AGR-6977.1 - VASILJ INC - FIRST AMENDMENT ANNUAL SEWER REPLACEMENT_MAINTENANCE CONTRACT FY 2019-20V ` l?s
FIRST AMENDMENT
TO
CONTRACT
Annual Sewer Replacement/Maintenance,FY19-20 (Bid No. 190-28)]
THIS FIRST AMENDMENT TO CONTRACT (the "First Amendment") is made and
entered into as of Q,`a 3 , 2020 ("Effective Date") by and between the CITY OF
ORANGE, a municipal corporation ("City"), and VASILJ, INC., a California corporation
Contractor"),with reference to the following.
A. City and Contractor entered into a Contract(Agreement No. 6977)dated as of June
9,2020,which is incorporated herein by this reference(the"Original Contract"); and
B. City and Contractor desire to amend the Original Contract to modify, amend and
supplement certain portions of the Original Contract by revising the Scope of Work and increasing
the compensation.
NOW,THEREFORE,the parties hereby agree as follows:
Section 1. Defined Terms. Except as otherwise defined herein, all capitalized terms
used herein shall have the meanings set forth for such terms in the Original Contract.
Section 2. Cross-References. City and Contractor agree that all references in this
First Amendment are deemed and construed to refer to the Original Contract, as implemented by
this First Amendment.
Section 3. Revised Scone of Services. The Contractor's Proposal as referenced in
Article l.a(6)of the Original Contract, is hereby amended,modified and supplemented to include
the services described on Exhibit A attached hereto and incoxporated herein by this reference.
Section 4. Term. Pursuant to Article 2 of the Original Contract, the City hereby
extends the Term of this Contract to reflect a termination date of November 12, 2020.
Section 5. Comuensation. Article 3 of the Original Contract is hereby amended to
increase the total not-to-exceed compensation for the services to be rendered by ONE HUNDRED
NINE-FIVE THOUSAND THREE HUNDRED FORTY-SEVEN DOLLARS AND 15/100
195,347.15)and shall read as follows:
a. Contractor agrees to receive and accept'an amount not to exceed ONE
MILLION THREE HUNDRED TEN THOUSAND THREE HUNDRED
NINETY-EIGHT DOLLARS AND 15/100 ($1,310,398.15) as compensation
for furnishing all materials and doing all the Work contemplated and embraced
in this Contract. Said compensation covers(1)all loss or damage arising out of
the nature of the Work, from the acts of the elements; (2) any unforeseen
difficulties or obstructions which may arise or be encountered in the prosecution
of the Work until its acceptance by City, other than as provided below; (3) all
risks of every description connected with the Work; (4) all expenses incurred
by or in consequence of the suspension or discontinuance of the Work; and (5)
well and faithfully completing the Work, and for the whole thereof, in the
manner and according to the Plans and Specifications, and requirements of the
Authorized City Representative under them. Retention amounts shall be
withheld from progress payments as required by law unless Contractor provides
securities in lieu of retention.
b. In addition to the scheduled Work to be performed by the Contractor, the
parties recognize that additional,unforeseen work and services may be required
by the Authorized City Representative. In anticipation of such contingencies,
the sum of ONE HIJNDRED SIXTY-SEVEN THOUSAND TWO H[JNDRED
FIFTY-EIGHT DOLLARS and 00/100 ($167,258.00) has been added to the
total compensation of this Contract. The Authorized City Representative may
approve the additional work and the actual costs incurred by the Contractor in
performance of additional work or services in accordance with such amount as
the Authorized City Representative and the Contractor may agree upon in
advance. Said additional work or services and the amount of compensation
therefor,up to the amount of the authorized contingency,shall be memorialized
in the form of a Contract Amendment approved by the City Manager on a form
acceptable to the City Attorney. The Contractor agrees to perform only that
work or those services that are specifically requested by the Authorized City
Representative. Any and all additional work and services performed under this
Contract shall be completed in such sequence as to assure their completion as
expeditiously as is consistent with professional skill and care in accordance with
a cost estimate or proposal submitted to and approved by the Authorized City
Representative prior to the commencement of such Work or services.
c. The total amount of compensation under this Contract, including
contingencies, shall not exceed ONE MILLION FOUR HUNDRED
SEVENTY-SEVEN THOUSAND SIX HUNDRED FIFTY-SIX DOLLARS
and 15/100($1,477,656.15).
