SUPERIOR COURT OF CALIFORNIA COUNTY OF SAN FRANCISCO Document Scanning Lead Sheet Jul-10-2017 2:32 pm Case Number: CGC-17-560034 Filing Date: Jul-10-2017 2:12 Filed by: NEYL WEBB Image: 05938491 COMPLAINT SYNERGY PROJECT MANAGEMENT, INC. VS. CITY AND COUNTY OF SAN FRANCISCO 001005938491 Instructions: Please place this sheet on top of the document to be scanned.Cc SUMMONS (CITACION JUDICIAL) NOTICE TO DEFENDANT: (AVISO AL DEMANDADO): CITY AND COUNTY OF SAN FRANCISCO ‘YOU ARE BEING SUED BY PLAINTIFF: (LO ESTA DEMANDANDO EL DEMANDANTE): SYNERGY PROJECT MANAGEMENT, INC. NOTICE! YouTave been sued. The cour may desde agains you wihout your bang heard ules you respond win 30 days, Read We hfoaon below ‘You have $0 CALENDAR DAYS alr this summons and egal papers are served on you o flea writen response at is court and have a copy ‘served onthe glint. eter or phone call wi nt protec you. Your writen response Mut be in proper legal foi you wart theca ois your ate. There maybe a court form inal you cen use fr your response. You cand theee cout for bed tore tformaton ale Callers Coury ntine Setelp Center (warn coutino.ca.gowsethe), your county aw ibrar, rte courtnoure nearest you. l!you cannot pay te ing oe, ack ‘ho cour clerk fra fee waiver frm. Ifyou donot le your response on time, you may lee the case by Selah, ana your wages, raney, sad oper) maybe taken wihout urer warning om the court {Tere are cer legal equrerars. You may want to cal an altorey right away. Ifyou donot know an atomey, you may want to cal an attorney ‘etal service. fyou canna afer an atorey. you may be eligible fr fee legal services om 2 nongroellgal srvces program. Yu can locate {hese npr grours a the Califia Legal Services Website (www lawhelpealfema.or) the Calor Courts Onine Seltelp Center (or. coutinfo ca gowselMvet) or by contacting you local court of caunty ba assocation. 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Cento de Ayuda dels Cotes de Cale, (nw score c.9ov) © panndose en conacio coo cote 6 lego de abogadbs focales.AVISO: Poy, la core ene derecho a reclama os cvolas los costes erentos por Impaner un gravemin sobre “ysiguerrecupersion de $10,000 6 mas de valor reciida mediante un sever une cancion de asta en ut ceso de Gevecho cul Tone QUE ager el gravamen dela corte antes de que a cate pues desechare caso, ‘The name and address of the cour is: [Ernemoreydreceon do aco 17-560 034 San Francisco County Superior Court-Civic Center Courthouse 400 McAllister Street, San Francisco, CA 94102 ‘The name, adéress, and telephone numberof plaints attorney, o paint without an attorney, is (lnombre, ta direccién y el nimero de teléfano del abogade del demandante, o del damandanle que no tiene abogado, es): Kris A. Cox, 220 Montgomery Street, Suite 2100, San Francisco, CA 94104, Phone: 415-362-3599 (tect UL 102017 Clerk of the Coun So", (hci {Fr io Taio is sans Usa OTT Sais SOT ‘byl U 4 Indivisual Send BY FAX 2. [asthe person sued under the fctious name of (specif: ONE LEGAL LLC 3, CX) onbehaitot (specity: City and County of San Francisco under: C=] cP 416.10 (corporation) [cP 416.60 (minor J CoP 416.20 (defunct corporation) =}. CCP 416.70 (conservateo) TS) CoP 416.40 (association or parnersis) [=] GCP 416.90 (authorized person) TX other ‘speciy: AS a public entity 4. [1 bypersonal delivery on (cae): nr ‘SUMMONS Cao Pa 1220, 8 Sti fe hy,wie we ee aw 10 u 12 13 4 15 16 7 18 19 20 a 22 2B 24 25 26 a 28 MATTHEW K. YAN, State Bar No. 257918 KRIS A. COX, State Bar No. 136504 ERIN H. REDING, State Bar No. 252691 ‘San Francisco Couny Spar Cat MOSCONE EMBLIDGE & OTIS LLP 220 Montgomery Street, Suite 2100 TUL 10 2017 San Francisco, CA 94104 Telephone: (415) 362-3599 OUI: Facsimile: (415) 362-2006 F Z Email: cox@mosconelaw.com teding@mosconelaw.com Sopa Oats © 9 I Attomeys for Plaintiff ‘SYNERGY PROJECT MANAGEMENT, INC. SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN FRANCISCO ~ UNLIMTEER GEL JURISDICTION SYNERGY PROJECT MANAGEMENT, Case No, SO-17-56 60034 INC, COMPLAINT Plaintiff, 1. Intentional Interference with vs. Contractual Relations 2, Intentional Interference with CITY AND COUNTY OF SAN Prospective Economic Advantage FRANCISCO, 3. Negligent Interference with Prospective Economic Advantage Defendant. BY FAX PRELIMINARY ALLEGATIONS ONE LEGAL LLC 1. In January 2015, after an improperly held hearing, an employee of the City and County of San Francisco (“City” issued a statement of findings (“Statement of Findings”) related to a dispute about the City's public works project located on Haight and Hayes Streets. 2. The City’s issuance of the Statement of Findings interfered with the contract between subcontractor Synergy Project Management, Inc. (“Synergy”) and general contractor Ghilotti Brothers, Inc. (“GBI”). 3. The City’s issuance of the Statement of Findings also interfered with Synergy’s prospective economic advantage. ‘COMPLAINT T Case No.10 u 12 13 4 15 16 7 18 19 20 2 22 23 24 25 26 a 28 © Q PARTIES 4. Synergy Project Management, Inc. is a California corporation, qualified to do business in California, and located in San Francisco, California. 5. Defendant City and County of San Francisco is a municipal corporation existing under the laws of the State of California, and is both a Charter City and a County under the (Constitution of the State of California, JURISDICTION AND VENUE 6. This Court has jurisdiction of the subject matter for each of the causes of action in this |Complaint because the total amount of damages claimed herein exceeds the minimum jurisdictional limit of this Court. 7. Venue in this Court is proper pursuant to California Code of Civil Procedure Section 395 ‘because this complaint concerns a construction project located in San Francisco County, the contract alleged by Synergy was entered into in San Francisco County and to be performed here, and the other injuries Plaintiff alleges in this complaint all occurred in this County. 8. Additionally, venue is proper in this Court because Defendant is the City and County of San Francisco. FACTS 9. On February 10, 2015, the City and GBI entered into a contract to replace the sewer line, install new water lines, and renovate the pavement on Haight Street and Hayes Street, referred to as DPW Project No. PCE 15018/2264J(R), “Pavement Renovation, Sewer Replacement, and Water Main Installation - Haight Street and Hayes Street” (the “Project”) 10. In GBI’s bid for the Project, GBI selected and listed Synergy as a subcontractor on GBI's contract with the City. 11. Synergy’s role was to perform the underground excavation and utilities work on the Project. ‘COMPLAINT 2 Case No.ee a aues 10 u 2 13 15 16 7 18, 19 20 21 2 23 24 25 26 oa 28 ¢ 9 12, GBI and Synergy entered into a Subcontract Agreement on April 17, 2015. Attached hereto as Exhibit A is a true and correct copy of the Subcontract Agreement, 13. Once GBI listed Synergy as a subcontractor on GBI’s bid to the City, and the City accepted the bid and signed a contract with GBI, Synergy had the right to complete its work on the Project unless it was removed pursuant to the provisions of the Subletting and Subcontracting, Fair Practices Act, California Public Contract Code Sections 4100 et seq., (hereinafter the “Subletting and Subcontracting Fair Practices Act”) which establishes a detailed, mandatory framework for competitive bids on public works projects. 14, Additionally, the Subcontract Agreement between Synergy and GBI gave Synergy the right to perform work on the Project. It further provided that GBI would “pay [Synergy] for the satisfactory performance of this Agreement. ..” (Exhibit A, p. 1.) 15. The Subcontract Agreement between Synergy and GBI explicitly provided for how GBI could terminate Synergy as subcontractor on the Project. If “at any time [Synergy] breach{ed] this Agreement or failed[ed] to prosecute the said work with prompiness, diligence and efficiency or failfed] to perform any of the requirements hereof, [GBI] may. . . terminate the ‘employment of [Synergy].” (Exhibit A, pp. 11-12.) The Agreement further provided that, “In its sole discretion and to the extent permitted by law, [GBI] may terminate this Agreement without cause.” (Exhibit A, p. 12.) 16. The Subletting and Subcontracting Fair Practices Act contains mandatory and comprehensive requirements for when and how a listed subcontractor on a public works project ‘can be removed or replaced. The City has adopted the provisions of the Subletting and Subcontracting Fair Practices Act as an ordinance applying to its public works projects. 17. Nothing in the Subcontract Agreement or the Subletting and Subcontracting Fair Practices Act gave any party, other than GBI, the right to terminate Synergy from the Project. (Exhibit A) 18. GBI and Synergy began work on the Project in April 2015. ‘COMPLAINT 3 Case No,6 7 8 9 10 u 12 13 4 15 16 1 18 19 20 21 2 23 4 25 26 a 28 ¢c 3 19. The Project was a particularly difficult one, ‘Throughout its excavation work, Synergy encountered 798 underground utilities. Of those, the project plans had only identified 357. More than 400 of the underground utilities were unknown to Synergy and therefore unanticipated. 20. Even for the underground facilities that the utility companies had identified, many did not comply with industry standards for placement, and critical information about those ut incorrect. As a result, Synergy encountered unprecedented obstacles. 21. Of the almost 800 underground utilities, Synergy damaged five PG&E gas lines during the course of the project. 22. On October 8, 2015, purportedly because of the gas line accidents, the Director of Public Works wrote a letter to GBI instructing all work on the project to stop and further stating: “You are hereby directed . .. to remove [Synergy] immediately.” 23. The City cited section California Public Contract Code Sections 4100, et seq., and a clause in its contract with GBI, as support for the direction 24, GBI objected to the substitution but began soliciting proposals from other qualified bidders because it needed a subcontractor to finish the project. 25. On October 14, 2015, the City informed Synergy that the City had “directed Ghilotti to remove Synergy and to substitute a replacement contractor.” The letter cited Section 4107(2\7) as support for the City’s action. 26, Synergy submitted a formal objection to the removal five days later. 27. The City responded approximately one month later on November 16, 2015, reiterating its reliance on Section 4107(a)(7) for its removal of Synergy. 28. On December 9, 2015, Synergy and the City participated in an administrative hearing before a City-appointed hearing officer, who was an employee of the City. 29. The City undertook to prove at the hearing that it had the right to remove Synergy from the Project without the consent or request of the prime contractor, GBI. 30. GBI testified at the heating on behalf of Synergy and in opposition to the City’s actions. 31. On January 8, 2015, the hearing officer issued a Statement of Findings, which rejected ‘Synergy’s arguments about the propriety and legality of the City’s use of Section 4107(a)(7) to ‘COMPLAINT 4 Case NaCea an eon 10 u 12 3 4 15 16 7 18 19 20 a 22 23 4 25 26 27 28 ¢ 2 hold the hearing, and instead adopted the City’s theory that it could use the section to unilaterally remove Synergy as a subcontractor on the project, without the prime contractor requesting that Synergy be removed. 