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HomeMy WebLinkAboutC-6057 - On-Call M/RSA for Garage Door Maintenance and Repair Services14 AMENDMENT NO. TWO TO ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT 9 WITH VORTEX INDUSTRIES, INC. FOR J GARAGE DOOR MAINTENANCE AND REPAIR SERVICES THIS AMENDMENT NO. TWO TO ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this 30th day of August, 2017 ("Effective Date'), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and VORTEX INDUSTRIES, INC., a California corporation ("Contractor'), whose address is 3198-M Airport Loop Drive, Costa Mesa, California 92626, and is made with reference to the following: RECITALS A. On February 19, 2015, City and Contractor entered into an On -Call Maintenance/Repair Services Agreement ("Agreement") to engage Contractor to perform on-call maintenance and /or repair services for City ("Project"). B. On February 28, 2017, City and Contractor entered into Amendment No. One to the Agreement ("Amendment No. One") to extend the term of the Agreement to February 18, 2018. C. The parties desire to enter into this Amendment No. Two to reflect an unanticipated increase in the volume of Services not included in the Agreement, as amended, and to increase the total compensation. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: it #1*1J,I :J 4.69si11[0li!III INX001ZIt:7_Cei[el 4 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 hereto as Exhibit B and incorporated herein by reference. Contractor's compensation for all Services performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed One Hundred Twenty Thousand Dollars and 00/100 ($120,000.00), without prior written authorization from City. 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 subconsultant fees, in an amount not to exceed Forty Five Thousand Dollars and 00/100 ($45,000.00). 2. 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] Vortex Industries, Inc. Page 2 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATT RN Y'S OFFICE a California municipal corporation Date: l ! _ Date: By: By: C�(/'► AarHarp LA lri-lr�-- Dave Kiff Ci y orney City Manager ATTEST: Date: By: 07`zvt er4ilani, Brown City Clerk CONTRACTOR: VORTEX INDUSTRIES, INC., a California corporation Date: Signed in Counterpart By: Mike Kattan President Date: Signed in Counterpart Bv: Gene Salas Chief Financial Officer [END OF SIGNATURES] Vortex Industries, Inc. Page 3 IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTC�RN Y'S OFFICE a Californi municipal corporation Date: 17 17 Date: 2- i By: By: C4g Aar. Harp �M 0IrIM11- Dave Kiff Ci;y rney City Manager ATTEST: Date: Leilani I. Brown City Clerk CONTRACTOR: VORTEX INDUSTRIES, INC., a California corporation Date: By:i`��G Mike Kattan President Date: /'Z`f I 'Z 1-7 C� By: Ge S s Chief Financial Officer [END OF SIGNATURES] Vortex Industries, Inc. Page 3 t\ 0 AMENDMENT NO. ONE TO V ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT WITH VORTEX INDUSTRIES, INC. FOR GARAGE DOOR MAINTENANCE AND REPAIR SERVICES THIS AMENDMENT NO. ONE TO ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT ("Amendment No. One') is made and entered into as of this 28th day of February, 2017 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and VORTEX INDUSTRIES, INC., a California corporation ("Consultant'), whose address is 3198-M Airport Loop Drive, Costa Mesa, California 92626, and is made with reference to the following: RECITALS A. On February 19, 2015, City and Consultant entered into an On -Call Maintenance/Repair Services Agreement ("Agreement') for on-call maintenance and/or repair services for City ('Project'). B. The parties desire to enter into this Amendment No. One to extend the term of the Agreement to February 18, 2018. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: 'The term of this Agreement shall commence on the Effective Date, and shall terminate on February 18, 2018, unless terminated earlier as set forth herein." 2. 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] IN WITNESS WHEREOF, the parties have caused this Amendment No. YES to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S Of FICE Date: OWN - Aaron City Attorney ATTEST: Date: By: &1W—' 6g?t=— Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California muni ipal corporation Date: 7 By: ?4 Chip Duncan Acting Fire Chief CONSULTANT: VORTEX INDUSTRIES, INC., a Californi corporation Date: ..� I') IZ o : 7 By: ��a/40�00"GiC Mike Kattan President Date: -�; 15 1 'zo ' 7 Chief Financial Officer [END OF SIGNATURES] Vortex Industries, Inc. Page 2 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 2/10/15 Dept./Contact Received From: Angela Date Completed: 2/25/15 Sent to: Angela By: Chris Company/Person required to have certificate: Vortex Industries Type of contract: All Others I. GENERAL LIABILITY EFFECTIVE/EXPIRATION DATE: 7/1/14-7/1/15 A. INSURANCE COMPANY: Old Republic Insurance Company B. AM BEST RATING (A-: VII or greater): A+;XI C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? S Yes ❑ No D. LIMITS (Must be $1 M or greater): What is limit provided? 