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(PROJECT NO. 41853515)
CONTRACT FOR THE
CITY OF ARCADIA
ARCADIA GOLD LINE STATION PEDESTRIAN LINKAGE
1. PARTIES AND DATE.
This Contract is made and entered into this Trn2 day ofirtlr, 2020, by and
between the CITY OF ARCADIA (hereinafter called the "Owner") and THREE PEAKS
CORPORATION (hereinafter called the "Contractor").
2. RECITALS.
2.1 The Owner is a charter City organized under the laws of the State of California,
with power to contract for services necessary to achieve its purpose;
2.2 Contractor, in response to a Notice Inviting Bids issued by Owner in October 2019,
has submitted a bid proposal for construction the ARCADIA GOLD LINE STATION
PEDESTRIAN LINKAGE described in the Contract.
2.3 Owner has duly opened and considered the Contractor's bid proposal, and duly
awarded the bid to Contractor in accordance with the Notice Inviting Bids and the other Bid
Documents, and has given written notice to Contractor.
2.4 Contractor has obtained, and delivers concurrently herewith, Performance and
Payment Bonds and evidences of insurance coverage as required by the Contract.
3. TERMS.
3.1 Incorporation of Documents.
This Contract includes and hereby incorporates in full by reference the following
documents, including all exhibits, drawings, specifications and documents therein, and
attachments and addenda thereto:
a. Notice Inviting Bids
b. Instructions to Bidders
c. Contract Bid Forms
d. Contract
Federal Requirements
e. Contract Appendix
Part "A" - General Conditions
Part "B" - Supplementary General Conditions
Part "C" - Special Provisions
Part "D" - Specifications
Part "E" - Drawings (under separate cover)
Part "F" - Performance Bond
Part "G" - Payment Bond
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Part "H" - Escrow Agreement for Security
Deposits (optional)
f. ADDENDUM NO. dated
The above documents, including the General Conditions, are an integral part of the
Contract Documents. In addition to signing this Contract, Contractor shall initial this paragraph
immediately below acknowledging that he or she has read, understood and agrees with all of the
terms of the Contract Documents, including, but not limited to, provisions of the General
Conditions relating to indemnification, insurance, standards of performance, termination,
compensation and time of the essence performance. Contractor shall not disclaim knowledge of
the meaning and effect of any term or provision of the Contract Documents, and agrees to strictly
abide by their meaning and intent. In the event that Contractor fails to initial below, the Owner
shall have the right to declare the Contract unexecuted and to award the Contract to
another contractor in accordance wit state law.
Con cto s Initials
3.2 Contractor's Basic Obligation.
Contractor promises and agrees, at its own cost and expense, to furnish to the Owner all
labor, materials, tools, equipment, services, and incidental and customary work for the
construction as necessary to fully and adequately complete ARCADIA GOLD LINE STATION
PEDESTRIAN LINKAGE, including any alternates selected by the Owner, and all structures and
facilities described in the Contract (hereinafter the "Work"), for a total of TWO MILLION ONE
HUNDRED TWENTY-TWO THOUSAND THIRTY-SEVEN DOLLARS AND SEVENTY-NINE
CENTS ($2,122,037.79), as specified in the Contract Bid Forms submitted by the Contractor in
response to the above referenced Notice Inviting Bids. Such amount shall be subject to
adjustment in accordance with the applicable terms of this Contract. All Work shall be subject to,
and performed in accordance with the above referenced documents.
3.3 Standard of Performance.
Contractor shall perform all Work under this Contract in a skillful and workmanlike manner,
and consistent with the standards generally recognized as being employed by professionals in
the same discipline in the State of California. Contractor represents and maintains that it is skilled
in the professional calling necessary to perform the Work. Contractor warrants that all employees
and subcontractors shall have sufficient skill and experience to perform the Work assigned to
them. Finally, Contractor further represents that it, its employees and subcontractors have all
licenses, permits, qualifications and approvals of whatever nature that are legally required to
perform the Work, and that such licenses and approvals shall be maintained throughout the term
of this Contract.
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3.4 Period of Performance.
Contractor shall perform and complete all Work under this Contract within 140 working
days, beginning ten (10) calendar days after the date on which the Notice to Proceed is sent by
the Owner to the Contractor. Moreover, Contractor shall perform its Work in strict accordance
with any completion schedule, construction schedule or project milestones developed pursuant
to provisions of the Contract, including but not limited to the Project Schedule located in the
Specifications.