32, While the City wrote three previous letters regarding removing Synergy from the Project (see $I 20, 23, 25), the removal was not official or final until the hearing officer issued his, Statement of Findings on January 8, 2015. The prior letters asserting the City’s desire to remove Synergy from the project did not carry the necessary authority to remove Synergy from the Project. The only way Synergy could have been properly removed from the Project was under the authority of a hearing that complied with the relevant sections of the Subletting and ‘Subcontracting Fair Practices Act. 33, Synergy brought a Petition for Writ of Mandate to review the Hearing Officer's ruling. In its Writ of Mandate, Synergy argued that the City failed to act as required by law because, while the City claimed that it had authority under Public Contract Code Section 4107 to unilaterally remove Synergy from the Project, Section 4107 did not provide the City with any such authority. ‘Synergy further argued that the City had no other legal authority to remove a subcontractor from ‘a public works project without the request of the prime contractor. Therefore, Synergy argued, the hearing that resulted in the City’s Statement of Findings, was improperly held and without egal authority. As a result, the resulting Statement of Findings was equally improper and had no authority. 34. On November 10, 2016, the San Francisco Superior Court granted Synergy's Writ and ordered the Hearing Officer's Determination to be vacated, finding that the City’s actions were not supported by the law. Attached hereto as Exhibit B is a true and correct copy of the court's order. FIRST CAUSE OF ACTION Intentional Interference with Contractual Relations 35, Plaintiff incorporates by reference each and every allegation in each preceding paragraph as if fully set forth herein. COMPLAINT 3 Case No.fet ee lee ¢c 2 36. At the time the City issued its Statement of Findings related to the dispute about the Project, a valid contract existed between Synergy and GBI. (See Exhibit A.) 37. The City had knowledge of the contract between Synergy and GBI because, in the bid ‘GBI submitted to the City, GBI listed Synergy as a subcontractor to perform work on the Project. ‘Therefore, the City knew a subcontract had been entered between GBI and Synergy. ‘Consequently, the City also knew that Synergy had a right to perform the work on the Project unless GBI removed Synergy under the relevant provisions of the Subletting and Subcontracting Fair Practices Act. 38. The City's issuance of a Statement of Findings was the official and final act that removed Synergy from the Project. The issuance was an intentional act to induce a breach or disruption in the contract between Synergy and GBI. The January 8, 2016 Statement of Findings adopted the City’s theory that it could use Section 4107(a) to unilaterally remove Synergy as a subcontractor ‘on the project, without GBI requesting that Synergy be removed. 39. The sole design and purpose of the City's issuance of the Statement of Findings was to disrupt the contract between Synergy and GBI by unliterally removing Synergy from the Project and depriving Synergy of the right to perform the work under its contract with GBI. 40. The issuance of the Statement of Findings caused a breach or disruption in the contractual relationship between Synergy and GBI because the issuance deprived Synergy of the rights. afforded to it in the contract between Synergy and GBI, specifically performing work on the Project. 41. The issuance of the Statement of Findings also caused a breach or disruption in the ‘contractual relationship between Synergy and GBI because the issuance breached and disrupted the contract provisions that provided only GBI could terminate Synergy from the Project in compliance with the Subcontracting and Subletting Fair Practices Act. 42, Synergy was damaged by the City's intentional act of issuing the Statement of Findings because the issuance: (1) removed Synergy from the Project; (2) Synergy was unable to complete its work on the Project and be compensated for that work; (3) Synergy was left with unabsorbed COMPLAINT @ Case No.ewe aan se 10 u 12 13 14 15 16 7 18 19 20 21 22 23 ez 26 a 28 ¢c 3 ‘overhead and unrealized profit; and (4) Synergy was deprived of the rights afforded to it by the contract between Synergy and GBI. WHEREFORE, Synergy prays for relief as hereinafter set forth. SECOND CAUSE OF ACTION Intentional Interference with Prospective Economic Advantage 43, Plaintiff incorporated by reference each and every allegation in each preceding paragraph as if fully set forth herein, 44, At the time the City issued its Statement of Findings related to the dispute about the Project, an economic relationship existed between Synergy and GBI, with the probability of ‘economic benefit to Synergy. (See Exhibit A.) 45, The City had knowledge of the relationship between Synergy and GBI because, in the bid (GBI submitted to the City, GBI listed Synergy as a subcontractor to perform work on the Project. ‘Therefore, the City knew a subcontract had been entered between GBI and Synergy. Consequently, the City also knew that Synergy had a right to perform the work on the Project, unless GBI removed Synergy under the relevant provisions of the Subletting and Subcontracting Fair Practices Act. 46. The City's issuance of a Statement of Findings was the official and final act that removed /Synergy from the Project. The issuance was an intentional act to disrupt the economic relationship between Synergy and GBI. ‘The January 8, 2016 Statement of Findings adopted the City’s theory that it could use Section 4107(a) to unilaterally remove Synergy as a subcontractor Cn the project, without GBI requesting that Synergy be removed. 47. The issuance of the Statement of Findings actually disrupted the economic relationship between Synergy and GBI because the issuance deprived Synergy of the rights afforded to it in the contract between Synergy and GBI. 48. The issuance of the Statement of Findings also disrupted the economic relationship between Synergy and GBI because the issuance disrupted the contract provisions that provided ‘only GBI could terminate Synergy from the Project in compliance with the Subcontracting and Subletting Fair Practices Act. ‘COMPLAINT 7 ‘Case Nac 2 49. The City’s interference was wrongful, not just because the City interfered with an existing economic relationship, but also because the City’s actions were proscribed by statute and contravened Section 4107 of the Public Contract Code. (See Exhibit B.) The San Francisco ‘County Superior Court confirmed that the City’s actions contravened Section 4107 init November 10, 2016 order granting Synergy's Writ and ordering the Hearing Officer's Determination to be vacated because the City's actions were not supported by the law. (/d.) 50, Synergy incurred economic harm from the City’s intentional act of issuing the Statement of Findings because the issuance: (1) removed Synergy from the Project; (2) Synergy was unable to complete its work on the Project and be compensated for that work; (3) Synergy was left with unabsorbed overhead and unrealized profit; and (4) Synergy was deprived of the rights afforded to it by the contract between Synergy and GBI. WHEREFORE, Synergy prays for relief as hereinafter set forth. THIRD CAUSE OF ACTION Negligent Interference with Prospective Economic Advantage SIL. Plaintiff incorporated by reference each and every allegation in each preceding paragraph as if fully set forth herein, ‘52. Synergy and GBI were in an economic relationship that would have resulted in future ‘economic benefit to Synergy because the subcontract agreement entered into by Synergy and GBI gave Synergy a right to work on the Project, and a right to be compensated for its work on the Project. 53. The City knew or should have known of the relationship between Synergy and GBI because, in the bid GBI submitted to the City, GBI listed Synergy as a subcontractor to perform work on the Project. Therefore, the City knew a subcontract had been entered between GBI and Synergy. Consequently, the City also knew that Synergy had a right to perform the work on the Project unless GBI removed Synergy under the relevant provisions of the Subletting and ‘Subcontracting Fair Practices Act 54. The City knew or should have known that this relationship between Synergy and GBI ‘would be disrupted if the City failed to act with reasonable care. ‘The harm to Synergy, resulting COMPLAINT 3 Case No.10 uw 2 13 “4 15 16 7 18 19 20 2 22 23 24 25 26 7 28 c 3 from the issuance of the Statement of Findings, was foreseeable. It was obvious and undeniable that removing Synergy from the Project would harm Synergy by preventing it from completing work on the Project, preventing Synergy from being compensated for that work, leaving Synergy with unabsorbed overhead and unrealized profit, and depriving Synergy of the rights afforded to it by the contract between Synergy and GBI. 55. The ty failed to act with reasonable care because it engaged in wrongful conduct that was proscribed by statute and contravened Section 4107 of the Public Contracting Code. (See Exhibit B.) The San Francisco County Superior Court confirmed that the City’s actions contravened Section 4107 in its November 10, 2016 order granting Synergy’s Writ and ordering the Hearing Officer's Determination to be vacated because the City’s actions were not supported by the law. (Id.) 56. The relationship between Synergy and GBI was disrupted because the City’s issuance of the Statement of Findings removed Synergy from the Project and caused a breach or disruption in the subcontract agreement between GBI and Synergy. 57. Synergy was harmed and the City’s wrongful conduct was a substantial factor in causing /Synergy’s harm. Synergy suffered injury by the City's issuance of the Statement of Findings ‘because the issuance: (1) removed Synergy from the Project; (2) Synergy was unable to complete its work on the Project and be compensated for that work; (3) Synergy was left with unabsorbed ‘overhead; and (4) Synergy was deprived of the rights afforded to it by the contract between Synergy and GBI. 58, Furthermore there was a sufficiently close connection between the City's issuance of the Statement of Findings and the removal of Synergy from the Project because the issuance was the direct and immediate cause of the removal of Synergy from the Project. While the City wrote three previous letters regarding removing Synergy from the Project (see 20, 23, 25), the removal was not official or final until the hearing officer issued his Statement of Findings on January 8, 2015. (See 30.) 