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Home My WebLink AboutC-4772 - M/RSA for Generator Preventive Maintenance and Repair Servicer r AMENDMENT NO. TWO TO MAINTENANCE AND REPAIR SERVICES AGREEMENT WITH GLOBAL POWER GROUP, INC. FOR GENERATOR PREVENTATIVE MAINTENANCE AND REPAIR SERVICES THIS AMENDMENT NO. TWO TO MAINTENANCE AND REPAIR SERVICES AGREEMENT ("Amendment No. Two"), is entered into as of this 6t" day of March, 2014, by and between the CITY OF NEWPORT BEACH, a California Municipal Corporation ("City"), and GLOBAL POWER GROUP, INC. a California corporation whose address is 12060 Woodside Avenue, Lakeside, CA 92040 ("Contractor"), and is made with reference to the following: RECITALS: A. On April 15, 2011, City and Contractor entered into a Maintenance and Repair Services Agreement ("Agreement") for regularly scheduled preventative maintenance and as -needed repair services for fifteen (15) City generators maintained by the Utilities Division ("Project"). B. On October 23, 2012, City and Contractor entered into Amendment No. One to the Agreement to extend the term of the Agreement, increase the Scope of Services, increase the total compensation, and update the City's standard requirements. C. City desires to enter into this Amendment No. Two to add additional units to the Scope of Services and increase the total compensation. D. City and Contractor mutually desire to amend the Agreement, as provided below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: SERVICES TO BE PERFORMED Exhibit A to the Agreement, as amended, shall be supplemented to include the Maintenance Agreement Proposal October 15, 2013, attached hereto and incorporated herein by reference ("Services" or "Work"). Exhibit A of the Agreement, as amended, and Exhibit A of Amendment No. Two shall collectively be known as "Exhibit A." The City may elect to delete certain Services within the Scope of Services at its sole discretion. 2. COMPENSATION Section 4.1 of the Agreement is amended in its entirety and replaced with the following: "City shall pay Contractor for the Services on a time and expense not -to - exceed basis, in accordance with the provisions of this Section and the Schedule of Billing Rates attached as Exhibit B and incorporated herein by reference. No rate changes shall be made during the term of this Agreement without the prior written approval of the City, except for an annual rate adjustment not to exceed an increase of two and one half percent (2.5%) upon sixty (60) days prior notice to City of such annual increase. Contractor's compensation for Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed the fees identified in Exhibit B or in the individual letter proposals, as approved by the Project Administrator. Total compensation paid to Contractor during the Term of this Agreement shall not exceed Two Hundred Ten Thousand Four Hundred Twenty -Eight Dollars and No1100 ($210,428.00) without written amendment to the Agreement. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City." The total amended compensation reflects Contractor's additional compensation for additional Services to be performed in accordance with this Amendment No. Two, including all reimbursable items and subcontractor fees, in an amount not to exceed Four Thousand One Hundred Sixty Dollars and 001100 ($4,160.00). K ! • Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Global Power Group, Inc. Page 2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. Two on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY' OFFICE Date: - - By:ixA"AX'L'tU-)M L - Aaron C. Ha City Attorney ATTEST: Date: 3,40 - CITY OF NEWPORT BEACH, A California municipal corporation Date: ?h kb x, By: Dave Ki City Manager CONTRACTOR: GLOBAL POWER GROUP, INC., a California corporation Date: :� I P l IL4 s ,? By: Uvvv'' By: Leilani I. Brown Salvatore rtorana City Clerk President Attachments A 11-00319 fio RIA1� Date: 2151 Iq 9'Financial S var Cebtallos Officer [END OF SIGNATURES] Exhibit A - Maintenance Agreement Proposal dated October 15, 2013 Global Power Group, Inc. Page 3 EXHIBIT A MAINTENANCE AGREEMENT PROPOSAL DATED OCTOBER 15, 2013 Global Power Group, Inc. Page A-1 _.. ..... GLOBAL POWER GROUP, INC Pricing Oct 15, 2013 Sold To: City Of Newport Beach x PO Box 1768 Newport Beach, CA 92658-8915 Phone: 949-718-3406 RE: Maintenance Agreement Proposal Make Model Service Type Location QTY Price Extended City Hall # 1 - 2114805- C1942 -100 Civic Center Drive 1. Gerncrac 13557300300 400Kw inspection Service (PM Levet-1) - 3 $520 $1,560,00 2. Gernerac 13557300300 400Kw Annual Service (Level -11) - 1 $520 $520.00 Service Includes Load test (1 Hour) Fuel Polish and ATS Service If Applicable Subtotal $2,080.00 City hall # 2 - 2114806 - C1942:02 - 100 Civic Center Drive 1. Gernerac 13557300300 400Kw Inspection Service (PM Level -1) - 3 $520 $1,560.00 2. Gememc 13557300300 404Kw Annual Service(Level-II) - 1 $520 $520.00 Service Includes Load test (I Hour) Fuel Polish and ATS Service If Applicable Subtotal $2,080.00 Annual Amount $4,160.00 PM billing rate per visit l4 $1,040,00 Accepted By: Signature Print Full Name _ on this day of 20_ PO# Please review the terms and condition section in the back of this proposal Page 2 of 7•_... _. AMENDMENT NO. ONE TO MAINTENANCE AND REPAIR SERVICES AGREEMENT WITH GLOBAL POWER GROUP, INC. FOR GENERATOR PREVENTATIVE MAINTENANCE AND AS -NEEDED REPAIR SERVICES THIS AMENDMENT NO. ONE TO MAINTENANCE AND REPAIR SERVICES � AGREEMENT ("Amendment No. One"), is entered into as of this !�gjday of August, 2012, by and between the CITY OF NEWPORT BEACH, a California municipal corporation ("City"), and GLOBAL POWER GROUP, INC. a California corporation whose address is 12060 Woodside Avenue, Lakeside, CA 92040 ("Contractor"), and is made with reference to the following: N7NYr]�� A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. On April 1, 2011, City and Contractor entered into a Maintenance and Repair Services Agreement ("Agreement") for regularly scheduled preventative maintenance and as -needed repair services for City generators maintained by the Utilities Division ("Project"). C. Pursuant to the authority conferred to City as a charter city under California Constitution, Article XI, Section 5, the City hereby exempts this Project from the payment of prevailing wages because the funds used to finance this Project are local funds and this Project is a matter of local concern. D. City desires to enter into this Amendment No. One to reflect the addition of generators to the Scope of Services, increase the total compensation, and update the City's standard requirements. E. City and Contractor mutually desire to amend the Agreement, as provided below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement shall be amended in its entirety and replaced with the following: The term of this Agreement shall commence on April 1, 2011, and shall terminate on March 31, 2015 unless terminated earlier as set forth herein. Global Power Group, Inc. Page 1 I 2. SERVICES TO BE PERFORMED The Scope of Services, attached to the Agreement as Exhibit A and referenced in Section 2 of the Agreement, shall be amended in its entirety and replaced with Exhibit A attached hereto and incorporated herein by reference. 2. COMPENSATION The Section 4.1 and the Schedule of Billing Rates attached to the Agreement as Exhibit B, shall be amended in their entirety and replaced with the following: City shall pay Contractor for the Services on a time and expense not -to -exceed basis, in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. No rate changes shall be made during the term of this Agreement without the prior written approval of the City, except for an annual rate adjustment not to exceed an increase of two and one half percent (2.5%) upon sixty (60) days prior notice to City of such annual increase. Contractor's compensation for Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed the fees identified in Exhibit B or in the individual letter proposals, as approved by the Project Administrator. Total compensation paid to Contractor during the Term of this Agreement shall not exceed Two Hundred Six Thousand Two Hundred Sixty Eight Dollars and No/100 ($206,268.00) without written amendment to the Agreement. 3. INSURANCE Section 11 of the Agreement shall be amended in its entirety and replaced with the following: Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 4. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] Global Power Group, Inc. Page 2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. One on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: BY: Aaron C. Har City Attorney ATTEST: Date: �� By: 091A- - �Y� Leilani I. Brown City Clerk Q.!fip RN CITY OF NEWPORT BEACH, A California�munpipal corporation Date: /b / �// v BY: —� Nancy Gard Mayor CONTRACTOR: GLOBAL GROUP, INC., a California c Date: 10 a I . . ,o By: Salvatore President rana Date: UO 17P77— By: % 12 -By: Salt' dor eballol Chie inancialOfficer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements A11-00319 POWER ration Global Power Group, Inc. Page 3 EXHIBIT A SCOPE OF SERVICES Global Power Group, Inc. Page A-1 (i. Global lR®wer GROUP, INC. City Of Newport Beach Planned Maintenance Agreement Proposal G OW Po Quap, ha . 12060 Woodside Ave, Likes & CA 92M W&A-POVaR R nnw.globelpoweTg�caP�ei Global Power Group, Inc. Page A-2 GLOBAL POWER GROUP, INC _..._ Generator Sen ice Maintenwice Aueenlent City of Newport Beach Dear Herb Woterman, Thank you for allowing Global Power Group Inc. (GPG) the opportunity to provide this proposal for the preventive maintenance at your facilities. GPG offers a more interactive experience to those offered by other companies. Our goal is to provide a premium level of service by following the standards established by all major generator and egtipmant manufachrers. As a GPG contract customer, you and your staff will have access to the most current reports and selected history of your emergency power systems via a secured Web Based Service Management System. All you need is an Internet connection. By working with GPG. you will enjoy: • 24 hour service 7 Days a week • Fuel delivery of 02 EPA diesel with our own certified fuel truck • Access to other services, we hold a current A, B and C-10 Electrical Contractors License. We can be your One, -Stop Shop! • Assistance with Engine Emissions mfomatron and APCD Regu trahon. • A drug free workplace. We are DOT certified_ • Factory Trained Generator Service Engineers. • Properly covered with the right insurance for your protection We carry $11 million in Liability Insurance —including Pollution • Our engineers areHazmat Certified to legally haul specified amounts of hazardous. wastes. • We own fully equippedlate model service trucks ready to respond at a moments notice We will work with your staff to keep your Emergency Power System. operating as safely and reliably as possible. In addition, we will constantly keep you abreast of any changes in local envirommental and safbty codes and potential problems that could jeopardize the reliability of your equipment- Please quipmentPlease read the contract completely. Shouldthe term of this agreement meet withyour approval, please sign a copy, and rets it to 12060 Woodside Ave, lakeside, CA 92040. If you have any questions about this proposal, please give me a call to discuss them Sincerely, Ed Skane Service Contracts Manager eskanE n&gpgpowereom Phone: 619-994-8581 Global Power Group, Inc. Page A-3 GLOBAL POWER GROUP, INC Inspections City Of Newport Beach Scheduled visits Sam-5pm Monday -Friday excluding Holidays Endasare Sscildievar - Inert installstimSa dbe,ncdons or deans •An<omaucumn swimhaswillbevisoaI4,mspected -In.•pect enclosure far caro -don ar openmfs. - Pmel lights and d4plagswill be checked Batteries Operational Cenerafor Checks - Starring bafteies wilt be darned GPG Smmce EngrserwM ane rmamg time deter - Flecwnlyte levels and specific grmity will be checked smrrtimeinlogbock -Repatsmsdeforrechargmgerrep)a®g • Generarbteakerwill be opened -Burbuyrho onimvsyswill be checked four paoperopetation- Gmammr ser will be stated W maaessary - All fedd l�eve��ls1 w -M be checked and topped -offal \ '" necessary. natucluded) Gaseroor system and linkage will be checked for hi -dim g e,d p,,p, ,pe,,= •Airdean wffiberackedandifnecenTy recommumads:ions made far mpinesa m Engiaa blockaeater(s) and associatedpd$Ling will be checked fmproper opezaam- -All beltswffibe checked forpmper tension, signs of age and wear r • Dispose of hmmsardaCs wastes from par mainanmrY service • Radimorwill be checked esemallyfor dehes, leaks ifmhtremedby owner/ eper€tar • All readings will berecorded onwoek order -. Generator will be stmt dowq gmemmrrm time log eatry•made A®al HfainteaanceSernces (Once per year) - Pe6om the impecaant n tedabove - Changemgme lubncolmg art and ad. Shars - Climage engine fnel Slurs .Ch air fi ter eleman6 and, tfneoes a,y, make re mam endHmansfarreptaca,�n •.CLmga waterSltas and coolant ooh yrhmnsed - Obtain ail servile far analysis try Std lesuhghbmatcrtes - Obmm ccolw"sample fm analysis by &udtesUng labmaomes or caumnah -B-'Wlmdwill be appliedto generator fm Fuel Srstem 30,nim upm mthonzation •Abocegtomdeff, el faeltaksandlineswillbe -Vwffm caugeswillbedteckad fig ProperoperaRan umspected for defects. •Egmpmear iU be clxckedfor aboa®al Meed, operaum, snbranon, I -Cm�l fuellevelswiSbeamed,a It ri> dmfmtap leaksaadaoises offregmstedpxkmngwfflbemcmammdedwbea ' Eagme sod cannot gauges wlIIbe observed.forliropec opeamm hffil is below -00%)- pnT wffipmap will be checked for leaks and sips efwmr C— C-atroum • Check avbaage and f epency oatpms Ea' e • Eledasl and machaakalslmtdawas Will be tested •Check far feel, Cil orCoWmt leaks, tigtmenall bols -Ped=bmldmg load rest m test the emegmcy chant W maaessary - All fedd l�eve��ls1 w -M be checked and topped -offal \ '" necessary. natucluded) Gaseroor system and linkage will be checked for hi -dim g e,d p,,p, ,pe,,= •Airdean wffiberackedandifnecenTy recommumads:ions made far mpinesa m Engiaa blockaeater(s) and associatedpd$Ling will be checked fmproper opezaam- -All beltswffibe checked forpmper tension, signs of age and wear r • Dispose of hmmsardaCs wastes from par mainanmrY service • Radimorwill be checked esemallyfor dehes, leaks ifmhtremedby owner/ eper€tar • All readings will berecorded onwoek order -. Generator will be stmt dowq gmemmrrm time log eatry•made A®al HfainteaanceSernces (Once per year) - Pe6om the impecaant n tedabove - Changemgme lubncolmg art and ad. Shars - Climage engine fnel Slurs .Ch air fi ter eleman6 and, tfneoes a,y, make re mam endHmansfarreptaca,�n •.CLmga waterSltas and coolant ooh yrhmnsed - Obtain ail servile far analysis try Std lesuhghbmatcrtes - Obmm ccolw"sample fm analysis by &udtesUng labmaomes or caumnah Pre _dVarinreFrocedmr -Coolant will be tested for propermimne waha -Senior en!n will apply touch up part, if necessary codaottest strip -Preserce.reawaa6le ovwaltappearance ofegmpmeat - Thenal candtim ofcddhng systemnoted -Cus errepresmm4cewill be iniftumd annpkeep tnoredmvs, -Rdimm cap wffibe checked for proper sea) shown stutswnch andlevokerpdsam -Caalmg*%&= bases will be checkedtottea all - Report cmdiumoftbe c®poamm mssedto dzmps as necea y tike mneae repfn5mmn4 C— C-atroum - Dote any nsonmandatidns forrepa$ that are needed orator - mark elettm al eoanectioas and whing fm say abtasim of rhea • lighten all electrical c • Check swishes and gorges • Check panel its Global Power Group, Inc. Page A-4 Ce:T:i\+T% :ir.: • R Optional Services City of Newport Beach CPG offeu additional services that me desipedto enhmm the service life of your egmpment Local amhnritde% depeadiog as Poe jvrisdimom, may -require dense semces to be performed. They are also recommended by genie mo r v cmeis to be performed Et lent onze Per yrar. Automatic Transfer Switch Sersice and Testing perfmmbmlding tomdwe l -Observe AmamadcTnmsfer Switch mperffioa Test normal rolt6me—{ag relays, -ph— monitor, engine smut sequm,.e and shutdowns Adjmu. g %mlmgeandfieTmmcyofthegenassa Catrlanh stmt delay,tmnsfenle- mafer toning ifueamouy Tests eadmemmgmryp—p Vat m Load Bank Testing Tests tb-gemm mmemfacaoms spedficaffaas Suras out umbmuedfuel to dm + ` %vt umddo,' in odusun systems Tesm gaeemor and fuel systemwith vmymg loads Satisfies FDA andbURA requc®eats Diesel Fuel. Polishing Agitates fuel to pmswm algae Vo. lterrmms bacterial mutmal fiom stag umt feel Prevent wady fieA mjecoon pomp Wh Diesel Fuel. Sample Anaiyzedby su mic ahsaTftan specoophmomeny- Deu ifthmememrycoatmmam6 tbmwould ®pair the ability at the fuel tobom seTely and efficiently AfoUcw-up repmtwiltbe mailable on lice at yomeachtmm password promned web site Global Power Group, Inc. Page A-5 GLOBAL POWER GROUP, LNC Other Generators Sel-c-ices City Of Newport Beach GPG offers sen -ices that complemeid the apendwn of your equipment Generator Monitoring Service Elm emergency —parse time Sisod Mame *mem with.mmmd buttery bock -up Web based swunly system. bfmdmrbmblingpow¢, ge ,.tcn powerand m genrsatorfadis Customerseiecmd persenad teat paged sodamazled Emd mmecustomer drivenmteeacticeWeb Page banded Egm numt tum log awls ice imfa®tion Lowmmnblymawamancefee Diesel Fuel DeHvem EPA approved CAft ;.,.RedDye 02 low stdfm diasdfwd rmlrzbs'b duty Please ca4fnraosempn®g. a,urri..DA cbmpa RT legallyumcctessible fast tanks Generator Rends 2QW to I Megman Special events "Ptsnnm omegas Deiitr yandbstallatioa Cableanti mmjawerbccces Egttinmentis amaed not rented—romoeNtiv�e nn •cines Egmpmsd m onmd not nmted – cvmTe=:o pig Hot spurn m dacumspracidepmdse tmobl shootingprocedme Pteditt forme memte�ce ssveele�. Prem =pmfflctBd circuit fiibrze Global Power Group, Inc. Page A-6 Other Services o Contractor shall designate a specific employee or employees who will provide services to the Police Department Headquarters. Said employees shall be required to undergo a background check process prior to commencement of work. • Additional as -needed repair or emergency services are performed as applicable to each piece of equipment. As -needed and emergency repair Services shall be available 24 hours a day, 7 days a week. • Fuel delivery of #2 EPA diesel shall be made with Contractor's certified fuel truck. • Contractor shall hold a current A, B and C-10 Electrical Contractors Licenses. • If requested, Contractor shall provide assistance with engine emissions information and APCD registration. • Contractor's Generator Service Engineers shall be factory -trained. • Contractor's engineers shall be Hazmat Certified to legally haul specified amounts of hazardous wastes. G Contractor shallwork with City staff to keep the Emergency Power System operating as safely and reliably as possible. In addition, Contractor shall keep the City informed of any changes in local environmental and safety codes and potential problems that could jeopardize the reliability of the City's generator equipment. Global Power Group, Inc. Page A-7 EXHIBIT B SCHEDULE OF BILLING RATES RATES FOR GENERATORS Global Power Group, Inc. Page B-1 EXHIBIT B SCHEDULE OF BILLING RATES GLOBAL POWER(MOUP, INC — -- ---- Pricillg M 10, 2012 " sola To: City Of Newport Beach Phom:949-718-3406 RE: MaintenanoeAgreement Pmposal I Maze I MOMI S�Type I rnadian I QT I Prim I Eat®ded I Pae Sts&a#I- CIM - no Bamaa Blvd Geamc M03730 -S 12.SF.wbsspecumt Sewie (PAfIeael-0 _ 3 $360 $1;140D0 Ge SM37305 12.5KWAnm31Savice(1avel-]n - 1 $390 53971)0 SertimbrbAPR I.oaitea (1 HOtrr)PWI Pdishand ATS Serche 1f AppDmbk Shbmw $1.521.40 Eire Stnimn # E-01523:02 - d75 32nd St Orm l!XC-3C2 I2.5RwlnspecdrmSewiM(PMIeve1•I) -. 