Contractor agrees that if such Work is not completed within the aforementioned period
and/or pursuant to any such completion schedule, construction schedule or project milestones
developed pursuant to provisions of the Contract, including but not limited to the Project Schedule
located in the Specifications, it is understood, acknowledged and agreed that the Owner will suffer
damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the Owner as
fixed and liquidated damages the sum of SEVEN HUNDRED FIFTY DOLLARS ($750) PER DAY
as provided by the applicable provisions of the General Conditions, found in Part "B" of the
Contract Appendix.
3.5 Owner's Basic Obligation.
Owner agrees to engage and does hereby engage Contractor as an independent
contractor to furnish all materials and to perform all Work according to the terms and conditions
herein contained for the sum set forth above. Except as otherwise provided in the Contract, the
Owner shall pay to Contractor, as full consideration for the satisfactory performance by the
Contractor of the services and obligations required by this Contract, the above referenced
compensation in accordance with compensation provisions set forth in the Contract.
3.6 Contractor's Labor Certification.
Contractor maintains that he is aware of the provisions of Section 3700 of the California
Labor Code which require every employer to be insured against liability for Worker's
Compensation or to undertake self-insurance in accordance with the provisions of that Code, and
agrees to comply with such provisions before commencing the performance of the Work. A
certification form for this purpose is attached hereto as Exhibit "A" and incorporated herein by
reference, and shall be executed simultaneously with this Contract.
3.7 Attorneys' Fees.
If either party commences an action against the other party, either legal, administrative or
otherwise, arising out of or in connection with this Contract, the prevailing party in such action
shall be entitled to have and recover from the losing party reasonable attorneys' fees and all other
costs of such action.
3.8 Successors.
The parties do for themselves, their heirs, executors, administrators, successors, and
assigns agree to the full performance of all of the provisions contained in this Contract. Contractor
may not either voluntarily or by action of law, assign any obligation assumed by Contractor
hereunder without the prior written consent of the Owner.
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1 ,
(PROJECT NO. 41853515)
3.9 Form FHWA — 1273 Required Contract Provisions Federal Aid Construction
Contracts
See Federal Requirements section.
3.10 Federal Wages — General Decision Number CA 190022 05/03/2019 CA 22
See Federal Wage Rate section.
3.11 Notices.
All notices hereunder and communications regarding interpretation of the terms of the
Agreement or changes thereto shall be provided by the mailing thereof by registered or certified
mail, return receipt requested, postage prepaid and addressed as follows:
Contractor Surety
Three Peaks Corp. ohn o GaSua ll Osumi-ice, CO.
1025 Calimesa Blvd., #6 '7a0 The G Dr S. Ste 200
Calimesa, CA. 92320 o ra h 9G q 2810$
Attn: Erik Simmons Attn: Ani on y Ya U
President
Owner With Copies To:
City of Arcadia
240 West Huntington Drive
Arcadia CA 91007
Attn: Jason Kruckeberg, Asst. City Mgr/ Attn:
Development Services Director
Any notice so given shall be considered received by the other party three (3) days after
deposit in the U.S. Mail, first class postage prepaid, addressed to the party at the above address.
Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of
the method of service.
[SIGNATURES ON NEXT PAGE]
RVPT TR\nPn‘c-7nni c
(PROJECT NO. 41853515)
CONTRACTOR CITY OF ARCADIA
By: ,I/
Nam- I K Si Nylons
By. )4EN/N1/1/ -
Dominic Lazza _ It, City Manager
resident- 21� 2-02,-
Title
Date ft
By:
Name Attest:
•Title City .► -1. , , C;:�
Clerk
Tax 1.D. Number: 2-7- 13 7 (D 433 Contractor's License:
941528
Class: A B C-33
D/RNumber: woo 0$ 14-o
Approved as to Form:
By: 4. .tet+'
Stephen P. Deitsch, City Attorney
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CONTRACT- 5
(PROJECT NO. 41853515)
EXHIBIT "A"
CERTIFICATION
LABOR CODE - SECTION 1861
I, the undersigned Contractor, am aware of the provisions of Section 3700 et seq.
of the California Labor Code which require every employer to be insured against liability
for Worker's Compensation or to undertake self-insurance in accordance with the
provisions of the Code. I agree to and will comply with such provisions before
commencing the Work governed by this Contract.
