining costs not utilized after project completion shall be refunded to the Developer. Developer agrees to deposit $2,110,000.00 with the City within thirty (30) days of the execution of this agreement, and will complete the developers funding obligation. Within thirty (30) days after the receipt of payment from the developer, City staff will request for City Council approval the awarding of the construction contract. 3.3 City agrees that funding provided by the Developer for improvements that are within the City's right of way and deemed as eligible costs under the Valencia Bridge and Thoroughfare District, will be credited to the Developer after completion of the project and approval by the City Director of Public Works. 3.4 The City shall be responsible for administrating the construction of the Project, pursuant to the final approved Plan Documents included as Exhibit B. 3.5 Because a portion of the Project is to be constructed on land outside of the City's right of way and owned by the Developer, Developer shall grant the City any access or other rights including the temporary lay down yard as shown on Exhibits D and E without issue or compensation. The access or other rights shall be granted pursuant to a right -of -entry agreement, attached as Exhibits G and H between the City and Developer which were executed as dated on September 20, 2024 and September 23, 2024 respectively. City shall not commence work on areas within the Developer's site until Developer has received and approved evidence of insurance provided by the City, which names Developer as an additional insured. City shall, at its sole expense, obtain and keep in force during the term of this Agreement, and for a period of 1 year thereafter, the following insurance policies and minimum coverage: (a) Comprehensive or Commercial Form General Liability Insurance ($2,000,000 general aggregate; $1,000,000 each claim — combined single limit for bodily injury and property damage); (b) Business Automobile Liability Insurance ($1,000,000 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A each accident — combined single limit for bodily injury and property damage); (c) Workers' Compensation Insurance (Employers Liability limits not less than $1,000,000 for each occurrence and other limits required under California law); and (d) Professional Liability Insurance (not less than $1,000,000 for each occurrence). 3.6 City shall secure all utility agency plan approvals and have all utilities relocated in accordance with the approved Project plans ("Exhibit B") prior to start of construction. 3.7 The City for its own acts or failure to act and for those of its officers, agents, representatives, employees, suppliers, subconsultants, and subcontractors (collectively, "City Representatives") hereby agrees to indemnify, defend, protect, and hold harmless Developer, including its officers, directors, agents, representatives, employees, subconsultants, subcontractors, affiliates, parents and subsidiaries, successors, assigns, and each of them, from any and all claims, damages, losses, causes of action and demands, and all costs and expenses incurred in connection therewith, including, but not limited to, attorneys' fees and costs, resulting from or in any manner arising out of or in connection with: (i) any and all work completed by City Representatives inconsistent with the Regulatory Approvals; and (ii) any act or omission or willful misconduct on the part of any City Representatives in the performance of this Agreement. 3.8 Developer for its own acts or failure to act and for those of its officers, agents, representatives, employees, suppliers, subconsultants, and subcontractors (collectively, "Developer Representatives") hereby agrees to indemnify, defend, protect and hold harmless the City, including its officers, directors, agents, representatives, employees, subconsultants, subcontractors, affiliates, parents and subsidiaries, successors, assigns, and each of them, from any all claims, damages, losses, causes of action and demands, and all costs and expenses incurred in connection therewith, including but not limited to, attorneys' fees and costs, resulting from or in any manner arising out of or in connection with: (i) any and all work completed by Developer Representatives inconsistent with the City approvals; and (ii) any act or omission or willful misconduct on the part of Developer Representatives in the performance of this agreement. 3.9 Developer and the City shall cooperate on completing the improvements contemplated by this agreement in such a manner as to minimize the removal and/or reconstruction of improvements on or adjacent to the Road. Prior to commencing work and throughout construction Developer and the City shall agree upon a Master Schedule in order to coordinate all construction operations and deliveries in order to minimize impacts to all projects, existing improvements and the surrounding communities. 4. City Manager's Authority. The City Manager, or authorized designee, is delegated the authority to take all actions on behalf of the City in connection with any approvals, consents, or actions required of or by the City relating to this Agreement, and to approve and execute minor amendments to the terms of this Agreement. 5. Assignments. Developer may not transfer or assign any of its rights or duties under this agreement without the prior written consent of the City Manager or authorized designee, which consent shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, Developer shall have the right to assign and transfer its rights and obligations under this Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agreement to any purchaser of all or any relevant portion of the Developer, or to any lender in connection with any financing or re -financing of all or any portion of the Developer's Project. 6. Notices. All notices, correspondence, reports, or other written documents exchanged between the Parties under this Agreement must be addressed to the City or Developer as set forth below or as the City or Developer may later designate in writing, and shall be sent through the United States mail, duly registered or certified, return receipt requested, with postage prepaid thereon, or by any other method providing positive proof of delivery. TO CITY Director of Public Works or City Engineer City of Santa Clarita 23920 Valencia Blvd., Suite 302 Santa Clarita, CA 91355 TO DEVELOLPER: HCN G&L Valencia Sub, LLC c/o Welltower Inc. 4500 Door Street Toledo, OH 43615-4040 Attn: Daniel Turley Henry Mayo Newhall Memorial Hospital 23845 McBean Parkway Santa Clarita, CA 91355 Attn: Kevin A. Klockenga 7. Integration. This Agreement, together with its Exhibits, contains all of the agreements, and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter herein. 8. Modification. Any modification of the Agreement shall be effective only if it is in writing and signed by all Parties. 9. Interpretation. Each Party has received independent legal advice from its attorneys with respect to the advisability of executing this Agreement and the meaning of its provisions. This Agreement has been drafted through a joint effort of the Parties and their counsel and therefore shall not be construed against either of the Parties, but instead in accordance with its fair meaning. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 10. Choice of Law and Venue. This Agreement is governed by California law. Any legal action arising out of this Agreement must be brought in the Los Angeles County Superior Court. 11. Attorneys' Fees. In the event of any legal proceeding arising from or related in any way to a breach of or an enforcement or interpretation of this Agreement, the prevailing Party will be entitled to recover reasonable attorneys' fees and court costs from the otherParty. 12. Counterparts, This Agreement may be executed in duplicate originals, one for each Party, each of which duplicate original shall be deemed to be an original, but all of which shall constitute one and the same Agreement. 13. Force Majeure. If the performance of any act required by the City or Developer is directly prevented or delayed by reason of strikes, lockouts, labor disputes, acts of God, fire, floods, epidemics, freight embargoes, or other causes beyond the reasonable control of the Parry required to perform an act, that Party shall be excused from performing that act for a period of time equal to the period of time of the prevention or delay, provided that the Parry claiming the delay has notified the other Parry in writing of that fact within 10 calendar days after the beginning of any such delay. 14. Severability. The unenforceability, invalidity, or illegality of any provision of this Agreement shall not render any other provision of this Agreement unenforceable, invalid, or illegal to the extent practicable or provided by law. 15. Cooperation: Further Assurances: Annrovals. Developer and City shall perform all acts and execute all documents and instruments that may be necessary or convenient to carry out their obligations under this Agreement. Whenever this Agreement requires the approval, acceptance, or determination of a Parry, such approval, acceptance, or determination shall not be unreasonably withheld, conditioned, or delayed. 16. Time is of the Essence. Time is of the essence in the performance of each Party's respective obligations under this Agreement. 17. Warranty of Authority. Each Party covenants, represents, and warrants to the other Parry that the signatory of the covenanting Party has the power and authority to executethis Agreement upon the terms and conditions stated herein. The Parties are executing this Agreement on the Effective Date stated above CITY OF SANTA CLARITA [-�Slgned by: - Its: rMk � if-jh i f 3%fiff§6r or Designee Frank Oviedo Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A "HMNMH" HENRY MAYO NEWHALL MEMORIAL HOSPITAL a California nonprofit public benefit corporation By: rSigned by: ln, ibG�C a 6o�65g�6A0D648F Its: HU rized Signatory Kevin Klockenga "HCN VALENCIA" HCN G&L VALENCIA SUB, LLC a Delaware limited liability company Signed by: �f.�� filid, By. 9 009 ACOBD41-1 Its: Authorized Signatory Daniel Turley LIST OF EXHIBITS TO BE PREPARED EXHIBIT A (HMNH CAMPUS LOCATION) EXHIBIT B (ROAD PROJECT) EXHIBIT C (UPDATED BUDGET) EXHIBIT D — (WORK ZONE) EXHBIT E (LAYDOWN YARD) EXHIBIT F — NOT USED EXHIBIT G (RIGHT OF WAY ENTRY AGREEMENT) EXHIBIT H (WAIVER OF JUST COMPENSATION) 20000-2�ais s X= N N N N o °z z a a N 5 w _ N o - 'o 'o 'o 'o F - � z N a w o ° a a -- a w o 0 0 0 0 0 0 'Coe?", eckwca cnmbe U=oa a �a ��� ��>� R > ry� a�ocN siP c rrw+ O> - - - S 2 W m IQ W W f At < Q b� 9 ��� yY o x w Z Q �� '� - - ��'�" QoF W W 3 "oE'p o o w — ry zF p = - Q a oN�= d�� ����w� z= > a r z w w g J 5 Q - - - �o UW�� ry w = '��- --- - Y = Q Q�dp�� w �� - -� --- U) < � � �1 ° W } p Lm 3 W U) LLCO LL O - U p I I oo as o. - ik z _ - rcSwm3E a 5 _ - =wEe wcl � to Ei a= - cl m o m�a - z z a wwwwwwwwwww El - - o= za = w - w o - w El=- w _ of K � ?0000-ems _ _ - - - -El � 5 o w w zLL o a mw w = oo= z� p w _ w w �z�ow oz� _- o ¢ za w 0 �49 wo�w� z x w 00 a� w _o �.Q �w w� �o w a �o �o z� �N �o LL O 00000000000000000 ° a w wo LU w w �< o w= 0 aw rda,zo � 6C�dl J� OR o 4 w z N z P, Row r z d a z c J m a a w m n 3 � a o d o o� a z v�o N x w 0 a < v 3 ¢ a w x a ¢o a ti c� a, vi z a �w a �w 0 u a ¢ w OHM m a x o mr 0 p Qo w a w ¢ d a wa w a r < �o oz w �¢ a a � u - U 6 S S 0 S e S S S 0 0 0 E W w \� W [if z. ww p / m E ox z e W Q W e a W O a� s W o U) d 0 M a' w WJ a. 0— 8 z [if [if O W w w J --- z z ¢ �, Z o w u ro eai 23is az��o���om Q ��>mo�a� ,zssna z [ifCO owmo �x 8wx s - w [ifo za 0 a El— < U o [0 s U � a a m J P sa o 00 M rco ' Y O Q F o d 2 m F ¢ m n m o o� + w p O a3 z o F + o 0 w¢ - w a ' U ¢ F cn ¢F W F J � J n J U U r o w IL d } r _ F m f 0000-ems � o 0 J L7 a Z R �a o0 > =o n �0o o00000 b 133HS 33S — 99'96+9 V1S 3NI1ry H31VW 8 STA 6+98.68 —SEE SHEET 4 MATCH IJNE - - - - N - - - o I a � I -osszL II - jl _ I s o _ I Cc w a° _ w , 0 0 M I o N d 0 z r a < s i N a 1l 6Z'Z �e to L6+t I I II I os+£ - __ � � sr+c o uJco 3 o � o e e m r r r r � { I I 7 � I m J 4 U Q o y Q o 1 M o zw _ ¢o U z Qo 0 z- 50 ow. zw❑ o _. 80000-81H1S u, a � - cn - o0 00 o o a o 0 0 0 0 0 0 a o 0 0 0 (000000 0000000 o e y o o ol 9 133HS 33S — 05+L1 V1S 3NIl HO1VW _ m N SEE SHEET 5 STA 50 — UNE 11+ aos.zap a dd° 4� a oo d a 4>+44 I I I II II`�i� s 4 an 0 LL 0 0 tld 4 I I II _ ^ bad L£'ZL+O w a3dv Nz3e z4 J I des 9N o9 tELl 60'6£Ll II + 3 4S A4 00 - — +04 I w oo :�� w 0 o I o 0 o a I I � oQo ooa I wl I m� r Y =G� cc: op 6�we o ° x m - i oozaaoE 0 �c- clP Qo 16 oa a o m oa+6 z z o0+6 m II I � it II I' I I I li II I I � s 45EZ4 _ e0 OS 98Z 0S9CLL `4n COZ) CZ) CZb) LB) ^ H ,z9, I �os, a04 . dle4le II a tl 10,111, 13 eze9 d 1 � 3 aoe oe ez N n ,00s ez+ 9N J3 b[ 4+L ..1B98 INI9[B3Za. 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M M r �4f} � iota t i O N +' O _ L 0U tq tq CO Cn - N O (Q L U C/) U E O i O) U o Q� Q O c C a-m zz (n - M fl Lu 2 z m O — a O � Q L L J O > O N (Q U E Q U- m N -0 (Q C/) >C; cB >, > E ° Cn 0 w O U � O 0 O U Hch c O o ) U- 7E m O O O i -0 U- N O M-0 C) O N O � = N :3 O O 00 00 U) le ( U cB cB cB cB N 00 00 LO �aao��, i -Om H N O_ > mo O O w c O x m o U N t� Q O �CL E N O v U o a U) N � O J U O J O LLU z 0 IZ mo Q 0� 2 Z IZ WU75U 2 O �OQ Z w 0 o � x wm z � a _ _`- o W p� F- `, RpP ! x z U cr CL O Ir 0 a a z w m Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXHIBIT F NOT USED Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXHIBIT G RIGHT OF ENTRY AND LICENSE TO CONSTRUCT AGREEMENT This Right of Entry and License to Construct (the "Right of Entry") is entered into by and between HENRY MAYO NEWHALL MEMORIAL HOSPITAL AND HCN G&L VALENCIA SUB, LLC (collectively the "Grantor") and the City of Santa Clarita (the "City"), who agree as follows: On and subject to the terms and provisions of this Right of Entry, the Grantor hereby authorizes the City, its officers, agents, employees, and contractors, and the agents and employees of the City's contractors and other firms or corporations under contract with the City, to enter upon the premises known as Assessor's Parcel Numbers 2861-073-010 and 2861-073-011 (portion) as shown in "Exhibit A" (the "Property") for the purpose of constructing roadway improvements associated with the McBean Parkway Realignment project (the "Right of Entry Area"). The Right of Entry Area location on the Property is depicted on "Exhibit B". This Right of Entry will be effective and binding between the Grantor and the City (the "Effective Date") upon the signature of both parties. Provided that the Effective Date has occurred on or prior to the Commencement Date (as defined in paragraph 4, below), the following terms and provisions will be applicable to this Right of Entry: 1. Grantor will be given 48 hours' notice prior to commencement of any work tobe performed on or within the Right of Entry Area. 2. The City agrees to compensate Grantor for any damage to the Property caused by the City's activities or the activities of its officers, agents, employees and contractors and to hold harmless from and defend Grantor against any and all claims of damage to persons or property resulting from the City's activities or the activities of its officers, agents, employees and contractors. The City will maintain, or cause to be maintained, during the term of this License contractual liability insurance, worker's compensation insurance and personal injury and property damage liability insurance, each with limits not less than $1,000,000 single limit coverage insuring against liability for personal injury to or death of any person and damage to the Property arising out of or in connection with the activities of the City, its officers, agents, employees, and contractors under this Right of Entry. The City will cause Grantor to be named as an additional insured on all policies providing such insurance and shall deliver to Grantor a certificate of liability insurance evidencing the insurance required above. Further, the City will defend, indemnify and protect Grantor from and against any and all claims, demands, actions, suits, judgments, losses, damages, costs or expenses incurred as a result of personal injury, property damage, penalties or fines, including costs and attorneys' fees, proximately caused in whole or in part by the acts or omissions of the City or its contractors, employees and agents in conducting its activities Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A under this Right of Entry, except to the extent such personal injury, property damage, penalty or fine is proximately caused by the act or omission of Grantor, its agents, employees, contractors or representatives. 09 30 2024 4. This Right of Entry shall commence on (the "Commencement Date") and shall terminate on September 11 2026 5. After performing the work under this Right of Entry, and prior to its termination, the City will remove all equipment and unused materials associated with the work from the Property, repair all damages to the Property caused by such work, fill and level all holes caused by the performance of such work, and remove all resulting debris; and the City will restore the surface of the Property as nearly as possible to its original condition. 6. The City will conduct all work performed under this Right of Entry in compliance with all federal, state and municipal statutes and ordinances, and with all regulations, orders, and directives of appropriate governmental agencies, as such statutes, ordinances, regulations, orders, and directives now exist or may hereafter provide. 7. The City will not permit any mechanic's, materialmen's or other similar liens or claims to stand against the Property for labor or material furnished in connection with any work performed by or on behalf of the City under this Right of Entry. The City may bond and contest the validity and the amount of any such lien, but the City will immediately pay any judgment rendered, will pay all proper costs and charges, and will have the lien released at its sole expense before the same can be enforced or foreclosed against the Property. 8. The City agrees that it will not, nor will it cause or permit any of its agents, employees or contractors to, bring upon, use, store, release or dispose of any Hazardous Substances on the Property, except to the extent the same is in strict compliance with all applicable governmental laws, rules and regulations. As used herein, "Hazardous Substances" includes, without limitation, those substances included within the definitions of "hazardous substance," "hazardous waste," "hazardous material," "toxic substance," "solid waste," or "pollutant or contaminant" in or under any Environmental Laws or any other substances, materials, and wastes that are or become regulated or classified as hazardous or toxic under any Environmental Laws. As used herein, "Environmental Laws" means all federal, state, local, or municipal laws, rules, orders, regulations, statutes, ordinances, codes, decrees, or requirements of any government authority regulating, relating to, or imposing liability or standards of conduct concerning any Hazardous Substances, or pertaining to occupational health or industrial hygiene or occupational or environmental conditions on, under, or about the Property, as now or may at any later time be in effect. [SIGNATURES ON NEXT PAGE] 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A GRANTOR: HENRY MAYO NEWHALL MEMORIAL HOSPITAL By: Signed by: By: inn tzt"t, 6OB66B86AOD648F... Name. 11G V 111 111 UUKU11g Title: President CEO Date: 09/18/2024 HEN G&L VALENCIA SUB, LLC Signed by: B Lvawa fi Y . 79HAWDEFAB469 Name: ijamei iuney Title: SVP Head of Outpatient Medical Date: 09/20/2024 GRANTEE: CITY OF SANTA CLARITA KENNETH W. STRIPLIN, CITY MANAGER CSigned by: �6264725D134743E Date: 09/20/2024 APPROVED AS TO FORM: JOSEPH M. MONTES, CITY ATTORNEY DocuSigned by: By: bst fL h, B�- wl 's F-1109AUFU67346B.. Date: 09/20/2024 3 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A a) Q O a� w rn N 0 O O 0 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Q V-w�GE o��N ON a W J F o Wm U 0 a � O M � O Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A DocuSign Certificate Of Completion Envelope Id: 408743F6020F47FlAlBlA6A03F5AA9E8 Subject: Right of Entry - McBean Parkway Realignment Project Source Envelope: Document Pages: 5 Signatures: 4 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 9/10/2024 3:22:10 PM Signer Events Ramiro Fuentes rfuentes@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/10/2024 3:38:21 PM ID:bf3e6f55-d896-4e65-9af1-49deb7b84a3b MELODY BARTLETTE mbartlette@santa-clarita.com PURCHASING & CONTRACT SERVICES ADMINISTRATOR Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Carla Ann Callahan CCALLAHAN@santa-clarita.com Sr Engineer City of Santa Clarita Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Shannon Pickett spickett@santa-clarita.com Assistant City Engineer Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/17/2024 4:25:10 PM ID:6c799513-0298-4e35-bdd2-Oc1f68adba44 Daniel Turley dturley@welltower.com Authorized Signatory Security Level: Email, Account Authentication (Optional) Holder: Karyn Brown kbrown@santa-clarita.com Signature Completed Using IP Address: 172.88.96.137 Signed using mobile Completed Using IPAddress: 216.152.79.2 Completed Using IP Address: 216.152.79.2 Completed Using IPAddress: 216.152.79.2 L,li,nld by: awa E'rB " Signature Adoption: Pre -selected Style Using IPAddress: 99.7.227.206 Signed using mobile Status: Completed Envelope Originator: Karyn Brown 23920 Valencia Boulevard City of Santa Clarita, CA 91355 kbrown@santa-clarita.com IP Address: 216.152.79.2 Location: DocuSign Timestamp Sent: 9/10/2024 3:29:43 PM Viewed: 9/10/2024 3:38:21 PM Signed: 9/10/2024 3:38:41 PM Sent: 9/10/2024 3:38:43 PM Viewed: 9/11/20245:06:07 PM Signed: 9/16/2024 3:52:19 PM Sent: 9/16/2024 3:52:22 PM Viewed: 9/16/2024 3:56:32 PM Signed: 9/16/2024 3:56:39 PM Sent: 9/16/2024 3:56:41 PM Viewed: 9/17/2024 4:25:10 PM Signed: 9/17/2024 4:25:16 PM Sent: 9/17/2024 4:25:18 PM Resent: 9/18/2024 10:55:38 AM Viewed: 9/18/2024 11:00:05 AM Signed: 9/20/2024 5:32:42 AM Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Signer Events Signature Timestamp Electronic Record and Signature Disclosure: Accepted: 9/20/2024 5:31:33 AM ID:3acbb127-58ce-46bb-98bd-f8b5b888ae5e Kevin Klockenga ESi,n,l 1,: Sent: 9/17/2024 4:25:18 PM Kevin.kockenga@henrymayo.comin{0(�ct lti9�a Resent: 9/18/2024 10:55:38 AM Security Level: Email, Account Authentication 6OB65B86AOD648F... Viewed: 9/18/2024 5:31:47 PM (Optional) Signed: 9/18/2024 5:32:26 PM Signature Adoption: Pre -selected Style Using IF Address: 12.221.65.254 Electronic Record and Signature Disclosure: Accepted: 9/18/2024 5:31:47 PM ID:3d74154b-e471-4a91-a500-50d9e3ac557b Mike Hennawy Completed Sent: 9/20/2024 5:32:44 AM mhennawy@santa-clarita.com Viewed: 9/20/2024 7:42:24 AM Director of Public Works Signed: 9/20/2024 7:42:47 AM Security Level: Email, Account Authentication Using I Address: 107.185.67.1 (Optional) Signed using mobile Electronic Record and Signature Disclosure: Accepted: 9/20/2024 7:42:24 AM ID:915cea1c-976f-4ed8-b8a9-b24ee80f1fc1 Joseph M. Montes EDICUSill1d by: Sent: 9/20/2024 7:42:50 AM JMontes@bwslaw.com bSt��t ILL, Mb�tt S Viewed: 9/20/2024 12:19:56 PM Partner 199A62FSF67346B... Signed: 9/20/2024 12:20:21 PM Security Level: Email, Account Authentication (Optional) Signature Adoption: Pre -selected Style Using IF Address: 104.191.69.106 Electronic Record and Signature Disclosure: Accepted: 9/20/2024 12:19:56 PM ID:d288ace9-3723-488d-b370-1496e534a0cb by:Frank Oviedo ES!gnld Sent: 9/20/2024 12:20:23 PM FOVIEDO@santa-clarita.com raj �c Owt h Viewed: 9/20/2024 3:05:50 PM Assistant City Manager 6264725D134743E Signed: 9/20/2024 3:06:06 PM City of Santa Clarita Signature Adoption: Pre -selected Style Security Level: Email, Account Authentication (Optional) Using I Address: 216.152.79.2 Electronic Record and Signature Disclosure: Accepted: 9/20/2024 3:05:50 PM ID:87076eb6-55b3-4274-883d-2a46245d0548 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 Ramiro Fuentes Sent: 9/20/2024 3:06:08 PM rfuentes@santa-clarita.com ED Security Level: Email, Account Authentication (Optional) Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Carbon Copy Events Electronic Record and Signature Disclosure: Accepted: 9/18/2024 8:23:31 AM ID:aal7086a-e626-4313-87a7-f77d7905d6cc Kevin Klockenga Kevin.klockenga@henrymayo.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/18/2024 5:31:47 PM ID:3d74154b-e471-4a91-a500-50d9e3ac557b Status COPIED Witness Events Signature Notary Events Signature Envelope Summary Events Status Envelope Sent Hashed/Encrypted Envelope Updated Security Checked Certified Delivered Security Checked Signing Complete Security Checked Completed Security Checked Payment Events Status Electronic Record and Signature Disclosure Timestamp Sent: 9/20/2024 3:06:10 PM Timestamp Timestamp Timestamps 9/10/2024 3:29:43 PM 9/18/2024 10:55:30 AM 9/20/2024 3:05:50 PM 9/20/2024 3:06:06 PM 9/20/2024 3:06:10 PM Timestamps Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 4 PM Parties agreed to: Ramiro Fuentes, Shannon Pickett, Daniel Turley, Kevin Klockenga, Mike Hennawy, Joseph M. Montes, Frank Oviedo, Ramiro Fuentes, Kevin Klock ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Santa Clarita (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 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 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 Santa Clarita: 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: csaunders@santa-clarita.com To advise City of Santa Clarita 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 csaunders@santa-clarita.com and in the body of such request you must state: your 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 Santa Clarita 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 csaunders@santa-clarita.com 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 Santa Clarita To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 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 csaunders@santa-clarita.com 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- signi_ ng-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 Santa Clarita 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 Santa Clarita during the course of your relationship with City of Santa Clarita. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXHIBIT H WAIVER OF JUST COMPENSATION ACKNOWLEDGEMENT Project McBean Parkway Realignment Parcels APN 2861-073-010 APN 2861-073-011 File No. Federal Project DEML22-5450(103) No. Limits McBean Parkwav between Avenida Navarre and Alearo Drive We, the undersigned, do hereby acknowledge that we have been fully informed of our rights under Federal law to receive just compensation for the right of entry over the hospital main entrance and access road owned by us, Henry Mayo Newhall Memorial Hospital and right of entry over the medical building property frontage, westerly driveway, and parking lots owned by us, HCN G&LValencia SUB, LLC, and that we have also been informed of our right to have an appraisal made of said property along with an offer of just compensation. We acknowledge that the City of Santa Clarita has agreed to contribute costs associated with the circulation and improvements within the City's right of way along McBean Parkway and that the circulation and safety improvements of ingress and egress to Henry Mayo Hospital is mutually beneficial, and that the benefits from the project offset any just compensation that we may be entitled to. However, we do hereby waive the right to just compensation for the above referenced project and agree to allow the City of Santa Clarita to occupy said portion of Henry Mayo Newhall Memorial Hospital and HCN G&L Valencia SUB, LLC properties for the sole purpose of construction of improvements and staging the construction area. This acknowledgement is signed by us freely and without coercion of any kind. Name Kevin Klockenga (Print or Type) Signed by Signed C�ln. 60865B86AOD648F._. Dated 09/18/2024 Name Daniel Turley as Authorized Signatory for HCN G&L Valencia Sub, LLC (Print or Type) as Authorized Signatory for HCN G&L Valencia Sub, LLC Signed by. Signed VMa T as Qu#an'i c,� Si oV� F r Jk(,N 6 �(g Ual,m,aa SW,) UL ited 09/23/2024 C79EBAWDEFAB469... Name (Print or Type) Signed Dated Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A DocuSign Certificate Of Completion Envelope Id: CD3E561 B9B4A4F37B9BBFD1922CDC828 Subject: McBean Parkway Realignment Project - Waiver of Just Compensation Source Envelope: Document Pages: 1 Signatures: 2 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 9/10/2024 3:30:13 PM Signer Events Ramiro Fuentes rfuentes@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/10/2024 5:21:23 PM ID:0377b814-5326-4174-abb0-c4f36aafa8e7 Carla Ann Callahan CCALLAHAN@santa-clarita.com Sr Engineer City of Santa Clarita Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign MELODY BARTLETTE mbartlette@santa-clarita.com PURCHASING & CONTRACT SERVICES ADMINISTRATOR Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Shannon Pickett spickett@santa-clarita.com Assistant City Engineer Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/18/2024 3:47:10 PM ID: 7539153f-d24b-4e8c-988e-19476c2fe1 cd Holder: Karyn Brown kbrown@santa-clarita.com Signature Completed Using IP Address: 172.88.96.137 Signed using mobile Completed Using IPAddress: 76.32.217.110 Signed using mobile Completed Using IF Address: 216.152.79.2 Completed Using IPAddress: 216.152.79.2 Status: Completed Envelope Originator: Karyn Brown 23920 Valencia Boulevard City of Santa Clarita, CA 91355 kbrown@santa-clarita.com IF Address: 216.152.79.2 Location: DocuSign Timestamp Sent: 9/10/2024 4:19:54 PM Viewed: 9/10/2024 5:21:23 PM Signed: 9/10/2024 5:21:36 PM Sent: 9/10/2024 5:21:38 PM Viewed: 9/10/2024 6:49:04 PM Signed: 9/10/2024 6:49:10 PM Sent: 9/10/2024 6:49:12 PM Viewed: 9/18/2024 2:58:20 PM Signed: 9/18/2024 2:58:48 PM Sent: 9/18/2024 2:58:50 PM Viewed: 9/18/2024 3:47:10 PM Signed: 9/18/2024 3:47:17 PM Daniel Turley as Authorized Signatory for HCN G&L Sent: 9/18/2024 3:47:19 PM 1)a lla T4u � as awla ')C S?-469 � r KP GSA, VaL"x sub, UL Valencia Sub, LLC �sEaa°,°E.P089 Resent: 9/23/2024 4:39:32 PM dturley@welltower.com Viewed: 9/23/2024 4:42:35 PM Authorized Signatory Signature Adoption: Pre -selected Style Signed: 9/23/2024 4:42:49 PM Security Level: Email, Account Authentication Using IF Address: 99.7.227.206 (Optional) Signed using mobile Electronic Record and Signature Disclosure: Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Signer Events Signature Timestamp Accepted: 9/20/2024 5:42:02 AM ID:9515548f-ca48-4c29-9dc1-24f1eeff02ea Kevin Klockenga ESi,, 1,: Sent: 9/18/2024 3:47:19 PM Kevin.kockenga@henrymayo.comulnioG�Ct ln9�a Viewed: 9/18/2024 5:30:42 PM Security Level: Email, Account Authentication 6OB66e86AOD648F... Signed: 9/18/2024 5:31:11 PM (Optional) Signature Adoption: Pre -selected Style Using IPAddress: 12.221.65.254 Electronic Record and Signature Disclosure: Accepted: 9/18/2024 5:30:42 PM ID:98800939-c69b-477d-8b0a-3106cc0118c8 Mike Hennawy Completed Sent: 9/23/2024 4:42:51 PM mhennawy@santa-clarita.com Viewed: 9/23/2024 4:43:19 PM Director of Public Works Signed: 9/23/2024 4:43:50 PM Security Level: Email, Account Authentication Using I Address: 216.152.79.2 (Optional) Electronic Record and Signature Disclosure: Accepted: 9/23/2024 4:43:19 PM ID:Of5d3b71-e44f-444f-ab14-905db1ecd911 Joseph M. Montes Completed Sent: 9/23/2024 4:43:53 PM JMontes@bwslaw.com Viewed: 9/23/2024 4:45:20 PM Partner Signed: 9/23/2024 4:45:27 PM Security Level: Email, Account Authentication Using IF Address: 12.25.245.199 (Optional) Electronic Record and Signature Disclosure: Accepted: 9/23/2024 4:45:20 PM ID:9dc6f598-8a9b-47c1-94bf-b74aff6b83a3 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 Ramiro Fuentes I E Sent: 9/23/2024 4:45:28 PM rfuentes@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/18/2024 8:23:31 AM ID:aal7086a-e626-4313-87a7-f77d7905d6cc Kevin Klockenga COPIED Kevin.klockenga@henrymayo.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/18/2024 5:31:47 PM ID:3d74154b-e471-4a91-a500-50d9e3ac557b Sent: 9/23/2024 4:45:30 PM Witness Events Signature Timestamp Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/10/2024 4:19:54 PM Envelope Updated Security Checked 9/23/2024 4:39:32 PM Envelope Updated Security Checked 9/23/2024 4:39:32 PM Certified Delivered Security Checked 9/23/2024 4:45:20 PM Signing Complete Security Checked 9/23/2024 4:45:27 PM Completed Security Checked 9/23/2024 4:45:30 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 4 PM Parties agreed to: Ramiro Fuentes, Shannon Pickett, Daniel Turley as Authorized Signatory for HCN G&L Valencia Sub, LLC, Kevin Klockenga, Mike Hennawy, Josep ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Santa Clarita (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 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 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 Santa Clarita: 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: csaunders@santa-clarita.com To advise City of Santa Clarita 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 csaunders@santa-clarita.com and in the body of such request you must state: your 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 Santa Clarita 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 csaunders@santa-clarita.com 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 Santa Clarita To inform us that you no longer wish to receive future notices and disclosures in electronic format you may: Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 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 csaunders@santa-clarita.com 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- signi_ ng-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 Santa Clarita 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 Santa Clarita during the course of your relationship with City of Santa Clarita. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SANTA CLARITA AND ANDERSONPENNA PARTNERS, INC. FOR MCBEAN PARKWAY MEDIAN REALIGNMENT THIS FIRST AMENDMENT ("Amendment") is made by and between the CITY OF SANTA CLARITA, a general law city and municipal corporation existing under the laws of California ("CITY"), and ANDERSONPENNA PARTNERS, INC. ("CONSULTANT"). 1. Pursuant to Section 8 TERM of Agreement for MCBEAN PARKWAY MEDIAN REALIGNMENT ("Agreement"), amendment to section to read as follows: "The term of this Agreement will be from 11/15/2017 to 12/21/2020." 2. This Amendment may be executed in any number or counterparts, each of which will be an original, but all of which together constitutes one instrument executed on the same date. 3. Except as modified by this Amendment, all other terms and conditions of the Agreement with ANDERSONPENNA PARTNERS, INC. for MCBEAN PARKWAY MEDIAN REALIGNMENT remain the same. [SIGNATURES ON NEXT PAGE] Revised 2/2015 Page 1 of 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE. The Parties agree that this Agreement may be transmitted and signed by electronic mail by either/any or both/all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California Government Code section 16.5 and Civil Code section 1633.7. IN WITNESS WHEREOF, the parties hereto have executed this contract on this date of 10/31/2018 FOR CONSULTANT: By: EDocuSigned by: 61 FB3DB9F59648E... Lisa Penna Print Name & Title Date: 10/30/2018 Practice Director FOR CITY OF SANTA CLARITA: KENNETH W. STRIPLIN, CITY MANAGER DocuSigned by: By: Va ovu ('h 636ED909D845412... 10/31/2018 Date: APPROVED AS TO FORM: JOSEPH M. MONTES, CITY ATTORNEY DocuSigned by: By: D OStf�t, ft. AUVI,S E847KCB99934BE... Date: 10/31/2018 IF CORPORATION: By: CDocuSigned by: Vrn c-Sfo aOW'(Ar BB6DCA952 CD84D8... Ernesto Aguilar President Print Name & Title Date: 10/29/2018 Revised 2/2015 Page 2 of 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A KINGENG-01 NGONZALEZ ACpR[J CERTIFICATE OF LIABILITY INSURANCE �•--�'� FDATE(MM/DD/YYYY) 10/09/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: PHONE 703 827-2277 FAX 703 827-2279 (A/C, No, Ext): ( ) (A/C, No):( ) Ames & Gough 8300 Greensboro Drive Suite 980 E-MAIL-ADDRESS: admin@amesgough.com McLean, VA 22102 INSURERS AFFORDING COVERAGE NAIC # INSURER A: Continental Casualty Company CNA A XV 20443 INSURED INSURER B : National Fire Insurance Company of Hartford A(XV) 20478 INSURER C: Continental Insurance Company A XV 35289 AndersonPenna Partners, Inc. INSURER D : 3737 Birch Street, Suite 250 Newport Beach, CA 92660 INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MWDD/YYYY POLICY EXP MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE i OCCUR 6056903005 01/01/2018 01/01/2019 DAMAGE TO RENTED PREMISES Ea occurrence 1,000,000 $ MED EXP (Any oneperson) $ 15,000 PERSONAL & ADV INJURY $ 1,000,000 GENT AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY El JECT1:1 LOC PRODUCTS - COMP/OP AGG $ 2,000,000 $ OTHER: B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident 1,000,000 $ X BODILY INJURY Perperson) $ ANY AUTO 6056902999 01/01/2018 01/01/2019 OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY C X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 EXCESS LIAB CLAIMS -MADE CUE 6056903022 01/01/2018 01/01/2019 AGGREGATE $ 10,000,000 DED X RETENTION $ 10,000 $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A WC 656903019 01/01/2018 01/01/2019 PER OTH- STATUTE ER E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1,000,000 $ A Professional 1916165 7 01/01/2018 01/01/2019 Per Claim 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Professional Liability Aggregate Limit: $4,000,000 RE: All operation. The City of Santa Clarita, its Respective elected and appointed boards, officials, officers, agents and employees are included as additional insured with respect to General Liability and Auto Liability when required by written contract. General Liability is primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and when required by written contract. General Liability, Auto Liability, and Workers Compensation policies include a waiver of subrogation in favor of the additional insureds where permissible by state law and when required by written contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE The City of Santa Clarita Y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 23920 Valencia Blvd. Santa Clarita, CA 91355 AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CMA 1 Workers Compensation And Employers Liability Insurance Policy Endorsement We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No: WC 00 03 13 (04-1984) Endorsement Effective Date: Endorsement Expiration Date: Endorsement No: 4; Page: 1 of 1 Underwriting Company: The Continental Insurance Company, 333 S Wabash Ave, Chicago, IL 60604 Policy No: WC 6 56903019 Policy Effective Date: 01 /01 /2018 Policy Page: 62 of 98 Copyright 1983 National Council on Compensation Insurance. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA SCA 23 500D09 (Ed. 10/11) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EXTENDED COVERAGE ENDORSEMENT - BA PLUS This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. LIABILITY COVERAGE A. Who Is An Insured The following is added to Section II, Paragraph A.1., Who Is An Insured: 1 K, 3 4. a. Any incorporated entity of which the Named Insured owns a majority of the voting stock on the date of inception of this Coverage Form; provided that, b. The insurance afforded by this provision A.I. does not apply to any such entity that is an "insured" under any other liability "policy" providing "auto" coverage. Any organization you newly acquire or form, other than a limited liability company, partnership or joint venture, and over which you maintain majority ownership interest. The insurance afforded by this provision A.2.: a. Is effective on the acquisition or formation date, and is afforded only until the end of the policy period of this Coverage Form, or the next anniversary of its inception date, whichever is earlier. 1. Which are no longer in force; or 2. Whose limits have been exhausted. B. Bail Bonds and Loss of Earnings Section II, Paragraphs A.2.a.(2) and A.2.a.(4) are revised as follows: 1. In a.(2), the limit for the cost of bail bonds is increased from $2,000 to $5,000, and 2. In a.(4), the limit for the loss of earnings is increased from $250 to $500 a day. C. Fellow Employee Section II, Paragraph B.5 does not apply. Such coverage as is afforded by this provision C. is excess over any other collectible insurance. II. PHYSICAL DAMAGE COVERAGE A. Towing Section III. Paragraph A.2., is revised to include Light Trucks up to 10,000 pounds G.V.W. B. Transportation Expenses b. Does not apply to: (1) "Bodily injury" or "property damage" caused by an "accident" that occurred before you acquired or formed the organization; or C. (2) Any such organization that is an "insured" under any other liability "policy" providing "auto" coverage. Any person or organization that you are obligated to provide Insurance where required by a written contract or agreement is an insured, but only with respect to legal responsibility for acts or omissions of a person for whom Liability Coverage is afforded under this policy. An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. Section III, Paragraph A.4.a. is revised, with respect to transportation expense incurred by you, to provide: a. $60 per day, in lieu of $20; subject to b. $1,800 maximum, in lieu of $600. Loss of Use Expenses Section III, Paragraph AA.b. is revised, with respect to loss of use expenses incurred by you, to provide: a. $1,000 maximum, in lieu of $600. D. Personal Property The following is added to Section III, Paragraph A.4. c. We will pay up to $500 for loss to Personal Property which is: (1) Owned by an "insured"; and (2) In or on the covered "auto." This coverage applies only in the event of a total theft of your covered "auto." "Policy," as used in this provision A. Who Is An This insurance is excess over any other collectible Insured, includes those policies that were in force on insurance and no deductible applies. the inception date of this Coverage Form but: E. Rental Reimbursement SCA 23 500D09 Copyright, CNA Corporation, 2000. Page 1 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Policy: 6056902999 SCA 23 500D09 (Ed. 10/11) The following is added to Section III, Paragraph A.4. d. We will pay for rental reimbursement expenses incurred by you for the rental of an "auto" because of "loss" to a covered "auto." Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto." No deductibles apply to this coverage. 1. We will pay only for those expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, with the lesser of the following number of days: (a) The number of days reasonably required to repair or replace the covered "auto"; or, (b) 15 days. 2. Our payment is limited to the lesser of the following amounts: (a) Necessary and actual expenses incurred; or, d. The physical damage coverage as is provided by this provision will be limited to the types of physical damage coverage(s) provided on your owned "autos." e. Such physical damage coverage for hired "autos" will: (1) Include loss of use, provided it is the consequence of an "accident" for which the Named Insured is legally liable, and as a result of which a monetary loss is sustained by the leasing or rental concern. (2) Such coverage as is provided by this provision G.e.(1) will be subject to a limit of $750 per "accident." G. Airbag Coverage The following is added to Section III, Paragraph B.3. The accidental discharge of an airbag shall not be considered mechanical breakdown. (b) $25 per day subject to a maximum of H. Electronic Equipment $375. 3. This coverage does not apply while there are spare or reserve "autos" available to you for your operations. 4. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under the Physical Damage Coverage Extension. F. Hired "Autos" The following is added to Section III. Paragraph A 5. Hired "Autos" If Physical Damage coverage is provided under this policy, and such coverage does not extend to Hired Autos, then Physical Damage coverage is extended to: a. Any covered "auto" you lease, hire, rent or borrow without a driver; and b. Any covered "auto" hired or rented by your "employee" without a driver, under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. c. The most we will pay for any one "accident" or "loss" is the actual cash value, cost of repair, cost of replacement or $75,000 whichever is less minus a $500 deductible for each covered auto. No deductible applies to "loss" caused by fire or lightning. Section III, Paragraphs B.4.c and B.4.d. are deleted and replaced by the following: c. Physical Damage Coverage on a covered "auto" also applies to "loss" to any permanently installed electronic equipment including its antennas and other accessories d. A $100 per occurrence deductible applies to the coverage provided by this provision. I. Diminution In Value The following is added to Section III, Paragraph B.G. Subject to the following, the "diminution in value" exclusion does not apply to: a. Any covered "auto" of the private passenger type you lease, hire, rent or borrow, without a driver for a period of 30 days or less, while performing duties related to the conduct of your business; and b. Any covered "auto" of the private passenger type hired or rented by your "employee" without a driver for a period of 30 days or less, under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. c. Such coverage as is provided by this provision is limited to a "diminution in value" loss arising directly out of accidental damage and not as a result of the failure to make repairs; faulty or incomplete maintenance or repairs; or the installation of substandard parts. SCA 23 500D09 Copyright, CNA Corporation, 2000. Page 2 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Policy: 6056902999 SCA 23 500D09 (Ed. 10/11) d. The most we will pay for "loss" to a covered "auto" in any one accident is the lesser of: (1) $5,000; or (2) 20% of the "auto's" actual cash value (ACV) III. Drive Other Car Coverage — Executive Officers The following is added to Sections II and III: 1. Any "auto" you don't own, hire or borrow is a covered "auto" for Liability Coverage while being used by, and for Physical Damage Coverage while in the care, custody or control of, any of your "executive officers," except: a. An "auto" owned by that "executive officer' or a member of that person's household; or b. An "auto" used by that "executive officer' while working in a business of selling, servicing, repairing or parking "autos." Such Liability and/or Physical Damage Coverage as is afforded by this provision will be: (1) Equal to the greatest of those coverages afforded any covered "auto"; and (2) Excess over any other collectible insurance. 2. For purposes of this provision, "executive officer' means a person holding any of the officer positions created by your charter, constitution, by- laws or any other similar governing document, and, while a resident of the same household, includes that person's spouse. Such "executive officers" are "insureds" while O using a covered "auto" described in this provision. IV. BUSINESS AUTO CONDITIONS 0 A. Duties In The Event Of Accident, Claim, Suit Or Loss N O O The following is added to Section IV, Paragraph A.2.a. (4) Your "employees" may know of an "accident" or "loss." This will not mean that you have such knowledge, unless such "accident" or "loss" is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. The following is added to Section IV, Paragraph A.2.b. (6) Your "employees" may know of documents received concerning a claim or "suit." This will not mean that you have such knowledge, unless receipt of such documents is known to you or if you are not an individual, to any of your executive officers or partners or your insurance manager. B. Concealment, Misrepresentation or Fraud The following is added to Section IV, Paragraph B.2. Your failure to disclose all hazards existing on the date of inception of this Coverage Form shall not prejudice you with respect to the coverage afforded provided such failure or omission is not intentional. C. Policy Period, Coverage Territory Section IV, Paragraphs 7.(6).(a). is revised to provide: a. 45 days of coverage in lieu of 30 days IV. DEFINITIONS Section V. Paragraph C. is deleted and replaced by the following: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including mental anguish, mental injury or death resulting from any of these SCA 23 500D09 Copyright, CNA Corporation, 2000. Page 3 of 3 (Ed. 10/11) Includes copyrighted material of the Insurance Services Office used with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1. Additional Insureds 2. Additional Insured - Primary And Non -Contributory To Additional Insured's Insurance 3. Additional Insured — Extended Coverage 4. Boats 6. Bodily Injury — Expanded Definition 6. Broad Knowledge of Occurrence/ Notice of Occurrence 7. Broad Named Insured 8. Contractual Liability — Railroads 9. Estates, Legal Representatives and Spouses 10. Expected Or Intended Injury — Exception for Reasonable Force 11. General Aggregate Limits of Insurance — Per Location 12. In Rem Actions 13. Incidental Health Care Malpractice Coverage 14. Joint Ventures/Partnership/Limited Liability Companies 16. Legal Liability — Damage To Premises 16. Liquor Liability 17. Medical Payments 18. Non -owned Aircraft Coverage 19. Non -owned Watercraft 20. Personal And Advertising Injury — Discrimination or Humiliation 21. Personal And Advertising Injury - Contractual Liability 22. Property Damage — Elevators 23. Retired Partners, Members, Directors And Employees 24. Supplementary Payments 26. Unintentional Failure To Disclose Hazards 26. Waiver of Subrogation — Blanket 27. Wrap -Up Extension: OCIP, CCIP or Consolidated (Wrap -Up) Insurance Programs CNA74858XX (1-15) Page 1 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 1. ADDITIONAL INSUREDS a. WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A. through I. below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement, provided such contract or agreement: (1) is currently in effect or becomes effective during the term of this Coverage Part; and (2) was executed prior to: (a) the bodily injury or property damage; or (b) the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b. However, subject always to the terms and conditions of this policy, including the limits of insurance, the Insurer will not provide such additional insured with: (1) a higher limit of insurance than required by such contract or agreement; or (2) coverage broader than required by such contract or agreement, and in no event broader than that described by the applicable paragraph A. through I. below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A. Controlling Interest Any person or organization with a controlling interest in a Named Insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. such person or organization's financial control of a Named Insured; or premises such person or organization owns, maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. B. Co-owner of Insured Premises A co-owner of a premises co -owned by a Named Insured and covered under this insurance but only with respect to such co -owner's liability for bodily injury, property damage or personal and advertising injury as co-owner of such premises. C. Engineers, Architects or Surveyors Engaged By You An architect, engineer or surveyor engaged by the Named Insured, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused in whole or in part by the Named Insured's acts or omissions, or the acts or omissions of those acting on the Named Insured's behalf: a. in connection with the Named Insured's premises; or b. in the performance of the Named Insured's ongoing operations. But the coverage hereby granted to such additional insureds does not apply to bodily injury, property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by, on behalf of, or for the Named Insured, including but not limited to: CNA74858XX (1-15) Page 2 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement the preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and sp( ifications; or 2. supervisory, inspection, architectural or engineering activities. D. Lessor of Equipment Any person or organization from whom a Named Insured leases equipment, but only with respect to liability for bodily injury, property damage or personal and advertising injury caused, in whole or in part, by the Named Insured's maintenance, operation or use of such equipment, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E. Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such land, provided that the occurrence giving rise to such bodily injury, property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. F. Lessor of Premises An owner or lessor of premises leased to the Named Insured, or such owner or lessor's real estate manager, but only with respect to liability for bodily injury, property damage or personal and advertising injury arising out of the ownership, maintenance or use of such part of the premises leased to the Named Insured, and provided that the occurrence giving rise to such bodily injury or property damage, or the offense giving rise to such personal and advertising injury, takes place prior to the termination of such lease. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. G. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee or receiver's liability for bodily injury, property damage or personal and advertising injury arising out of the Named Insured's ownership, maintenance, or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations, new construction or demolition operations performed by, on behalf of, or for such additional insured. H. State or Governmental Agency or Subdivision or Political Subdivisions — Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury, property damage or personal and advertising injury arising out of: 1. the following hazards in connection with premises a Named Insured owns, rents, or controls and to which this insurance applies: the existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or b. the construction, erection, or removal of elevators; or c. the ownership, maintenance or use of any elevators covered by this insurance; or CNA74858XX (1-15) Page 3 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 2. the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a. Bodily injury, property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision; or b. Bodily injury or property damage included within the products -completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement, the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I. Trade Show Event Lessor 1. With respect to a Named Insured's participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured, but only with respect to such person or organization's liability for bodily injury, property damage or personal and advertising injury caused by: a. the Named Insured's acts or omissions; or b. the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2. The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products -completed operations hazard. 2. ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance, then this insurance is primary, and the Insurer will not seek contribution from that other insurance. For the purpose of this Provision 2., the additional insured's own insurance means insurance on which the additional insured is a named insured. Otherwise, and notwithstanding anything to the contrary elsewhere in this Condition, the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3. ADDITIONAL INSURED — EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part, WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a. An individual, then his or her spouse is an Insured; b. A partnership or joint venture, then its partners, members and their spouses are Insureds; c. A limited liability company, then its members and managers are Insureds; or d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are Insureds; CNA74858XX (1-15) Page 4 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Please see the ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES provision of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4. BOATS Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to add the following additional exception to the exclusion entitled Aircraft, Auto or Watercraft: This exclusion does not apply to: Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named Insured's inspection or surveying work. 6. BODILY INJURY — EXPANDED DEFINITION Under DEFINITIONS, the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury, sickness or disease. 6. BROAD KNOWLEDGE OF OCCURRENCE/ NOTICE OF OCCURRENCE Under CONDITIONS, the condition entitled Duties in The Event of Occurrence, Offense, Claim or Suit is amended to add the following provisions: A. BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence, offense or claim is known to a natural person Named Insured, to a partner, executive officer, manager or member of a Named Insured, or to an employee designated by any of the above to give such notice. B. NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence, offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is not covered under this Coverage Part. However, the Named Insured shall give written notice of such occurrence, offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence, offense or claim. 7. BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3. in its entirety and replace it with the following: 3. Pursuant to the limitations described in Paragraph 4. below, any organization in which a Named Insured has management control: a. on the effective date of this Coverage Part; or b. by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured, provided that there is no other similar liability insurance, whether primary, contributory, excess, contingent or otherwise, which provides coverage to such organization, or which would have CNA74858XX (1-15) Page 5 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement provided coverage but for the exhaustion of its limit, and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a) any partnership, limited liability company or joint venture; or (b) any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision, management control means: A. owning interests representing more than 50% of the voting, appointment or designation power for the selection of a majority of the Board of Directors of a corporation; or B. having the right, pursuant to a written trust agreement, to protect, control the use of, encumber or transfer or sell property held by a trust. 4. With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3. above, this insurance does not apply to: a. bodily injury or property damage that first occurred prior to the date of management control, or that first occurs after management control ceases; nor b. personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5. The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing -business -as names (dba) as any Named Insured should choose to employ. 8. CONTRACTUAL LIABILITY— RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of insured contract is replaced by the following: Insured Contract means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b. A sidetrack agreement; c. Any easement or license agreement; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to the Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality) under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: CNA74858XX (1-15) Page 6 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the Insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 9. ESTATES, LEGAL REPRESENTATIVES, AND SPOUSES The estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy; provided, however, coverage is afforded to such estates, executors, heirs, legal representatives, administrators, trustees, beneficiaries and spouses only for claims arising solely out of their capacity or status as such and, in the case of a spouse, where such claim seeks damages from marital community property, jointly held property or property transferred from such natural person Insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative, or spouse outside the scope of such person's capacity or status as such, provided, however, that the spouse of a natural person Named Insured, and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. 10. EXPECTED OR INTENDED INJURY — EXCEPTION FOR REASONABLE FORCE Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 11. GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION A. A separate Location General Aggregate Limit, equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1. All damages under Coverage A, except damages because of bodily injury or property damage included in the products -completed operations hazard; and 2. All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations, nor the Location General Aggregate Limit of any other location. B. All: 1. Damages under Coverage B, regardless of the number of locations involved; CNA74858XX (1-15) Page 7 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 2. Damages under Coverage A, caused by occurrences which cannot be attributed solely to ongoing operations at a single location, except damages because of bodily injury or property damage included in the products -completed operations hazard; and 3. Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C. For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision, "location" means: 1. a premises the Named Insured owns or rents; or 2. a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement. If operations at such a location have been discontinued and then restarted, or if the authorized parties deviate from plans, blueprints, designs, specifications or timetables, the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance, premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad shall be considered a single location. D. The limits shown in the Declarations for Each Occurrence, for Damage To Premises Rented To You and for Medical Expense continue to apply, but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit, depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E. When coverage for liability arising out of the products -completed operations hazard is provided, any payments for damages because of bodily injury or property damage included in the products -completed operations hazard, regardless of the number of locations involved, will reduce the Products -Completed Operations Aggregate Limit shown in the Declarations. F. The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE - PER LOCATION Provision shall continue to apply as stipulated. 12. IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured, or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13. INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the Insuring Agreement is amended to replace Paragraphs 1.b.(1) and 1.b.(2) with the following: b. This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose, and only if: (1) such bodily injury is caused by an occurrence that takes place in the coverage territory. (2) the bodily injury first occurs during the policy period. All bodily injury arising from an occurrence will be deemed to have occurred at the time of the first act, error, or omission that is part of the occurrence; and CNA74858XX (1-15) Page 8 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement B. Under COVERAGES, Coverage A — Bodily Injury And Property Damage Liability, the paragraph entitled Exclusions is amended to: i. add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii. delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement, including but not limited to express warranties or guarantees. iii. to add the following additional exclusions: This insurance does not apply to: Discrimination any actual or alleged discrimination, humiliation or harassment, including but not be limited to claims based on an individual's race, creed, color, age, gender, national origin, religion, disability, marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest, criminal or malicious act, error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare, Medicaid, Tricare or any similar federal, state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C. DEFINITIONS is amended to: i. add the following definitions: Health care incident means an act, error or omission by the Named Insured's employees or volunteer workers in the rendering of: a. professional health care services on behalf of the Named Insured or b. Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages, medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a. Physician; CNA74858XX (1-15) Page 9 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement b. Nurse; c. Nurse practitioner; d. Emergency medical technician; e. Paramedic; f. Dentist; g. Physical therapist; h. Psychologist; i. Speech therapist; j. Other allied health professional; or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii. delete the definition of occurrence and replace it with the following: Occurrence means a health care incident. All acts, errors or omissions that are logically connected by any common fact, circumstance, situation, transaction, event, advice or decision will be considered to constitute a single occurrence; iii. amend the definition of Insured to: a. add the following: the Named Insured's employees are Insureds with respect to: (1) bodily injury to a co -employee while in the course of the co -employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. the Named Insured's volunteer workers are Insureds with respect to: (1) bodily injury to a co -volunteer worker while performing duties related to the conduct of the Named Insured's business; and (2) bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. b. delete Subparagraphs (a), (b), (c) and (d) of Paragraph 2.a.(1) of WHO IS AN INSURED. D. The Other Insurance condition is amended to delete Paragraph b.(1) in its entirety and replace it with the following: Other Insurance CNA74858XX (1-15) Page 10 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement b. Excess Insurance (1) To the extent this insurance applies, it is excess over any other insurance, self insurance or risk transfer instrument, whether primary, excess, contingent or on any other basis, except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14. JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANIES A. Past Joint Ventures, Partnerships, Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint venturer, partner, or member of a limited liability company and such joint venture, partnership or limited liability company terminated prior to or during the policy period, such Named Insured is an Insured with respect to its interest in such joint venture, partnership or limited liability company but only to the extent that: a. any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense, first occurred after such termination date; b. the bodily injury or property damage first occurred after such termination date; and c. there is no other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. If the joint venture, partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program, then such insurance will always be considered valid and collectible for the purpose of paragraph c. above. But this provision will not serve to exclude bodily injury, property damage or personal and advertising injury that would otherwise be covered under the Architects, Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS. Please see that provision for the definition of consolidated (wrap-up) insurance program. B. Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations, but only if such joint venture meets all of the following criteria: a. Each and every one of the Named Insured's co -venturers are architectural, engineering or surveying firms only; and b. There is no other valid and collectible insurance purchased specifically to insure the joint venture. However, the Named Insured is an Insured only for the conduct of such Named Insured's business within such a joint venture. The Named Insured is not insured for liability arising out of the acts or omissions of other co - venturers, nor of their partners, members or employees. C. WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects, Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement (if any), no person or organization is an Insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. CNA74858XX (1-15) Page 11 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 16. LEGAL LIABILITY — DAMAGE TO PREMISES / ALIENATED PREMISES / PROPERTY IN THE NAMED INSURED'S CARE, CUSTODY OR CONTROL A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete exclusion j. Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j. Damage to Property Property damage to: (1) Property the Named Insured owns, rents, or occupies, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises the Named Insured sells, gives away or abandons, if the property damage arises out of any part of those premises; (3) Property loaned to the Named Insured; (4) Personal property in the care, custody or control of the Insured; (6) That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured's behalf are performing operations, if the property damage arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because your work was incorrectly performed on it. Paragraphs (1), (3) and (4) of this exclusion do not apply to property damage (other than damage by fire) to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2) of this exclusion does not apply if the premises are your work. Paragraphs (3), (4), (6) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to property damage included in the products -completed operations hazard. Paragraphs (3) and (4) of this exclusion do not apply to property damage to: i. tools, or equipment the Named Insured borrows from others, nor ii. other personal property of others in the Named Insured's care, custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However, the coverage granted by this exception to Paragraphs (3) and (4) does not apply to: a. property at a job site awaiting or during such property's installation, fabrication, or erection; b. property that is mobile equipment leased by an Insured; CNA74858XX (1-15) Page 12 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement c. property that is an auto, aircraft or watercraft; d. property in transit; or e. any portion of property damage for which the Insured has available other valid and collectible insurance, or would have such insurance but for exhaustion of its limits, or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others. See LIMITS OF INSURANCE as amended below. B. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c. through n. do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner, nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C. The following paragraph is added to LIMITS OF INSURANCE: Subject to 6. above, $25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment, and to other personal property of others in the Named Insured's care, custody or control, while being used in the Named Insured's operations away from any Named Insured's premises. The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000. The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement. If the Insurer exercises that right, the Named Insured will promptly reimburse the Insurer for any such amount. D. Paragraph 6., Damage To Premises Rented To You Limit, of LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to Paragraph 6. above, (the Each Occurrence Limit), the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner, including contents of such premises rented to the Named Insured for a period of 7 or fewer consecutive days. The Damage To Premises Rented To You Limit is the greater of: a. $500,000; or b. The Damage To Premises Rented To You Limit shown in the Declarations. E. Paragraph 4.b.(1)(a)(ii) of the Other Insurance Condition is deleted and replaced by the following: (ii) That is property insurance for premises rented to the Named Insured, for premises temporarily occupied by the Named Insured with the permission of the owner; or for personal property of others in the Named Insured's care, custody or control; 16. LIQUOR LIABILITY Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. CNA74858XX (1-15) Page 13 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 17. MEDICAL PAYMENTS A. LIMITS OF INSURANCE is amended to delete Paragraph 7. (the Medical Expense Limit) and replace it with the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person. The Medical Expense Limit is the greater of: (1) $15,000 unless a different amount is shown here: $N,NNN,NNN,NNN; or (2) the amount shown in the Declarations for Medical Expense Limit. B. Under COVERAGES, the Insuring Agreement of Coverage C — Medical Payments is amended to replace Paragraph 1.a.(3)(b) with the following: (b) The expenses are incurred and reported to the Insurer within three years of the date of the accident; and 18. NON -OWNED AIRCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft, Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured, provided that: 1. the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. the aircraft is rented with a trained, paid crew to the Named Insured; and 3. the aircraft is not being used to carry persons or property for a charge. 19. NON -OWNED WATERCRAFT Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended to delete subparagraph (2) of the exclusion entitled Aircraft, Auto or Watercraft, and replace it with the following. This exclusion does not apply to: (2) a watercraft that is not owned by any Named Insured, provided the watercraft is: (a) less than 75 feet long; and (b) not being used to carry persons or property for a charge. 20. PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION A. Under DEFINITIONS, the definition of personal and advertising injury is amended to add the following tort: Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B. Under COVERAGES, Coverage B — Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to: 1. delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: CNA74858XX (1-15) Policy No: 6056903005 Page 14 of 18 Endorsement No: 8 CONTINENTAL CASUALTY COMPANY Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury. This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a) the Named Insured; or (b) any executive officer, director, stockholder, partner, member or manager (if the Named Insured is a limited liability company) of the Named Insured. 2. add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any Insured. Notwithstanding the above, there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY —DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from Provision 1. ADDITIONAL INSURED of this endorsement; or attachment of an additional insured endorsement to this Coverage Part. 21. PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY A. Under COVERAGES, Coverage B —Personal and Advertising Injury Liability, the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B. Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY provision, the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B: 1. Paragraph 2.d. is replaced by the following: d. The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2. The first unnumbered paragraph beneath Paragraph 2.f.(2)(b) is deleted and replaced by the following: So long as the above conditions are met, attorney's fees incurred by the Insurer in the defense of that indemnitee, necessary litigation expenses incurred by the Insurer, and necessary litigation expenses incurred CNA74858XX (1-15) Page 15 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement by the indemnitee at the Insurer's request will be paid as defense costs. Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C. This PERSONAL AND ADVERTISING INJURY - LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B —Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY - CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22. PROPERTY DAMAGE —ELEVATORS A. Under COVERAGES, Coverage A — Bodily Injury and Property Damage Liability, the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3), (4) and (6) of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B. Solely for the purpose of the coverage provided by this PROPERTY DAMAGE — ELEVATORS Provision, the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23. RETIRED PARTNERS, MEMBERS, DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners, members, directors or employees, but only for bodily injury, property damage or personal and advertising injury that results from services performed for the Named Insured under the Named Insured's direct supervision. All limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24. SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS — COVERAGES A AND B is amended as follows: A. Paragraph 1.b. is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit; and B. Paragraph 1.d. is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000. limit. 26. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part, the Insurer will not deny coverage under this Coverage Part because of such failure. 26. WAIVER OF SUBROGATION - BLANKET Under CONDITIONS, the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1. the Named Insured's ongoing operations; or 2. your work included in the products -completed operations hazard. However, this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement, and only if such contract or agreement: CNA74858XX (1-15) Page 16 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement 1. is in effect or becomes effective during the term of this Coverage Part; and 2. was executed prior to the bodily injury, property damage or personal and advertising injury giving rise to the claim. 27. WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Note: The following provision does not apply to any public construction project in the state of Oklahoma, nor to any construction project in the state of Alaska, that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION — CONSTRUCTION WRAP-UP is attached to this policy, or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached, then the following changes apply: A. The following wording is added to the above -referenced endorsement: With respect to a consolidated (wrap-up) insurance program project in which the Named Insured is or was involved, this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1. Bodily injury, property damage, or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project, or during such operations of anyone acting on the Named Insured's behalf; nor 2. Bodily injury or property damage included within the products -completed operations hazard that arises out of those portions of the project that are not residential structures. B. Condition 4. Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c) Any of the other insurance whether primary, excess, contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program, but only as respects the Named Insured's involvement in that consolidated (wrap-up) insurance program. C. DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up) insurance program means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, such as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). Residential structure means any structure where 30% or more of the square foot area is used or is intended to be used for human residency, including but not limited to: 1. single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments; and 2. the common areas and structures appurtenant to the structures in paragraph 1. (including pools, hot tubs, detached garages, guest houses or any similar structures). However, when there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels or motels. Residential structure also does not include hospitals or prisons. CNA74858XX (1-15) Page 17 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A CNA CNA PARAMOUNT Architects, Engineers and Surveyors General Liability Extension Endorsement This WRAP-UP EXTENSION: OCIP, CCIP, OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below, and expires concurrently with said Policy. CNA74858XX (1-15) Page 18 of 18 CONTINENTAL CASUALTY COMPANY PolicyNo: 6056903005 Endorsement No: 8 Effective Date: 01/01/2018 Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A POLICY NUMBER: 6056902999 COMMERCIAL AUTO CA 04 44 03 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: King Engineering Associates, Inc. Endorsement Effective Date: 10/01 /2018 SCHEDULE Name(s) Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION FOR WHOM OR WHICH YOU ARE REQUIRED BY WRITTEN CONTRACT OR AGREEMENT TO OBTAIN THIS WAIVER FROM US. YOU MUST AGREE TO THAT REQUIREMENT PRIOR TO LOSS. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. CA 04 44 03 10 Copyright, Insurance Services Office, Inc., 2009 Page 1 of 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A original Agreement and Exhibit CON-6 Council Approval Date: 10/24/17 Agenda Item: 8 Contract Amount: 272,696 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SANTA CLARITA AND ANDERSONPENNA PARTNERS, INC. FOR MCBEAN PARKWAY MEDIAN REALIGNMENT This AGREEMENT by and between the CITY OF SANTA CLARITA, a municipal corporation and general law city ("CITY") and, ANDERSONPENNA PARTNERS, INC. ("CONSULTANT") 1. CONSIDERATION. A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, below; and B. As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement; and C. As additional consideration, CITY agrees to pay CONSULTANT a sum not to exceed Two Hundred Seventy Two Thousand Six Hundred Ninety Six dollars ($ 272,696 ) for CONSULTANT's services. CITY may modify this amount as set forth below. Unless otherwise specified by written amendment to this Agreement, CITY will pay this sum as specified in the attached Exhibit(s) " A ," which is/are incorporated by reference. 2. SCOPE OF SERVICES. A. CONSULTANT will perform services listed in the attached Exhibit(s) " A ,"which is/are incorporated by reference. B. CONSULTANT will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONSULTANT by this Agreement. 3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing similar services. CITY will continuously monitor CONSULTANT's services. CITY will notify CONSULTANT of any Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A deficiencies and CONSULTANT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by CONSULTANT. 4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit a detailed invoice to CITY which lists the hours worked and hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit(s) " A ") the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, the total cost of that work during the preceding billing month and a cumulative cash flow curve showing projected and actual expenditures versus time to date. 5. NON -APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year. 6. ADDITIONAL WORK. A. If CONSULTANT believes Additional Work is needed to complete the Scope of Work, CONSULTANT will provide the CITY with written notification that contains a specific description of the proposed Additional Work, reasons for such Additional Work, and a detailed proposal regarding cost. 7. FAMILIARITY WITH WORK. A. By executing this Agreement, CONSULTANT agrees that it has: Carefully investigated and considered the scope of services to be performed; and ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONSULTANT agrees that CONSULTANT has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONSULTANT discover any latent or unknown conditions that may materially affect the performance of the services, CONSULTANT will immediately inform CITY of such fact and will not proceed except at CONSULTANT's own risk until written instructions are received from CITY. Revised 1 /201 1 rage 2 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 8. TERM. The term of this Agreement will be from 11/15/2017 to 11/15/2018 Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances: A. Completion of the work specified in Exhibit(s) " A " B. Termination as stated in Section 15. 9. TIME FOR PERFORMANCE. A. CONSULTANT will not perform any work under this Agreement until: CONSULTANT furnishes proof of insurance as required under Section 22 of this Agreement; and ii. CITY gives CONSULTANT a written notice to proceed. B. Should CONSULTANT begin work on any phase in advance of receiving written authorization to proceed, any such professional services are at CONSULTANT's own risk. 10. TIME EXTENSIONS. Should CONSULTANT be delayed by causes beyond CONSULTANT's control, CITY may grant a time extension for the completion of the contracted services. If delay occurs, CONSULTANT must notify the CITY within forty-eight hours (48 hours), in writing, of the cause and the extent of the delay and how such delay interferes with the Agreement's schedule. The CITY will extend the completion time, when appropriate, for the completion of the contracted services. 11. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing, executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties. 12. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number. 13. PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement. 14. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONSULTANT's performance. A waiver by CITY of any breach of any tern, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. Revised 1 /201 1 rage 3 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 15. TERMINATION. A. CITY may terminate this Agreement at any time with or without cause. B. CONSULTANT may terminate this Agreement at any time with CITY's mutual consent. Notice will be in writing at least thirty (30) days before the effective termination date. C. Upon receiving a termination notice, CONSULTANT will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONSULTANT after receiving a termination notice will be performed at CONSULTANT'S own cost; CITY will not be obligated to compensate CONSULTANT for such work. D. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONSULTANT will, at CITY's option, become CITY's property, and CONSULTANT will receive just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination, not to exceed the total costs under Section 1(C). E. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. F. By executing this document, CONSULTANT waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 16. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by CONSULTANT under this Agreement are CITY's property. CONSULTANT may retain copies of said documents and materials as desired, but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of CONSULTANT's completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY's own risk. 17. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by CONSULTANT to any other person or public CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties. Revised 1 /201 1 rage 4 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 18. INDEMNIFICATION. CONSULTANT agrees to indemnify and hold CITY harmless from and against any claim, action, damages, costs (including;, without limitation, attorney's fees), injuries, or liability, arising out of the performance of this agreement by CONSULTANT. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, arising out of performance by CONSULTANT of services rendered pursuant to this Agreement, CONSULTANT will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or costs incurred in defense otherwise. Notwithstanding any provisions of this Agreement to the contrary, design professionals shall be required to defend and indemnify the City only to the extent allowed by Civil Code Section 2782.8, namely for claims caused by the negligence, recklessness or willful misconduct of the design professional. The term "design professional" includes licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors and the Business entities which offer such services in accordance with the applicable provisions of the business and Professions Code. 19. ASSIGNABILITY. This Agreement is for CONSULTANT's professional services. CONSULTANT's attempts to assign the benefits or burdens of this Agreement without CITY's written approval are prohibited and will be null and void. 20.INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which is it performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY. CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work or to exercise a measure of control over the work means that CONSULTANT will follow the direction of the CITY as to end results of the work only. 21. AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with respect to all services and matters covered under this Agreement. CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities. CONSULTANT will retain such financial and program service records for at least three (3) years after termination or final payment under this Agreement. 22. INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Type of Insurance Limits Commercial general liability: $1,000,000 Professional Liability $1,000,000 Revised 1 /201 1 rage 5 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Business automobile liability $1,000,000 Workers compensation Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements of ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a combined single lit -nit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such endorsement must be reflected on ISO Form No. CG 20 10 11 85 or 88, or equivalent. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY. C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," CONSULTANT will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of CONSULTANT, or its officers, employees or agents during the time this Agreement was in effect. D. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 0106 92, including symbol 1 (Any Auto). E. CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such. other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." F. Should CONSULTANT, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain coverage at CONSULTANT'S expense and deduct the cost of such insurance from payments due to CONSULTANT under this Agreement or terminate. In the alternative, should CONSULTANT fail to meet anv of the insurance reauirements under this agreement, City may cancel the Agreement immediately with no penalty. G. Should CONSULTANT'S insurance reauired by this Agreement be cancelled at any point prior to expiration of the policy, CONSULTANT must notify City within 24 hours of receipt of notice of cancellation. Furthermore, CONSULTANT must obtain replacement coverage that meets all contractual requirements within 10 days of the prior insurer's issuance of notice of cancellation. CONSULTANT must ensure that there is no lapse in coverage. Revised 1 /201 1 rage 6 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 23. USE OF SUBCONTRACTORS. CONSULTANT must obtain CITY's prior written approval to use any consultants while performing any portion of this Agreement. Such approval must approve of the proposed consultant and the terms of compensation. 24. INCIDENTAL TASKS. CONSULTANT will meet with CITY monthly to provide the status on the project, which will include a schedule update and a short narrative description of progress during the past month for each major task, a description of the work remaining and a description of the work to be done before the next schedule update. 25. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows: If to CONSULTANT: ANDERSONPENNA PARTNERS, INC. Attn: Lisa M. Penna 3737 Birch Street, Suite 250 Newport Beach, CA 92660 If to CITY: City of Santa Clarita ATTN: Kenneth W. Striplin, City Manager 23920 Valencia Boulevard., Suite 300 Santa Clarita, CA 91355 Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 26. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict of interest laws and regulations including, without limitation, CITY's Conflict of Interest Code (on file in the City Clerk's Office). It is incumbent upon the CONSULTANT or CONSULTING FIRM to notify the CITY pursuant to Section 25. NOTICES of any staff changes relating to this Agreement. A. In accomplishing the scope of services of this Agreement, all officers, employees and/or agents of CONSULTANT'S), unless as indicated in Subsection B., will be performing a very limited and closely supervised function, and, therefore, unlikely to have a conflict of interest arise. No disclosures are required for any officers, employees, and/or agents of CONSULTANT, except as indicated in Subsection B. DS LNMP Initials of Consultant B. In accomplishing the scope of services of this Agreement, CONSULTANT(S) will be performing a specialized or general service for the CITY, and there is substantial likelihood that the CONSULTANT'S work product will be presented, either written or orally, for the purpose of influencing a governmental decision. As a result, the following CONSULTANT(S) shall be subject to the Disclosure Category "1" of the CITY's Conflict of Interest Code: Revised F 1241 ! Page 7 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 27. SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT's bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to pay any company or person, other than CONSULTANT's bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability. 28. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of any other party. There will be no incidental or other beneficiaries of any of CONSULTANT's or CITY's obligations under this Agreement. 29. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County. 30. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal, state, and local laws applicable to this Agreement. 31. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. There is/are One ( 1 ) Attachment(s) to this Agreement. This Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns. 32. RULES OF CONSTRUCTION. Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party. 33. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 34. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY's executive manager, or designee, may execute any such amendment on behalf of CITY. 35. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by Revised 1 /201 1 rage 8 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A facsimile transmission. Such facsimile signature will be treated in all respects as having the same effect as an original signature. 36. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 37. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement. 38. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control, then the Agreement will immediately terminate without obligation of either party to the other. 39. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY. 40. PROTECTION OF RESIDENT WORKERS. The City of Santa Clarita actively supports the Immigration and Nationality Act (INA), which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Under the INA, employers may hire only persons who may legally work in the United States (i.e., citizens and nationals of the U.S.) and aliens authorized to work in the U.S. The employer must verify the identity and employment eligibility of anyone to be hired, which includes completing the Employment Eligibility Verification Form (I-9). The CONSULTANT shall establish appropriate procedures and controls so no services or products under the Contract. Documents will be performed or manufactured by any worker who is not legally eligible to perform such services or employment. 41. ELECTRONIC TRANSMISSION OF CONTRACT AND SIGNATURE. The Parties agree that this Agreement may be transmitted and signed by electronic mail by either/any or both/all Parties, and that such signatures shall have the same force and effect as original signatures, in accordance with California Government Code section 16.5 and Civil Code section 1633.7. [SIGNATURES ON NEXT PAGE] Revised 1 /201 1 rage 9 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A IN WITNESS WHEREOF, the parties hereto have executed this contract on this date of 11/15/2017 FOR CONSULTANT: IF CORPORATION: RocuSigned br. OocuSigned by: By- By.rxl-en— A. I- ce�e 61F63089F59648E EEC53699G5EA459. Lisa M. Penna Print Name & Title Date: 11/14/2017 President/CEO Angelique M. LUcero CFO FOR CITY OF SANTA CLARITA: KENNETH W. STRIPLIN, CITY MANAGES. OocuSigned by: ! . By.Vcatn�C iL Date: 11/15/2017 APPROVED AS TO FORM: JOSEPH M. MONTES, CITY ATTORNEY DocuSigned 4: Sy: S!j� Ili.. khWtLS Ammvy. Date: 11/15/2017 Print Name & Title Date: 11/14/2017 Revised 1/201 t Page 10 of 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A ACOR'L7® CERTIFICATE OF LIABILITY INSURANCE Ill- DATE (MMIDDIYYYYj 111/1312017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements . PRODUCER Dealey Renton and Associates Lic. #0020739 P.C. Box 10550 CONTACT NAME' Robin Lee _ PHONE 714 427-6810 FWAX 714 427-6818 E-MAl , rlee@dealeyrenton.com INSURERS AFFORDING COVE RAGE NAIC# Santa Ana CA 92711-0550 INSURER A: Atlantic Specialty Insurance Cam an 27154 INSURED ANDERPART INSURER B: Sentinel Insurance Co. LTD 11000 AndersonPenna. Partners, Inc. INSURERC:Trumbull Insurance Company 27120 3737 Birch Street Suite 250 Newport Beach CA 92660 INSURER D : INSURER E : INSURER F . COVERAGES CERTIFICATE NUMBER: 809716224 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ------------ INSR TYPE OF INSURANCE POLICY EFF POLICY EXP LTR INSD WVD POLICY NUMBER IMP MO MMIDDIYYYY LIMITS B X COMMERCIALGENERAL LIABILITY Y Y 84SBWIW8502 8l1112017 8l1112018 EACH OCCURRENCE $1,000,000 CLAIMS -MADE � OCCUR --DAMAGE TO RENTED PREMISES(Ea oocurrence $1,000,000 $10,000 X Contractual NED EXP (Any one person) $1,000,000 X BFPD. XCU PERSONAL 8 ADV INJURY GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 POLICY-X] JEC7 LOC PRODUCTS - COMP/OP AGG $2,000,000 $ OTHER: C AUTOMOBILE LIABILITY Y Y 84UEGZV2802 8r112017 811I2018 M IN IN L LIMI Ea accident) t $ 1,000,000 BODILY INJURY (Per person) $ X ANY AUTO AUTOWNED SCHEDULED AUTOS 60DILY INJURY (Per accident) $ NON -OWNED X WIRED AUTOS X AUTOS PROPERTY DAMAGE Per accident B X UMBRELLA LIAB OCCUR 84SBWIW8502 8/112017 8/1/2018 EACH OCCURRENCE $2,000,000 N AGGREGATE $2,000,000 EXCESS LIAR CLAIMS -MADE ❑ED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETDRIPARTNERIEXECUTIVE OFFICERIMEMBER EXCLUDED? � N I A y 84WEGAA5KBS 8i1r2017 8i1r2018 x PER OTH- STATUTE ER E.L. EACH ACCIDENT $1,000,000 $1,000,000 (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE It yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 A Professional Liability DPL705517 8.112017 8/1/2018 $2,000,000 per claim Claims Made $2,000,00D Ann. Aggr $40,000 Ded Per Claim DESCRIPTION of OPERATIONS 1 LOCATIONS I VEHICLES (ACORD 101,. Additional Remarks Schedule.. may be attached if more space is required) Umbrella policy is a follow -form to underlying General Liability/Auto LiabilitylEmployers Liability Re: All operation of The named insured - The City of Santa Clarita, its Respective elected and appointed boards, officials, officers, agents and employees are named as additional insureds as respects general and auto liability as required per written contract or agreement. General Liability is Primary/Non-Contributory per policy form wording. Insurance coverage includes waiver of subrogation per the attached endorsement(s). CERTIFICATE HOLDER CANCELLATION 30 Day Notice of Cancellation SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE The City of Santa Clarita THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 23920 Valencia Blvd. ACCORDANCE WITH THE POLICY PROVISIONS. Santa Clarita CA 91355 AUTHORIZED R�EjPRESENT[A}TIVE QJI 115ti.- 7 C1kcyzi— ACORD 25 (2014/01) © 1988.2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXCERPTS FROM CA 0001 (1013) HARTFOR❑ BUSINESS AUTO COVERAGE Additional Insured: SECTION II — COVERED AUTO LIABILITY COVERAGE A.1. WHO IS AN INSURED: The following are "insureds" c. Anyone liable for the conduct of an "insured"... but only to the extent of that liability. Primary Insurance: SECTION IV — BUSINESS AUTO CONDITIONS B. General Conditions - 5. Other Insurance a. For any covered "auto" you own, this Coverage Form provides primary insurance. For any covered "auto" you don't own, the insurance provide by this Coverage Form is excess over any other collectible insurance. c. Regardless of the provisions of paragraph a. above, this Coverage Form's Covered Auto Liability Coverage is primary for any liability assumed under an "insured contract". Cross Liability Clause: SECTION V — DEFINITIONS G. "Insured" means any person or organization qualifying as an insured in the Who is An Insured provision of the applicable coverage. Except with respect to the Limit of Insurance, the coverage afforded applies separately to each insured who is seeking coverage or against whom a claim or "suit" is brought. EXCERPTS FROM HA9916 (0312) HARTFORD COMMERCIAL AUTOMOBILE BROAD FORM ENDORSEMENT 15. WAIVER OF SUBROGATION — We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damages under this Coverage Form. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXCERPTS FROM: Hartford Form SS 00 08 04 05 BUSINESS LIABILITY COVERAGE FORM C. WHO IS AN INSURED 8. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit_ A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit_ f. Any Other Party (1) Any other person or organization who is not an insured under Paragraphs a. through e. above, but only with respect to liability for "bodily injury, "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: (a) In the performance of your ongoing operations; (b) In connection with your premises owned by or rented to you; or (c) In connection with your work" and included within the "products- completed operations hazard, but only if (i) The written contract or written agreement requires you to provide such coverage to such additional insured; and (ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard. (2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to: Bodily injury, "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, including: inspection, or engineering E.S. Separation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy to the first Named Insured, this insurance applies. a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom a claim is made or "suit" is brought. E.7.b.(7).(b) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or permit that this insurance is primary and non-contributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. E.8.b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage_ Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 19:I&N41!1BID] *4=1►ilk►Icy:FTA21W *A9:I=a81NEWMa111111:V1440=F,1III f ley -A 0 =111JINWA EXTENDED OPTIONS Policy Number: 84WEGAA5KBS Endorsement Number: Effective Cate: 08/01/2017 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: AndersonPenna Partners, Inc 3737 Birch Street Suite 250. Newport Beach, CA 92660 Section I of this endorsement expands coverage provided under WC 00 00 00. Section II of this endorsement provides additional coverage usually only provided by endorsement. Section III of this endorsement is a Schedule of Covered States. You may use the index to locate these coverage features quickly: INDEX SUBJECT PAGE SUBJECT SECTION 1 2 B. Part One Does Not Apply PARTS ONE and TWO 2 C. Application of Coverage 01 We Will Also Pay 2 D. Additional Exclusions PART -THREE 2 E. West Virginia 02 How This Insurance Works 2 EXTENDED OPTIONS PART - SIX 2 01 Employers' Liability Insurance 03 Transfer of Your Rights and Duties 2 02 Unintentional Failure to Disclose 04 Liberalization 2 Hazards SECTION II 2 03 Waiver of Our Right to Recover from VOLUNTARY COMPENSATION 2 Others INSURANCE 04 Foreign Voluntary Compensation 05 Voluntary Compensation Insurance 2 A. How This Reimbursement Applies A. How This Insurance Applies 2 B. We Will Reimburse B. We Will Pay 3 C. Exclusions C. Exclusions 3 D. Before We Pay D. Before We Pay 3 E. Recovery From Others E. Recovery From Others 3 F. Reimbursement For Actual Loss F. Employers' Liability Insurance 3 Sustained EMPLOYERS' LIABILITY STOP GAP 3 G. Repatriation ENDORSEMENT H. Endemic Disease 06 Employers' Liability Stop Gap 3 05 Longshore and Harbor Workers' Coverage Compensation Act Coverage A. Stop Gap Coverage Limited to 3 Endorsement Montana, North Dakota, Ohio, SECTION III Washington, West Virginia and 01 Schedule of Covered States Wyoming PAGE 3 3 3 3 4 4 4 4 4 4 4 4 5 5 5 Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 1 of 6 © 2000, The Hartford Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A PARTS ONE and TWO PART THREE 1. WE WILL ALSO PAY 2. How This Insurance Applies D. We Will Also Pay of Part One (WORKERS' Paragraph 4. of A. Haw This Insurance COMPENSATION INSURANCE); and Applies of Part 3 (Other States Insurance) is replaced by the following: E. We Will Also Pay of Part Two (EMPLOYERS' LIABILITY INSURANCE) is 4. If you have work on the effective date of this replaced by the following: policy in any state not listed in Item 3.A. of the Information Page, coverage will not be We Will Also Pay afforded for that state unless we are notified We will also pay these costs, in addition to within sixty days. other amounts payable under this insurance, as part of any claim, proceeding, or suit we PART SIX defend: 3. Transfer Of Your Rights and Duties 1. reasonable expenses incurred at our request, INCLUDING loss of earnings; C. Transfer Of Your Rights and Duties of Part 6 (Conditions) is replaced by the 2. premiums for bonds to release following: attachments and for appeal bonds in bond amounts up to the limit of our Your rights or duties under this policy may liability under this insurance; not be transferred without our written consent. 3. litigation costs taxed against you; If you die and we receive notice within sixty 4. interest on a judgment as required by days after your death, we will cover your law until we offer the amount due under legal representative as insured. this law; and 4• Liberalization 5. expenses we incur. If we adopt a change in this form that would broaden the coverage of this form without extra charge, the broader coverage will apply to this policy. It will apply when the change becomes effective in your state. SECTION II VOLUNTARY COMPENSATION AND 3. The bodily injury must occur in the EMPLOYERS' LIABILITY COVERAGE United States of America, its territories 5. Voluntary Compensation Insurance or possessions, or Canada, and may occur elsewhere if the employee is a A. Haw This Insurance Applies United States or Canadian citizen, or This insurance applies to bodily injury by otherwise legal resident, and legally accident or bodily injury by disease. Bodily employed, in the United States or injury includes resulting death. Canada and temporarily away from 1. The bodily injury must be sustained by those places. any officer or employee not subject to 4. Bodily injury by accident must occur the workers' compensation law of any during the policy period. state shown in Item 3.A. of the 5. Bodily injury by disease must be caused Information Page. or aggravated by the conditions of the 2. The bodily injury must arise out of and in the course of employment or incidental to work in a state shown in Item 3.A. of the Information Page. Farm WC 99 03 03 B Printed in U.S.A. (Ed. 8100) Page 2 of 6 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A officer's or employee's employment. The If the persons entitled to the benefits of this officer's or employee's last day of last insurance make a recovery from others, they exposure to the conditions causing or must reimburse us for the benefits we paid aggravating such bodily injury by them. disease must occur during the policy F. Employers' Liability Insurance period. Part Two (Employers' Liability Insurance) B. We Will Pay applies to bodily injury covered by this We will pay an amount equal to the benefits endorsement as though the State of that would be required of you as if you and Employment was shown in Item 3.A. of the your employees were subject to the workers' Information Page. compensation law of any state shown in Item This provision 5. does not apply in New Jersey or 3.A. of the Information Page. We will pay Wisconsin. those amounts to the persons who would be entitled to them under the law. EMPLOYERS' LIABILITY STOP GAP COVERAGE C. Exclusion 6. Employers' Liability Stop Gap Coverage This insurance does not cover: A. This coverage only applies in Montana, North Dakota, Ohio, Washington, West 1. any obligation imposed by workers' Virginia and Wyoming. compensation or occupational disease law or any similar law. B. Part One (Workers' Compensation Insurance) does not apply to work in states 2. bodily injury intentionally caused or shown in Paragraph A above. aggravated by you. C. Part Two (Employers' Liability Insurance) 3. officers or employees who have elected applies in the states, shown in Paragraph A., not subject to the state workers' as though they were shown in Item 3.A. of compensation law. the Information Page. 4. partners or sole proprietors not covered D. Part Two, Section C. Exclusions is changed under the Standard Sole Proprietors, by adding these exclusions. Partners, Officers and Others Coverage Endorsement. This insurance does not cover; D. Before We Pay 5. bodily injury intentionally caused or aggravated by you or in Ohio bodily Before we pay benefits to the persons injury resulting from an act which is entitled to them, they must: determined by an Ohio court of law to 1. Release you and us, in writing, of all have been committed by you with the responsibility for the injury or death. belief than an injury is substantially 2. Transfer to us their right to recover from certain to occur. However, the cost of others who may be responsible for the defending such claims or suits in Ohio is injury or death. covered. 3. Cooperate with us and do everything 13. bodily injury sustained by any member of necessary to enable us to enforce the the flying crew of any aircraft. right to recover from others. 14. any claim for bodily injury with respect to If the persons entitled to the benefits of this which you are deprived of any defense insurance fail to do those things, our duty to or defenses or are otherwise subject to pay ends at once. If they claim damages penalty because of default in premium from you or from us for the injury or death, under the provisions of the workers' our duty to pay ends at once. compensation law or laws of a state shown in Paragraph A. E. Recovery From Others E. This insurance applies to damages for which If we make a recovery from others, we will you are liable under West Virginia Code keep an amount equal to our expenses of Annot. S 23-4-2. recovery and the benefits we paid. We will pay the balance to the persons entitled to it. Form WC 99 03 03 B Printed in U.S.A. {Ed. 8/00) Page 3 of 6 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXTENDED OPTIONS 1. Employers' Liability Insurance Item 3.B. of the Information Page is replaced by the following: B. Employers' Liability Insurance: 1. Part Two of the policy applies to work in each state listed in Item 3.A. The Limits of Liability under Part Two are the higher of: Bodily Injury by Accident $500,000 Each Accident Bodily Injury by Disease $500,000 Policy Limit Bodily Injury by Disease $500,000 Each Employee CAR 2. The amount shown in the Information Page. This provision 1 of EXTENDED OPTIONS does not apply in New York because the Limits Of Our Liability are unlimited. In this provision the limits are changed from $500,000 to $1,000,000 in California. 2. Unintentional Failure to Disclose Hazards This reimbursement provision applies to bodily injury by accident or bodily injury by disease. Bodily injury includes resulting death. 1. The bodily injury must be sustained by an officer or employee. 2. The bodily injury must occur in the course of employment necessary or incidental to work in a country not listed in Exclusion C.1. of this provision. 3. Bodily injury by accident must occur during the policy period. 4. Bodily injury by disease must be caused or aggravated by the conditions of your employment. The officer or employee's last exposure to those conditions of your employment must occur during the policy period. B. We Will Reimburse We will reimburse you for all amounts paid by you whether such amounts are: 1. voluntary payments for the benefits that would be required of you if you and your officers or employees were subject to any workers' compensation law of the state of hire of the individual employee. 2. sums to which Part Two (Employers' Liability Insurance) would apply if the Country of Employment were shown in Item 3.A. of the Information Page. If you unintentionally should fail to disclose all C. Exclusions existing hazards at the inception date of your This insurance does not cover: policy, we shall not deny coverage under this policy because of such failure. 