3 $38D $1.14000 0= 125TG3C[L 12.5SwA-1Sevee(Eecel-11) - 1 $38D $31)0.0(! Sevrelud iessL02dtmp Ham) Fuel Pd&nd ATS Service IfAppli®ble Stddaml $1520.00 Pm Stam¢ # 3 - C1523 -05 -Mg Sada Barbar G� 97A4.oMlS 30Sw1m-pecmnSmvice(PSIleveR - 3 WED $1.140.00 Gemaac 97AO691-S 1 $30D $3MDD SewrcelffiedesLend =(1 Hv Fad PaiishMd ATS S�elfAppb able Snbtaw $IX-Q.M Pae Statlm # d - CI523:06-1241fame Ave Germs 93AO4362-S 30SwlmpzclianServke(MM1ev Fl) - 3 $360 $1.140.00 Geoemc 93AO4362S 34KwA--A Sayse (fevel-lI) - I $380 $3501)0 SavieSTmt Lcad=(IHaat)$telPdishsad ATSSercke:IfApphmbk Stbtaml $152DM Pae Station# 5- C1521:07 - 410 afaxigdd Ave Gs� 33023801DO 2D8:wImyandnnServi a (PS1Lev" - 3 5380 $1,140.0D Gee 330239010D 20KwA,e-AServke.9--ve1-l1) - 1 $3M $380.0D Senie&Mes Lead W(I Hvm)PadPdishead ATS Servke lfAppli bk subtaw $1520D0 Rr,Slffiaa# 6-C152341-I3I8 MattMAme Geniis 608Y9lJID0 2(KwbTac6 nSevke((P.dMlxw10 - 3 $380 $L14DD0 Gearac 6448100100 206:wA—m Seicae(Ieeel-B) - 1 $380 $380.00 Secvice7ndades Lcdtel (I Ham) PueiPaishaad.ATS Seca IfApptxable SthmW $1.5201)0 Global Power Group, Inc. Page B-2 EXHIBIT B SCHEDULE OF BILLING RATES ------ ---------- GLOBAL POWER GROUP, INC — -- - -- -- - -- ---- FueStalmn 87-CISIM-2MI A[ads St �s DSEIAC- 20DKwInspem, Smvie(PM [.etal-1) - 3 $4W S12WD0 Cotes DSH9C- 200SsrA—ISarma azsel-B) - I 5700 $700.00 SuvkelurWe; Lodtes (I Hour) FadPdishaud ATS Service If Applicable Subtotal S1.600.00 Life Guard Head Quartets - C1523:10 - 201h St Kohler 3IHEOZ3R 3(Kvr7mTecbm Semce(PMlzml-l) - 3 S390 $1.1401)0 Rohkr 30ECE02JB 3MwAumA Service (lev&1l) - 1 $380 5390DD Smite Inc>ud�- Load= (I Hoo)FwlPotishand ATS Setvice ICAp limbk Subtotal $15210D lire Shfim p 8-C1FMA3-6502 Ri4lge PaskDr O® 50DGCA 50Swlm3Txbin5-ice(PSSlesel-n - 3 $380 $1,140.00 Ones 50DGC.4 SdzwA®al Seicae(feMLn) - I 5380 $39000 Smitsbd-&, Lead tea(1 Hour) FudAgshand ATS Senior IfAppliubk subtotal $1520.W Zane 5-C1523:16-39 M=o BavDr Ki 100RZG IWEwInspmurm Scats(PM tzvd 1) 3 $4295 $125850 Kohler 100RZG 100PsrA-1Seni@ 1 $4295 S729S0 Senior bstudes Lredte3 (I Hom) FulPa!zhmd ATS Sen -3m If Apptirable Subtotal $1.718.00 Catt3pMl Pmlable-C3523:IS-592Supetear3re Chtala9ar 3706 MMrbspemm Ser (PME1 d-1) - 3 5700 $1200.00 Caunnnar 3-006 20DKwA®lSerdm(Lr,al-11) - I 5700 5700.00 Seni¢ bcfides Loadtea(I Hoot) FudPdishan3 ATS SmiteHAppGmble Subtotal $1,600.00 CLyELU-CHU-16-3300 NeuportHtad Geoaac 99AO6219S 250Rwl-Vec0m S�(PMLem1-1) - 3 5400 S1200D0 Gmaac 99AO621-0-S 250KwA—lSmim(Lmd-Il) - 1 5700 5700.00 Sm�lmhd Lead tew(I Hou) FudAishand ATS Sarin HApphmbk Subtotal $lAWDD BarkBav Puap Sfafsm-C1S2337-919 W.16th St C>enau 23285 7Mur 7asVe-acnSaai e04 Lae31) - 3 $277 $831.00 Geo3rc GM 711[wAu—lSemce(Lm M) - I 5277 $272.00 Se huludesLodta2(IH=)Fuel RaishandATSSersire HApplimbk Subtotal $1.1010D 0 5593-01523:18-959 W.16&St Ga 6850 5aKwbTamm.S-im VS L--61) - 3 5263 $729.0D Gemac GR50 50K Am -1 Serdm (1eve3-Il) - I $263 $2Q3.D0 SmimInrhtde; Leadteu (I Rom) FudPdshand ATS $mire IfApplicable Subtotal $1,062DD are Global Power Group, Inc. Page B-3 EXHIBIT B SCHEDULE OF BILLING RATES GLOBAL POUTP, HOUR, INC 05592-CI.i21:14-929 W-16& SL Geserac GR50 50Sw1¢,REamaSemce(gMLevel-I) - 3 vM WOW Gtzsac GR50 5(KW Azwu Service (fev6n) - i $763 $263.00 Service Inchldti LOadtew ¢ FFn¢)ibelPoHshaa3 ATSSavice IfApplimbk SebtoW $1.032.00 05595-Cli73:�l-9.tl W.16ffi SL MQ DCA70SSIU 40Kwltpe Savke(PMLewA - 3 X63 $757.00 MQ DCA70SSJU 40KWAnma1 S¢vice(Leve1-11) - 1 3263 WIN Service Loci tat (1 Fmw) Ftd%Xffih=d ATS Se eke IfAPPlicabk Su$mt l $1,052D0 05596-C1523:31-949WAM SL MQ DCASSSS]U d(Kw1n4)2c oaSmice(PSILece13) - 3 $M $757.00 MQ. DCASS-9S7U 60KwAnmal Seavice(lev H) - 1 1.263 5263D0 Service hcMa Loads (1 Huia)FudA,1shendATS Setvice lfAppbfrabk Submial $1,052.00 05547-C152332 -9.t9 W.16& St MQ DCA125-SSRi72SwhTaM=Set u(F.MLe &1) - 3 $306 $918:0 MQ DCA175-SSM72KwAm, Savimazvel-p - I 5306 $306D0 SeavimIrr.Nd, Lmdte20 HI * Fad NUAand ATS Sescice IfAPPlimbk Subtmi $1.224.0 #5573-0523-23-99 W.16ib SL MQ DCA60S$I 48Kw1mpedmn Service (PM Lem - 3 $76.00 MQ MOMS 48KwAmmai Seaxe(Ieveiz) - 1 $256 $256.0 Service mchrdes Loci tew (1 lima) Fad Polishmd ATS Service IfAadimble Subtotal $1.024:0 09291-C1523:22-929 W 16m SL Ge 97A0375FS 150Kwkspemon$esvice(PMievd-1) - 3 $306 $918.0 Gteerec 97AO5754-S 1 $306 2306D0 SmindadaLoadtew(1Flinn)Fad PWishasd.ATS Service,IfApplimbk Subtotal $L2MM W>der DepM2 4-C1523:M-3300PaddicView %IwAewm F1197UU 150KwInTecdm Savia Md1 s14) - 3 $195 $535.00 W&Aeft F1197GU 150Kw Amer-ISmimU ecel-II) - 1 $195 $195D0 SetvicelncmdesLudta(I Emu) FudPobshcadATS Sec VARIambk SuStaml 5780D0 WakrDgVL� 3 Pug-CL473:27 -3300 raciac vier Kahkr 60RDZD4 60Kwhspe Se (PMLevdD - 3 $915 $1.745.00 Kabka 60RDZD4 60KwA®a1Servim(Lew1-n) - 1 $915 $915D0 T Lod Lew(I Haar) FFTidPak*wd ATS SercimIfApPiicable Submtal $3.660D0 Global Power Group, Inc. Page B-4 EXHIBIT B SCHEDULE OF BILLING RATES GLOBAL POWER CROUP, INC 55576-04318-3300P2dtic View MQ DCA60SSI 48Ewlmpecmta Setaim(P'd levdl) - 3 5356 A68DD MQ DCAMS1 4REwA"m•1Smvke(level-II) - 1 $256 $256.00 Service Ichules Lo dtW (1 Hota) Fad Poish cid ATS Sema IfAPplimbb: Subtotal $1.02400 #591- C14329-3300Padfic View MQ DCAIDOSSN 80Ewbapa2ma Service (PHleve]-Q - 3 5256 $16800 MQ DCA10055IIb 8DEwAa®a! Sexvice(Level-n) 1 Se36 $25600 SetvzelacFodsLut tm (1 Elm* Fad Polish and ATS Service Iffitrlimble Sabtow $1.03100 Polu s Dr - 05Li:30 -1019 12 Polaris Dr 6oh1¢ MEW $OSwhnpwtaaService (KA LEel-1) - 3 $430 51.29000 Eohlts 81BFZG S(K Aomal Snick¢ (Level -I1 - 1 $430 543000 Sevio'IadudSLoad test (1 rima) Fad Pala and ATS Service HApplimble Subtaml $1.73D.00 Srm Tnd -051331-1T33 PSFmd Road KM 50SEZG SDEwlmpslioa$emia (PSIIeceFi) - 3 5380 $1.140.00 Eaht t 5MMW 5GKwAomA Swva:e (leve3dl) - I S39D M DD Sauk hwhilesLadtest(1Em¢) Feel Polish end An Sema IIAppl=ble Subtatal $1.520.00 R=borRidge -04332-BubwRidge & Ridgeline Dr Eabkr 45EEZCr 45EwImpactian Setvice(MM Level -1) - 3 $380 S1.140D0 Eohlrt 45PEtl 45EwAarsul Setvim(IeWL11) - 1 $3110 $3M.00 SeniceIalodes Load test (I bion) Fut Polish and ATS Service IfAppiable subtotal $1.520.00 Pdae Statim -MM2 U Gemvu SD30D 30DKwlaspemvaService (P.M LeveM) - 3 WD $1.440.00 Ge® SD300 30MwA-1 ServiB(<ewl-E) - 1 $460 S460D0 Semi eMuds Load tea (Ilime) Fort Poishmd ATS SameIfAppliable Subtotal $1.gmoo A=mt Ammmt $10.63400 PMbu'Daugtatepervisitt4 $10.15$.$0 A-*tEdBT- m thc_d2D-e 20 POti Pl=atmmi dw mum: and condui rawtfan m M.a bacigrduspmpwal Global Power Group, Inc. Page B-5 EXHIBIT B SCHEDULE OF BILLING RATES 2. AS -NEEDED/ EMERGENCY REPAIR SERVICES RATES Repair Updatedl Billing, Rate Sheet Labor ST $ 85.00 Labor OT $ 127.50 Labor Dt $ 160.00 Labor Holiday $ 225.00 4 hour minimum Mileage First 75 miles $ 1.00 Mileage Each Additional Mile $ 0.55 Shop ST OT DT are same as standard rates $ 95.00 Electrical $ 80.00 No mileage charge Fuel Deliveries ST under 50gal $ 45.00 Fuel Delivers St over 50gal No Charge Fuel Delivers OT & Saturday $ 60.00 4 hour minimum Fuel Delivers Sunday $ 75.00 4 hour minimum Fuel Delivers Holiday I $ 185.00 4 hour minimum Rentals Deliver ST** $ 75.00 RentaIsDeIiveryOT* * $ 112.50 Rentals Delivery DT** $ 150.00 Load Bank Testing (0-100kW)*** $ 125.00 4 hour minimum Load Bank Testing (101-600kW)*** $ 175.00 4 hour minimum Load Bank Testing (601- 1000kW)*** $ 225.00 4 hour minimum Load Bank Testing (1000- 2500kW)*** $ 275.00 4 hour minimum Fuel Polish (per hour) **** $ 120.00 Hazardous Waste Disposal 3% of all billable parts NTE $30 * 1 hour minimum ** No mileage charge ***Per hour portal to portal per day, during normal business hours **** The first two filters included, each additional filter is $25.00 Global Power Group, Inc. Page B-6 EXHIBIT C 2. INSURANCE REQUIREMENTS — MAINTENANCE AND REPAIR 2.1 Provision of Insurance. Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. Contractor agrees to provide insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 2.2 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 2.3 Coverage Requirements. 2.3.1 Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California. Section 3700 of the Labor Code. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, officials, employees and agents. 2.3.2 General Liability Insurance. Contractor shall maintain commercial general liability insurance, and if necessary umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate and two million dollars ($2,000,000) completed operations aggregate. The policy shall cover liability arising from premises, operations, products -completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract. 2.3.3 Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each accident. Global Power Group, Inc. Page C-1 2.4 Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: 2.4.1 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subcontractors. 2.4.2 Additional Insured Status. All liability policies including general liability, excess liability, pollution liability, and automobile liability, but not including professional liability (if required), shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. 2.4.3 Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. 2.4.4 Notice of Cancellation. All policies shall provide City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 2.5 Additional Agreements Between the Parties. The parties hereby agree to the following: 2.5.1 Evidence of Insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 2.5.2 City's Right to Revise Requirements. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation. 2.5.3 Right to Review Subcontracts. Contractor agrees that upon request, all agreements with subcontractors or others with whom Contractor enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Global Power Group, Inc. Page C-2 2.5.4 Enforcement of Contract Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. 2.5.5 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 2.5.6 Self-insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these requirements unless approved by City. 2.5.7 City Remedies for Non Compliance If Contractor or any subcontractor fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this agreement, or to suspend Contractor's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Contractor or reimbursed by Contractor upon demand. 2.5.8 Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. 2.5.9 Contractor's Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Global Power Group, Inc. Page C-3 October 08, 2012 GLOBAL POWER GROUP, INC. 12060 Woodside Ave Lakeside, CA 92040 Re: Barrett Business Services, Inc. ("BBSI") Letter of Self -Insurance for Workers' Compensation Coverage For GLOBAL POWER GROUP, INC., CSLB license number 870741 As the named addressee of this Letter, your company's required workers' compensation coverage is provided through BBSI's state approved Self -Insured Workers' Compensation Plan. As a party to a co -employment contract with BBSI, which is effective from 5/1/2012 to 4/30/2013, California Labor Code §3602 allows GLOBAL POWER GROUP, INC. to obtain its workers' compensation coverage from BBSI. BBSI's California customers can also verify BBSI's state certification at www.dir.ca.gov./SIP/sip.html; next, click on "Self Insured Employers'; then "Rosters'; then scroll down to Barrett (the list is alphabetical by company name). Additional information is as follows: Self -Insurance Certification Number California: 2246 Oregon: 1068 Washington: 706, 116 Delaware: 152 Maryland: 11365 Colorado: 463 Notice of Termination: In the event the contract between BBSI and GLOBAL POWER GROUP, INC. is terminated, BBSI must provide notice of the termination within seven (7) days to the California Contractors State License Board ("CSLB"). Other Comments (place an "X" if applicable): ® Waiver of Subrogation: BBSI and GLOBAL POWER GROUP, INC. agree to waive their right of subrogation for the benefit of: City of Newport Beach, its officers, officials, employees and agents. at ® Named "Letter Holder": City of Newport Beach 592 Superior Ave Newport Beach, CA 922663 ® Other: 30 Day Notice of Cancellation notification will be provided if possible. CA Statutory Limits Additionally, BBSI's self-insured program is further supported by an excess workers' compensation insurance policy with National Union Fire Insurance Company of Pittsburgh, PA. Copy of certificate is available upon request. For additional information, please contact your local BBSI office at: (858) 314-1100 Very truly yours, Michael L. Elich BBSI Office: SAN DIEGO President and Chief Executive Officer doc: LOST -3 8100 NE Parkway Drive, Suite 200 Vancouver, Washinglon 98662 800.494.5669 360.828.0700 Fox 360.826.0701 www.buirelibusiness.com PARTNERS IN PR13FITASILITY OP ID: FE CERTIFICATE OF LIABILITY INSURANCE DAT10109DIYYYY, 10109/12 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsements . PRODUCER 619-908-3100 Snapp & Associates 619-908-3110 Insurance Services, Inc. 438 Camino del Rio So. #112 San Diego, CA 92108 Kevin Cagey NONEACT Lesley Feistel PHONE AX .619-908-3100 co: 619-908-3110 E-MAIL ADD Ess lesleyf sna ins.com PRODUCER GLOBA-7 CUSTOMER INSURERS AFFORDING COVERAGE NAIL # INSURED Global Power Group, Inc. 12060 Woodside Ave Lakeside, CA 92040 INSURERA:Continental Casualty Company 20443 INSURER o:Valley Forge Insurance Co. INSURER C:Navi atorsInsuranceCo. INSURER D: INSURER E: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. I$R LTR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICYEFF PMIDDNXP LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 PREMISES Ea occurrence $ 100,00 A X COMMERCIAL GENERAL LIABILITY CLAIMaMADE FX OCCUR X X C4022974193 03/15112 03/15/13 MED EXP (Anyone person) $ 5,00 PERSONAL & AOV INJURY S 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGO $ 2,000,00 POLICY X PRO LOC Emp Ben. $ 1,000,00 B AUTOMOBILE X LIABILITY ANY AUTO X 04022974209 03/15112 03/15/13 COMBINED SINGLE LIMIT $ 100000 (EaacciCen) , , BODILY INJURY (Per person) $ ALLOWNEDAUTOS BODILY INJURY (Pot accident) S SCHEDULED AUTOS HIRED AUTOS PROPERTY DAMAGE (Per scold nl) $ $ NON -OWNED AUTOS $ X UMBRELLA LUIBX OCCUR EACH OCCURRENCE $ 10,000,00 AGGREGATE $ 10,000,00 C EXCESS UAB CLAIM: MADE LA12EXC5831201V 03115112 03115/13 DeoucnaLE s $ RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERIEXECUIIVE WC STATU. OTH- TORY LIMITS ER E.L. EACH ACCIDENT $ OFFICERIMEMSER EXCLUDED? ❑ N I A E. L. DISEASE - EA EMPLOYE $ (Mandate, in NH) If yes, describe under DE SCRIPTION OF OPERATIONS below E. L. DISEASE - POLICY LIMIT S A Equipment Floater C4015472676 03/15112 03115/13 Rented Eq 1,000,00 DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space Is required) Re: Operations of the named insured subject to the terms and conditions of the policy. City of Newport Beach, its officers, officials, employees and agents are named as additional insured in regards to General Liability and Auto Liablllty per the attached forms. Insurance is primary and CITYNEW City of Newport Beach 592 Superior Ave Newport Beach, CA 92663 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE reserved ACORD 25 (2009109) The ACORD name and logo are registered marks of ACORD I" OTEPAD. HOLDER CODE CITYNEW GLOBA-7 PACE INSURED'SNAME Global Power Group, Inc. OP ID: FE DATE 10109112 ion applies to the GL policy per the attached form. 30" days cancellation, 10" days notice of cancellation in the event of entof premium. s POLICY NUMBER: C4022974193 COMMERCIAL GENERAL LIABILITY CG 2010 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE I Name Of Additional Insured Person(s) Or Oroanization(s): I Any person or organization you have agreed in a written contract or written agreement to add as an additional insured on this Coverage Part, provided the written contract or written agreement was executed prior to: a. The "bodily injury' or "property damage"; or b. The offense that caused the "personal and advertising injury for which the additional insured seeks coverage under this Coverage Part. The written contract or written agreement must pertain to your ongoing operations for the additional insured, and must specifically require additional insured status according to the provisions of CG 20 10. But notwithstanding the above, no person or organization is an additional insured for professional architectural or engineering services provided at or for the Locations of Covered Operations. Location(s) Of Covered Operations As per the written contract or written agreement, provided the location is within the 'coverage territory° of this Coverage Part. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for 'bodily injury," 'property damage' or "personal and advertising injury' caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: CG 2010 07 04 This insurance does not apply to 'bodily injury' or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of 'your work' out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Copyright, ISO Properties, Inc., 2004 Page 1 of 1 POLICY NUMBER: C4022974193 COMMERCIAL GENERAL LIABILITY CG 20 37 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. �.nlull 11(i�IMI l_�it'1PJEf'�S. EE EEE: (�) This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Any person or organization you have agreed In a written As per the written contract or written agreement, provided contract or written agreement to add as an additional the location is within the 'coverage territory' of this insured on this Coverage Part, provided the written Coverage Part. contract or written agreement was executed prior to the 'bodily injury' or 'property damage' for which the additional Insured seeks coverage under this Coverage Part. The written contract or written agreement must pertain to 'your work' for the additional insured, and must specifically require additional insured status according to the provisions of CG 20 37. But notwithstanding the above, no person or organization is an additional insured for professional architectural or engineering services provided at or for the Locations) of Covered Operations. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to Include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for 'bodily injury' or 'property damage' caused, in whole or in part, by 'your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the 'products -completed operations hazard.' CG 20 37 07 04 Copyright, ISO Properties, Inc., 2004 Page 1 of 1 POLICY NUMBER: C4022974193 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 0,111 F"i I E-_ C it This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANY PERSON OR ORGANIZATION WHO REQUIRES YOU TO OBTAIN THIS WAIVER OF OUR RIGHT OR RECOVERY UNDER A WRITTEN CONTACT OR The following is added to Paragraph B. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or g damage arising out of your ongoing operations or 'your work' done under a contract with that person or organization and included in the 'products -completed operations hazard.' This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 Copyright, Insurance Services Office, Inc., 2008 Page 1 of 1 CNA (Ed. 07/09) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS' GENERAL LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Coverage afforded under this extension of coverage endorsement does not apply to any person or organization covered as an additional insured on any other endorsement now or hereafter attached to this Coverage Part. SCHEDULE Coverages are summarized below. For particulars and limitations affecting each coverage, please refer to the corresponding policy provisions in the body of this endorsement. 1. Miscellaneous Additional Insureds 7 additional insured extensions. 2. Employees As Insureds — Health Care Services 3. Joint Ventures/Partnership/Limited Liability Companies Coverage for your interest in such terminated or ended organizations. 4. Expanded Personal And Advertising Injury 5. Medical Payments Limits increased to $15,000. Reporting increased to three years from the date of accident. 6. Legal Liability And Borrowed Equipment Extended perils. Limit increased to $200,000 for Damage to Premises Rented To You 7. Non -owned Watercraft Increased to 55 feet. 8. Non -owned Aircraft Coverage 9. Contractual Liability For Personal And Advertising Injury 10. Supplementary Payments Cost of bail bonds increased to $2,500. Daily loss of earnings increased to $1,000. 11. Liquor Liability Coverage Extension 12. Newly Formed Or Acquired Organizations Coverage extended to the end of the policy period. 13. Liberalization Clause 14. Unintentional Failure To Disclose Hazards 15. Notice of Occurrence 16. Broad Knowledge of Occurrence 17. Aggregate Limits Per Project 18. Bodily Injury — Extension of Coverage 19. Expected Or Intended Injury Reasonable force — bodily injury or property damage. 20. Wrap -Up Extension 21. Contractual Liability — Railroads Expanded definition of "insured contract." 22. Blanket Waiver of Subrogation Waiver of subrogation where required by written contract or written agreement. 23. In Rem Actions G-18652-1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 9 (Ed. 07/09) CNA G -18652 -17/09) - (Ed.. 0 07/09)7/09) 1. MISCELLANEOUS ADDITIONAL INSUREDS operations performed for the federal government, state or municipality. Section II Who Is An Insured is amended to include as an insured any person or organization b. Controlling Interest (called additional insured) described in Paragraphs Any persons or organizations with a 2.a. through 2.g. below whom you are required to controlling interest in you but only with add as an additional insured on this policy under a respect to their liability arising out of: written contract or written agreement. However, the written contract or written agreement must be: (1) Their financial control of you; or 1. Currently in effect or becoming effective (2) Premises they own, maintain or during the term of this policy; and control while you lease or occupy these premises. 2. Executed prior to the "bodily injury," "property damage" or "personal injury and This insurance does not apply to advertising injury," but structural alterations, new construction and demolition operations performed Only the following persons or organizations are by or for such additional insured. additional insureds under this endorsement and coverage provided to such additional insureds c. Managers or Lessors of Premises is limited as provided herein: A manager or lessor of premises but a. State or Governmental Agency or only with respect to liability arising out Subdivision or Political of the ownership, maintenance or use Subdivisions of that specific part of the premises leased to you and subject to the A state or governmental agency or following additional exclusions: subdivision or political subdivision subject to the following provisions: This insurance does not apply to: (1) This insurance applies only with (1) Any "occurrence" which takes place respect to the following hazards for after you cease to be a tenant in which the state or governmental that premises; or agency or subdivision or political (2) Structural alterations, new subdivision has issued a permit or construction or demolition authorization in connection with operations performed by or on premises you own, rent, or control behalf of such additional insured. and to which this insurance applies: (a) The existence, maintenance, d. Mortgagee, Assignee or Receiver repair, construction, erection, A mortgagee, assignee or receiver but or removal of advertising signs, only with respect to their liability as awnings, canopies, cellar mortgagee, assignee, or receiver and entrances, coal holes, arising out of the ownership, driveways, manholes, maintenance, or use of a premises by marquees, hoistaway openings, you. sidewalk vaults, street banners, This insurance does not apply to or decorations and similar structural alterations, new construction exposures; or or demolition operations performed by (b) The construction, erection, or or for such additional insured. removal of elevators; or e. Owners/Other Interests — Land is (2) This insurance applies only with Leased respect to operations performed by An owner or other interest from whom you or on your behalf for which the stale or governmental agency or land has been leased by you but only subdivision or political subdivision with respect to liability arising out of the has issued a permit or ownership, maintenance or use of that authorization. specific part of the land leased to you and subject to the following additional This insurance does not apply to "bodily exclusions: injury," "property damage" or "personal This insurance does not apply to: and advertising injury' arising out of G-18652-1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 9 (Ed. 07/09) L (1) Any "occurrence" which takes place after you cease to lease that land; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such additional insured. f. Co-owner of Insured Premises A co-owner of a premises co -owned by you and covered under this insurance but only with respect to the co-owners liability as co-owner of such premises. g. Lessor of Equipment Any person or organization from whom you lease equipment. Such person or organization are insureds only with respect to their liability arising out of the maintenance, operation or use by you of equipment leased to you by such person or organization. A person's or organization's status as an insured under this endorsement ends when their written contract or written agreement with you for such leased equipment ends. With respect to the insurance afforded these additional insureds, the following additional exclusions apply: This insurance does not apply: (1) To any "occurrence" which takes place after the equipment lease expires; or (2) To "bodily injury," "property damage," or "personal and advertising injury" arising out of the sole negligence of such additional insured. Any insurance provided to an additional insured designated under Paragraphs a. through g. above does not apply to "bodily injury" or "property damage" included within the "products -completed operations hazard." As respects the coverage provided under this provision, Paragraph 4.b.(1) of Section IV — Commercial General Liability Conditions is deleted and replaced with the following: 4. Other Insurance b. Excess Insurance (1) This insurance is excess over: Any other insurance naming the additional insured as an insured G-18652-1 (Ed. 07/09) whether primary, excess, contingent or on any other basis unless a written contract or written agreement specifically requires that this insurance be either primary or primary and noncontributing. Where required by written contract or written agreement, we will consider any other insurance maintained by the additional insured for injury or damage covered by this endorsement to be excess and noncontributing with this insurance. 2. EMPLOYEES AS INSUREDS — HEALTH CARE SERVICES Paragraph 2.a.(1)(d) of Section II — Who Is An Insured is deleted. 3. JOINT VENTURES / PARTNERSHIP / LIMITED LIABILITY COMPANY COVERAGE A. The following is added to Section II — Who Is An Insured: 4. You are an insured when you had an interest in a joint venture, partnership or limited liability company which terminated or ended prior to or during this policy period but only to the extent of your interest in such joint venture, partnership or limited liability company. This coverage does not apply: a. Prior to the termination date of any joint venture, partnership or limited liability company; or b. If there is other valid and collectible insurance purchased specifically to insure the partnership, joint venture or limited liability company. c. To a joint venture, partnership or limited liability company which is or was insured under a "consolidated (wrap-up)insurance program." "Consolidated (wrap-up) insurance program" means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, otherwise referred to as an Owner Controlled Insurance Program (0.C.1.P.) or Contractor Controlled Insurance Program (C.C.I.P.). G-18652-1 Includes copyrighted material of Insurance services office, Inc., with its permission. Page 3 of 9 (Ed. 07/09) B. The last paragraph of Section II — Who Is An Insured is deleted and replaced by the following: Except as provided in Paragraph 4. above, no person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. 4. EXPANDED PERSONAL AND ADVERTISING INJURY A. The following is added to Section V — Definitions, the definition of "Personal and advertising injury": In. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured; or (b) Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liability company) of the insured; and (2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or persons by any insured. B. Exclusions of Section I — Coverage B — Personal and Advertising Injury Liability is amended to include the following: Discrimination Relating To Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured. Fines Or Penalties Fines or penalties levied or imposed by a governmental entity because of discrimination. D. This provision 4. (EXPANDED PERSONAL AND ADVERTISING INJURY COVERAGE) does not apply if Section I — Coverage B — Personal And Advertising Injury Liability is excluded either by the provisions of the Coverage Part or by endorsement. G-18652-1 (Ed. 07/09) 5. MEDICAL PAYMENTS A. Paragraph 7. Medical Expense Limit, of Section III — Limits of Insurance is deleted and replaced by the following: 7. Subject to Paragraph 5. above (the Each Occurrence Limit), the Medical Expense Limit is the most we will pay under Section — I — Coverage C for all medical expenses because of "bodily injury" sustained by any one person. The Medical Expense Limit is the greater of: (1) $15,000; or (2) The amount shown in the Declarations for Medical Expense Limit. B. This provision 5. (Medical Payments) does not apply if Section I — Coverage C Medical Payments is excluded either by the provisions of the Coverage Part or by endorsement. C. Paragraph 1.a.(3)(b) of Section I — Coverage C — Medical Payments, is replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident; and 6. LEGAL LIABILITY AND BORROWED EQUIPMENT A. Under Section I — Coverage A — Bodily Injury and Property Damage 2. Exclusions, Exclusion j. is replaced by the following. "Property damage" to: (1) Property you own, rent, or occupy; (2) Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behalf are performing operations, if the "property damage" arises out of those operations; or (6) That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. G-19652-1 Includes copyrighted material of Insurance services Office, Inc., with its permission. Page 4 of 9 (Ed. 07/09) G-18652-1 (Ed. 07/09) Paragraph (2) of this exclusion does A for damages because of "property not apply if the premises are 'your damage" to any one premises while rented work" and were never occupied, rented to you or temporarily occupied by you with or held for rental by you. the permission of the owner, including Paragraphs (1), (3) and (4) of this contents of such premises rented to you for exclusion do not apply to a period of 7 or fewer consecutive days. The Damage To Premises Rented To You (i) "properly damage" to tools Limit is the greater of: or equipment loaned to you a. $200,000; or if the tools or equipment are not being used to b. The Damage To Premises Rented To perform operations at the You Limit shown in the Declarations. time of loss; or D. Paragraph 4.b.(1)(a)(ii) of Section IV — (ii) "property damage" (other Commercial General Liability Conditions is than damage by fire) to deleted and replaced by the following: premises rented to you or temporarily occupied by (ii) That is property insurance you with the permission of for premises rented to you the owner, or to the or temporarily occupied by contents of premises you with the permission of rented to you for a period the owner; or of 7 or fewer consecutive E. This provision 6. (LEGAL LIABILITY AND days. A separate limit of BORROWED EQUIPMENT) does not apply if insurance applies to Damage To Premises Rented To You Liability Damage To Premises under Section I — Coverage A is excluded Rented To You as either by the provisions of the Coverage Part or described in Section III — by endorsement. Limits Of Insurance. 