CONTRACTOR:
Name of Contractor: THREE PEAKS CORPORATION
By: %, •
Signature:
Name: Elrl K Si mm o n s
Title: P r e s I d ii
Date: 02 - - 2-02D
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CONTRACT(EXHIBIT A)
', 3 1 I 4 5 2 9
(ciFeci-,:::..7e:
,F ,to,
—A Fri Os
State of California
Secretary of State
I. DEBRA BOWEN, Secretary of State of the State of California.
hereby certify:
That the attached transcript of page(s) has been compared
with the record on file in this office, of which it purports to be a copy. and
that it is full. true and correct.
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:SEA OF Tti IN WITNESS WHEREOF, I execute this
.F I
,P EVAE:K4''„�.: S t
' --'s •.•...A' certificate and affix the Great Seal of the
'Q: '!"7 ... 9�'. State of California this dayof
i of .m.
iWc- �
•,_: rrO
-..i- n r, NOV - 3 2009
............. •- ,)( if, A..... -.6112-„,C.,46,..„--
DEBRA BOWEN
SecretarN of State
Sec'State Form CE-197(REV 1:2007) _.- 05Pae 17144'
MINUTES OF SPECIAL MEETING OF SHAREHOLDERS
OF
THREE PEAKS CORP.
January 15. 2010
Redlands, Ca
The special meeting of the Shareholders of Three Peaks Corp. (the "Corporation")
was held on the date and time and at the place set forth in the written waiver of notice
signed by the shareholders. fixing such time and place. and prefixed to the minutes of this
meeting.
The meeting was called to order by Erik Simmons. the President of the
Corporation. There were present at the meeting:
Erik Simmons
being all the Shareholders of the Corporation.
Upon motion duly made, seconded and unanimously carried, it was Resolved,that
the following officers of Three Peaks Corp.be and they hereby are designiated.
empowered and authorized to sign and execute pre-qualifications. bids, construction
contracts, powers of attorney and other miscellaneous legal documents that require such
authority in the normal course of business:
Erik Simmons President. Secretary, Treasurer
There being no further business to come before the meeting, upon motion duly
made, seconded and unanimously carried, the meeting was adjourned.
•
Secreta
WAIVER OF NOTICE OF MEETING
OF THE BOARD OF DIRECTORS OF
THREE PEAKS CORP.
I, the undersigned, being all of the directors of Three Peaks Corp.,
hereby waive notice of and consent to the holding of a meeting of the Board
of Directors, to be held at the principal office of the corporation on January
15, 2010 at Redlands, California, and agree that any lawful business may
be transacted at the meeting for the purpose of:
Signe
cretary 1
( 141/°
Date
I 3I I 4 5 2 9
I I 4f
in the office of 5
eer- FIryoLED
State
of the State of California
ARTICLES OF INCORPORATION OCT 2 9 2009
OF
Three Pea.is Corp.
FIRST. The name of the corporation is Three Peaks Corp.
SECOND. The purpose of the corporation is to engage in any lawful act or activity for
which a corporation mac be organized under the General Corporation Law of California other than the banking
business,the trust company business or the practice of a profession permitted to be incorporated by the
California Corporations Code.
THIRD. The name of the corporations initial agent for service of process in the State of
California is Erik Simmons. 13046 Burns Lane,Redlands.California 92373.
FOURTH.(a) The corporation is authorized to issue two classes of shares,each with$0.01
as par value.designated"Common Stock"and"Preferred Stock," respectively. The number of shares of
Common Stock to be issued is 100 and the number of shares of Preferred Stock authorized to be issued is 100.
(b) The Preferred Stock:•tav be dividcd into such number of series as the board of
directors may determine. The board of directors is authorized to determine and alter the rights,preferences.
privileges and restrictions granted to or imposed upon any wholly unissued series of Preferred Stock,and to fix
the number of shares of any series of Preferred Stock and the designation of any such series of Preferred Stock.
The board of directors,within the limits and restrictions stated in any resolution or resolutions of the board of
directors originally fixing the number of shares constituting any series,may increase or decrease(but not below
the number of shares of such series then outstanding)the number of shares of any series subsequent to the
issue of the shares of that series.
FIFTH. The personal liability of the directors of the corporation for monetary damages for
breach of fiduciary duty shall be eliminated to the fullest extent permissible under California law. The
corporation is authorized to indemnify its directors and officers to the fullest extent permissible under
California law.
IN WITNESS WHEREOF,the unnlersignrci incorporator has executed these Articles of
Incorporation on the date below.
Date: October 28,2009
Li•ga!Zoom.com, Inc., Incorporator
I'ileen 2+ o,Assistant Secretary
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