1. any occurrences in the United States, Canada, and any country or jurisdiction 3. Waiver of Our Right To Recover From Others which is the subject of trade or A. We have the right to recover our payments economic sanctions imposed by the from anyone liable for an injury covered by laws or regulations of the United States this policy. We will not enforce our right of America in effect as of the inception against any person or organization for whom date of this policy. you perform work under a written contract 2. any obligation imposed by a workers' that requires you to obtain this agreement compensation or occupational disease from us. law, or similar law. This agreement shall not operate directly or 3. bodily injury intentionally caused or indirectly to benefit anyone not named in the aggravated by you. agreement. B. This provision 3. does not apply in the states of Pennsylvania and Utah. 4. Foreign Voluntary Compensation and Employers' Liability Reimbursement A. How This Reimbursement Applies Form WC 99 03 03 B Printed in U.S.A. (Ed. 8/00) Page 4 of 6 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 4. liability for any consequence, whether of America necessarily incurred as a direct direct or indirect, of war, invasion, act of result of bodily injury. Foreign enemy, hostilities (whether war Our reimbursement shall be limited as be declared or not), civil war, rebellion, follows: revolution, insurrection or military or usurped power. No endorsement now 1. to the amount by which such expenses or subsequently attached to this policy exceed the normal cost of returning the shall be construed as overriding or officer or employee if in good health, or waiving this limitation unless specific 2. in the event of death, to the amount by reference is made thereto. which such expenses exceed the normal D. Before We Pay cost of returning the officer or employee if alive and in good health. Before we reimburse you for the benefits to the persons entitled to them, you must have In no event shall our reimbursement exceed them: the bodily injury by accident limit shown in Item 3.B. of the Information Page as 1. release you and us, in writing, of all respects any one such officer or employee responsibility for the injury or death, whether dead or alive. 2. transfer to us their right to recover from H. Endemic Disease others who may be responsible for their injury or death, The word "disease" includes any endemic diseases. 3. cooperate with us and do everything necessary to enable us to enforce the The coverage applies as if endemic right to recover from others. diseases were included in the provisions of the workers' compensation law. If the persons entitled to the benefits paid fail to do these things, our duty to reimburse 5. Longshore and Harbor Workers' ends at once. If they claim damages from Compensation Act Coverage us for the injury or death, our duty to General Section C. Workers' Compensation reimburse ends at once. Law is replaced by the following: E. Recovery From Others C. Workers' Compensation Law If we make a recovery from others, we will Workers' Compensation Law means the keep an amount equal to our expenses of workers or workers' compensation law and recovery and the benefits we reimbursed. occupational disease law of each state or We will pay the balance to the persons territory named in Item 3.A. of the entitled to it. If persons entitled to the Information Page and the Longshore and benefits make a recovery from others, they Harbor Workers' Compensation Act (33 must repay us for the amounts that we have USC Sections 901-950). It includes any reimbursed you. amendments to those laws that are in effect F. Reimbursement for Actual Loss during the policy period. It does not include Sustained any other federal workers or workers' compensation law, other federal This endorsement provides only for occupational disease law or the provisions of reimbursement for the loss you actually any law that provide nonoccupational sustain. In order for you to recover loss or disability benefits. expenses under this reimbursement you must: Part Two (Employers' Liability Insurance), C. Exclusions, exclusion 8, does not apply to 1. actually sustain and pay the loss or work subject to the Longshore and Harbor expense in money after trial, or Workers' Compensation Act. 2. secure our consent for the payment of This coverage does not apply to work the loss or expense. subject to the Defense Base Act, the Outer G. Repatriation Continental Shelf Lands Act, or the Our reimbursement includes the additional Nonappropriated Fund Instrumentalities Act. expenses of repatriation to the United States Form WC 99 03 03 B Printed in U.S.A. {Ed. 8100) Page 5 of 6 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 6.yx0rtl.1ii1 1. SCHEDULE OF COVERED STATES A. This endorsement only applies in the states listed in this Schedule of Covered States. C. Schedule of Covered States: Countersigned by B. If a state, shown in Item 3.A. of the Information Page, approves this endorsement after the effective date of this policy, this endorsement will apply to this policy. The coverage will apply in the new state on the effective date of the state approval. Authorized Representative Form WC 99 03 03 B Printed in U.S.A. (Ed. 8100) Page 6 of 6 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agenda Item: S CITY OF SANTA CLARITA AGENDA REPORT CONSENT CALENDAR A) CITY MANAGER APPROVAL: )U41 ji�� DATE: October 24, 2017 SUBJECT: MCBEAN PARKWAY MEDIAN REALIGNMENT, PROJECT S 1.047 - AWARD DESIGN CONTRACT DEPARTMENT: Public Works PRESENTER: Damon Letz RECOMMENDED ACTION City Council: 1. Award the design contract to Anderson Penna for the McBean Parkway Median Realignment, Project S1047, in the amount of $272,696 and authorize a contingency in the amount of $27,270 for a total contract amount of $299,966, 2. Authorize the City Manager or designee to execute all documents, subject to City Attorney approval. BACKGROUND This proposed. McBean Parkway Median Realignment project will design the realignment of the existing median on McBean. Parkway, west of Orchard Village Road, and will include street improvements along the frontage of Henry Mayo Newhall Hospital. It will also resurface pavement on McBean Parkway in both directions. This work was funded as part of the Henry Maya Hospital Master Plan. This project supports the Building and Creating Community theme of the Santa Clarita 2020 plan. A Request for Proposal (RFP) for design was issued on April 3, 2017. The RFP asked firms to identify their relevant experience with similar projects and demonstrate their approach for this design project. On April 27, 2017, four firms submitted proposals to the City of Santa Clarita (City). Staff reviewed the proposals and scored the firms on a 100-point scale. The scoring system was based on understanding of the following: required scope of the work; Page 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A key developmcm items; potential issues and resolutions; the consultant's previous experience on similar projects and experience working with the City; qualifications of the project team and their resources; and organization of the proposal. Company Score Location. Design Anderson Penna 90 Newport Beach, CA $272,696 Rick Engineering 85 San Luis Obispo, CA $263,022 Kimley Horn 79 Thousand Oaks, CA $321,322 Huitt Zollars 77 Los Angeles, CA $276,230 The top firm, Anderson. Penna, demonstrated an in-depth understanding of the project needs and provided a detailed scope of work and approach to the project. Based on their design experience on previous City projects and the completeness of their proposal for this project, staff recommends the City Council award the design contract to Anderson Penna. The request contingency of $27,270 will cover costs for additional design efforts due to unforeseen conditions or conflicts uncovered during potholing and any requested scope changes to the project. California Government Code 4526 prescibes selection of architectural and engineering services to be based on demonstrated competence and professional qualifications necessary for the satisfactory performance of the services required and does not authorize the selection of professional architect and engineering services based on cost. ALTERNATIVE ACTION Other action as detennined by the City Council. FISCAL IMPACT Adequate funds were appropriated as part of the Fiscal Year 2017-18 budget in expenditure account S 1047306-5161.001 (Developer Fees) to support the recommended action. ATTACHMENTS Location Map Proposal from Anderson Penna (available in the City Clerk's Reading File) Page 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A '- EXHIBIT A ANDEIRSON • PENNA PARTNERS IN PROJECT DELIVERY - April 27, 2017 Horan Hahn, PE Senior Engineer City of Santa Clarita 23920 Valencia Boulevard, Suite 300 Santa Clarita, CA 91355 Subject: Cost Proposal for Preparation of Landscape Plans, Specifications and Estimates for the McBean Parkway Median Alignment Project 51047 Dear Mr. Hahn, Enclosed is APP's cost proposal for the McBean Parkway Median Alignment Project. We have also included costs for optional tasks as outlined in our proposal. We appreciate the opportunity to provide engineering services to the City of Santa Clarita. If there are any questions regarding this correspondence, please contact Chris Bretall, PE at (949) 239-5034 or at cbretall@andpen.com. Lastly, we look forward to working closely with the City and hope that if we have exceeded the City's design budget, the City will contact us to determine a scope and fee that best suits the City's needs. Sincerely, AndersonPenna Partners, Inc. Stephen G. Eadum Vice President, Engineering and Municipal Services 3737 BIRCH STREET, SUITE 250 ' NEWPORT BEACH, CA 92560 • 949 428 1 500 N+a'v•v.Ar:�P r�.CG)m 1 225 W. 190TH STREET, SUITE 255 1 CARDENA, CA 90248 4 3 10 359 1 203 CERTIFIED DBE Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A EXHIBIT A Cost Proposal for Professional Services for Preparation of Landscape Plans, Specifications and Estimates for the McBean Parkway Median Alignment Project S1047 Cost Proposal Subtotal Subs TOTAL TASK ATED a SHEETS PWQA(GC 175 PE S1 DES ENO ($110) CADD (Sap AMIH (W) ODC Task i - Preliminary Inveslinalibn 1.1 Research 2 4 8 $1,810 $1.810 1.2 Feld Review 6 a $100 $2,140 $3,718 ' s $5,858 1.3 LAN Coordination 2 4 a 9 $2,530 S2.530 1.4 Design Survey 2 2 $510 $27,742 3 $28,252 1.5 Pavement Analysis 2 2 $510 $22.300 ° $22.810 1.6 Polhofing 2 2 $510 $9.812 7 $10.322 1.7 Sails Testing 2 2 S510 $4.002 s S4.512 Subtotal Manhours Taak 1 4 24 32 8 p 68 Subtotal Cast Task 1 $700 $3.480 $3.620 $720 s0 $8,520 $57.574 S7 4094 Task2 - Pr&& Alaniagyment 2.1 Admirastralion 40 24 $8,920 58,920 2.2 Meetings 50 50 $900 $16,900 $7,436 1,5 $24,336 2.3 Prwres,s Renofts 16 $2.aDD $2.800 2.4 QA+QC 24 $4.200 34.200 Subtotal Manhours Task 2 130 50 0 0 24 2A4 Subtotal CoW Task $22.750 $7.250 $t3 $0 $1.920 $900 $32,820 $7,436 $40,256 Tack 3 - lies' 3.1 roncgpl Plan 8 16 24 S6 360 SUM 3 2 Preliminary Design 60% Plans 1 3.2A Title sheet 7 2 4 $1.40 $1,450 TVPcal Seat rxrs; elails 2 2 8 16 32 $6,150 150 SlreetrMedian l n rovem nls 5 16 48 80 1D0 $27 560 S27 560 Cross Seclions a 4 32 1 UAW 2.2 Signing & Siriliping 2 2 EMS W28 Trallic 3 ml Modification 1 2 MW M643 Street Liahlina Relocation 1 2 $1 452 ' Si 452 5 e CorratructlordTrafac Handling 5 4 7 2 7 3_ _3 ❑ 7 A 12 B Mg.620 go $2.62Q 3.2.4 Landscape and knuatkin Plans B Details 18 $1 852 $16.852 3.3 90°% PS&E $250 3.1 P 4 a 24 9 $7.390 $17,712 092 3.3.2 SpacifiC809M12 16 a S5 060 $4.011 gg0711 3.3.3Estimates 4 16 24 $4.600 SR4159 $7969 3.41(10°/ PS&E 4 1 8 16 1 24 00 $G,480 $18,616 $25,096 Subtotal Manhours Task 3 45 112 20D 594 Subtotal Cast TaHk 3 1 240 M.000 caD.52D MIg &I,1 op S71 660 $75.056 S146 74S MAHHOtf13TOTALS FEE TOTALS - HOT TO E7[CEED FEE 180 $331,500 186 $28,970 232 M520 236 $21,240 32 $2,560 $2,0t10 808 li 109,790 $150 p9a $289,888 Op6onel Tara Water 0ualfly " $12,810 s $12,810 Does not include Percolation testing ADVANTEC Consulting Engineers, Inc z Boudreau Pipeline Corporation 3 Kelsur+,eys, Inc. ' LaElalla Martin, Inc s Pacffic Coast Land Design a Watden & Associates ANDERSONTENNA .,,,.,...e .....a ... ... ,..— Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Certificate Of Completion Envelope Id: BD9E656DC56B4CC1B090E5406A5B5997 Subject: AndersonPenna Partners, Inc. - McBean Parkway Median Realignment Source Envelope: Document Pages. 23 Signatures: 4 Certificate Pages: 6 Initials: 1 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 11/14/2017 11:02:37 AM Signer Events Rebecca Brown rmbrown@santa-cladta.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted, 11/14/2017 1,23,29 PM ID:25f46f48-7e4e-45ee-bc34-39e40998b63a Amber Bugarin abugarin@santa-cladta.com Project Tech City of Santa Clarita Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Damon Letz dIetz@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 11/14/2017 3-.06:10 PM 1D:l8bl20c7-5dfD-497a-b7b7-ddf55289f227 Angelique M. Lucero alucero@andpen.com CFO Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 11/14/2017 3:31:42 PM ID:6c68f86d-57b2-4766-bdce-Dd146565043d Lisa M. Penna Ipenna@andpen.com President/CFO Security Level: Email, Account Authentication (Optional) Holder: Christine Saunders csaunders@santa-clarita.com Signature Completed Using IP Address: 74,62.190.61 Completed Using IP Address: 74.62.190.61 Completed Using IP Address: 74.62.190.61 oey: $r/rg,r, r ,ric. �y rrro EEC55@9AG5F1u69 Using IP Address: 50.59.16.10 uncuspned ty: G1F83 Using IP Address: 50.59.16,10 Status: Completed Envelope Originator: Christine Saunders 23920 Valencia Boulevard City of Santa Clarita, CA 91355 csa u n de rs @s a nta-cl a vita, co m IP Address: 74.62.190.61 Location: DocuSign Timestamp Sent: 11/1412017 11:0614 AM Viewed: 11/14/2017 1.23:29 PM Signed: 11/1412017 1:50:26 PM Sent: 1111412017 1:50:27 PM Viewed: 11/1412017 1:51:39 PM Signed: 11/14/2017 1:51:43 PM Sent: 11IM412017 1:51:44 PM Viewed: 11/1412017 106:10 PM Signed: 11/14/2017 3:06:20 PM Sent: 11M4/2017 3:06:21 PM Viewed: 11/14/2017 3:31,42 PM Signed: 11/14/2017 3:34:04 PM Sent; 11/14/2017 3:06:22 PM Resent: 11/14/2017 3:47:18 PM Viewed: 11/14/2017 3:16:37 PM Signed: 1111412017 4:03:37 PM s.s€cu�aco Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Signer Events Signature Timestamp Electronic Record and Signature Disclosure: Accepted: 11/14/2017 3:16:37 PM ID: c90f5c07-71bf-4116-b936-fa5fe395dbf1 Robert G. Newman Completed rnewman@sania-clarita.com Security Level: Email, Account Authentication (Optional) Using IP Address: 74.62.190,61 Electronic Record and Signature Disclosure: Accepted: 7/1812016 11:55:41 AM ID:02ad8719-ee27-4a90-a8c3-bbe5ca47eaaa Joseph M. Montes 0a mSldned by, Ost fL h. AUN{ ,s 0E847B?CB99M4'8E JMontes@bwslaw.com City Attorney City of Santa Clarity Security Level: Email, Account Authentication Using IP Address: 198.24.204.55 (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Frank Oviedo oc4 d ey: &t'k EODMEuD5909D64W� FOVIEDOgsanta-cladta.com Assistant City Manager Security Level: Email, Account Authentication (Optional) Using IP Address: 74,62.190.61 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Editor Delivery Events Status Agent Delivery Events Status Intermediary Delivery Events Status Certified Delivery Events Status Carbon Copy Events Status Harry Corder hcord er@santa-cl a rite, co m COPIED Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Rebecca Brown rmbrown@santa-clarita.com COPIED Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 11/14/2017 123:29 PM ID: 25f46f48-7e4e-45ee-b c34-39e409 98b6 3a Sent: 11114/2017 4:03:39 PM Viewed: 11 /14/2017 4:20:08 PM Signed: 11 /14/2017 4:20:18 PM Sent: 11/1412017 420:20 PM Viewed: 11115/2017 8:58:49 AM Signed: 11/15/2017 8:59:45 AM Sent: 11/15/2017 8:59,48 AM Viewed: 11115/2017 10:16:23 AM Signed: 11115/2017 1016:32 AM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 11/15/2017 10:1814 AM Sent: 11115/2017 10:16:34 AM Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Carbon Copy Events Status Timestamp Lisa M. Perna COPIED Sent: 11/15/2017 10:16:34 AM Ipenna@andpen.com President/CEO Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 11/14/2017 3:16:37 PM ID: c9Of5c07-7fbf-4116-b936-fa5fe395dbf1 City Clerk Staff COPIEDSent: 11/15/2017 10:16:35 AM CITYCLERKCONTRACTS@santa-clarita.com City Clerks Office City of Santa Clarita Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 8/7/2014 11:14.01 AM 1D:a6cb5c48-b8d3-4bca-9fd4-eO84ee3b79e0 Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 11115/2017 10:16:35 AM Certified Delivered Security Checked 11/1512017 10:16:35 AM Signing Complete Security Checked 11/15/2017 10:16:35 AM Completed Security Checked 11115/2017 10:16:35 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A PM Parties agreed to: Rebecca Brown, Damon Letz, Angelique M. 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Certificate Of Completion Envelope Id: 12E627F3B4E542FE85785D073F965C4B Status: Completed Subject: AndersonPenna Partners, Inc. - First Amendment - McBean Parkway Median Realignment S1047 Source Envelope: Document Pages: 55 Signatures: 4 Envelope Originator: Certificate Pages: 6 Initials: 0 Kelsey Speers AutoNav: Enabled 23920 Valencia Boulevard Envelopeld Stamping: Enabled City of Santa Clarita, CA 91355 Time Zone: (UTC-08:00) Pacific Time (US & Canada) kspeers@santa-clarita.com IP Address: 74.62.158.131 Record Tracking Status: Original 10/25/2018 9:42:07 AM Signer Events Carla Callahan CCALLAHAN@santa-clarita.com Security Level: Email, Account Authentication (Optional) Holder: Kelsey Speers kspeers@santa-clarita.com Signature Completed Using IP Address: 74.62.190.34 Electronic Record and Signature Disclosure: Accepted: 10/25/2018 12:08:41 PM ID:18d41be3-3c5d-4241-8684-be20241c134b JOSEPH OERUM Completed joerum@santa-clarita.com Clerk & Contract Services Manager City of Santa Clarita Using IP Address: 76.90.170.64 Security Level: Email, Account Authentication Signed using mobile (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Damon Letz dletz@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/29/2018 6:02:50 AM ID:72aacf5a-2389-4048-b39a-Oc45876390a6 Ernesto Aguilar EAguilar@kingengineering.com President Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/29/2018 7:31:37 AM ID:e5830614-e3ea-456f-8088-7444a893cfc6 Completed Using IPAddress: 99.2.212.162 Signed using mobile pccusie nelo bw lYtn�R-5�A QIbL+a�eW' 9wDCAsucimm . 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Signature Adoption: Pre -selected Style Using IF Address: 66.209.100.99 Signature Status Status Status Status Status Carla Callahan PI E D CCALLAHAN@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/25/2018 12:08:41 PM ID:18d41be3-3c5d-4241-8684-be20241c134b Timestamp Sent: 10/29/2018 6:03:22 AM Resent: 10/30/2018 10:37:25 AM Viewed: 10/30/2018 11:30:03 AM Signed: 10/30/2018 11:31:59 AM Sent: 10/30/2018 11:32:04 AM Viewed: 10/31/2018 9:52:57 AM Signed: 10/31/2018 9:53:06 AM Sent: 10/31/2018 9:53:10 AM Viewed: 10/31/2018 10:01:36 AM Signed: 10/31/2018 10:02:27 AM Sent: 10/31/2018 10:02:31 AM Viewed: 10/31/2018 1:57:57 PM Signed: 10/31/2018 1:58:08 PM Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 10/31/2018 1:58:12 PM Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Carbon Copy Events Lisa Penna LPenna@andpen.com Practice Director Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 11/14/2017 3:16:37 PM ID: c90f5c07-7fbf-4116-b936-fa5fe395dbf1 Notary Events Status }PIED Signature Envelope Summary Events Status Envelope Sent Hashed/Encrypted Certified Delivered Security Checked Signing Complete Security Checked Completed Security Checked Payment Events Status Electronic Record and Signature Disclosure Timestam p Sent: 10/31/2018 1:58:12 PM Timestamp Timestam ps 10/31/2018 1:58:12 PM 10/31/2018 1:58:12 PM 10/31/2018 1:58:12 PM 10/31/2018 1:58:12 PM Timestamps Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A PM Parties agreed to: Carla Callahan, Damon Letz, Ernesto Aguilar, Lisa Penna, ROBERT G NEWMAN, Frank Oviedo, Carla Callahan, Lisa Penna CONSUMER DISCLOSURE From time to time, City of Santa Clarita (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agenda Item: 13 CITY OF SANTA CLARITA 4) AGENDA REPORT CONSENT CALENDAR CITY MANAGER APPROVAL: DATE: April 27, 2021 SUBJECT: SECOND READING OF AN ORDINANCE AMENDING THE HENRY MAYO NEWHALL HOSPITAL SPECIFIC PLAN, MASTER PLAN, AND DEVELOPMENT AGREEMENT (MASTER CASE 17- 193) DEPARTMENT: Community Development PRESENTER: David Peterson RECOMMENDED ACTION City Council conduct a second reading and adopt an ordinance entitled: "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, AMENDING THE HENRY MAYO NEWHALL HOSPITAL SPECIFIC PLAN, MASTER PLAN, AND DEVELOPMENT AGREEMENT FOR THE 200,000 SQUARE -FOOT EXPANSION OF THE HENRY MAYO NEWHALL HOSPITAL CAMPUS, AS INCLUDED IN MASTER CASE NO. 17-193." BACKGROUND On April 13, 2021, the City Council conducted a public hearing for Master Case 17-193, regarding an amendment to the approved 2016 Henry Mayo Newhall Hospital Specific Plan and a second amendment to the 2008 Master Plan and Development Agreement (Project). The Project will permit the development of up to an additional 200,000 square feet of building area for a new Diagnostics and Testing Building, a new Inpatient Building, and up to 292 new parking spaces to be added to Parking Structure 94 through the addition of three aboveground levels to the existing structure. The City Council unanimously approved the Project, and passed to Second Reading an ordinance to adopt amendments to the Henry Mayo Newhall Specific Plan, Master Plan, and Development Agreement. Their motion included a requirement that any future on -campus paid parking be reviewed and approved by the City Council prior to implementation. The proposed Specific Plan Amendments have been revised to reflect this direction. A redline version of the revised Specific Plan text is included as Attachment A. Page 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A ALTERNATIVE ACTION Other actions as determined by the City Council. FISCAL IMPACT There are no fiscal impacts associated with this item. ATTACHMENTS Ordinance Attachment A: Specific Plan Redline / Strikethrough Page 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agenda Item: 11 CITY OF SANTA CLARITA 4) AGENDA REPORT PUBLIC HEARINGS CITY MANAGER APPROVAL: DATE: April 13, 2021 SUBJECT: FIRST READING OF AN ORDINANCE FOR PROPOSED AMENDMENTS TO THE HENRY MAYO NEWHALL HOSPITAL SPECIFIC PLAN, MASTER PLAN, AND DEVELOPMENT AGREEMENT TO EXPAND THE EXISTING HOSPITAL CAMPUS BY 200,000 SQUARE FEET (MASTER CASE 17-193) DEPARTMENT: Community Development PRESENTER: David Peterson RECOMMENDED ACTION City Council: 1. Conduct a public hearing. 2. Adopt a resolution certifying the Final Supplemental Environmental Impact Report. 3. Introduce and pass to second reading an ordinance entitled "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, AMENDING THE HENRY MAYO NEWHALL HOSPITAL SPECIFIC PLAN, MASTER PLAN AND DEVELOPMENT AGREEMENT FOR THE 200,000 SQUARE -FOOT EXPANSION OF THE HENRY MAYO NEWHALL HOSPITAL CAMPUS, AS INCLUDED IN MASTER CASE NO. 17-193." BACKGROUND On November 19, 2008, the City Council certified the Final Environmental Impact Report (FEIR) and approved Master Case 04-325, which included the 2008 Henry Mayo Newhall Hospital (HMNH) Master Plan and Development Agreement (DA906-011) for the HMNH. The second reading of the ordinance for the Development Agreement occurred on December 9, 2008. 2008 HMNH Master Plan Approval The approved 2008 HMNH Master Plan included on -site improvements, bringing the approved total buildout of the campus to 667,000 square feet. These improvements included an inpatient Page 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A building (IP-1), three medical office buildings (MOB), and a central plant facility. Four parking structures (PS) were approved, bringing the total number on parking spaces on campus to 2,231. The associated Development Agreement called for a variety of improvements, including the installation of helipads on the roof of the proposed IP-1, various health-care related amenities, the export of dirt for purposes of excavation, the dedication of public right-of-way on McBean Parkway, right-of-way improvements, and a series of payments to be made regarding various off -site improvements. Ownership of Medical Office Buildings In 2015, the ownership of the MOBs and a portion of surrounding parking areas transferred from G&L Realty to a new entity named HCN G&L Valencia Sub, LLC. This change of ownership was in conformance with the provisions of the Development Agreement. 2016 Specific Plan and Project Amendments On January 21, 2016, an application (Master Case 16-007) was filed by HMNH (Applicant) to allow for the creation of a Specific Plan for the HMNH property. This included amendments to the 2008 HMNH Master Plan and Development Agreement to keep these documents consistent with the proposed HMNH Specific Plan. The following entitlements were approved by the City Council on June 14, 2016: a General Plan Amendment and Zone Change, changing the zoning from Public/Institutional to Specific Plan; a Specific Plan that included a 31,000 square -foot expansion to the existing campus, bringing the overall approved square footage to 698,000 square feet; and various amendments to the Master Plan document to stay consistent with the new Specific Plan. Other changes approved included a redistribution of beds among the Main Hospital Building, the IP-1 Building, and the existing Nursing Pavilion; relocation of the helicopter pad, in accordance with Federal Aviation Administration regulations; and the construction of an additional Caesarian Section operating room in the Obstetrical Services Unit. Status of Approved Improvements and Fees Several of the improvements associated with the 2008 and 2016 approvals have been completed, including IP-1, MOB-1, PS-1, PS4, and the central plant facility. MOB-2, MOB-3, PS-2, and PS- 3 have yet to be constructed. Attachment A reflects the status of on -site improvements. All off -site improvements have been completed with the exception of the re -configuration of the intersection of McBean Parkway and Orchard Village Road. This improvement must be completed prior to the occupancy of MOB-2. All required fees associated with off -site improvements have been paid. PROJECT DESCRIPTION The project involves an amendment to the approved 2016 HMNH Specific Plan and a second Page 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A amendment to the 2008 Master Plan and Development Agreement (Project) to permit the development of up to an additional 200,000 square feet of building area for a Diagnostics and Testing (D&T) Building, a new inpatient building (IP-2), and up to 292 new parking spaces to be added to PS-4 through the addition of three aboveground levels to the existing structure. The proposed Project would increase the floor area ratio (FAR) of the HMNH campus from .54 to .69. A site plan of the proposed improvements is attached as Attachment B. New Inpatient Building 2 and Diagnostics and Testing Building The Applicant has indicated that upgrading the beds and support services in the existing Main Hospital Building to conform to existing and future Office of Statewide Health and Planning Development (OSHPD) requirements would be more costly than accomplishing these requirements via new construction. Accordingly, the Applicant is proposing to construct the IP-2 Building and D&T Building in compliance with new OSHPD regulations. The current Main Hospital Building would subsequently be converted to office, administrative, and other support uses. The D&T Building is proposed to be constructed within existing Parking Lot D. This building would include three stories above grade, totaling 60 feet in height, and a single story below grade. The total proposed building area is approximately 84,300 square feet. The D&T Building would offer inpatient services and support only, including clinical services and imaging. The hospital's main entry is proposed to be relocated to the front of the D&T Building. This facility would not include the operation of any beds. The IP-2 Building would also be constructed within existing Parking Lots D and I, immediately adjacent to the D&T Building. The building is proposed to be five stories above grade, 80 feet in height, with an additional story below grade. The total area of the building would be approximately 115,700 square feet of space. Uses in this building would include up to 92 inpatient beds (relocated from the existing Main Hospital Building), support services, public spaces, and additional D&T facilities. The maximum number of beds on the campus approved by the 2008 Master Plan is 368. The proposed Project does not change that maximum number, but would redistribute existing beds from their current location in the Main Hospital Building, Nurse's Pavilion, and IP-2 Building. Including the proposed Project, 360 beds would be in service on the campus. Note, however, that the total number of beds may increase or decrease according to operational needs and required licensing, but at no time will exceed 368. The area within the existing Main Hospital Building, which currently contains 92 beds, and the existing D&T facilities would be converted to offices, administrative space, procedure rooms, storage space, imaging services, waiting areas, and physical therapy services. The existing emergency room would remain in the Main Hospital Building. Height Zones Page 3 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A The current Specific Plan consists of five identified Height Zones, each with a defined maximum height for buildings within that zone. Any proposed structure that exceeds the height limitation is required to obtain a Conditional Use Permit. The IP-2 Building and the D&T Building are proposed to be located within the current Height Zone 3, which allows for a maximum height of 35 feet. Under the proposed HMNH Specific Plan amendments, the adjacent Height Zone 5 would extend into the Project area for the IP-2 Building and D&T Building. Height Zone 5 allows for a maximum height of 85 feet and would replace the existing Height Zone 3 in the proposed area of work. Similarly, PS-4 is included in the current Height Zone 3. The proposed HMNH Specific Plan amendment would include PS-4 in Height Zone 4, which allows for a maximum height of 45 feet. These proposed changes in height are represented graphically in Attachment C. Parking Structure 4 PS-4 is currently located to the southeast of the Main Hospital Building and consists of one level of surface parking and two levels of subterranean parking, with 352 parking spaces. The proposed Project would add three levels of above grade parking, for a maximum height of 40 feet. The total number of parking spaces would be increased to 644. Master Plan Amendment Proposed amendments to the Master Plan are reflective of the proposed changes to the HMNH Specific Plan for construction of new hospital facilities. The Applicant is also seeking a 10-year extension to the Master Plan, which is scheduled to expire in 2023. Development Agreement Amendment Proposed amendments to the Development Agreement are reflective of the proposed changes to the Specific Plan and Master Plan. The Applicant is proposing to change the timing of right-of- way improvements at McBean Parkway and Orchard Village Road to occur prior to any new construction of on -campus facilities. These right-of-way improvements are currently scheduled to occur prior to the construction of MOB-2. The Applicant is also seeking a 10-year extension to the Development Agreement, which is scheduled to expire in 2023. GENERAL PLANNING AND ZONING The proposed Project is surrounded by land uses as outlined: General Plan Zoning Land Use Subject Property Specific Plan Specific Plan Public Institutional / Medical Office North Public Institutional & Urban Residential 1 Public Institutional & Urban Residential 1 Medical Office / Single -Family Residential South Urban Residential 2 Urban Residential 2 Single -Family Residential East Urban Residential 2 Urban Residential 2 Single -Family Residential Page 4 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A West I Urban Residential 1 I Urban Residential 1 I Single -Family Residential ANALYSTS Architecture The conceptual architecture provided with the proposed Project is consistent with the architectural guidelines identified in the approval 2008 Master Plan. The overall height and massing are consistent with other inpatient and medical office/services buildings located on the campus. Whereas the final architectural elements for the proposed structures are subject to formal submittal by the Applicant and review by the City, any future submittal must be consistent with the number of stories, square footage, overall massing, and approved architectural guidelines included with the concepts in the current proposal and described in the Master Plan. Renderings of the proposed concept architecture and a sightline diagram are included as Attachment D. Parking The proposed Project includes the addition of 210 net new parking spaces on the subject property. This includes 292 new parking spaces in PS-4 and the removal of 82 parking spaces from existing lots due to the construction of the proposed improvements. This results in a surplus of 180 parking spaces beyond what is required by the Unified Development Code. A Parking Demand Analysis, conducted by Fehr and Peers at the request of the Applicant, indicates a maximum parking utilization of 95 percent. The Applicant has indicated a maximum parking utilization of 85 percent would provide the optimum service for members of the public using the facilities on campus. To achieve this, the HMNH Specific Plan requires that, prior to construction of any new building, the Applicant would perform a Parking Utilization Study. Should the study identify a utilization rate over 85 percent, the Applicant could implement one or more of the following parking management strategies: 1. Additional Travel Demand Management (TDM) Measures (carpool programs, etc.): These measures are anticipated to reduce parking utilization between 3 and 4 percent; 2. Paid on -site parking: Included in Conditions of Approval for the 2008 project, any proposal for paid parking would require its own approval process. The Applicant has included paid parking in the current proposal to satisfy the Conditions of Approval from 2008. This strategy is anticipated to reduce the parking use rate by as much as 5 percent. 3. TandemNalet parking on -site: Tandem and/or valet parking programs could reduce parking demand by as much as 15 percent. 4. Partnership Programs (Uber/Lyft): This strategy is anticipated to reduce the parking use rate by approximately 1.5 percent. The construction of PS-2 and PS-3 would commence either with the construction on MOB-2 and MOB-3 or when a revision to the Parking Utilization Study is performed and identifies the need. Page 5 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A ENVIRONMENTAL An Environmental Impact Report (EIR) was created for the original project in 2008. The EIR considered impacts in all areas defined by the California Environmental Quality Act (CEQA) and concluded that impacts to traffic, air quality, noise, and solid waste would be significant and unavoidable. All other impacts were found to be either less than significant or less than significant with mitigation. The EIR was certified by the City Council on November 19, 2008. A Draft Supplemental EIR (DSEIR) created for the currently proposed Project was circulated on November 23, 2020, for a 60-day public comment period. The comment period ended on January 22, 2021. The DSEIR considered aesthetics, air quality, greenhouse gas emissions, energy, noise, and traffic for additional impacts based on the proposed Project. Technical analyses were prepared for each of these areas and determined there would be no significant impacts from the proposed Project, with the exception of temporary noise associated with on - site construction activities. Noise from on -site construction activities would be significant, even with mitigation, and will require a Statement of Overriding Consideration by the City Council. The same impact was identified as part of the original 2008 EIR prepared for the Project. The following is a summary of findings for each area analyzed within the DSEIR that included either a significant impact or required mitigation measures: • Noise - Temporary Construction Noise. Significant Impact A significant noise impact would be created during on -site construction, as short-term construction noise levels would exceed the allowable ambient noise level of 55 dBA Leq near the southeastern corner of the Main Hospital Building by up to 35 dBA. The following mitigations identified in the 2008 Master Plan EIR would apply to the proposed Project: o Nl: During all site excavation and grading, the Applicant shall require the Project contractor(s) to equip all construction equipment, fixed or mobile, with properly operating and maintained mufflers, consistent with manufacturers' standards. o N2: The Applicant shall require the Project contractor(s) to locate equipment staging in areas that would create the greatest distance between construction -related noise sources and noise -sensitive receptors nearest the Project site during all construction, to the greatest extent practicable. The DSEIR identified an additional mitigation measure, which would further reduce impacts from temporary construction noise: o S-Nl: The Project contractor shall place all stationary construction equipment so that emitted noise is directed away from sensitive receptors nearest the Project site. Transportation. Less Than Significant Impacts with Mitigation: All off -site transportation -related impacts associated with the 2008 project have been completed, with the exception of improvements to the intersection at Orchard Village Road and McBean Parkway. In the future, the revised Project would have significant impacts to Page 6 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A the intersections at Orchard Village Road and McBean Parkway and at Orchard Village Road and Wiley Canyon Road. To address these impacts, two additional mitigation measures have been included in the DSEIR: o S-TRI would modify light timing at the intersection of Orchard Village Road and Wiley Canyon Road; and o S-TR2 would reconfigure the intersection at Orchard Village Road and McBean parkway to be consistent with approved City design plans for the intersection. With these mitigations in place, the Project would generate less significant impacts related to transportation. Alternative Scenarios CEQA guidelines require the DSEIR to include a comparative impact assessment and creation of Project alternatives, including a "No Project Alternative." The purpose of the assessment is to consider alternatives to the Project that may result in a reduced environmental impact. A series of alternatives were considered, but were ultimately rejected. CEQA contemplates that an alternative may be rejected 1) if it fails to meet most of the Project's objectives; 2) if it is infeasible; or 3) due to its inability to avoid significant environmental impacts. A list of Project objectives is attached as Attachment E. In compliance with the CEQA guidelines, the following alternatives were rejected: 1. Rehabilitation of the existing Main Hospital Building; 2. Construction of a new tower at the existing Main Hospital Building; and 3. An alternative location of the HMNH campus. Two alternative scenarios were assessed within the DSEIR. These alternatives include: 1. The No Project/No Build Alternative. This alternative assumes that existing conditions would remain as they are and no new development would occur on the property. This Project would result in no additional short or long-term impacts. This alternative would be environmentally superior to both the proposed Project and the Reduced Size Alternative (below); however, this alternative would not achieve any of the identified Project objectives. 