7. NON -OWNED WATERCRAFT Paragraphs (3), (4), (5) and (6) of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6) of this exclusion does not apply to "property damage" included in the "products -completed operations hazard." B. Under Section I — Coverage A — Bodily Injury and Property Damage the last paragraph of 2. Exclusions is deleted and replaced by the following. Exclusions c. through In. do not apply to damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III — Limits Oflnsurance. C. Paragraph 6. Damage To Premises Rented To You Limit of Section III — Limits Of Insurance is replaced by the following: Under Section I — Coverage A, Exclusion 2.g., subparagraph (2) is deleted and replaced by the following. (2) A watercraft you do not own that is: (a) Less than 55 feet long; and (b) Not being used to carry persons or property for a charge. 8. NON -OWNED AIRCRAFT Exclusion 2.g, of Section I — Coverage A — Bodily Injury and Property Damage, does not apply to an aircraft you do not own, provided that: 1. The pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airline transport pilot; 2. It is rented with a trained, paid crew; and 3. It does not transport persons or cargo for a charge. 6. Subject to Paragraph 5. above, (the Each g, CONTRACTUAL LIABILITY FOR PERSONAL Occurrence Limit), the Damage To AND ADVERTISING INJURY Premises Rented To You Limit is the most we will pay under Section — I — Coverage G-16652-1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 5 of 9 (Ed. 07/09) Exclusion e. Contractual Liability of Section I — Coverage B is deleted. 10. SUPPLEMENTARY PAYMENTS A. Under Section I — Supplementary Payments — Coverages A and B, Paragraph 1.b., the limit of $250 shown for the cost of bail bonds is replaced by $2,500: B. In Paragraph 1:d., the limit of $250 shown for daily loss of earnings is replaced by $1,000. 11. LIQUOR LIABILITY Exclusion c. of Section I —Coverage A is deleted. 12. NEWLY FORMED OR ACQUIRED ORGANIZATIONS Paragraph 3.a. of Section II — Who Is An Insured is deleted and replaced by the following: Coverage under this provision is afforded only until the end of the policy period or the next anniversary of this policy's effective date after you acquire or form the organization, whichever is earlier. 13. LIBERALIZATION CLAUSE If we adopt a change in our forms or rules which would broaden coverage for contractors under this endorsement without an additional premium charge, your policy will automatically provide the additional coverages as of the date the revision is effective in your state. 14. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS Based on our reliance on your representations as to existing hazards, if unintentionally you should fail to disclose all such hazards at the inception date of your policy, we will not deny coverage under this Coverage Part because of such failure. 15. NOTICE OF OCCURRENCE The following is added to Paragraph 2. of Section IV — Commercial General Liability Conditions — Duties In The Event of Occurrence, Offense, Claim or Suit: Your rights under this Coverage Part will not be prejudiced if you fail to give us notice of an "occurrence," offense, claim or "suit" and that failure is solely due to your reasonable belief that the "bodily injury" or "property damage" is not covered under this Coverage Part. However, you shall give written notice of this "occurrence," offense, claim or "suit" to us as soon as you are aware that this insurance may apply to such "occurrence," offense claim or "suit." 16. BROAD KNOWLEDGE OF OCCURRENCE G-18652-1 (Ed. 07/09) The following is added to Paragraph 2. of Section IV — Commercial General Liability Conditions — Duties in The Event of Occurrence, Offense, Claim or Suit: You must give us or our authorized representative notice of an "occurrence," offense, claim, or "suit" only when the "occurrence," offense, claim or "suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) An executive officer or the employee designated by you to give such notice, if you are a corporation; or (4) A manager, if you are a limited liability company. 17. AGGREGATE LIMITS PER PROJECT A. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Section I — Coverage A, and for all medical expenses caused by accidents under Section I — Coverage C, which can be attributed only to ongoing operations at a single construction project away from premises owned by or rented to the insured: 1. A separate Single Construction Project General Aggregate Limit applies to each construction project away from premises owned by or rented to the insured, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Single Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard," and for medical expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits." 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Single Construction Project General Aggregate Limit for that construction project away from premises owned by or rented to the insured. Such payments shall not reduce the General Aggregate Limit shown in the G-18652-1 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 6 of 9 (Ed. 07109) Declarations nor shall they reduce any other Single Construction Project General Aggregate Limit for any other separate construction project away from premises owned by or rented to the insured. 4. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Single Construction Project General Aggregate Limit. B. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under Section I — Coverage A, and for all medical expenses caused by accidents under Section I — Coverage C, which cannot be attributed only to ongoing operations at a single construction project away from premises owned by or rented to the insured: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the amount available under the General Aggregate Limit or the Products -Completed Operations Aggregate Limit, whichever is applicable; and 2. Such payments shall not reduce any Single Construction Project General Aggregate Limit. C. When coverage for liability arising out of the "products -completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Single Construction Project General Aggregate Limit. D. If a single construction project away from premises owned by or rented to the insured has been abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project. E. The provisions of Section III — Limits Of Insurance not otherwise modified by this endorsement shall continue to apply as stipulated. G-18652-1 (Ed. 07/09) Section V — Definitions, the definition of "bodily injury" is changed to read: "Bodily injury" means bodily injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any time which results as a consequence of the bodily injury, sickness or disease. 19. EXPECTED OR INTENDED INJURY Exclusion a. of Section I — Coverage A — Bodily Injury and Property Damage Liability is replaced by the following: a. "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. 20. OWNER CONTROLLED INSURANCE PROGRAM, CONTRACTOR CONTROLLED INSURANCE PROGRAM OR CONSOLIDATED (WRAP-UP) INSURANCE PROGRAMS The endorsement EXCLUSION — CONSTRUCTION WRAP-UP PROGRAM which is attached to this policy is amended as follows: A. If the endorsement EXCLUSION — CONSTRUCTION WRAP-UP or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached to this policy, then it is amended to add the following: With respect to a "consolidated (wrap-up) insurance program" project in which you are or were involved, this exclusion does not apply to: 1. Your liability for "bodily injury," "property damage," or "personal or advertising injury" that occurs during your ongoing operations at the project, or during such operations of anyone acting on your behalf; 2. Your liability for "bodily injury" or "property damage" included within the "products - completed operations hazard" that arises out of those portions of the project that are not "residential structures." B. The following is added to Paragraph 4.b.(1) of Section IV -Commercial General Liability Conditions This insurance is excess over: 18. EXPANDED BODILY INJURY (c) Any of the other insurance whether primary, excess, contingent or any G-18652-1 Includes copyrighted material of Insurance services Office. Inc., with its permission. Page 7 of 9 (Ed. 07/09) other basis that is insurance available to you as a result of your being a participant in a "consolidated (wrap-up) insurance program," but only as respects your involvement in that "consolidated (wrap-up) insurance program." C. The following is added to Section V — Definitions: "Consolidated (wrap-up) insurance program" means a construction, erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project, otherwise referred to as an Owner Controlled Insurance Program (O.C.I.P.) or Contractor Controlled Insurance Program (C.C.I.P.). "Residential structure" means any structure where 30% or more of the square foot area is used or is intended to be used for human residency including but not limited to single or multifamily housing, apartments, condominiums, townhouses, co-operatives or planned unit developments and also includes their common areas and/or appurtenant structures (including pools, hot tubs, detached garages, guest houses or any similar structures). When there is no individual ownership of units, residential structure does not include military housing, college/university housing or dormitories, long term care facilities, hotels, or motels. Residential structure also does not include hospitals or prisons. 21. CONTRACTUAL LIABILITY —RAILROADS With respect to operations performed within 50 feet of railroad property, the definition of "insured contract" in Section V — Definitions is replaced by the following: "Insured Contract" means: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract" b. A sidetrack agreement; c. Any easement or license agreement; G-18652-1 (Ed. 07/09) e. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f. does not include that part of any contract or agreement: (1) That indemnifies an architect, engineer or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; (2) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, including those listed in (1) above and supervisory, inspection, architectural or engineering activities. 22. BLANKET WAIVER OF SUBGROGATION The Transfer Of Rights Of Recovery Against Others To Us Condition (Section IV — Commercial General Liability Conditions) is amended by the addition of the following: We waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of: 1. Your ongoing operations; or 2. "Your work" included in the "products - completed operations hazard." d. An obligation, as required by ordinance, However, this waiver applies only when you have to indemnify a municipality, except in agreed in writing to waive such rights of recovery in connection with work for a municipality; G-18652-1 Includes copyrighted material of Insurance services Office, Inc., with its permission. Page 8 of 9 (Ed. 07/09) �r711 R r�� a contract or agreement, and only if the contract or agreement: 1. Is in effect or becomes effective during the term of this policy; and 2. Was executed prior to loss. G-18652-1 (Ed. 07/09) 23. IN REM ACTIONS Any action in rem against any vessel owned, operated by or for, or chartered by or for you will be treated in the same manner as though the action were in personam against you. G-18652-1 Includes copyrighted material of Insurance services Office, Inc., with Its permission. Page 9 of 9 (Ed. 07/09) i 10-01i &IL ' �" aIN 0 FOR OUR COMMERCIAL AUTOMOBILE POLICYHOLDERS This notice is for illustration purposes only and contains only a general description of changes in coverage and exclusions; and should not be construed as a statement of contract. All coverages are subject to the exclusions and conditions in the policy itself. This notice does not reference every editorial change made in these forms and endorsements. The changes to the Commercial Automobile Coverage Form may represent a broadening, restriction or clarification of coverage. Separate coverage endorsements may broaden, restrict or clarify your coverage. Please review your policy and the endorsements attached to your policy carefully. BROADENING OF COVERAGE — POLICY FORMS CA 00 01 — Business Auto Coverage Form CA 00 05 — Garage Coverage Form CA 0012 — Truckers Coverage Form CA 00 20 — Motor Carrier Coverage Form o The Supplementary Payments provision in these forms has been revised to increase the — maximum daily payment for loss of earnings from $100 per day to $250 per day to more adequately address the earnings of many professions; and — limit provided for the cost of baillbonds from $250 to $2,000. 4 Note: the following broadening also applies to CA 00 10 — Business Auto Physical Damage Coverage Form. The Who Is An Insured provision and hired and non -owned coverage symbols have been revised to acknowledge the existence of a new form of business entity known as a limited liability company by specifying members of limited liability companies as insureds. 0 These coverage forms have been revised to give leased workers the same insured status as conventional employees under the Commercial Auto Program. This is accomplished, in part, by introducing a definition of "employee" which states that the term "employee" includes a leased worker. Additionally, to distinguish between "leased workers" and "temporary workers," new definitions of these terms were introduced. BROADENING OF COVERAGE— MULTISTATE ENDORSEMENTS CA 20 09 — Leasing Or Rental Concerns — Contingent Coverage CA 2014 — Leasing Or Rental Concerns — Second Level Coverage CA 23 20 — Truckers Endorsement CA 25 05 — Garage Locations And Operations Medical Payments Coverage CA 25 08 — Personal Injury Liability Coverage— Garages CA 2414 — Broadened Coverage — Garages CA 99 03 — Auto Medical Payments Coverage CA 9913 — Fiduciary Liability Of Banks CA 99 33 — Employees As Insureds CA 99 47 — Employee As Lessors These endorsements have been revised to give leased workers the same insured status as conventional employees under the Commercial Auto Program. This is accomplished, in part, by introducing a definition of "employee" which states that the term "employee" includes a leased worker. Additionally, to distinguish between 'leased workers" and "temporary workers," new definitions of these terms were introduced. G -138878-A Page 1 of 5 (Ed. 08/00) CA 23 20 — Truckers Endorsement CA 25 08 — Personal Injury Liability Coverage — Garages CA 2414 — Broadened Coverage — Garages CA 99 37 — Garagekeepers Coverage CA 99 59 — Garagekeepers Coverage — Customers Sound Receiving Equipment G The Supplementary Payments/Loss of Earnings Coverage Extension in these endorsements has been revised to increase: — the maximum dally payment for loss of earnings from $100 per day to $250 per day to more adequately address the earnings of many professions; and — the limit provided for the cost of bail/bonds from $250 to $2,000. e The Who Is An Insured provision in these endorsements has been revised to acknowledge the existence of a new form of business entity known as a limited liability company by specifying members of limited liability companies as insureds. CA 02 40 — Suspension of Insurance This endorsement has been revised to provide an option for suspension of coverage not specifically listed, such as No -Fault, if allowable by law. CA 2019 — Repossessed Autos This endorsement has been revised to add an option which affords coverage for repossessed autos stored at locations other than those specifically described In the schedule, along with corresponding language regarding how the coverage is tied to the location. CA 20 47 — Additional Insured — Lessor Of Leased Equipment This new endorsement modifies the non -auto coverage provided by the Garage Coverage Form to include a lessor of leased equipment as an additional insured. However, this endorsement limits the coverage for the additional insured to the existence hazard of equipment leased to a garage or repair shop by the owner of such equipment. CA 20 48 — Designated Insured This new endorsement allows a company to specifically identify by name, as an Insured for vicarious liability, an insured covered under the Who Is An Insured provision of the Coverage Forms. CA 20 49 — Additional Insured — Garages — Grantor of Franchise This new endorsement broadens the scope of the Who Is An Insured provision of Section 11 of the Garage Coverage Form to include an insured the grantor of a franchise only with respect to its vicarious liability as the grantor of a franchise to the named insured. CA 23 24 — Agricultural Produce Trailers — Seasonal This new endorsement provides coverage for scheduled trailers with a gross vehicle weight of 2,000 pounds or more used to haul specific produce on a seasonal basis for stated period(s) of time, as designated in the endorsement. CA 23 25 — Coverage For Injury To Leased Workers This new endorsement