59, The y's issuance of its Statement of Findings, removing Synergy from the Project, was intended to affect Synergy because the sole purpose of the issuance was to remove Synergy from ‘COMPLAINT 9 Case No.c 2 the Project, or the City should have known that its actions would have this effect and the City negligently undertook its course of action, 60. For all of these reasons, the City owed Synergy a duty of care, which it breached when it issued a Statement of Findings that was designed to remove Synergy from the Project. WHEREFORE, Synergy prays for relief as hereinafter set forth. PRAYER WHEREFORE, Plaintiff prays for relief as follows: 1. For damages in an amount to be proven at trial; 2. For costs of suit; and 3. For such other relief as the Court may deem just and proper. Dated: July 10, 2017 Respectfully Submitted, MOSCONE EMBLIDGE &¢ OTIS LLP Attorneys for Plaintiff SYNERGY PROJECT MANAGEMENT, INC. ‘COMPLAINT — 10 ‘Case No.Exniert AEXHIBIT A EXHIBIT A.. c 3 _DécuSi Evetpe lo: 8¢D85360-7C00-4071.87F7-CADADSFOOSIS @ Ghilotti Bros, Inc. 525 IACOBY STREET » SAN RAFAEL, CA 94903, 7 418.454.7031 + 415,484,8376, STATE CONTRACTORS LICENSE # 13212 Subcontract General Terms & Conditions — Long Form ‘SCOPE OF WORK 2) SUBCONTRACTOR shall furnish all labor, material, supplies and equipment, and perform all work necessary to ‘complete the following part or parts ofthe work ofthe General Contract In all respects as I therein required ‘of the CONTRACTOR, and all work incidental thereto, all in accordance with the terms and conditions of the General Contract including the General Conditions, Drawings, Specifications and other Dacuments, which by Reference, are made part of sald General Contract, all of which shall be considered part of the AGREEMENT by this Reference thereto, and SUBCONTRACTOR agrees to be bound to CONTRACTOR and OWNER by the terms and Provisions thereof. b)_ CONTRACTOR shall have the same rights and privileges as against the SUBCONTRACTOR herein as the OWNER. inthe General Contract has against CONTRACTOR. ‘) tis agreed that the materials to be furnished and/or work to be done by the Subcontractor ate as stated on page 1 of the attached Job Specific Scope of Workline items, Mi, AGREEMENT PRICE AND PAYMENT 8) CONTRACTOR will pay SUBCONTRACTOR for the satisfactory performance of this AGREEMENT, the sum as PER PRICES SET FORTH ABOVE IN THE ATTACHED JOB SPECIFIC SCOPE OF WORK LINE ITEMS, subject to additions. and deductions provided for herein. CONTRACTOR agrees to pay SUBCONTRACTOR for sald work subject to additions and deductions as herein provided, payable as work progresses on estimates made and approved by CONTRACTOR and within three (3) days after CONTRACTOR actually recelves payment from OWNER on account of SUBCONTRACTOR’ work. CONTRACTOR may withhold retention from SUBCONTRACTOR progress payment, The percentage of retention withheld shall not exceed the percentage withheld under CONTRACTOR'S contact withthe OWNER, SUBCONTRACTOR agrees to furnish, and when required by CONTRACTOR, payroll affidavits (including statements of non-performance for CONTRACTOR records), receipts, vouchers, releases of claims of labor, and imaterll, and agrees to furnish same from its subcontractors, suppllers and/or materialmen Inform satisfactory to CONTRACTOR prior to receipt of any payment. CONTRACTOR may, at its option, make any payment or portion thereof by joint check payable to SUBCONTRACTOR and any ofits subcontractors, suppllers and/or materialmen. "Nothing herein shall walve or impair any eights of elther party, at aw or in equity, to setoff. Upon reasonable writen notice, CONTRACTOR shall have the right to pay union benefft trust funds, employees, subcontractors, suppllers, taxing authorttles, apprenticeship councls, and any other creditors of SUBCONTRACTOR, or creditors ‘of SUBCONTRACTOR'S lower ter subcontractors or suppliers for the 2264) project, If SUBCONTRACTOR falls ‘do s0, and satisfaction ofthe obligations owed by SUBCONTRACTOR to such persons shall consthute payment {or purposes ofthis Agreement, with the amounts otherwise owed under this Agreement to be adjusted accordingly. Notwithstanding the foregoing requlrements ofthis Article I, Subcontractor expressly does not walve any statutory right to collect prompt payment penalties, b) CONTRACTOR may in addition withhold from any payment or retention up to 150% of the amount of any disputed item, including without limitation, amounts CONTRACTOR belleves may be necessary to withhold to protect CONTRACTOR from any potential cialms which may result from SUBCONTRACTOR fallng to furnish appropriate walvers and releases for itself or any lower ter subcontractors or suppliers. Pages oft¢ 3 _PBcusion Envelope 1: 9¢D66350-7000-4971-87F7-CADADEFO0933 Ghilott! Bros, Inc. 525 JACOBY STAEET « SAN RAFAEL, CA 94301 P 415.456.7021 » F 435.054.0276 STATE CONTRACTORS LICENSE #13232 Subcontract General Terms & Conditions ~ Long Form COS SRI RT )_ On public works projects with the State of California or any subdivision thereof, the amounts (any) which ‘CONTRACTOR is obligated by this AGREEMENT to pay as retention shall be pald within three (3) days after ‘ecelpt of retention by CONTRACTOR; additionally, on such state or local projects, the percentage of retention ‘withheld {when there are no additional reasons for withholding) shall not exceed the percentage required to be withheld under CONTRACTOR'S contract with the OWNER. On such a state or local publle works project, a ‘SUBCONTRACTOR with a contract of 5% or more of the project price also may have the right under applicable law and depending on the circumstances elther to post securities In leu of retention or to récelve interest on certain sums when the CONTRACTOR has posted securitles In leu of retention, 4) Notwithstanding any other term of this AGREEMENT, CONTRACTOR shall be permitted a reasonable period of time to pursue remedies and collect from OWNER or other persons for progress payments, final payments or ‘ther payments on account of SUBCONTRACTOR's work or calms, before payment shall become due to SUBCONTRACTOR. What ls a "reasonable time” shall be decided based upon all relevant circumstances, but shall in no event be less than the amount of time needed to pursue ta conchision (Including collection) ‘avallable remedies against OWNER, insurers, other subcontractors, or any other party responsible for payment. Notwithstanding any proviston of this AGREEMENT, Ifthe reason that a payment by OWNER to ‘CONTRACTOR has falled to come due Is not because of an act or omission of SUBCONTRACTOR (including, without limitation, a deficiency In SUBCONTRACTOR’s work) then the payment shall become due no later than @: (20) days ater it would otherwise have become due In the absence of a fllure by OWNER to have mace payment.” MW, SUBCONTRACTOR'S OBLIGATIONS a) SUBCONTRACTOR acknowledges that he has read the GENERAL CONTRACT and all plans and specifications and \s familar therewith and agrees to comply with and perform all provisions thereof applicable to SUBCONTRACTOR, b) The SUBCONTRACTOR shall conform in all respects to the provisions and regulations of any general or local act of ordinance, or any local authority which may be applicable to the work, hold harmless, defend, and Indemonify the CONTRACTOR against al penalties by reason of nonobservance of any such provisions oF ‘regulations. SUBCONTRACTOR will abide by and comply with all OSHA standards and regulations. if SUBCONTRACTOR's conduct results in an OSHA violation or citation, they will be held responsible for the ‘resulting fines against themselves and thé CONTRACTOR, as well as any resulting legal fees. ‘¢) SUBCONTRACTOR agrees to obtain and pay forall censes and official inspections made necessary by its work ‘and ta comply with al codes, laws, ordinances and regulations bearing on its work and the conduct thereof. 4) SUBCONTRACTOR shall emave from the premises, as often as directed by the CONTRACTOR, all ubbish and surplus material which may accumulate from the prosecution of sald work and should SUBCONTRACTOR fall to do so, CONTRACTOR may, at his option, remave same without further notice at SUBCONTRACTOR'S expense. 2) SUBCONTRACTOR shall submit sb (6) coples of submittal data. Reference to the applicable sections of the contract documents for those items is required. Submittal shall reference the project title, number and specification section. All submittals must be submitted tothe CONTRACTOR within twenty (20) working days ‘of Subcontract NTP date. 4) Onall projects subject to state or local prevalling wage requirements, SUBCONTRACTOR shall comply with any applicable California prevaliing wage laws. The provisions of California Labor Cade Sections 1771, 1775, 1776, 377755, 1813 and 1825 shall apply. On all such projects, as a condition precedent to final payment, Page 2 of14¢ 3 cust elope ID: #¢D68980-7C00-4071-07F7-CADADEFODaED Ghilotti Bros, Inc. 525 JACOBY STREET + SAN RAFAEL, CA 34902 P 435.454.7031 » F415.454.0376 STATE CONTRACTORS LICENSE #13212 Subcontract General Terms & Conditions - Long Form ‘SUBCONTRACTOR agrees to provide an affidavit that complies with the terms of Labor Code Section, 1775(b\(4). SUBCONTRACTOR acknowledges and agrees that It has performed Its own Investigation as tothe ‘appicablity of Calfornia prevailing wage laws, the federal Davs-Bacon Act, or any similar laws, regulations, or ‘contract requirements; SUBCONTRACTOR shall comply with all applicable laws, regulations, or other requirements concerning payment of wages and conditions of employment, and record Keeping in accordance ‘therewith, SUBCONTRACTOR agrees to furnish certified payrolls promptly upon demand and further agrees to ‘cooperate fully any effort by CONTRACTOR to verify compliance with labor laws and regulations, including requirements under the Davls-Bacon Act or the California Labor Code. Such cooperation shall Include, without limitation, furnishing coples and originals of records and providing access to emplayees or witnesses for Interviews and statements. In addition to and without derogation to any other rights that Contractor may enjoy, CONTRACTOR may withhold sufficient funds to protect Contractor against any clalms related to labor requirements, Including without imitation, requirements under the Davis-Bacon Actor the California Labor Code, SUBCONTRACTOR agrees that the amounts set forth as the Agreement Price shall be deemed to be full compensation for complance with such laws, regulations, o requirements, including payment of all applicable wage rates, and that no additional compensation will be owed to SUBCONTRACTOR in the event that SUBCONTRACTOR Is required thereunder to pay higher wages or Incur addtional costs that SUBCONTRACTOR contends that t dd not anticipate. ‘The SUBCONTRACTOR, asa part ofthe obligations assumed by him inthis AGREEMENT, accepts exclusive {tablty forall taxes and contributions required of the CONTRACTOR or SUBCONTRACTOR by the Federal Socal Security Act and the Unemployment Compensation Law or similar taw in any state In respect to the employees ‘of SUBCONTRACTOR in the performance of the work herein provided for, and agraes to furnish CONTRACTOR with sultable written evidence that he has been authorized to accept such liability. The SUBCONTRACTOR further agrees that If he cannot furnish sald evidence or should fall to do so prior to beginning his work, the CONTRACTOR may, at hs option, pay or reserve for payment sald taxes and contributions and deduct the amount paid or reserved from payments due, orto become due, the SUBCONTRACTOR. The SUBCONTRACTOR agrees to hold harmless, defend and indemnify the CONTRACTOR against all ability in respect to said employees under sald actor law. hh) The SUBCONTRACTOR accepts exclusive lability for any and all sles tax or use tax which may be assessed d K against materials, equipment or labor used in this part of the work. ‘SUBCONTRACTOR shall provide safe and sufficient foclties to OWNER, ENGINEER, CONTRACTOR, or their duly authorized representatives for inspection of the work by SUBCONTRACTOR, SUBCONTRACTOR shall provide safe and sufficent facilities for SUBCONTRACTOR’S own workmen, suppliers, ‘and any other individuals for whom SUBCONTRACTOR Is responsible, SUBCONTRACTOR shall within one (2) working day after recelving written notice fram CONTRACTOR proceed promptly to remove from the site all materials and work which the ENGINEER has condemned or falled to approve and shall promptly make good all such work and all other work damaged or destroyed in removing or ‘making good sald condemned work. ‘SUBCONTRACTOR shall warrantee and guarantee all work done by him under this AGREEMENT against deficiencies and defects in materials and/or workmanship for the period of time of CONTRACTOR'S warrantee: and guarantees to OWNER, but In no event for less than one year after notice of completion is recorded. SUBCONTRACTOR shall at all times supply adequate tools, appliances and equipment, a sufficient number of properly skilled workmen and a sufficient amount of materials and supplles of proper quality to efficiently and Page.of4. ¢c 3 (écuSip mops 1D; 9C0869S0-7000-4971-87F7-CADADBFO0333 n) °) a) b 4 e) Ghilott! Bros,, Inc. S25 JACOBY STREET © SAN RAFAEL, CA 54902, PA35.454.7011 » F 415.454.8376 STATE CONTRACTORS LICENSE # 13212 Subcontract General Terms & Conditions — Long Form NL promptly prosecute sald work and shall promptly pay for al materials purchased and shell pay al workmen ‘each week and obtain and furnish CONTRACTOR weekly with two (2) coples of certified payroll upon request. ‘The SUBCONTRACTOR shall gve his personal superintendence to the work or have a competent foreman or superintendent satisfactory to CONTRACTOR on the work at all times during progress with authority to act for him, Inthe event ofa dlspute, SUBCONTRACTOR shall comply with CONTRACTOR'S written directives and shall continue performance In accordance with V(e). 