2. The Reduced Size (80 percent) Alternative. This alternative contemplates a reduction in project size by 20 percent. This alternative assumes all Project objectives are met, with the exception of objective 92. This objective would "Implement a long-term plan for expansion of the existing HMNH campus that would help meet the expected growth in demand for health care services and allow the hospital to apply for State -required approvals." This alternative would result in the same significant impact from temporary construction noise as the proposed Project. Page 7 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A RESPONSES TO COMMENTS Written Public Comments to the DSEIR Four written comments were received during the DSEIR review period. The following is a summary of each comment and response. A formal response to comments, prepared by Michael Baker International, Inc., is included in the attached Draft Final Supplemental EIR (DFSEIR). This attachment also includes textural changes made to the DSEIR based on comments received. None of the requirements or responses result in any significant impacts or changes to the overall impact analysis contained in the DSEIR. 1. The Los Angeles County Fire Department (LACFD): • A correction regarding the location of the nearest fire station was identified. The correction was made in the DFSEIR. • All comments from the LACFD detail standard requirements and conditions for projects. In each case, the DSEIR addresses these comments in its current form and the Project will comply with all identified requirements by the LACFD. 2. Santa Clarita Water A (SCWA): (SCWA): • All comments from the SCWA detail standard requirements and conditions for projects. In each case, the DSEIR addresses these comments in its current form and the Project will comply with all identified requirements by the SCWA. Los Angeles County Sanitation Districts (LACSD): • All comments from the LACSD detail standard requirements and conditions for projects. These reflect previous comments issued by the LACSD during the Notice of Preparation comment period. All responses to comments were incorporated into the DSEIR at that time. The LACSD provided updated flow information and that has been included in the DSEIR. 4. K. Michael Farnsworth, an individual: • Comments identify concerns regarding impacts to aesthetics and decreased real estate values. The DSEIR identifies that the Project would not result in an increase in either helicopter or ambulance traffic and that impacts from increased vehicle trips would not be significant. The Project would also not significantly alter the visual characteristics of the campus and would be consistent with the size and massing of other structures on the HMNH campus. • Comments suggest IP-2 and D&T Buildings should be at a different location within the Santa Clarita Valley. This scenario was considered by the DSEIR as a Project alternative, but was abandoned because it would not achieve the stated objectives of the Project. Planning Commission Comments At the regularly scheduled meeting on January 19, 2021, the Planning Commission provided a verbal comment regarding landscaping along the frontage near PS-4 and the main campus entrance located at McBean Parkway and Orchard Village Road. Specifically, the Planning Page 8 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Commission called for the planting of more mature landscaping at this area. The City's standard for landscape along project frontages requires a minimum tree size of 24 inches at planting. The Director of Community Development has the authority to require 36-inch trees (or larger) on a case -by -case basis. The proposed HMNH Specific Plan Amendment has been changed, requiring that all trees be a minimum of 36 inches, with three of the trees measuring 48 inches at planting in the area in question. Public Speakers At the regularly scheduled Planning Commission meetings on January 19, 2021, and March 2, 2021, several members of a local trade union spoke during the public hearing, each requesting that union labor be included in the approval of the Project. The City currently has no mechanism to require this. Any labor discussions would be held privately between the Applicant and any applicable labor organization(s). FINDINGS The Unified Development Code requires certain general and specific findings be made in order for projects to be approved. The Project meets all of these findings including: I. The Proiect is consistent with the General Plan and Underlyin zo�ni: The Project will allow the continuance of the land use historically located on the subject property. All uses contemplated by the Project are consistent with those uses existing on the subject property under the current Specific Plan. The Project will not alter the total number of hospital beds located on the campus. 2. The Proiect will not create a threat to the public health and safety of the community: The Project is for the benefit of the community and will not create a hazard or be detrimental to the surrounding community. Once construction is completed, there are no significant impacts associated with the operation of the Project. 3. The Proiect is physically suitable for the site: The Project is consistent with the uses, size, and massing of structures within the existing HMNH campus, and will not have a significant impact on utilities or emergency services. 4. The Proiect provides a public benefit for the community: The Project would allow for the more efficient provision of health -related services to the community and provide an ongoing, long-term plan for the provision of these services into the future. STATEMENT OF OVERRIDING CONSIDERATION All potential Project impacts have been substantially avoided or mitigated, as described in the DFSEIR, with the exception of the impact related to temporary on -site construction noise. This impact was also identified as unavoidable as part of the EIR that was certified by the City Council as part of the original project in 2008. The impact would only occur during the construction of the Project. The Project would result in no significant noise impacts from on -site operations once construction is completed. Page 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A To further address the temporary construction -noise impacts associated with the Project, a new mitigation measure has been added that was not included in the original 2008 approval. However, the impacts continue to be significant. Two alternative scenarios were considered, both of which were environmentally superior to the Project. However, neither the No Project Alternative nor the Reduced Size Alternative would achieve all the identified Project goals. Further, the 80 percent reduction alternative would not avoid significant impacts associated with construction noise. As a result, these alternatives were abandoned. The Project would achieve all of the identified economic, legal, social, technological, and environmental objectives and will provide a benefit to the community, primarily due to the expansion and improvement of the existing medical campus. This will positively contribute to the provision of health care services for the Santa Clarita Valley's existing and future population. PLANNING COMMISSION ACTION At their regularly scheduled meeting on March 2, 2021, the Planning Commission adopted resolutions P21-04 and P21-05 and recommended the City Council approve the Project included in Master Case 17-193. ALTERNATIVE ACTION Other actions as determined by the City Council. FISCAL IMPACT There are no fiscal impacts associated with this item. ATTACHMENTS Public Hearing Notice CEQA Resolution Ordinance ATTACHMENT A: Status of On -Site Improvements ATTACHMENT B: Site Plan of Proposed Improvements ATTACHMENT C: Proposed Changes to Height Zones ATTACHMENT D: Proposed Architectural Renderings and Sightline Diagrams ATTACHMENT E: Project Objectives PC Minutes 120120 (available in the City Clerk's Reading File) PC Minutes 011921 (available in the City Clerk's Reading File) PC Minutes 030221 (available in the City Clerk's Reading File) DSEIR (available in the City Clerk's Reading File) Page 10 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A DSEIR Appendices (available in the City Clerk's Reading File) Link to Henry Mayo Newhall Specific Plan (available in the City Clerk's Reading File) Page 11 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agenda Item: 6 CITY OF SANTA CLARITA -a AGENDA REPORT CONSENT CALENDAR CITY MANAGER APPROVAL: DATE: November 28, 2023 SUBJECT: MCBEAN PARKWAY REALIGNMENT, PROJECT S 1047 - DEVELOPER AGREEMENT BETWEEN THE CITY OF SANTA CLARITA, HENRY MAYO NEWHALL HOSPITAL, AND HCN G&L VALENCIA SUB, LLC DEPARTMENT: Public Works PRESENTER: Shannon Pickett RECOMMENDED ACTION City Council: 1. Approve the draft developer agreement between the City of Santa Clarita, Henry Mayo Newhall Hospital, and HCN G&L VALENCIA SUB, LLC, stipulating Henry Mayo Newhall Hospital and HCN G&L VALENCIA SUB, LLC, will provide all project related costs above and beyond grant funds obtained by the City of Santa Clarita and providing the City of Santa Clarita right -of -entry to construct and stage on Henry Mayo Newhall Hospital and HCN G&L VALENCIA SUB, LLC, properties. 2. Authorize the City Manager or designee to execute all required documents, subject to City Attorney approval. BACKGROUND The proposed McBean Parkway Realignment Project, shown on the attached Location Map, will improve circulation on McBean Parkway at Orchard Village Road and improve ingress and egress at Henry Mayo Newhall Hospital (HMNH). The project will realign the existing medians east and west of Orchard Village Road and install street improvements along the frontage of HMNH providing for the addition of a dedicated right turn pocket on westbound McBean Parkway into the hospital for improved emergency services access. A dedicated right turn pocket from eastbound McBean Parkway onto southbound Orchard Village Road will be added to improve eastbound afternoon traffic on McBean Parkway. This work is part of the Henry Mayo Hospital Master Plan and supports the Building and Creating Community theme of the City of Santa Clarita's (City) five-year strategic plan, Santa Clarita 2025. Page 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Draft Agreement (available in the City Clerk's Reading File) Page 3 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agenda Item: 8 CITY OF SANTA CLARITA AGENDA REPORT CONSENT CALENDAR CITY MANAGER APPROVAL: DATE: October 24, 2017 SUBJECT: MCBEAN PARKWAY MEDIAN REALIGNMENT, PROJECT S1047 - AWARD DESIGN CONTRACT DEPARTMENT: Public Works PRESENTER: Damon Letz RECOMMENDED ACTION City Council: 1. Award the design contract to Anderson Penna for the McBean Parkway Median Realignment, Project S1047, in the amount of $272,696 and authorize a contingency in the amount of $27,270 for a total contract amount of $299,966. 2. Authorize the City Manager or designee to execute all documents, subject to City Attorney approval. BACKGROUND This proposed McBean Parkway Median Realignment project will design the realignment of the existing median on McBean Parkway, west of Orchard Village Road, and will include street improvements along the frontage of Henry Mayo Newhall Hospital. It will also resurface pavement on McBean Parkway in both directions. This work was funded as part of the Henry Mayo Hospital Master Plan. This project supports the Building and Creating Community theme of the Santa Clarita 2020 plan. A Request for Proposal (RFP) for design was issued on April 3, 2017. The RFP asked firms to identify their relevant experience with similar projects and demonstrate their approach for this design project. On April 27, 2017, four firms submitted proposals to the City of Santa Clarita (City). Staff reviewed the proposals and scored the firms on a 100-point scale. The scoring system was based on understanding of the following: required scope of the work; Page 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A key development items; potential issues and resolutions; the consultant's previous experience on similar projects and experience working with the City; qualifications of the project team and their resources; and organization of the proposal. Company Score Location Design gn Cost Anderson Penna 90 Newport Beach, CA $272,696 Rick Engineering 85 San Luis Obispo, CA $263,022 Kimley Horn 79 Thousand Oaks, CA $321,322 Huitt Zollars 77 Los Angeles, CA $276,230 The top firm, Anderson Penna, demonstrated an in-depth understanding of the project needs and provided a detailed scope of work and approach to the project. Based on their design experience on previous City projects and the completeness of their proposal for this project, staff recommends the City Council award the design contract to Anderson Penna. The request contingency of $27,270 will cover costs for additional design efforts due to unforeseen conditions or conflicts uncovered during potholing and any requested scope changes to the project. California Government Code 4526 prescibes selection of architectural and engineering services to be based on demonstrated competence and professional qualifications necessary for the satisfactory performance of the services required and does not authorize the selection of professional architect and engineering services based on cost. ALTERNATIVE ACTION Other action as determined by the City Council. FISCAL IMPACT Adequate funds were appropriated as part of the Fiscal Year 2017-18 budget in expenditure account 51047306-5161.001 (Developer Fees) to supportthe recommended action. ATTACHMENTS Location Map Proposal from Anderson Penna (available in the City Clerk's Reading File) Page 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Agenda Item: 7 CITY OF SANTA CLARITA 4WAGENDA REPORT CONSENT CALENDAR CITY MANAGER APPROVAL: DATE: June 28, 2016 SUBJECT: SECOND READING OF AN ORDINANCE TO CHANGE THE ZONING OF THE HENRY MAYO NEWHALL HOSPITAL CAMPUS FROM PUBLIC/INSTITUTIONAL TO SPECIFIC PLAN DEPARTMENT: Community Development PRESENTER: Patrick Leclair RECOMMENDED ACTION City Council conduct second reading and adopt an ordinance entitled: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, CHANGING THE ZONING DESIGNATION OF THE HENRY MAYOR NEWHALL HOSPITAL CAMPUS FORM PUBLIC/INSTITUTIONAL TO SPECIFIC PLAN AND APPROVING AN AMENDMENT TO THE 2008 HENRY MAYO NEWHALL HOSPITAL DEVELOPMENT AGREEMENT. BACKGROUND At the June 14, 2016, regular City Council meeting, the City Council considered Master Case 16- 007 to allow for the creation of a Specific Plan for Henry Mayo Newhall Hospital (HMNH). The City Council voted to approve a resolution to: 1) change the General Plan designation for the HMNH campus from Public/Institutional (PI) to Specific Plan (SP); 2) approve the proposed HMNH Specific Plan; 3) amend the 2008 HMNH Master Plan and Development Agreement to be consistent with the HMNH Specific Plan; and 4) adopt the addendum to the Certified Final Environmental Impact Report prepared for the project. An ordinance to change the zoning designation of the HMNH campus from PI to SP was introduced and passed to second reading at the City Council meeting of June 28, 2016. ALTERNATIVE ACTION Other action as determined by the City Council. Page 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A FISCAL IMPACT There are no direct fiscal impacts anticipated with this project. ATTACHMENTS Ordinance Page 2 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A ORDINANCE NO. 21-5 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, AMENDING THE HENRY MAYO NEWHALL HOSPITAL SPECIFIC PLAN, MASTER PLAN, AND DEVELOPMENT AGREEMENT FOR THE 200,000 SQUARE -FOOT EXPANSION OF THE HENRY MAYO NEWHALL HOSPITAL CAMPUS, AS INCLUDED IN MASTER CASE NO. 17-193 THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, DOES HEREBY ORDAIN AS FOLLOWS: SECTION 1. FINDINGS OF FACT. The City Council does hereby make the following findings of fact: a. The approximately 29.77-acre Henry Mayo Newhall Hospital ("HMNH") campus is generally located north of the intersection of McBean Parkway and Orchard Village Road, east of Interstate 5 (I-5) in the City of Santa Clarita ("City") in northern Los Angeles County. The HMNH campus is located at 23845 McBean Parkway (Assessor's Parcel Numbers 2861-073-010, 2861-073-11, and 2861-073-012). The HMNH campus includes hospital and emergency service buildings owned by the HMNH, as well as other non-HMNH-owned, hospital -affiliated medical office buildings that house physical specialists, outpatient services, and programs providing continuing medical education to physicians, hospital staff, and other clinical professionals in the Santa Clarita Valley. The HMNH campus currently comprises 578,000 square feet of building area, including 377,415 square feet of hospital and related uses (including the new five -story inpatient building (IP-1 Building)), 24,425 square feet of support facilities, and 176,160 square feet of medical offices; b. The City adopted a Master Plan and Development Agreement for the HMNH in 2008 (for which a Draft Environmental Impact Report ("EIR") and a Final EIR were prepared) and a Specific Plan, Amendment to the Master Plan, and an amendment to the Development Agreement for the HMNH in 2016 (for which an EIR Addendum was prepared). As a result of the 2016 Specific Plan, the General Plan and Zoning designation for the HMNH campus was changed from Public/Institutional (PI) to Specific Plan (SP); c. The areas immediately adjacent to the HMNH campus include the following uses: North and Northeast: Land uses consist of detached single-family residences along Bellis Drive; medical office buildings; the Sunrise at Sterling Canyon facility (beyond the medical office buildings), which is a senior living facility that provides independent living, assisted living, and hospice care; townhomes along McBean Parkway, north of Sunrise at Sterling Canyon; and Valencia United Methodist Church, east of McBean Parkway and north of Avenida Navarre. • East and Southeast: Land uses consist primarily of single-family residences (developed in 1969), which are located east of McBean Parkway. Page 1 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A West and Northwest: Land uses consist primarily of single-family residences (developed in 1987), along Anzio Way, Parma Court, Milano Lane, Tossano Drive, and Sardinia Court, and open space. South and Southwest: Land uses consist primarily of single-family residences located south of McBean Parkway (constructed in 1969), as well as single-family residences (constructed in 1978), located north of McBean Parkway along Dalgo Drive, Empalmo Court, and Alegro Drive. d. An application for Master Case 17-193, the HMNH Master Plan Second Amendment, was filed by Henry Mayo Newhall Hospital ("Applicant") with the City on October 11, 2017. The application includes amendments to the HMNH Specific Plan, Master Plan, and Development Agreement (Project) for the following purposes: To have the 2021 Amended HMNH Specific Plan replace the Specific Plan adopted in 2016 in its entirety. The 2021 HMNH Specific Plan does not change the maximum number of beds (368) permitted under the 2016 Specific Plan and the 2008 Master Plan; 2. To add 200,000 square feet of hospital building area, consisting of the 115,700 square -foot Inpatient Building No. 2 ("IP-2 Building") and the accessory 84,300 square -foot Diagnostic and Treatment Building ("D&T Building"); 3. To add up to 292 parking spaces to PS-4 through the construction of up to three new levels to the existing structure; 4. To construct a second central plant within the basement and on the roof of the D&T Building; 5. To modify the parking plan to allow for parking resources, if necessary, including paid parking; and 6. To extend the term of the Development Agreement by 10 years. e. Environmental conditions on the Project site have been altered substantially by existing and historical uses of the property. The 200,000 square -foot expansion is located on existing surface parking lots (Parking Lot D, Lot I, and a portion of Lot H). When the Notice of Preparation ("NOP") for the Draft Supplemental Environmental Impact Report ("SEIR") was issued in 2018, Lot D was occupied by hospital -affiliated temporary trailers and temporary construction trailers used by the contractors for the construction of the IP-1 Building. With the completion of the IP-1 Building, these trailers were removed, and Lot D was returned to a use as a surface parking lot. Construction of the proposed hospital buildings would also require removal of Lot I (eight parking spaces located immediately south of the Nursing Pavilion), and a portion of Lot H (located immediately south of Lot D). The location of the proposed aboveground parking structure is currently that of a subterranean parking structure (PS-4), which comprises three levels of subterranean parking and a partially covered surface parking level; Page 2 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A f. In accordance with the California Environmental Quality Act ("CEQA;" Pub. Resources Code, §21000 et seq.), the City is the lead agency and the City Council is the decision - making body for the HMNH Master Plan Second Amendment. The City's Planning Commission is a recommending body for the Project; g. The City determined an SEIR must be prepared for the Project, and that the following areas must be addressed in the SEIR: aesthetics, air quality, energy, greenhouse gas emissions, noise, transportation, tribal cultural resources, and utilities (wastewater and water supply); h. Pursuant to State CEQA Guidelines Section 15163(b), the supplement to an EIR need contain only the information necessary to make the previous EIR adequate for the Project as revised; i. The NOP for the Project was submitted to the State Clearinghouse and filed with the Los Angeles County Clerk on August 21, 2018, with the 30-day review period ending on October 1, 2018. The NOP was also circulated to affected agencies, pursuant to CEQA and the State CEQA Guidelines (Cal. Code Regs., Tit. 14, § 15000 et seq.). Agencies that received the NOP include, but are not limited to, the County of Los Angeles, Los Angeles Regional Water Quality Control Board, California Department of Fish and Wildlife, South Coast Air Quality Management District, law enforcement agencies, school districts, waste haulers, water agencies, and transportation agencies serving the Santa Clarita Valley in accordance with CEQA's consultation requirements. Comments from eight public agencies were received in response to the NOP; j. A scoping meeting was held at Santa Clarita City Hall in the Century Conference Room on September 13, 2018, to obtain information from the public as to issues that should be addressed in the SEIR. Notice of the scoping meeting was published in The Signal newspaper on August 28, 2018, and was mailed to all property owners within 1,000 feet of the Project site, in addition to approximately 79 agencies, interested parties, and individuals who requested to be notified of the Project. No agencies, interested parties, or members of the public attended the scoping meeting; k. The City prepared a Draft SEIR for the HMNH Master Plan Second Amendment that addressed all comments received on the NOP. The Draft SEIR was distributed for public review, and a Notice of Availability ("NOA") and Notice of Completion ("NOC") were filed with the State Clearinghouse on November 20, 2020. A 60-day review period began on November 23, 2020, and ended on January 22, 2021. The NOA was filed with the Los Angeles County Clerk on November 24, 2020. The NOA was also mailed to all property owners within 1,000 feet of the Project site, in addition to approximately 36 agencies, interested parties, and individuals who requested to be notified of the Project. Written comments received on the Draft SEIR have been fully responded to, and those comments received after the Planning Commission's review of the Project will be fully responded to prior to certification and approval of the Project by the City Council, if granted; 1. The HMNH Master Plan Second Amendment was duly noticed in accordance with State and local laws and was advertised in The Signal, by on -site posting 21 days prior to the Page 3 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A hearing, and by direct first-class mailing to property owners within 1,000 feet of the Project site; m. The Planning Commission was introduced to the item at a public hearing on December 1, 2020, and continued the item to January 19, 2021. At a public hearing on March 2, 2021, the Planning Commission adopted Resolutions P21-04 and P21-05 by a vote of 4 to 0 (with one abstention), recommending the City Council certify the Draft Final SEIR and approve Master Case 17-193; n. The Draft Final SEIR was presented to the City Council on April 13, 2021. A copy of the responses to comments from the Final SEIR were sent to each agency and individual who submitted comments on the Draft SEIR on March 26, 2021; o. The City Council has considered the Final SEIR prepared for the HMNH Master Plan Second Amendment, as well as information provided in staff reports; p. The City Council also considered staff and applicant presentations, staff reports, and information presented to the Planning Commission to assist its understanding of the Project, the SEIR, and public comments on the Draft SEIR; q. Based upon staff and applicant presentations, staff reports, and public comments, the City Council finds that the HMNH Master Plan Second Amendment will not adversely affect the health, peace, comfort, or welfare of persons residing in the area, will not be materially detrimental to the use, enjoyment, or valuation of property in the vicinity of the Project site, and will not the jeopardize, endanger or otherwise constitute a menace to the public health, safety, or general welfare, since the Project conforms with the zoning ordinance and is compatible with surrounding land uses. The Project proposes the extension of all utilities and services to the Project site. Currently, all required utilities and services are available within the HMNH campus; and r. The location of the documents and other materials, including the 2008 Master Plan EIR and 2016 Specific Plan Addendum documents, that constitute the record of proceedings upon which the decision of the City Council is based for the Master Case 17-193 Project file is with the Community Development Department, specifically in the custody of the Director of Community Development. SECTION 2. CEQA FINDINGS. The City Council finds that the Final SEIR for Master Case 17-193 identifies and discloses Project -specific impacts and cumulative Project impacts. Environmental impacts identified in the Final SEIR, findings, and facts in support of findings are herein incorporated as "Findings Required by CEQA," (Exhibit "A") and identified as follows: a. On April 13, 2021, the City Council certified the Final Supplemental Environmental Impact Report (FSEIR) (SCH No. 2004111149) by separate resolution for Master Case 17-193, which was prepared in compliance with CEQA. For purposes of these findings, the FSEIR is comprised of the Draft SEIR, the Draft FSEIR approved by the Planning Commission, and the FSEIR certified by the City Council. Page 4of9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A SECTION 3. GENERAL FINDINGS FOR A ZONE CHANGE GENERAL PLAN AMENDMENT. SPECIFIC PLAN AMENDMENT AND AMENDMENT TO THE DEVELOPMENT AGREEMENT. Based on the foregoing facts and findings for Master Case 17-193, the City Council finds as follows: a. The proposal is consistent with the General Plan; The proposed Project will be consistent with the General Plan, as the amendments to the HMNH Specific Plan would allow for the historical use of the property to continue in accordance with the provisions of the HMNH Specific Plan, as well as the modification to HMNH Master Plan and Development Agreement. The attached HMNH Specific Plan details the consistency of the proposed Project with the General Plan, including a detailed discussion of the provisions of various elements of the General Plan, including the Land Use Element, Circulation Element, Noise Element, Safety Element, and Open Space and Conservation Element. Therefore, with the approval of a modification to the Master Plan and Development Agreement, the Project will be consistent with the General Plan. b. The proposal is allowed within the applicable underlying zone and complies with all other applicable provisions of this code; The amendments to the HMNH Specific Plan will allow the continuance of the land use historically located on the subject property. All uses contemplated by the Project are consistent with those uses existing on the subject property under the current Specific Plan. The Project will not alter the total number of hospital beds located on the campus. c. The proposal will not endanger, jeopardize, or otherwise constitute a hazard to the public convenience, health, interest, safety, or general welfare, or be materially detrimental or injurious to the improvements, persons, property, or uses in the vicinity and zone in which the property is located; and The amendments to the HMNH Specific Plan, along with the associated modifications to the HMNH Master Plan and Development Agreement, would allow for the addition of up to 200,000 square feet of space in the form of a second inpatient building, a diagnostics and testing facility, and the expansion of Parking Structure #4. The amendments would not increase the total number of permitted beds (368) on campus. The total addition to the building area would provide much -needed services to the community. The additional building area is for compliance with the newly adopted California Building Standards code for all hospitals in California. These improvements are for the benefit of the community and will not create a hazard or be detrimental to the surrounding community. d. The proposal is physically suitable for the site. The factors related to the proposal's physical suitabilityfor the site shall include, but are not limited to, the following: 1. The design, location, shape, size, and operating characteristics are suitable for the proposed use; 2. The highways or streets that provide access to the site are of sufficient width and are improved as necessary to carry the kind and quantity of traffic such proposal would generate; Page 5 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 3. Public protection services (e.g., Fire protection, Sheriff protection, etc.) are readily available; and 4. The provision of utilities (e.g., potable water, schools, solid waste collection and disposal, storm drainage, wastewater collection, treatment, and disposal, etc.) is adequate to serve the site. The construction of the new inpatient building and diagnostics and testing facility, along with the modifications to the HMNH Master Plan and Development Agreement, will use a portion of the site previously used as surface parking lot. Improvements will be consistent with the uses, size, and massing of the existing HMNH campus. Improvements to Parking Structure #4 would provide additional parking stalls oriented vertically over the existing footprint of the at -grade parking. The Project will use the existing infrastructure in accordance with the approval of the MHNH Master Plan and will only require minor grading for the expansion areas. The Project is located within an area of the City that has been developed and is connected with City services, including Fire and Sheriff protection, and is further connected to all necessary utilities to accommodate the proposed amendments to the HMNH Master Plan and Development Agreement. SECTION 4. GENERAL FINDINGS FOR AN AMENDMENT TO THE MASTER PLAN. Based on the foregoing facts and findings for Master Case 17-193, the City Council finds as follows: a. The proposal is consistent with the General Plan; The proposed Project will be consistent with the General Plan, as the amendments to the HMNH Specific Plan would allow for the historical use of the property to continue in accordance with the provisions of the HMNH Specific Plan, as well as the modification to HMNH Master Plan and Development Agreement. The attached HMNH Specific Plan details the consistency of the proposed Project with the General Plan, including a detailed discussion of the provisions of various elements of the General Plan, including the Land Use Element, Circulation Element, Noise Element, Safety Element, and Open Space and Conservation Element. Therefore, with the approval of a modification to the Master Plan and Development Agreement, the Project will be consistent with the General Plan. In addition, the 10-year extension to the Master Plan will allow for the buildout of the HMNH campus, as approved by the City Council. b. The proposal is allowed within the applicable underlying zone and complies with all other applicable provisions of this code; The amendments to the HMNH Specific Plan will allow the continuance of the land use historically located on the subject property. All uses contemplated by the Project are consistent with those uses existing on the subject property under the current Specific Plan. The Project will not alter the total number of hospital beds located on the campus. c. The proposal will not endanger, jeopardize, or otherwise constitute a hazard to the public convenience, health, interest, safety, or general welfare, or be materially Page 6 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A detrimental or injurious to the improvements, persons, property, or uses in the vicinity and zone in which the property is located; and The amendments to the HMNH Specific Plan, along with the associated modifications to the HMNH Master Plan and Development Agreement, would allow for the addition of up to 200,000 square feet of space in the form of a second inpatient building, a diagnostics and testing facility, and the expansion of Parking Structure #4. The amendments would not increase the total number of permitted beds (368) on campus. The total addition to the building area would provide much -needed services to the community. The additional building area is for compliance with the newly adopted California Building Standards code for all hospitals in California. These improvements are for the benefit of the community and will not create a hazard or be detrimental to the surrounding community. d. The proposal is physically suitable for the site. The factors related to the proposal's physical suitabilityfor the site shall include, but are not limited to, the following: 1. The design, location, shape, size, and operating characteristics are suitable for the proposed use; 2. The highways or streets that provide access to the site are of sufficient width and are improved as necessary to carry the kind and quantity of traffic such proposal would generate; 3. Public protection services (e.g., Fire protection, Sheriffprotection, etc.) are readily available; and 4. The provision of utilities (e.g., potable water, schools, solid waste collection and disposal, storm drainage, wastewater collection, treatment, and disposal, etc.) is adequate to serve the site. The construction of the new inpatient building and diagnostics and testing facility, along with the modifications to the HMNH Master Plan and Development Agreement, will use a portion of the site previously used as surface parking lot. Improvements will be consistent with the uses, size, and massing of the existing HMNH campus. Improvements to Parking Structure #4 would provide additional parking stalls oriented vertically over the existing footprint of the at -grade parking. The Project will use the existing infrastructure in accordance with the approval of the MHNH Master Plan and will only require minor grading for the expansion areas. The Project is located within an area of the City that has been developed and is connected with City services, including Fire and .Sheriff protection, and is further connected to all necessary utilities to accommodate the proposed amendments to the HMNH Master Plan and Development Agreement. SECTION 5. ADDITIONAL FINDINGS FOR A MODIFICATION TO A DEVELOPMENT AGREEMENT. Based on the foregoing facts and findings for revisions to Development Agreement 06-001, the City Council finds as follows: a. The proposed development agreement complies with City zoning, subdivision, and other applicable ordinances and regulations; Page 7 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A