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Home My Public Portal About10) 7G Approval of Service Agreement for Ontario Refrigeration Service, Inc. Mechinical and Repair Services-----------------~------------- AGENDA ITEM ?.G. COMMUNITY DEVELOPMENT DEPARTMENT MEMORANDUM DATE: August19 ,2014 TO: The Honorable City Council FROM: Donald E . Penman , Interim City Manager ~ Via : Michael D. Forbes, AICP , Community Development Directo t~ Robert Sahagun , Public Safety and Services Manager By : Andrew J . Coyne , Management Analyst SUBJECT: APPROVAL OF A SERVICE AGREEMENT WITH ONTARIO REFRIGERATION SERVICE, INC . FOR MECHANICAL, MAINTENANCE, AND REPAIR SERVICES FOR HEATING, VENTILATION, AND AIR CONDITIONING SYSTEMS AT CITY FACILITIES RECOMMENDATION: The City Council is requested to : a) Review and approve a service agreement (Attachment "A ") with Ontario Refrigeration Service , Inc. (Ontario) for mechanical , maintenance, and repair services for heating , vent ilation , and air conditioning (HVAC) systems at City facilities ; and b) Authorize the Interim City Manager to finalize and execute the service agreement with Ontario Refrigeration Service, Inc. BACKGROUND : 1. On July 4 , 2004 , the City entered into a service agreement with Ontario for maintenance and repair of HVAC systems . Per the terms of the agreement , the contract has been extended, by mutual agreement, on an annual basis . 2 . On June 12 , 2014 , City staff issued a Request for Proposals (RFP) for mechanical , maintenance, and repair services for HVAC systems at City facilities (Attachment "B"). 3 . On July 7 , 2014 , three proposals were received in response to the RFP from Ontario (Attachment "C"), Tetra Mechanical , Inc., and F .M. Thomas Air Conditioning, Inc. City Council August 19 , 2014 Page 2 of 3 ANALYSIS: The City currently contracts with Ontario for maintenance and repair services for HVAC systems at City facilities. These services are administered through an agreement eligible for renewa l on an annual basis . It is standard practice for cities to periodically issue RFPs for contract services to ensure that they are receiv i ng a competitive price for services . Rather than extending Ontario's current contract for another year beyond 2014 , City staff believed it was appropriate to issue a new RFP for HVAC maintenance services to ensure that the City was receiving the most efficient and cost effective service . Staff has reviewed the proposals received and has analyzed them based on the criteria specified in the RFP . Staff believes that Ontario is the best qualified among the three firms that submitted proposals to provide efficient , cost effective , and quality service . Ontario has over 50 y ears of experience in providing HVAC services and has served the City for the last 10 years. As such, Ontario has extensive knowledge and familiarity with the City 's facilities and HVAC equipment. The following table shows the proposed cost of Ontario's services in relation to the other proposals received. Ontario Refrigeration, Tetra Me c hanical , Inc. F.M. T ho mas Air Inc. Cond iti on ing , In c . Routine Ma intenance $10,436 $26 ,832 Proposal #1 : $5,644 for Total Annual Fe e bi-annual routine maintenance Proposal #2 : $4 3,138 for compre hens iv e mainten ance Supplem ental Service $108 per hour+ $80 per hour Included in proposal #2 $45 vehicle charge Emergency Service $162 per hour+ $1 25 per hour Included in proposal #2 (evenings and $45 vehicle charge+ weekends ) $75 emergency fee The proposed agreement has a term of one year. If not cancelled, the agreement would automatically renew on an annual basis for up to five additional years. After six years , the contract would terminate with no additional options for renewal. The above fees would app ly for the first year of the agreement, and would be increased annually thereafter based upon the Consumer Price Index for Urban Consumers , not to exceed an increase of three percent annua lly . Under the current and recommended service agreements, Ontario provides HVAC maintenance and repair services for the following facilities : Live Oak Park Community Center, Live Oak Park Annex, City Hall, Community Room , Civic Center, Emergency Operations Center, and City Yard . The proposed fees to be charged and the frequency of service for each facility are noted in the table below . City Counc il August 19, 20 14 Page 3 of 3 Facility Liv e O ak Park Community Cente r an d A nn e x City Hall, Co mmun ity Room , C ivic Cente r , an d Emergency O peratio ns Ce nte r City Yard Total FISCAL IMPACT: Annual Cost Frequency of Service $4 ,596 Monthly $5,472 Bi -m onth ly $368 Bi-an n ual $10 ,436 The annual cost of the serv ice agreement is $10,436 for the first year, with additional costs for supplemental and emergency servi ces, a s needed . The agreement provides that total compensation for all services shall not exc eed $24 ,000 pe r year. Funding fo r the proposed agreement w a s in c luded in th e Fiscal Year 2 014-15 City Budget. If re newed after th e first year for the additional f ive-year term , the annual cost would increase annually by up to three percent. Staff would account for the increase in future proposed C ity Budgets accord ingly . CONCLUSION: It is staff's assessment that Ontario has the best comb i nation of e xperience , competitive pricing , and knowledge of the City's facil ities and HVAC e q u ipment to provid e th e requested servi c es . Therefo re , staff recomm e nds that the City Council approve the agree ment with Onta rio and autho riz e the City Manager to e xecute th e agreement. ATTACHMENTS: A. Service Agreement between the City and Ontario Refrigerat ion Service , Inc. B. RFP Package C. Proposa l Submitted by Ontario Refrigeration Service , Inc. ATTACHMENT A AGREEMENT FOR MECHANICAL, MAINTENANCE, AND REPAIR SERVICES FOR HEATING, VENTILATION, AND AIR CONDTIONING SYSTEMS (HVAC) AT CITY FACILITIES L A #4822-4623-258 1 v2 913113 Between THE CITY OF TEMPLE CITY, a municipal corporation and ONTARIO REFRIGERATION SERVICE, INC. a Corporation Dated August 19, 2014 AGREEMENT FOR MECHANICAL MAINTENANCE AND REPAIR SERVICES FOR HEATING VENTILATION, AND AIR CONDITIONING SYSTEMS (HVAC) AT CITY FACILITIES Th is Agreement for mechanical maintenance and repair servic es for the HVAC system at city facilit ies ("Agreement") is entered into as of the date referen ced on the cover page ("Effective Date ") between the CITY OF TEMPLE CITY , a charter law city and municipal corporation ("City") and the CONTRACTOR designated on th e cover ("Contractor") (collectively the "Parties"). In consideration of the mutual promises and covenants made by the parties and contain ed here and ot her consideration , the valu e and adequacy of which are hereby acknowledged , the part ies agree as follows : SECTION 1. SCOPE OF SERVICES 1.1 Term . Subject to the provisions of Section 8 [Termination] of this Agreement, the term of this Agreement is for 1 year from and after the Effective Date ("Term "), unless mutually extended by the part ies . 1.2 Contractor Services . Subject to the terms and conditions of this Agreement , Contractor agrees to perform for City comprehensive mechan ical ma intenance and repair servi ces for heating , ventilation , and air conditioning systems (HVAC ) at city facilities as identified in the Customized Servi ce Program (CSP ) Agreements dated July 07 , 20 14 and specified in the Scope of Services attached hereto and incorporated herein by reference as Exhibit "A " [Scope of Services] ("Services"). Contractor agrees to furn ish , for the compensation provided for herein , all labor, materials , tools , equipment , serv ices, and incidental and customary work necessary to fully and adequately perform and complete the Services . The Services shall be sub ject to inspection and approval by City. Contractor agrees to work closely with City staff in the performance of the Services and shall be ava i lable to City 's staff and consultants at all reasonable times . 1.3 Extra Work. Contractor shall not be compensated for any work or services rendered in conn ection with its performance of this Agreement, which are in add ition to or outside of the Services ("Extra Work"), except as expressly provided for herein. It shall be Contractor's responsibility to ensure that the scope and price of any Extra Work to be performed by Contractor is approved by City in writing in advance of Contractor's commencement of the Extra Work in accordance with Section 9.10 [Amendments] and Section 9.19 [Administration and Implementation]. City shall not be obligated to pay for or otherwise be liable for unauthorized Extra Work perform ed by Contracto r. 1.4 Schedule of Performance . Contractor agrees to diligently perform and complete the Services in accordance with th e schedule of performance attached hereto and incorporated herein by reference as Exhibit "B" [Schedule of Performan ce] ("Schedule of Performance"). Modifications to the Schedule of Performance must b e LA #482 2--1623-258 1 v2 ( 9/3/13 agreed upon in writing in advance by the City Manager pursuant to Section 9.19 [Administration and Implementation] and Contractor. 1.5 General Warranty . Contractor warrants all Services under this Agreement (which for purposes of this Section shall be deemed to include unauthorized Extra Work which has not been removed and any non -co nforming materials incorporated into the Services) to be of good quality and free from any defective or faulty material and workmanship . All warranties and guarantees of subcontractors , suppliers and manufacturers with respect to any portion of the Services , whether express or implied , are deemed to be obtained by Contractor for the benefit of C ity , regardless of whether or not such warranties and guarantees have been transferred or assigned to City by separate agreement and Contractor agrees to enforce such warranties and guarantees , if necessary, on behalf of City . 1.6 Repair of Defects . Contractor agrees that for a period of one (1) year from and after final acceptance of the Services , or in any guarantee or warranty provided by any manufacturer or supplier of equ ipment or materials incorporated into the Services , whichever is later, Contractor shall within ten (1 0) days after being notified in wr iting by City of any defect in the Services or non -conformance of the Serv ices , commence and prosecute with due diligence all work and services necessary to fulfill the terms of the warranty at its sole cost and expense. In addition , Contractor shall , at its sole cost and expense , repair and replace any portions of the work, facilities , fixtures , or materials damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective work or services. For any work so corrected , Contractor's obligation hereunder to correct defective Services shall be reinstated for an additional one year period , commencing with the date of acceptance of such corrected Services . Contractor shall perform such tests as City may require to verify that any corrective actions are adequate to remedy the defective condition . In the event that Contractor fa ils to perform its obligations under this Section to the reasonable satisfaction of City, then City shall have the right to correct and replace any defective , non-conforming , or damaged Services at Contractor's sole expe nse . Contractor shall be obligated to fully reimburse City for any expenses incurred hereunder upon demand . 1.7 Contractor's Representative . Contractor hereby designates the representative named in Exh ib it "D" [Representatives], or his or her designee , to act as its representative for the performance of this Agreement ("Contractor's Representative "). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. Contractor's Representative shall supervise and direct the Services , using his or her best skill and attention , and shall be responsible for all means, methods, techniques , sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. LA #4822-4623-2581 v2 9/3/13 2 ----------------------------- SECTION 2. COMPENSATION AND METHOD OF PAYMENT 2 .1 Compensation . City shall pay to Contractor for non-disputed Services rendered , the compensation set forth in Exhibit "C" [Compensation] attached hereto and incorporated herein by reference. Total compensation to Contractor for the Services shall not exceed $24 ,000 without the prior written approval of City in accordance with Section 9 .10 [Amendments] and Section 9.19 [Administration and Implementation]. 2 .2 Payment of Compensation . Contractor shall submit periodic (monthly , bi- monthly , or bi-annual as specified in Ex hibit "C") invoices together with an itemized statement of Services provided . The statement shall describe the Services provided , the percent of work completed by item , together with such other reasonable detail and supporting documentation as may be required by the City Manager, or his/her designee . City w ill review the statement and pay , with the exception of any charges for work performed or expenses incurred by Contractor which are disputed by City , within 30 days of receiving such statement, all approved charges thereon . Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defect in work performed by Contractor. SECTION 3. RESPONSIBILITIES OF CONTRACTOR 3 .1 Control and Payment of Subordinates; Independent Contractor. Contractor agrees that all Services shall be performed by Contractor or under its supervision . The personnel performing the Services under this Agreement on behalf of Contractor shall at all times be under the Contractor's exclusive direction and control. Contractor will determine the means , methods and details of performing the Services subject to the requirements of this Agreement. Contractor is and shall at all times rema in a wholly independent contractor and not an officer, employee or agent of City . Contractor shall have no authority to bind City in any manner, nor to incur any obligation , debt or liability of any ki nd on behalf of or against City , whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City . Neither Contractor, nor any of Contractor's officers, employees or agents , shall obtain any rights to retirement, healthcare or any other benefits which may otherwise accrue to City's employees . Contractor expressly waives any claim Contractor may have to any such rights . 3 .2 Standard of Care and Licenses . Contractor agrees that all Services shall be performed in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California . Contractor represents and warrants that it, its employees and subcontractors shall have sufficient skill and e xperience to perform the Services and that it , its employees and subcontractors have all licenses , permits , qualifications and approvals of whatever nature that are legally required to perform the Services , includ ing a City Business License , and that such licenses and approvals shall be mainta ined in good stand ing throughout the term of this Agreement. LA #4822-4623-258 1 v2 9/3/1 3 3 ------~---------------- 3 .3 Required Corrections . Contractor shall perform , at its own expense and without reimbursement from the City, any work necessary to correct errors or omissions that are caused by the Contractor's failure to comply with the standard of care provided for herein . 3.4 Law and Regulations. Contractor shall keep itself fully informed of and in compliance with all local , state and federal laws , rules and regulations in any manner affecting the performance of the Services, including all Cai/OSHA requirements , and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. 3 .5 Safety. Contractor shall perform the Services, and maintain its work area , so as to avoid injury or damage to any person or property and shall otherwise exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the co nditions under which the work is to be performed . 3 .6 Labor Code and Prevailing Wage Requirements . 3 .6 .1 Apprenticeable Crafts. To the extent applicable , Contractor shall comply with the provisions of Section 1777.5 of the Labor Code with respect to the employment of properly registered apprentices upon public works . 3 .6 .2 Hours of Work . Contra ctor shall comply with the legal days work and overti me requirements of Section 1813 of the Labor Code . 3 .6 .3 Payroll Records . In accordance with the requirements of Labor Code Section 1776 , Contractor shall keep accurate payroll records which are eithe r on forms provided by the Division of Labor Standards Enforce ment or which conta in the same information required by such form s. Co ntra ctor sh all make all such records available fo r ins pection at all reasonable hours . 3.6.4 Preva iling Wage Laws . Contractor represen ts and warrants tha t it is aware of the requirements of California Labor Code Section 1720, et seq ., and 1770 , et seq ., as well as Californ ia Code of Regu lations , Title 8 , Section 1600, et seq., ("Prevailing Wage Laws "), wh ich require the payment of prevail ing wage rates and the performance of other requirements on "Public Works" and "Ma intenance" projects . If the Services are being perfo rmed as part of an applicable "Public Works " or "Maintenance" project, as defined by the Prevai li ng Wage Laws , and if the total compensation is $1 ,000 or more , Contractor agrees to fully comply with such Preva iling Wage Laws . City shall provide Contractor with a copy of the preva iling rates of per diem wages in effect at the commencement of this Agreement. Contractor shall ma ke copies of the prevailing rates of per diem wages for each cra ft, classification or type of worke r needed to execute the Services available to inte rested parties upon re quest, and shall post copies at the Contrac to r's principal pla ce of business and any loca tion where the Services are performed . LA #4822-4623 -2581 v2 9/3113 4 3 .7 Equal Opportunity Employment. Con tractor represents that it is an equal opportunity employer and it shall not discriminate aga inst any subcontractor, employee or applicant for employme nt because of race , relig ion , color, nation a l origin , handicap , ancestry , sexua l orientatio n, sex or age . Such non-discrimination shall incl ud e , but not be limited to , all activities related to in itia l employment, upgrading , demotion , transfer, recru itment or recruitment advertising , layoff or termination . 3 .8 Unauthorized Aliens . Contractor hereby prom i ses and agrees to comply with all of the provisions of the Federal Imm igration and Natio nality Act, 8 U.S.C. §§ 1101 , et seq ., as amended , and in co nn ection therewith , shall not employ unauthorized aliens as defined therein . SECTION 4. INDEMNIFICATION 4 .1 Indemnity . Excep t as to th e sole negligence , active negligence , gross neg ligence or willful misconduct of City , Contractor expressly agrees to , and shall , indemnify , defend, relea se , and hold City , and its respect ive officials , officers , employees , agen t s, and contractors harmless from and aga inst any Act ion , liabili ty , loss , damage, entry , judgm ent, order, lien , and Costs and Expenses which arises out of, or are in any way related to , any act or omission of Contractor, or its officers , directors , employees , agents, or cont ra ctors, co nn ected with the performance or failure to perform under this Agreeme nt, notwithstandi ng that City may ha ve benefited therefrom , or any chall enge to this Agreement. This Section shal l apply to any acts or omissions , willfu l misconduct or negligent conduct , whether active or passive , on the part of Contractor's officers , directors, employees , agents and contractors , including but not limited to acts or omissions in any way related to , the release , treatment, use , generation , transportation, storage , or disposal in , on , under, to, or from the l ocation at which work under th is Agreement is performed of any Ha zardo us Substan ces by Contractor or its officers , directors, employees , agents , and subcontractors . The Part ies expressly agree that any payment, or Costs and Expenses City incurs or makes to , or on behalf of, an injured employee under City 's workers ' compensation or other insurance , is included as a loss or Costs and Expenses for the purpose of this Section . City shall not be responsible for any acts , errors or om issions of any person or entity except City and its officers, agents , servants , emp loyees or contractors. The Part ies expressly agree that the ob ligations of Contractor under this Section sha ll survive the exp iration or early terminat io n of the Agreement. 4 .2 Action . For purposes of this Agreement, "Act io n" shall mean any suit (whether legal , equ itable , or declaratory in nature), proceeding or hearing (whethe r administrative or j udi cial), arbitration or mediation (w hether voluntary , court-ordered , binding , or non-binding), or other alternative dispute reso lutio n process , and the fi ling , record ing , or service of any process, noti ce , claim , demand , l ie n, or other instrument which is a prerequ isite or prelude to commencement of th e Actio n. 4 .3 Costs and Expenses . For purposes of this Agreement , "Costs and Expenses " shall mean all costs and expenses , to the extent reasonable in amount, L A #4822-4623-2581 v2 9/3/13 5 actual ly and necessarily in curred by a Party in good fai th in the investigation , prosecution or defense of an Action, includ ing , but not limited to , court costs , filing , recording , and service fees , copying costs , exhibit product ion costs, special media renta l costs , attorneys fees , consultant fees , fees for investigators , witness fees (both lay and expert), travel expenses , deposition and transcript costs , and any oth er costs or expenses , the award of wh ich a court of comp etent juri sdiction may determ ine to be j ust and reasonable . 