'V, ENTIRE AGREEMENT ‘This Agreement represents the entire agreement between CONTRACTOR and the SUBCONTRACTOR and supersedes any prior written or oral representations. SUBCONTRACTOR, Its subcontractors, suppliers and/or ‘materlalmen are bound by the prime contract and any contract documents Incorporated therein Insofar as they relate in any way, directly or indirectly, to the work covered by this Agreement. V. PERFORMANCE OF WORK (TIME & SCHEDULE) ‘On Caltrans A+B projects, or on other projects where the CONTRACTOR'S bid proposal to the OWNER Includes ‘not only price(s), but also durations and/or dates for performance, SUBCONTRACTOR agrees that at no ‘additional cost it shall conform to the CONTRACTOR'S baseline schedule and all revisions thereto, and the activities and durations therein, which the CONTRACTOR has designated In order to meet milestones, ‘completion dates and durations based on the CONTRACTOR'S bid, notwithstanding that the OWNER'S. solicitation for bid proposals may have permitted the submission of a bid proposal that includes campletion or milestone dates and/or greater durations, ‘Time Is of the essence of this AGREEMENT. SUBCONTRACTOR shall commence work promptly on notice by the CONTRACTOR and shall prosecute the same dllgently In accordance with the mutually agreed Work Schedule, continuously and at a speed that will not cause delay In the progress of CONTRACTOR'S work or the ‘work carried on by other subcontractors ar OWNER. CONTRACTOR may requlre SUBCONTRACTOR to prosecute In preference to other parts of the work such part or parts 2s CONTRACTOR may specity. SUBCONTRACTOR at CONTRACTOR'S request and at the time specified in such request shall submit to CONTRACTOR progress, procurement, and man-hour completion schedules, satisfactory in form and content to CONTRACTOR and upon CONTRACTOR'S acceptance of the schedules shall prosecute the work In accordance therewith. ‘To secure performance by SUBCONTRACTOR and any funds expended by CONTRACTOR hereunder, ‘CONTRACTOR shall have a len upon all materials, tools, appliances and equipment of the SUBCONTRACTOR ‘on the premises or used in connection with sald work, ‘The SUBCONTRACTOR shall not deviate from the plans and specifications except on written order from the CONTRACTOR. SUBCONTRACTOR shall be responsible for any damage, inconvenience, or Increase of costs arising directly or indirectly from fallure of SUBCONTRACTOR to observe the same. CONTRACTOR shall have the right to make changes In the plans and specifications, and the SUBCONTRACTOR on notice thereof shall be governed thereby. Allowance for extra work and deductions for omissions shall be by mutual AGREEMENT between the CONTRACTOR and the SUBCONTRACTOR or determined In accordance with procedures specified Inthe GENERAL CONTRACT. No changes are to be made however except upon a prior written order from Page of 4g a c 2 '9CD65350-7C00-4971-87F7-CADADGFO0S33 Ghilotti Bros, Inc. 525 JACOBY STREET «© SAM RAFAEL, CA 94901 415.454.2031 » 425.454.8376. STATE CONTRACTORS LICENSE # 13212 Subcontract General Terms & Conditions - Long Form ‘CONTRACTOR and CONTRACTOR shall not be held lable to SUBCONTRACTOR for any extra labor, materials, or equipment furnished without such written order. In the event a dispute arises between SUBCONTRACTOR and CONTRACTOR, SUBCONTRACTOR expressly ‘agrees that It will continue to perform Its work for reasonable time and during dispute resolution process. VL DELAYS ‘Any damages for delay caused by SUBCONTRACTOR shall be deducted by CONTRACTOR from the agreed price, subject, however, to the options of the CONTRACTOR to terminate sald AGREEMENT for default as herein elseivhere provided. b) Except as provided in subparagraph (e) and ({), CONTRACTOR shall not be liable to the SUBCONTRACTOR for od e delay to SUBCONTRACTOR'S work by the act, neglect or default of the OWNER, Its ARCHITECTS and/or ENGINEERS, or by reason of strikes, lockouts, or on account of any acts of God, or any other cause beyond the CONTRACTOR'S contrat; but CONTRACTOR will cooperate with SUBCONTRACTOR to enforce any just clalm against the OWNER, Its ARCHITECTS and/or ENGINEERS for delay. ‘Should SUBCONTRACTOR be delayed In his work by CONTRACTOR, then CONTRACTOR shall owe SUBCONTRACTOR therefore an extension of time and reasonable cost for delay for completion equal tothe delay caused and then only ifa written claim for delay s made to CONTRACTOR within forty-elght (48) hours from the time of the beginning ofthe delay. ‘To secure performance by SUBCONTRACTOR, and any funds expended by CONTRACTOR hereunder, CONTRACTOR shall have len upon all materials, of the SUBCONTRACTOR on the premises or used in connection with sald work. Inthe event that CONTRACTOR in its sole dscretion shall seek compensation from the OWNER as a result of any delay, SUBCONTRACTOR shall be entitied to an equitable portion of any amount recovered by CONTRACTOR plus an allquot share of the cost of pursuing sald claim. This provision shall not be construed to require the CONTRACTOR to pursue any claim against the OWNER or any other party. ‘To the greatest extent permitted by law, the remedies set forth at paragraphs (b},(c) and {e) hereof shall constitute SUBCONTRACTOR'S exclusive remedies for delay, disruption, acceleration, or similar isues relating to schedule or timely performance ("DELAY CLAIMS"), regardless of cause; notwithstanding the foregoing, however, to the extent that the contract between OWNER and CONTRACTOR expressly authorizes CONTRACTOR to recover from OWNER for DELAY CLAIMS, then SUBCONTRACTOR shall have the same rights nd ablty, but only to the same extent and no greater, to recaver from CONTRACTOR for such DELAY CLAIMS, Vi. CHAN RK SUBCONTRACTOR shall make no changes In the work covered by this Agreement without written direction from the CONTRACTOR. SUBCONTRACTOR shall not be compensated for any change which Is made without such written direction, No changes in the work covered by thls Agreement shall exonerate any surety of any bond given in connection with the Agreement, Vill. INSPECTION AND PROTECTION OF WORK SUBCONTRACTOR shall make the work accessible at all reasonable times fr inspection by the CONTRACTOR. SUBCONTRACTOR shall, at the first opportunity, inspect all material and equipment delivered to the job site by Page Sof 4¢c 3 scuSigt Envelope 10: 9COESSEAICDO-4971-87F7-CADADSFONSSS Ghilotti Bros,, Inc. 525 JACOBY STREET « SAN RAFAEL, CA 94902 7 435.454.7011 » 415.454.8376 STATE CONTRACTORS LICENSE # 13232 Subcontract General Terms & Conditions - Long Form TC ‘others to be usel or Incorporated In the SUBCONTRACTOR's work and glve prompt notice of any defect therein, SUBCONTRACTOR assumes full responsibility to protect the work done hereunder until final ‘acceptance by theArchitect, Owner and CONTRACTOR. 1%, INDEMINIBCATION @) To the greatest etent permitted by law, SUBCONTRACTOR shall defend, Indemnify and hold harmless CONTRACTOR, OWNER, and OWNER's architect or engineer, and any of thelr respective directors, officers, agents, employes, parents, affllates, subsidlarles, partners, and representatives, and any other persons or ‘entities designated by any of them (collectively, the *INDEMINITEES*) from and against al actions, penalties, assessments fing, actions by governmental authorities, demands, abilities, clalms, damages, casts, losses, and expenses, inkiding but not Imited to attorney's fees and costsall collectively referred to as “Liabilities”, which arise out dor ae in any way related (I) to actual or alleged actions or omissions by SUBCONTRACTOR ‘or any of ts subantractors, suppliers, vendors, employees, or persons for whom It Is responsible; l) to ‘SUBCONTRACTORS presence on the site; or {i} tothis Agreement. The obligations hereunder stall apply regardless of whher or not the INDEMNITEE and/or the SUBCONTRACTOR, Its directors, officers, employees, agents, and/or sibcontractors or suppliers of any ter, are actively or passhvely negligent, are in contractual breach or othervée at fault, except that there shall be no obligation to defend or Indemnity to the extent that QB _—_ sean obtgatr would violate Section 278 ofthe Cv Code, or anyother statute or aw, a8 apples tothe specific circumstnces ofthe project; for example, there shall be no obligation to indemnify an indemnitee ‘against the Indeanttees’ wilful misconduct or sole negllgence. Upon tender, SUBCONTRACTOR shall Immediately praide and shall continue to provide a complete defense to Indemnitee. The defense obligations of ticprovision are separate and Independent covenants from the duty to indemnify. The obligations of thkSection Vil ae in no way limited or relieved by SUBCONTRACTOR having obtained Insurance, by theprovisions of Section Vil, and/or, and to the extent permitted by law, by the provisions of ‘any workers conpensation law, regulation, or arrangement. This Sectlon LX. Indemnification shall apply fegardiess of whather SUBCONTRACTOR has completed its work or this Agreement has been terminated. ) If hazardous subtance of a type of which an employer Is required by law to notify its employees are being used on the sitely the SUBCONTRACTOR, Its subcontractors or anyone directly or indirectly employed by ‘ther, the SUBCONTRACTOR shall rior to exposure of any employees on the site to such substance, give written natice ofthe chemical composition thereof to the CONTRACTOR in sufficient detal and time to permit compliance withauch laws by the CONTRACTOR, other subcontractors and employers on the site. X. INSURANCE Prior to commencanent of construction, SUBCONTRACTOR shal deliver to CONTRACTOR Job Specific Certificates of Insuance and required endorsements evidencing the existence and amounts of insurance required herein, Nepolicy shal be canceled or subject to reduction of coverage except after thirty (30) days prior wrtten notlceto CONTRACTOR, SUBCONTRACTOR shallprocure and maintain at its own cost and expense, atall times during $e terms of this AGREEMENT and through all applicable statute of limitation periods following completin of the work, the following insurance coverage and endorsements in Insurance companies and forms acceptalle to CONTRACTOR, 1a) Worker Compensation and Employers’ lability: Workers’ Compensation Insurance shall be provided inamounts prescribed by law, including U.S. Longshoremen’s and Harbor Workers’ Pages of 14c 3 DéeuSigt Envelope ID: 9C056950-70004971-87F7-CADADEFO0233 Ghilotti Bros, Inc. 525 JACOBY STREET + SAN RAFAEL, CA $4902 PALS.AS4.7011 « 435.454.6376 STATE CONTRACTORS LICENSE #14232 Subcontract General Terms & Conditions — Long Form ‘Compensation Act, the Jones Act or any other Federal, tate or local employment regulations. Employers’ ability Imits should be provided at mits not less than: $2,000,00 each accident for bodily Injury by acetdent; $3,000,000 poticy limit for bodly Injury be disease; $1,000,000 each employee for ‘bodlly injury by disease. A walver of Subrogation endorsement shall be provided in favor of Owner and CONTRACTOR and their respective officers, rectors and employees, and any other parties required by (Owner on NCC! form WC 00 03 13, or its equivalent. If Subcontractor leases any employees through another company then they will provide evidence of coverage in the form ofan altemative cemployer/leased employee endorsement. Risk Retention Groups and Self insured Groups are not acceptable. 