The modification to Development Agreement 06-001, containing the addition of 200,000 square feet of space, including a new inpatient building, diagnostics and testing facility, expansion to Parking Structure #4, and a 10-year extension to the sunset date and revisions to right-of-way improvements, is in conformance with all applicable ordinances and regulations as indicated in Section 3 above. b. That the proposed development agreement provides for clear and substantial public benefit to the City and/or residents along with a schedule for the benefit; and The proposed HMNH Specific Plan Amendment and associated modifications do not reduce any of the clear and substantial benefits that were cited by the City Council in approving Development Agreement 06-001. The additional 200,000 square feet of space, including the new inpatient building and diagnostics and testing facility, is considered an additional level of public benefit. c. Any development agreement that contains a subdivision shall comply with the provisions of Government Code Section 66473.7. The proposed modifications to Development Agreement 06-001 do not contain a subdivision of land. SECTION 6. AMENDMENTS. The City Council hereby approves the ordinance, including amendments to the HMNH Specific Plan, as included in Exhibit "A" incorporated by reference, and updates to the Master Plan and Development Agreement to reflect the amendments to the HMNH Specific Plan, and extending the Master Plan and Development Agreement by 10 years. SECTION 7. This ordinance shall be in full force and effect thirty (30) days from its passage and adoption. SECTION 8. The City Clerk shall certify to the passage of this ordinance and shall cause the same to be published as required by law. PASSED, APPROVED, AND ADOPTED this 271h day of April, 2021. MAYOR ATTEST: CITY CLERK DATE: �J & �-/ Page 8 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A 1 STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF SANTA CLARITA ) I, Mary Cusick, City Clerk of the City of Santa Clarita, do hereby certify that the foregoing Ordinance No. 21-5 was regularly introduced and placed upon its first reading at a regular meeting of the City Council on the 13th day of April, 2021. That thereafter, said ordinance was duly passed and adopted at a regular meeting of the City Council on the 27th day of April, 2021, by the following vote, to wit: AYES: COUNCILMEMBERS: Smyth, McLean, Weste, Gibbs, Miranda NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None AND I FURTHER CERTIFY that the foregoing is the original of Ordinance No. 21-5 and was published in The Signal newspaper in accordance with State Law (G.C. 40806). CITY CLERK Page 9 of 9 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Fxhihit A Henry Mayo Newhall Specific Plan Incorporated by reference http://www.santa-clarita.com/planning/environmental 1 1 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A ORDINANCE NO. 16-10 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, CHANGING THE ZONING DESIGNATION OF THE HENRY MAYO NEWHALL HOSPITAL CAMPUS FROM PUBLIC/INSTITUTIONAL TO SPECIFIC PLAN, AND APPROVING AN AMENDMENT TO THE 2008 HENRY MAYO NEWHALL HOSPITAL DEVELOPMENT AGREEMENT THE CITY COUNCIL OF THE CITY OF SANTA CLARITA, CALIFORNIA, DOES HEREBY ORDAIN AS FOLLOWS: SECTION 1: FINDINGS OF FACT. The City Council does hereby make the following findings of fact: a. On November 19, 2008, the City Council adopted Resolution 08-101, certifying the Final Environmental Impact Report (FEIR) prepared for Master Case 04-325 (SCH42004111149) for the Henry Mayo Newhall Hospital (HMNH) Master Plan project. The certified FEIR evaluated the development of the Master Plan, which included an increase of existing square footage of the hospital campus from 340,071 square feet to 667,434 square feet, a 327,363 net square -foot increase that incorporated a new Inpatient Building, three (3) new Medical Office Buildings (MOB), a Central Plant, four (4) new Parking Structures (PS), along with other campus amenities and site improvements. b. On November 19, 2008, the City Council adopted Resolution 08-102, which approved Master Plan 04-022 of Master Case 04-325 for the project described above. C. On November 19, 2008, the City Council introduced Ordinance 08-17 for the approval of Development Agreement 06-001 to allow for a 15-year build -out of the Master Plan. The second reading and adoption of Ordinance 08-17 occurred on December 9, 2008. d. Since the approval of the Master Plan, MOB 1, PS 1, PS4, and their associated infrastructure improvements have been built and completed. In addition, HMNH obligations required under the Development Agreement have been completed, including: 1) $250,000 to the City for a future Transitional Care Unit (TCU); 2) $500,000 payment to the City for the future McBean Parkway realignment improvements; 3) right-of-way dedications for the realignment of McBean Parkway; 4) community amenities, including an increase in the Intensive Care Unit beds to 18, the creation of a Neonatal Intensive Care Unit, and a cardiac operating suite with a post -surgical care facility; and 5) a new expanded campus educational and training facility. e. On April 20, 2015, HMNH filed an application (Master Case 15-077) for a revision to the approved 2008 HMNH Master Plan and Development Agreement to allow for an expansion to the Inpatient Building. The project was agendized for the July 21, 2015, Planning Commission meeting. Following the notices being made for the project, an Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A alternative process was identified, and the project was withdrawn by the applicant prior to the Planning Commission meeting. f. On January 21, 2016, HMNH and HCN G&L Valencia, LLC, filed an application (Master Case 16-007) requesting a Zone Change and General Plan Amendment to change the zoning and General Plan land use designation from Public/Institutional (PI) to Specific Plan (SP), along with the approval of a Specific Plan for the HMNH campus, and amendments to the approved 2008 HMNH Master Plan and Development Agreement. Amendments to the 2008 HMNH Master Plan and Development Agreement proposed under the Specific Plan include: 1) the increase of the Inpatient Building by 36,966 square feet to accommodate revisions to the California Building Standards Code; 2) a reduction in the Central Plant by 6,400 square feet by relocating services within the Inpatient Building; 3) the addition of an additional Caesarian Section operating room to accommodate the demands of the Women's Services Unit; and 4) the relocation of the approved Helipad from the front portion of the Inpatient Building to the rear portion of the Inpatient Building to provide direct elevator access between the Helipad and the Emergency Room, in compliance with mandatory airport obstruction clearance criteria. g. The application was deemed complete on February 20, 2016. h. An Addendum to the certified FEIR (Addendum) for Master Case 04-325 was prepared for Master Case 16-007, in accordance with Section 15164 of the California Environmental Quality Act, and adopted by separate resolution of the City Council on June 14, 2016. i. The HMNH campus is currently zoned PI, with neighboring zoning consisting of Open Space (OS), Urban Residential 2 (UR2), Urban Residential 1 (UR1), and PI. Land uses surrounding the existing HMNH campus include established single-family residential neighborhoods, a church, and additional medical care facilities along McBean Parkway, a major highway in the City's Circulation Element. k. The Planning Commission held a duly noticed public hearing on this project commencing on May 3, 2016. At the close of the public hearing, the Planning Commission recommended the adoption of the Addendum and unanimously recommended that the City Council approve Master Case 16-007 for the HMNH Specific Plan. 1. The City Council held a duly noticed public hearing on Master Case 16-007 on June 14, 2016. At the close of the public hearing, the City Council adopted a resolution to adopt the Addendum prepared for Master Case 16-007, approving Master Case 16-007 consisting of the General Plan Amendment to change the General Plan land use designation on the project site from PI to SP, approving the HMNH Specific Plan, and approving of the amendments to the 2008 HMNH Master Plan. M. In addition, at the June 14, 2016, City Council meeting, the City Council introduced and passed to second reading on June 28, 2016, an ordinance to change the zoning um Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A designation on the project site from PI to SP and approve the amendments to the 2008 HMNH Development Agreement. n. The documents and other materials which constitute the record of proceedings upon which the decision of the City Council is based in this matter are on file within the Department of Community Development and are in the custody of the Director of Community Development. SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT FINDINGS. Based on the foregoing facts and findings, the City Council finds as follows: a. An Addendum was prepared for Master Case 16-007, including the Zone Change to change the zoning designation on the project site from PI to SP. The Addendum was reviewed and approved by resolution by the City Council at their June 14, 2016 meeting. SECTION 3. GENERAL FINDINGS FOR ZONE CHANGE AND AN AMENDMENT TO THE 2008 HENRY MAYO NEWHALL HOSPITAL DEVELOPMENT AGREEMENT. Based upon the foregoing facts and findings, the City Council finds as follows: a. The proposal is consistent with the General Plan; The proposed Zone Change and amendments to the 2008 HMNH Development Agreement will be consistent with the General Plan as the SP zoning designation would allow for the historical use of the property to continue in accordance with the provisions of the HMNH Specific Plan, as well as the amendment to 2008 HMNH Master Plan approved by the City Council by separate resolution. Appendix C of the HMNH Specific Plan details the consistency of the proposed project with the General Plan, including a detailed discussion of the provisions of various elements of the General Plan, including the Land Use Element, Circulation Element, Noise Element, Open Space and Conservation Element, and Safety Element. Therefore, with the approval of the Zone Change as shown in Exhibit A to the Ordinance, the project will be consistent with the General Plan and the HMNH Specific Plan. b. The proposal is allowed within the applicable underlying zone and complies with all other applicable provisions of this code; The change of the HMNH campus from PI zone to SP zone makes the zoning consistent with the development of the HMNH campus as allowed under the approved HMNH Specific Plan, as well as the amendment to the 2008 HMNH Development Agreement approved by the City Council. With the approval of the HMNH Specific Plan, the project will comply with the zoning and codes in place on the project site. C. The proposal will not endanger, jeopardize, or otherwise constitute a hazard to the public convenience, health, interest, safety, or general welfare, or be materially detrimental or injurious to the improvements, persons, property, or uses in the vicinity and zone in which the property is located; and 0. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A The creation of the HMNH Specific Plan, along with the associated modifications to the 2008 HMNH Development Agreement, would allow for up to 36,966 square feet of additional building area in the Inpatient Building and a reduction in the previously approved Central Plant by up to 6,400 square feet of building area. The total addition to the building area approved under the 2008 HMNH Master Plan on the project site would be 30,566 square feet and would provide much needed services to the community. The additional building area is for compliance with the newly adopted California Building Standards Code for all hospitals in California, along with an additional Caesarian Section operating room to provide additional services to the Women's Services Unit. The majority of the increase in building area will be limited to the basement and the first and second floors (35,147 square feet). These improvements are for the benefit of the community and will not create a hazard or be detrimental to the surrounding community. Changing the zoning of the project site to SP will allow for the implementation of the improvements discussed above, and is not anticipated to be hazardous or detrimental to the surrounding community. d. The proposal is physically suitable for the site. The factors related to the proposal's physical suitability for the site shall include, but are not limited to, the following: 1. The design, location, shape, size, and operating characteristics are suitable for the proposed use; 2. The highways or streets that provide access to the site are of sufficient width and are improved as necessary to carry the kind and quantity of traffic such proposal would generate; 3. Public protection services (e.g., Fire protection, Sheriffprotection, etc.) are readily available; and 4. The provision of utilities (e.g., potable water, schools, solid waste collection and disposal, storm drainage, wastewater collection, treatment, and disposal, etc.) is adequate to serve the site. Changing the zoning of the project site to SP will allow for the implementation of the HMNH Specific Plan, as well as the modifications to the 2008 HMNH Master Plan and Development Agreement. The improvements permitted under the HMNH Specific Plan include the expansion to the Inpatient Building on a portion of the site previously approved for development of the Inpatient Building. Further, the project will use the existing infrastructure in accordance with the approval of the 2008 HMNH Master Plan and will only require minor grading for the expansion areas. All parking required to facilitate the Inpatient Building has been built as prescribed in the 2008 HMNH Master Plan, and all site access requirements have been constructed. Further, the HMNH Specific Plan and revised 2008 HMNH Master Plan and Development Agreement project is located Within an area of the City that has been developed, and is connected with City services, including Fire and Sheriff protection, and is further connected to all necessary utilities to accommodate the proposed amendments to the 2008 HMNH Master Plan and Development Agreement. Therefore, the project site will be able to accommodate the development facilitated by the proposed Zone Change to SP. Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A SECTION 4, ADDITIONAL FINDINGS FOR A MODIFICATION TO A DEVELOPMENT AGREEMENT. Based on the foregoing facts and findings for revisions to Development Agreement 06-001, the City Council finds as follows: a. The proposed development agreement complies with City zoning, subdivision, and other applicable ordinances and regulations; The modification to Development Agreement 06-001 containing the addition of 36,966 square feet to the Inpatient Building, the reduction of 6,400 square feet to the Central Plant facility, and relocation of the Helipad, is in conformance with all applicable ordinances and regulations as indicated in Section 3 above. b. The proposed Development Agreement provides for clear and substantial public benefit to the City andlor residents along with a schedule for the benefit; and The proposed HMNH Specific Plan and associated modifications do not reduce any of the clear and substantial benefits that were cited by the City Council in approving Development Agreement 06-001. The additional hospital square footage, including the additional operating room dedicated for Cesarean Section births, is considered an additional level of public benefit. C. Any Development Agreement that contains a subdivision shall comply with the provisions of Government Code Section 66473.7. The proposed modifications to Development Agreement 06-001 do not contain a subdivision of land. SECTION 5. The City Council hereby approves this Ordinance to allow for a Zone Change for the HMNH Specific Plan as described herein and shown on the attached Exhibit A, as well as approving the amendments to the 2008 HMNH Development Agreement as shown in Appendix B of the HMNH Specific Plan. SECTION 6. The City Clerk shall certify to the passage of this Ordinance and shall cause the same to be published as required by law. PASSED, APPROVED, AND ADOPTED this 28`h day of June 2016. yz�6/4 - — —1 MAYOR ATTEST: I �� 4eice TY CLERK ijATE - V Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) ss. CITY OF SANTA CLARITA I) I, Kevin Tonoian, City Clerk of the City of Santa Clarita, do hereby certify that the foregoing Ordinance No. 16-10 was regularly introduced and placed upon its first reading at the regular meeting of the City Council on the 14th day of June, 2016. That thereafter, said Ordinance was duly passed and adopted at the regular meeting of the City Council on the 28th day of June, 2016 by the following vote, to wit: AYES: COUNCILMEMBERS: McLean, Boydston, Weste, Acosta, Kellar NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None / IZZ14 1 1 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A LJ 1 IF = N 0 co a w o C? f ^i O ro d C)0 z�W N� �1 co C) _ = N I CN a N ? L w10 2 H / �• fy) N 1 a Z 0 W w` �G +_ r W < LJJ 0 0 � ��N�y71 un !� am - Q -✓ I j Z 0 1 o CO0 Z z,q U a� ° r x J^ Z°Lu N� ; U 0 , Z Za CL A. lin 10 - W i V J 1 & t W I ii ■ / Q 4 Docusign Envelope ID: 52D58788-EF28-43AF-89C3-4EF9DDDF927A C 1 0 docusign. Certificate Of Completion Envelope Id: 52D58788-EF28-43AF-89C3-4EF9DDDF927A Subject: McBean Realignment Developer Agreement - HMNMH AND HCN G&L VOALENCIA SUB, LLC Source Envelope: Document Pages: 153 Signatures: 3 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 9/23/2025 3:10:46 PM Signer Events Ramiro Fuentes rfuentes@santa-clarita.com Security Level: Email, Account Authentication (Optional), Login with SSO Electronic Record and Signature Disclosure: Not Offered via Docusign MELODY BARTLETTE mbartlette@santa-clarita.com PURCHASING & CONTRACT SERVICES ADMINISTRATOR Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via Docusign Shannon Pickett spickett@santa-clarita.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via Docusign Kevin Klockenga Kevin.klockenga@henrymayo.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/24/2025 3:47:28 PM ID:711318ba-8490-4397-aed9-Oed9658de23f Daniel Turley dturley@welltower.com Authorized Signatory Authorized Signatory Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Holder: Karyn Brown kbrown@santa-clarita.com Signature Completed Using I Address: 216.152.79.2 Completed Using IF Address: 216.152.79.2 Completed Using IPAddress: 216.152.79.2 C"I Signetl by: /I V" W.o&t ")& 60B65B86AOD648F... Signature Adoption: Pre -selected Style Using IPAddress: 12.221.65.254 ES,gned by: �tt fi Signature Adoption: Pre -selected Style Using IPAddress: 4.43.140.202 Status: Completed Envelope Originator: Karyn Brown 23920 Valencia Boulevard City of Santa Clarita, CA 91355 kbrown@santa-clarita.com IF Address: 216.152.79.2 Location: DocuSign Timestamp Sent: 9/23/2025 3:43:32 PM Viewed: 9/23/2025 3:44:22 PM Signed: 9/23/2025 4:07:15 PM Sent: 9/23/2025 4:07:24 PM Viewed: 9/23/2025 7:17:27 PM Signed: 9/24/2025 2:05:13 PM Sent: 9/24/2025 2:05:30 PM Viewed: 9/24/2025 2:06:26 PM Signed: 9/24/2025 2:06:30 PM Sent: 9/24/2025 2:06:41 PM Viewed: 9/24/2025 3:47:28 PM Signed: 9/24/2025 3:53:19 PM Sent: 9/24/2025 3:53:28 PM Viewed: 9/25/2025 6:51:05 AM Signed: 9/25/2025 6:51:33 AM Signer Events Signature Timestamp Accepted: 9/25/2025 6:51:05 AM ID:343eadf4-43c8-4b5d-8b4f-2867512f7174 Mike Hennawy Completed Sent: 9/25/2025 6:51:42 AM MHENNAWY@santa-clarita.com Viewed: 9/25/2025 4:00:08 PM Director of Public Works Signed: 9/25/2025 4:05:13 PM Security Level: Email, Account Authentication Using IF Address: 108.147.175.139 (Optional) Signed using mobile Electronic Record and Signature Disclosure: Not Offered via Docusign Joseph M. Montes Completed Sent: 9/25/2025 4:05:24 PM JMontes@bwslaw.com Viewed: 9/25/2025 4:44:18 PM Partner Signed: 9/25/2025 4:45:26 PM Security Level: Email, Account Authentication Using I Address: 12.25.245.202 (Optional) Electronic Record and Signature Disclosure: Accepted: 9/25/2025 4:44:18 PM ID:Od90271e-6a04-4089-a36f-3b4aa974255d Frank OviedoSent: by: 9/25/2025 4:45:38 PM FOVIEDO@santa-clarita.com [S,gnld r" Nuit'k Viewed: 9/26/2025 2:38:36 PM Assistant City Manager DF384403330242E_ Signed: 9/26/2025 2:38:50 PM City of Santa Clarita Signature Adoption: Pre -selected Style Security Level: Email, Account Authentication (Optional) Using IPAddress: 216.152.79.2 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 Ramiro Fuentes Sent: 9/26/2025 2:39:02 PM rfuentes@santa-clarita.com COPIED Viewed: 9/26/2025 3:56:16 PM Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via Docusign Daniel Turley Sent: 9/26/2025 2:39:03 PM dturley@welltower.com PI E Authorized Signatory Authorized Signatory Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 9/25/2025 6:51:05 AM ID:343eadf4-43c8-4b5d-8b4f-2867512f7174 Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/23/2025 3:43:32 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 3:50:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Envelope Updated Security Checked 9/23/2025 4:04:48 PM Certified Delivered Security Checked 9/26/2025 2:38:36 PM Signing Complete Security Checked 9/26/2025 2:38:50 PM Completed Security Checked 9/26/2025 2:39:03 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 5/11/2023 1:07:24 PM Parties agreed to: Kevin Klockenga, Daniel Turley, Joseph M. Montes, Daniel Turley ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Santa Clarita (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. 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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 Santa Clarita 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 Santa Clarita during the course of your relationship with City of Santa Clarita. rew NTA Addendum No. 1 BID # CIP-24-25-S1047 McBean Parkway Realignment Project City of Santa Clarita, California Addendum No. 1 May 13, 2025 This addendum must be acknowledged via BidNet and should be included with the bid response. The purpose of this addendum is to address the following for this bid: I. PRE -BID MEETING Please note that the previously scheduled pre -bid meeting on May 14, 2025, at 11:00 AM PT has been rescheduled to May 20, 2025, at 11:00 AM PT. The Zoom link, meeting ID, and passcode will remain the same. END OF ADDENDUM This addendum must be acknowledged via BidNet and should be included with the response. CfAnthon Lino, Contractor's rpresentative Assistant Secretary Sully -Miller Contracting Company Company Name L0 ), -., :� r dhW) 5/29/2025 Date BID # CIP-24-25-51047 Docusign Envelope ID: DE6886F4-EA26-4C05-8C74-3CA4ABCOF9D6 Addendum No. 2 May 20, 2025 Addendum No. 2 BID # CIP-24-25-S1047 McBean Parkway Realignment Project City of Santa Clarita, California This addendum must be acknowledged via BidNet and should be included with the bid response. The purpose of this addendum is to address the following for this bid: I. ADDITIONAL PLANS Please refer to the attached additional plans for further details related to this project. Approved: sie- Y. i znmcsze9ooaac .. Damon Letz/Mike Hennawy City Engineer/Director of Public Works END OF ADDENDUM This addendum must be acknowledged via BidNet and should be included with the response. AnthonyLino, 5/29/2025 ontractor's R I resentative Assistant Secretary Date Sully -Miller Contracting Company Company Name BID # CIP-24-2S-S1047 04 gANTA C, 4 G� �r> z �`yO� 16 UECEMBEp mC Addendum No. 3 Invitation for Bid # CI13-24-25-51047 McBean Parkway Realignment Project City of Santa Clarita, California Addendum No. 3 May 20, 2025 This addendum must be acknowledged via BidNet and should be included with the bid response. There was a non -mandatory, pre -bid meeting on May 20, 2025 beginning at 11:00 AM (PT). The meeting was conducted via Zoom. Attending Staff: • Ramiro Fuentes — Project Manager, Public Works • Kathleen Secchi — Office Assistant, Public Works • Michelle Maxey — PTS Office Administrative Support, Public Works • Maya Bouchet —Consultant, Kimley-Horn • Robert Newman — Consultant, MNS Engineers • Patricia Lacsamana — PTS Office Clerk, Administrative Services • Jaclyn Abston — Buyer, Administrative Services Attending Vendors: • Vince Tellez, RC Becker • Isabel, Leonida Builders Inc. • Emre Erzen, Sully -Miller • Chaddea B The following questions were asked and answered: Q1) Are there any PLA, CWA, or CBAs (Project Labor Agreements, Collective Bargaining Agreements, etc.)? Al) We will adhere to standard Labor Compliance for Federal Projects. The following was reviewed: • Project scope of work • Bidding Guidelines BID # CIP-24-25-51047 Addendum No. 3 May 20, 2025 END OF ADDENDUM This addendum must be acknowledged via BidNet and should be included with the response. thony Lino, 5/29/2025 C nt actor's Rep s ntative Assistant Secretary Date Sully -Miller Contracting Company Company Nome BID # CIP-24-25-S1047 Docusign Envelope ID: 1 ECBDE9B-4DOA-409C-9E3F-95AEA2069D05 Addendum No. 4 May 29, 2025 Addendum No. 4 BID # CIP-24-25-S1047 McKean Parkway Realignment Project City of Santa Clarita, California This addendum must be acknowledged via BidNet and should be included with the bid response. The purpose of this addendum is to address the following for this bid: I. UPDATED PLANS Please see attached updated plans. Approved: �, 678 ,, Damon Getz/Mike Hennawy City Engineer/Director of Public Works END OF ADDENDUM This addendum must be acknowledged via BidNet and should be included with the response. AnthonyLino ractor's Re r entotiVe Assistant Secretary Sully -Miller Contracting Company C) Company Name 6/3/2025 Date BID # CIP-24-25-51047 ) 6g SN to Z K £ d� a3 go oil yWyf�j o �R ��o ¢ Ka €8 Mw� ab�z oo g oN R2 �p n a''YYagZw 69A he %iG AP A= - �F� a E0 �gol � a P-(G Vv` 11 !n �5 $ m wa �m wz -z �5 F €`•$N $ � z ma5� m� H-P sg �a eta € s15 Ngas o mo$ $doe@5g �f3 `< isa09 Zn 1 a ,tl \ cos• 1 6 $ \U • (11')l11 \ m �1 Q - 1 1 1a Y "2 n• u' O G aGG m j I, I I I li Lli v II I I I\ 0 I I'' w end If (,zl I+0+61 vr.s G m Z5 m .pIN E+lel ,ZI ll •1` I � I I I I I �� q�q A U p c qq� � _ 14 m , ...�.......„ ' - ml N I O I �o _ o I I I I! II III - g � � I' I 4'. « � •�'m � �� I � '{ I I � I � I w 'a Um _ I 3�NbNIN] Ia ,o• , t s ¢ I NIVW Nab � ' � � �� y>>I� aye � _- r m m ® Eli� � ��I i I gk - �o I d z 5 5 N�dop pl",'rr �1)ll •If' I 1 ¢ � � H <Ei Fsm� �m Zsw Fn � w �$ � im � aw GGW Ox HUE s Z= �0000000000 00 00000 V�o4 gANT,q CL ,psi 4 .r a S`yO� �6 DECEMO��� Addendum No. 5 BID # CIP-24-25-51047 McBean Parkway Realignment Project City of Santa Clarita, California Addendum No. 5 June 3, 2025 This addendum must be acknowledged via BidNet and should be included with the bid response. The purpose of this addendum is to address the following for this bid: I. FEDERAL PROJECT NUMBER Please note the federal project number for this bid is DEML22-5450(103). END OF ADDENDUM This addendum must be acknowledged via BidNet and should be included with the response. thony Lino, CO tro tors eDAintotive Assistant Secretary Sully -Miller Contracting Company Company Name 6/3/2025 Date BID # CIP-24-25-S1047 BIDDER'S INFORMATION AND CERTIFICATION Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, CA Bidder certifies that the representations of the bid are true and correct and made under penalty of perjury. EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE Bidder certifies that in all previous contracts or subcontracts, all reports which may have been due under the requirements of any CITY, State, or Federal equal employment opportunity orders have been satisfactorily filed, and that no such reports are currently outstanding. AFFIRMATIVE ACTION CERTIFICATION Bidder certifies that affirmative action has been taken to seek out and consider minority business enterprises for those portions of the work to be subcontracted, and that such affirmative actions have been fully documented, that said documentation is open to inspection, and that said affirmative action will remain in effect for the life of any contract awarded hereunder. Furthermore, Bidder certifies that affirmative action will be taken to meet all equal employment opportunity requirements of the contract documents. CERTIFICATION REGARDING DIR CONTRACTOR/SUBCONTRACTOR REGISTRATION By my signature hereunder, as the Contractor, I certify that Contractor, and all Subcontractors listed on the Subcontractor Designations form are the subject of current and active contractor registrations pursuant to Division 2, Part 7, Chapter 1 (commencing with section 1720) of the California Labor Code. Contractor's registration number is indicated below. Subcontractors' registration numbers are indicated on the Subcontractor Designations form. Bidder's Name: Sully —Miller Contracting Company Business Address: 135 S. State College Blvd., Suite 400, Brea, CA 92821 Telephone No.: 714/ 578-9600 State CONTRACTOR's License No. & Class: 7 4 7 612 —A DIRNo.: 1000003664 Original Date: 0 3/ 3 0/ 19 9 8 Expiration Date: 03/31/2026 The following are the names, titles, addresses, and phone numbers of all individuals, firm members, partners, joint ventures, and/or corporate officers having a principal interest in this proposal: See attached Certificate of Incumbenc SULLY -MILLER C ONTRAC'TINC1 0). 1.3.5 S..3tute �= c_�1'�ec;e Es,v�;., STE. 40O • Bret;, CA 92821 • PHONE 714-578-9600 License Certificate I certify under penalty of perjury under the laws of the State of California that the following is true and cor pa. "° 4%r CSLB: ; 3 t� �, C0 v ^4�.1 747612-A (Anthony Lino, ssistaiat° Secretary CONTRACTORS dCC� STATE LICENSE BOARD l DE PAR((dEMi OF CDN ;UMfR AFFAIRS ACTIVE LICENSE �\ rJ License Number 74 7 612 Entity C O R P Business Name SULLY - MILLER CONTRACTING COMPANY Classifications) A Expiration Date 03/31 /2026 www.cslb.ca.gov ter.. C2 - COLAS GROUP INTERNAL: Employees and partners who need to know. Di State of California Department of Industrial Relations Conti -actor Information Legal Entity Name SULI'(-I`VILLER CONTRACTING COMPANY Legal Entity Type Corporation 1 Status Active Registration Number 1000003664 Registration effective date 07,`014 24 Registration expiration date 06/30/26 Mailing Address 1135 S STATE COLLEGE BLVD, SUITE 400 BREA 92821 CA United States of America Physical Address 135 S STATE COLLEGE BLVD, SUITE 400 BREA 92821 CA United States of America Email Address bids@sully-miller.com Trade Name/DBA License Number (s) CSLB.747612 CERTIFICATE OF INCUMBENCY I, Anthony L. Martino, II, do hereby certify that I am the Secretary of Sully -Miller Contracting Company, a Delaware corporation, and that as such I have access to and custody of the corporate records and minute books of said corporation. And I do hereby further certify that the following persons are duly elected officers of said corporation. NAME Marcus Leavitt William Joseph Thomas Boyd Jae Won Scott Bottomley James Wilson Jeff Galterio Anthony L. Martino, II Mark Pachura Anthony Lino TITLE Chairman of the Board President Vice President, CFO, Treasurer & Assistant Secretary Vice President & Assistant Secretary Vice President & Assistant Secretary Vice President & Assistant Secretary Secretary Assistant Secretary Assistant Secretary I further certify that the following persons are duly elected directors of said corporation. Marcus Leavitt Leslie Edwards I further certify that the following is a true and correct copy of a resolution duly adopted by the Board of Directors of said Company at a meeting held on December 5, 2024, and that this resolution has not been in any way rescinded, annulled, or revoked but the same is still in full force and effect: BID TENDERS: GENERAL RESOLVED, that any officer of the Corporation be and they hereby are authorized in the name and on behalf of the Corporation, under its corporate seal or otherwise (i) to prepare proposals and bids for the supplying of construction materials and the performance by itself or in joint venture, of work of whatsoever nature in connection with the construction or paving of highways, roads and airports and in connection with earthworks and civil engineering projects of all kinds, together with all work incidental thereto, (ii) to execute and submit any and all such proposals and bids to any governmental authority, instrumentality, or agency of the United States, its several states, territories and possessions, including without limitation, any municipality or other political or corporate subdivision thereof, and to any corporation, partnership, sole proprietorship, or other business entity, (iii) in connection with any such submission, to deliver bid deposits or bonds as may be required and (iv) to execute and deliver definitive agreements binding the Corporation to perform work in accordance with any proposals and bids authorized hereby. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the corporate seal this 6th day of March 2025. (SEAL) Anthony L. Martino, II, Secretary Sully -Miller Contracting Company The dates of any voluntary or involuntary bankruptcy judgments against any principal having an interest in this proposal, or any firm, corporation, partnership or joint venture of which any principal having an interest in this proposal was an owner, corporate officer, partner or joint venture areas follows: M All current and prior DBAs, alias, and/or fictitious business names for any principal having an interest in this proposal are as follows: N/A IN WITNESS WHEREOF, BIDDER executes and submits this proposal with the names, title, hands, and seals of all aforementioned principals this 28 day of May 20 2 5. BIDDER: signature i "Anthonyf Lino, Name and Title of Signatory Sully —Miller " A' •"Legal Name of Bidder x� `4 135 S . State ' g Brea CA 92821 Address 714/ 578-9600 Telephone Number Assistant Secretary Contracting Company College Blvd., Suite 400, 33-0787630 Federal Tax I.D. No. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 �,�r,�;rcrcc�.crcecc�.ereecrcc�.cocrc�.c:rarc;c�.erec�,crcrcrcc�.<r.�=ccccror.<=c�,rc:rc;r.<-rc�,<=rcrcrec�.cre:ce:r,�.r� rc� Try r.� A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange on June 3, 2025 Date personally appeared before me, J. Daniels, Notary Public Here Insert Name and Title of the Officer Anthony Lino Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ^.:° +� J. DANIELS a ti7 Notary Public - California Orange County Commission # 2377975 Signature My Comm. Expires Oct 9, 2025 V Signature of Notary Public J. Daniels, Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Bid Proposal -Signature Page Document Date: May 28, 2025 Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Anthony Lino Signer's Name: I Corporate Officer — Title(s):Asslstant Secretary ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator ❑ Other: ❑ Other: Signer Is Representing: bully -Miller Signer Is Representing: Contracting Company 02014 National Notary Association - www.NationaiNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 BIDDER'S QUESTIONNAIRE Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California Sully —Miller 1. Submitted by: Contracting Company Telephone: 714 / 578-9600 Principal Office Address: 135 S. State College Blvd., Suite 400, Brea CA 92821 2. Type of Firm: IA C Corporation ❑ S Corporation ❑ Individual/Sole Proprietor or Single —Member LLC ❑ Partnership ❑ Limited Liability Company "C" C-Corp ❑ Limited Liability Company "S" S-Corp ❑ Limited Liability Company "P" Partnership ❑ Other 3a. If a corporation, answer these questions: Date of Incorporation: 0 6 / 16 / 19 9 7 State of Incorporation: Delaware President's Name: William J.T. Boyd Vice -President's Name: Jeff Galterio Secretary or Clerk's Name: Anthony Lino Treasurer's Name: Jae Won a partnership, answer these questions: n / a Date of organization: State Organized in: Name of all partners holding more than Merest: Designate which are General or Managing Partners. 4. BIDDER'S QUESTIONNAIRE (cont'd) Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California Name of person holding CONTRACTOR'S license: William J.T. Boyd License number: 747612 Class: A Expiration Date: 0 3/ 31 / 2 0 2 6 D.I.R. Registration # 10 0 0 0 0 3 6 6 4 S. CONTRACTOR's Representative: Anthony Lino Title: Assistant Secretary Alternate: Jeff Galterio Title: Vice President 6. List the major construction projects your organization has in progress as of this date: A. Owner: Please see attached List of Active Projects Project Location: Type of Project: _ B. Owner: Project Location: _ Type of Project: C. 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O n O vU� o^ N m d rp:o o0 E C� OW N m �� m z N� �aE @pcQ N¢cit�� n m c v _d c_o a — o c m o o E `-U �G> H c U ii rzc^N3"om n�acco`Nd� 4�m oNao a`p z°>3 v°ii Eo`E;v;z o„ooa� v S rn BE,2%22r�ac`�^y „c�Irv�u i�.00yoE_ -am-mm i�.