provides coverage to the insured for injuries sustained by leased workers while performing duties related to the conduct of the insured's business. CA 25 03 — False Pretense Coverage The Exclusions have been amended to explicitly provide False Pretense coverage for vehicles on consignment. CA 9910 — Drive Other Car Coverage — Broadened Coverage for Named Individuals This endorsement is revised to eliminate the $50 mandatory deductible applicable to collision coverage. Full coverage is provided for Drive Other Car collision coverage. G -138878-A Page 2 of 5 (Ed. 08/00) CA 00 22 — Changes In Commercial Auto Coverage Form This new endorsement provides coverage for an insureds legal obligation for expenses resulting from the loss of use of a rental vehicle hired or rented by an insured, subject to limits of $15 per day, to a maximum of $450. Provides worldwide coverage, subject to restrictions, for a covered auto of the private passenger type that is leased, hired, rented or borrowed without a driver. CA 20 54 — Employee Hired Autos This new endorsement expands the Who is An Insured provision to provide coverage for employees who rent vehicles in their own names while performing duties related to the insured's business. CA 20 55 & CA 20 56 — Fellow Employee Coverage & Fellow Employee Coverage For Designated Employees / Position These new endorsements may be used to delete the Fellow Employee exclusion from the policy or delete it for certain employees or positions in a company. RESTRICTIONS IN COVERAGE — MULTISTATE ENDORSEMENTS CA 25 03 — False Pretense Coverage An exclusion has been added for a loss incurred when a bank or any other drawee fails to pay. CLARIFICATIONS IN COVERAGE AND OTHER EDITORIAL REVISIONS — COVERAGE FORMS All Commercial Auto coverage forms contain minor editorial revisions to provide for consistency among policies. Additionally, these coverage forms have been revised to incorporate other various revisions which serve to clarify coverage. The changes to each coverage form are described below. oCA 00 01 — Business Auto Coverage Form CA 00 05 — Garage Coverage Form CA 0010 — Business Auto Physical Damage Coverage Form CA 0012 — Truckers Coverage Form CA 00 20 — Motor Carrier Coverage Form G The Transportation Expense coverage extension provision is clarified to stale that coverage is afforded solely for the temporary transportation expenses incurred by an insured because of the total theft of a covered auto. 0 To maintain consistency with the Commercial General Liability (CGL) program, we have amended the Supplementary Payments and Conditions provisions to clarify that it is the insured, and not a suit, which the insurer may be called upon to defend. • The Duties In The Event Of Accident, Claim, Suit Or Loss Condition has been revised to add "conditions precedent" lead-in language to clarity that the insured must fulfill the specific duties of this condition before coverage applies. o To keep pace with technology (such as laser detectors and jamming equipment) that has been or may be introduced into the market, the Physical Damage Coverage Exclusion for loss to "Equipment designed or used for the detection or location of radar" has been clarified to apply to all "speed measurement equipment." CA 00 01 — Business Auto Coverage Form CA 00 05 — Garage Coverage Form CA 0012 — Truckers Coverage Form CA 00 20 — Motor Carrier Coverage Form The exception to Exclusion 4. Employee Indemnification And Employers Liability in Section II — Liability Coverage is revised to clarify what types of employees are included within the term "domestic." CA 00 01 — Business Auto Coverage Form G-1 38878-A Page 3 of 5 (Ed. 08/00) CA 00 05 — Garage Coverage Form CA 0010 — Business Auto Physical Damage Coverage Form CA 0012 — Truckers Coverage Form Under the DEFINITIONS section of the policy we are adding quotation marks to the word "trailer" in the "auto" definition to indicate that "trailer" is a defined term. CA 00 05 — Garage Coverage Form 0 This form has been revised to delete the quotation marks from the word "suit" under 8. Pollution Exclusion — Garage Operations Other Than Covered Autos paragraph (d)2., to track with the Total Pollution Exclusion Garage Coverage Form Non -Auto Exposures Endorsement CA 25 16 as well as the CGL program. The use of the term "suit" may be too restrictive because the term does not include an action by or on behalf of a government authority. O For improved consistency within the Commercial Auto Program, symbol "30" — Autos Lett With You For Service, Repair, Storage Or Safekeeping in the Garage Coverage Form is being revised to track with the definition of "customer's auto" in endorsements CA 99 37 — Garagekeepers Coverage and CA 99 59 — Garagekeepers Coverage — Customer Sound Receiving Equipment. G This form is being revised to clarify that diminution of market or resale value is not a covered auto dealership physical damage loss. CLARIFICATIONS IN COVERAGE AND OTHER EDITORIAL REVISIONS — MULTISTATE ENDORSEMENTS CA 23 20 — Truckers Endorsement CA 25 08 — Personal Injury Liability Coverage — Garages CA 2514 — Broadened Coverage — Garages CA 99 37 — Garagekeepers Coverage CA 99 59 — Garagekeepers Coverage — Customer Sound Receiving Equipment To maintain consistency with the Commercial General Liability Program, we have amended the Supplementary Payments provisions to clarify that it is the insured, and not a suit, which the insurer may be called upon to defend. CA 02 40 — Suspension Of Insurance CA 2015 — Mobile Equipment CA 20 27 — Registration Plates Not Issued For A Specific Auto The above endorsements' Schedules are revised to include reference to an underinsured motorists (UIM) limit of insurance and UIM premium information where reference to uninsured motorists is currently provided. CA 20 21 — Snowmobiles o The above endorsement's Schedule is revised to include reference to an underinsured motorists (UIM) limit of insurance and UIM premium information where reference to uninsured motorists is currently provided. o We are also adding quotation marks around the word "occupying" under the Exclusions in paragraph B.3. to indicate that it is a defined term. CA 2317 — Truckers — Intermodal Interchange Uniform Endorsement Form UIIE —1 Various revisions have been made to this endorsement in response to changes made in the Uniform Intermodal Interchange and Facility Access Agreement (UIIA) by the Intermodal Association of North America (JANA). The revisions include: • stating that all participating Equipment Providers with whom the Motor Carrier is interchanging Equipment be named as additional insured on the Motor Carrier's Auto Liability Policy; and o revising the IANA address and cancellation procedure. CA 25 03 — False Pretense Coverage G-13BB78-A Page 4 of 5 (Ed. 08/00) The Duties In The Event Of Accident, Claim, Suit Or Loss Condition has been revised to clarify that the insured "take reasonable steps to cause a warrant to be issued" for anyone causing a "loss" as defined in the endorsement, instead of requiring the insured to obtain a warrant. This change recognizes that the issuance of a warrant is not within the control of an insured. In addition, the numerical reference that refers to the limit of insurance ($25,000) has been replaced with a generic reference that refers to the limit shown in the declarations. CA 2514 — Broadened Coverage — Garages • This endorsement has been revised to include lead-in language which clarifies that the coverages provided by the endorsement apply only to the non -auto portion of "garage operations" and not to the use of a covered "auto." o For consistency with the CGL program, this endorsement is also revised to clarify that the term "bodily injury," as used with the endorsement, included professional health care services. CA 99 03 — Auto Medical Payments Coverage The exception to Exclusion 4. is revised to clarity what types of employees are included within the term "domestic." CA 99 28 — Stated Amount of Insurance o To more clearly delineate the method in which the chosen deductible applies to a covered loss, this endorsement was revised to: — Add lead-in language to paragraph C. Limit of Insurance and Deductible and new paragraph D. Deductible to indicate that the insurance provided by the endorsement is reduced by the chosen deductible; and — Insert a notice below the Schedule to indicate that the amount shown in the Schedule is not necessarily the amount that will be received at the time of loss. rr Additionally, the revision also clarifies that the repair or replacement of damaged or stolen property will be done with property of like kind and quality. CA 99 37 — Garagekeepers Coverage CA 99 59 — Garagekeepers Coverage — Customer Sound Receiving Equipment • To keep pace with technology (such as laser detectors and jamming equipment) that has been or may be introduced into the market, the Physical Damage Coverage Exclusion for loss to "Equipment designed or used for the detection or location of radar" has been clarified to apply to all "speed measurement equipment." o The Schedules of these endorsements have been revised to clarity: the lead-in to the Direct Coverage Options to convey the notion that the Direct Coverage Options are not mutually exclusive of the underlying legal liability coverage; and the language describing the Excess Insurance Option to state that in addition to the underlying legal liability coverage, coverage also applies on an excess basis when the insured is not legally liable. G -138878-A Page 5 of 5 (Ed. 08/00) NORIO TO: = CITY OF Agenda Item -No. October 23, 2012 HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Municipal Operations Department Mark Harmon, Municipal Operations Department Director 949 644-3055, mharmon@newportbeachca.gov PREPARED BY: Rachell Wilfert, Management Assistant APPROVED: a, TITLE: Amendment #1 to Agreement with Global Power Group inc. for Generator Preventative Maintenance and Repair Services ABSTRACT: Global Power Group Inc. currently provides preventative maintenance services for the Municipal Operations Department (MOD) and City Hall. Amendment #1 will include the addition of new generators belonging to MOD as well as ones belonging to the Fire and Police Departments and extends the term of the agreement for two years. RECOMMENDATION: 1. Approve Amendment #1 to Global Power Group Inc. agreement for generator preventative maintenance and as -needed repair services. 2. Direct that this Project be exempt from the payment of prevailing wages because this Project is financed with local funds and involves a matter of local concern. FUNDING REQUIREMENTS: The current adopted budget in each department includes sufficient funding for this agreement. It will be expensed to the appropriate accounts in the Fire, Police, and Municipal Operations Department. DISCUSSION: Background: In October 2010, following a formal RFP process the City entered into an agreement with Global Power Group Inc. (Global) for preventative maintenance and as -needed repairs services. Global has provided generator maintenance for the Utilities division's portable and fixed generators as well as the City Hall generator for the past ten years. Amendment No. One to Agreement with Global Power Group inc. for Generator Preventative Maintenance and Repair Services October 23, 2012 Page 2 Additionally, the Fire Department had a separate preventative maintenance contract with Global to service the generators at the fire stations and lifeguard headquarters. Discussion: In the last year, the Utilities Division has added three emergency back-up generators to the newly rebuilt wastewater lift stations, which are not covered in the current contract. Also, in an effort to consolidate contract services staff would like to combine all of the generator units into one contract. This will include: wastewater lift stations, water pumping stations, City Hall, General Service's yard, Utilities yard, Fire Stations, Lifeguard headquarters, and Police headquarters. The cost for preventative maintenance for all twenty eight city generators, including quarterly and annual inspections for two years, is $81,268.00. In addition, this agreement allows for a not to exceed amount of $50,000 for unforeseen repairs. Each department has budgeted funds for unforeseen repairs that may arise. This amendment will also extend the term of the agreement by two years. The new term date will be March 2014. ENVIRONMENTAL REVIEW: Staff recommends the City Council find this action is not subject to the California Environmental Quality Act ("CEQA") pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. NOTICING: The agenda item has been noticed according to the Brown Act (72 hours in advance of the meeting at which the City Council considers the item). Submitted Mark Harmon / Municipal Operations Director Attachments: A. Amendment No. One to Agreement with Global Power Group for Generator Preventative Maintenance and Repair Services I AMENDMENT NO. ONE TO MAINTENANCE ARID REPAIR SERVICES AGREEMENT WITH GLOBAL POWER GROUP, INC. FOR GENERATOR PREVENTATIVE MAINTENANCE AND AS.NEEDED REPAIR SERVICES THIS AMENDMENT NO. ONE TO MAINTENANCE AND REPAIR SERVICES AGREEMENT ("Amendment No. One"), Is entered into as of this _ day of August, 2012, by and between the CITY OF NEWPORT BEACH, a California municipal corporation ("City"), and GLOBAL POWER GROUP, INC. a California corporation whose address is 12060 Woodside Avenue, Lakeside, CA 92040 ("Contractor"), and is made with reference to the following: RECITALS: A. City is a municipal corporation duly organized and validly existing under the laws of the State of Califomia' with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. On April 1, 2011, City and Contractor entered Into a Maintenance and Repair Services Agreement ('Agreement") for regularly scheduled preventative maintenance and as -needed repair services for City generators maintained by the Utilities Division ("Project"). B. Pursuant to the authority conferred to City as a charter city under California Constitution, Article XI, Section 5, the City hereby exempts this Project from the payment of prevailing wages because the funds used to finance this Project are local funds and this Project is a matter of local concern. A. City desires to enter into this Amendment No. One to reflect the addition of generators to the Scope of Services, Increase the total compensation, and update the City s standard requirements. B. City and Contractor mutually desire to amend the Agreement, as provided below. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM I Section 1 of the Agreement shall be amended in its entirety and replaced with the following: The term of this Agreement shall commence on April 1, 2011, and shall terminate on March 31, 2015 unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED The Scope of Services, 'attached to the Agreement as Exhibit A and referenced In Section 2 of the Agreement, shall be amended in its entirety and replaced with Exhibit A attached hereto and incorporated herein by reference. 2. COMPENSATION The Section 4.1 and the Schedule of Billing Rates attached to the Agreement as Exhibit B, shall be amended ink their entirety and replaced with the following: City shall pay Contractor for the Seances on a time and expense not-to-exceed basis, In accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. No rate changes shall be made during the term of this Agreement without the prior written approval of the City, except for an annual rate adjustment not to exceed an Increase of two and one half percent (2.5%) upon sixty (60) days prior, notice to City of such annual Increase. Contractor's compensation forl Services performed in accordance with this Agreement, Including all reimbursable items, shall not exceed the fees identified in Exhibit B or in the Individual letter proposals, as approved by the Project Administrator. Total compensation paid to Contractor during the Term of this Agreement shall not exceed Two Hundred Six Thousand Two Hundred Sixty Eight Dollars and No/100 (5206,268.00) without written amendment to the Agreement. 3. INSURANCE Section 11 of the Agreement shall be amended in its entirety and replaced with the following: Without limiting Contractor's Indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at Its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terns and conditions described In the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. 1 4. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. I [SIGNATURES ON NEXT PAGE] Global Power Group, Inc. Page 2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. One on the dates written below. APPROVED AS TO FORM: CITY ATTORN Y'S OFFICE Date: 1 % `� Aaron C. HaEp City Attorney ATTEST: Date: Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, A California municipal corporation Date: By: Nancy Gardner Mayor CONTRACTOR: GLOBAL POWER GROUP, INC., a California corporation Date: By: Salvatore Martorana President Date: Salvador Ceballow Chief Financial Officer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements A11-00319 Global Power Group, Inc. Page 3 EXHIBIT A SCOPE OF SERVICES Global Power Group, Inc. Page A-1 liGlobal Gower GROUP, INC. City Of Ne,,vport Beach Plowed Mailiteiamice Agreement Proposal Gobal Pa%'er GmV, L=. 