'b) General liability: Commercial General Liability and Personal injury insurance covering OWNER, ‘CONTRACTOR, and SUBCONTRACTOR for bodily injury, property damage and personal Injury. Said Insurance shall cover all operations performed by or on behalf of SUBCONTRACTOR in a coverage form no less restrictive than insurance Services Office's Commercial iablty Form CGOOO1, The limits of lability shall not be less than: $2,000,000 each occurrence {combined single limit for bodlly Injury and property damage) $1,000,000 for personal Injury ability $2,000,000 aggregate for products/completed operations $2,000,000 general aggregate Whigher limits are required by the Owner, the SUBCONTRACTOR will comply with such limits by praviding ‘evidence of an umbrella or excess lability policy. f Excess or Umbrella Liabilty policies are used to meet the ‘required tims of liability then sald policies shall be “following” form ofthe underlying policy and shall meet al of the insurance requirements stated hereln including the additional Insured and primary Insurance requirements. ‘A. Premises and Operations Coverage B. Products and Completed Operations, which shall be maintained through the explratlon of all applicable statutes of limitation following completion of the work Personal and Advertising injury Lablity D. Contractual Liability insuring the obligations assumed by Subcontractor In thls Agreement E. Broad Form Property Damage, including Completed Operations F, CONTRACTOR, Its officers, directors, and employees, and OWNER shall be endorsed as additional insureds under the Occurrence form Commerclal General lability policy and sald endorsement shall bbe on a form CG 2010 1285 or equivalent (to be reviewed), and shall not contain any additional exclusions. The additional insured provisions shall include products and completed operations ‘coverage, and shall be maintained on all subsequent policy renewals through all applicable statute of limitation periods following completion of the work. G, The policy shall stipulate that the Insurance afforded the addtional insureds shall apply as primary Insurance and that any other insurance carrier by CONTRACTOR, his officers, rectors, and ‘employees or OWNER will be excess only and will not contribute with the Insurance. H, Coverage shall apply on an “occurrence” basis. Clalms made or modified occurence policles are not allowed. Page 7 of 14¢ 3 cui Ervelepe IO: 92065950-7000-971-87F7-CADADEFOOSS3 Ghilotti Bros, Inc. 525 JACOBY STREET + SAN RAFAEL, CA 94902 415.454.7023 © F 415.454.8376 STATE CONTRACTORS LICENSE 4 12232 Subcontract General Terms & Conditions — Long Form "The General Aggregate Limit shal apply separately to this project. ‘Any “Overall or Total Policy Aggregate Limit” shall be submitted to Contractor for appraval prior to commencing work. Defense Costs shall be in addltion tothe policy limits. ‘The policy shal provide a Waiver of Subrogation to all Additional Insured parties. . Any “cross sus” exclusions shall not apply to any additional insureds. ‘There shall be no provision which excludes or limits coverage for claims brought by employees of any subcontractor or claims by any lower ter subcontractors, such as an Independent subcontractor exclusion ©. There shall be no coverage exclusions or restrictlons for subsidence, earth movement, explosion, callapse or underground hazards. . i Subcontractor of any tler performs any work or conducts any operations within fifty feet of any railroad, Subcontractor shall obtain an endorsement to Its General Liability policy to delete any exclusion including the "Contractual Liability” exclusion, for work performed within fifty feet of a rallroad. A copy of such endorsement shall be provided to Contractor prior to any work or ‘operations by Subcontractor within fifty feet of any allroad. , For residential projects, there shall be no coverage exclusions oF restriction for any residential construction, Including, but net limited to, apartments or other types of muith-familly housing. Ss R.Deductibles or Self insured Retentions greater than $25,000 shall be submitted to Contractor for approval prior to commencing work. All Self Insured Retentions shal be dsclosed on the certificates cof Insurance and a copy ofthe Self Insured Retention endorsement or polcy provision shall be provided along with the certificate of insurance. All Self insured Retention provisions must state ‘that retention amounts may be satisfied by ether the Named insuredis) or any Adltlonal Insured(s). Seif insured Retentions that can be satisfied by only the Named Insured(s) are not acceptable. zEer ¢) Automobile lability: SUBCONTRACTOR shall carry automobile liability Insurance, Including owned, ‘non-owned and hired coverage with limits of labilty of not less than $2,000,000 per occurrence (Combined single limit for bodily injury and property damage). ifthe Subcontractor or Its Subcontractors transport hazardous materials, regulated substances or wastes, the policy shall Include Endorsement 'MCS-90. The Contractor, the Owner and their respective officers, rectors and employees, and any other parties required by Owner shall be additional insureds, ¢) Hazardous Materials. If SUBCONTRACTOR and/or Is SUBCONTRACTORS or suppliers, regardless of tler, perform remediation of hazardous materials or I thelr operations create an exposure to hazardous ‘materials as those terms are defined in federal, state or local law (Including, but not iimlted to, asbestos, lead, silica, CB's, contaminated sol, ete), SUBCONTRACTOR and Its SUBCONTRACTOR and suppllers ‘must obtain a "CONTRACTOR'S Pollution Liailty"poley with limits not less than $2,000,000 per ‘occurrence and nat less than $2,000,000 aggregate for Bodly Injury, Property Damage, Environmental Damage or Clean-up Cost, including coverage for Nor-Owned Disposal its. The Contractor, the Owner 6 and their respective officers rectors and employees, and any other partles required by Owner shall be additional insureds during the term ofthe Subcontract agreement and through all applicable statute of limitation periods folowing completion ofthe work. The policy shall stipulate the Insurance afforded to the additional insureds apples as primary insurance and that any other insurance carried by the Page 8 of 14c 3 _ DecuSig Envelope 0: SC086360-7C004871-67F7-CADADEFODESS Ghilotti Bros, ine. 525 JACOBY STREET » SAN RAFAEL, CA 94302 P425.456.7021 + F 415.454.0376 STATE CONTRACTORS LICENSE #33212 Subcontract General Terms & Conditions - Long Form ‘additional Insureds wil be excess only and will not contribute withthe Subcontractor’ Insurance. If SUBCONTRACTOR or Its SUBCONTRACTORS or suppliers haul hazardous material (including, without limitation, waste}, the policy must extend pollution coverage to the transportation of hazardous ‘materlals or pollutants by waste haullng vehicles, If SUBCONTRACTOR Is Subject to the Motor Carrier Act ‘of 1980, the Mator Carrier Act endorsement MCS-80 must be obtained and attached tothe policy. Whether written on an “Occurrence” basts or on a “Claims Made” basis, coverage shal elther be renewed continuously or shall provide an extended clalms reporting period through all applicable statute of limitation periads following completion ofthe work. €) Professional liability. Any SUBCONTRACTOR performing work that includes any design/bulld work or services shall obtain a Professional Labilty insurance Policy with limits not less than $1,000,000, Design/bulld work includes, without limitation, design/build work with respect ta mechanical, electrical, structural, plumbing and fire Sprinkler systems. Evidence of coverage in the form of a Certificate of Insurance shall be provided prior to the start of the project. SUBCONTRACTOR shall obtain coverage for a minimum of three years following completion of the project, elther through continued purchase of policies for such years or through purchase of an extended reporting period, if OWNER or CONTRACTOR ‘elects to purchase a project design policy, SUBCONTRACTOR's policy shall be endorsed to indicate that @ ‘SUBCONTRACTOR'S policy shall provide coverage once the project design policy has been exhausted. £) Riggers liability. Shoutd SUBCONTRACTOR's work involve the moving, lifting, lowering, rigging or hoisting of property or equipment, SUBCONTRACTOR shall carry adequate Rigger’s Liability Insurance to Insure against physical loss or damage to the property or equipment. 6) Alrcraft Liabilty I SUBCONTRACTOR (or its SUBCONTRACTORS or suppliers, egardless of ter) use any owned, leased, chartered or hed alrraft of any type in the performance ofthis contract, they shall ‘maintain alrerat labity Insurance In an amount of not less than $10,000,000 per occurrence, including Passenger Liabity Evidence of coverage In the form ofa certificate of Insurance shal be provided prior tothe start of the Project. The Contractor, the Owner and thelr respective officers, rectors and. employees, and any other parties required by Owner shall be addtional insureds. ‘h}Rrotection of ork/Matorlale-and-Gulldore Riek insurance SUBCONTRACTOR shallebtalnand maintain an-installation floater-or-bullders-sk-polley; SUBCONTRACTOR shall pay foralldeductibles and \walves-any-Hightto-relmburzement or subrogation with respect to-such Ineurance-SUBCONTRACTOR, chall-ecure-and protect its work and-materiale rom-damage or lose-untilfinalaccaptance-by-OWNER: 1) Work Near Railroads. If SUBCONTRACTOR (Including any lower tier SUBCONTRACTOR or supplier) performs any work or conducts any operations within fifty feet of any raliroad (including any ight rail, ‘fixed ral or other rall system), SUBCONTRACTOR shal obtain an endorsement ofits Commercial General LUabilty Policy to delete any exclusion, including the "Contractual Libllty* exclusion, for work performed within fifty feet ofa rallroad, A copy of such endorsement shall be provided to CONTRACTOR @ prior to any work or operations by SUBCONTRACTOR within fifty feet of any rllroad, J) Walver of Subrogation. CONTRACTOR and SUBCONTRACTOR walve all rights against each other for loss or damage to the extent reimbursed by any property or equipment insurance applicable to the work, except such rights as they may have to the proceeds of such insurance. if any applicable polices of Page 9 of 14¢c > DecuSid Envelope ID: 8C065350-7C00-4871-87F7-CADADEFOGS99 Ghilotti Bros., Inc, S25 JACOBY STREET + SAN RAFAEL, CA 94901 435.456.7031 © F415,454.8975 STATE CONTRACTORS LICENSE # 19212 Subcontract General Terms & Conditions — Long Form insurance referred to In this Section require an endorsement or consent ofthe insurance company to provide for continued coverage where there isa walver of subrogation, the owners of such policies wil cause them to be so endorsed or obtain such consent. k) Requirements for SUB-SUBCONTRACTORS, Truckers, Trucking Brokers, Sub-haulers, Vendors, and ‘Suppliers. SUBCONTRACTOR shall ensure that all ties of its SUBCONTRACTORS, Truckers, Trucking