�Eo Ur<v��oam`�¢inogaNa`� o¢�o�t=aw$ c c c 2 O O- o o oO-- 8 z a Q�v�u ��oTE a minJi(hw w ci�g¢rA cps o r N m N O m m 8 W w p nc4i��i o v O z N o Z 2 m r m m rrrr m m m Z m r 0 r s nlelS Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q negnei BID SCHEDULE Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California Fill out this form completely and submit with the bid response. Line item pricing must be entered on BidNet. In the event any mathematical discrepancies are found, please refer to Section B, Bid Instructions. The award of contract, if made, will be to the lowest responsive BIDDER determined solely by the AGENCY. The AGENCY also reserves the right to add/delete the quantities to the existing bid items, or delete the entire bid item if they are found not required by the Agency during the course of the construction, or add new bid items or scope of work by Contract Change Order at any time during the project up to the last contract working day. BIDDER must hold pricing for one hundred twenty (120) days following the bid due date. In the event a final contract has not been awarded within this period, the City reserves the right to negotiate extensions to this period. The BIDDER agrees to hold all unit prices in this Bid Schedule constant throughout the duration of the project up to the last contract working day. PARTICIPATING BID ITEMS ITEM DESCRIPTION QTY UNIT UNIT PRICE TOTAL NO. 1 MOBILIZATION / DEMOBILIZATION 1 $ $ 237,000.00 237,000.00 2 TRAFFIC CONTROL 1 LS $ 279,000.00 $ 279,000.00 SWPPP PREPARATION AND 3 IMPLEMENTATION 1 LS $ 15,000.00 $ 15,000.00 MONUMENTATION PRESERVATION & 4 CONSTRUCTION STAKING 1 LS $ 45,000.00 $ 45,000.00 5 UNCLASSIFIED EXCAVATION 800 CY $ 240.00 $ 240.00 CONSTRUCT A1-6 PCC CURB PER 6 SPPWC STD. NO. 120-2 3,620 LF $ 35.00 $ 126,700.00 7 CONSTRUCT 12" HDPE STORM DRAIN 42 LF $ $ 240.00 10,080.00 "CONSTRUCT CURB OPENING CATCH BASIN PER SPPWC STD. 8 1 EA $ 13,000.00 $ $13,000.00 PLAN. NO. 300-3, W=3.5' " CONSTRUCT CURB OPENING CATCH 9 BASIN PER SPPWC STD. 1 EA $ $ PLAN. NO. 300-3, W=21' 25,000.00 25,000.00 CONSTRUCT LOCAL DEPRESSION AT 10 CATCH BASIN PER SPPWC 83 SF $ 45.00 $ 3,735.00 STD. PLAN NO. 313-3 (CASE E, H=2"0) CONSTRUCT A2-8 CURB AND GUTTER 11 PER SPPWC STD. PLAN 762 LF $ $ NO. 120-2 60.00 45, 720.00 CONSTRUCT CROSS GUTTER PER 12 SPPWC STD. PLAN NO. 122-2 900 SF $ 20.00 $ 18,000.00 CONSTRUCT TYPE A2-6 CURB AND 13 GUTTER (W=1.5') PER SPPWC 160 LF $ $ STD. PLAN NO. 120-2 55.00 8,800.00 CONSTRUCT 4" THICK PCC SIDEWALK, 14 JOINTS PER SPPWC STD. 5,950 SF $ 8.50 $ 50,575.00 PLAN NO. 112-2 CONSTRUCT CURB RAMP PER 10,000.00 30,0000.00 15 CALTRANS STD. PLAN NO. A88A 3 EA $ $ 16 ASPHALT CONCRETE 1,147 TON $ 150.00 $ 172,050.00 17 AGGREGATE BASE 635 CY $ 200.00 $ 127,000.00 18 CONSTRUCT 21" RCP (D-2000) 12 LF $ 600.00 $ 7,200.00 CONSTRUCT CONCRETE COLLAR PER 19 SPPWC STD PLAN 380-4 2 EA $ 1,000.00 $ 1,000.00 CONSTRUCT MANHOLE PER SPPWC 20 STD PLAN 321-2 1 EA $ 7,500.00 $ 7,500.00 SAWCUT AND REMOVE EXISTING 21 ASPHALT AND CONCRETE PAVEMENT 20,000 SF $ 4.00 $ 80,000.00 SAWCUT AND REMOVE EXISTING 22 CURB AND GUTTER 3,555 LF $ 15.00 $ 53,325.00 INSTALL STEEL "FALSE CURB" OVER 23 SEWER MANHOLE PER 1 EA $ $ DETAILS AS SHOWN ON THE PLAN 10,000.00 10,000.00 ADJUST TRAFFIC SIGNAL PULL BOX TO 24 GRADE 2 EA $ 820.00 $ 1,640.00 COORDINATE EXISTING FIRE 25 HYDRANT ASSEMBLY RELOCATION 2 EA $ 1,000.00 $ 2,000.00 RELOCATE EXISTING STREET LIGHT 26 ASSEMBLY 5 EA $ 6,500.00 $ 32,500.00 FURNISH AND INSTALL PROPOSED 27 CONDUIT FOR STREETLIGHTING 600 LF $ $ RELOCATION 70.00 42,000.00 28 SIGNING AND STRIPING 1 LS $ 60,000.00 $ 60,000.00 29 TRAFFIC SIGNAL MODIFICATION 1 LS $ 280,000.00 $ 280,000.00 30 LANDSCAPE AND IRRIGATION 1 LS $ 215,000.00 $ 215,000.00 FURNISH AND INSTALL CONCRETE 31 UNIT PAVERS 5600 SF $ 35.00 $ 196,000.00 two million three hundred eighty-seven thousand eight hundred twenty-five dollars and TOTAL BASE BID AMOUNT IN WORDS: zero cents BUY AMERICA CERTIFICATION (STEEL OR MANUFACTURED PRODUCTS) Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California General Requirement (as stated in 49 CFR 661.5) a. Except as provided in 49 CFR 661.7 and 49 CFR 661.11, no funds may be obligated by FTA for a grantee project unless all iron, steel, and manufactured products used in the project are produced in the United States. b. All steel and iron manufacturing processes must take place in the United States, except metallurgical processes involving refinement of steel additives. The steel and iron requirements apply to all construction materials made primarily of steel or iron and used in infrastructure projects such as, transit or maintenance facilities, rail lines, and bridges. These items include, but are not limited to, structural steel or iron, steel or iron beams and columns, running rail and contact rail. These requirements do not apply to steel or iron used as components or subcomponents of other manufactured products or rolling stock, or to bimetallic power rail incorporating steel or iron components. For a manufactured product to be considered produced in the United States: All of the manufacturing processes for the product must take place in the United States; and All of the components of the product must be of U.S. origin. A component is considered of U.S. origin if it is manufactured in the United States, regardless of the origin of its subcomponents. If steel, iron, or manufactured products (as defined in 49 CFR 661.3 and 661.5) are being procured, the appropriate certificate as set forth below shall be completed and submitted by each bidder or offeror in accordance with the requirement contained in 49 CFR 661.13(b). Certificate of Compliance with Buy America Requirements The bidder or offeror hereby certifies that it will comply with the requirements of 49 U.S.C. 5323(j)(1), and the applicable regulations in 49 CFR part 661. Company: Sully —Miller Contracting Company Name: Antho y L' o Title: Assistant Secretary Signature: Date: 05/ 2 8 /2 025 IV Certificate of Non -Compliance with Buy America Steel or Manufactured Products Requirements The bidder or offeror hereby certifies that it cannot comply with the requirements of 49 U.S.C. 5323(j), but it may qualify for an exception to the requirement pursuant to 49 U.S.C. 5323(j)(2), as amended, and the applicable regulations in 49 C.F.R. 661.7. Company: t C Name: Title: Signature: CQQ 0 i �. u Date: GE JF A�q P�� CERTIFICATION OF NON -SEGREGATED FACILITIES Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California The BIDDER certifies that it does not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not permit its employees to perform their services at any location, under its control, where segregated facilities are maintained. The BIDDER certifies further that it will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it will not permit its employees to perform their services at any location, under its control, where segregated facilities are maintained. The BIDDER agrees that a breach of this certification is a violation of the Equal Opportunity clause in this Contract. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, rest rooms, and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive or are in fact segregated on the basis of race, creed, color, or national origin, because of habit, local custom, or otherwise. The BIDDER agrees that (except where it has obtained identical certifications from proposed subcontractors for specific time periods) it will obtain identical certifications from proposed subcontractors prior to the award of subcontracts exceeding $10,000 which are not exempt from the provisions of the Equal Opportunity clause, and that it will retain such certifications in its files. Sully —Miller Contracting Company BIDDER Required by the May 19, 1967 order on Elimination of Segregated Facilities, by the Secretary of Labor — 32 F.R. 7439, May 19, 1967 (F.R. Vol. 33, No. 33 — Friday, February 16, 1968 — p. 306S). DBE PARTICIPATION COMMITMENT FORM THIS FORM MUST BE COMPLETED AND SUBMITTED WITH THE BID AS A CONDITION OF DBE RESPONSIVENESS NOTE: Refer to instructions on the reverse side of this form. This page can be duplicated to list all participating DBEs. Bidder to Complete this Section.. 1.IFB No.: CTP-24-25-S1047 2. Project Name/Description: McBean Parkway Realignment Project 3. Prime Bidder Name: Sully -Miller Contracting Company 4. Contract DBE Goal %: (if applicable) 2 2 °s 5. Bidder's Total Bid Price (if applicable) � T %, 9.� Required DBE Commitment Information 6. DBE Firm 7. DBE 8. Description of Scope of 9. Bid Item 10. Dollar Value 11. Dollar Value ($) (Name, Address, E-Mail, Phone) Certification Services/Work M ($) or Percent or Percent (%) of Number (%A) of Eligible DSE Participation Participation/ Commitment L,L�., eA 4�533 S}Pvvvt 1_r S,1.tC:t9 r �25 70 LY q.fr! ar 05-1 / ;��5_ Z 71 7r 2-1 5 G T F Y Yr-y cqt fY1iG�. % 'f' - iZ�!d/4e5_ l a Note: As a condition of responsiveness, the bidder is required to submit with the 12. Total Dollar Value ($) o Perce t %) of Bid a Letter of Intent and Affirmation signed and dated from each DBE listed in Eligible DBE Participation: Column 6 acknowledging that the DBE is participating in the contract for the specified dollar value ($) or percent (%), and scope of work. If DBE goal is over U%, the dollar amount in the Letter of Intent and Affirmation and the amount shown on 13. Eligible DBE Participation Represented as this form MUST match identically. Percentage (%) of Bidders Total Bid Price: 39,3 % Bidder Assurance: The bidder certifies that information on this form is complete and accurate, that it has verified the listed DBE(s) certification status and is only crediting eligible DBE participatio towards meeting the contract DBE goal. Anthony Lino Assistant Secretary 14, Preparer's Name (Print) 4.P#e'p9`rer's Sig 1'6. Preparers Title 5/28/2025 _(714) 578-9600 sr :a ',bji -• `C�s, u.11y-miller.ccm 17. Date 18. Telephone No. r G o 1 . EmO Address Local Assistance Procedures Manual Exhibit 15-G Construction Contract i Commitment Exhibit 15-G: Construction Contract DBE Commitment 1. Local Agency: City of Santa Cladta 2. Contract DBE Goal: 22% 3. Project Description: McBean Parkway Realignment Project 4. Project Location: City Of Santa Clarita 5. Bidders Name: Sully -Miller Contracting CO. , `6. Prime Certified DBE: ❑ 7. Bid Amount: 8. Total Dollar Amount for ALL Subcontractors: `"f �� ©lp�, 3 7 9. Total Number of ALL Subcontractors: 10. Bid Item 11. Description s Work, Service, or MaterialSupplied 12. NAICS or Work 13. DBE Certification 14, DBE Contact Information (Must be certified on the date bids are 15. DBE Dollar Number Category Number opened) Amount Codes 'D I W, Z� A6'wI f .C, �� u-!'.1r-Ui� � 3M ;G C _J 2 31 3l C' `,t?t ' f=-b s'cc_� 7 ,75 JA4t I 13 /3!� iLit� cC,i.}TYrt 19 5 173D r; .,.�r�LiltS,1= ;''`'iV-r tip �'cf Local Agency to Complete this Section upon Execution of Award 22. Local Agency Contract Number: 23. 24. Bid Opening Date: 25. Contract Award Date: 26. Award Amount: Local Agency certifies that all DBE certifications are valid and information on this form is complete and accurate. 27. Local Agency Representative's Signature 28, Date 16. TOTAL CLAIMED DBE PARTICIPATION 3$,;Yll. 3, 3 % IMPORTANT: Identify all DBE firms being claimed for credit, regardless of tier. Names of the First Tier DBE Subcontractors and their respective items) of work listed above must be consistent, where applicable with the names and items of the work in the "Subcontractor List" submitted with your bid. Written confirmation p( each listed DBE is required. 6.06.2025 18. Date Anthony Lino ... 714.578 29, Local Agency Representative's Name 30. Phone 19. Preparer's Name ,()N 1 9 AC r2' •, 20. Phone Assistant Secretar�� �c 31. Local Agency Representative's Title 21. Preparer's Title v �4 Q R A k _ .>_. E �.. DISTRIBUTION: 1. Original - Local Agency 2. Copy -- Caltrans District Local Assistance Engineer (DEAF}. Failure to subrrtrl� D• AE yttn130 da*$fcont'ract execution may result in de -obligation of federal funds on contract. `• . , 3. Include additional copy with award package. _ DEL W hQ, Page 1 of 2 January 2023 EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. 51047 City of Santa Clarita, California Sully -Miller This bidder contractor Company , proposed subcontractor * * * * * * * * * * * * * * hereby certifies that it has xy , has not , participated in a previous contract or subcontract subject to the equal opportunity clause, as required by Executive Orders 10925.11114, or 11246, and that it has X , has not filed with the Joint Reporting Committee, and Director of Office of Federal Contract Compliance, a Federal Government contracting or administering AGENCY, or the former President's Committee on Equal Employment Opportunity, all reports that are under the applicable filing requirements. Company: Su 1 -Mi ler Co tractin Com an By: a V , nthony Lino Q Title: Assistant Secretary Date: 5/28/2025 Note: The above certification is required by the Equal Employment Opportunity of the Secretary of Labor (41 CFR 60-1.7(b)(1)) and must be submitted by bidders and proposed subcontractors only in connection with contracts and subcontracts which are subject to the equal opportunity clause as set forth in 41 CFR 60-1.5, (Generally only contracts or subcontracts of $10,000 or under are exempt.) Currently, the Standard Form 100 (EEO-1) is the only report required by the Executive Orders or their implementing regulations. Proposed prime CONTRACTORS/BIDDER and subcontractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b)(1) prevents the award of contracts and subcontracts unless such BIDDER submits a report covering the delinquent period or such other period specified by the Federal Highway Administration or by the Director, Office of Federal Contract Compliance, U.S. Department of Labor. STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION DLA DBE CONFIRMATION DOT LAPM 9-1 (NEW 01/2023) FEDERAL PROJECT NUMBER CIP-24-25-S1047 NAME OF DBE BUSINESS /' ' lit/ v v r NAME OF DBE REPRESENTATIVE DBE CERTIFICATION NUMBER LA /4ew Z-0 VGP ip 13 g �s NAME OF BIDDER Sully -Miller Contracting Co. NAME OF PRIME CONTRACTOR IF DIFFERENT FROM THE BIDDER Same As NAME OF REPRESENTATIVE OF PRIME CONTRACTOR Emre Erzen DATE 06.06.2025 Bid Item Number Item of work and description of services to be subcontracted or materials to be provided' Amount ($) v� 6,� A� IH O 3�v = 3 -- 4 N SAA '64 Z t 10 2� alvlNd S��l(/� �j21 L/O ?U 2 LSc c'uv ti `� 9s90 If 100% of an item is not to be performed or furnished by the DBE, describe the exact portion of the item to be performed or furnished. DBE firms can use this form as a written confirmation or use an equivalent form. Written confirmation must be submitted no later than 4 pm on the 5th day of bid opening. Total , As an authorized representative of a certified disadvantaged business enterprise, I confirm if the bidder is awarded the contract, m business will enter into a contractual agreement with the bidder or prime contractor to perform the type and dollar amount of work shown on the DBE Commitment form. I certify under penalty of perjury that the foregoing is true and correct. Sig/nJattuuree of DBE' Authorized resentative Printed Name of DBE's Authorized Representative Title of DBE's Authorized Representative Zb2.$- Date ADA Notice This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at Forms. Management.Unit@dot.ca.gov. STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION DLA DBE CONFIRMATION DOT LAPM 9-1 (NEW 01/2023) FEDERAL PROJECT NUMBER CIP-24-25-SIO47 NAME OF DBE BUSINESS CAT TRACKING INC. NAME OF DBE REPRESENTATIVE ALEX FERRO DBE CERTIFICATION NUMBER 43242 NAME OF BIDDER Sully -Miller Contracting Co. NAME OF PRIME CONTRACTOR IF DIFFERENT FROM THE BIDDER Same As NAME OF REPRESENTATIVE OF PRIME CONTRACTOR Emre Erzen DATE 06.06.2025 Bid Item Number Item of work and description of services to be subcontracted or materials to be provided' Amount Please See Attached Quote I If 100% of an item is not to be performed or furnished by the DBE, describe the exact portion of the item to be performed or furnished. DBE firms can use this form as a written confirmation or use an equivalent form. Written confirmation must be submitted no later than 4 pm on the 5th day of bid opening. Total _ As an authorized representative of a certified disadvantaged business enterprise, I confirm if the bidder is awarded the contract, my business will enter into a contractual agreement with the bidder or prime contractor to perform the type and dollar amount of work shown on the DBE Commitment form. I ceer�rltifyy under penalty of perjury that the foregoing is true and correct. ,cy �lAii B Signature of DBE's Authorized Representative ALEX FERRO Printed Name of DBE's Authorized Representative ESTIMATOR Title of DBE's Authorized Representative 6/6/2025 Date ADA Notice This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at Forms. Management.Unit@dot.ca.gov. STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION DLA DBE CONFIRMATION DOT LAPM 9-1 (NEW 01/2023) FEDERAL PROJECT NUMBER CIP-24-25-S 1047 NAME OF DBE BUSINESS California Professional Engineering Inc. NAME OF DBE REPRESENTATIVE Van Nguyen DBE CERTIFICATION NUMBER 31277 NAME OF BIDDER Sully -Miller Contracting Co. NAME OF PRIME CONTRACTOR IF DIFFERENT FROM THE BIDDER Same As NAME OF REPRESENTATIVE OF PRIME CONTRACTOR Emre Erzen DATE 06.06.2025 Bid Item Number Item of work and description of services to be subcontracted or materials to be provided Amount 24 Adjust Traffic Signal Pull Box to Grade $1600 26 Relocate Exsisting Street Light Assembly $30000 27 Furnish and Install Proposed Conduit for Street Lighting Relocation $40800 29 Traffic Signal Modification $265,400 1 If 100% of an item is not to be performed or furnished by the DBE, describe the exact portion of the item to be performed or furnished. DBE firms can use this form as a written confirmation or use an equivalent form. Written confirmation must be submitted no later than 4 pm on the 5th day of bid opening. Total $337,800 _ As an authorized representative of a certified disadvantaged business enterprise, I confirm if the bidder is awarded the contract, my business will enter into a contractual agreement with the bidder or prime contractor to perform the type and dollar amount of work shown on the DBE Commitment form. I rtify n ena ty pf`perjury that the foregoing is true and correct. �� Signature of DBE's Authorized Representative Van Nguyen Printed Name of DBE's Authorized Representative President Title of DBE's Authorized Representative 6/6/2025 Date ADA Notice This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at Forms. Management. Unit@dot.ca.gov. STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION DLA DBE CONFIRMATION DOT LAPM 9-1 (NEW 01/2023) FEDERAL PROJECT NUMBER CIP-24-25-S1047 NAME OF DBE BUSINESS GreenCoast Landscapes Inc. NAME OF DBE REPRESENTATIVE Jessica K. Jauregui Rivera DBE CERTIFICATION NUMBER 48052 NAME OF BIDDER Sully -Miller Contracting Co. NAME OF PRIME CONTRACTOR IF DIFFERENT FROM THE BIDDER Same As NAME OF REPRESENTATIVE OF PRIME CONTRACTOR Emre Erzen DATE 06.06.2025 Bid Item Number Item of work and description of services to be subcontracted or materials to be provided Amount 30 Landscape and Irrigation. Includes Removal of Trees and existing Irrigation on Median Only. $199,230.00 31 Furnish and install concrete unit pavers. Excavation, concrete and road base by others $159,600.00 1 A Irrigation removal, tree and brush removal. Per page 7 and 8 of 22. Price for sidewalk parkway on y. $139,680.00 t If 100% of an item is not to be performed or furnished by the DBE, describe the exact portion of the item to be performed or furnished. DBE firms can use this form as a written confirmation or use an equivalent form. Written confirmation must be submitted no later than 4 pm on the 5th day of bid opening. Total $498,510.0_0 As an authorized representative of a certified disadvantaged business enterprise, I confirm if the bidder is awarded the contract, my business will enter into a contractual agreement with the bidder or prime contractor to perform the type and dollar amount of work shown on the DBE Commitment form. I certify under pen ty of perjury that the foregoing is true and correct. Signatu a of DBE's Authorized Representative Jessica K. Jauregui Rivera Printed Name of DBE's Authorized Representative CFO/Secretary Title of DBE's Authorized Representative 06/06/2025 Date ADA Notice This document is available in alternative accessible formats. For more information, please contact the Forms Management Unit at (279) 234-2284, TTY 711, in writing at Forms Management Unit, 1120 N Street, MS-89, Sacramento, CA 95814, or by email at Forms. Management.Unit@dot.ca.gov. Local Assistance Procedures Manual EXHBIT 10-Q Disclosure of Lobbying Activities EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: a. contract a, bid/offer/application ❑ a. initial b. grant b. initial award b. material change c. cooperative agreement c. post -award d. loan For Material Change Only: e. loan guarantee year quarter_ ff, loan insurance date of last report 4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime: Prime Subawardee Tier if known Congressional District, if known N/A Congressional District, if known 6. Federal Department/Agency: 7. Federal Program Name/Description: 8. Federal Action Number, if known: 10. Name and Address of Lobby Entity (If individual, last name, first name, MI) 12. 13. 15. CFDA Number, if applicable 9. Award Amount, if known: 11. Individuals Performing Services (including address if different from No. 10) (last name, first name, MI) (attach Continuation Sheet(s) if necessary) Amount of Payment (check all that apply) 14. Type of Payment (check all that apply) $ actual planned a. retainer b. one-time fee Form of Payment (check all that apply): c. commission ®a. cash d. contingent fee b. in -kind; specify: nature e deferred Value f other, specify Brief Description of Services Performed or to be performed and Date(s) of Service, including officer(s), employee(s), or member(s) contacted, for Payment Indicated in Item 12: (attach Continuation Sheet(s) if necessary) 16. Continuation Sheet(s) attached: Yes No 17. Information requested through this form is authorized by Title 31 U.S.C. Section 1352. This disclosure of lobbying reliance Signature: was placed by the tier above when his transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. Print Name: Anthony Lino 1352. This information will be reported to Congress semiannually and will be available for public inspection. Any Title: Assistant Secretary person who fails to file the required disclosure shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Telephone No.: 714/578-9600 Date: 6/3/25 Authorized for Local Reproduction Federal Use Only: c 0 y 1, s StandaVd Form - LLL Standard Form LLL Rev. 04728-06 ,, O Q Distribution: Orig- Local Agency Project Files t �-- ,c SE y t <) �•.1 A W l.Q` s' Page 1 LPP 13-01 May 8, 2013 Local Assistance Procedures Manual Exhibit 12-E Bidder's Listof Subcontractors (DBE and Non -DBE Exhibit 12-B: Bidder's List of Subcontractor (DBE and Non -DBE) - Part 1 As of March 1, 2015 Contractors (and sub -contractors) wishing to bid on public works contracts must be registered with the State Division of Industrial Relations and certified to bid on Public Works contracts. Please register at https://www.dir.ca.gov/Public-Works/Contractor- Reg istration.html. The local agency will verify registration of all contractors and subcontractors on public works projects at bid and thereafter annually to assure that yearly registration is maintained throughout the life ofthe project. In accordance with Title 49, Section 26.11 ofthe Code of Federal Regulations, and Section 4104 of the Public Contract Code of the State of California, as amended, the following information is required for each sub -contractor who will perform work amounting to more than one half of one percent (0.5%) of the Total Base Bid or $10,000 (whichever is greater). Photocopy this form for additional fines. FEDERAL PROJECTNUMBER DEML22-5450 (103) Subcontractor Name & Location Line Item & Description Subcontract Amount Percentage of Bid Item Subcontracted Contractor License Number DBE (Y/N) DBE Cent Number Annual Gross Receipts DIR Reg Number t�( /tJfJ fi� /Qn t�7`7 n �"'/ f} ' / 3 [-D Pf", I/ i1 Z2 — /�J <$1 million IN,A,ME L o9 W1SI I(1�� ,It/ (i. <$5million <$10million Ci , State tY < Smillion L05 Age of Firm in years NAME "_�� tp f41 �� 7y� p/� 7 %•Sip 99//� �, �� j�-} � '] � / _ l/ <$1 million /A�yy��[�� �j/} W r �" " �� `a"'�� <$5million <$10million City, State I / million SLIM IA eofFir AgeofFirmin years / NAME .2 tYP ituv/,r r�7 �G�r7Gi'`,/l1�L �� I �P���� ✓J �d� n, G�y�_ �`1�Z TO (7� L�Q7r�Jy �7-7�•�� yn / � J �/ �/� 77 <$i million OIL <$10miion llion City, State �yj� y /�j ��GV/��/�t'/ $15 million 11 /�I� La �IL G�7 AgeofFirmin years , C J JIAME v�jj/p, t( ��t� 7/ Wli� Q�7' `�® 1 v v OZ �L7a7V 3f! 7S�• 7 rp /� �,(� 00 9 (/ �7 / , ` Z/ Off/ �) OO``�� V �`� <$1 million k A, •T;�/t , <$10miion llion City, State < ion WOO-*, Ncit Age ofFirmin of Firm years J NAME <$1 million < $5 million < $10 million City, State < $15 million Age of Firm in years NAME < $1 million < $5 million < $10 million City, State � < $15 million Age of Firm in years NAME <$1 million < 5 million < $10 million City, State < $15 million Age of Firm in years NAME <$1 million < $5 million < $10 million City, State < 5 million Age of Firm in years NAME < $1 million <$5million < $10 million City, State < $15 million Age of Firm in years Distribution —Original: LocaIAgency File; Copy: DLAEw/Award Package Page 1 of September 2021 Local ssistance Procedures Manual Exhibit 12-B Bidder's List of Subcontractors (DBE and Non -DBE Inaccordancewith wereno Photocopy Exhibit 12-B: Bidder's List of Subcontractor (DBE and Non -DBE) - Part 2 Title49, Section 26 of the Codeof Federal Regulations, the Bidder shall listall subcontractors who provided a quoteorbid but selected to participateas a subcontractoron this project. FEDERALPROJECTNUMBER: this form for additional firms. oer,Lz2-s4so (103) Subcontra for Name & Location Line Item & Description Subcontract Amount Percentage of Bid Item Subcontracted Contractor License Number DBE (Y/N) DBE Cert Number Annual Gross Receipts DIR Reg Number NAME j [ J�f ttv� . _J . 11G/JL �c t J '" � �� � V � � , � v L '-]� < $1 million (,(� G (/'Z. < $5 million < $10 million City, State � /n� G //��/�//��/� cvcc r 5-5V < $15 million Age of Firm in years NAME '� J J�( I< $1 million )i <$5million < $10 million Gi ,Sae ( / p /� tPO �6J `r < $15 million �� I �Q Age of Firm in years v� oF- NAME ®, Q�hp, T'K^' /� �7 li oo -7m ��Z /t✓� ,� 1 � —7 <$1million ('yy �jl) fL� 5 ' <$10miion < $10 million City, State i 6 < $15 million 1 Age of Firm in years NAME ' i�A n l v� �/`Y� R/ / �/ •� / D© �% ` l 6 <$1 million <$10miion <$10million City, State ! K < $15 million q, Age of Firm in years x� -/L! NAME' AM /} s 193 J < $1 million< $5 million < Ti0 mil Ion City, State %_ 3( 1FiCJ l`f(,J(J (�J < $15 million +17'rw Age of Firm in years NAME <$1 million < $5 million < $10 million City, State < $15 million Age of Firm in years NAME I< $1 million < $5 million < $10 million City, State < $15 million Ag e of Firm in years NAME <$1 million < million < $10 million City, State < $15 million Age of Firm in years NAME I< $1 million < $5 million < $10 million City, State < 5 million Age of Firm in years Distribution — Original: Local Agency File; Copy: DLAE w/Award Package Page 2 of September 2021 DOCUMENT CHECKLIST Bid #CIP-24-25-51047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California The following documents must be completed and submitted by the bidder as per the outlined timeframes. The following documents must be provided by ALL bidders: Uploa d via BidNet (see Section C) Proposal Form Ed Notice to Bidders Regarding Contractual Requirements Bid Schedule /Bidder's Information and Certification idder's Questionnaire Iff Certification of Non -Segregated Facilities �eferences ,/'?Letter of Intent and Affirmation ff qual Employment Opportunity Certification Ia Non -Collusion Affidavit —f/Government-Wide Debarment and Suspension (Nonprocurement) h`l/Buy America Certification Cf 0BE Participation Commitment Form All signed addendums (if any) — Digitally acknowledged on BidNet in addition to uploaded via BidNet EE 4ibit 10-Q Disclosure of Lobbying Activities LAY Exhibit 12-B Bidder's List of Subcontractors (DBE &Non -DBE) 0--'EXHIBIT 9-1 DLA DBE Confirmation Deli v ed to City Hall, Attn: Purchasing, Suite 120 prior to bid closing: Proposal Guarantee Bond/Bidder's Bond (Notarized) The following documents must be provided at time of bid or no later than 48 hours after bid closing: ❑ Exhibit 15-H Proposer/Contractor Good Faith Efforts ❑ Bidders List ❑ EEO Certs of subcontractors over $10,000 The following documents must be provided by the AWARDEE ONLY (With Agreement) Delivered to City Hall, Attn: Ramiro Fuentes ❑ Capital Improvement Project Agreement ❑ Federal Contract Provisions ❑ DBE Clauses ❑ Faithful Performance Bond (Notarized) ❑ Labor & Material Bond (Notarized) ❑ Insurance Required by Contract SECTION C Bid Submittals PROPOSAL FORM Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California TO THE CITY OF SANTA CLARITA, AS CITY: In accordance with CITY's NOTICE INVITING BIDS, the undersigned BIDDER hereby proposes to furnish all materials, equipment, tools, labor, and incidentals required for the above -stated project as set forth in the plans, specifications, and contract documents therefore, and to perform all work in the manner and time prescribed therein. BIDDER declares that this proposal is based upon careful examination of the work site, plans, specifications, INSTRUCTIONS TO BIDDERS, and all other contract documents. If this proposal is accepted for award, BIDDER agrees to enter into a contract with CITY at the unit and/or lump sum prices set forth in the following BID SCHEDULE. BIDDER understands that failure to enter into a contract in the manner and time prescribed will result in forfeiture to CITY of the proposal guarantee accompanying this proposal. BIDDER understands that a bid is required for the entire work that the estimated quantities set forth in BID SCHEDULE are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. THE CITY RESERVES THE RIGHT TO INCREASE OR DECREASE THE AMOUNT OF ANY QUANTITY SHOWN AND TO DELETE ANY ITEM FROM THE CONTRACT. It is agreed that the unit and/or lump sum price(s) bid include all appurtenant expenses, taxes, royalties, and fees for the project's duration. In case of discrepancies in the amounts bid, unit prices shall govern over extended amounts, and words shall govern over figures. If awarded the contract, the undersigned further agrees that in the event of the Bidder's default in executing the required contract and filing the necessary bonds and insurance certificates within ten working days after the date of the CITY's notice of award of contract to the BIDDER, the proceeds of the security accompanying this bid shall become the property of the CITY and this bid and the acceptance hereof may, at the CITY's option, be considered null and void. Company Name: Sully —Miller Contracting Company Company Address: 135 S. State College Blvd., Suite 400, Brea, CA 92821 Phone: 714/ 578-9600 Email: bids@sully-miller.com By: Anthony Lino Print Name Title: Ass ' st t t Sec tary Signature: Date: (L/ 5/28/2025 NOTICE TO BIDDERS REGARDING CONTRACTUAL REQUIREMENTS Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California SUMMARY OF INDEMNITY AND INSURANCE REQUIREMENTS 1. These are the Indemnity and Insurance Requirements for Contractors providing services or supplies to City of Santa Clarita (City). By agreeing to perform the work or submitting a proposal, you verify that you comply with and agree to be bound by these requirements. If any additional Contract documents are executed, the actual Indemnity language and Insurance Requirements may include additional provisions as deemed appropriate by City's Purchasing Agent. The City reserves the sole right to accept or reject any requests for modifications to these terms. 2. You should check with your Insurance advisors to verify compliance and determine if additional coverage or limits may be needed to adequately insure your obligations under this agreement. These are the minimum required and do not in any way represent or imply that such coverage is sufficient to adequately cover the Contractor's liability under this agreement. The full coverage and limits afforded under Contractor's policies of Insurance shall be available to Buyer and these Insurance Requirements shall not in any way act to reduce coverage that is broader or includes higher limits than those required. The Insurance obligations under this agreement shall be: 1—all the Insurance coverage and limits carried by or available to the Contractor; or 2—the minimum Insurance requirements shown in this agreement, whichever is greater. Any insurance proceeds in excess of the specified minimum limits and coverage required, which are applicable to a given loss, shall be available to City. 3. Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. City reserves the right to require full -certified copies of all Insurance coverage and endorsements. I. INDEMNIFICATION: City and its respective elected and appointed boards, officials, officers, agents, employees, and volunteers (individually and collectively, "Indemnitees") shall have no liability to CONTRACTOR or any other person for, and CONTRACTOR shall indemnify, defend, protect, and hold harmless Indemnitees from and against, any and all liabilities, claims, actions, causes of action, proceedings, suits, damages, judgments, liens, levies, costs, and expenses of whatever nature, including reasonable attorney's fees and disbursements (collectively, "Claims"), which Indemnitees may suffer or incur or to which Indemnitees may become subject by reason of or arising out of any injury to or death of any person(s), damage to property, loss of use of property, economic loss, or otherwise occurring as a result of or allegedly caused by the CONTRACTOR'S performance of or failure to perform any services under this Agreement, or by the negligent or willful acts or omissions of CONTRACTOR, its agents, officers, directors, or employees, committed in performing any of the services under this Agreement. If any action or proceeding is brought against Indemnitees by reason of any of the matters against which CONTRACTOR has agreed to indemnify Indemnitees as provided above, CONTRACTOR, upon notice from City, shall defend Indemnitees at its expense by counsel acceptable to City, such acceptance not to be unreasonably withheld. Indemnitees need not have first paid for any of the matters to which Indemnitees are entitled to indemnification in order to be so indemnified. The limits of the insurance required to be maintained by CONTRACTOR in this Agreement shall not limit the liability of CONTRACTOR hereunder. The provisions of this section shall survive the expiration or earlier termination of this agreement. The provisions of this section do not apply to Claims occurring as a result of the City's active negligence or acts of omission. II. INSURANCE CONTRACTOR shall maintain and submit certificates of all applicable insurance including, but not limited to, the following and as otherwise required by law. The terms of the insurance policy or policies issued to provide the above insurance coverage shall provide that said insurance may not be amended or canceled by the carrier, for non-payment of premiums or otherwise, without thirty (30) days prior written notice of amendment or cancellation to the CITY. In the event the said insurance is canceled, the CONTRACTOR shall, prior to the cancellation date, submit to the City Clerk new evidence of insurance in the amounts established. Liability Insurance During the entire term of this Agreement, the CONTRACTOR agrees to procure and maintain General Liability insurance at its sole expense to protect against loss from liability imposed by law for damages on account of bodily injury, including death therefrom, suffered or alleged to be suffered by any person or persons whomsoever, resulting directly or indirectly from any act or activities, errors or omissions, of the CITY, or CONTRACTOR or any person acting for the CITY, or under its control or direction, and also to protect against loss from liability imposed by law for damages to any property of any person caused directly or indirectly by or from acts or activities of the CITY, or CONTRACTOR or any person acting for the CITY, or under its control or direction. Such public liability and property damage insurance shall also provide for and protect the CITY against incurring any legal cost in defending claims for alleged loss. Such General, Public and Professional liability and property damage insurance shall be maintained in full force and effect throughout the term of the Agreement and any extension thereof in the amount indicated above or the following minimum limits: Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, and Independent Contractors' Liability (if applicable), in an amount of not less than two million dollars ($2,000,000.00) per occurrence, four million dollars ($4,000,000.00) annual aggregate, written on an occurrence form. Products/Completed Operations coverage shall extend a minimum of three (3) years after project completion. Coverage shall be included on behalf of the CONTRACTOR for covered claims arising out of the actions of independent contractors. If the CONTRACTOR is using subcontractors, the policy must include work performed "by or on behalf" of the CONTRACTOR. Policy shall contain no language that would invalidate or remove the CONTRACTOR'S duty to defend or indemnify for claims or suits expressly excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the CONTRACTOR. Worker's Compensation Insurance The CONTRACTOR shall procure and maintain, at its sole expense, Worker's Compensation Insurance in the amount of $1,000,000 per occurrence or in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both the CONTRACTOR and the CITY against any loss, claim or damage arising from any injuries or occupational diseases happening to any worker employed by the CONTRACTOR in the course of carrying out the work within the Agreement. Such insurance shall also contain a waiver of subrogation naming the City of Santa Clarita. Automotive Insurance The CONTRACTOR shall procure and maintain, at its sole expense, throughout the term of this Agreement, and any extension thereof, public liability and property damage insurance coverage for automotive equipment with coverage limits of not less than $1,000,000 combined single limit for each accident. All such insurance shall be primary insurance and shall name the City of Santa Clarita as an additional insured. Waiver of Subrogation All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against the CITY, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow CONTRACTOR or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. CONTRACTOR hereby waives its own right of recovery against the CITY, and shall require similar written express waivers and insurance clauses from each of its subconsultants. Separation of Insureds A severability of interests provision must apply for all additional insureds ensuring that CONTRACTOR'S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross -liability exclusions. Pass Through Clause CONTRACTOR agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by CONTRACTOR, provide the same minimum insurance coverage and endorsements required of CONTRACTOR. CONTRACTOR agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. CONTRACTOR agrees that upon request, all Agreements with consultants, subcontractors, and others engaged in the project will be submitted to the CITY for review. Self -Insured Retentions Any self -insured retentions must be declared to and approved by the CITY. The CITY reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by the CITY. Primary and Additional Insured All of such insurance shall be primary and shall name the City of Santa Clarita as additional insured. A Certificate of Insurance and an additional insured endorsement (for general and automobile liability), evidencing the above insurance coverage with a company acceptable to the City's Purchasing Agent shall be submitted to the CITY prior to execution of this Agreement on behalf of the CITY. Requirements Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain coverage at CONTRACTOR'S expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate. In the alternative, should CONTRACTOR fail to meet any of the insurance requirements under this Agreement, CITY may cancel the Agreement immediately with no penalty. Should CONTRACTOR'S insurance required by this Agreement be canceled at any point prior to expiration of the policy, CONTRACTOR must notify CITY within 24 hours of receipt of notice of cancelation. Furthermore, CONTRACTOR must obtain replacement coverage that meets all contractual requirements within 10 days of the prior insurer's issuance of notice of cancelation. CONTRACTOR must ensure that there is no lapse in coverage. If the operation under this Agreement results in an increased or decreased risk in the opinion of the City's Purchasing Agent, then the CONTRACTOR agrees that the minimum limits herein above designated shall be changed accordingly upon request by the City's Purchasing Agent. The CONTRACTOR agrees that provisions of this paragraph as to maintenance of insurance shall not be construed as limiting in any way the extent to which the CONTRACTOR may be held responsible for the payment of damages to persons or property resulting from the CONTRACTOR'S activities or the activities of any person or persons for which the CONTRACTOR is otherwise responsible. I have read and understand the above requirements and agree to be bound by them for any work performed for the City. Authorized Signature: Date: 5/ 2 8/ 2 0 2 5 Printed Name: Anthony Lino, Assistant Secretar c0 o " REFERENCES Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California The following are the names, addresses, and telephone numbers of three public agencies for which bidder has performed and completed work of a similar scope and size within the past 3 years. If the scope of work/specifications requests references different than instructions above, the scope of work/specifications shall govern: 1. City of Santa Clarita, 2021-2022 Federal Resurfacing Protect Name and Address of Owner / Agency Jodee Roth 661/ 259-2489 Name and Telephone Number of Person Familiar with Project Mobilization, Earthwork, Adjust Manholes, AC Paving,Traffic Control, SWPPP, u .,i5,fj,s32 00 Flartrinal Striping R Marking 9/27/2023 Contract Amount Type of Work Date Completed Caltrans, 09-392004 Rte. 395 in Lone Pine, In Name and Address of Owner / Agency Damien L. Cherenzia 916-227-6299 Name and Telephone Number of Person Familiar with Project Traffic Control, Shoulder Backing, HMA, WPCP, TRO,Construction Area Signs, Striping 5,285,000.00 & Marking, Guard Rail, Rumble Strip. 