12060Woo"de Aw, rakfti& CA 92040 1210 Ell I Global Power Group, Inc. Page A-2 aao ALFDgMGwa,nec Generator! Service Maintenance Agreement DesrHErl, wanemrm. T1ark ym for anawmg global Pourer Gmp Is= gM its gTart miyr to provide this p Wald fir &e P at y� G m aSea; a moa .. ..se egmdac to &ass offered by c&ff oompa�eL Cor goal is to provide a Imm lei of service by foDawmg &x standar& established by all majorgum mdego t As a GFG ombed toslams, ym:=d Yom staff VA have access to &a nryd cmeat rqm& and seleded Latmy of your emergeuay power syseems via a weed Web Based Service bdmaSystem Alf yon need is as hrternet oatmerfim By mod* v i& M. you VIM eol'oy. i - 24 h==vice 7 Days a vm* Foel detivey oft12 EPA &eael wi& our own ratified Ste] buds =Amem to other suvices, ae hold a c=eo4 A, B cad C-10 FJaddml caohadowliv We cmc be your Ons-Stap Shapl Ass;sbmnewi&Fag=Fmisaimsiafosmetimand AND Regstrub . • Adcag foe wadcp = We me DOT certified. • Faduy'lmasad Gieaaama S WMEagmeem • Progedy coseredwi& the sight iasar mae far your pmtorAm. We curry 811 mr1W- is laahility hammaoe –hudaftPollaficza • Our engem we liar Cer45edto legldly bmf sgaafted amsuuts ofharmdoaz emstm •WeamMyaFggedLae modi sermwUnda;readytomq=datamo-ftuatice We win wak was your Mff to keep your Fm qpq Power Sym openatiq as safely and reliably as Fassiw �& addhvq we wr7l�oa � Creep your of a �r>> a is local maca�l and safely 1P+ob1� 1 9 9m Phi readobe otmtmct eampbewly. shaald&e tams af9his agreement moa m&pour approval, ply aiga a aopy; ami setma it to 12M Woadu& Ave, Iakedde CA 92080_ If ym have any gorstims 6m8 this propmx Flem give meacan todimmtlaa[L Shy. Ed Sfsam Service Coffiact3lLger edameftspourecoom Phone: 619.994-8581 Global Power Group, Inc. Page A-3 Inspections City ofNewpodR.'s, js •3nspeamadfzdaafmabMmai=mdobd •AmommkIDmd, surtakm vdnbe vlsosaytmpected •yn,aaertmsma£acocomfWamopsamge •PnanlUg¢m oae dhpNyavnlba �d u iss •Sddaa hamdeova'Dbe rrmad j ommNmm romrmt*rCleelm •�GSamaeBappzeswu eam��gdmemaoa -Secacprebuds=1 spacffic Vrmy vnnbachm-f-A m flmnmh%booh •E�mmmadafaaa aamsP4aft I • Ge12s811337mv:daarw716evpmed •Bammycbmftsy valbe cbedM fm poppet cpemcm• Gia rsvmbestar I -P.M. lonewmbe tot;�imfm Fad 5bs6am 30mht vy=aa -AbvamfpeanddemlEvAtmhsavdlmsswIlbe -& a aalbevLadiedfo-rpavps mapemd vmb"I' 5 bomamliyrsed,apaorim,'v='E', -t&dkvebw'IIbenoOayambe�tF®fmmP lm6aaedmal, affrop mflcter.3mava16esavoomemdndaLm •Bnt;faa and ammm g�sa30ao>mev¢d Sm166.aoap04� ; -Bo�caw�p�vrBbachaio3dimlmhs ondsi�afaa � •Che$av�®dfialoncyantpom � -meeafrnf®dmamatmlemasoae'd -Check lsfnek Onmmahoa hats, d&nanbom • Pef,=baa�nghadte6m tenAee�rycmml as eaxnsezy I ffm9hmfzodby�1opr�sr • AU Oddiesrls wMbe clothed aadtaypadffias - An recdimpvrmbeammdrdaevmdcorder ma�y-a'm9— -Gm=mMbashWda®,g mummnmaeouyroada •�sy�mmdvrdlba >b: bmdmamdFmpata➢aoNm crzosemmmbeche YeBandtfaexsmy mrmmadefm � •P�mammnrdmova •®tgmablodchmm*3=dm=damdpmmbS -Chmateesue hd camdoafibm mmha�c7ad8a1¢opsog�ltan. -ChmgeeiGctre8vlfiftes •AabdmvnLbaiadfmpoc@sfen�mioq •Cbakeaffinedmmmnad,a.`aesamy,mabe dppscfnwond e s marregmem:eat - Ch�ga anis � � maims o vc8rn semfl j •Obmmaaea�lefametydsby8dd��a •1) ofh®damvad® fmmom rmvfm -Wmmmammaum�te Po¢mslpcSshytLddmatlog es •8affimmvsIDba �yfm.hslm •CbohmtainbamovA fapropsmb=with a • Smdm cmmvAy, 4 WPda,lf=m=y maLaateasnrfp 'pw ce acvmno mcf mk=W •3,M,cm1c ti ,fc,,ft 3 1 ,'ad -Casf�.asvpret�vevraltremffior&daovpmP , •BmMat=c*vellbadmrhedfbrmo seed %haaasmasam9 and Fashiam -CoaFmg syshmhmmvrMbeA�+Wd*todl •fiepmto ofen: ashdm d a¢tm�Y drc� ecpimsmdw j I •Nm ony ===dmE= fm+ap:fivgot me aeede9 - Chskeh�M—Peiommdabma fm.acyabmdrmm mg -1 admta eleraemlr I . -Check smietbsmdCuMs •CfmrkPaarl Global Power Group, Inc. Page A-4 Global Power Group, Inc. Page A-5 Other Generators Semices City OfNewpm P -A We offal M=m the camdm opuftma nry=eqmpmeot �A D ReII Dya (7d tav mdB¢ BhmS�d F�lm�a dum�@oflp PUme mIIfuameatP�S A�tch� r�m�nymen>� rmamaas Smvae PM%= 5 9 ffid�.bfi*a Global Power Group, Inc. I Page A-6 Other Services I o Contractor shall designate a specific employee or employees who will provide services to the Police Department Headquarters. Said employees shall be required to undergo a background check process prior to commencement of work. • Additional as -needed repair or emergency services are performed as applicable to each piece of equipment. As -needed and emergency repair Services shall be available 24 hours a day, 7 days a week. o Fuel delivery of #2 EPA diesel shall be made with Contractor's certified fuel truck. • Contractor shall hold a current A, B and C-10 Electrical Contractors Licenses. • If requested, Contractor shall provide assistance with engine emissions information and APCD registration. o Contractor's Generator Service Engineers shall be factory -trained. o Contractor's engineers I shall be Hazmat Certified to legally haul specified amounts of hazardous wastes. • Contractor shall work with City staff to keep the Emergency Power System operating as safely and reliably as possible. In addition, Contractor shall keep the City Informed of any changes in local environmental and safety codes and potential problems that] could Jeopardize the reliability of the City's generator equipment. ; Global Power Group, Inc. Page A-7 EXHIBIT B SCHEDULE OF BOLLING RATES 1. RATES FOR GENERATORS Global Power Group, Inc. Page B-1 EXHIBIT B SCHEDULE OF BOLLING RATES GL0WLr0mlaeG &0W, etc Fal 10. 2012 Pricing Sa1dTo: (Sty of Newport Bea& Ph=& 949-718-3406 RE Lbhdmm= Ageet P1apesd 11a1e MOM savimrfle Iaa4ao QIY ydm SLmaTo6 13m 19o5m o 1- CM -13 9 f iW 6a a ftd Gsc MA93JiaS IiiS'ftq=dm Saalm VMI -RM) - 3 sm SLI400 G� 09A M" 1 sm Smm 9� � ford m s p >i� I4 d 9oT1dt m d A15 sa ebu x ACEs 9dmoml 3 D 11m 1ftff-n 01- C2S2=-675=0 S4 ()MM nzc4m nssv saeI OHlc'17) 3 5319 Su4m am USC -3G& U-%UA=m1SffdMPMM - I 87WD0 9avfm74rJmtml�dms0 RAWfiMbb SAmml Sim i 17�m S5aam 0 D - CIB7896 -1013 S®6a � Gmmt 97ADMI-6 3GKWbg3tt=4PdLGP Q - 3 Sm SL14M C. 97ACMS 303tm11� Saeftd9VMW - I SIM So= Saerm7�dal�6offip li�Pml&de6m6AissaefmxAp9llaLle 11m11dm04-C Szm-110A zdmAm Sdt=l SLS20D0 Gm�c MOMS 3t8dsbV2CdW mOd4iapd4) - 3 sm 1U� fid 93ADii8b5 30Bt�AalSavlmpue,� - 1 � AEDDO Saeia•ItivPal�da�p8acs)li®lR�b®dAl5sae3mIrAFPB22h s�ml SLUM 17m 91ntlm ❑ 6 - Q173Y37 -6I9 Aav Ge 3301780100 SU4000 Gt 3301180100 2WMA�dgadWOEM&M - 1 am sum stim7�Le etussaeimxa�ztmnt j mmmal 13m829m 00-Q6i7�-11ta1t� Ava SLSEODO Ge 669m= 3 Sm suom GM= 6 00100 olBgvA®1Sae®pavd-lp - 1 SIM 83MM SWAM v LAdtW0H=*MP4MMdArSftUtMXA9Vmbh Saffiffi SLUM Global Power Group, Inc. ! Page B-2 EXHIBIT B SCHEDULE OF BILLING RATES Ck..i. DS13Ac- 3 Um summ Cti DMAC- 2M&TA=WSa 6firdM) - I Wo Uttad SLAM 6c01a 30M0MB 3 am SLUM V{ bla 30BD23B 3WvAa®1SaNmamd.M) - 1 8377 Umm Sa�mroalaan 31aa4)Pe1g48��aYSSsalmaAy s SUMAO 33mi o A-4358D•3D-��gm8:11r Ch= » 3 8180 W400 Cm SODtdA lOSvOa®lisclm nrad,Ip - I ffi son Sae®la�[@s Ind Imt (1,bm'j Ftrd Rt9s9 and Ali sad@ aAgte sahad SIAM Za fi-C36TD:S4.19H=Da3Dr vAhr I008$. S41O5 812mm M.Wl Iomm $W.6 SM." Saha LodSda Led tes (I 13o�) PaA ga1{ut ad AIB Swaim 31Agy41m6fa SaMmal simsm a�uorAaUtls-CL'Dt3S-542S�arAse cdewm 3406 3 8400 SUDS i406 ri�6101A®1S'aNmn.ardaA - I 8400 8400 Saefac3miWmla.St�n I�1?edBol§8a96A25SaeimHAg�x4ta sdmc d SIAMOO 1>1y 1W -CLW.W -08803hapad mgd Dec 8400 81.2= Dec MOM" ESQ mAa 049d4o - I 8400 S4= SEM12 Lmd CE13aa)MPzdhhm6AIs8.admUAgff3xlda sew SL6mDo tied Hai R'40 - C18839-9®F7.36L! Si Qac � 7714mla�uimSaetm�� - 3 8877 >;rM1tIDO Ga CROS 7OH5vAaam1ia k0PMq 3 8377 mnm I1a�PadBo-ffilmdAIS saNmIIAgptlm4le smuqiadmlala&alnflmsn 1 su08D6 O,8501.4�S87:ID-�� I68i8 Dia CdW 3 sm smm Ci r CEM MKUA®1Y3ai 01es - I 8163 Si®DO SaeP®IaBtOaY.atdimp Iia�ibdH¢58rad AlSiadmI4AggOr�e ' Sot0ahl SLOIa00 Global Power Group, Inc. Page B-3 EXHIBIT B SCHEDULE OF BILLING RATES C3ABAL )�DFJ!?8(f$•OIID I7IC Awe-cI67r�e-n®�>�si Ce GM s0mU Wmft0 SMIM ON Imv}- - 3 as Vmm Gaooa: GSW 5aKvA=21Sndm%WdQ - 1 876 816 m Sas�To<ffida7.a'dtm(1 Bm�PmIE�®dAISn I IfAjumOIa 0f m -CL n:" -M 40.1m St 9�1 8108300 mQ DCAID-= 401CaI W==Saafm9WImm)-4 3 87® mm 76Q DCA70.M 4QKvA®I5aefmQam1-M - I mm M" m�;mra�ealasd�o Ha�Fa�3ID5d�aadAlS;SsafmHA�k �asmal mikE c 0f$3 -C =-V&1ff.I®s. MQ =us= 3 mm TIMM 16Q DCA9569D I as Men Savlm3ct&BaI�Am¢(I em�Hdlt�thao4A7SSsafmHAWi0&k aemml slcszdc am-cls3Am-DOWMI M DCAIffi.59D7>Bviatyeu®Saaim�7aw1A - 3 8306 via= 69Q DCA13S- Q AamdSmfm Qaw6M - I 8306 Si= Saaiazte�ofsla=•da�p1�1�18aS�tmf A1S SsentHAppTmiin stow MUM . 0�-C1d79�-11� W.16�f2L MQ DCA60-M 40i -b Saclm4Siaia}q - 3 $156 van hQ DCAMM 42VvA=MISaefm4&9&M 1 8356 as= �TotEGmIAT41�(I HwQIAalE�an6A85 SadmHA ' Somal 51.0MD0 ' OOb1l-G74E53d-tt®f I68�S1 Gaon[ 07AMA-5 3 8306 Mum C. MOSM-5 IA®ISalemA=14 - 1 5768 sum Savfmffii3sla;dem(I HemDPmlAdi®BAISSsfmH/�pE¢4h Sa8ma1 81.2mm WAD gf�ad-CIS177g-3m0Ycd�Va. Volesh FI107GG 3 sm asam W. mLa e1 mu IMC'Aon@ISadmQm m - I s18f smz Salm7-b5aImtfmPB YcSFalbblmdAn S,v HA�IxtSt FSahTV*= ,8Ru@-CiS78V-3=Pr- r� Somal Van llas� WO80�i 80tlgerrYurmSadm�MIawLp - 3 8915 837450 soaur A®ISaofmRrm3� 1 8915 MUM SsaimTe�la'dt�(1 HaoQ7'ad�cm1A75ssvfmHA�k SaBfcai 83.664A0 Global Power Group, Inc. Page B-4 EXHIBIT B OF BILLING NATES 0=ALP0emGl=P,1Kc o aura-ccsaaa-8�OPmff¢ etsv MQ DCAW3II 4�a1 5'alvls(A34[ - 3 MQ 11f 481CvAm®lSmAm O�c3� - ! S=mbmbftLedtmQ Hm�)�1 ��BIS Seafm HAS ease-®sass-asmPraexve�, MQ RLAIdOSSIt16�m8e�fonSadm Wd9lraoFp - 3 NQ Otd10W90039Cv/lm�lSad�Qr - t Nd-',-lmdW0 Hov)Ad WLAmd�AISSavbaHA Rlnb ®r-Mq=- I= la Yn4Ms or Bebia 8®[' 8CK, �i F rides Qg4Eui m - 3 41dar SO8]TL6 808nAoeemlSadmQae3dQ 1 Ssdm�elt.IIo�p Ham3YedYoWLmd'AISSaeitaHA�1a �'mo*.d-QOSD�1-1508 P3 EL•rd Burd liabFnr 1�Ci �nIesp�aaaSevire QdSiecv}0 3 air � S�vBm�issatmpcssl� _ � Ssvi�>tsltd^SlmdmaP Hem)Rd1VeL®dh3SSavImHAp�aSh limas'H.�-lOSt82f-Rm6sR(Qymffi4k9decsDr Ba1Ja 41�(' 45HvlmystlmSadaWMIataiQ - 3 Va4 MEM 45K A=,J a F PO - 1 YorPm4s1�8te9P lim�e5alFaWGmdexssaslmHA�t PcEmplfi a-4=Wa Cm SD30 3CZu7 i IOWL02K G� mm 3MZWA=111ftftQm� . Saei¢Tn�leL®tamP Hc�Pmllbiad<®dAlrSadmHl�gpfiv9h fimowsr. sbmnov AivFauy x medis_0wo lm FM 3 1 sm Flaw sm Sd" 26mml SLO24M sm SM" sm SeSa11a emote! SUMBD sm SUMN sm M= m 3U40M am slmaa s2b= SL57OW Sim UL14M sm mmm 2ft9w US= 89m S1. MM sm Man VMbmmgrmgaddt/4 81disUa 1p�ww1' O&2 q— Global Power Group. Inc. Page B-5 EXHIBIT B SCHEDULE OF BILLING RATES 2. AS -NEEDED/ EMERGENCY REPAIR SERVICES RATES * 1 hour minimum ** No mileage charge ***Per hour portal to portal per day, during normal business hours *, ** The first two filters included, each additional filter is $25.00 Global Power Group, Inc. Page B-6 Labor ST $ 85.00 Labor OT $ 127.50 Labor Dt $ 160.00 Labor Holiday $ 225.00 4 hour minimum Mileage First 75 miles $ 1.00 Mileage Each Additional Mile $ 0.55 Shop ST OT DT are same as standard rates $ 95.00 Electrical $ 80.00 No mileage charge Fuel Deliveries ST under 50gal $ 45.00 Fuel Delivers St over 50gal No Charge Fuel Delivers OT & Saturday $ 60.00 4 hour minimum Fuel Delivers Sunday $ 75.00 4 hour minimum Fuel Delivers Holiday $ 185.00 4 hour minimum Rentals Deliver ST** $ 75.00 Rentals Delivery OT** $ 112.50 Rentals Delivery DT** $ 150.00 Load Bank Testing (0-100kW)*** $ 125.00 4 hour minimum Load Bank Testing (101-600kW)*** $ 175.00 4 hour minimum Load Bank Testing (601- 1000kW)*** $ 225.00 4hour minimum Load Bank Testing (1000- 2500kW)*** $ 275.00 4hour minimum Fuel Polish (per hour) *««* $ 120.00 Hazardous Waste Disposal 3% of all billable parts NTE $30 * 1 hour minimum ** No mileage charge ***Per hour portal to portal per day, during normal business hours *, ** The first two filters included, each additional filter is $25.00 Global Power Group, Inc. Page B-6 EXHIBIT C 2. INSURANCE REQUIREMENTS — MAINTENANCE AND REPAIR 2.1 Provision of Insurance. Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below' and in a form satisfactory to City. Contractor agrees to provide Insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 2.2 Acceptable Insurers. All Insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of Insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 2.3 Coverage Requirements. 2.3.1 Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease In accordance with the laws of the State of California, Section 3700 of the Labor Code. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, officials, employees and agents. 2.3.2 General Liability Insurance. Contractor shall maintain commercial general liability insurance, and if necessary umbrella liability Insurance, with coverage at least as broad as provided by Insurance Services Office forth CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate and two million dollars ($2,000,000) completed operations aggregate. The policy shall cover liability arising from premises, operations, products -completed operations! personal and advertising Injury, and liability assumed under an insured contract (including the tort liability of another assumed In a business contract) with no endorsement or modification limiting the scope of coverage for liability assumed under a contract. 2.3.3 Automobile Liability Insurance. Contractor shall maintain automobile Insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Work to be performed under this Agreement, Including coverage for any owned, hired, non -owned or rented vehicles, In an amount not less than one million dollars ($1,000,000) combined single limit for each accident. I Global Power Group, Inc. Page C-1 1 2.4 Other Insurancel Requirements. The policies are to contain, or be endorsed to contain, the following provisions: 2.4.1 Waiver of Subrogation. All Insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed ;officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of lis subcontractors. 2.4.2 Additional Insured Status. All liability policies Including general liability, excess liability, pollution liability, and automobile liability, but not Including professional liability (if required), shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as Insureds under such policies. 2.4.3 Primary and Rion Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self-insurance maintained by City. 2.4.4 Notice of Cancellation. All policies shall provide City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage. 2.5 Additional Agreements Between the Parties. The parties hereby agree to the following: 2.5.1 Evidence of Insurance. Contractor shall provide certificates of insurance to City as evidence bf the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required Insurance policies, at any time. 2.5.2 Citv s Right to Revise Requirements. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation. 2.5.3 Right to Review Subcontracts. Contractor agrees that upon request, all agreements with subcontractors or others with whom Contractor enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Global Power Group, Inc. I Page 0-2 2.5.4 EnforcemAnt of Contract Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to Inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. 2.5.5 Requirements not Limiting. Requirements of spec coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, br a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature Is for purposes of clarification only as it pertains to a given Issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 2.5.6 Self-insured Retentions. Any self-insured retentions must be declared to and approved by Pity. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these requirements unless approved by City. 2.5.7 City Remedies for Non Comoliance If Contractor or any subcontractor fails to provide and maintain Insurance as required herein, then City shall have the right but not the obligation, to purchase such Insurance, to terminate this agreement, or to suspend 6ritractor's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Contractor or reimbursed by Contractor upon demand. 2.5.8 Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that Involve or may Involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has'the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. 2.5.9 Contractor's Insurance. Contractor shall also procure and maintain, at its own cost and expense; any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. Global Power Group, Inc. Page C-3 MAINTENANCE AND REPAIR SERVICES AGREEMENT WITH GLOBAL POWER GROUP, INC. FOR GENERATOR PREVENTATIVE MAINTENANCE AND AS -NEEDED REPAIR SERVICES THIS MAINTENANCE AND REPAIR SER�F� AGREEMENT ("Agreement') is made and entered into as of this 15 day of ,, 011 ("Commencement Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and GLOBAL POWER GROUP, INC., a California corporation, whose principal place of business is 12060 Woodside Avenue, Lakeside, CA 92040 ("Contractor"), and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City requires regularly scheduled preventative maintenance and as -needed repair services for fifteen (15) City generators maintained by the Utilities Division. C. City desires to engage Contractor to provide preventative maintenance and as - needed repair services for the fifteen (15) City generators ("Project'). D. Contractor will examine the location of all proposed work, carefully review and evaluate the specifications set forth by the City for the Project, and will be familiar with all conditions relevant to the performance of services. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: TERM The term of this Agreement shall be for a period of two (2) years, commencing on the commencement date and shall terminate on March 31, 2013, unless terminated earlier as set forth herein. 2. SCOPE OF SERVICES 2.1 Contractor shall provide regularly scheduled preventative maintenance services and "as -needed" and "emergency" generator repair services as described per requested proposals and in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference ("Services' or "Work"). As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and Contractor is experienced in performing the Work contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest professional standards in performing the Work required hereunder and that all materials will be of good quality. For purposes of this Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 2.2 Contractor shall perform everything required to be performed, and shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation services necessary for the Project. 2.3 Upon verbal or written request from the Project Administrator or designee (as defined in Section 6 below), Contractor shall provide a letter proposal for as -needed Services requested by the City. The letter proposal shall include the following: 2.3.1 A detailed description of the Services to be provided; 2.3.2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; and 2.3.3 The estimated number of hours and cost to complete the Services; 2.3.4 The time needed to finish the specific project. 2.4 No Services shall be provided until the Project Administrator, as defined in Section 6, has provided written acceptance of the letter proposal. The Project Administrator shall be authorized to provide written acceptance of letter proposals for Services. Once authorized to proceed, Contractor shall diligently perform the duties in the approved letter proposal. Work that is outside of the scope of work described in the letter proposal shall not be performed without written authorization. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and the Services shall be performed to completion in a diligent and timely manner. The failure by Contractor to perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Contractor shall not be responsible for delays due to causes beyond Contractor's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice to the other parry so that all delays can be addressed. 3.3 Contractor shall submit all requests for extensions of time for performance in writing to the Project Administrator as soon as reasonably possible, but in no event later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Contractor's control. 3.4 For all time periods not specifically set forth herein, Contractor shall respond in the most expedient and appropriate manner under the circumstances, by telephone, fax, hand -delivery or mail. Global Power Group, Inc. Page 2 4. COMPENSATION TO CONTRACTOR 4.1 City shall pay Contractor for the Services on a time and expense not -to - exceed basis, in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. No rate changes shall be made during the term of this Agreement without the prior written approval of the City, except for an annual rate adjustment not to exceed an increase of two and one half percent (2.5%) upon sixty (60) days prior notice to City of such annual increase. Contractor's compensation for Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed the fees identified in Exhibit B or in the individual letter proposals, as approved by the Project Administrator. Total compensation paid to Contractor during the Term of this Agreement shall not exceed Seventy Five Thousand Dollars and No/100 ($75,000.00) without written amendment to the Agreement. 4.2 Contractor shall submit regular invoices to City describing the Work performed. Contractor's bills shall include the name of the person and/or classification of employee who performed the Work, a brief description of the Services performed and/or the specific task from the letter proposal to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Contractor no later than thirty (30) days after approval of the invoice by City staff. 4.3 City shall reimburse Contractor only for those costs or expenses specifically approved in the letter proposal. Unless otherwise approved, such costs shall be limited and include nothing more than the actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Contractor in the performance of this Agreement. 4.4 Contractor shall not receive any compensation for Extra Work without the prior written authorization of City. As used herein, "Extra Work" means any work that is determined by the Project Administrator to be necessary for the proper completion of the Project, but which is not included within the letter proposal and which the City and Contractor did not reasonably anticipate would be necessary. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates set forth in Exhibit B. 5. WORK DEFICIENCIES AND CORRECTIONS 5.1 The Contractor's performance will be evaluated on a regular basis. When problems are identified, the City will notify Contractor. If issues are serious or go unresolved, a "Notice of Deficiency" will be issued to Contractor in writing. This notice will detail the issues required to be cured. 5.2 Failure to correct the deficiencies listed in the Notice of Deficiency within the timeframe specified by the City may, in the City's sole discretion, result in action being taken by the City, including, but not limited to, (a) withholding payment for the subject Global Power Group, Inc. Page 3 deficiency until the work is completed; (b) correcting the deficiency (using the City's own work force and/or by contracting out) and deducting any associated costs plus overhead incurred thereby from the total monthly compensation due the Contractor; (c) contracting with another Vendor to perform the maintenance and other Services required for the remainder of the term of the Contract; (d) terminating the agreement; and/or (e) taking any other action and exercising any other legal remedy available to the City under law. 6. ADMINISTRATION This Agreement will be administered by the City's Municipal Operations Department. George Murdoch, Utilities Division Manager, or his designee, shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or an authorized representative shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE 7.1 All of the Services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with highest professional standards. All Services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed Work, Contractor certifies that the Work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 7.2 Contractor represents and warrants to City that it has or shall obtain, and shall keep in full force and effect during the term of this Agreement, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Contractor to practice its profession in the State of California. This shall include but not be limited to, a current, valid license with the Contractors State License Board. Contractor shall maintain a City of Newport Beach business license during the term of this Agreement. 7.3 Contractor shall use only the standard materials described in Exhibit A, or in the letter proposal for Services in performing Services under this Agreement. Any deviation from the materials described in Exhibit A or the letter proposal shall not be installed unless approved in advance in writing by the Project Administrator. 8. RESPONSIBILITY FOR DAMAGES OR INJURY 8.1 City and all officers, employees and representatives thereof shall not be responsible in any manner for any loss or damage to any of the materials, tools, equipment or other things used or employed in performing the Project or for injury to or death of any person as a result of Contractor's performance of the Services required hereunder; or for damage to property from any cause arising from the performance of the Project by Contractor, or its workers. Global Power Group, Inc. Page 4 8.2 Contractor shall be responsible for any liability imposed by law and for injuries to or death of any person or damage to property resulting from defects, obstructions or from any cause arising from Contractor's work on the Project, or the work of any supplier selected by the Contractor. 8.3 To the fullest extent permitted by law, Contractor shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent and/or willful acts, errors and/or omissions of Contractor, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). 8.3.1 Notwithstanding the foregoing, nothing herein shall be construed to require Contractor to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Contractor. 8.4 Contractor shall perform all Work in a manner to minimize public inconvenience and possible hazard, to restore other work areas to their original condition and former usefulness as soon as possible, and to protect public and private property. Contractor shall be liable for any private or public property damaged during the performance of the Work. 8.5 To the extent authorized by law, as much of the money due Contractor under and by virtue of the Agreement as shall be considered necessary by City may be retained by it until disposition has been made of such suits or claims for damages as aforesaid. 8.6 The rights and obligations set forth in this Section shall survive the termination of this Contract. 9. INDEPENDENT CONTRACTOR City has retained Contractor as an independent contractor and neither Contractor nor its employees are to be considered employees of the City. The manner and means of Global Power Group, Inc. Page 5 conducting the Work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the express terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. Nothing in this Agreement shall be deemed to constitute approval for Contractor or Contractor's employees or agents, to be the agents or employees of City. Contractor shall have the responsibility for and control over the means of performing the Work, provided that Contractor is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Contractor as to the details of the performance or to exercise a measure of control over Contractor shall mean only that Contractor shall follow the desires of City with respect to the results of the Services. 10. Contractor agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Contractor on the Project. 11. INSURANCE 11.1 Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Contract, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. 11.2 Coverage and Limit Requirements. 11.2.1 Workers' Compensation. Contractor shall maintain Workers' Compensation Insurance providing statutory benefits and employer's liability insurance with limits of at least one million dollars ($1,000,000) each type for Contractor's Employees in accordance with the laws of the State of California, Section 3700 of the Labor Code. In addition, Contractor shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California, Section 3700 for all of the subcontractor's employees. The insurer issuing the Workers' Compensation insurance shall amend its policy by endorsement to waive all rights of subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers. Contractor shall submit to City, along with the required certificate of insurance, a copy of such waiver of subrogation endorsement. 11.2.2 General Liability. Contractor shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) General Aggregate and two million dollars ($2,000,000) Products and Completed Operations Aggregate for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. Coverage shall be at least as broad as that provided by Insurance Services Office form CG 00 01. None of the policies required herein shall be in compliance with these requirements if they include any limiting endorsement that has not been first submitted to City and approved in writing. Global Power Group, Inc. Page 6 11.2.3 Automobile Liability. Contractor shall maintain automobile insurance covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Work to be performed under this Contract, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each accident. 11.2.4 Builders Risk. For Contracts with Construction/Builders Risk property exposures, Contractor shall maintain Builders Risk insurance or an installation floater as directed by City, covering damages to the Work for "all risk" or special form causes of loss with limits equal to one hundred percent (100%) of the completed value of Contract, with coverage to continue until final acceptance of the Work by City. At the discretion of City, the requirement for such coverage may include additional protection for Earthquake and/or Flood. City shall be included as an insured on such policy, and Contractor shall provide the City with a copy of the policy. 11.3 Other Insurance Provisions. 11.3.1 Evidence of Insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and an additional insured endorsement for general liability. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current evidence of insurance shall be kept on file with City at all times during the term of this Contract. All of the executed documents referenced in this Contract must be returned within ten (10) working days after the date on the "Notification of Award," so that the City may review and approve all insurance and bond documentation. City reserves the right to require complete, certified copies of all required insurance policies, at any time. 11.3.2 General liability insurance provisions. Primary and excess or umbrella liability policies are to contain, or be endorsed to contain, the following provisions: 11.3.2.1 City, its elected or appointed officers, agents, officials, employees, and volunteers are to be covered as additional insureds as respects: liability arising out of activities performed by or on behalf of Contractor, including the insured's general supervision of Contractor; products and completed operations of Contractor; premises owned, occupied or used by Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City, its elected or appointed officers, officials, employees, agents or volunteers. Contractor shall submit to City a copy of the additional insured endorsement along with the required certificates of insurance. 11.3.2.2 Contractor's insurance coverage shall be primary insurance and/or primary source of recovery as respects City, its elected or appointed officers, agents, officials, employees and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Contractors operations or services provided to the City. Any insurance or self-insurance maintained by City, its officers, officials, Global Power Group, Inc. Page 7 employees and volunteers shall be excess of the Contractor's insurance and shall not contribute with it. 11.3.2.2 Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 11.3.3 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 11.3.4 Notice of Cancellation. Contractor agrees to oblige its insurance broker and insurers to provide to City with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days notice is required) or nonrenewal of coverage for each required coverage except for builder's risk insurance. The builder's risk policy will contain or be endorsed to contain a provision providing for thirty (30) days written notice to City of cancellation or nonrenewal, except for nonpayment for which ten (10) days notice is required. 11.3.5 Self -Insured Retentions. Contractor agrees not to self -insure or to use any self-insured retentions on any portion of the insurance required herein and further agrees that it will not allow any indemnifying party to self -insure its obligations to City. If contractor's existing coverage includes a self-insured retention, the self-insured retention must be declared to City. City may review options with the contractor, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. Contractor agrees to be responsible for payment of any deductibles on their policies. 11.3.6 Timely Notice of Claims. Contractor shall give City prompt and timely notice of any claim made or suit instituted arising out of or resulting from Contractor's performance under this Contract. 11.3.7 Waiver. All insurance coverage maintained or procured pursuant to this Contract shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers, or shall specifically allow Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 11.3.8 Enforcement of Contract Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. I Global Power Group, Inc. Page 8 11.3.9 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 11.3.10 City's Remedies. City shall have the right to order the Contractor to stop work under this Contract and/or withhold any payment(s) that become due to Contractor hereunder until Contractor demonstrates compliance with the requirements of this article. In the alternative, City may purchase the required coverage and charge Contractor the cost of the premiums or deduct the cost from Contractor's payments. 