Section 6. Inte ration. This First Amendment amends, as set forth herein, the
Original Contract and, except as specifically amended hereby,the Original Contract shall remain
in full force and effect. To the extent that there is any conflict or inconsistency between the terms
and provisions of this First Amendment and the terms and provisions of the Original Contract,the
terms and provisions of this First Amendment shall control and govern the rights and obligations
of the parties.
Remainder of page intentionally left blank; signatures on next page]
2
IN WITNESS of this Contract,the parties enter into this Contract on the year and day first
above written.
CONTRACTOR" CITY"
VASILJ, INC., a California corporation CITY OF ORANGE, a municipal corporation
By: By:
Printed Name: hnl TH v,(sca ark A.Murphy,Mayor
Title: ss; i,l ,s e-v7
By: ATTEST:
Printe Name: 1, " =1 L'
Title: S• / %e
Pamela Coleman, City Clerk
APPROVED AS TO FORM:
Mary E.Bi ing
Senior Assi tant City Attorn y
NOTE:If CONTRACTOR is a corporation, the City requires the following sighature(s):
1) the Chairman of the Board, the President or a Vice President,AND (2) the
Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or
an Assistant Treasurer. If only one corporate officer exists or one corporate
officer holds more ihan one corporate office,please so indicate. OR
The corporate officer named in a corporate resolution as auihorized to enter into
this Agreement. A copy of the corporate resolution, certified by the Secretary
close in time to tl:e execution of the Agreement,`nust be provided to the City.
3
EXFIIBIT "A"
SUPPLEMENTAL SCOPE OF SERVICES
Behind this page.]
City of
t'ui lic Wo C& Dapartment
CONTRACT CHANGE ORDER NO.1
PRO,fECT: Annval SencrLiue RepineemenU MelntenancePY 2019-20
PROJECE NO: Bid No.190.28;Projat No.5243
CONTRACfOR: VesOj,Ina Datr. 9fZ22020
You aze hereby direcDcd to mukv the Lcein desmbed ch ges fiom t6e pl s d specifications or do thc foRowing desrnbed wbrknat mcluded in the plaus aad specificafious on dvs conhnct
NOTE:Thfs change order Is uot effective untll approved by 1he ly
Descripfian of work to 6e dooe,m estimate ofquanfities,d priees m be paid Segcegatebetweea eddiRooal wodc etthe conhactprice,ageed price and foree account Unlesc othmvise stated,rates for
rwlnl of equipment cover only such time as equipment is actuollyused and no allowmce will be made for id(e fima
The following wo[Ic is added or deleteJ,us appGca6te,trom the eonhact as a chwga arda m accordanco with tlie provisions of Section3 ofthe conrtact apec'dicaaons,'Ihe metLod of paymmt shall ha as
described foc eae6 item o€this chaogco[da:7lietollowirtg wotk is addW arUNet;as'applirrble;f[umVtetonttactas a change ottlerinua;ordancewiitrt6e previsions'of Sectioo oTthe conuac[-
specifications.TLemethodofpaymentshallbeasdam'hedforeachikmofthise6aogeoider.
DESCRIPTION UN1T UMT CCO.NI GGO.NI
O. OF R'ORK PRICE DESCRIPTION UANTITY AMOUNT
l Slucryencasementfor8"WaterMein 619.34 LS 1 3619.34
2 EmecgencySmrmDiaincepairlliniogon7 183,590.00 i.S I S1S3,590.00
3 EmergencySewerRepairR&Ro£61fortStanePmeatMeatv 512,096.20 IS 1 11,137.B1
5 50.00
6 p,pp
7 50.00
8 0.00
9 O.pp
10 50.00
I l O.pO
12 p.pp .
YROJECTTOTAL:I95 47.15 - .
OdglnnlConhactAmouu SI,IIS,OSLOD OdgiiudContrnd7imc 120
NewGontesck.imouat7nctndius Date6CCityConoeii'Apprmal(IF .