4.4 Hazardous Substances . For purposes of this Agreement, "Hazardous Substances " shall mean any and all of the following : a . any substance , product, waste or other material of any nature whatsoever which is or becomes listed , regulated , or for which liability arises for misuse , pursuant to the Comprehensive Environm ental Response Compensation and Liability Act ("CERCLA"), 42 U .S.C. §9601 , e t seq .; the Hazardous Materials Transportation Act, 49 U.S.C . §1 801 , e t se q .; the Resource Conservation and Recovery Act ("RCRA"), 42 U.S.C. §6901 , et seq .; the To xic Substances Control Act, 15 U.S .C.S. §2601 , e t se q.; the Cl ean Water Act, 33 U.S.C. §1251 , e t seq .; the Insecticide , Fung icide , Rodenticide Act , 7 U.S.C. §136 , e t seq .; the Superfund Amendments and Reauthorization Act, 42 U.S.C. §6901 , e t se q.; the Clean Air Act , 42 U.S .C. §7401 , e t seq.; the Safe Drinking Water Act , 42 U .S.C. §3 00f, et se q .; the Solid Waste Disposal Act, 42 U.S.C. §6901 , e t se q.; the Surface Mining Control and Reclamation Act, 30 U.S.C . §12 01 , e t seq.; the Emergency Planning and Community Right to Know Act, 42 U.S.C. §11001 , et se q.; t he Occ upational Safety and Health Act, 29 U.S.C. §§655 and 65 7 ; the Hazardous Was te Control Act , California Health and Safety Cod e ("H.&S .C.") §251 00 , e t se q.; the Hazardous Substance Account Act , H.&S .C.§25330 , e t se q.; th e California Safe Drinking Water and To xic Enforcement Act, H.&S.C. §25249 .5 , e t se q .; the Underground Storage of Hazardous Substances , H.&S.C. §25280 , et seq.; the Carpenter-Presley-Tanner Ha zardous Substance Account Act , H.&S .C. §25300 , e t s eq .; the Ha zardous Waste Management Act, H.&S.C. §25170 .1, e t seq .; the Hazardous Materials Response Plans and Inventory, H.&S .C. §25001 , e t se q .; the Porter-Cologne Water Quality Control Act, Wate r Code §13000 , e t se q., all as they may from time to time be amended ; and b . any substance , product, waste or ot her material of any nature whatsoever which is or becomes listed , regu lated , or for wh ic h liabil ity fo r mi s us e arise s purs uant to any othe r federal, state or local statute , law, ordinance , reso luti on , code , rule , regulation , order or decree due to its hazardous, to xi c or dangerous nature . SECTION 5. RECORDS AND DOCUMENTS 5.1 Accounting Records . 5.1 .1 Maintenance and Inspection . Contra ctor sha ll maintai n co mplete and ac curate records with respe ct to all expenses incurred under this Agreement. A ny and all such documents o r records shall be mainta ined i n accordance w ith generally LA #4822-4623-258 1 v2 9/3 /1 3 6 accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the Services prov ided by Contractor pursuant to this Agreement. All such records shall be clearly identifiable. 5 .1.2 Inspection and Copying . Contractor shall allow a representative of City during normal business hours to examine , audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work , data, documents , proceedings , and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. At no cost to City, Contractor shall provide copies of such documents or records directly to the City for inspection , audit and copying when it is practical to do so ; otherwise , unless an alternative is mutually agreed upon , such documents and re cords shall be made available at Contractor's address indicated for receipt of notices in this Agreement. 5.2 Ownership of Documents . All original maps , models, designs, drawings , photographs , studies , surveys , reports , data , notes , computer files , files and other documents prepared , developed or discovered by Contractor in the course of prov iding the Services shall become the sole property of City and may be used, reused or otherwise disposed of by the City without the permission of the Contractor. Upon complet ion , expiration or termination of this Agreement, Contractor shall turn over to City all such original maps , models , designs , drawings , photographs , studies , surveys , reports , data , notes , computer files , files and other documents SECTION 6. INSURANCE 6 .1 Maintenance of Insurance. Prior to the beginning of and throughout the term of this Agreement Contractor will maintain insurance in conformance with requirements established by City for the type of Services being performed . Contractor acknowledges that prior to the Effective Date of this Agreement, City provided to Contractor the applicable insurance requirements , a copy of which are attached hereto as Exhibit "F" [Insurance]. Contractor acknowledges that the insurance coverage and policy limits provided by City constitute the minimum amount of co verage requ ired . Any insurance proceeds in excess of the limits and coverage requ ired in th is Agreement and which are applicable to a given loss , will be available to the City . 6 .2 Subcontractors Insurance. Contractor agrees to ensure that subcontractors , and any other party involved in the perfo rmance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all respons ibility for ensuring that such coverage is provided in conformity with the requirements of this section . Contractor agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for rev iew. 6 .3 Modification of Insurance Provisions . The City Manager may make reasonable amendments to the insurance requirements of this section , with the written L A #4822-4623-258 1 v2 9/3113 7 concurrence of the Finance Director or Risk Manager, in accordance with Section 9 .19 [Administration and Implementatio n] after considering the Scope of Services , potential liabilit ies , and the required level of insurance to adequately protect the City . SECTION 7. BONDS Section intentionally deleted . No bonds necessary for these services . SECTION 8. TERMINATION. 8 .1 Termination by City. City may , by written notice to Contractor, term inate with or without cause , and without any prior notice of default or right to cure by Contractor, the whole or any part of this Agreement at any time and by giving written notice to Contractor of such termination , and specifying the effective date thereof, at least five (5) days before the effective date of such termination . Upon termination , Contractor shall be compensated only for those non-disputed Services that have been adequately rendered to City , and Contractor shall be entitled to no further compensation . 8 .2 Termination by Contractor. Contractor may, by written notice to City , terminate this Agreement based upon City 's failure to timely cure a default under this Agreement as provided herein . At least forty-five (45) days prior to terminat ion , Contracto r shall provide City with a written notice specifying City 's alleged default and providing City with a forty-five (45) day perio d to cure the default. Should City timely cure such default, the Agreement shall continue . Should City fa il to timely or adequately cure such default, Contractor may terminate th is Agreement by issuance of written notice to City . SECTION 9. GENERAL PROVISIONS 9 .1 Assignment or Transfer. Contractor shall not assign , hypothecate , or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City . Any attempt to do so shall be null and void , and any assignees , hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment , hypothecation or transfer. 9.2 Loss and Damage . Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein , or from the action of the elements , or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City. 9.3 Liquidated Damages . The Part ies agree that City has a legitimate interest in ensuring that Contractor provides the Services (inc l ud ing performance of all duties and responsibilities) required under this Agreement in a consistent and reliable manner, and that Contractor's failure to timely provide such Services or to prov ide them in an inadequate manne r w ill cause City to suffer damages and that it is , and w ill be , L A #4822-4623 -2 58 1 v2 8 9/311 3 impractical and extremely difficult to ascertain and determine the exact amount of damages or to calcu late actual damages . Therefore , in addition to City 's right to treat such non-performance as a material breach of, and to terminate , this Agreement , the Parties agree that liquidated damages , as provided here i n, represent a reasonable estimate of the monetary damages that reasonably cou ld be anticipated and that proof of actual damages would be costly or impractical. The Parties specifically confirm the accuracy of the statements made above and the fact that each Party has had ample opportunity to consult with lega l counsel and obtain an explanation of the liquidated damage provisions at the time that the Agreement was made . Therefore , in lieu of actual damages, Contractor is subject to payment of $500 per failure to perform , per day . City may , at its election . deduct any assessed liqu ida ted damages from payment due , or that will become due , to Contractor from City. 9.4 Excusable Delays . Contractor shall not be liable for damages , includ ing liquidated damages , if any , caused by delay in performance of failure to perform due to causes beyond the control of Contractor. Such cause s include , but are not li mited to , acts of God , acts of the public enemy , acts of federal , state or local governments , acts of City , court orders , fires , floods , epidemics , strikes , embargoes , and unusually severe weather. The term and price of this Agreement shall be equ itably adjusted for any delays due to such causes . 9.5 Cooperation ; Further Acts. The Parties shall fully coope rate with one another, and sha ll take any additiona l acts or sign any additional documents as may be necessary , appropriate or convenie nt to attain the purposes of the Agreement. 9 .6 Governing Law. This Agreement shall be interpreted , construed and governed according to the laws of the State of California . In the event of li tigat ion between the parties, venue in state trial courts shall lie exclus ively in the County of Los Angeles . In the event of litigation in a U.S. District Court , venue shall l ie exc lusively in the Central District of California , located in Los Angeles , California . 9 .7 Integration . Th is Agreement, including the attached Exhibits "A" through "F", is the entire , complete , final and exclusive expression of the parties w ith respect to the matters addressed therein and s up e rsedes all othe r agreements or understand ings , whether oral or written , or ente red into between Contractor and City prior to the execution of this Agreement. No statements , rep resentat ions or other agreements , whether oral or written , made by any party which are not embod ied herein shall be val id and binding . 9 .8 Severability. If a term , condition or covenant of th is Agreement is declared or determined by any co urt of competen t jurisdiction to be invalid , vo id or unenforceable , the remaining provisions of this Agree ment shall not be affected thereby and the Agreement shall be read and construed without the inval id, void or unenforceable provision(s). LA #4822-4623-2581 v2 9/3/13 9 9 .9 Prohibited Interests . Contractor represents and warrants that it has not employed nor retained any company or person , other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person , other than a bona fide employee working solely for Contractor, any fee , commission , percentage , brokerage fee , gift or other consideration contingent upon or resulting from the award or making of this Agreement. 9 .10 Amendments . No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Contractor and City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended , would not exceed the City Manager's contracting authority under the Temple City Municipal Code . All other amendments shall be approved by the City Council. The Parties agree that the requirement for amendments or modifications to be in writing cannot be waived and that any attempted waiver shall be void. 9 .11 No Third Party Beneficiaries . There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 9 .12 Delivery Of Notices . All notices required or permitted to be given under this Agreement shall be in writing and shall be given to the respective parties at the addresses listed in Exhib it "0 ", or at such other address as the respective parties may provide in writing for this purpose . Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S . Mail , first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred , regardless of the method of service . 9 .13 Binding Effect. This Agreement shall be binding upon the heirs, executors, administrators , successors and assigns of the Parties . 9 .14 Waiver. Waiver by any Party to this Agreement of any term, condition , or covenant of this Agreement shall not constitute a waiver of any other term , condit ion , or covenant. Waiver by any Party or any breach of the provisions of this Agreement shall not constitute a waiver of any other provision , nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any Services by Contractor shall not constitute a waiver of any of the provisions of this Agreement. 9.15 Attorneys Fees, Costs and Expenses . In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees and Costs and Ex penses , in addition to any other re lief to which it may be entitled . 9.16 Subcontracting . Contractor shall not subcontract any portion of the Services , except as e xpressly stated here in , without prior written approval of City. Li\ #-1822-4623-258 1 v2 ) 0 9/3 11 3 Subcontracts , if any, shall contain a provision making them subject to all provisions of this Agreement. 9 .17 Counterparts . This Agreement may be signed in counterparts , each of which shall constitute an orig inal. 9 .18 Authority To Execute. The person or persons executing this Agreement on behalf of Contractor represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Contractor to the performance of it s obligations hereunder. 9 .19 Administration and Implementation. Th is Agreement shall be administered and executed by the City Manager or h is or her designated representative. The C ity Manager shall have the authority to issue interpretatio ns and to make amendments to this Agreement, including amendments that commit add itio nal funds , consistent with Section 9 .10 [Amendment] and the City Manager's contracting authority under the Temple City Municipa l Code . IN WITNESS WHEREOF , the parties hereto have caused this Agreement to be executed the day and year first above written . CITY OF TEMPLE CITY Donald E. Penman, Interim City Manager ATTEST: Peggy Kuo , C ity Clerk APPROVED AS TO FORM: Eric S . Vail , City Attorney LA #4822-4623 -258 1 v2 9/J/IJ II CONTRACTOR: (Authorized Officer) Title ------------------------- Print Name: __________________ _ EXHIBIT "A"SCOPE OF SERVICES CONTRA CTOR sha ll pro v id e compre hen s ive mec hani ca l ma int e nance and repa ir serv ices fo r th e hea tin g, vent il at ion, a nd a ir co nditi o nin g sys tems (H V AC) as id e nt ifi ed in the attac hed Ex h ibit s: As pe r Ex hibi t A I: C ity Ha ll , C ivic Ce nt er, Co mm un ity Roo m, a nd Emerge ncy O perat ions Ce nte r (EOC) Exhib it A2: C ity Yard Ex hibit A3 : Li ve Oak Pa rk (Co mmunit y Ce nt e r, A nn ex, and Co ncessio n Sta nd) A lso, Spec ia l Ser v ices , as nee ded . Se rvices fo r one (1) yea r per co ntrac t but automati ca ll y re newed fo r fi ve (5) additi ona l yea rs if no ear ly termin at io n. After s ix (6) yea rs, th e co ntr ac t is termin ated w ith no ability to re new. CS R Agree ments da ted Jul y 07 ,2014 attached he re to. LA #4822-4623-258 1 v2 9/3113 A EXHIBIT A1 Ontario ~~.!-~i.geLr~~~.~.n CUSTOMIZED SERVICE PROGRAM (CSP) -t II <1 \ LU 'L).., Under our CUS"J:OMIZED SERVICE PROGRAM, Ontario Refrigeration shall provide the Customer with a guaranteed performance based agreement entailing every aspect of professional preventive and predictive maintenance services . The program begins with a detailed equipment inventory by component. Th is inventory is entered into our computer data bank of maintenance. tasking as recommended , at minimum , by the equipment manufacturer. This task ing is then supplemented by our own experience of equipment operation and service requirements in the s~ate of California since 1958. The program is further customized with the Customer's individual application(s), operating run-t ime, and specific needs of the Customer's occupants. Included in the program for the attached Inventory of Equ ipment is the f ollowing: • SYSTEM(S) OPERATIONAL ANALYSIS Travel and jobsite labor including vehicle and living expense necessary to test existi ng operation and performance characteristics of the equipment. Inspections in the f orm of non-destructive testing , vibration and noise monitoring, chemical analysis, and routine visual · inspections will be performed to ensure that the system(s) are in proper operati ng cond ition and to identify any potential system(s) failures . As customized for your syst em (s), the following inspections typify these services as applicable: · Visually Inspect the Following: -fan assemblies -belts & sheaves -motor mounts & vibration pads -electrical connections & contactors -heating & cooling coils -filter media & racks -sight glass condition -bearings -spray nozzles & pans -ignitor & flame assembly -heat exchangers -compressor sections -condensing sections -heating sections -humidifiers & strainers -seals & packaging -condensate drains & pans -flame composition -flue sta ck assembly Physically Check and/or Test the Following: -lubrication requireme nts -oil sump , heaters & temperatu re s -starter operation -water flows -motor operating cond itions -suction & discharge pre ssure s -flow switch operation -control interlocks -damper operation -e xternal interlocks -motor voltage & amperag es -refrigera-nt charges -system(s) leaks -o il & flu id levels -pressure & temperatures -outs ide air intakes -refrigerant pump down -crankcase heaters V.CMI2102 . l Ontario ~~!.~~.~eL~~~,~-~.n CUSTOMIZED SERVICE PROGRAM (CSP) ,,~ 11 'tJ ·-" c·o ,, o ·• • PREDICTIVE & PREVENTIVE MAINTENANCE Travel and jobsite labor including vehic_le and living expens~s essential to ensure effi.cient operating conditions and extended equipment .life. Preventive Maintenance working in tanq~m with Pred ictive Maintenance is performed to detect early sig.ns of deteriorating performance and to predict potential system(s) failures. These services diagnose and solve eq!Jipment problems often before they occur. Preventive Maintenance is performed on an ongoiDg bas is and is scheduled with little ~r no equipment downtime with its primary objective aimed at system(s) durability, reli~bility, efficiency, and safety. As customized for your system(s), the following tasks typify these services as applicable: Calibration: -temperature controls -operating &-safety controls -humidity & pressure controls -transmitter & receiver gauges -economizer controls Adjustment: -purge system(s) -superheat . -damper & valve lin~ages -unloaders -belt tensions ; replace annually -fan rpm 's -chemical feed equipment -g,as pressure regulators -combustion air ratios -set points . -.ignitor & flame rod assembly -sump floats · · Alignment: -be lt sheaves -pulleys -coil fins -belt drives Vibration : -damper linkages -fan bearings -axial vane drives -pumps -·motors Secu~:"e and Tighten: -motor terminals -control terminals -piping clamps -line fittings -mounting hardware -electrical connections .-equipment panels -motor mounts -vibration pad nuts & bolts -damper sections Cleaning: -control devices -electrical contactors -condenser coils (with water) -evaporator coils (as required) -fan blades & impellers - p ilot & burner orifices -ignitors -cond~nsate pans -tower basins -sumps & floats -baffles & fill -nozzles & passages -equipment areas -burner orifices Painting and Surface Preparation: -as required , to help prevent corrosion and deterioration of exterior equipment surfaces V,CMI21 02 ---------------------·--~------ J' ( Ontario ~~!.~i.~ec~~~oi·~,n CUSTOMIZED SERVICE PROGRAM (CSP) -,, 1f •q ,\ Co •t o ·• • PROGRAM ADMINISTRATION Ontario Refrigeration will be responsible to administer, monitor and update all aspects of the service provided under this agreement. A complete set of documents will be generated, including computerized maintenance task schedules, inventory records, and all ·Other documentation required for establishing operating trends and further corrective measures. Detailed Service and/or Maintenance. Reports will be left with Customer after every service visit. Ontario Refrigeration will aCt on Customer's behalf to provide any documentation fhe · EPA may require regarding compl iance with the Clean Air Act. V.De2 1D2 J I I I Ontario Refrigeration INVENTORY OF EQUIPMENT Cotnnrerct.JI Atr Condtttonmq Hc.1tmg & Control!> The f<;>llowing equipmenUsystem(s) shall be covered as previously described under the Service Program . Q Equipment/Component M d 1 M f t Capacity Location/ ty 0 . t. o e anu ac urer HP!Ton/BTU U .t 1 0 escnp 1on n1 . . City Hall. 1 Package Unit 48HJD005-631 Carrier 4 Ton Roof 2 Package Unit 48HJD008 ~631 Carrier 7 .5 Ton Roof 2 Package Unit 48HJD006-631 Carrier 5 Ton Roof 1 Packa~e Unit 48HjDQ12-'651 Carrier 10 Ton Roof 1 Condenser RAKA024-JAZ Rheem 2 Ton Roof 1 Air Handler To Be Determined Rheem 2 Ton Computer Room Civic Center 1 Package Unit 48HJD014-631 Carrier 12 Ton Roof 2 Package Unit . 