Brokers, Sub-haulers, vendors and suppliers shall maintaln Insurance in lke form and amounts, shall ‘comply with the additional insured requirements as set forth above, and shall provide CONTRACTOR ‘with evidence of insurance prior to commencing work, Requirements for all insurance. All insurance shall be provided from a carrier with AM. Best's Rating of A-VIl or better, unless more stringent requirements are imposed by OWNER or the terms of the contract between OWNER and CONTRACTOR, including any specifications, conditions, or other provisions, CONTRACTOR reserves. the ight, nts sole and subjective discretion, to reject an Insurer and require SUBCONTRACTOR to obtain policies from another insurer. An exception is allawed for Workers’ Compensation Insurance provided by California State Compensation insurance Fund. Certtcates of insurance. SUBCONTRACTOR shall provide scceptable Job Speificrtiicates of Insurance slong @® _withattrequired policy forms or endorsements to Contractor before commencing any work under this Subcontract Agreement. Full copes of polices shal be furnished upon request. The Certificates of Insurance and required endorsements shall provide that there wil be no cancelation or reduction of coverage without thiny (20) days prior written notice to the Contractor. Subcontractor shal contin to provide cetifeates of insurance and required pacy endorsements including the required addtonal insured endorsement, fora period of thee (3) years following completion ofthe work. Insurance Greater than the Minimum Requirements. The insurance Iimits and coverages stated In this ‘Addendum are minimum required limits and coverages. To the extent Subcontractor malntalns Insurance policies with limits greater or coverage broader than any of the minimums established herein, then Subcontractor agrees that such higher limits and broader coverage shall be deemed to be the required minimum and shall be available to the Additional insureds with respects to any of Subcontractor’s Insurance obligations hereunder. ‘Non-Compilance. in the event Subcontractor does not comply with the requirements of this Addendum, Contractor may, atts option, pravide insurance coverage to protect the Contractor and charge the Subcontractor for the cost of that insurance, hold the Subcontractor responsible for all casts Incurred by Contractor as a result of Subcontractors fallure to maintain the proper Insurance, and/or terminate this Subcontract Agreement. Contractor, at its option, may withhold payment unt acceptable certificates have ‘been furnished, or f upon receipt of a cancellation notlee on a policy, untll withdrawal of the notice or the reinstatement of the canceled policy. Contractor's acceptance of Insurance certificates shall In no way iimtt or relleve the Subcontractor of the duties and responsibiltes stated in this Subcontract Agreement, Nelther the forbearance nor omission by Contractor to require proof of all provisions of this Insurance from Subcontractor willbe deemed as a walver of Contractor's rights or Subcontractor's obligations regarding the provisions of this ‘Subcontract Agreement. Page 20 of 14¢ 3 DécuSigh Envelope 0: 9¢086360-7CBH971-87F7-CADADSFONS Ghilotti Bros., Inc. 525 JACOBY STREET « SAN RAFAEL, cA 54901 Pa1s.484.7012 © F 415.454.8376 STATE CONTRACTORS LICENSE # $3212 Subcentract General Terms & Conditions — Long Form Controtied Insurar Ifthe Contract Documents require participation In an Owner Controlled Insurance Program (OG#) or Contractor Controlled Insurance Program (CCIP), Subcontractor shall fully participate and cooperde with Contractor and Insurance Program Administrator In compliance of the program requirements. Xi, MENS SUBCONTRACTOR sta at all times maintain the project In a good condition, fréé and clear‘ all lalms;"“© encumbrances or lem and shall protect and save harmless CONTRACTOR and OWNER from all dalms, claim or tien so" Seated In the: ‘event that.a lien. ‘or clalm ls ‘made ‘against the project orthe OWNER or | peneral, | CONTRACTOR, SUBCONTRACTOR i ‘agrees that within forty-eight (48) hours Of written 'notice, to have ‘such clalm, Hlenvor imbrance removed from the Job and to place with OWNER and Prime CONTRACTOR. ‘adequate security| néure’ ‘compliance with this provision: ? Xi. BONDS ‘The SUBCONTRACTGY, upon request, shall furnish to the CONTRACTOR a performance bond and a labor and a ® materials payment tand in amount, form and substance and with surety or suetiessatisactory to the CONTRACTOR. CONIRACTOR will pay the cost of such bond, up to two percent (2%) of the total AGREEMENT amount. XIN, TERMINATION ')_ Should SUBCONTRATTOR at any time breach this AGREEMENT or fall to prosecute the sald work with promptness, dillgens and efficlency or fall to perform any of the requirements hereof, CONTRACTOR may after forty-eight (48}tours written notice, proceed as follows: 1. Provide suchmaterials, supplies, equipment and labor as may be necessary to complete sald work, pay ‘for same and#educt the amount so paid from any money then or thereafter due SUBCONTRACTOR ot 2. Withhold payment of any estimate in the event SUBCONTRACTOR be in default under this AGREEMENT co any provisan hereof, ather provisions of this AGREEMENT notwithstanding, 3. Terminate theemployment of SUBCONTRACTOR, enter upon the premises and take possession, for use In completingthe work, ofall the materials, supplies, tools, equipment and appliances ofthe SUBCONTRAGOR thereon and complete the work or have same completed by others and be lable to ‘SUBCONTRAGOR for no further payment under the AGREEMENT unti final payment Is due and then nly if and tothe extent that the unpald balance of the amount to be pald under thls AGREEMENT exceeds the epense of the CONTRACTOR in finishing the work. b) ifthe amount expented by CONTRACTOR under (2) above or the cost of completing the work under (3) ove exceeds the unpaid nlance of the AGREEMENT price herein stated, SUBCONTRACTOR shall pay CONTRACTOR such excess within san (7) calendar days of lssuance of Invoice, ¢) Should SUBCONTRAGOR at any time fall to pay for all labor, materials or supplies used by SUBCONTRACTOR {nsald work when due, CONTRACTOR at his option may pay for same and charge to SUBCONTRACTORS or agen of 14¢c 2 _DacuSi Eneiop 10: 36086350-7000-4871:87F7-CADADEFO0283 Ghilotti Bros,, Ine. S25 JACOBY STREET + SAN RAFAEL, CA 94902, PaIS.4S4.7011 + F495.454,8376 STATE CONTRACTORS LICENSE #33232 Subcontract General Terms & Conditions — Long Form Cee eee may, at his discretion and with the consent of SUBCONTRACTOR, pay at any time claims for labor, material -supplles used in the work, 4d) Should SUBCONTRACTOR default in any of the provisions of this AGREEMENT and should CONTRACTOR employ an attorney to enforce’ any provision hereof, or to collect damages for breach of the AGREEMENT, or ‘to recover on the Bond mentioned In Article x above, SUBCONTRACTOR and his surety agree to pay = i fees a8 he may expend thereln: As against the obligations here contaltied; SUBCONTRACTOR ‘nd his surety wave all ights of excneration, {nits sole discretion and to the extent permitted by law, CONTRACTOR may terminate this AGREEMENT without cause. In the event of such a termination, SUBCONTRACTOR shall be pald only for its actual out-of- ‘pocket direct casts in connection with the project to the extent that these have not already been pald for by ‘CONTRACTOR, in no event shall the total amount pald to SUBCONTRACTOR after 3 termination without cause {including all prior payments) exceed the price asset forth In Ia) as muktplied by the percentage of ‘completion of SUBCONTRACTOR'S work. Upon a termination for convenience, SUBCONTRACTOR shall not be entitled to any lost profits or consequential damages, or any recovery other than that set forth previously in this subsection (e). If CONTRACTOR Is found to have terminated thls AGREEMENT improperly under any ather section, such as subsection (a), then the termination shall be deemed to have been a termination without ‘cause, and SUBCONTRACTOR'S remedies shall be limited accordingly. @ 4 teres and remedies granted to CONTRACTOR under this nile and pursuant othe other provslonsof thls AGREEMENT shall be cumulative and are not intended to be in leu of any legal right or remedy which CONTRACTOR may have against SUBCONTRACTOR for breach of this AGREEMENT or default hereunde afforded by state or federal aw. XIV, COMPUANCE WITH LAW AND PERMITS. ‘SUBCONTRACTOR shall obtain and pay forall necessary permits and lcenses pertaining to the work and shall comply with all federal, state, municipal and local laws, ordinances, codes, rules regulations, standards, and requirements including but not limited to those relating to state contractor license requirements, safety, discrimination in employment, falr employment practices or equal employment opportunity, applicable local, disadvantaged, or minority preference or hiring programs, and with the requirements of the American Insurance Association whether or not provided for by the plans, specifications, general conditions or other contract documents without additional charge or expense to CONTRACTOR. The SUBCONTRACTOR agrees to hold harmless and indemnify the CONTRACTOR from and against any and all fees, including attorneys’ fees, ‘occasioned directly or indirectly by SUBCONTRACTOR'S fallure to comply with any sald laws, ordinances, rules, regulations, standards, orders, notlces or requlrements orto correct sald violations, '6) Compliance with Proposition 65: SUBCONTRACTOR will comply with all provisions of "Proposition 65" (Calfornia State Drinking Water Act of 1586, California statutes) which shall Include, but not be limited to, posting with the prior weltten submissian to, tthe time submittals are made and with the written permission ‘of CONTRACTOR, any required notices. SUBCONTRACTOR shall not use or bring on to the project any of the chemicals or compounds Iisted by the California State Attorney General from time to time under the provisions of Proposition 65 (the Uist] without delivering a clear written notice, atthe time submittals are ‘written, to CONTRACTOR and OWNER Informing them of the dates and locations where such items shall be delivered, used, or stored. Notwithstanding anything to the contrary contained or indicated herein or In any of the contract dacuments or purchase orders or anywhere else, SUBCONTRACTOR shall not Incorporate into the work, or allow to be incorporated into the work, any ofthe items on such list without specifie advanced peeszot 34¢c 3 ‘DcuSign Envelope 0: 96D68880-7000-4571-57F7-CADADFO0889 a Ghilott! Bros,, Inc. 525 JACOBY STREET + SAN RAFAEL, CA 94901 PA415.454.7013 + F-415,454,8376 STATE CONTRACTORS LICENSE # 13232 Subcontract General Terms & Conditions — Long Form CO Re a ‘witten notice having frst been delivered to CONTRACTOR prior to SUBCONTRACTOR becoming actually ‘contractually obligated to purchase or take delWery thereof from its suppllers, and then only to the extent the CONTRACTOR gives clear written approval ofthe uses proposed In the notice. The notice shall contaln clear descriptions of the type, amount, uses, locations and content of such items incorporated Into or used in sald work, SUBCONTRACTOR expressly acknowledges and agrees that it shall Indemnify and hold harmless CONTRACTOR and the OWNER from any and all clalms, demands, suits, or ability of whatsoever nature by reason of the use or possession of the Items set forth on thelist on the subject project. Xv. CLAIMS, \Fsny gpa atises betwen the CONTRACTOR and SUBCONTRACTOR Involving performance’of this wotk or ee In the work, SUBCONTRACTOR shall tiriely perform the disput and hall ge. fal compensation for