1,000,000/2,000,000 E. ADDITIONAL INSURED ENDORSEMENT— please attach S Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must (What is limits provided?) include): Is it included? (completed Operations status does F. PRIMARY & NON-CONTRIBUTORY WORDING (For Waste not apply to Waste Haulers or Recreation) S Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND G. HIRED AND NON -OWNED AUTO ONLY: COMPLETED OPERATIONS ENDORSEMENT (completed H. NOTICE OF CANCELLATION: Operations status does not apply to Waste Haulers) N Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? N Yes ❑ No I. PRIMARY & NON-CONTRIBUTORY WORDING (Must be included): Is it included? N Yes ❑ No J. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence' wording? ❑ Yes S No K. ELECTED SCMAF COVERAGE (RECREATION ONLY): S N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A N Yes ❑ No II. AUTOMOBILE LIABILITY EFFECTIVE/EXPIRATION DATE: 7/1/14-7/1/15 A. INSURANCE COMPANY: Old Republic Insurance Company B. AM BEST RATING (A-: VII or greater) A+:XI C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? N Yes ❑ No D. LIMITS - If Employees (Must be $1 M min. BI & PD and $500,000 UM, $21M min for Waste Haulers): What is limits provided? 1,000,000 E LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided?) N/A F. PRIMARY & NON-CONTRIBUTORY WORDING (For Waste Haulers only): S N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ❑ Yes S No H. NOTICE OF CANCELLATION: ❑ N/A S Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE/EXPIRATION DATE: 7/1/14-7/1/15 A. INSURANCE COMPANY: Old Republic Insurance Company B. AM BEST RATING (A-: VII or greater): A+;XI C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No D. WORKERS' COMPENSATION LIMIT: Statutory ® Yes ❑ No E. EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater) 1,000,000 F. WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: ® NIA ❑ Yes ❑ No H. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED N. PROFESSIONAL LIABILITY V BUILDERS RISK HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO, WHICH ITEMS NEED TO BE COMPLETED? 2/25/15 Agent of Alliant Insurance Services Date Broker of record for the City of Newport Beach ® N/A ❑ Yes ❑ No ® NIA ❑ Yes ❑ No ® N/A ❑ Yes ❑ No ® Yes ❑ No RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than _; Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No Reason for Risk Management approval/exception/waiver: Approved: Risk Management * Subject to the terms of the contract. AIDD l.• CERTIFICATE OF LIABILITY INSURANCE GATE (MM DDf(YYY) 6117/2016 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(les) 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 endorsement(s). PRODUCER Arthur J. Gallagher& Co. Insurance Brokers of CA, Inc. LIC #0726293 18201 Von Karman Ave Suite 200 NTACT ME: Arthur J. Gallagher & Company CIAO PHONE .949-349-9800 FAX .949-349-9962 E4AIL INSURERS AFFORDING COVERAGE NAIC e Irvine CA 92612 INSURER A:Old Republic Insurance Company 24147 INSURED VORTIND-01 INSURER B:GreatAmerican Insurance Company 16691 INSURER C: VORTEX INDUSTRIES, INC. VORTEX COLORADO, INC. 20 Odyssey INSURER 0 Irvine CA 92618 INSURER E: INSURER F: C OVFRAGPQ rPOTIFICATF Id"MRFR• 853844480 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. CTR TYPE OF INSURANCE ADDLSUBR POLICY NUMBER POLICY IM OIDY� MMJDOLJDY� LIMITS A X COMMERCIAL GENERAL LIABILITY Y MWZY30779900 7/111016 7/1/2017 EACH OCCURRENCE $1,000,000 PREMISES Ea occur0n $100,000 CLAIMS -MADE FxI OCCUR MED EXP (Any we person $5,000 PERSONAL S ADV INJURY $11000,000 GEN -L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG $2,000,000 POLICY El PRI 7LOC Ultimate Gen Agg $10,000,000 OTHER: A AUTOMOBILE LIABILITY Y MWTB30780000 7/112016 7/112017 Ea acdtlent $1,000,000 BODILY INJURY (Per person) $ ANY AUTO BODILY INJURY (Perawiden0 $ ALL OO NED SACOEDULED PR MA E $ Per acddent HIRED AUTOS X NON -OWNED AUTOS Ix E B X UMBRELLA LIAR X OCCUR 700033756503 7/112016 71112017 EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 EXCESS LIAR CLAIMS -MADE DEO X RETENTION$ 10,000 I $ A WORHERSCOkIPENSATION AND EMPLOYERS LIABILRY ANY PROPRIETOWPARTNEMPECUOVE YIN OFFICERIMEMBER EXCLUDED? (Mandatory In NH) NIA y MWC31779600 7/1/2016 7/1/2017 X I SEA E ERµ E.L. EACH ACCIDENT $1,000,000 E.L DISEASE -EA EMPLOYEE $1,000,000 E.L DISEASE -POLICY LIMIT $1,000,000 H Yes, cescribe under DESCRIPTIONOFOPERATIONSbelow DESCRIPTION OF OPERATIONS/ LOCATIONS / VEHICLES (ACORD 101, Addidwal Remarks Schedule, may be attached If more space Is required) Certificate holder is included as additional insured/primary non-contributory on the general liability policy, per the attached forms CG20100413, CG20370413 and CG20010413. Certificate holder is included as additional insured on the auto liability policy, per the attached form CA20481013. Waiver of subrogation applies to the certificate holder on the workers compensation, per the attached form WC040306. RE: On -Call Maintenance and Repair for Garage Door Maintenance and Repair for the City of Newport Beach Fire Department. Certificate Holder(s) Continued: The City of Newport Beach, its officers, officials, employees and volunteers. CPRTIFICATF NOI OFR CANCELLATION © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Newport Beach; its officers, agents, employeesand THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN volunteers ACCORDANCE WITH THE POLICY PROVISIONS. P.O. Box 1768 330 Newport Blvd. Newport Beach CA 92658-8915 USA AUTHORIZED REPRESENTATIVE © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: MWZY30779900 COMMERCIAL GENERAL LIABILITY CG 20 10 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Locations Of Covered Operations All persons or organizations as required by written contract or The locations as specified in the written contracts or agreements agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. 