48HJD005-631 Carrier 4 Ton Roof 1 Package Unit 48HJD009-631 Carrier 8.5 Ton Roof Commun ity Room 2 Package Unit GCS10-513-75-1 Lennox 4 Ton Roof Emergency Operations Room 1 Heat Pump HP9-65V2A Lennox 5 Ton Roof 1 Air Handler To Be De_termined Lennox 5 Ton Interior This agreem ent is subj ect to tlie General Conditions on the reverse side of p age one. V.lle2 102 t ' Ontario Refrigeration AIR FILTER SERVICE Co •• "C' c: 1 ..l Lo •c. 10"'•'9 -e.lt •q & Cv •t o s Ontario Refrigeration shall provide labor and material for the scheduling of filter service as follows: E · D · · F"l M d. T Q Fit o· · Inspections/ qUipment escnpt1on 1 ter e 1a ype ty 1 er 1mens1ons Changes Per Year Package Unit Pleated Filter 8 16x25x2 6 Package Unit Pleated Filter 12 16x20x2 6 Package Unit Pleated Filter 10 20x20x2 6 Air Handler Pleated Filter 1 · 20x20x1 6 Air Handle r Pleated Filter 2 25x25x1 .6 Air Handler Pl~ated Filter 1-2 To Be Determined 6 . This agreement is subject to the General Conditions on the rev erse side of page o ne. V.o&2102 Ontario Refrigeration SPECIAL SERVICES/PROVISIONS • l I I ' , This is not an inspection proposal under which the equipment listed is merely inspected , oiled , and adjusted on a quarterly basis . This proposal i ncludes a computerized preventative maintenance program under which Ontario technicians perform necessary maintenance on the equipment according to its age , size , and run -time in order to ensure proper system operation and efficiency . This results in fewer eq~:~ipment failures, increased equipment life, and maximum energy savin gs. . . This agreement is subject to the Additional Agreement Terms and Cond itjons on the reverse side of page one. _ . V.Ot!2102 EXHIBIT A2 Ontario ~~.~~i.ge~~~~.~.n CUSTOMIZED SERVICE PROGRAM (CSP) 't• ., '<J h c .. ·t <} .. PC71125 Under our CUSTOMIZ~D SERVICE PROGRAM, Ontario Refrigeration shall provide the Customer w ith a guaranteed performance based agreement entailing every aspect of professional preventive and predictive maintenance services. The program beg ins w ith a detailed equipment inventory by component. This inventory is entered into our computer data bank of maintenance tasking as recommended , at minimum , by the equipment manufacturer. This tasking is then supplemented by our own experience of equipment operation and service requirements in the state of California since 1958. The program is further customized with the Customer's individual application(s), operating run -time, and specific needs of the Customer's occupants . Included in the program for the attached Inventory of Equipment is the fo ll owing : • SYSTEM(S) OPERATIONAL ANALYSIS Travel and jobsite labor including vehicle and living expense necessary to test existing operation and performance characteristics of the equipment. Inspections in the form of non-destructive testing, vibration and noise monitoring , chemical analysis, and routine visual inspections will be performed to ensure that the system(s) are in proper operating condition and to identify any potential system(s) failures . As customized for you r system(s), the following inspections typify these services as appl icable: Visually Inspect the Following: -fan assemblies -belts & sheaves -motor mounts & vibration pads -electrical connections & contactors -heating & cooling coils -filter media & racks -sigtit glass condition -bearings -spray nozzles & pans -ignitor & flame assembly -heat exchangers -compressor sections -condensing sections -heating sections -humidifiers & strainers -seals & packaging -condensate drains & pans -flame composition -flue stack assembly Physically Check and/or Test the Following: -lubrication requ irements -oil sump, he aters & temperatu res -starter operation -water flows -motor operating conditions -suction & disch arge pressures -flow switch operation -control interlocks -damper operati on -external interlocks -motor voltage & amperages -refrigerant charges -system(s) leaks -oil & fluid levels -pressure & temperatures -outside air intakes -refrigerant pump down -crankcase he aters V.oa2102 Ontario ~~!.~i.ge,~~~~.~n CUSTOMIZED SERVICE PROGRAM (CSP) 1'.11 'CI ,\ C, 'I.._> •. • PREDICTIVE & PREVENTIVE MAINTENANCE Travel and jobsite labor including vehicle and living expenses essential to ensure efficient operating conditions and extended equipment life. Preventive Maintenance working in tandem with Pred_ictive Maintenance is performed to detect early signs of deteriorating performance and to predict potential system(s) failures. These services diagnose and solve equipment problems often before they occur. Preventive Maintenance is performed on an ongoing basis and is scheduled with little or no equipment downtime with its primary objective aimed at system(s) durability, reliability, efficiency, and safety. As customized for your system(s), the following tasks typify these services as applicable: Calibration: -temperature controls -operating & safety controls -humidity & pressure controls -transmitter & receiver gauges -economizer controls Adjustment: -purge system(s) -superheat -damper & valve linkages -unloaders -belt tensions; replace annually -fan rpm 's -chemical feed equipment -gas pressure regulators -combustion air ratios -set points -ignitor & flame rod assembly -sump floats Alignment: -belt sheaves -pulleys -coil fins -belt drives Vibration: -damper linkages -fan bearings -axial vane drives -pumps -motors Secure and Tighten: -motor term in als -control terminals -piping clamps -line fittings -mounting hardware -electrical connections -equipment panels -motor mounts -vibration pad nuts & bolts -damper sections Cleaning: -control devices -electrical contactors -condenser coils (with water) -evaporator coils (as required) -fan blades & impellers -pilot & burner orifices -ignitors -condensate pans -tower basins -sumps & float s -baffles & fill -nozzles & passages -equipment areas -burner orifices Painting and Surface Preparation: -as required, to help prevent corrosion and deterioration of exterior equipment surfaces V.oe2102 ·I Ontario ~~.~~i.~e!:~~oi.~n CUSTOMIZED SERVICE PROGRAM (CSP) · ··H 'IJ h Co •t u o.; • ~ROGRAM ADMINISTRATION Ontario Refrigeration will be responsible to administer, monitor and update all aspects of the service provided under this agreement. A complete set of documents will be generated , including computerized maintenance task schedules , inventory records , and all other documentation required for establishing operating trends and further correct ive measures . D~tailed Service and/or Maintenance Reports will be left w ith Customer after every service visit. Ontario Refrigeration will act on Customer's behalf to provide any documentat ion the EPA may require regarding compliance with the Clean Air Act. V.012102 Ontario Refrigeration INVENTORY OF EQUIPMENT Cotnmcrc,.11 A1r Cond,ttonmg Hc.1tmg & Controls The following equipment/system(s) shall be covered as previously described under the Service Program . Equipment/Component M d 1 M f C apacity Location/ Qt y 0 . . o c anu acturcr HP ITon /B TU U .t 1 0 escnpt10n n1 . . 1 Package Unit To Be Determined Carrier 5 Ton Roof I .... T his agreement is subject to the General Cond itions on the revers e s ide of page o ne. V .082 t 02 l Ontario Refrigeration AIR FILTER SERVICE Co ., ••(• "-a.' ...! Co •d I o ' HJ .· r.11 .,g & Co.,t. nl., Ontario Refrige ration shall provide labor and material fo r the scheduling of filter service as . follows: E . D . t · F ·lt M d . T Qt F "lt o· . Inspection s/ qUipment escnp 1on 1 er e 1a ype y 1 er 1mens1ons C h P y anges e r e ar Package Unit · Pleated Filter 1-2 To Be Determined 2 This ag reement is subject to the G.eneral Conditions on the reve rse side of page one . V.082102 Ontario Refrigeration SPECIAL SERVICES/PROVISIONS <, • ' 'I I ' I ' ! I ._ This is not an inspection proposal under which the equipment listed is merely inspected , o iled , and adjusted on a quarterly basis. This proposal includes ·a computerized preventative maintenance program under which Ontario technicians perform necessary maintenance on the equipment according to its age, size, and run -time in order to ensure proper system operation and efficiency. This results in fewer equipment failures, increased equipment life , and maximum energy savings. This agreement is subject to the Addi ti ona l Ag reement Term!' and Conditio ns on the reverse side of page one. V.0112102 EXHIBIT A3 Ontario ~~.!.~i.~ec~~~~.~n CUSTOMIZED SERVICE PROGRAM (CSP) rcH •q6 Co•IC'''> Under our CUSTOMIZED SERVICE PROGRAM, Ontario Refrigeration shall provide the Customer with a guaranteed performance based agreement entailing every aspect of professional preventive and predictive maintenance services. The program begins with a detailed equipment inventory by component. This inventory is entered into our computer data bank of maintenance tasking as recommended, at minimum, by the equipment manufacturer. This tasking is then supplemented by our own experience of equipment operation and service requirements in the state of California since 1958. The program is further customized with the Customer's individual application(s), operating run-time, and specific needs of ~he Customer's occupants . Included in the program for the attached Inventory of Equipment is the following : . • SYSTEM(S) OPERATIONAL ANALYSIS Travel and jobsite .labor including vehicle and living expense necessary to test existing operation and performance characteristics of the equipment. Inspections in the form of non-destructive testing, vibration ·and noise monitoring , chemical analysis, and routine visual inspections will be performed to ~nsure that the system(s) are in proper operating condition and to. identify any potential system(s) failures. As customized for your system(s), the following inspections typify these services as appl icable: Visually Inspect the Following: -fan assemblies -belts & sheaves -motor mounts & vibration pads -electrical connections & contactors -heating & cooling coils -filter media & racks -sight glass condition -bearings -spray nozzles & pans -ignitor & flame assembly -heat exchangers -compressor sections -condensing section,s -heating sections -humidifiers & strainers -seals & packaging -condensate drains & pans -flame composition -flue stack assembly Physically Check and/or Test the Following: -lubrication requirements -oil sump, heaters & temperatures -starter operation -water flows -motor operating conditions -suction & discharge pressures -flow switch operation -control interlocks -damper operation -external interlocks -motor voltage & amperages -refrigerant charges -system(s) leaks -oil & fluid levels -pressure & temperatures -outside air intakes -refrigerant pump down -crankcase heaters V.0$21 02 Ontario ~~.!.~i.~e~~~c~·~,n CUSTOMIZED SERVICE PROGRAM (CSP) -'t•,ll 'II ,\ L-t, •1 ,, "> • PREDICTIVE & PREVENTIVE MAINTENANCE Travel and jobsite labor including vehicle and living expenses essential to ensure efficient operating conditions a11a exte·nded equipment life. Preventive Maintenance working ·in tandem with Predictive Maintenance is performed to detect early signs of deteriorating performance and .to predict potential system(s) failures. These services diagnose and solve equipment problems often before they occur. Preventive NJaintenance is performed on an ongoing basis and is scheduled with . little or no equipment downtime with its primary objective aimed at system(s) durability, reliability, efficiency, and safety. As customized for your system(s), the following tasks typify these services as applicable: . Calibration: -temperature controls -operating & safety controls -humidity & pressure controls · -transmitter & receiver gauges -economizer controls Adjustment: -purge system(s) -superheat -damper & valve linkages -unloaders -belt tensions; replace annually -fan rpm's -chemical feed equipment -gas pressure regulators -combustion air ratios -set points -ignitor & flame rod assembly ~ sump floats Alignment: -belt sheaves -pulleys -coil fins -belt drives Vibration: -damper linkages -fan bearings -axial vane drives -pumps -motors Secure and Tighten: -motor terminals -control terminals -piping clamps -line fittings -mounting hardware -electrical connections -equipment panels -motor mounts -vibration pad nuts & bolts · -damper sections Cleaning: -control devices -electrical contactors -condenser coils (with wate·r) -evaporator coils (as required) -fan blades & impellers -pilot & burner orifices -ignitors ~ condensate pans -tower basins -sumps & floats -baffles & fill -nozzles & passages -equipment areas -burner orifices. Painting and Surface Preparation: -as required, to help prevent corrosion and deterioration of exterior equipment surfaces V.OS2102 I Ontario ~~!,~~.~e~~~~,~~n CUSTOMIZED SERVICE PROGRAM (CSP) >~t·" ·q ~Ca., o •· • PROGRAM ADMINISTRATION Ontario Refrigeration will be responsible to administer, mon itor and update all aspects of the service provided under this agreement. A complete set of documents will be generated , including computerized maintenance task schedules, inventory records, and all other documentation required for establishing operating trends and further corrective measures . Detailed Service and/or Maintenance Reports will be left ·with Customer after every service visit. Ontario Refrigeration will act on Customer's behalf to provide any documentation the EPA may require regarding compliance with the Clean 'Air Act. V.082102 Ontario Refrigeration INVENTORY OF EQUIPMENT Cotnmc;orc1,11 A1r Cond1t1onmq HP.Jtmg & Controls The following equipment/system(s) shall be covered as previously described under the Service Program . 0 Equipment/Component M d 1 M f Capacity Location/ ty 0 . t . o e anu acturer HP /Ton/BTU U .t 1 0 escnp 1on m . . Community Center 1 P~ckage Unit YCD300B3LOFA Trane 25.Ton Roof 1 Package Unit YCD24083LBBE Trane 20Ton Roof 1 Package Unit YCD060L3LBBE Trane 5 Ton Roof Annex ·2 Heat Pump 38QRR060 Carrier 5Ton Roof 2 Air Handler FX4CNF060 Carrier 5Ton Interior 2 Heat Pump 38QRR048 Carrier 4 Ton Roof 2 Air Handler FX4CNF048 Carrier 4 Ton Interior 1 Heat Pump 38QRR036 Carrier 3 Ton Roof 1 Air Handler FX4CNF036 Carrier 3 Ton Interior Concession Stand 1 Evaporative Cooler ES4300 Adobe 3/4 HP Roof 1 Make up Air Exhaust Fan 16S1PB Loren Cook 1 HP Roof This agreement is subject to the General Conditions on the reverse side of page one. . V.082102 I· Ontario Refrigeration AIR FILTER SERVICE Co 1' nr, c ,,; ,..l,, Co •r! trO'),fll] r(".ll ,•g ... Cort ols Ontario Refrigeration shall provide labor and mater ial for the scheduling of filter service as follows: E · D · t · F "l M d. T Q Fit o· · Inspec tions/ qUipment escnp 1011 1 ter e 1a ype ty 1 er 1mens1ons Changes Per Year Package Unit Pleated Filter · 8. 20x25x2 4 Package Un it Pleated Filter 8 20x20x2 4 Package Unit Pleated Filter 2 20x25x1 4 Evaporative Cooler Cooler Media Pad 3 36x24 1 Air Handler Pleated Filter 2 24x24x1 4 Air Handler Pleated Filter 3 20x24x1 4 This agreement is subject to the Genera l Conditions on the reverse side of page one. V,C&2102 Ontario Refrigeration SPECIAL SERVICES/PROVISIONS \ •• ' t , 1 I 1/ 1 ,'\ l, I This is not an inspection proposal under which the equipment listed is merely inspected , oiled , and adjusted on a quarterly basis . This proposal includes a computerized preventative maintenance program under which Ontario technicians perform necessary maintenance on the equipment according to its age, size, and run -ti me in order to ~ns ure proper system operation and efficiency. This results in fewer equipment failures, increased equipment life, and maximum energy savings. This agreement is subject to the Additional Ag reement Terms and Conditions on the reverse side of page one. . V.082102 EXHIBIT "8 " SCHEDULE OF PERFORMANCE CONTRACTOR sha ll provide serv ices id en tifi ed in Exh ibi t "A" as follow s : Monthly Bas is • Li ve Oak Pa rk Co mmuni ty Ce nte r • Li ve Oak Park Ann ex • Live Oak Park Concess ion Stand Bi -Monthly Bas is • City Hall and Computer Roo m • Civic Cente r • Commun ity Room • Eme rge ncy Operations Center (EOC) Bi-Annual Bas is • City Yard Spec ial Services • As Needed LA #4822-4623-258 1 v2 9/3/1 3 B () EXHIBIT "C" COMPENSATION The C ITY sha ll pay the C ON TRACTO R to pe rform se rvices prov ided he re in as fo ll ows: Ci ty Ha ll , Civic Center, Com mun ity Ro o m, EO C Li ve Oak Park Com m uni ty Center, Annex, Concessio n Stand City Yard SPECIAL SERV ICES $5,4 72/year; $9 12/bi -mo nthl y $4 ,596/year; $383 /month $368/year; $184/b i-a nnu a l $10 ,43 6 To ta l Mo nday-Fr ida y (8a.m . to 5p.m.) $1 08/hour + $45 vehi c le charge Aft:e r-ho urs $162 /ho ur + $45 ve hi c le c h a rge+ $75 emergency fee The agree men t price is subject to adjust m e nt o n each a nn iversary date of t h is Agreement, if the p a rties mutu a lly agree to e x tend the te rm , to re fl ect increase s in the cost of labor , mate ri a ls, a nd re lated costs. The an nu a l increase sha ll no t exceed the lower of the percentage rate in c rease in t he ationa l Con sumer Pr ice Index fo r Urban Con s um e rs (CP I-U), unde r t he e x penditure category fo r al l ite m s, over the prev io us twe lve m o nth pe riod, o r a n in c rease no t to excee d 3% pe r year. LA #4822-4623-258 1 v2 9/3113 c EXHIBIT "0" REPRESENTATIVES City of Temple City Community Development Department attn : Robert Sahagun , Pub lic Safety and Services Manager 9701 Las T u nas Drive Temple City , California 9 1780 Facsimile : (626) 285-2171 Ontario Refrigeration Service , In c . Attn : Ph il Talleur, Pres ident 6002 San Fernando Road Glendale, CA 91202 LA #4 822-4623-258 1 v2 9/3/13 4 LA #4822 -4623-258 1 v2 9/3/1 3 EXHIBIT "E" BONDS REQUIRED None Required 5 EXHIBIT "F" INSURANCE REQUIREMENTS FOR CITY OF TEMPLE CITY The City requires a certificate of insurance, including an underwriter's endorsement, prior to commencement of the Services. The insurance policies are to include additional endorsements that contain the following provisions: 1. That the City of Temp le City and its respective officers and employees are additio nal insureds under the policy; 2 . The policies are primary and non-contributory to any insurance that may be carried by City ; 3 . The City is entitled to thirty (30) days' prior wr itten notice (1 0 days for cancellation due to non-payment of premium) of cancellation , material reduction , or non-renewal of the policy or poli cies . 4 . The insurance shall be carried only by responsible insurance companies that have rated "A-" and "V" or better by the A.M . Best Key Rat ing Guide , that are licensed to do business in the State of California . City will accept insurance provided by non-admitted "surplus lines " carriers only if the carrier is authorized to do business in the State of California . Only the following "marked" requirements are applicable: __ Commercial General Liability (CGL): Insu rance wr itten on an occurrence basis to protect Contractor and City against liability or claims of l iability which may arise out of this order in the amount of one million dollars ($1 ,000 ,000) per occurrence and subject to an annual aggregate of one million dollars ($1 ,000 ,000). There shall be no endorsement or modification of the CGL lim iting the scope of coverage for either insured vs . additional insured claims or contractual lia bility . All defense costs shall be outside the limits of the policy. __ Vehicle Liability Insurance: Contractor shall also procure and shall maintain during the term of this order veh icle liabil ity insurance in an amount not less than $1 ,000 ,000 for in j uries , including accidental death , to any one person , and subject to the same minimum for each person, in an amount not less than one million dollars ($1 ,000 ,000) for each accident, and property damage insuran ce in an amount of not less than one million dollars ($1 ,000,000). __ Workers' Compensation Insurance : For all of Contractor's employees who are subject to this order and to the extent requ ired by applicable state or federal law, Contractor shall keep in full force and effect a Workers' Compensation policy . That policy shall provide a m inimum of one million dollars ($1 ,000 ,000) of employers ' liability LA #4822-4623 -2581 v2 9/3/13 6 coverage , and Contractor shall provide an endorsement that the insurer wa ives the right of subrogation against the City and its respe ctive elected officials , officers, employees , agents and representatives. In the eve nt a claim under the provisions of the Ca liforn ia Workers ' Compensation Act is filed against City by a bona fide employee of Contractor participating under th is Agreement, Contractor is to defend and indemn ify the City from such cla i m. Li\ #-1 822 -4 623-258 1 v2 9/3113 7 ATTACHMENT B CITY OF TEMPLE CITY NOTICE INVITING REQUEST FOR PROPOSALS (RFP) FOR MECHANCIAL MAINTENANCE AND REPAIR SERVICES FOR HEATING, VENTILATION , AND AIR CONDITIONING SYSTEMS (HVAC) AT CITY FACILITIES DELIVERY ADDRESS City of Temp le C ity Community Deve lopment Department 9701 Las Tunas Drive Temple City , CA 91780 Attn : Robert Sahagun, Publi c Safety and Services Mgr. PROPOSAL SUBMITTAL (5) hard copies and (1) digital copy PROPOSALS DUE Monday, July 7 , 20 14 5:00p.m. CONTACT INFORMATION Primary Contact/Department Head : Robert Sahagun Public Sa fety and Services Manager 626 .285 .2171 ext. 2339 rsa hagun @temp lecity .us Secondary Contact: Cathy Burroughs Parks and Recreation Director 626.285.217 1 ext. 2363 cbu rrough s@ temp lecity .us Temple City, RFP-HVAC Maintenance and Repair Page2 Table of Contents INTRODUCTION ....................................................................................................... 3 SCHEDULE OF EVENTS ............................................................................................ 3 SCOPE O F SERVICES ............................................................................................... 3 NECESSARY QUA LIF CATIONS ................................................................................... 9 GENERAL CON DITION S ........................................................................................... 1 0 SUBMITTAL FORMAT A ND CONTENT ....................................................................... 12 EVA LU AT IO N A ND SELE CTION PROCESS ................................................................. 