11.3.11 Coverage not Limited. All insurance coverage and limits provided by contractor and available or applicable to this Contract are intended to apply to the full extent of the policies. Nothing contained in this Contract or any other Contract relating to the city or its operations limits the application of such insurance coverage. 11.3.12 Coverage Renewal. Contractor will renew the coverage required here annually as long as Contractor continues to provide any Services under this or any other contract with the City. Contractor shall provide proof that policies of insurance required herein expiring during the term of this Contract have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Contractor's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five (5) days of the expiration of the coverages. 12. PREVAILING WAGES Pursuant to the applicable provisions of the Labor Code of the State of California, not less than the general prevailing rate of per diem wages including legal holidays and overtime Work for each craft or type of workman needed to execute the Work contemplated under the Contract shall be paid to all workmen employed on the Work to be done according to the Contract by the Contractor and any subcontractor. In accordance with the California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has ascertained the general prevailing rate of per diem wages in the locality in which the Work is to be performed for each craft, classification, or type of workman or mechanic needed to execute the Contract. A copy of said determination is available by calling the prevailing wage hotline number (415) 703-4774, and requesting one from the Department of Industrial Relations. The Contractor is required to obtain the wage determinations from the Department of Industrial Relations and post at the job site the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any subcontractor under him/her to comply with all State of California labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. Global Power Group, Inc. Page 9 13. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Contractor. Assignments of any or all rights, duties or obligations of the Contractor under this Agreement shall be permitted only with the express written consent of City. Contractor shall not subcontract any portion of the work to be performed under this Agreement without the written authorization of City. 14. WITHHOLDINGS City may withhold payment to Contractor of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Contract. Contractor shall not discontinue work as a result of such withholding. Contractor shall have an immediate right to appeal to the City Manager or his/her designee with respect to such disputed sums. Contractor shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 15. CONFLICTS OF INTEREST 15.1 The Contractor or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act'), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Contract, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 15.2 If subject to the Act, Contractor shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Contract by City. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. 16. NOTICES 16.1 All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, to City by Contractor and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first-class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attn: George Murdoch, Utilities General Manager Municipal Operations Department City of Newport Beach - Utilities Yard 3300 Newport Blvd. PO Box 1768 Newport Beach, CA 92658 Global Power Group, Inc. Page 10 Phone: 949-718-3432 Fax: 949-646-5204 16.2 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attention: Gerry La Fargue Global Power Group, Inc. 12060 Woodside Avenue Lakeside, CA 92040 Phone: 866-547-6937 Fax: 619-579-1166 17. TERMINATION 17.1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that parry shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 17.2 Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Contractor. In the event of termination under this Section, City shall pay Contractor for Services satisfactorily performed and costs incurred up to the effective date of termination for which Contractor has not been previously paid. On the effective date of termination, Contractor shall deliver to City all materials purchased in performance of this Agreement. 18. COMPLIANCE WITH ALL LAWS Contractor shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. 19. WAIVER A waiver by City of any term, covenant, or condition in the Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 20. INTEGRATED AGREEMENT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and Global Power Group, Inc. Page 11 agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 21. CONFLICTS OR INCONSISTENCIES In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services, the terms of this Agreement shall govern. 22. AMENDMENTS This Agreement may be modified or amended only by a written document executed by both Contractor and City and approved as to form by the City Attorney. 23. EFFECT OF CONTRACTOR'S EXECUTION Execution of this Agreement by Contractor is a representation that Contractor has visited the Project sites, has become familiar with the local conditions under which the Work is to be performed, and has taken into consideration these factors in submitting its Project proposal and Scope of Work. 24. CONTROLLING LAW AND VENUE The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 25. INTERPRETATION The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 26. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. 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 to Contractor under this Agreement. Global Power Group, Inc. Page 12 27. CLAIMS Unless a shorter time is specified elsewhere in this Contract, before making its final request for payment under the Agreement, Contractor shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Contractor's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Contractor in writing as unsettled at the time of its final request for payment. The Contractor and the City expressly agree that in addition to all claims filing requirements set forth in the Agreement, the Contractor shall be required to file any claim the Contractor may have against the City in strict conformance with the Tort Claims Act (Govt. Code §§ 900 et seq.). 28. 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, sex or age. 29. NO ATTORNEY'S FEES In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 30. COUNTERPARTS This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Global Power Group, Inc. Page 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: OFFICE F T CITY ATTORNEY Date: By: Leonie Mulvihill Assistant City Attorney ATTEST: �• l5I Date: CITY OF NEWPORT BEACH, A California mymicipal corporation Date: 5' /� //i Mark Harfnon ' Municipal Operations Director CONSULTANT: Global Power Group, Inc., a California corporon No By: By: Leilani I. Br wn City Clerk !9-47 j" President Date: Oq lat(f Yu �.� d WAMMIM = -•. • , �' • Attachments: Exhibit A — Scope of Services Exhibit B — Proposal and Schedule of Billing Rates Global Power Group, Inc. Page 14 "EXHIBIT A" Global Power GROUP, INC. Quarterly Preventative Maintenance 1. Inspect enclosure for debris and corrosion, we will clean and spot paint to prevent corrosion. 2. Starting batteries will be cleaned and electrolyte levels and specific gravity will be checked. 3. Battery charging system will be checked for proper operation. 4. Inspect fuel, oil, and coolant systems for leaks. 5. All fluid levels will be checked and topped -off as necessary (fuel at an additional cost). 6. Governor system and linkage will be checked for binding and proper operation. 7. Air cleaners will be checked and if necessary recommendations made for replacement. 8. Engine block heater(s) and associated plumbing will be checked for proper operation. 9. All belts will be checked for proper tension, signs of age and wear. 10. Radiator will be checked externally for debris, leaks, or corrosion. 11. Coolant will be tested with a coolant test strip. 12. Radiator will be pressure tested and cap and seal will be checked for cracks and wear. 13. All cooling system boles will be checked for defects. 14. Check all electrical connections, switches, gauges, and bulbs for proper operation. 15. Equipment will be checked for abnormal speed, operation, vibration, and noises. 16. Automatic transfer switches will be visually inspected for defects. 17. Check automatic transfer switch and generator for bad connections with an infrared gun. 18. Upon owners approval, we will simulate power failure and test the system for proper operation. 19. GPG Service Technicians will enter generator start and stop time in logbook. "OUR BUSINESS IS POWERING YOUR BUSINESS° --3-- "EXHIBIT A" a All • Global Power GROUP, INC. Annual Maintenance Services (Once per year) 1. Perform the inspections noted above. 2. Change engine lubricating oil and oil filters. 3. Change engine fuel filters. 4. Change engine air cleaner element(s). 5. Change coolant filters. 6. Obtain oil and coolant sample for analysis by fluid testing laboratories. 7. Dispose of hazardous wastes from our maintenance service. Additional Services Additional services are performed as applicable to each piece of equipment. Load Bank Test All units are load banks tested at the manufactures recommendation of once per year in which the generator is tested on full load for one hour and monitored to ensure proper operation. Fuel Polishing Fuel polishing is a procedure performed at the annual service that removes water, bacteria, and sediment from your fuel tank. These contaminants occur naturally over time and may also be caused by poor fuel quality. We take a sample of your fuel to determine the condition of the fuel. If to much water is present the water will be pumped out first. The polishing equipment circulates the fuel through a filtering system at a high rate of speed. During the procedure we are sampling the fuel to ensure a proper polish. Switch Gear and Automatic Transfer Switch Inspection Services The automatic transfer switch is the most critical piece of equipment in your emergency power system. It's the device that connects your facility to your emergency generator. This device is inspected once per year to ensure proper operation. "OUR BUSINESS IS POWERING YOUR BUSINESS" --4-- "EXHIBIT A" ,t Global Power GROUP, INC. Planned Maintenance Proposal — Terms and Conditions This agreement provides that GPG will perform the aforementioned service items that should enhance the service life of the equipment and avoid the premature failure of your equipment. This assumes that there were no material defects or manufacmtting flaws in design and/or production of your equipment when this agreement is initiated. This Planned Maintenance Agreement is neither a contract of performance nor a guarantee that the equipment identified in this proposal will operate to its specific performance standards 1001/6 of the time while under the care of GPG. To initiate the above Planned Maintenance Agreement, please sign below and return one copy to GPG. Keep the other copy for your files. Unless otherwise agreed, this agreement shall remain in effect for a minimum of one year and will automatically renew annually, with a 3% increase. A written 30 -day notice is required for a price change above 3%, or for cancellation of services. All prices quoted in this proposal are valid for thirty (30) days. At the customers' request, GPG shall provide evidence of insurance coverage for general liability (including an additional insured endorsement in favor of owner) and workers' compensation. Unless otherwise stated, all invoices will be mailed to the billing address after PM services are completed All invoices are due net 30 days from invoice, with approval of credit. I fully understand the responsibilities contained within the above proposal and accept the terms, conditions and owner/operator's responsibilities of the above agreement By signing below the undetsigned authorizes Global Power Group, Inc. to make such inquiries as are necessary to obtain credit information and authorizes banks or suppliers to release information regarding their account Accepted By: Signature Print Full Name on tris day of 20_ PO# Ext.201 - Dispatch....................................................................... Service and Fuel Scheduling Issues Ext205 — Sal Martorana.......................................................Equipment Sales, Installations and Rentals Eat208 — Mike Luna............................................................................................Service Manager Ext203 —Juan Mercado- Accounts Manager ....................................................Service and PM Agreements Ext202 — Gerry Lafatgue — Service Contracts Manager......................................Service and PM Agreements Ext.207 — Chuck Knez................................................................. Parts Department and Service Sales Emergency Generator 24 Hour Hotline, Dial Main Number (866) 547-6937. "OUR BUSINESS IS POWERING YOUR BUSINESS" --5-- "EXHIBIT A" Global Power G ROUP, 1 N C . • 1 • Generator Monito 'nv Service Expedites emergency response time. A stand alone system with internal battery back-up. Web based security system which monitors building power, generator power, and generator faults. Exclusive customer driven interactive web page containing equipment run log and service information. Low monthly maintenance fee. Digsel Fuel Delivelyyr EPA approved California Red Dye #2 low sulfur diesel fuel. Fuel rates quoted daily. Please call for current pricing. Additional charge for legally inaccessible fuel tanks. Generator Rentals 20kW to 2 Megawatt for special events or planned outages. Delivery and installation, including cable and temp -power boxes. l•n aced Scanning Se we3 Equipment is owned not rented, provides competitive pricing. Level Two Thermographer on staff. This service can be used to save electricity, prevent utipredicted circuit failure, and bench mark all equipment. Troubleshooting is more accurate and allows the owner to predict future maintenance needs. Electrical Services Tum- key installations, UPS systems, consulting and design, system upgrades, and electrical system troubleshooting by our state certified electricians. Note: If at any time you are not completely satisfied with our services please do not hesitate to call me and discuss any problem with the terms of this contract or the performance of our staff. Sincerely, Salvatore Mattorana Global Power Group, Inc. 202 Greenfield Drive, Suite C, EI Cajon ,CA 92020 "OUR BUSINESS IS POWERING YOUR BUSINESS" --6-- EXHIBIT A — SCOPE OF SERVICES CITY OF NEWPORT BEACH Request for Proposal GENERATOR MAINTENANCE & REPAIR SERWCES Attachment D. Proposal Form Quarterly rnspeeffons Annuallnspecftij, Emergency Services $ r anrwrn Per attached rate sheet Quaft riytnsppctons: Please propose your rate per :quarterly inspection for all units to be Inspected and seiviced per the attached equipment fist. Annual Inspection: Please propose your rate for the annual inspection, which.indudes.all the items for the Quarterly Inspection/Service and the additional annual items, Emem&tcy Serolces: Please provide a "rate sheet for hourly. rate's for additional services Including emergency. response palls.. The undersigned agrees to keep,any.and aN.pricing proposed, in this bid document firm kr a periodof ninety ( 90) days. in the event your firm IS sefectedes the corib'aOM ars offidal City confiactfagreement wili.be drafted to protract this pricing for ft duration of the c.OnWct period. _ -I Ii — Sign a i5at Generator Maintenance & Repair RFP Page 17 EXHIBIT B - BILLING RATES All Pricing Is Per Hour Contract Rate Standard Rate Labor ST ffi $5.00 $ 95.00 Labor OT $ 127.50 $ 142.50 Labor DT $ 160.00 $ -190.00 Labor holiday 225.00 $ -255.00 4 hour minimum Mileage First 75 Moes $ 1.00 $ 3.25 Mileage Each Additional Mile $ 6.55 Shop Si. OT', QT' Are Same As Standard Rates $ 95.00 :S 95.00 Electriast 80.00" .85.00"' No mileage or !ravel chat Fuel Deliveries ST under,50 gat $ 45.00 $ 45.00 Fuel Deliveries ST Over 50 al No Charge No Charge Fuel Deliveries. OT & Saturday $ 60.00 $ 60,00 4 hour miMmum Fuel Deliveries Sunday $75.00 SW 4 hour minimum Fuel Deliveries Honda $ 185:00 $ 235.00 4 hour.minimum Rentals Delivery ST"` $ 75.00 $ 75.60 Rentals Dellve q or, $ 112.50 $ 112.50 Rentaia Delivery DT*' $ 150:00 $ 150.00 Load Oankrestinim tO.100k%w. $ 125:00 $ 150.00 4 hour minimum Load Bank Testing 101.600kW "' $ 175.00 $ 200.00 4 hour minimum Load Bank Testis (6011-1000W)"* $ 225.00 250.00 4 hour minimum Load Bank Testis 1060.250okM 4° $ 275.00 $ 300.00 4 hour minimum Fuel Polish(per .hour " $ 120.00..$ 120.00 Haaardous Waste Disposal 1 3% of all billable parts -and -labor NTE $30:00 't Hour Minimum Per Hour Portal to Portal Per Day. During Nomral Business Hours. No Mileage Charge '^' The First Filters: Are. Included: Each Additional Filter is $25 00