Item 19 - San Lorenzo Sewage Lift Station

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TAKEOVER AGREEMENT PROJECT 06-3510 SAN LORENZO SEWAGE LIFT STATION PROJECT I. RECITALS 1. The parties to this Takeover Agreement ("Agreement") are ARCH INSURANCE COMPANY ("Arch" or "Surety") and the CITY OF SANTA ANA ("Owner"). This Agreement is effective as of the date last signed by any party ("Effective Date"). 2. Owner entered into a Contract (the "Contract") with ROCKFORCE CONSTRUCTION, LLC ("ROCKFORCE" or "Principal") for ROCKFORCE to furnish all labor and material and perform all work for the San Lorenzo Sewage Lift Station project (the "Project") in accordance with the terms and provisions of the Contract, a copy of the Contract being attached hereto as Exhibit "A" and incorporated herein, including all Contract Documents forming a part of the Contract, as enumerated in the Contract and modifications, amendments and/or changes to the Contract effectuated prior to the Effective Date of this Agreement. References herein to the "Contract" shall be deemed to include references to all modifications, amendments and/or changes to the Contract effectuated prior to the Effective Date of this Agreement. 3. As required by the Contract, Surety issued Performance and Payment Bonds numbered SU1156899 identifying ROCKFORCE as the principal and Owner as the obligee (the "Performance Bond" and "Payment Bond"), each of which are in the Penal Sum equal to the Contract Price under the Contract of $7,606,500 copies of these Bonds being attached hereto as Exhibit "B", respectively, and incorporated herein; 4. On August 16, 2021, Owner terminated the Contract for ROCKFORCE's defaults thereunder, and the Notice of Termination for Breach being attached hereto as Exhibit "C" and incorporated herein. The Owner subsequently made demand upon the Performance Bond for Arch to complete the Project. 5. As of the date of ROCKFORCE's default under the Contract, certain work and other obligations of ROCKFORCE remain to be performed under the Contract. 6. Surety acknowledges its obligations under the Performance Bond to perform and complete the Remaining Work/Obligations upon ROCKFORCE's default and termination by the Owner; accordingly, Surety agrees to complete the Remaining Work/Obligations by retaining one or more Completion Contractor, subject to written approval by Owner, to complete the Remaining Work/Obligations under the Contract, in accordance with the terms, conditions and other requirements of the Contract, subject to the terms and conditions of the Performance Bond and this Agreement. 7. The Owner acknowledges that Arch is acting in its capacity as the Surety