13 ATTACHMENTS • Attachment 1 -Sample Professional Se rvi ces Agreemen t Temple City, RFP-HVAC Maintenance and Rep air Page3 CITY OF TEMPLE CITY REQUEST FOR PROPOSALS (RFP) MECHANCIAL MAINTENANCE AND REPAIR SERVICES FOR HEATING, VENTILATION, AND AIR CONDITIONING SYSTEMS (HVAC) AT CITY FACILITIES INTRODUCTION : The City of Temple City is centrally located in the west San Gabriel Valley appro ximately five miles southeast of Pasadena and 13 miles east of downtown Los Angeles . The City is approximately 3.85 square miles and is surrounded by the cities of Arcadia , San Gabriel , El Monte, Rosemead, and uninco rpora ted portions of Los Angeles County. The most recent California Department of Fina nce and Hous ing estimate indicates a total population of 34 ,7 00 . Temple City is predom inantly a resident ial community with over 10 ,000 res identia l parcels. SCHEDULE OF EVENTS This Request for Proposal will be governed by the following schedule : Release of RFP : June 12 , 2012 Pre-Proposal Meeting-City Hall (optional): June 24, 2014 10:00 a.m . Proposals Due : July 7, 2014 5 :00p.m . Proposal Evaluation Completed : July 14 , 2014 Approval of Contract: August 5, 2014 SCOPE OF SERVICES: Standards and Specifications The Contractor shall retain professional personnel who have successfully and compete ntly provided municipal facility HVAC maintenance and repair services on projects of similar scope and complexi ty . It shall be the Contractor's respons ibil ity to develop and implement a routine maintenance program to effectively ma intain , to the satisfaction of the City , all aspects of HVAC systems in City defined faci lit ies (Ex hibit A). For the purpose of this contract, routine preventative HVAC maintenance shall be defined as scheduled rou tine inspection and proactive servicing of HVAC systems so as to facilitate heating /coo ling with a minimal downtime . The routine ma intenance and all repairs shall be provided in accordance with the highest standards of the industry , skill , workmansh ip, applicable trade practices , meet warrant ies and in conformance to all applicable laws , codes and regulations . The successfu l Proposer's maintenance program and repairs shall , at a minimum , include but not limited to the specifications outlined herein . Services to be Provided It is the Proposer's responsibility to provide an appropriate level of on -s ite staffing as needed , provide appropriate tools and vehicles necessary to support all fac ility Te mple City, RFP-HVA C Maintenance and Repair P age 4 HVAC maintenance functions during hours of maintenance and for response after normal working hours. Proposer's services are to be compliant with all Federal , State , GARB , AQMD , OSHA and all other applicable regulatory requirements. Additional Supplemental Coverage Contractor shall repair or replace failed or worn moving parts (such as : bearings , motor rotors , motor starters , seals, gears, burners , actuators , controls and switches). Prior to beginning any repair or replacement , Contractor will troubleshoot the system to diagnose the system 's problems . The City shall not incur any extra charge for this service . Contractor shall itemize the equipment list covered under repair or replaceable . Non-moving parts such as boiler tubes , shells, refrigerant/water tubes , non- manufactured or produced products , environmentally hazardous materials and/or refractory replacement are excluded . Pricing Tabulation Sheets Prices as stated on the Building HVAC Maintenance Pricing Sheet (Exhibit B) shall be all inclusive for services as specified in this Proposal. HVAC Maintenance Staffing Levels The Contractor shall provide a staffing level that will provide the desired level of customer service , program support , HVAC maintenance and repair at designated City facilities. Staffing levels should inc lude staff that is certified and proficient in the complete maintenance and repair of chiller systems , and a variety of package HVAC units . Additionally , service levels shall provide the ability to respond immed iate ly to s ituations involving the health and safety of employees and/or the public ; comfort and operational capability of any public meeting space . Routine repairs , service requests or other non-urgent tasks shall be completed by journey level staff within one (1 ) working day from the date of the request or assignment by the City. Billable Work All work beyond and in addition to the scope of the contract shall be cons idered billable hours and will requ ire that an estimate for that proposed work be provided to the City Representat ive for consideration and approval prior to work being completed . Subcontracting No portion of the wor k covered by these spec ifications may be subcontracted or assigned without prior approval of the City . Requests to subcontract all or any portion of services required by this contract will be subm itted to the City , at least th irty (30) days in adva nce of the p roposed effective date of the subcont ract. Temple City, RFP-HVAC Maintenance and Rep air Page 5 Proposer shall include in this written request a detailed description of how the Contractor plans to oversee the services pe rformed by the proposed subcontractor. Contractor shall be responsible for services provided by any subcontractor as if Contractor were providing the services with its own organization . Any subcontractor providing services meet the City 's insurance requirements . Contractor shall bear all expenses of any subcontractor background checks and any required insurance . Emergency Call-Out Service Contractor shall prov ide 24 hour emergency service as needed in all aspects of HVAC emergency repair for the City facilities included in this specification . Hours shall be Monday through Friday 6 :00 p.m . to 7 :30 a.m . and 24 hours each day on weekends and Holidays . Contractor shall have working personnel on-s ite w ithin 1 hour of the call-out , or respond by telephone to the City w ith in a ~ hour. Heating-Ventilation-Air Conditioning (HVAC) Maintenance and Monitoring • Contractor shall respo nd to indoor temperature comp laints and provide expeditious correction and rec ord comp laints and correctio ns at al l City facilities . • Contractor shall inspect all HVAC systems at least twice each year, with seasonal start-u p and run inspections performed and documented . • Contractor s hall prov ide oversight and documentation of Seasonal Preve ntive Maintenan ce. • Contractor shall review the contract and through moni tor ing and inspectio ns verify that the follow ing services are provided : o Disasse mble screens and access panels for inspection , inspect the tower fill , support structure , sump and spray nozzles, fill valve , gear box, drive coupling , fan blades , and motor bearings ; clean starter and cabinet ; inspect wiring ; chec k motor starter contacts for wear and proper operations ; megger test the motor and log readings ; and check the condition of the contactor , and log observations. o For pumps: lub ricate bearings sem i-annually . Inspect couplings and check for leaks . Investigate unusual noises. • Contractor shall perform air-handl ing unit maintenance which inclu des but is not limited to ; all services recomme nded by manufacturer; replacing air filters at least quarterly , at all City facil ities not covered under contract. • Contractor sha ll inspect, provide oversight and documentation that all City owned facilities unde r contract are receiving required work. Temple City, RFP-HVAC Maintena nce and Rep air Page 6 • Contractor shall perform monthly walkthroughs of HVAC systems for preventative maintenance work. Annual Maintenance Proposer will perform scheduled annual preventive maintenance in accordance with a program of standard routines as determined by your experience, equipment application, and equipment operating hours that are recommended by each equipment manufacturer and locati on . Th is service is designed to optimize the reliability and efficiency of the equipment , extend the useful life of the City 's equipment , and prov ide proactive ind ications of excessive wear and damage to HVAC systems before a catastrophic failure occurs during the ne xt operating season . Proposer will also provide recommendations for additional service(s) that will better enhance equipment performance . HVAC Air Filter Changing Service This service will mainta in indoor air quality by changing filters quarterly and minimizing dust and particles from collecting on ductwork. This service will insure proper flow through cooling and heating coils , thus preventin g restrictions in airflow , leading to higher system and energy efficiency. In the event the air filte r material or cleaning requires different frequencies than indicated (due to experience or changes in operating conditions), recommendations will be made for approval by the City to adjust the frequencies and any associated price. Air Cooled Condenser Coil Cleaning This service will improve airflow across condenser coils , improve heat transfer and extend the life of the compressors . Coil cleaning consists of cleaning the outside surface of the condensing unit coils to remove any airborne particles, dirt build-up by using a brush , high pressure air, chemical with low pressure wash or chemical with high pressure wash based on the condition of outside environment and coil accessibility . Evaporator Coil and Cleaning Proposer will clean air handling unit evaporator coils that will help improve air circulation in the air distribution system , and reduce dust an d dirt that is in the system . Coils will be cleaned at a time that is mutually agreeable between the proposer and the City Representative. Co il cleaning consists of cleaning the surface of the evaporator coil to remove dust and dirt particles that have collected on the evaporator coil. Coils will be cleaned using a vacuum cleaner and or other devices that allow the proper cleaning of the coil. Operating Inspection Proposer will provide this service to assure that mechanical equipment continues to operate efficiently w ith little operating disruptions during the ope rat ing season . Temple City, RFP-HVAC Maintenance a nd Rep air Page 7 Proposer will provide routine operating inspection(s) to check system performance in accordance with a program of standard routines as determ ined by your ex perience, the equipment manufacturer's published recommendations, equipment application , and location . This service will focus on equ ipment operation , fluid levels , operat ing and safety controls, and safe equipment operation . Operating Inspection-Heating This service will help to assure mechanical equipment continues to operate efficiently , safely and with little operating d isruptions during the operating season . Proposer will provide routine operating inspection(s) to check system performance in accordance with a program of standard routines as determined by your e xperience , the equipment manufacturer's published recommendations , equipment application , and location . This service will focus on equipment operation, fluid levels , operating and safety controls , and safe equipment operation . Operating Inspection -Cooling Th is service will help to assure mechanical equipment continues to operate effic iently , safely and with little operating disruptions during the operating season . Proposer will provide routine operating inspection(s) to check system performance in accordance with a program of standard rout ines as determined by your experience , the equipment manufacturer's published recommendations , equipment appl icat ion , and location . This service will focus on equipment operation , fluid levels , operating and safety controls, and safe equipment operation . Equipment Tasking The following tasks listed herein for each equ ipment type will be performed at the intervals planned . These tasks are designed to place the equipment into pr ime operat ing condition so that the equipment will operate effectively , reliably , and efficiently . Rooftop Packaged Units 1. Filters changed quarterly on a minimum basis or as requ ired . 2 . Preventative maintenance service to be performed quarterly . 3. Lock out and tag out equipment as required. 4. Check all electrical wir ing , connections . Tighten as required . 5. Check all motor starter contactor surfaces for wear. 6. Clean electrical control enclosures . 7 . Lubricate air handling unit motor bearings and fan bearings , if applicable . 8. Check air handling unit belts for wear. 9 . Chec k belt tension and sheave alignment. 10 . Change belt and change as required . 11 . Check condition of evaporator coils . Chemically clean as requ ired . Temp le City, RFP-HVAC Ma intenance a nd Rep air PageB 12 . Check and clean condensate drains, drain line and pan annually . Package , Gas Heat Electric Cool 1. Preventive maintenance. 2 . Change filter quarter ly on a min imum basis. Increase as necessary. 3 . Check unit voltage and record . 4. Lubricate motors as required. 5 . Check and adjust burners for proper flames . 6 . Check for proper combustion and flue gas relief. 7 . Record discharge temperature, heating and cooling modes . 8. Record return air temperature . 9 . Chec k and adjust operating and safety controls . Computer Room A ir Conditioning Units 1. Check all electrical w iring and connections . Maintenance is performed bimonthly. 2 . Check filters quarterly as a minimum . 3 . Check all electrical wiring and connections . Tight en as necessary. 4. Check starter contactor surfaces for wear. 5 . Check compressor amps and record. 6 . Check sight glass for moisture level. 7 . Check operation of crankcase heater. 8. Lubricate condenser fan motor and fan bearings. 9 . Check condition of condenser coil , clean as necessary . 10. Check belts for wear, replace as requ ired . 11. Check and adjust compressor capacity controls . 12 . Lubricate indoor fan motor and bearings . 13 . Check humidifier for proper operation . Technology and Energy Audits Proposer will review the City 's HVAC system, evaluating the current use of ou r HVAC system and what may have been changed or been modified in our daily fac ility operation that impacts the effectiveness of the system . Proposer w ill review applicable building con trol technolog ies, suggest possible new st rategies on technologies that cou ld be implemented to enhance our current system , and consider what changes , enhancements and /or upgrades should be made to facilitate our future plans . In add ition , recommendations should be made about adding and /or modifying applications , senso rs, points panels and/or software where needed to improve building operation and performan ce. Once the review is c ompleted , a written report of the fi ndings and recomm e ndations wil l be provided during a s ch eduled meeting annua lly . Temple City, RFP-HVAC Ma inten ance and Repair P age 9 NECESSARY QUALIFICATIONS In the contractor selection process , Temple City seeks the follow ing : Experience. The selected firm or must have demonstrated relevant experience in providing the services described under the proposed scope of services. Substantiation must be provided regarding the nature of services provided to the client cities or agencies . A comprehensive list of references of cit ies served must be provided . Cite e xamples of qualifying projects with dates , contact persons , and scope of work performed . The submittal shall clearly state the number and type of programs or services performed. If any prev ious work was aud ited and found to be in non-compliance with a funding source , this must be cited . Staff Qualifications . Contractor staff assigned to complete the scope of services must have relevant experience in providing the necessary services as described under the scope of serv ices . All personnel assigned to the work must possess appropriate certifications or registrations as required by state agencies , if any . Contact Person . The Contractor will be required to identify the person who will be the project manager and primary contact person who is authorized to assign the fi rm 's staff to specific projects or tasks . Other staff or sub-contractors may be identified as the specialist in specific areas or for specific tasks. These individuals must , within reasonable limitations , be accessible to City staff during business hours . The City shall be notified in writing before a change of personnel occu rs by the Contractor. All such personnel changes must be approved by the City . Organization and Staffing. Propos ing firms shall prov ide a descripti on of the project manager, other key staff and sub-contractors , if any , and the ir proposed re lationship with City operations . Specifically show how the proposed organization and staffing will prov ide the City with the quantity and quality of service needed to meet the City's needs. Provide resumes for project manager and key staff to clearly demonstrate that they possess the adequate skill level and ex perience to accompl ish the required tasks . Provide a table of organ ization indicating the staff hierarchy and responsibilities as it would pertain to the scope of work in this document. GENERAL CONDITIONS 1. The City of Temple City shall not be liable for any pre-contractual expenses incurred by any contractor, no r s hall any firm include such expenses as part of the proposed cost. Pre-contractual expenses include any expense incurred by a proposa l and negotiating any terms with the City . 2. The City reserves the ri ght to withdraw this RFP at any time without prior notice and to reject any and all proposals subm itted without indicating any reasons . Any award of contract for services w ill be made to th e firm best q ualifi ed and respo nsive in the op inion of the City . Temple City, RFP-HVAC Maintenance and Repair Page 10 3. Proposals may , at the City's option , be rejected if they contain any alterations, add itions , conditional or alternatives, are inco mplete , or contain erasures or irregularities of any kind . The City reserves the rig ht to reject any and all proposals . The City expressly reserves the right to postpone submittal opening for its own convenience and to reje ct any and all submittals responding to this Request for Proposals . 4. Contractor must agree to indemnify , hold harmless and defend the City , its officers , agents and assigns from any and all liability or loss resulting from any suits , claims or actions brought against the City which result directly or indirectly from the wrongful or negligent actions of the consultant in the performance of the contract . 5 . Contractor, at its own cost and expense , shall procure and maintain general liabi lity insurance in an amount not less than one milli on dollars ($1 ,000,000) per occurrence and two million dolla rs ($2 ,000,000) an nual aggregate ; and automobile liabil ity insurance in an amount not less than $1 ,000 ,000 per accident. (A combined single limit policy with aggregate limits in an amount not less than $2 ,000 ,000 will be considered equivalent to the required minimum limits for each of the foregoing .) Where Contractor is required to carry professional liabil ity insurance covering lia b ility arising from any error, omission or negl igent act of Contractor, its officers , or employees, Contractor shall procure and maintain such coverage with a limit of l ia b ility of not less than one million dollars ($1,000,000) per occurrence . All such insurance coverages shall be procured from an insurer authorized to do business in California and approved in writing by the C ity. The City shall be named as an additional insured . In addition , the Contractor and sub-contractors , if any , shall obtain workers ' compensation insurance covering all it s employees as required by law. Throughout the term of the contract, the Contractor shall deliver to the City satisfactory evidence that the insurance has been renewed and that the required premiu ms have been paid . 6 . Contractor will be required to comply with all exi sting state and federal labor law s includ ing those applicable to equal opportunity employment provisions . 7 . Contractor is required to have in full for ce and affect all licenses and permits required by applicable laws . Consultant shall obtain a Temple City Business License during the term of the co ntract. 8 . Contractor shall at all times provide services with the utmost respect to the public . All employees of th e Contractor shall wear clean clothing in the performance of their duties and equipment shall be cleaned and ma intained in a safe operating manner. All equipment shall be subject to inspection by the City at any time . All Contractor personnel shall wear appropriate safety gear at all times while working in T emp le C ity . Contractor shall provide satisfactory warning devices that meet the req uirements of the California Occupational Safety and Health Act (Cal-OSHA) for safe traffic control and protection of workers when and where required at all tim es in the performance of this contract. Temp le City, RFP-HVAC Maintenance and Repair Page 11 9. Contractor, its agents , and employees shall comply with all laws , ordinances , rules and regulations of the federal and state governments , the County of Los Angeles , the City of Temple C ity and all governing bodies having jurisd iction apply ing to work done under the agreement. 10 . The City reserves the rig ht to negotiate special req uirements and proposed service levels using the selected proposal as a basis. Compensation for services w ill be negotiated with the Contractor. 11. Contractor shall not sublet any port io n of the agreement with the City without express written perm iss ion of the City Manager or his designated representative . 