9/19/2023 Contract Amount Type of Work Date Completed 3. City of Garden Grove- Various Residential Streets Reconstruction 2023 Name and Address of Owner / Agency Mark UDhus 714-741-5000 Name and Telephone Number of Person Familiar with Project AC Paving, Earthwork, Mobilization, Concrete Improvements, Striping & Marking, Survey, SWPPP, Traffic Control, Adjust Utilities, Full Depth reclamation, Fencing, 12/15/23 6,988,665.00 Tree Removal, Cold Milling, Profilographing, Survey, AC Dike Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom bidder intends to procure insurance bonds: __See see attached list of Surety SULLY -MILLER CONTRACTING CO. Lr: ensr 7476 P 2A i a,5 S. S4C to C'Cajfegp BjvCl., STE. 400 + BreC., CA 92821 + f;r?C)l,;E 7 14-57$-96470 The Following are the names, addresses, and telephone numbers for all brokers and sureties from whom Bidder intends to procure insurance and bonds: Agent for Surety: Willis Towers Watson Insurance Services West, Inc. 333 Bush Street, Floor 4, Ste. 0400 San Francisco, CA 94104 Phone 445/400-4548 Contact: Iliana Ryan Surety: Liberty Mutual Insurance Co. 8044 Montgomery Road Suite #137 Cincinnati, OH 45236 Phone 513/984-2222 X 321 FAX 513/984-3165 Contact: Kelley Brown Surety: Berkshire Hathaway Specialty Insurance 1314 Douglas Street Omaha, NE 68102 Phone 770/625-2509 Contact: D.J. Conroy Insurance: Liberty Mutual Group 1133 Avenue of America New York, NY 10036 Phone 800/227-9887 Ext 443 FAX 212/391-1954 Insurance: Marsh USA 445 South Street Suite 210 Morristown, NJ 07962 Phone 973/401-5151 FAX 973/401-5045 Contact: Anton Schmitt Not Applicable. See Attached Bid Bond BIDDER'S BOND Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. 51047 City of Santa Clarita, California Proposals must be accompanied by a proposal guarantee consisting of a certified check, cashier's check or BIDDER's bid bond payable to the CITY or cash deposit in the amount not less than ten (10) percent of the total amount bid. Certified check, cashier's check or Bidder's bid bond must be received at City Hall, 23920 Valencia Blvd., Santa Clarita, CA 91355, Attn: Purchasing, Suite 120, and marked with the words "BID BOND FOR" and the bid #, no later than the bid closing date and time, for the BIDDER to be considered responsive. NOTE: The following form shall be used in case check accompanies bid. Accompanying this Proposal is a *certified/cashier's check payable to the order of the City of Santa Clarita for: dollars ($ ), this amount being not less than ten percent (10%) of the total amount of the bid. The proceeds of this check shall become the property of said CITY provided this Proposal shall be accepted by said CITY through action of its legally constituted contracting authorities, and the undersigned shall fail to execute a contract and furnish the required bonds within the stipulated time; otherwise, the check shall be returned to the undersigned. Project Name: Mcbean Parkway Realignment Project Bid No. CIP-24-25-51047 Project No. S1047 Bidder's Signature CONTRACTOR/BIDDER Address City, State, Zip Code * Delete the inapplicable work. NOTE: If the bidder desires to use a bond instead of a check, the following form shall be executed. The sum of this bond shall be not less than ten percent (10%) of the total amount of the bid. PROPOSAL GUARANTEE BID BOND Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California KNOW ALL PERSONS BY THESE PRESENTS that Sully -Miller Contracting Company as BIDDER, and Liberty Mutual Insurance as SURETY, are held and firmly bound unto the Ten Percent of City of Santa Clarita, as CITY, in the penal sum of Amount Bid dollars ($ 10% ), which is ten percent (10%) of the total amount bid by BIDDER to CITY for the above -stated project, for the payment of which sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these presents. THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to CITY for the above -stated project, if said bid is rejected, or if said bid is accepted and the contract is awarded and entered into by BIDDER in the manner and time specified; then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of CITY. IN WITNESS WHEREAS, the parties hereto have set their names, titles, hands, and seals, this 29th Day of May , 20 25. CONTRACTOR: Anthony Lino, Assistant Secretary Name and Title of Signatory na ur,e Sully -Miller Contracting Company Cr Legal Name of Bidder 135 S State College Blvd., Ste 400, Brea, CA 92821 �J Bidder Address W. r3', 714-578-9655 Telephone Number SURETY*: Liberty Mutual Insurance Company c. 33-0787630 ' i h Federal Tax I-Q. No. Name Signature Iliana RyaAttorney-in-Fact L 400.455.4548, iliana.ryan@wtwco.com Phone Number and Email 1` �— L t tY � 175 Berkeley Street, Boston, MA 02116 a `� j lQ ; Address 1J i *Provide BIDDER and SURETY name, phone number, email, and the name, title, address, and phone ni mbere,for-"• authorized representative. IMPORTANT - Surety Companies executing Bonds must appear on the Treasury Department's most current list (Circular 570, as amended) and be authorized to transact business in the State where the project is located. Surety signatures must be notarized prior to submittal. CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On June 3, 2025 Date personally appeared before me, J. Daniels, Notary Public Here Insert Name and Title of the Officer Anthony Lino Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. 7CommExptres LS alifornia!WMY unty 2377975 Oct 9, 2025 I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature I I VA 4F 1,-14 ` Signature of Notary Public J. Daniels, Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Bid Bond Number of Pages: I Document Date: May 29, 2025 Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Anthony Lino Signer's Name: IX Corporate Officer — Title(s):Asslstant Secretary ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator ❑ Other: ❑ Other: Signer Is Representing: Sully -Miller Signer Is Representing: Contractina COMDanv ©2014 National Notary Association - www.NationalNotary.org - 1-800-US NOTARY (1-800-876-6827) Item #5907 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Los Angeles On ll FLU before me, _ ate L. Clark, Notary Public Here Insert Name and Title of the Officer Personally appeared Iliana Ryan Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrumenttheperson(s), orthe entity upon behalf of which the person(s) acted, executed the instrument. *my L. CLARK Notary Public - California Los Angeles County Commission # 2503609 Comm. Expires Nov 28, 2028 Place Notary Seal Above I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ZSignature �'_ 6, -ill. Signature of Notary Public --------------------------------------------------- OPTIONAL --------------------- ------------------------------ Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to on unintended document. Description of Attached Document Title or Type of Document Number of Pages Document Date Signer(s) OtherThan Named Above Capacity(ies) Claimed by Signer(s) Signer's Name ❑ Corporate Officer —Titles) ❑ Partner ❑ Limited ❑ General ❑ Individual ® Attorney in Fact ❑Trustee ❑ Guardian or Conservator ❑ Other Signer Is Representing Signer's Name ❑ Corporate Officer—Title(s) ❑ Partner ❑ Limited ❑General ❑ Individual ❑ Attorney in Fact ❑Trustee ❑Guardian orConservator ❑ Other Signer Is Representing LibertX POWER OF ATTORNEY Mutual. Liberty Mutual Insurance Company Certificate No: 8213620-971932 SURETY The Ohio Casualty Insurance Company West American Insurance Company KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies"), pursuant to and by authority herein set forth, does hereby name, constitute and appoint, Iliana Ryan; Khoi Tran all of the city of Los Angeles state of CA each individually if there be more than one named, its true and lawful attorney -in -fact to make, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 7th day of April , 2025 . State of PENNSYLVANIA County of MONTGOMERY Liberty Mutual Insurance Company P� 1Nsu PSI'( INSGq � tNSURq The Ohio Casualty Insurance Company 2oo"PO -0 Q 2°opPORvrFgyc� a°°aP01?14 C, West American Insurance Company 1,1,# � m r�1912yo 0 1919�o s 1991 0 �1 Yd� S`S.ACHUS� aa3 y0 Fy' 1A.W .da3 YS �4'DIAHP Aa3 e,7 * t� �yl * *a �M * �� By: Nathan J. Zangerle, Assistant Secretary �8 c - r) On this 7th dayof Aril , 2025 before me personally appeared Nathan J. Zangerle, who acknowledged himself to be the Assistant Secrets of Liberty Mutual Insurance o- P P Y PP 9 9 Secretary rty "0 to Company, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes (D *" therein contained by signing on behalf of the corporations by himself as a duly authorized officer. �ca IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at Plymouth Meeting, Pennsylvania, on the day and year first above written. ` ,+fti.,,k�.z�°;flp�(� Commonwealth of Pennsylvania - Notary Seal LeB TeresaPtgomerNola Public �Q/�[.�r�t�/ 1 Montgomery County O U Notary /�.r//LCk9� CF My commission expires March 28, 2029 B �,<�: Commission number 1126044 y N + 1 'VSYC1Ff% :<, Member, Pennsylvania Association of Notaries Teresa Pastella, Notary Public ID This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual Insurance •_ Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: ARTICLE IV — OFFICERS: Section 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President cmay prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attorneys -in -fact, subject to the limitations set forth in their respective powers ofattorney, shall have full j power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomey-in-fact under the provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE XIII — Execution of Contracts: Section 5. Surety Bonds and Undertakings. Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, shall appoint such attorneys -in -fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation — The President of the Company, acting pursuant to the Bylaws of the Company, authorizes Nathan J. Zangerle, Assistant Secretary to appoint such attorneys -in -fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization — By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said Companies, is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 29th day of May , 2025 . P� 1NSUR9 P�-0 INS( 1NSUi,q J=GociPo+�ro20tn �J�GoMokq�R9y `VPG°RPortyT� L� CJ o m w 1912 0 0 y1919� o u 1991 0 d,)1 s`sACHO .da y0 '`/AMP5a �N1110" a� By. . .. 8j2 * * Renee C. Llewellyn, Assistant Secretary LMS-12873 LMIC OCIC WAIC Multi Co 02/24 0 q 00 00 M d 7D S GOVERNMENT -WIDE DEBARMENT AND SUSPENSION (NONPROCURMENT) Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California Instructions for Certification: By signing and submitting this bid or proposal, the prospective lower tier participant is providing the signed certification set out below. (1) It will comply and facilitate compliance with U.S. DOT regulations, "Nonprocurement Suspension and Debarment," 2 CFR part 1200, which adopts and supplements the U.S. Office of Management and Budget (U.S. OMB) "Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," 2 CFR part 180, (2) To the best of its knowledge and belief, that its Principals and Subrecipients at the first tier: Are eligible to participate in covered transactions of any Federal department or agency and are not presently: (1) Debarred, (2) Suspended, (3) Proposed for debarment, (4) Declared ineligible, (5) Voluntarily excluded, or (6) Disqualified, Its management has not within a three-year period preceding its latest application or proposal been convicted of or had a civil judgment rendered against any of them for: (1) Commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction, or contract under a public transaction, (2) Violation of any Federal or State antitrust statute, or (3) Commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making any false statement, or receiving stolen property, C. It is not presently indicted for, or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses listed in the preceding subsection 2.b of this Certification, It has not had one or more public transactions (Federal, State, or local) terminated for cause or default within a three-year period preceding this Certification, If, at a later time, it receives any information that contradicts the statements of subsections 2.a — 2.d above, it will promptly provide that information to FTA, It will treat each lower tier contract or lower tier subcontract under its Project as a covered lower tier contract for purposes of 2 CFR part 1200 and 2 CFR part 180 if it: (1) Equals or exceeds $25,000, (2) Is for audit services, or (3) Requires the consent of a Federal official, and g. It will require that each covered lower tier contractor and subcontractor: (1) Comply and facilitate compliance with the Federal requirements of 2 CFR parts 180 and 1200,and (2) Assure that each lower tier participant in its Project is not presently declared by any Federal department or agency to be: a. Debarred from participation in its federally funded Project, b. Suspended from participation in its federally funded Project, c. Proposed for debarment from participation in its federally funded Project, d. Declared ineligible to participate in its federally funded Project, e. Voluntarily excluded from participation in its federally funded Project, or f. Disqualified from participation in its federally funded Project, and (3) It will provide a written explanation as indicated on a page attached in FTA's TEAM -Web or the Signature Page if it or any of its principals, including any of its first tier Subrecipients or its Third Party Participants at a lower tier, is unable to certify compliance with the preceding statements in this Certification Group. rortifiratinn Contractor Sully —Miller Contracting Company Signature of Authorized Official Date 05 28 2025 Name and Title of Contractor's Adthorized Official Anthony Lino, Assistant Secretary tit . X �o ._ I i O i Local Assistance Procedures Manual EXHBIT 10-Q Disclosure of Lobbying Activities EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: a. contract a. bid/offer/application ❑ a. initial b. grant b. initial award EJ b. material change c. cooperative agreement c. post -award d. loan For Material Change Only: e. loan guarantee year_ quarter_ f, loan insurance date of last report 4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime: Prime Subawardee Tier if known 6. 8. 10. 12. 13. 15. Congressional District, if known N / A Federal Department/Agency: Federal Action Number, if known: Name and Address of Lobby Entity (If individual, last name, first name, MI) Congressional District, if known 7. Federal Program Name/Description: CFDA Number, if applicable 9. Award Amount, if known: 11. Individuals Performing Services (including address if different from No. 10) (last name, first name, MI) (attach Continuation Sheet(s) if necessary) Amount of Payment (check all that apply) 14. Type of Payment (check all that apply) $ actual planned a. retainer b. one-time fee Form of Payment (check all that apply): c. commission ®a. cash d. contingent fee b. in -kind; specify: nature e deferred Value f. other, specify Brief Description of Services Performed or to be performed and Date(s) of Service, including officer(s), employee(s), or member(s) contacted, for Payment Indicated in Item 12: (attach Continuation Sheet(s) if necessary) 16. Continuation Sheet(s) attached: Yes ❑ No El 17. Information requested through this form is authorized by Title 31 U.S.C. Section 1352. This disclosure of lobbying reliance Signature: was placed by the tier above when his transaction was made or entered into. This disclosure is required pursuant to 31 U.S.C. print Name: Anthony Lino 1352. This information will be reported to Congress semiannually and will be available for public inspection. Any Title: Assistant Secretary person who fails to file the required disclosure shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Telephone No.: 714/578-9600 Date: 6/3/25 Authorized for Local Reproduction Federal Use Only: c<� r. , ` Standavd Form - LLL Standard Form LLL Rev. 04-28-06 , () .R Distribution: Orig- Local Agency Project Files "'°' 1 �c� 7 Page 1 LPP 13-01 y May 8, 2013 LETTER OF INTENT AND AFFIRMATION TO PERFORM AS A DBE SUBCONTRACTOR/SUPPLIER/BROKER/TRUCKER IFB NO: IFB TITLE: Name of Prime bidder's firm: Sully -Miller Contracting Company Address: 135 S. State College Blvd., Suite 400, City: Brea State: CA Zip: 92821 Name of DBE firm: Address:��-- City: �Stater_ Zip: Telephone: ,3 G -7'y—�e -7-D Description of work to be performed by DBE firm: The bidder is committed to utilize the above -named DBE firm for the work described above.`, The dollar value of this work $ 32, '8gG - OQfiDG t � pW �S�O i 12 The percentage value of this work (in comparison to the total contract value) % Affirmation The above -named DBE firm affirms that it will perform the portion of the contract for the values as stated above 1 17 If the bidder does not receive award of the prime contract, any and all representations in this letter of Intent and Affirmation shall be null and void. LETTER OF INTENT AND AFFIRMATION TO PERFORM AS A DBE SUBCONTRACTOR/SUPPLIER/BROKER/TRUCKER IFB NO: IFB TITLE: Name of Prime bidder's firm: sully -Miller Contracting Company Address: 135 S . State College Blvd., Suite 400, City: Brea State: CA Zip: 92821 Name of DBE firm: CAT TRACKING INC. Address: 17 COMMERCIAL AVE, RIVERSIDE, CA City: RIVERSIDE State: CA Zip: 92507 Telephone: (951) 682-1494 Description of work to be performed by DBE firm: The bidder is committed to utilize the above -named DBE firm for the work described above. The dollar value of this work $ The percentage value of this work (in comparison to the total contract value) % Affirmation The above -named DBE firm affirms that it will perform the portion of the contract for the values as stated above By _ Title If the bidder does not receive award of the prime contract, any and all representations in this letter of Intent and Affirmation shall be null and void. LETTER OF INTENT AND AFFIRMATION TO PERFORM AS A DBE SUBCONTRACTOR/SUPPLIER/BROKER/TRUCKER IFB NO: IFB TITLE: Name of Prime bidder's firm: Sully-Miiier Contracting Company Address: 135 S . State College Blvd., Suite 400, City: Brea State: CA Zip: 92821 Name of DBE firm: California Professional Engineering Inc. Address: 19062 San Jose, La Puente, CA 91748 City: La Puente State: CA, Zip: 91748 Telephone: 626-810-1338 Description of work to be performed by DBE firm: Electrical The bidder is committed to utilize the above -named DBE firm for the work described above. The dollar value of this work $ 337,800 The percentage value of this work (in comparison to the total contract value) % Affirmation The above -named DBE firm affirms that it will perform the portion of the contract for the values as stated above By Van Nguyen Title President If the bidder does not receive award of the prime contract, any and all representations in this letter of Intent and Affirmation shall be null and void. LETTER OF INTENT AND AFFIRMATION TO PERFORM AS A DBE 1FB, TITLE: Name ofPrime bidder's firm: sully -Miller Contracting company 135 S. State College Blvd., Suite 400 City: Brea State: CA Zip: 92821 Name ofDBE firm: GreenCoast Landscapes I Address: F».(]Box 659 City: Somis StateZip: Telephone: (805)702-5712 Description Ofwork tObeperformed bvDBE firm: LandscaDe and Tree services The bidder is committed to utilize the above -named DBE firm for the work described above. The dollar value of this work$ $498,510.00 The percentage value of this work (in comparison to the total contract value) % Affirmation The above -named DBE firm affirms that itwill perform the portion ofthe contract for the values as stated above Jessica K. Jaurequi Rivera By Title CFO/Secretary If the bidder does not receive award of the prime contract, any and all representations in this NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California To the CITY OF SANTA CLARITA: In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106, the Bidder declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the Bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that 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, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that 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, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. THE BIDDER'S EXECUTION ON THE SIGNATURE PORTION OF THE "BIDDER'S CERTIFICATION" SHALL ALSO CONSTITUTE AN ENDORSEMENT AND EXECUTION OF THOSE CERTIFICATIONS WHICH FORM A PART OF THE PROPOSAL. BIDDERS ARE CAUTIONED THAT MAKING A FALSE CERTIFICATION MAY SUBJECT THE CERTIFIER TO CRIMINAL PROSECUTION. NON -COLLUSION AFFIDAVIT Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California TO BE EXECUTED BY EACH BIDDER OF A PRINCIPAL CONTRACT STATE OF CALIFORNIA ) Orange ) § COUNTY OF M##MMbM) Anthony Lino being first duly sworn deposes and says that he/she is the Assistant Secretary (sole owner, a partner, president, etc.) of Sully —Miller Contracting Company the party making the foregoing bid; that such bid is not made in the interest of or behalf of any undisclosed person, partnership, company, association, organization or corporation, that such bid is genuine and not collusive or sham, that said BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, or that anyone shall refrain from bidding, that said BIDDER has not in any manner, directly or indirectly sought by agreements, communication or conference with anyone to fix the bid price of said BIDDER or of any other BIDDER, or to fix the overhead, profit, or cost element of such bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the Contract or anyone interested in the proposed Contract; that all statements contained in such bid are true, and further, that said BIDDER has not, directly or indirectly, submitted its bid price, or any breakdown thereof, or the contents thereof, or divulged information or date relative thereto, or paid and will not pay any fee in connection, therewith to any corporation, partnership, company, association, organization, bid depository, or to any member or CITY thereof, or to any other individual information or date relative thereto, or paid and will not pay any fee in connection, therewith to any corporation, partnership, company association, organization, bid depository, or to any member or CITY thereof, or to any other individual, except to such person or persons as have a partnership or other financial interest with said BIDDER in his general business. Bidder: AnthonyLino Si nature Title Assistant Secretary 4 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On June 3, 2025 Date personally appeared before me, J. Daniels, Notary Public Here Insert Name and Title of the Officer Anthonv Lino Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ot"n', J. DANIELS WITNESS my hallotary Public - California Orange County Commission N 2377975 SI nature My Comm. Expires Oct 9, 2025 Signature of Notary Public J. Daniels, Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Non -Collusion Affidavit Number of Pages: 1 Document Date: May 28, 2025 Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Anthony Lino Signer's Name: [X Corporate Officer — Title(s):Assistant Secretary ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator ❑ Other: ❑ Other: Signer Is Representing:Sully-Miller Signer Is Representing: Contracting Company 02014 National Notary Association • www.NationaiNotary.org - 1-800-US NOTARY (1-800-876-6827) Item #5907 REFERENCES Bid #CIP-24-25-S1047 McBean Parkway Realignment Project City Project No. S1047 City of Santa Clarita, California The following are the names, addresses, and telephone numbers of three public agencies for which bidder has performed and completed work of a similar scope and size within the past 3 years. If the scope of work/specifications requests references different than instructions above, the scope of work/specifications shall govern: 1. City of Santa Clarita, 2021-2022 Federal Resurfacing Project Name and Address of Owner / Agency Jodee Roth 661/ 259-2489 Name and Telephone Number of Person Familiar with Project Mobilization, Earthwork, Adjust Manholes, AC Paving,Traffic Control, SWPPP, $4 2-SA 532 nn Flentriral Striping R nn_ar� 9/27/2023 Contract Amount Type of Work Date Completed 2. Caltrans, 09-392004 Rte. 395 in Lone Pine, I Name and Address of Owner / Agency Damien L. Cherenzia 916-227-6299 Name and Telephone Number of Person Familiar with Project Traffic Control, Shoulder Backing, HMA, WPCP, TRO,Construction Area Signs, Striping 5,285,000.00 & Marking, Guard Rail, Rumble Strip. 9/19/2023 Contract Amount Type of Work Date Completed 3. City of Garden Grove- Various Residential Streets Reconstruction 2023 Name and Address of Owner / Agency Mark UDhus 714-741-5000 Name and Telephone Number of Person Familiar with Project AC Paving, Earthwork, Mobilization, Concrete Improvements, Striping & Marking, Survey, SWPPP, Traffic Control, Adjust Utilities, Full Depth reclamation, Fencing, 12/15/23 6,988,665.00 Tree Removal, Cold Millina, Profilooraohina, Survev. AC Dike Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom bidder intends to procure insurance bonds: See see attached list of Surety SULLY -MILLER CONTRACTING CO. Lr--c-n1 - 747!'12A tiI i� f_C�!i�['rs n!; cI. STE. 400 * �i►ec: (�A, 9 821 t PHOI I? The Following are the names, addresses, and telephone numbers for all brokers and sureties from whom Bidder intends to procure insurance and bonds: Agent for Surety: Willis Towers Watson Insurance Services West, Inc. 333 Bush Street, Floor 4, Ste. 0400 San Francisco, CA 94104 Phone 445/400-4548 Contact: Iliana Ryan Surety: Liberty Mutual Insurance Co, 8044 Montgomery Road Suite #137 Cincinnati, OH 45236 Phone 513/984-2222 X 321 FAX 513/984-3165 Contact: Kelley Brown Surety: Berkshire Hathaway Specialty Insurance 1314 Douglas Street Omaha, NE 68102 Phone 770/625-2509 Contact: D.J. Conroy Insurance: Liberty Mutual Group 1133 Avenue of America New York, NY 10036 Phone 800/227-9887 Ext 443 FAX 212/391-1954 Insurance: Marsh USA 445 South Street Suite 210 Morristown, NJ 07962 Phone 973/401-5151 FAX 973/401-5045 Contact: Anton Schmitt ARDURRA June 6, 2025 Ramiro Fuentes Project Manager City of Santa Clarita 23920 Valencia Blvd Santa Clarita, CA 91355 Subject: Proposal to Provide Engineering Support During Construction and Construction Manager Support during construction phase of the McBean Parkway Project Dear Ramiro, Ardurra Group, Inc. (Ardurra) appreciates this opportunity to present our proposal to the City of Santa Clarita to provide engineering support during the construction phase of the McBean Parkway project. Ardurra's project understanding, the proposed scope of services, and the estimated fee are presented herein for your consideration. Ardurra proposes to accomplish the work described herein for a time and material fee of $112,827. Ardurra will prepare monthly invoices and will not exceed this amount without prior written authorization. A summary breakdown of our tasks and our associated hourly billing rates is included herein. The billing rates shown in the fee breakdown are valid through December 2025. We look forward to the opportunity to perform this work for you and appreciate your consideration to continue to support this project. We are available to meet and discuss this proposal, as well as the necessary tasks outlined in this scope. Please contact Jose at (714) 458-7929 orjhernandez@ardurra.com if you have any questions or require additional information. Sincerely, Ardurra Group, Inc. ' L'--'- Anlssa Voyiatzes, PE, ENV SP Group Leader, Engineering and Municipal Services Jose Hernandez, PE, QSD/QSP Senior Project Manager Ardurra Group, Inc. 3737 Birch Street, Suite 250, Newport Beach, CA 92660 949.428.1500 www.ardurra.com City of Santa Clarita McBean Parkway Widening Project Project Understanding Ardurra understands that the City of Santa Clarita will be widening McBean Parkway from just east of Alegro Drive to approximately 500 feet east of the intersection of McBean Parkway and Orchard Village Road. Ardurra will provide support to the City during construction with the following services: Scope of Services Ardurra proposes to provide engineering support during construction as well as support the City's construction manager during the construction phase of the proposed project. The proposed services include the following tasks: Task 1: Engineering Support During Construction: Task 1.1: Addressing requests for information (RFIs), review submittals, and conduct two (2) site visits to observe the project's construction. Task 1.2: Ardurra will prepare the civil -related record drawings based on the redlines developed by the project contractor and reviewed and confirmed by the assigned inspector. The record drawings will include revisions made in the field and will reflect the built condition forthe civil improvements. It is anticipated that the contractor will be available for clarification should the need arise. Task 2: Construction Manager Support Task 2.1: Ardurra will provide support the City project manager during construction. Ardurra will assume three (3) hours per day for general support forthe duration of the project. Anticipated tasks for the assistant construction manager: o Assist with coordination and communication with project stakeholders as appropriate. o Collaborate and work cooperatively with the City's Project Manager. o Assist in coordinating, conducting, and documenting the construction progress/coordination meetings as needed. o Assist in monitoring that the Contractor's actions taken are in line with the City's policy, philosophy, strategy, and standards. o Assist in monitoring construction progress, schedules, and budgets. o Assist in coordinating, monitoring, and documenting compliance with the contract, plans, specifications, and standards. o Assist in coordinating between the Contractorand City. o Assist in preparing and monitoring a permit log and verifying and documenting that permit conditions are met by the Contractor. o Assist in logging, distributing, and responding to requests for information (RFIs) and submittals as needed. o Assist in tracking, reviewing, analyzing, negotiating, recommending for approval or rejection, and processing change orders (potential and actual). o Assist in tracking, reviewing, analyzing, and processing progress payments. Present any disputed items and recommend non -disputed items for payment. o Assist with public relations as needed. Assist in reporting and addressing complaints made by residents and other agencies. o Assist the City in preparing for periodic (bi-weekly assumed) construction progress/coordination meetings with the City, Contractor, and other stakeholders as necessary during construction. o Assist in preparing meeting agendas for review and approval prior to each construction/coordination meeting. o Assist in preparing and distributing meeting minutes for meetings conducted. 11 page City of Santa Clarita McBean Parkway Widening Project o Assist the City in monitoring compliance with the City's Quality Management Plan (QAP) and/or plans, specifications, and referenced standards as applicable. o Assist the City in monitoring the Contractor's implementation and maintenance of SWPPP/BMP measures as applicable. o Assist the City with addressing and expeditiously resolving field problems that may arise. o Assist the Contractor and City in dealing with local utilities to coordinate and expedite temporary and permanent utility installations, utility relocations, and utility access structure adjustments as needed. o Assist in tracking pending inspection issues and support the inspector(s) with follow-up until issues are resolved, including monitoring the Contractor's compliance with Temporary Construction Easement (TCE) requirements and limitations. o Assist the City's labor compliance staff as needed and document labor compliance requirements priorto processing each progress and/or final payment. o Assist in maintaining project construction management records. o Assist in utilizing and maintaining web -based project management/document control platform. (Added fee) o Assist in preparing punch list from assigned inspector's field walk. o Assist with project closeout and filing of the Notice of Completion and release of retention. Task 2.2: Ardurra will assist the City and the CM team with federal -aid compliance, not as lead, for 3 hours per day. Engineering Support During Construction: Task Hours Budget Task 1.1— Site Visits, RFIs, Submittals, Addendums 60 $12,028 Task 1.2 — Record Drawing Support 63 $10,254 Sub -Total 123 $22,282 Construction Manager Support: Task Hours Budget Task 2.1 —Assistant CM Support 270 $41,850 Task 2.2 — Federal Compliance Assistance Support 270 $48,195 • Total Hrs: 663 • ODC for mileage: $500 • Total Budget: $112,827 Scneciule: It is anticipated that for a project of this size and scope, the project schedule is 90 working days. 2 1 page City of Santa Clarita McBean Parkway Widening Project Assumptions: The following assumptions were made to develop this scope and fee: Working durations and levels of effort are estimated. Accordingly, a budget / purchase order amendment maybe required if the actual required durations and/or levels of effort are exceeded. The City will engage a CM firm (as the lead) with federal compliance experience and we will support them. Exclusions: The following items are specifically excluded: Legal advice Materials, soils and/or hazardous materials testing or monitoring Surveying Construction Management and Inspection services Web -based construction management software, Procore or others, implementation and administration unless otherwise added through an amendment GC Labor Compliance and PLA Compliance Construction labor, materials, and/or equipment Additional services not specifically called for in the proposal Expert witness services Standby services 3 1 page