the work within ten (10) days after commencement ‘SUBCO R's fale to lve writen notice within ten (20) days consttutes'an ‘AGREEMENT by SUBCONTRACTOR thet wil recetve no extra compensation forthe dsputed work. Notwithstanding the foregoing, f the General Contract contains notice provisions that are more stringent than those contained in this AGREEMENT, then SUBCONTRACTOR shall comply with the provisions of the General ‘Contract and, In addition, shall ge CONTRACTOR to comply with the provisions of the General Contract, ‘With regard to claims arising from fering conditions, changes directed by the OWNER or others, or which otherwise are not solely the fault of CONTRACTOR, SUBCONTRACTOR shall be entitled to such portion of the ‘additional compensation received by CONTRACTOR from OWNER on account of such matters as Is equitable Under all ofthe circumstances. SUBCONTRACTOR agrees to be bound by OWNER'S determination and by the determination In any proceeding in which OWNER is involved, regardless of whether SUBCONTRACTOR was 3 party to such proceeding. SUBCONTRACTOR and CONTRACTOR shall cooperate in the prosecution of such clalms, and SUBCONTRACTOR shall pay a pro rata share of the costs and expenses incurred In connection therewith, to the extent that sald claim Is made by CONTRACTOR on behalf of SUBCONTRACTOR. Nothing herein shall require CONTRACTOR to pursue such a clalm on behalf of SUBCONTRACTOR. Payment of any and all claims shall be subject to the terms of Section Ill of this AGREEMENT. XVI. DISPUTE RESOLUTI SUBCONTRACTOR and CONTRACTOR agree that in the event that CONTRACTOR and OWNER or other third party, select a form of the resolution of disputes arising out of the project that SUBCONTRACTOR agrees to participate and be bound by any decision or award glven In such forum. The option to arbitrate of use ather alternative dispute resolution procedure Is mutual agreement. XVII. LABOR RELATIONS ‘SUBCONTRACTOR acknowledges that CONTRACTOR isa signatory to collective bargaining agreement(s) with the Operating Engineers, Teamsters, Laborers and Cement Finishers & Carpenters. SUBCONTRACTOR and all tower tier subcontractors shall perform all work covered by CONTRACTOR'S master labor agreement under the ‘terms of sald agreement and shall become signatory to the applicable agreement(s) as a condition of performing work 3s required by CONTRACTOR'S collective bargalning agreement. Should CONTRACTOR at its sole discretion establish a reserve gate system on the project, SUBCONTRACTOR warrants that Its employees and supaliers will use the reserve gate(s) designated for their use by CONTRACTOR. SUBCONTRACTOR further agrees to perform notwithstanding the presence of pickets at gate(s} reserved for SUBCONTRACTOR'S Page 13 of 4¢ 3 ‘DacuSi Envelope 0:35066350-7C00-4971-A7F7-CADADEFOOS33 Ghilotti Bros,, nc. 525 JACOBY STREET « SAM RAFAEL, CA 94801, P 415.484.7011 » F 415.454.8376 STATE CONTRACTORS LICENSE # 12212 Subcontract General Terms & Conditions — Long Form ‘employes and suppliers. Fallure to perform in accordance with this provision shall constitute a mate! breach dfeontract. ‘XVIILWATER POLLUTION CONTROL ‘SUBCONIRACTOR acknowledges that the EPA and California regulatory authorities, Including without lmitatir, the State and Regional Water Quality Control Boards, have mandated certaln requirements for permitsmder the National Pollutant Discharge Elimination System (NPDES), Including Storm Water Pollution Preventin Plan (SWPPP) requirements. SUBCONTRACTOR has undertaken its own Independent and thorough Investigaion of al such matters, including without limitation, a tharough review of all requirements under the ContractDocumants and/or that are Imposed by any permits that apply to the Project, and SUBCONTRACTOR ‘warrantathat itis not relying upon any statements or representations by CONTRACTOR or OWNER with respect such matters. SUBCONTRACTOR agrees, a its sole cost, to conform to any and all requirements of any ervtonmental alr and water pollution statutes, regulations and measures, and/or permits, Including NPDES permits, and SUBCONTRACTOR also shall conform to any and all SWPPP requirements applicable to the Project. For example, and without limitation, on projects subject to the California Standard Specifications, such asfatrans projects, SUBCONTRACTOR'S attention is directed to California Standard Speelfications Sectione13.1.01 through 13-10.03, "Water Pollution", and Sections 14-1.01 through 14.204, "Environmental ‘Stewardhip*, and to any special provisions or other contract provisions concerning NPDES, Department of Fish & @me, and other permits, ar and water pollution statutes, regulations, and measures, and SWPPP requirements, and SUBCONTRACTOR at its own cost agrees to comply fully therewith, XIX, MISCELLANEOUS PROVISIONS ‘SUBCONTRACTOR shall not sublet, assign or transfer this AGREEMENT, or any part thereof, without the prior wrlttensonsent of the CONTRACTOR, 1b) This AGIEEMENT contalns the entire AGREEMENT between the partles and supersedes al prior oF a ‘conterworaneoiss written or oral communications between the parties, Any additions thereto or changes ‘thereafer shall be in wring and shall not be binding unless the same are in writing. any tom of this AGREEMENT Is held by 2 court of competent Jurisdiction to be vold or unenforceable, the ‘emalndtr of the AGREEMENT'S terms shall remain in full force and effect and shall not be affected, CONTRACTORS are required by law to be licensed and regulated by the Contractors State License Board, which has jurisdiction to Investigate complaints against contractors If a complaint Is filed within free (3) years of the date of the alleged violation, Any questions concerning a contractor may bereferred to the Registrar, Contractors State License Board, P.O, Box 26000, Sacramento, Callfonia 95826 Page Wot 8DaaSign Envelope 1D; 9COS350-7CD0-4971-87F7-CADADEF00089 Date: 02/09/15 GBI JobNo, 14431 Subcontract No. Ghilotti Bros, Inc. EET + SAM RAFATL, CA 94903, PASSASA7OIL « FAIS. 37 [STATE CONTRACTORS LICENSE # 332328 Subcontract Agreement 14431-976-LF foie fob: Haight and Hayes Street Rehab 250 sete Prk Sue 4100 San Francisco San Francisco, CA 94134 Terry Ayyad’ BUI To: Accounts Payable 415-467-3000 Ghilotti Bros., Ine. 415-467-3001 ‘525 Jacoby Street estimating@synergypm.com ‘San Rafael, CA 94902 TERMS: Progress Pay = 5%. Retention FOB: Jobsite eee ene. DESCRIPTION QTY UNIT UNIT PRICE EXTENDED PRICE QB —_“Bosveor war aricnounneronssANOSDWORK 1601S so 00000 6 BODOOND csparém WCORTRENGTEEICSUPPORTFORSSAS0 09 15 anmoo § s00t000 SW-03 S/SDNH ON TE 29° PPE STP, 290-976-01 481) Seanad f ‘44.00 EA 5,000.00 $ 220,000.00 290-976-01_$W-04 CB W/NEW Fr & Gr (STP 87, 188) 35.00 EA 3,000.00 $ 45,000.00 3280-37601 50-05 12" VEP 55 on CRUSHED ROCK BASE 501.00 tr 235,00 — $1250, 85500 290-976-01_SW-06 15" VCP SS on CRUSHED ROCK BASE 950.00 LF 250.00 $ 237,500.00 290-976-01_ SW-07C 10" VCP CULVERT (CONTINGENCY) 580.00 LF _170.00__$ . 98,600.00 zaos7eo1 MOUTEENSPCTE A BTSSSORIO'PPER 7545 eq anoo § anaso0n SW-O9CTHENGPCT OE B'S ORIG PPE 29097602 Ome 200A 10000 §* 30000 290-976-01_SW-10 STD SSS AIR VENT & TRAP (STP 87, 196) 8.00 fA 250.00 $ 2,250.00 250-375-01 $W-11 4 CP SIDE SEWER 7500 (F __zon00 $9,000.00 SW-A2C 6 or 6 SHOE SS CONNECTION 280-976-01 ‘contug) 303.00 FA 250.00 $ — 75,750.00 zaoarean SVTECCIESOESSREFACREPARI 35550) iz sanoo $s 00000 1290-97601. Po ae 7000 .F 200.00 $ 14,000.00 45 POST CNSTACTN TELE SPECT OF Baa sr6an OT ef) 4001s 1500000 § 15,000.00 vege ots WFcuSign Envelope 1: 9C086950-7C20-4971-87F7-CADADEFONSEO Ghilotti Bros, Inc, S25 JACOBY STREET «SAM RAFAEL, CA 9490 715.454.7031 » 435.454.8376 STATE CONTRACTORS LICENSE # 132328 Cost Code tem Be aaa QTY UNIT UNIT PRICE EXTENDED PRICE eee 'SW-Iel POST CNSTRCIN TELE INSPECT oF (N) aso-s7eo1 wie nooo A 5000 $ 550000 TESTER Sw-5e GLWATER TRAP NPS [COW 2500 eA aso0a0 _§ —saas0000 : [ORY HOLES (POT ssorea1 RE ROROMONOUSPOMOT acy asa anna SO S7EOI_SW-aPLUG a FILS WINSLURRY GROUT —— 7400 cf tao S$ zaono0 WE 10" RECHT jORKAREA cnoreor SRI RENTROISEOSCFWOREORE sans pasa) $ osonmn SWE RECNST PCE PARKG STRIP BYES WORK 29097601 foray " "K yso000 st 1900 $ 35,000.00 SWE CF SEDDG Tor WAT MANNS 8 Eee soso cy 10000 § © 300000 omen SEMSSETMTERVONTERRS sayy Gamaoy $ ansoio 205760) ASTOR SUFOTONWATENSos emma on SW-25K max MOB/DEMOBEFORS EL nee 100 1S 18000000 $ 180,000.00 Swroal $3 560505.00 SPSS WORTHATRC ROUTH TOR WAT WOR Taps —sosnn00 $50,000.00 WOAEEIC A SKFL FOR, # WATER EST 28097601 WATENORX3E) sscooo uF add § 238,000 WEEE SACL ONE WATERTE KH 29097601 ee rn ae eet ey roman po areon WORSTR RTL TORIT WHET TART a os WORE HDAC FORT WATT HS 29097601 MERGE XS) sseamy uf 3500 «$465,500.00 20 STE WOEATOTIONA BTU BOT erWaeR ——a80600 swe $73,000 290-976-01 WOFREMOVALRINSTAL WATER METERBOX 4000 ea sngo—$— “gon00 f -FURN RPOLYEASD 1aoa7eo1 VOMRSIL CTF FUNAPONSEDE SEE a ase 5 Gonmna WO NTA GAT FURN WPOEASD IF DP 29097601 7 "© yon 3000 § © 23,00000 FA GN FAN EFONERED 1 OPE 250.976.01 NORNSTALGTYFURNRFOLEASD I OIPPE oc) Ae aa § 80000 [S057 WORNGTAL KURNGRED EPOLORED EN OT goon IF ease SLRS DOOD 23057601 WONT OTRMNEPON ROSA T 559 yg gia 8 aai000 Page ofc 3 - DacuSign Envelope ID: 9CD68350-7000-497147F7-CADADEFO0RES Ghilott Bros,, Ine. 525 JACOBY STALET + SAN RAFAEL, CA 94803 Pa1s.454.7021 » F 415.454.8376 STATE CONTRACTORS L(CENSE #1823; ‘Cost Code Wem No, vesceurna GN UNT UNTPAIeE ExENDED PCE onrcan RAT TE O E STE POO 20097601 REMRSTALOVFORVEPOVEERD IFO acy aun § nan OT WOTTON REIT —Geaeaee gases ss RENT HORR ENG aa0a7ean HOA WHTER =A syenoo st 100 $ — s060n00 Ons wo NET RTOMTN eae] amon a i) 5 — tam 72097601 WDiBACMLING lorena ‘emo aso "snes 290-976-01_WD-19 AC FILLING (for water) 49,000.00 SF 1.00 $ 49,000.00_ RTA SRA TS ETO 22097601 NOOUSTALSEREN-TISE a a Q_ —_os1601 ONIN EATERIES oog yum § uuaomoo TTT aaoareo ROMO AFREO somo ue _amom § _129a0000 a oT ——— ee aoe ron Sac AEHACES OREO 290-976-01 WORKCR i 20.00 a 250.00 $ 5,000.00 OTE WOE aa ae RL Tas eas “gas 290-976-01_WD-26 0.8% DEMOB FOR WATER WORK 2.00, 1s 27,200.00 $ 27,200.00 290-976-01_WD-27 FRi 24° 8-FLY VALVE WITH BSMTLG ITS. 7,00 €&__ 30,000.09 “$210,000.00 oa nS 290-976.01 O28 FURN ALL24" OITA ERS 1457200 1B 1000 $ 115,720.00 290-976-01_WD-29 FBI 4" AIR VALVE 4.00 EA 14,000,00__ $ 56,000.00 deos7ent Wear ANSON ioe tomo —$—ssboator WD Total $ 3,917,974.00 ‘SW Total $ 3,560,205.00 Total $_7,478,779.00 ‘SCOPE OF WORK: SUBCONTRACTOR shall pecirm the work complete and in place per plans and speciation for the listed bid items, noted above. Work shallle performed In accordance with the job schedule mutually agreeable to both parties. SPECIAL CONDITIONS: ‘+ SUBCONTRACTOR agrees to comply uth CONTRACTOR Code of Safe Practices, dated June 2012, g ‘Allowance items (SW-26 through -294nd WO-30 through -31) are to be awarded to Subcontractor as Subcontract Change Order Work os te work Is authorized by the Owner, ‘+ SUBCONTRACTOR'S work shall adhereto San Francisco Public Works Project Manual volume 2 of2 Section. (01 57 13 TEMPORARY EROSION AND EDIMENT CONTROLS and the approved SWPPP asit relates to SUBCONTRACTOR's work. Page 3 of 6; c ° ~DicuSiga Envelope ID: 80D65960-7000-4071-87FE-CADADEF 0389 Ghilott! Bros, Inc. S25 ACOBY STREET » SAN RAFAEL, CA 94903 425.454.7011 » F425.454.0976 STATE CONTRACTORS LICENSE # 132328 © SUBCONTRACTOR woitassoclated with SW-1 to SW-25 and WD-1 to WO-29 & MA-1 per plans dated 09/05/14 & 09/13/34, ‘By ATTACHMENT, GRILOTT BRox, INc. SUBCONTRACT GENERAL TERMS AND CONDITIONS ARE HEREBY INCORPORATED INTO ‘TWIs SUBCONTRACT AGREEMENT. 