12 . No d iscrimination shall be made in the employment of persons because of the race , color, or re ligion of such persons, and every bidder in violation of this section is subject to all penalties imposed for a violat ion of Chapter 1 of Part VII , Division 2 of the Labo r Code , in acco rdance with the provisions of Section 1753 thereof. 13 . The City reserves the right to review and approve the qualifications of subcontracting firms or persons . Substitutions that are not approved are considered sufficient grounds for termination of contract. 14 . The City or any of its duly authorized representatives , shall have access to and the right to examine , audit, excerpt, copy or transcribe any pertinent transaction , activi ty , time and work records , employment records or other records relating to personnel employed by the Contractor. Such material , includi ng all pertinent cost accounting , financial records and proprietary data , will be kept and maintained by the Contractor for a period of at least four years after completion of a Contractor's performance unless the City 's written permission is given to dispose of same prior to that t ime . 15 . All responses to this RFP shall become the property of the City of Temple City and will be retained or disposed of accordingly . 16. No amendments , additions , or alternates sha l l be accepted after the submission date and time . 17. All documents , records , desig ns, and specifications developed by the Contractor in the course of provid ing services for the City of Temple City shall be the property of the City. Anything considered to be proprietary should be so designated by the Contractor. 18. Acceptance by the City of any proposal submitted pursuant to this RFP shall not constitute any implied intent to enter into a cont ra ct for services . 19 . The City reserves the right to issue written notice to all participating firms of any change in the proposal submission schedule shou ld the City determine , in its sole d iscretion , that such changes are necessary . Templ e City, RFP-HVAC Main t ena nce and Repair Page 12 SUBMITTAL FORMAT AND CONTENT 1. The submittal should be typed and as brief as possible while adequately describing the qualifications of the proposing firm (proponent). 2 . Proposals are to be submitted in a sealed package, clearly marked with the firm 's name , address and phone number, and the words "RFP -Mechanical Maintenance And Repair Services For Heating , Ventilatio n , And Air Conditioning Systems (HVAC) At City Facilities ". Only one submittal per firm will be considered . 3. The proponent shall submit the following information with the package, including the same information on sub-contractors , in the following format: a . Cover Letter. In no more than two (2) pages , the proponent should provide its name, address and phone number, the primary co ntact name and phone number, any qualifying statements or comments rega rding the submittal and identification of any su b-contractors and their responsibilities . The signed letter should also include a paragraph stating tha t the proponent is unaware of any conflict of inte rest in performing the proposed work . b. Qualifications. This port ion should include a description of the qual ificatio ns of the proponent's assigned staff and sub-contractors , relevant e xperience , and the availability of the staff for the services provided . Resum es may be provided for the project manager and any other key staff members as necessary . In firms with multiple offices, the office location of all key staff must be identified. After selection of a firm by the City , no substitution of key staff or sub-contractors may occur witho ut written approval of the City . A list of related projects should be included with the name of the contact person and the telephone number for which the firm has recently or currently provides services as outlined under the scope of work . c . Fees. Proponents must submit a proposal that includes a schedu le of time and materials/reimbursable rates including relevant hourly rate for all levels of staff to be utilized, incl ud ing sub-contractors if any . Proponen ts may also provide alternative rate or fee proposals such as reta iners and per case specific fees or ran ges . Exa mples of fee structures for similar client work would be helpful. Temple City , RFP-HVAC Mainte nance a nd Rep air Page 13 d . Acceptance of Conditions. This section will be a statement offer ing the proponent's acceptance of all cond itions listed in the RFP document. Any exceptions or suggested changes to the RFP or any contractual obligations , including the suggested change , the reasons therefore and the impact it may have on cost or other considerations on the fi rm 's behalf must be stated in the submittal. Unless specifically noted by the proponent, the City will assume that the proposal is in compl iance with all aspects of the RFP . EVALUATION AND SELECTION PROCESS The City 's consultant evaluation and selection process is based upon qualifications based selection for professional services . The City of Temple City may use some or all of the following criter ia in its evaluation and comparison of proposals submitted . The criteria listed are not necessarily an all-inclusive list. The orde r in which they appear is not intended to ind icate their relative importance : 1. Compliance with RFP requirements . 2 . Understanding of the project. 3. Recent ex perience in conducting similar scope, complexity , and magn itude for other public agencies . 4 . Educational background, work exper ience , and directly related consulting experiences . 5. Price . 6 . References . The City may also contact and evaluate the bidder 's and sub-Contractor's references ; contact any bidder to clarify and response ; contact any current users of a bidder 's services ; solicit information from any available source concerning any aspect of a proposal ; and seek and rev iew any other information deemed pertinent. Selection will follow these steps : 1 . Proposal Review: Each proposal w ill be reviewed to determine if it meets the RFP requirements . Failure to meet the requirements of the RFP will be cause for rejection. 2. Interview: One or more of the most qualified proponen ts may be interviewed by an oral board. 3 . Professional Services Agreement: The City Manager will request a professional services agreement subject to negotiation of a specified work program or scope of services , terms of payment and other City requirements from the proponent found to be most qualified . Nothing in this RFP sh ou ld imply a contractual obligation for employment. 4 . Contract Approval and Execution: The agreement will be presented to the City Council for approval and e xecution by the City Manager. Temple City, RFP-HVAC Maintena nce and Repair Pa ge 14 Please submit five (5) hard copies and one (1) digital copy of the proposal no later than 5:00p.m. on June 27, 2014 to : City of Temple City c/o: Community Development Department Public Safety and Services Division 9701 Las Tunas Drive Temple City , CA 91780 Attn: Robert Sahagun, Public Safety and Services Manager Postmarks will not be accepted . Attachments Attachment "A ": Temple City Professional Services Agreement (Template) EXHITBIT A City of Temple City MUNICIPAL HVAC FACILITIES LOCATIONS HVAC SYSTEMS TO BE MAINTAINED AT THESE lOCAT IONS BUILDING/FACILITY ADDRESS Number of SQUARE HVAC Units FOOTAGE City Hall 9701Las Tunas Dr. 6 11,160 Community Room 9701Las Tunas Dr. 2 1,000 Civic Center 5938 Kauffman Ave. 4 6,400 Emergency 5938 Kauffman Ave . 1 1,100 Operations Center live Oak 10144 Bogue St. 3 12,000 Community Center live Oak Annex 10144 Bogue St. 4 4,067 live Oak 10144 Bogue St. 1 2,378 Concession Stand (ev aporative cooler) Public Works 9167 La Rosa Dr. 1 500 City Yard EXHITBIT B City of Temple City BID PRICING SHEET BUILDING HVAC SUPPLEMENTAL SERVICE BID PRICING MONTHLY TOTAL BUILDING ADDRESS LABOR MONTHLY ANNUAL COST HOURS COST City Hall 9701 Las Tunas Dr. Community 9701 Las Tunas Dr. Room Civic Center 5938 Kauffman Ave. Emergency Operations 5938 Kauffman Ave. Center Live Oak Community 10144 Bogue St. Center Live Oak 10144 Bogue St. Annex Live Oak Concession 10144 Bogue St. Stand Public Works 9167 La Rosa Dr. City Yard BUILDING HVAC MAINTENANCE BID PRICING MONTHLY TOTAL BUILDING ADDRESS LABOR MONTHLY ANNUAL COST HOURS COST City Hall 9701 Las Tunas Dr. Community 9701 Las Tunas Dr. Room Civic Center 5938 Kauffman Ave. Emergency Operations 5938 Kauffman Ave. Center Live Oak Community 10144 Bogue St. Center Live Oak 10144 Bogue St. Annex Live Oak Concession 10144 Bogue St. Stand Public Works 9167 La Rosa Dr. City Yard ATTACHMENT "A" AGREEMENT FOR MAINTENANCE I REPAIR I MINOR CONSTRUCTION SERVICES LA #4822-4623-2581 v2 9/3/13 Between THE CITY OF TEMPLE CITY, a municipal corporation and a Dated AGREEMENT FOR MAINTENANCE I REPAIR I MINOR CONSTRUCTION SERVICES This Agreement for Maintenance I Repair I Minor Co nstruction Services ("Agreement") is entered into as of the date referenced on the cover page ("Effective Date") between the City of Temple City , a charter law city and municipal corporation ("City"), and ("Contractor") (co llectively the "Parties"). In consideration of the mutual promises and covenants made by the parties and contained here and other consideration , the va lue and adequacy of which are hereby acknowledged , the parties agree as follows : SECTION 1. SCOPE OF SERVICES 1.1 Term . Subject to the provis ions of Section 8 [Termination) of thi s Agreement, the term of this Agreement is for [_ years/months] commencing on the Effective Date ("Term "). 1.2 Contractor Services . Subject to the terms and conditions of this Agreement, Contractor agrees to perform for City those maintenance I repair I minor constructio n services specified in the Scope of Services attached hereto and inco rporated herein by reference as Ex hibit "A" [Scope of Services] ("Services"). Contra ctor agrees to furnish , for the compensation provided for here in , all labor, materials , tools , equipment, services, and incidental and customary work necessary to fully and adequately perform and complete the Services . The Services shall be subject to inspection and approval by City. Contractor agrees to work closely with City staff in the performance of the Services and shall be ava il able to City 's staff and consultants at all reasonable times . 1 .3 Extra Work. Contractor shall not be compensated for any work or services rendered in connect ion with its performance of this Agreement, which are in addition to or outside of the Services ("Extra Work"), except as expressly prov ided for herein . It shall be Contractor's responsibility to e nsure that the scope and price of any Extra Work to be performed by Contractor is approved by City in writing in advance of Contractor's commencement of the Extra Work in accordance with Section 9 .10 [Amendments] and Se ction 9.19 [Administration and Implementa tion]. City shall not be obligated to pay for or otherwise be liable for unauthorized Extra Work performed by Contractor. 1.4 Schedule of Performance . Contractor agrees to diligently perform and complete the Services in accordance with the schedule of performance attached hereto and inco r porated he rein by refe rence as Exh ibit "B" [Schedule of Performance) ("Schedule of Performance"). Modifications to the Schedule of Performance must be agreed upon in writing in advance by the City Manager pu rsuant to Section 9.19 [Administration and Implementation ] and Contractor. Li\ #4822-4623-258 1 v2 9/3/13 1.5 General Warranty. Contractor warrants all Services under this Agreement (which for purposes of this Section shall be deemed to include unauthorized Extra Work which has not been removed and any non-conforming materials incorporated into the Services) to be of good quality and free from any defective or faulty material and workmanship . All warranties and guarantees of subcontractors , suppliers and manufacturers with respect to any portion of the Services , whether express or implied, are deemed to be obtained by Contractor for the benefit of City, regardless of whether or not such warranties and guarantees have been transferred or assigned to City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary , on behalf of City . 1.6 Repair of Defects . Contractor agrees that for a period of one (1) year from and after final acceptance of the Services , or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the Services , whichever is later, Contractor shall within ten (1 0) days after being notified in writing by City of any defect in the Services or non-conformance of the Services, commence and prosecute with due diligen ce all work and services necessary to fulfill the terms of the warranty at its sole cost and expense . In addition , Contractor shall , at its sole cost and expense , repair and replace any portions of the work , facilities , fixtures , or materials damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective Services. For any Services so corrected , Contractor's obligation hereunder to correct defective Services shall be reinstated for an additional one year period , commencing with the date of acceptance of such corrected Services . Contractor shall perform such tests as City may req uire to verify that any corrective actions are adequate to remedy the defective condition . In the event that Contractor fails to perform its obligations under this Section to the reasonable satisfaction of City, then City shal l have the right to co rrect and replace any defective , non-conforming , or damaged Services at Contractor's sole expense . Contractor shall be obl igated to fully reimburse City for any expenses incurred hereunder upon demand . 1.7 Contractor's Representative . Contractor hereby designates the representative named in Exhibit "0 " [Representat ives], or his or her designee , to act as its representative for the performance of this Agreement ("Contractor's Representative "). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. Contractor's Representative shall supervise and direct the Services, using his or her best skill and attention , and shall be re sponsible for all means , methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. SECTION 2 . COMPENSATION AND METHOD OF PAYMENT 2 .1 Compensation . City shall pay to Contractor for non-disputed Serv ices rendered , the compensation set forth in Ex hibit "C" [Compensation] attached hereto and incorporated herein by reference . Total compensation to Contractor for the Services shall not exceed the total price or "not to exceed " amount set forth in Exhibit "C," wi thout LA #4822-4623-258 1 v2 9/3/1 3 2 the prior written approval of City in accordance with Section 9 .10 [Amendments] and Section 9 .19 [Administration and Implementation). 2.2 Payment of Compensation . Contractor shall submit periodic (monthly or quarterly as specified in Exhibit "C") invoices together with an itemized statement of Services provided. The statement shall describe the Services provided , the percent of work completed by item, together with such other reasonable detail and supporting documentation as may be required by the C ity Manager, or his/her designee . City will review the statement and pay, with the exception of any charges for work performed or expenses incurred by Contractor which are d isputed by City , with in 30 days of receiving such statement, all approved charges thereon . Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defect in work performed by Contractor. SECTION 3 . RESPONSIBILITIES OF CONTRACTOR 3.1 Control and Payment of Subordinates; Independent Contractor. Contractor agrees that all Services shall be performed by Contractor or under its supervision . The personne l performing the Services under this Agreement on behalf of Contractor shall at all times be under the Contractor's exclusive direction and control. Contractor will determine the means , methods and details of performing the Services subject to the requirements of this Agreement. Contractor is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City . Contractor shall have no authority to bind City in any manner, nor to incu r any obligation , debt or liability of any ki nd on behalf of or against City, whether by contract or otherwise , unless such authority is expressly conferred under this Agreement or is otherwise expressly confe rred in writing by City . Neither Contractor, nor any of Contractor's officers, employees or agents , shall obtain any rights to retirement, healthcare or any other benefits which may otherwise accrue to City 's employees. Contractor expressly waives any claim Contractor may have to any such rights . 3.2 Standard of Care and Licenses . Contractor agrees that all Services shall be performed in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California . Contracto r represents and warrants that it, its employees and subcontractors shall have sufficient skill and ex perience to perform the Services and that it, its employees and subcontractors have all licenses , permits , qualifications and approva ls of whatever nature that are legally required to perform the Services , including a City Business License , and that such licenses and approvals shall be maintained in good standing throughout the te rm of this Agreement. 3.3 Required Corrections . Contractor shall perform , at its own expense and without reimbursement f rom the City , any work necessary to correct errors or omiss ions that are caused by the Contractor's failure to comply with the standard of care provided for herein . LA #4822--t623 -2581 v2 9/3/13 3 3.4 Law and Regulations . Contractor shall keep itself fully informed of and in compliance with all local , state and federal laws , rules and regulations in any manner affecting the performance of the Services , including all Cai/OSHA requirements , and shall give all notices required by law. Contractor shall be liable for all violations of suc h laws and regulations in connection with Services . 3 .5 Safety . Contractor shall perform the Services , and maintain its work area , so as to avoid injury or damage to any person or property and shall otherwise exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed . 3 .6 Labor Code and Prevailing Wage Requirements . 3.6 .1 Apprenticeable Crafts. To the extent applicable , Contractor shall comply with the provisions of Section 1777 .5 of the Labor Code with respect to the employment of properly registered apprentices upon public works . 3.6 .2 Hours of Work. Contractor shall comply with the legal days work and overtime requirements of Section 1813 of the Labor Code . 3.6 .3 Payroll Records . In accordance with the requirements of Labor Code Section 1776, Contra ctor shall keep accurate payroll records which are either on forms provided by the Divis ion of Labor Standards Enforcement or which contain the same information required by such forms . Contractor shall make all such records available for inspection at all reasonable hours . 3.6.4 Prevailing Wage Laws . Contractor represents and warrants that it is aware of the requirements of California Labor Code Section 1720, et seq ., and 1770 , et seq ., as well as California Code of Regulations , Title 8, Section 1600, et seq ., ("Prevai lin g Wage Laws "), which require the payment of prevai ling wage rates and the perfo rmance of other requirements on "Public Works " and "Maintenance" projects. If the Services are being performed as part of an applicable "Public Works " or "Maintenance" project, as defined by the Prevailing Wage Laws , and if the total compensation is $1 ,000 or more , Contractor agrees to fully comply with such Prevailing Wage Laws . City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services availab le to interested parties upon request , and shall post copies at the Contractor's principal place of business and any location where the Services are performed . 3.7 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race , religion , color , national origin , handicap , ancestry , sexual orientation , sex or age . Such non-discrimination shall i nclude , but not be limited to , all activities related to initial employment, upgrading , demotion , transfer, recruitment or recruitment advertising , layoff or termination . LA #4822-4623-2581 v2 4 9/3/13 3.8 Unauthorized Aliens . Contractor hereby promises and agrees to comply with all of the provisions of the Federal Imm ig ration and Nationa lity Act, 8 U.S.C. §§ 1101 , et seq ., as amended , and in connection therewith , shall not employ unauthorized aliens as defined there in. SECTION 4. INDEMNIFICATION 4.1 Indemnity. Exce pt as to the sole negligence , active negligence , gross negligence or willful misconduct of City , Contractor expressly agrees to, and shall , indemnify , defend, release , and hold City , and its respective officials , officers , employees , agents , and contractors harmless from and against any Action, liability, loss, damage, entry , judgment, order, lien , and Costs and Expenses which arises out of, or are in any way related to , any act or omission of Contractor, or its officers , directors , employees, agents , or contractors , connected with the performance or failure to perform under this Agreement, notwithstanding that City may have benefited therefrom , or any challenge to this Agreement. This Section shall apply to any acts or omissions , willful misconduct or negligent conduct, whether active or passive , on the part of Contractor's officers , directors , employees , agents and contractors , includ ing but not limited to acts or omissions in any way related to , the release , treatment, use , generation , transportation , sto rag e , or disposal in , on , under, to , or from the location at which work under this Agreement is performed of any Hazardous Substances by Contractor or its officers , directors , employees , agents, and subcontractors . The Parties expressly agree that any payment , or Costs and Expenses City incurs or makes to , or on behalf of, an injured employee under City 's workers' compensation or other insurance , is included as a loss or Costs and Expenses for the purpose of this Section . City shall not be responsible for any acts , errors or omissions of any person or entity except City and its officers , agents , servants , employees or contractors. The Parties expressly agree that the obl igations of Contractor under this Section shall surv ive the expiration or early termination of the Agreement. 