ContraMChmgeOrde s: ri,310,398.15 OrigioNAgreementDah: 7/102020 Appllceble)
Chnuge(rom Oripual Coutract
Amou¢t5n'Pe ceutage:175Yo OriglunlCompletionDale: 11!!/1020 10/1320
RevLsed Co letiou Date: 11lI7f1020
Chau o uested , mved:
jectlNenoger Di4isi ag
A roved: eoved: r
CiryLngineer b c Wad
A mved es ro foim: A vved:
CiryAttomey iryMan age Applicable)
1 v.
ka compeasntinn(dme and )set Earth in ihis C6aage er stiwtes We mtal compmsntian due to the Coatracmr,all Subco¢Imem[s,apd all supplle[s,for the work or chauge defined'm this
C ange Orda,including all i cts on any u hanged wa .By' 'g dtis Chauge Order,the Co uctor aelmowledges d a xs,on behalf of himself,all Subcautractors,end all suppliees,that the
supulatect compensa400 includec payment for all wek contvn is Ci ange Order,plus all payment forthe intciruption of schedules,extended ovefiead cos¢,delays,and all impacts,ripple efl'ecb ar
cumulotire impacts oa all otherwork mder this Conhact'I7 e signmg of this C6euge OidersLaU indicate t6at Wb Chmge OrdercanstimDes u ful!muWel eccmd md tisfaction far the change and lhat
the time audlor cost imda the Change Order constiNhs the rotal eqtimble adjus eut owed tLe ConhacWr,sll SubcontracWis,and ell suppliers,as a nault of the eLanga The Coahactor,oa beEalf of
himself,all Subcontcectors,aad suppliecs,agcees to waive nll righrs,withovt ezcrpaon or resecvaaon of any kind wLamocvcr,to file nnyfiuthcr claim or cequat for equim6le adji stmrnt of avy type,for
any reasonably fo[eseeable cause that sLall ari.0 out of oras u esult of tLis Change O der or the impad of this Change Order on We eem inder otthe work undathis ContmcL
We,tha undeesigned Cantrncto,Lave givrn caeful coasidemCon to ihe chauge p[oposed and heeeby agcee,if tLis proposal is appmved,t6ut we will provide all equipmwt,fumish ell tecials,except as
may othenvise 6e noted above,m d perfmm ell srniax necessaryfor the work e6ove spacified,and milt acaptas tull payment,including ull ave&ead md bonds.The`efom the prices aie sLown ebove.
Acc tenceDate: %'Z Coutractor.ILJ l'L—
B. Jo 'i}SILT Title: ,(t G nt /'
If tha Contractor do s not signifj aeceptmmce af this orde,his atten4on is d'¢aKed lo tLo cequitemrn[s of the speci ota az to procad'wg with the ocder woilcaod 51ing a written pmtest within the cmie
thcccro speci5cd.
POWER OF ATTORNEY
KNOW ALL MEN BY TI SE PRESENTS:
Iva Vasilj,President of Vasilj,Inc., a California corporation,hereinafter referred to as
PRINCIl'AL, in the County of Los Angeles, State of California, does hereby appoint Tanja
Burleson as her true and lawful attorney,in principal's name,and for principal's use and benefit,
said attorney.is authorized hereby,on behalf of Principal and Vasilj,Inc.,to do the following:
1) To demand, sue for,collect,and receive all money,debts,accounts,legacies,bequests,
interest, dividends,annuities,and demands as are now or shall hereafter become due,payable, or
belonging to principal, and take all lawful means,for the recovery thereof and to compromise the
same and give dischazges for the same;
2) To execute contracts,bids, and any other written instrument in the ordinary course of
business operations,any interest therein or the possession thereof,and to take possession and
exercise control over the use thereof;.