408 SPEGIC TERM AND CONORONS NOTED ABOVE SUPERSEDE GHILOTM! BROS., INC. SUBCONTRACT GENERAL TERMS AND ‘CONDITIONS WHERE IN CONFLICE. NOTE: Wis AGREEMENT MAY MEXECUTED IN COUNTERPARTS. AA SIGNED COPY OF THIS AGREEMENT TRANSMITTED. ‘ELECTRONICALLY, SUCH AS BY EMIL OR FACSIMILE I ENFORCEABLE AS AN ORIGINAL; AN ACCEPTANCE BY SUBCONTRACTOR OF ‘THE TERMS OF THIS AGREEMENTS VAUD f COMMUNICATED BY ANY REASONABLE MEANS, INCLUDING WITHOUT LIMITATION, [BYEMAILOR FACSIMILE. ‘Contracted Bg Contracted By: ‘Signed: (forint ‘Signed: eh i ery Ayyod > Thomas. Garr, PE, ate; 4/19/2035 pate; 4/19/2015 Soeesey cual Expiratio Dates 4/30/2017 20-58575. Pages of 4EXH\BIT B° ° EXHIBIT B EXHIBIT B10 i 12 13 4 1s 16 7 18 19 2 22 23 24 25 26 2 28 c MATTHEW K. YAN, State Bar No. 257918 KRIS A. COX, State Bar No. 136504 ERIN H. REDING, State Bar No. 252691 MOSCONE EMBLIDGE & OTIS LLP 220 Montgomery Street, Suite 2100 ‘San Francisco, CA 94104 Telephone: (415) 362-3599 Facsimile: (415) 362-2006 Attomeys for Petitioner SYNERGY PROJECT MANAGEMENT, INC. Eee. NOV 10 2016 OLERK OF THE COURT ; ROSIE NOGUERA * Sepa ae SUPERIOR COURT OF THE STATE OF CALIFORNIA COUNTY OF SAN FRANCISCO SYNERGY PROJECT MANAGEMENT, INC. Petitioner, vs. CITY AND COUNTY OF SAN FRANCISCO, Respondent. Case No, CPF-16-514783, ORDER GRANTING PETITIONER SYNERGY PROJECT MANAGEMENT, °§ MOTION FOR ISSUANCE OF November 10, 2016 :30 am Dept: Judge: Hon, Harold E. Kahn Action filed: February 19, 2016 ‘ORDER GRANTING MOTION FOR ISSUANCE OF WRIT Case No. CPE TG STATESweer aueen 10 ul 12 13 4 1s 16 7 18 19 20 au 8B 24 25 26 a c 3 ‘On November 10, 2016, Petitioner Synergy Project Management, Inc.'s Motion For Issuance Of Writ Of Mandate came before the Honorable Harold Kahn for hearing in [Department 302 of the above-. Ktis A. Cox, Moscone Emblidge & Otis LLP appeared for Petitioner Synergy Project Management, Inc., and S. Anne Johnson, Deputy City Attorney, San Francisco City Attorneys Office, appeared for Respondent City and County of San Francisco. ‘The Court having reviewed and considered the parties’ papers and oral argument; and good cause appearing: Petitioner Synergy Project Management, Inc.'s petition for writ of mandate is GRANTED and the January 8, 2016 Statement of Hearing Officer Findings is VACATED. The heating officer erred in determining that he had jurisdiction to determine whether the Department of Public Works presented sufficient evidence to suppor its substitution demand. All three bases that the hearing officer offered for his exercise of jurisdiction are erroneous as a matter of law. ‘The parties agree that section 4107of the Public Contract Code by itself is not a basis for jurisdiction where, as here, the proposed substitution of a subcontractor is initiated by the awarding authority, not prime contractor. The parties also agree that, per section 4.04 of the contract between the Department of Public Works and Ghilotti, a hearing to determine the propriety of substituting the subcontractor can only occur if Ghilotti requested the replacement of Synergy. None of the evidence cited by the City to show that Ghilotti made such a request shows that Ghilotti did in fact make such a request. A review of the relevant portions of the Administrative Record fails to disclose any instance where prior to the hearing held by the hearing officer Ghilotti requested that the Department of Public Works replace Synergy as a subcontractor. While Ghilotti investigated potential replacement subcontractors to avoid breaching its contract after the City directed Ghilotti to remove Synergy (AR Tab 83; Hearing Transcript 89:7-16), that is not the same as Ghilotti making a request to the City that Synergy be removed. Nor was there any jurisdiction to hold the hearing simply because such a hearing is not. precluded by section 4107. For the hearing officer to have jurisdiction to address the substantive issue he addressed there must be some statute, ordinance, contract or other legal authority providing the hearing officer with such jurisdiction. Because there is none, the hearing officer ‘ORDER GRANTING MOTION FOR ISSUANCE 1 Case No. CPRIG-S14783 OF wRiTSecs ae 10 i 12 13 4 15 16 7 18 19 a 22 S & a 28 c ° lacked jurisdiction and thus, per CCP 1094.5, he prejudicially abused his discretion by proceeding in a manner not authorized by law by addressing the issue of whether the Department of Public Works presented sufficient evidence to support its substitution demand, IT IS SO ORDERED. Dated: November 10, 2016 HAROLD KAHN ‘THE HONORABLE HAROLD E. KAHN JUDGE OF THE SUPERIOR COURT ‘ORDER GRANTING MOTION FOR ISSUANCE 2 Case No. CPRIGSIATES OF WRITCc 3 . M01 [Matthew ie Van SBN 2STOTa Mens h. Cox (SEN 1563) roncounr ase MOSCONE EMBLIDGE & OTISLLP 220 Montgomery Sreet, Suite 2100, San Francisco, California 94104 F I I E D reterioreno: 415-362-3599 xno: 415-362-2006 | arronsey ror nnn: Plaintiff Synergy Project Management, In ‘San Francisco County Superior Court {SUPERIOR COURT OF CALIFORNIA. coUNTY oF SAN FRANCISCO. smaser anoness: 400 McAllister Street JUL 10 2017 ‘crvawo2e coe San Francisco 94102 CLERK sennuwne. Civic Center Courthouse a: CASE NAME: aa ‘Synergy Project Management, Ine. v. City and County of San Francisco ‘CIVIL CASE COVER SHEET ConpexCovenesenion GIB Ea IZ Untintes C=) Limited ¢ 17-560034 Unite Limited comer 1 seiner VEY TP ~ 960 054) Somerded —Somarais | Fed wth rt ppenrans by defendant excowts 425.000) $25.0000rlxs)|_ "(Cal Ruos ef Coun te Sally | xr tems 1-6 below must be completed (see instructions 07 page 2) [I Check one box below forthe case iype that best describes this case: fut Tert Conteet Provislonay Complex cv Ligation Py [1 reach ot contractwaronty (6) (Cal. Rules of Cour, roles 3.4060-403) 7] Uninored mot 6) (5 nutes rocstecions 6) -] anteotadeopaon 03) ‘ther PUPDND reson unyPrope Cie coecons 0) TE cones net 0), Damsgeongtt eat Ton insane eoverae(16) J Maton) atsts (04 Oe cone (7) TE) corte ton 2) Product ty 2 eat Property [Ey enaermenittone ot 20) Medea mate (4) 1 Eninntaomsinimerse =) insurance enero cea em he ter puPOD (23) ‘state (0) ved poseesy estas ee Non UPD (one) Tort 1 Wren evton (3) Spee ath Bushes tui sas pace (7) L—] tera propery 28) Enforcement of udgment ao) Unlawful Detainer (1 enoceent opment (20) Daas (13) Commerc (2) Micslaneous Cv Complaint. Pow gay 1 escent 2) (2 icon Intec propery (19) Ors (58) (2 ooner opin na pected aon) 2) Professional negligence (25) Jule Review: esto imectaceous et Pion Other non-PUPDMWD tort (35) pot forfeiture (05) Partnership and corporate governance (21) Employment TL) petton re araton wars) T=) Gtr pet nt putes ade fe engl emt (9) (S] vin ermenanta 02) = ee! [otter ensoymant (15), 1) omer cnt cevew (20) 2, Thiscase [Tis [Tis not complex undor rule 3.400 ofthe Calfomia Rules of Gaui. W the case Is complex mark he factors requing exceptional judilal management .() Large number of separately represented parties d. J Large number of witnesses [1 Extensive motion practice raising difficult or novel. [_] Coordination with related actions ending in one or more courts issues that willbe time-consuming to resolve ‘in ther counties, states, or counties, orn a federal cout c. 1 Substantial amount of documentary evidence +. [1 substantial possjudgment judicial supervision 3. Remedies sought (check al that apply): a 4. Number of causes of action (specty): 5. Thiscase [is not a class action suit, 6. If there are any known related cases, fle and serve @ notice of related case. (You may use form 015) BY FAX Date: July 10, 2017 ONE LEGAL LLC kris A. Cox » woTice——¥ * Plaintif must le this cover sheet withthe fst paper fled in the action or proceeding (&EE5t Amal claims cases or cases fled Lnder the Probate Code, Family Code, or Welfare and Insitutions Code). (Cal. Rules of Court, rule 3.220.) Failure to fle may result in sanctions ‘+ Fle this cover sheet in addon to any cover sheet required by local court ule. * If this case ts complex under rue 3.400 et seq. ofthe Calfornia Rules of Cour. you must serve @ copy ofthis cover sheet on all ‘ther partes io the action or proceeding. _ Unless this. coectons case under 3.740 ra complex case his cover sheet ibe used for tatiscal purposes on monetary b.[—] nonmonetary; declaratory or injunctive raiet «. punitive merry Civic CASE COVER SHEET Sa ae SioaoC 7 INSTRUCTIONS ON HOW TO COMPLETE THE COVER SHEET oe To Plaintitfs and Others Filing First Papers. Ifyou ae fing a frst paper (or example, a complaint in a cv case, you must complete and fle, along with your fet paper, the Civ Case Cover Shoot contained on page 1. Ths rrommaton vl bo ceed te cone Slates about the types and numbers of esses fled, You must complete ome 1 threugh & on the sheet, hom yo tos ehone {on box forthe case fype that bast describes the case, I the casos both a general an a mere spec ype of case ated ie teh chock he more specie on. I the case has multiple causes of acon, check the box tat best nceses the primary cause acto ‘To asi you in completing the shoe, examples of th cases thal belong under each caso yp nem 1 are prowdea bolo Mose shoot must be fied only with your ital paper. Faure to flea cover shoet wit heist ppor ld n'a cv Case may eavects tant, is counsel, o both to sanctions under rules 2.30 end 8.220 of the Caforia Rules of Cour ‘To Parties in Rule 3.740 Collections Cases. A “collacions case" under rule 3,740 is defined as an action for recovery of money ‘owed in a sum sated to bo corain that snot more than $28,000, exclisve of lnterest and atornay's fue, aang tome weroacbon wich property, services, or monoy was acqued on ered. A calectons case doesnot Incuda a scton seating te olewine (1) at damages, (2) puntve damages, (3) racovery of real proparty, (8) recovery of personal propery. o (8) @ preludgment wt of attachment. The Kdenticaon ofa case asa rule 3.740 clacton case on this fom moans tat I ull bs overs rosy the time-or-servce requirements and case managomeni rules, unless a defendant flo a responsive pleading, A rue 3740 colketors case wil be subject tothe requirements for service and obtaining a udment in ru 3.740, To Parties in Complex Cases. In complex cases only, pares must also use the Civl Case Cover Shoo o designate whether the case is complex. ia paint beleves the case is complex under rule 3.400 ofthe Calforia Ruos of Cours tis mat be indeaied by completing the appropriate boxes initams 1 and 2. Ifa plan designates a case as complex, the cover shel must be seneet ole ro complaint on al partes to th action. A defendant may fle and serve no later than tw time offs Mat appearance & iecee he Blan designation, a countrdesignaion thet th cases not complex, or, th plait has ade ne doeisnain e acsen lon tee the case is complex cast Tees hap anes are a Pend Came Cr tn es eee smote ct eens saacoweetien cette a eee, aeons meee te marie meer Ey eerie nee cometh ay senna ce Sinatra rogaece Enea, Ea) ee eres ree Othor PUPD/WD (Personal Injury! Worranty (arising from provisionally Papen on SS cautery Sooenerae ts iP congas Cerne ra ee ee perl Serer ay a rae ag Soe en oes Sharrock a} aia eee ae aera ee ea ‘ene ae yr ea Sees nas oder Sin eee ee ne en ee peremeiey el are stece same serene i eon Te ee ron a poe ee eer eae aE ir ato aed ar rantco ott Be tect paeoneuea bia rer niga wa Prat gat 0) See ma cote serena Sy a ren cee Seen ae ct Cea eal roe (nat en Sher ceemetia Complaint Non PUPOMWD (Other) Tort fereciosuro} {ase (anther cates) eee one overt a peer Concrete) 2 CB crane ae me ree fle are notch Drugs (38) (the case involves lego! ean ac wo es nes to oon eT Fe eT gy One ned os oe same ratty far a cee eee ees Nace ce ee a Pacers os ae an tanare ee aire ieee teen aden Coe (atest eh caeute Pre haem nega StI Ey ees i ea fo no Wrongful Termination (36) ‘Other Judicial Review (39) a Scottie Sorte es ici aceon ae CIVIL CASE COVER SHEET ee