4 .2 Action . For purposes of this Agreement , "Action " shall mean any suit (whether legal , equitable , or declaratory in nature), proceed ing or hearing (whether administrative or judicial), arbitration or mediation (whether voluntary, court-ordered , binding , or non-binding), or other alternative dispute resolution process , and the filing , recording , or service of any process , notice , claim , demand , lien , or other ins trument which is a prerequisite o r prelude to commencement of the Action . 4 .3 Costs and Expenses . For purposes of this Agreement, "Costs and Expenses " shall mean all costs and expenses , to the extent reasonable in amount, actually and necessarily incurred by a Party in good faith in the investigation , prosecution or defense of an Action , including , but not limited to , court costs , filing , record ing, and serv ice fees , copying costs , exhibit production costs , special media rental costs , attorneys fees , consu ltant fees , fees for investigators , witness fees (both lay and ex pert), travel expenses , deposition and transcript costs , and any other costs or expenses , the award of which a court of competent jurisdiction may determine to be just and reasonable . LA #4822·-1623-2581 v2 91311 3 5 4.4 Hazardous Substances . For purposes of this Agreement, "Hazardous Substances" sha ll mean any and all of the following : a. any substance , product, waste or other material of any nature whatsoever which is or becomes l isted , regu lated , or for which liab ili ty ar ises for misuse , pursuant to the Comprehensive Environmental Response Compensation and Liability A ct ("CERCLA"), 42 U.S.C . §9601 , et seq.; the Hazardous Materials Transportation Act, 49 U.S.C . §180 1, e t s eq .; the Resource Conservation and Recovery Act ("RCRA "), 42 U.S. C . §690 1, e t se q.; the To xic Substances Contro l Act, 15 U.S.C .S. §2601 , et seq.; the Clean Water Act, 33 U.S.C. §1251 , et se q .; the Insecticide , Fungicide , Rodenticide Act, 7 U.S.C. §136 , et se q .; the Superfund Amendments and Reauthorization Act , 42 U.S .C . §6901, e t seq .; the Clean Air Act, 42 U.S.C. §7401 , et seq.; the Safe Drinking Water Act , 42 U.S.C . §300f, et seq.; the Solid Waste Disposal Act , 42 U.S.C . §6901 , et se q.; the Surface Mining Control and Reclamation Act , 30 U.S.C. §1201 , et seq .; the Emergency Plann ing and Community Right to Know Act , 42 U.S.C. §11001 , et seq .; the Occupational Safety and Hea lth Act, 29 U.S.C . §§655 and 657 ; the Ha zardous Waste Control Act, Californ ia Hea lth and Safety Code ("H.&S .C .") §25100 , et seq .; the Hazardo us Substance Account Act, H.&S .C.§25330 , et seq .; the California Safe Dr in ki ng Water and Toxic Enforcement Act, H.&S.C . §25249 .5, et se q.; the Underground Storage of Hazardous Substan ces , H.&S .C . §25280 , e t se q.; the Carpenter-Presley-Tanner Hazardous Substance Account Act, H.&S .C . §25300, et seq.; the Hazardous Waste Management Act , H.&S .C. §25170 .1, et s eq .; the Hazardous Materials Response Plans and Inventory, H.&S .C . §25001 , e t se q .; the Porter-Cologne Water Quality Con trol Act, Water Code §13000, et se q., all as they may f rom time to time be amended ; and b. any substance , produ ct , waste or ot her material of any nature whatsoeve r wh ich is or becomes listed , regu lated , or for w hich liability for misuse arises pursuant to any other federa l, state or local statute , law , ordi nance , resolution , code , rule , regulation , order or decree due to its hazardous , to xic or dangerous natu re . SECTION 5. RECORDS AND DOCUMENTS 5.1 Accounting Records . 5.1 .1 Maintenance and Inspection . Contractor sha ll maintain complete and accurate records w ith respect to al l expenses incurred under this Agreement. Any and all such documents or records shal l be ma inta ined in accordance with generally accepted accounti ng principles and s hall be sufficiently comple te and detai le d so as to permit an accu rate evaluation of the Services provided by Contra ctor pursuant to this Agreement. All su ch records shall be clearly identifiab le . 5 .1.2 In spection and Copying . Contractor sha ll all ow a representat ive of City during normal business hours to e xam ine , audit, and make transcripts or copies of such reco rds and any other documents created purs uant to this Agreement. Con tractor shall all ow inspection of all w ork, data , documents , proce eding s, a nd activities re lated to LA #48224623-2581 '2 9/3/13 6 the Agreement for a period of three (3) years from the date of final payment under this Agreement. At no cost to City , Contractor shall provide copies of such documents or records d irectly to the City for inspection , audit and copying when it is practica l to do so ; otherwise , unless an alternative is mutually agreed upon , such documents and re cords shall be made available at Contractor's address ind icated for receipt of notices in this Agreement. 5.2 Ownership of Documents . All original maps , models , designs , drawings , photographs , studies , surveys , reports , data , notes , computer files , files and other documents prepared , developed or discovered by Contractor in the course of prov iding the Services shall become the sole property of City and may be used , reused or otherwise disposed of by the City without the permission of the Contractor. Upon completion , expiration or term ination of this Agreement, Contractor shall turn over to City all such original maps , models , designs , drawings, photographs , studies , surveys , reports , data , notes, computer files , files and other documents SECTION 6. INSURANCE 6 .1 Maintenance of Insurance . Prio r to the beginning of and throughout the term of this Agreement Contractor will maintain insurance in conformance with requirements established by City for the type of Services being performed . Contractor acknowledges that prior to the Effective Date of this Agreement, City provided to Contractor the applicable insurance requirements , a copy of which are attached hereto as Ex hi bit "F" [Insurance]. Contractor acknowledges that the insurance co verage and policy lim its provided by City constitute the minimum amount of coverage required . Any insurance proceeds in e xcess of the limits and coverage required in this Agreement and which are applicable to a given loss , will be available to the City . 6 .2 Subcontractors Insurance. Contractor agrees to ensure that subcontractors , and any other party involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this sect ion . Contractor agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 6.3 Modification of Insurance Provisions . The City Manager may make reasonable amendments to the insurance requirements of this section , with the written concurrence of the Finance Director or Risk Manager, in accordance with Section 9 .19 [Administrat ion and Implementation] after considering the Scope of Services , potential liabilities , and the required level of insurance to adequately protect the City . SECTION 7. BONDS 7.1 Performance and Payment Bonds . If required by law or spe cifi c ally required by City as set forth in Exhibit "E" [Bonds Required]. attached he re to and incorporated herein by reference , Contractor shall execute and prov ide to City Li\ #4822--1623-2581 v2 7 9/3/13 concurrently with Contractor's execu ti on of this Agreement , but in no event later than t he Effective Date of this Agreement, a Performance Bond and/or a Payment Bond in t he amount of the tot al, not-to-exceed compensation i ndicated i n Exhibit C, and in a form provided or approved by the City. 7.2 Bond Provisions . Should , in City's sole opi nion , any bond become insu fficient or any surety be fou nd to be un satisfactory , Contractor shall renew or replace th e affected bond within 10 days of re ce iving notice from City. In th e event the surety or Contracto r intend s to reduce or ca ncel any required bond , at least th irty (30) days prio r w ritt en notic e shall be give n to the City , and Contra ctor shall post acceptable replacement bonds at least ten (1 0) days prior to expiration of the origina l bonds. No furth er payments shall be deemed due or will be made under this Agreement unti l any rep la cement bonds re qui red by th is section are accepted by th e City . To the extent, if any , that the total compensation is increa sed in acco rdan ce with the Agreement , the Contractor shall , without further notice fr om City , cause the am ount of the bonds to be increased accordingly and shall promptly de live r satisfactory evidence of su ch increase t o t he City . To the e xtent availab le , th e bonds sha ll further provide t hat no change or alteratio n of the Agreement (i ncluding , without limi tation , an increase in the to tal compensation , as referred to above), exte nsions of time , or modifications of the time , t erms , or co nditio ns of pa yment to the Contracto r, w ill rel ease the surety . 7 .3 Surety Qualifications . Only bonds executed by an adm itted sure ty insurer, as defined in Code of Civi l Procedure Sectio n 995.120 , shall be accepted . The surety must be a Cal ifornia -admitted suret y with a current A.M . Best's rat ing no less than A:VII I and sa tisfa ctory to the City . If a Ca li fornia-admitted surety insure r issuing bonds does not meet the se require ments , the insurer will be considered qual ified if it is in conformance wi th Section 995 .660 of the Cali f orn ia Code of Civil Pr ocedure , and proof of such is provided to the C ity . SECTION 8. TERMINATION. 8 .1 Termination by City. City may , by written notice to Con tra ct or , terminate with or without cause , and wi th out any prior notice of defau lt or right t o cure by Contra ct or , th e w hole or any part of th is Agreemen t at any t ime and by giving written noti ce to Contractor of such te rmination , and specify ing the effective date thereof, at least f ive (5) days before the effec ti ve date of such terminat ion. Up on termination , Contra ctor sha ll be compen sate d on ly for th ose non-disputed Services that ha ve been adequately rendered to City , and Contractor shall be entitled to no further compensation . 8.2 Termination by Contractor. Co ntra ctor may , by written notice to City , terminate this Agreement based upo n City 's failure t o timely cure a default under this Agreement as provided herein . At least forty-five (45) days prior to termination , Contractor shall provide City with a written notice spec ify ing City 's alleged default and prov iding City w ith a fo rt y-five (45) day period to cure the default. Shou ld City timely c ure such default, the Agreement sha ll co ntinu e . Shou ld City fail to time ly or adequately Li\ #4822-4623-2581 v2 9/3/1 3 8 cure such default, Contractor may terminate th is Agreement by issuance of written notice to City . SECTION 9. GENERAL PROVISIONS 9 .1 Assignment or Transfer. Contractor shall not assign , hypothecate , or transfe r, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City . Any attempt to do so shall be null and void , and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 9.2 Loss and Damage . Contra ctor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein , or from the action of the elements , or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City. 9.3 Liquidated Damages . The Parties agree that City has a legitimate interest in ensuring that Contractor provides the Services (including performance of all duties and responsibilities ) required under this Agreement in a consistent and reliable manner, and that Contractor's failure to timely provide such Services or to provide them in an inadequate manner will cause City to suffer damages and that it is , and will be , impractical and extremely difficult to ascertain and determ ine the exact amount of damages or to calculate actual damages. Therefore , in addition to City 's right to treat such non-performance as a material breach of, and to terminate, this Agreement, the Parties agree that liquidated damages, as provided herein , represent a reasonable estimate of the monetary damages that reasonably could be anticipated and that proof of actual damages would be costly or impractical. The Parties specifically confirm the accuracy of the statements made above and the fact that each Party has had ample opportunity to consult with legal counsel and obtain an explanation of the li quidated damage provisions at the time that the Agreement was made . Therefore , in lieu of actual damages , Contractor is subject to payment of $50 0 per failure to perform , per day . City may , at its election . deduct any assessed liquidated damages from payment due , or that will become due, to Contractor from City . 9.4 Excusable Delays . Contractor sha ll not be liable for damages , including liquidated damages , if any , caused by delay in performance of failure to perform due to causes beyond the control of Contractor. Such causes include , but are not limited to , acts of God , acts of the publ ic enemy , acts of federal , state or local governments , acts of City , court orders , fires , floods , epidemics , strikes , embargoes , and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes . 9 .5 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary , appropriate or convenient to attain the purposes of th e Agreement. LA #4822-4623-2581 v2 9/3/13 9 9 .6 Governing Law. This Agreement shall be interpreted, construed and governed according to the laws of the State of California . In the event of litigation between the parties , venue in state trial courts shall lie exclusively in the County of Los Angeles . In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California , located in Los Angeles, California. 9 .7 Integration . This Agreement, including the attached Exhibits "A" through "F", is the entire, complete , fina l and exclusive expression of the parties with respect to the matters addressed therein and supersedes all other agreements or understandings , whether oral or written, or entered into between Contractor and City prior to the execution of this Agreement. No statements , representations or other agreements , whether oral or written , made by any party which are not embodied herein shall be valid and binding . 9.8 Severability . If a term, condition or covenant of this Agreement is declared or determ in ed by any court of competent jurisdiction to be inval id , void or unenforceable , the remain ing provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid , void or unenforceable provision(s). 9.9 Prohibited Interests. Contractor represents and warrants that it has not emp lo yed nor retained any company or person , other than a bona fide emp loyee working solely for Contractor , to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person , other than a bona fide employee working solely for Contractor, any fee , commission , percentage , brokerage fee , gift or other consideration contingent upon or resulting from the award or making of this Agreement. 9.10 Amendments . No amendment to or modification of this Agreement shall be valid unless made in writ ing and approved by Contractor and City . The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended , would not exceed the City Manager's contracting authority under the Temple City Municipal Code . All other amendments shall be approved by the City Council. The Parties agree that the requirement for amendments or modifications to be in writing cannot be waived and that any attempted waiver shall be void . 9 .11 No Third Party Beneficiaries . There are no intended third party beneficiaries of any right or obligation assumed by the Parties . 9 .12 Delivery Of Notices . All notices required or permitted to be given under this Agreement shall be in writing and shall be given to the respective part ies at the addresses listed in Exhibit "D", or at such other address as the respective part ies may provide in writing for this purpose . Such notice shall be deemed made when personally delivered or when mailed , forty-eight (48) hours after deposit in the U.S. Mail , fi rst class postage prepaid and addressed to the party at its applicable address . Actual notice LA #-1822-4623-2581 v2 9/3/13 10 shall be deemed adequate notice on the date actual notice occurred , regardless of the method of service . 9 .13 Binding Effect. Th is Agreement shall be binding upon the he irs , executors , administrators , successors and assigns of the Parties . 9.14 Waiver. Wai ve r by any Party to this Agreement of any term , condition , or covenant of th is Agreement sha ll not constitute a wa iver of any ot her term , condition, or covenant. Waiver by an y Party or any breach of the provisions of this Agreement shall not constitute a waiver of any other provision , nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any Services by Contractor sha ll not constitute a waive r of any of the provisions of this Agreement. 9.15 Attorneys Fees , Costs and Expenses . In the event l itigation or other proceeding is requ ired to enforce or interpret any provision of this Agreement, the prevailing party in such litigation or other proceeding shall be entitled to an award of reasonable attorney 's fe es and Costs and Expenses , in addition to any other relief to which it may be entitled . 9.16 Subcontracting . Con trac tor shall not subcontract any portio n of the Services , except as expressly stated herein , without prior written approval of City . Subcontracts , if any , shall contain a provision making them subject to all provisions of this Agreement. 9.17 Counterparts . This Agreement may be signed in counter parts , each of wh ich shall constitu te an orig inal. 9 .18 Authority To Execute. The person or pe rson s executing this Agreement on behalf of Contractor represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Cont ra ctor to the performance of its obligations hereunder. 9.19 Administration and Implementation. This Agreement shall be admin istered and executed by the City Man ager or his or her designated representative . The City Manager shall have the authority to issue inte rpretations and to make amendments to this Agreement, includ ing amendments that commit additional funds , consiste nt with Section 9 .10 [Amendm e nt] and the City Mana ger's contracting authority under the Temple City Municipa l Code. LA #4822--1623·2581 v2 9/3/13 II IN WITNESS WHEREOF , the parties hereto have caused this Agreement to be executed the day and year fi rst above written . CITY OF TEMPLE CITY Don Penman , Interim City Manager ATTEST: Peggy Kuo , City Clerk APPROVED AS TO FORM: Eric S . Vail , City Attorney LA #4822-4623 -2 58 1 v2 9/311 3 CONTRACTOR: (Authorized Officer) Title ___________ _ Print Name: --------- 12 LA #4822-4623-258 1 v2 9/3113 EXHIBIT "A"SCOPE OF SERVICES [Type Scope of Services] A LA #4 822-4623-2581 v2 9/3/13 EXHIBIT "8" SCHEDULE OF PERFORMANCE [Type in Schedule] B 0 LA #4822-4623-258 1 v2 9/3/13 EXHIBIT "C" COMPENSATION [Type in Compensation] c ) EXHIBIT "D" REPRESENTATIVES City of Temple City [Type in Name of Department attn : [Type in Name of Representative] 9701 La s Tunas Drive Temp le City , California 91780 Facsimile : (6 26) _-[type in extension for fax] [Type in Information for Contractor) L A #4822-4623-2581 v2 9/3/13 4 EXHIBIT "E" BONDS REQUIRED [Type in or attach any Performance or Payment Bond requirements. LA #4822-4623-2581 v2 9/3/13 If no bonds required , type in "No Bonds Required"] 5 EXHIBIT "F" INSURANCE REQUIREMENTS FOR CITY OF TEMPLE CITY The City requires a certificate of insurance, including an underwriter's endorsement, prior to commencement of the Services . The insurance policies are to include additional endorsements that contain the following provisions: 1. That the City of Temple City and its respective officers and employees are additional insureds under the policy; 2. The policies are primary and non -contributory to any insurance that may be carried by City ; 3. The City is entitled to thirty (30) days' prior written notice (1 0 days for cancellation due to non-payment of premium) of cancellation , material reduction , or non-renewal of the policy or policies . 