3) To buy, sell,mortgage,hypothecate, assign,transfer,and in any manner deal with goods,
wares and merchandise, choses in action, certificates or shares of capital stock,and other
property in possession or in action,and to make,do,and transact all and every ldnd of business
of whatever nature;
4) To execute,aclaiowledge,and deliver contra.cts of sale, escrow instructions,deeds,leases
including leases for minerals and hydrocarbon substances and assignments of leases,covenants,
agreements and assignments of agreements,mortgages and assignments of mortgages,
con d btedness or other obligations,and assign the beneficial
inte st theretuidel''subordinati ons of liens or encumbrances,bills of lading,receipts, evidences
ti ,,,.
of d t„iele ses,bonds,not y
11=;requests to reconvey deeds of trust,partial or full judgments,
satis actions of mort a es,an o ier debts,and other written instruments of whatever ldnd andgg
1.
v_;:..
natu e3::all a oin su h:t s and•condifions as said attorney shall approve.
Giving and granting to said attorney full power and authority to do all and every act and thing
whatsoever requisite and necessary to be done relative to any of the foregoing as fully to all
intents and purposes as principal might or could do if personally present.
All that said attorney shall lawfully do or cause.to be done under the authority of this power of
attorney is expressly approved.
Dated:Mazch 21,2016
Iva Vasilj
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On.Mazch 21 , 2016, before me, _ Vesna Peric. Notary Public, personally
appeared Iva Vasilj, who proved to me on the basis of satisfactory evidence to_be the person(s)
whose name(s) is/aze subscribed to the within instrument and aclaiowledged to me that
he/she/they executed the same in his/her/their authorized ca.pacity(ies), and that by his/her%their
signature(s) on the instrument the person(s), or entity upon behalf of which the person(s) acted,
executed the instrument.
I cerhfy tmder penalty of per ury under the laws of the State of California that the foregoing
paragraph is true and correct.
Witness iny hand and official sea1. 1 SNA PERIC
Commission#2196236
Z .' Notary Public-California z
Los Angeles County.. ..
M CAmm.Ex ires Mar 16,2020
Signature-
Notary ublic
ACTION WITHOUT A MEETING
BY UNANIMOUS WRITTEN CONSENT
OF THE BOARD OF DIRECTORS OF
VASILJ, INC.
The undersigned, being all of the Directors of VASILJ, INC., a California
corporation, pursuant to the authority granted by the bylaws of this corporation
and by the laws of the State of California, do hereby unanimously consent in
writing to and hereby adopt the following resolutions:
ADOPTION OF STANDING RESOLUTION —CONTRACTS
RESOLVED, that Iva Vasilj and Ivan Vasilj, President and Secretary of the
Corporation, respectively, hereby appoint Tanja Burleson as their attorney if fact
and agent of the Corporation, to execute and deliver on behalf of this corporation
contracts, agreements and other written instruments entered into in the ordinary
course of business of the Corporation; and
RESOLVED FURTHER, that the President, or any Vice President, either
acting alone or together with the Secretary or any Assistant Secretary of this
Corporation be and they hereby are, authorized and empowered to delegate in
writing to any employee or agent of the Corporation authorization and power to
execute and deliver on behalf of this Corporation purchase orders, contracts,
agreements and other written instruments entered into in the ordinary course of
business of the Corporation.
ADOPTION OF STANDING RESOLUTION — REAL PROPERTY
RESOLVED, that Iva Vasilj and Ivan Vasifj, President and Secretary of the
Corporation, respectively, hereby appoint Tanja Burleson as their attorney if fact
and agent of the Corporation to make, execute and deliver deeds, mortgages,
trust deeds, conveyances, releases of mortgages, requests for reconveyance of
trust deeds, contracts for the sale of real property, assignments or other
instruments relating to any real property at any time owned by this Corporation.
ADOPTION OF STANDING RESOLUTION —SECURITIES
RESOLVED, that Iva Vasilj and Ivan Vasifj, President and Secretary of the
Corporation, respectively, hereby appoint Tanja Burleson as their attorney if fact
and agent of the Corporation to purchase shares of stock, bonds, debentures,
notes evidences of indebtedness or other securities and to sell, assign, transfer,
set over, endorse and deliver any and all such securities at any time standing in
the name of or owned by this Corporation or its officers or its directors and to
make, execute and deliver any and all written instruments necessary or proper to
effeetuate the authority hereby conferred.
IN WITNESS WHEREOF, the undersigned Directors have executed this
written consent as of March21, 2016.
r
Iva Vasifj I an Vasilj