4. The ins urance shall be carried only by responsible in s urance companies that have rated "A -" and "V" or better by the A.M . Best Key Rating Guide , that are licensed to do business in the State of California . City will accept insurance prov ided by non-admitted "surplus lines " carriers only if the carrier is authorized to do business in the State of Californ ia . Only the following "marked" requirements are applicable: ___ Commercial General Liability (CGL): Insurance written on an occurrence basis to protect Contractor and City against liability or claims of liability which may arise out of this order in the amount of one million dollars ($1 ,000 ,000) per occurrence and subject to an annual aggregate of one million dollars ($1 ,000 ,000). There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs . additional insured cla ims or contractual liability . All defense co sts shall be outside the limits of the policy . ___ Vehicle Liability Insurance: Contractor shall also procure and shall maintain during the term of this order vehicle liability insurance in an amount not less than $1 ,000 ,000 for injuries , including accidental death , to any one person , and subject to the same minimum for each person , in an amount not less than one million dollars ($1 ,000 ,000) for each accident, and property damage insurance in an amount of not less than one million dollars ($1 ,000 ,000). __ Workers' Compensation Insurance: For all of Contractor's employees who are subject to this order and to the extent requ ired by applicable state or federa l law , Contractor shall keep in full force and effect a Workers ' Compensation pol icy . That policy sha ll provide a minimum of one million dollars ($1 ,000 ,000) of e mployers ' liability LA #4822-4623 -258 1 v2 9/3/13 6 coverage , and Contractor shall provide an endorsement that the insurer wa ives the right of subrogation against the City and its respective elected officials , officers , employees , agents and representatives . In the event a claim under the provisions of the Ca li fornia Workers ' Compensation Act is filed against City by a bona fide employee of Contractor participati ng under this Agreement, Contractor is to defend and i ndemnify the City from such claim . LA #4822-4623-2581 v2 9/3/13 7 Ontario Refrigeration Conunerci • .JI Atr Cond1t ton1ng Hc••tuJg & Cont rols AJIACH~dENT C SERVICE PROGRAM PROPOSAL Designed for: Prepared by: Mike Hill Presentation Date: A u gust 7 ' 2014 Proposal Number: PC71124 PC71125 & PC71126 001-COVE R Proposal Overview Ontario Refrigeration OVERVIEW Cotrunerctal A1r Condlttotung Heating & Controls Ontario Refrigeration Service Programs provide: -Maximum energy efficiency, by fine tuning each segment of the mechanical system -Extended u seful life of your equipment, which represents a subst antial capital investment -Improved, syst em reliability -Improve environmental and comfort conditions for building occupants -A cost for maintenance that is fixed and budgetable -Redu ced overall operating expense -Single-source responsibility -Peace of mind Ontario Refrigeration is your best choice for service because: -We have over 50 years of serv ice experience in the West -We have over 1,800 Service Agreements in effect toda y -Our entir e operations team attend weekly training and communication meetings -Our Technicians are highly skilled and experienced professionals, who ensure th e job is done correctly the firs t time -Our wireless d igi tal communication and dispatch ensures prompt and effective service -Our computer ized sch eduling and tasking ensures the right service is performed at the right time -Ontario Refrigeration Service Programs are proven and cos t-effective 003-OVERVIEW Introduction Ontario Refrigeration INTRODUCTION Conuncrctal Atr Condtl10n1ng Healtng & Controls PLANNED PREVENTIVE MAINTENANCE VS. DEFERRED MAINTENANCE DEFERRED MAINTENANCE: Deferred maintenance r arely brings the system back to p eak efficiency. Operating costs continue to rise. You are subsidizing inefficiency a nd premature obsolescence-even destruction of your m ech anical system . SYSTEM OP ERAT ING EFFICIENCY PEAK EFF C I ENCY COSTS MAXIMUM .,.....----,--.:..=..::.;,~=~-__::__:_,HIGH PLANNED PREVENTIVE MAINTENANCE: As planned preventive m ain tenance is p erformed, system effi ciency is re turned to a maxi- mum. Operating costs are reduced to a m inimum. Yo u co uld double th e life of your mechanical syste m. MINIM UM 004 -I TRO OP ERATING COS TS LOW Ontario Refrigeration INTRODUCTION ConunercuJI Atr Condtttotung Heattng & Controls CAUSE AND EFFECT OF EQUIPMENT NEGLECT CONDmON CAUSE EFFECf i I • Restricted Eva p o r a tor Coil • Co mpressor Fa il ure DIRTY AIR FILT ERS • Dirty Bl o w e r W heels • Bearing Fa ilu re • Loss of Air Flow • Inc reased Ene rgy Consumpti on • Refri gera nt Flo o d in g • Eva por a tor Ic ing • Loss of A ir Flo w • Compressor Failure FAULTY D RIVE • Refri gerant Flo od ing • P u ll ey Re placement BELTS • Sheave We ar • Noise • Eva p o ra to r Motor Failure D IRTY MOTORS • Over hea tin g o f Windings • Motor Com ponen t Failure • In creased Elect rica I Consump ti o n BURNT CONTACT • "Single Pha sed" Com ponents • Pre m a ture Compon ent Fa ilure POIN T S • H igh Po int Resistance • Increased Electrical Consumption • Im prop er Syste m Ch a rge • Compressor Failure REFRIGERANT • Safe ty Contro l Cyc lin g • In creased Ene rgy Co nsumpti o n LEA KS • Loss o f Lu brica ti on • De crease in Syste m Ca p acity • Sys te m Freeze-u p PLUGGED D RAINS • Wa te r Bu ild -up • Flood -over o n to Ceilin g • Lea ks o nto Roof • U n sa fe Conditio ns • In ju r ies T RASH ON ROOF • Roof Da m a ge • Roof Leaks • Roof Re p a irs M ISSING /LOOSE • Co ndition e d Air Lost • Inc reased Energy Consumpt ion PANELS • Wa te r In filt ra tion • Equ ipm e nt Da m age • Ru st a nd Cor ros ion 005-INTRO Features Ontario Refrigeration Commercial Air Conditioning H eating & Controls PREVENTIVE MAINTENANCE SERVICE Ontario Refri geration will pro vide a Servi ce Progr a m d e signe d to thoroughly evaluate your sys te m 's p e rformance ch a r acte ris ti cs. Yo ur syste m will b e operating a t its ma ximum e ffici ency p ro viding cle an, re li a ble co mfo rt fo r your occ upa nts. ONTARIO PROVIDES: • Calibra ti o n, adjusting, securing, cl ea ning, a li g nme nt, v ibra tion analysis, p a inting a nd ti g hte ning • Pro-ac ti ve id e ntificatio n of pote ntia l ope ra tin g proble m s • C o mple te syste m c o ver age • Sing le source r espons ibility for a ll s yste m s 010 rEATU RlS YOU RECEIVE: • Protec tion of your investme nt • A ssure d syste m p e rfo rma n ce • Ene r gy cost re duc ti o n • Re duced d owntime • Sa fe, effi cie nt e nviro nme nt fo r occupa nts Ontari o Refrigeration Con1merch'1l Arr ConditiOning Heattng & Controls PREDICTIVE MAINTENANCE SERVICE Predictive Maintenance Services are performed to detect early signs of d eteriorating p e r - forman ce and to predict pote ntial system failures . Corrective actions can be taken in advance of costl y disruptive breakdowns. ONTARIO PROVIDES : • Tests for excessive vibration • Analysis of lubricants and oi ls • Non-destructive testing Oil -FEATU RES YOU RECEIVE: • Corrective measures taken prior to occupant discomfort pro blem s • Redu ced syst em downtime and the associated aggravation • Pea ce of mind Ontario Refrigeration Commercial A ir Conditioning Heat ing & Controls MAINTENANCE SUPPLIES All r equired maintenance supplies such as lubrican ts, coil cleaning solutions, chemicals, r ags, oils, etc. are incl u d e d in your Ontario Refrigeration Service Program. ONTARIO PROVIDES: • Oils • Lubricants and grease • Cleaning solutions • Paint and supplies 012 -FE ATU RE S YOU RECEIVE: • Reduced adm inistrative time • Eliminated inve ntory costs • Professionally cleaned, painted, and lubricated equipment prevents breakdowns, failures and unexpected cos ts Ontario Refrigeration Commercial Air Conditioning Heating & Con trols COMPUTERIZED MAINTENANCE SCHEDULING Our Service Program includes computerized evaluation of your equipment's needs. Utilizing manufacturer's recommendations, equipment run times, equipment age and over forty years of experience, Ontario Refrigeration will custom-design a program to meet your needs. ONTARIO PROVIDES: • A program custom-designed to meet your requirements • A scheduled, direct and efficient maintenance program • The highest quality program for the right cost 013 -FE ATUR ES YOU RECEIVE: • Reduced operating costs • Reduced emergencies and breakdowns • A computerized reporting system Ontario Refrigeration Commercial A1r Conditioning Healing & Controls PROGRAM MANAGEMENT & ADMINISTRATION Ontario Refrigeration provides assurance that your maintenance needs are met. Ca reful sch eduling of tec hnicians, m aterials a nd parts all ow peace of mind, k n owing your system s are taken care of properly. De tail ed reports will provide updated info rma tion regarding your equipment's status. ONTARIO PROVIDES : • Professional oversight and management • Inventory Management • Monitoring and feedb ack regarding sys tem p erfo rma nc e 014-FEATU RES YOU RECEIVE: • Reduced adminis trative involvement, reducing associated cos ts • Assurance your system is operating efficiently • Yo u s tay info rmed without b eing involved Ontario Refrigeration Commercial Air Conditioning Heating & Controls AIR FILTER SERVICE Our prog r am m a inta in s th e equ ipm ent filtra tio n syst e m s in ord e r to reduce the co ntami- n a tion o f the syste m s a n d assur e the qua lity of a ir delivered to t h e occ upa nts . Fi lte rs h ave a s ig nificant e ff ec t o n a buildin g's o p era tin g e n e rgy cos ts as well as occupan t he a l th . ONTARIO PROVID ES: • Filte r in s p ection • Fi lte r r e p lace m e n t • Filter cl eanin g • C o n ta mina t e e v a lua ti o n 015 -FE ATU RE S YOU RECEIVE: • Re duced e n e rg y cos ts • A hea lthy, cl ea n e r indoo r en v ironme nt • Ex te nde d e quipment life Ontario Refrigeration Commerctal Atr Condtl tontng Heatmg & Controls TEMPERATURE AND SAFETY CONTROL SERVICE Proper calibration, testing and maintenance of the temperature and safety controls ca n reduce occupant complaints, eliminate excessive en er gy u sage a nd assure the safe / efficient operation of your mechanical system. ONTARIO PROVIDES: • Inspec ti on, testing and diagnosis of temperature and safe ty controls • Computerized sch edulin g a nd tasking • Calibration and ad jus tme nt of a ll covered controls 0 18 -FEATU RE S YOU RECEIVE: • Reliabi lity assurance • Safe, efficie nt operation • Less system downtime, reducing adminis tra ti ve costs Ontario Refrigeration Commercial Air Condtttontng Heat mg & Controls EMERGENCY RESPONSE SERVICE Ontario Refri geration m ainta in s a fl eet of se rv ice vehicl es full y equippe d to h andle an y HVA C R emergen cy 24 hours a d ay /365 d ays a yea r. Our te chnicia n s are d ispa tch ed utili z ing compute ri zed cu s to m e r info rmatio n to assure the ri g h t p er son r e spon d s to ev er y e m er gen cy in a professio n a l ex p e dient m anner. ONTARIO PROVIDES : YOU RECEIVE: • 24 h o u r /year rou nd availability • Reduced interruptio n s in com fort • C omputerized customer info rma ti o n • Th e ri g ht tech ni cian fo r your n eed s • Prio rity r es pon se • No a dditional cos t 019 -FEATU R~S Ontario Refrigeration Commercial Air Condltlonmg H eattng & Controls CFC/HCFC PROGRAM Our Service Prog r am inclu des a co mplete a pproach to managing your refrigerant require- ments. If yo u are contacted by th e E.P.A. fo r th e C lean Air Ac t compli a nc e, we ca n act on your behalf to provid e the documenta ti o n they require . ONTARIO PROVIDES: • Containment program • Recycle, r ecla im and re covery services • Complia n ce with d ocumentation a nd ce rtifi cation requirements 020-FEATU RES YOU RECEIVE : • Reduced administra ti on time for government re porting requirements • Assurance through proper documenta ti o n • Compliance w ith regulations Ontario Refrigeration Ontario Refrigeration Commerctal Atr Condtltonlng Heatmg & Controls Ontario Refrigeration Started: 1958 Service Area: Northern and Southern California, Arizon a, and Nevada Market Scope: Commercial, Industrial and Institutional Facilities, specializing in Design, Installation and Maintenance of Heating, Air Conditioning, Refrigeration and Control Sys tems. His tory: References p rovid ed from over fifty years of continuo u s operation. DESIGN/BUILD INSTALLATION A fifty year reputa tion for quality work a t a fair price completed on time, p roviding engineer- ing, installation, sh eet metal, piping, controls, energy management, and retrofit services on commercial /industrial and institutional projects. SERVICE/MAINTENANCE-REPAIR Ontario Refrigeration, your local professional service company, provides high quality, com- puter based total building maintenance and repair, from simple filter serv ice to major equip- m ent mainte nance . Staff expertise includes packaged systems, centrifuga l, absorption chiller s, all types of building control systems, energy management and low temperature refr igeration equipment. Over one hundred and thirty fully equ ipped vehicles with com- puterized scheduling and digital communication assu res quali ty service and quick response. 024 -ONTARIO Ontario Refrigeration CotnnJcrctal Air Cond111on1ng He,.'lllng & Controls BUILDING ANALYSIS/ENGINEERING A comprehen sive serv ic e to to ta ll y ana lyze the design, effi ciency, and requirem ents o f a com- m erci al building w ith r egard to h ea ting, ve n ti lating, a ir conditi oning, and all o ther systems. Using the proble m-solving solution con ce pt w ith w ritten recommendati o n s and cost ju stifica- tions, backe d b y our technicia l team and in -h o u se en gineering staff, n o on e o ff ers a m o re in- d e pth build ing s tudy. ONTARIO REFRIGERATION MANAGEMENT TEAM PHILLIP TALLEUR, President DARREL BARNES, Serv ice Sa les Ma n ager SCOTT GRAY, Ope ra ti o ns Mana ge r KERI BUCK, Busin ess Syste ms Manager TIM MELTON, Project Man ager DAVID BUNNELL, Serv ice Manager -Onta ri o, CA ROBERT CHEZEM, Serv ice Ma nager-G len dale, CA KELLLY STANKUS, Serv ice Ma nager-Costa Mesa, CA DUNCAN BROOKS, Service Manager-San Diego, CA MARK GAMBETTI, Genera l Manager -Phoenix, AZ BRYAN COOPER, Se r v ice Ma nager-La s Vegas, V BRIAN RODARTE, Ser vi ce Mana ge r -San Jose , CA 025 -ONTARI O Com~uter Scheduling Ontario Refrigeration TASKING 0 Co,,,,,c,'c.al ,.l r Condt ltor"~tn g f'ft..'~·u,ng & Controls COMPUTERIZED MAINTENANCE TASKING The tas ki ng tells us whi c h tec hn ician is assigned -to ensure proper ex pertise level. Task s are based upon the age, manufacturer, size and ru n ti me of the equipment -as well as our experience. 0 Each month computerized tasks are generated for designated equipment. We have a detailed list of work to be performe d, so th at we are prepared with all necessary tools and materials. Each ite m is checke d off and recor ded to document completion . Potential problem areas and equ ipment readings are noted by technician. You sign here after reviewing wo rk performed . The right maintenance at the right time by the right technician We simplify the most complex part of your building. 028 -COMP SCH D. Ontario Refrigeration COMPUTERIZED SCHEDULING Commercial Air Conditioning Heating & Controls THE FOLLOWING IS A SAMPLE OUTLINE OF PREVENTIVE MAINTENANCE SERVICE TASKS THAT WILL APPEAR ON YOUR CUSTOMIZED TASK SCHEDULE AS APPLICABLE. TASKING WILL BE CUSTOM TAILORED TO YOUR EQUIPMENT BASED UPON TYPE, RUN TIME, AGE, MANUFACTURER'S RECOMMENDATIONS, SERVICE PROGRAM, ETC. 029 -COMP SCHD Ontari o Refrigeration Commercml A1r Cond1t1onmg Heattng & Controls A. TEMPERATURE CONTROL DEVICES THERMOSTATS A D TEMPERATURE CONTROLLERS 1. Remove cover and remove a ll foreign particles. 2. C lean thermostat cover. 3. C h eck set point of control. 4 . C heck throttling r a n ge a nd reset. 5. Calibrate as necessary. 6. Check all pilot bleed ports. 7. Check gener a l co ndition. 8. Replace device if defective. CONTROL VALVES 1. C lean s te ms. 2. C h eck packing for leaks. 3. Lubricate p acking as req uired; replace if required. 4. Check for proper seating; replace if required. 5. C heck for proper shut-off. 6. Check opera to r diaphragm (pn eumatic). REL AYS 1. Energize re lay to insure operation . 2. Inspect contacts and clean if re quired . 3. Replace if n ecessary. AIR COMPRESSOR 1. Change the crankcase o il. 2. Oil the co mpressor motors. 3. Lubri ca te packing as required; r eplace as required. 4. Check for mois ture, oil, o r dirt in th e lin es. 5. C lean the intake a ir filter, felt and screen types. 6. C h eck the compressor be lt. 7. C h eck the press ure relief va lve . 8. Replace ca rtridge-type, intake-a ir filter. 010-CO \IP SCHD Ontario Refrigeration PREVENTIVE MAINTENANCE LIST Corn:nc.-c .1/ ,.l,r Cor'dt t .on.r'g r!c.llt'l 9 S. Controls DAMPERS 1. Lubrica te dampers. 2. Check for proper tra vel and cl ose off, adjust as required. 3. Ti g hten linkage and ball joints. 4. Check o p eration bell ows. B. REFRIGERATION COMPRESSOR 1. Check oil level and condition of oil. 2. Check for oil leaks. 3. C h eck refrigerant charge conditi o n throug h sight g la ss. 4. Check condition and a li gnment of compressor drive. 5. Check for unusu a l n oise a nd vibra ti o n . 6. Check refrigeration compressor a nd re fri geration piping fo r leaks. 7. Check operation of safety and ca p ac ity controls for proper operati o n , including hig h and low press ure cut-outs. 8. Check compressor m o unting. 9. C h eck condition of refri gerant insula ti on . 10. Lubrica te per manufacturer 's ins tructi o n . 11 . Perform annual in spection . 12 . Perform s tart-up procedur e p e r m a nufac turers' recomm endation. 13 . Perfo rm efficiency tes t and record res ults. C. EXPANSION VALVE 1. Check a ll valves for evidence of s ti cking. 2. Check ex pansion valve bulb to see tha t it h as good contact with s u ction lin e. 3. C h eck o p eration of all solenoid va lves. 4. Check the sea ts of a ll va lves fo r erosion. D . EVAPORATOR 1. C h eck and clean tubes or fin s a s required. 2. Check for rust and sca le. 3. C heck a nd paint if required. 031 -COMP SCHD Ontario Refrigeration PREVENTIVE MAINTENANCE LIST Commercial Air Conditioning Heating & Controls E. AIR HAN DLERS 1. Check blower mounting and tighten if n ecessa ry. 2. C h eck shaft alignment to motor. 3. C h eck blower pulley for sec urity to s haft . 4. C h eck blower b elt for condition and ten s ion . A djus t or re place . 5. C h eck blower rotation. 6. Oil o r gr ease blower bearing. 7. Check blower scroll for d irt and clean. 8. Check housing for rust and re pair as n ecessary. 9. Clean coil faces . F. ELECTRIC MOTORS 1. C h eck m o tor m o unting and tighten if n ecessa ry. 2. Check motor pulley for security, a li g nment and tighten if n ecessary. 3. C h eck bearing wear. 4. Check w iring and and co nduit (from moto r to starter) for condition. 5. Check rotation of motor. 6. Check motor for excessive h ea t a nd n o ise. 7. C h eck air passages and windings. 8. Check s tarter and contac ts. 9. Oil or g rease m o tor bearings as required. 10 . Measure current draw a nd record . G. AIR FILTERS 1. Change filters when the pressure drop across the filters exceed s the recommended a llowable pressure drop. The media u sed for repla ce m ent s hall be equal to or shall exceed th e efficiency rating of th e o ri g inal equipme nt. H. AIR COOLED CONDENSER 1. Check fan for alignment, balance a nd security to sh a ft. 2. C h eck fan for corrosion and wear. 3. Check fan wheel a n d clean dirt accumulation. 4. C h eck and tig hten fan m o unting bolts. 5. C h ec k condition of dome couplings a nd belts (semi-annual). 6. Lubricate fan b ea rings and check fo r e nd play, excessive bearing temperature and u sual b earing wear. 7. Clean finned co il surfaces. 8 . Check co il for damage or leaks. 012 -COMP SCH D Ontario Refrigeration PREVENTIVE MAINTENANCE LIST Conunerc1al Au Condlttorung Healing & Controls AIR COOLED CONDENSER 9. Straighten bent fins. 10. Check pipe clamps for security and vibration. 11. Check frame for damage, rust and corrosion. Repaint as required. 12. Lubricate motor bearings. 13. Examine motor mount resiliency. 14. Tighten all electrical connections. 15. Inspect motor starter coils and contacts. I. BOILERS AND/OR DOMESTIC HOT WATER SUPPLY 1. Check all mountings and fastenings for tightness. 2. Check draft over fire. 3. Check hand holes and man holes for tightness. 4 . Check boiler access doors and plates for leakage. 5 . Check all control devices for proper operation. 6. Check for adequate air cushion. 7. Check safety relief valve. 8. Check flame safeguard relay for proper sequence. 9. Check flue gas temperature. 10. Check water reading and determine efficiency of boiler. 11. Check boiler jacket insulation for deterioration and repair. 12. Inspect boiler base for signs of rust and repair. 13 . Check boiler flue piping to chimney for leaks. 14. Clean and inspect fire box . 15. Reseal inspection plates. 16 . Flush rust from water level control and boiler. 17. Check and clean water make-up valve. J. CONDENSER WATER PUMPS 1. Check pump head for operation, wear, and capacity. 2. Check mechanical seal or stuffing box for leaks. 3. Check motor and pump mounting-tighten. 4. Check attached piping insulation. Repair if necessary. 5. Check wiring and conduit for condition from motor to starter. 6. Check general condition for rust and repaint if necessary. 7. Inspect all hand valves for expiration and leaks. 8. Check and lubricate motor and pump head bearings. 9 . Check motor pump coupling for alignment, condition and security to shaft. 033 -COMP SC HD Ontario Refrigeration PREVENTIVE MAINTENANCE LIST Conuncrctsl Au Condttlontng HctJttng & Controls K. CHILLED WATER P UMPS 1. Check pump for operation, wear, and capacity. 2 . Check mechanical sea l or s tuffing box for leaks . 3. Check motor and pump mounting-ti g hten. 4 . Check attached piping insulation. Repair if necessary. 5. Check wiring and conduit for condition from motor to s tarter. 6. Check general condition for rust and repaint if n ecessary. 7. Inspect all hand valves for expira ti on and leaks. 8. Check and lubricate motor a nd pump head bearings. 9 . Check motor pump couplin g for alignment, condition and security to shaft. L. COOLING TOWER (Quarterl y Except As Noted) 1. Drain, flus h and refill annually. 2. Remove foreign matter and sca le. 3. Check fan rotation. 4 . Check all motors and belts. 5 . Clean s trainers and pumps. (Semi-Annual) 6. Clean economizer water pumps. (Semi-Annual) M . WATER TREATMENT 1. Analyze and record boiler and cooling tower water for chemica l content. 2. Perform blowdown as n ecessary. 3. Add required chemicals as n ecessary Contractor shall u se chemicals that are biodegradable which shall not contai n cremates or sul phuric acid . Chemicals : 014 -COMP SCI lD Proper chemica ls arc required to restric t such typical problems as metal corrosion, scale build-up and biological foulings. All a re directly related to energy co n servation and proper management. The chemicals provided must meet OSHA, Environmental Protection Agency and OEQC requirements for safety to personnel and the environment. All chemicals s upplied must be biodegradable, a nd all discharged effluents must be non-polluting. Benefits Ontario Refrigeration BENEFIT SUMMARY Commerctal Au Cond1t10ntng Heatmg & Controls SERV ICE PROGRAM BENEFITS : -Maximum energy efficiency -Extended u seful life of your equipment -Improved sys tem reliability -Improved en v ironmental and co mfo rt conditio n s -A cost for maintenance that is fixed a nd budgetable -Reduced over all operating expen se -Single-source responsibility -Peace of mind ADDITIONAL SERVIC ES AVAILABLE: -Design and build installa ti o n s -Engineering services -Mechanical system retrofits -Piping services -Sheet m e ta l fabri ca ti on -Rental chill e rs and A /C equipment -Digital co ntrol system design a nd in stalla ti o n 038 -BENE FITS ---------------------------------------------------------------- Your owning and operating costs Ontar~o . ANNUALIZED OWNING Refrtgeratton Corm~~;~~;~~A~rg:;,~~~:nmg AND OPERATING COSTS Management/ Administration Inside Staff & Services Outside Contractors & Services System Replacement Major Equipment Repair Energy Usage Ontario Refrigeration Service Programs reduce your overall owning and operating costs. 040 -OWNI NG AND OP Ontario Refrigeration ConJnJcrctal A1r Condtltontng Hcattng & Controls CLEAN COILS REDUCE ENERGY COSTS MODERATELY CLEAN DIRTY CONDENSER CONDENSER NOMINAL TONS KWH / KWH/ COOLING SEASON COST SEASON 3 5,700 $ 522 4,100 5 8,100 $ 785 5,500 7-1 /2 11 ,200 $1086 7,40 0 10 16,800 $1629 12,300 15 24,400 $2366 16,000 20 32,400 $3 142 20,800 25 40,8 00 $3957 27,000 30 48,900 $4743 30,800 40 66,400 $6440 41 ,5 00 50 82,300 $7983 52,100 60 98,600 $9564 63 ,000 * Information provided by the Carrier Corporation **Based on .06 /KWH 0~1 -OWNINGA DOP COST $ 397 $ 533 $ 717 $1193 $1552 $2017 $26 19 $2987 $4025 $5053 $611 1 COST SAV INGS $ 155 $ 252 $ 369 $ 436 $ 814 $1125 $1338 $1756 $2415 $2930 $3453 Ontario Refrigeration CSP OS I-CSP Cot7uncrcl~'11 Au Cond1t1ontng HeL'lttng & Controls THE ATIACHED CUSTOMIZED SERVICE PROGRAM (CSP) INCLUDES: 1. Tes t a nd In s pect La b o r and Expe nse. 2. Preventive Mainten a n ce La bor and Ex p ense. 3. Pre ferred Cus tom er Sc heduling for : a . Re p a ir C all s b . 24 Hour Emergency Ca ll Re s p o n se Ontario Refrigeration SERVICE AGREEMENT Cotntnerctal A1r Condtttontng Heatmg & Controls AGREEMENT BETWEEN: City ofT emple City 9701 Las Tunas Drive Temple City , CA 91780 I here ina fter Customer I Ontario Refrigeration Service, Inc. AND 6002 San Fernando Road Glendale , CA 91202 l here inafter Ontario Refrigera ti on I SERVICES AS DESCRIBED HEREIN WILL BE PROVIDED AT THE FOLLOWING LOCATION (S): City Hall , Civ ic Center, Community Room, and Emergency Operations Center 5938 Kauffman Avenue Temple City , CA 91780 The Service Program coverages , equipment inventory , and attached supplements constitute the rights and obligations of both Customer and Ontario Refrigeration . This agreement is subject to the Genera l Conditions on the reverse side of this page . CUSTOMIZED SERVICE PROGRAM Agreement coverage will commence on ---------- The total Service Agreement price is $5,472.00 per year . This Agreement is payable $912.00 per bi-monthly in advance beginning on the effective date of _______ _ Th is proposal will become a bind ing Agreement only after acceptance by Customer and approval by the Presid ent of Ontario Refrigeration as evidenced by their signatures below. This Agreement sets forth all of t he terms and conditions binding upon the parties hereto ; and no person has authority to make any claim, representation , promise or condition on behalf of Ontario Refrigeration which is not expressed herein . Th is annual Agreement shall continue in effect from year to year unless either party gives written notice to the other of intention not to renew thirty (30) days prior to any anniversary date. Customer S ignature (Authorized Representative) Name (Print!Type) Title Date Ontario Refrigeration CCL #315638 S ignature (Sales Ass oci ate) Michael Hill Approved for Contractor Signature Phil Talleur President Tit le Date Ad d itional Ag reemen t Term s and Con ditions 1. On tario has agreed to service only the equipment listed in the Inventory of Equipment portion of this Agreement. If, upon initial inspection , Ontario determines repairs are required , an estimate will be prepared fo r Cus tome r's approval. If Custo mer elects not to hav e repairs done, Ontario may, at its option, remove the un satisfactory equipment from th is Agreement and adjust the price accordi ngly or cancel this Agreement. As reasonably necessary to perform the service work , Customer s hall provide Ontario access to all equ ipment and work areas and shall allow Ontario to start and stop any eq ui pme nt. Customer shall also provide Ontario's personnel with all Materia l Sa fety Data Sheets (MSDS) appl icable to Onta rio's work and as requ ired by OSHA 's Haza rd Communicat ion Standard Regulations . All schedu led service shall be performed during Ontario's normal working hours. 2. Ontario warrants its workmansh ip to be free from defect for a period of thirty (30 ) days fro m th e date sa id wo rk is performed. If Ont ario's workmansh ip pro ves to be defective withi n said th irty days , Onta rio will repair or replace its work , at Ontario's option , and at no cost to Customer , provided , Custome r has give n Onta ri o written notice of said defect wi th in 35 days of the date the defective work was ori ginally performed. If any repla ce men t item or materials should prove to be defective, Ontario shall a ssign to Customer the benefits of any manufacturer's warranty to th e fulle st extent any su ch warranty may be assigned by Ontario . Removal and replacement of any eq uipme nt or mater ials covered under a manufacturer 's wa rranty wi ll be at Customer's expense and at Ontario's the n current rates . 3. Except as set forth in paragraph 2 of this Agreement , Onta ri o makes NO WARRANTIES , EXPRESS OR IMPLIED, conce rni ng the work , labor, materia ls or equipment being provided by it under this Agreement , and hereby ex cludes and disclaims all express and impl ied w arran t ies, including the impl ied warrant ies of mercha ntabi lity and fitnes s for an y particular purpose or use. 4 . The price stated on page 1 is an annu al price that will be billed to Customer in period ic installments . Said a nnual price reflects a cash discount of five percent that is conti nge nt upon Customer's prompt payment of all invoices in c heck or cash . Customer agrees to pay all in vo ices within ten (1 0) days of the invo ice date . If payment in full of each periodic installment is not receive d by Ontari o wi thin 15 days of the invoi ce date , Ontario may , at its option , accelerate the entire Agreement amount and declare the same all due and payab le . All unpaid amo unts s hall accrue interest at th e rate of 1.5% per month from the date of the invoice until paid in full. Ontario shall have th e right to stop all work under th is Agreement to th e ext ent any invoice concern ing the work described o n page 1 ha s not been paid in full within thirty days of the invoice. 5. The annua l Agreement price is subject to adj ustment on each anniversary date of this Agreement to refl ect increases in the cos t of labor , mate ria ls , and re lated costs . A ny extra work , includ ing trouble or emergency calls made at Customer 's request whi ch indicate a condit ion not covered by this Agreement, will result in an extra charge to Customer at Ontario 's preva iling ra tes for its time and material. 6. It is understood and ag reed tha t Ontario has NO responsi bili ty for perform ing, completing or paying for any of the following items : a. Moving, modifying , or alteri ng th e build ing structure in any manner in order to carry out its ob li gations under this Agreement; b. Id entifying , abating , hand ling, en capsu lating or removi ng any hazardous substance or material , except any refrigerant specia ll y identified on page1 for remo val by Onta ri o; c. Indem ni fyi ng Customer f rom a ny liabil ity or damage re lated to Ontario 's work , except for such liabi li ty or damage caused by the sole negligence of will ful misco nduct of On tario or its employees that is not lim ited or waived under pa ragraph 8; d . All taxes or other governm enta l charg es re lating to the Services , transfer, use, ownership , servicing or possession of any equipm ent relating to or co vered by this Agreement. e . Loss or damage resul ti ng from unava ilability of equipment , component parts , or materi als, regard less of reaso n, lack of access to the premises, inadequate system design , va nd alism , neg ligence of Customer or its agents or employees , or the requi rements of governmental , regu latory, or insurance agencies ; f . Repair or repla cement of ite ms normally not mai ntai nable such as main power se rv ice , electrical co nduit and wiring , heat exchangers , cabinets , storage tanks , tube bundles , duct work , piping , co ils , boiler she ll , and structura l supports. g. Design of the system , obsolesce nce , safety tests directed or required by a ny agency , company, person or organization , removal and reinsta llation of valve bod ies and dampe rs, repai r or replacement necessitated by freezing weather, inadeq uate electrical power or fa ilure , burned out main or branch fuses , low water pressure , se lection of domestic hot water tempera tu res , or other causes beyon d Ontario 's control. 7 . To the fullest exte nt pe rmitted by law, Custo mer sha ll indemn ify, defend and hold harmless On ta rio a nd its agents and employees from and against a ll claims , damages , losses, and expenses , of every nature , including bu t not limited to attorney's fees , arising from o r in any way related to the work , labor , equ ipment and materials being provided by Ontario under th is Ag reement, exce pt that Custome r shall not have any obligation to in dem nify Onta rio fro m such cla ims , da mages , losses , and/or expe nses that are attributable to the so le negl igence of willful misco nduct of Ontario or its employees. 8. In the event of any breach of contract by Ontario or damage or loss attributable to the tortious conduct of Ontario or one or more of its agents or emp loyees , or any dama ge or loss for which Ontario might be held strictly liab le , Onta rio 's liab ility for such damage or loss shall be limited to the dollar amount of this Agreement. Customer fu rt her agrees that Ontario does no t have any liabi lity to Customer , or Customer's agents , employees , tenants , lessees , or invitees , for any loss of use, loss of profit, delay damages , increased op erating or maintenance costs , or an y other special or consequential damages resulting from Ontario 's performance of, or failure to perform , its obligations under this Agreement, all such damages bei ng hereby waived and released by Custo mer . Customer also ag rees th at On tario is not respo nsible for any loss or compensatory da mages of Customer , or increased cost(s) for Ontario to perform this Ag reeme nt , where any such loss , damage or increased cost is attributable to Acts of God or other ci rcu mstances not reasonab ly fo reseeab le by th e pa rti es at the time they entered into this Agreement. 9 . In the event of legal action or a rb itration proceedi ngs to enforce the terms of this Ag reement , or any provisions he rein, the successful and prevailing party shall be entitled to recover its reasonab le att orney's fees and expert witness fees and expenses , in add ition to any othe r relief to which that party may be entitled, at law or in equity. Any legal action or arbitration proceeding concern in g any rights and liabili ti es rela tin g to , or arising from , th is Agreement or the wo rk bei ng pe rform ed under this Agreement , wit h the exception of any legal action for co llection of amounts due , must be filed wit hin one (1) year of the da te of th e event giving rise to any such cla im unde r thi s A greement. 10. The pa rt ies agree to resort to bi nding arbi tration for the resolution of any clai m either pa rty may have against the oth er wh ere the total value of either party's claim agai nst the ot her, exclu sive of inte rest , attorney's fees , and arb itration fees and costs, is less th an $75 ,000. Any arb itrat ion under this ag reement shall be conducted before the American Arb itratio n Associ atio n in accordance with it s Fast Track Procedures in effect on the date thi s Agreemen t is signed. Under no c ircumstances shall any arbitrator have authority to iss ue any award in excess of $75 ,000 , exclusive of interest , attorney's fees , and arbitration fees and cos ts. All cla ims of either party in excess of $75 ,000 sh all be resolved throu gh liti ga tion within a co urt of competent jurisdi ction in the county in which the work is perfo rm ed. 11 . Customer acknowle dges that Ontario's e mp loyees are val ua ble assets to Ontario and Custo mer ag rees that it will not hire an y employee of Ontario fo r a period of 180 days after co mpletion of the work described in th is Agreement. In the eve nt of a breach of th is provision by Customer, Custo me r sha ll pay to Ontario the salary Ontari o pa id to that employee during the twelve mon ths preced in g Customer's breach of this pro vi sio n, plus all expe nses paid by Ontario to tra in that emp loyee duri ng the preceding two year period. 12. Any notice that is required to be given under th is Agreement must be in writing and sent via certified or registered mail to the add ress set forth on the fi rst page of this Agreement for the party inte nd ed to receive notice . 13 . This document represents the entire agree men t between Ontario and Custome r and supe rsedes any prior or contempora neo us oral and writt en com mu nications or agree ments. This Ag reeme nt ca n on ly be modified in a writing that is signed by both parties. Any purchase order or other document hereafte r issued by Customer sha ll o nly be for purposes of iden tification a nd/or bi lli ng and shall not serve to mod ify this Agreement in any respect. Ontario Refrigeration CUSTOMIZED SERVICE PROGRAM (CSP) Co:nrntHC.,11 Atr CondJIIOnlng He~'l l1ng & Controls Under our CUSTOMIZED SERVICE PROGRAM, Ontario Refrigeration shall provide the Customer with a guaranteed performance based agreement entailing every aspect of professional preventive and predictive maintenance services . The program begins with a detailed equ ipment inventory by component. This inventory is entered into our computer data bank of maintenance taskin·g as recommended , at minimum , by the equipment manufacturer. This tasking is then supplemented by our own experience of equipment operation and service requirements in the state of California since 1958 . The program is further customized with the Customer's individual applicati on (s), operating run-time , and spec ifi c needs of the Customer's occupants . Included in the program for the attached Inventory of Equipment is the following : • SYSTEM(S) OPERATIONAL ANALYSIS Travel and jobsite labor including vehicle and living expense necessary to test existing operation and performance characteristics of the equipment. Inspections in the form of non-destructive testing , vibration and no ise mon itoring , chemical analysis , and routine visual inspections w ill be performed to ensure that the system(s ) are in proper operating condition and to identify any potential system(s) failures . As customized for your system(s), the following inspections typify these services as appl icable : Visually Inspect the Following: -fan assemblies -belts & sheaves -motor mounts & vibration pads -electrical connections & contactors -heating & cooling coils -filter media & racks -sight glass condition -bearings -spray nozzles & pans -ignitor & flame assembly -heat exchangers -compressor sections -condensing sections -heating sections -humidifiers & strainers -seals & packaging -condensate drains & pans -flame composition -flue stack assembly Physically Check and/or Test the Following: -lubrication requirements -oil sump , heaters & temperatures -starter operation -water flows -motor operating conditions -suction & d ischarge pressures -flow switch operation -control interlocks -damper operation -external interlocks -motor voltage & amperages -refrigerant charges -system(s) leaks -oil & fluid levels -p ressure & te mperatures -outside air intakes -refrigerant pump down -crankcase heaters V 032102 --------------------- Ontario Refrigeration CUSTOMIZED SERVICE PROGRAM (CSP) Conuncrcta l ,.l,,~ Cond,l :on1ng Hca l .t'g & Con t rols • PREDICTIVE & PREVENTIVE MAINTENANCE Travel and jobsite labor including vehicle and living expenses essential to ensure efficient operating conditions and extended equipment life . Preventive Maintenance working in tandem with Predictive Maintenance is performed to detect early signs of deteriorating performance and to predict potential system(s) failures. These services diagnose and solve equipment problems often before they occur. Preventive Maintenance is performed on an ongoing basis and is scheduled with little or no equipment downtime with its primary objective aimed at system(s) durability, reliability , efficiency , and safety . As customized for your system (s), the following tasks typify these services as applicable: Calibration: -temperature controls -operating & safety controls -humidity & pressure controls -transmitter & receiver gauges -economizer controls Adjustment: -purge system(s) -superheat -damper & valve linkages -unloaders -belt tensions ; replace annually -fan rpm 's -chemical feed equipment -gas pressure regulators -combustion air ratios -set points -ignitor & flame rod assembly -sump floats Alignment: -belt sheaves -pulleys -coil fins -belt drives Vibration : -damper linkages -fan bearings -axial vane drives -pumps -motors Secure and Tighten: -motor terminals -control terminals -piping clamps -line fittings -mounting hardware -electrical connections -equipment panels -motor mounts -vibration pad nuts & bolts -damper sections Cleaning: -control devices -electrical contactors -condenser coils (with water) -evaporator coils (as required) -fan blades & impellers -pilot & burner orifices -ignitors -condensate pans -tower basins -sumps & floats -baffles & fill -nozzles & passages -equipment areas -burner orifi ces Painting and Surface Preparation: -as requ ired , to help prevent corrosion and deterioration of exterior equipment surfaces V.082102 Ontario Refrigeration CUSTOMIZED SERVICE PROGRAM {CSP) CornrncrcJal ~" CondJ t lotung rlcattng & Con t rols • PROGRAM ADMINISTRATION Ontario Refrigeration will be responsible to administer, monitor and update all aspects of the service prov ided under this agreement. A complete set of documents will be generated , including computerized ma intenance task schedules , inventory records , and all other documentation required for establishing operating trends and further corrective measures . Detailed Service and/or Ma intenance Reports will be left w ith Customer after every service visit. Ontario Refrigeration will act on Customer's behalf to provide any documentation the EPA may require regarding compliance with the Clean Air Act. V 082102 Ontario Refrigeration INVENTORY OF EQUIPMENT Comtnerctal Atr Condtttontng Heattng & Controls The following equipment/system (s) shall be covered as prev iously d e scribed unde r the Serv ice Program . Q Equipment/Component M d 1 M f t Capacity Location/ ty D . t" o e anu ac urer HP/Ton/BTU Un•"t I D escnp 10n .. City Hall 1 Package Unit 48HJD005-631 Carrier 4 Ton Roof 2 Package Unit 48HJD008-631 Carrier 7 .5 Ton Roof 2 Pack age Unit 48HJD006-631 Carrier 5 Ton Roof 1 Package Unit 48HJD012-65 1 Carrier 10 Ton Roof 1 Condenser RAKA024-JAZ Rheem 2 To n Roof 1 Ai r Handler To Be Determi ned Rheem 2 To n Computer Room Civic Ce nter 1 Package Unit 48HJD014-631 Carrier 12 To n Roof 2 Package Unit 48HJ D005-6 31 Carrier 4 Ton Roof 1 Package Un it 48HJ D009 -6 31 Carrier 8.5 Ton Roof Comm un ity Room 2 Pac kage Un it GCS10-513-75 -1 Lennox 4 Ton Roof Emergency Operations Room 1 Heat Pump HP9-65V2A Lenno x 5 T o n Roof 1 Air Handler To Be Determined Lenno x 5 To n Interior This ag reement is subject to the General Conditions on the r everse s ide of page one. V.082102 I Ontario Refrigeration AIR FILTER SERVICE Corn:r1 crc.al ~.r Conciii10nu1g Hc.1 1.ng & Cont rols Ontario Refrigeration shall provide labor and material for the scheduling of filter service as follows : Equipment Description Filter Media Type Qty Filter Dimensions Ch~nns:eesc~~~~ear Package Unit Pleated Filter 8 16x25x2 6 Package Un it Pleated Filter 12 16x20x2 6 Package Unit Pleated Filter 10 20x20x2 6 Air Hand ler Pleated Filter 1 20x20x1 6 Air Handler Pleated Filter 2 25x25x1 6 Air Handler Pleated Filter 1-2 To Be Determined 6 This agree ment is subject to th e General Con ditions on t he reverse side of page one. V082102 ------- Ontario Refrigeration SPECIAL SERVICES/PROVISIONS CoP'n•e~c .• ll ....1 r Conc!tlto:•u•g 1-!c.H ng & Cor"~lrols This is not an inspection proposal under which the equipment listed is merely inspected , oiled , and adjusted on a quarterly basis . This proposal includes a computerized preventative maintenance prog ram under which Ontario technicians perform necessary mai ntenance on the equipment according to its age , size , and run-time in order to ensure proper system operation and efficiency . This results in fewe r equipment failures , increased equipment life , and maximum energy savings. This agreeme nt is s ubject to the Additional Agreement T erms and Conditions on the reverse side of page one . V.0821 02 .·