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. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: 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. CG 20 10 04 13 0 Insurance Services Office, Inc., 2012 Page 1 of 2 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits Insurance shown in the Declarations; whichever is less. This endorsement shall not increase applicable Limits of Insurance shown in Declarations. of the the Page 2 of 2 © Insurance Services Office, Inc., 2012 CG 2010 04 13 POLICYNUMBER: MKTB30780000 COMMERCIAL AUTO CA 20 40 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement Modifies Insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement Identifies person(s) or organization(s) who are'lnsureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is Indicated below. Namedlnsured: Vortex Industries, Inc. , Vortex Colorado, Inc. Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): All persons or organizations where required by written contractor agreement the Each person or organization shown In the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualities as an "insured" under the Who Is An Insured provision contained in Paragraph A.I. of Section Il — Covered Autos Liability Coverage In the Business Auto and Motor Canter Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 0 Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: MWC30779800 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be otherwise due on such remuneration. PERSON OR ORGANIZATION AS REQUIRED PER CONTRACT SPECIFICATIONS TO THE EXTENT ALLOWABLE BY LAW % of the California workers' compensation premium SCHEDULE JOB DESCRIPTION ON FILE WITH COMPANY ©1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms Manual © 1999. INSURED GC Y POLICY #: MWZY30779900 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - � OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETEO OPERATIONS LIABILITY COVERAGE PART The following Is added to the Other Insurance (2) You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the This insurance Is primary to and will not seek additional insured. contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional Insured Is a Named Insured under such other insurance; and I CG 20 0104 13 0 Insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: MWZY30779900 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Com feted Operations All persons or organizations as required by written contract The locations as specified in the written contracts or or agreement agreements Information required to complete this Schedule if not shown above will be shown in the Declarations. 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" 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". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20 37 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 f`- G ON -CALL MAINTENANCE /REPAIR SERVICES AGREEMENT WITH VORTEX INDUSTRIES, INC. FOR GARAGE DOOR MAINTENANCE AND REPAIR SERVICES THIS ON -CALL MAINTENANCE /REPAIR SERVICES AGREEMENT ( "Agreement ") is made and entered into as of this 19th day of February, 2015 ( "Effective Date "), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and VORTEX INDUSTRIES, INC., a California corporation ( "Contractor'), whose address is 3198 -M Airport Loop Drive, Costa Mesa, California 92626, 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 desires to engage Contractor to perform on -call maintenance and /or repair services for City ( "Project "). C. Contractor possesses the skill, experience, ability, background, certification and knowledge to provide the maintenance and/or repair services described in this Agreement. D. Contractor has examined the location of all proposed work, carefully reviewed and evaluated the specifications set forth by City for the Project, is familiar with all conditions relevant to the performance of services, and has committed to perform all work required for the compensation specified in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the Effective Date, and shall terminate on February 28, 2017, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED 2.1 Contractor shall perform the on -call services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ( "Services" or "Work "). Upon written request from the Project Administrator as defined herein, Contractor shall provide a letter proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal "). The Letter Proposal shall include the following: 2.1.1 A detailed description of the Services to be provided; 2.1.2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; and 2.1.3 The estimated number of hours and cost to complete the Services; 2.1.4 The time needed to finish the specific project. 2.2 No Services shall be provided until the Project Administrator has provided written acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall diligently perform the duties in the approved Letter Proposal. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Contractor shall perform the Services in accordance with the schedule included in Exhibit A and the Letter Proposal. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Contractor to strictly adhere to the schedule set forth in Exhibit A and the Letter Proposal, if any, or 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 within two (2) calendar days of the occurrence causing the delay to the other party 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 defined herein, not later than two (2) 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 fax, hand - delivery or mail. 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 Letter Proposal and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Except as otherwise provided herein, no rate changes shall be made during the term of this Agreement without the prior written approval of City. Contractors compensation for all Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed Seventy Five Thousand Dollars and 001100 ($75,000.00), without prior written amendment to the Agreement. Vortex Industries, Inc. Page 2 4.2 Contractor shall submit monthly invoices to City describing the Work performed the preceding month. Contractor's bills shall include the name and /or classification of employee who performed the Work, a brief description of the Services performed and /or the specific task in the Scope of Services 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) calendar days after approval of the monthly invoice by City staff. 4.3 City shall reimburse Contractor only for those costs or expenses specifically identified in Exhibit B to this Agreement and the Letter Proposal, or specifically approved in writing in advance by City. 4.4 Contractor shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with Exhibit B and the Letter Proposal. 5. PROJECT MANAGER 5.1 Contractor shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Contractor has designated Brian Newberry to be its Project Manager. Contractor shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. 5.2 Contractor, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Contractor warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION This Agreement will be administered by the Fire Department. City's Administrative Manager, Fire Department or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Contractor in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Contractor, one copy of all Vortex Industries, Inc. Page 3 existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Contractor's Work schedule. 8. TYPE AND INSTALLATION OF MATERIALS /STANDARD OF CARE 8.1 Contractor shall use only the standard materials described in Exhibit A in performing Services under this Agreement. Any deviation from the materials described in Exhibit A shall not be installed or utilized unless approved in advance and in writing by the Project Administrator. 8.2 All of the Services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with highest industry standards. All Services shall be performed by qualified and experienced personnel who are not employed by 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 industry standard. 8.3 Contractor represents and warrants to City that it has, shall obtain and shall keep in full force and effect during the term hereof, 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. Contractor shall maintain a City of Newport Beach business license during the term of this Agreement. 8.4 Contractor shall not be responsible for delay, nor shall Contractor be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Contractor's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. RESPONSIBILITY FOR DAMAGES OR INJURY 9.1 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 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 subcontractors, or its workers, or anyone employed by either of them. 9.2 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 subcontractor or supplier selected by Contractor. 9.3 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 Vortex Industries, Inc. Page 4 property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorneys' 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 or any or all of them). 9A 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 attorneys' 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 Contractor. 9.5 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 by Contractor or its agents. 9.6 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. 9.7 The rights and obligations set forth in this Section shall survive the termination of this Agreement. 10. INDEPENDENT CONTRACTOR It is understood that City retains Contractor on an independent contractor basis and Contractor is not an agent or employee of City. The manner and means of conducting the Work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the expressed 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 any of 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 Vortex Industries, Inc. Page 5 Contractor as to the details of the performance of the Work 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. 11. COOPERATION 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 Contractor on the Project. 12. CITY POLICY Contractor shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Contractor is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. 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 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. 15. 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 Agreement shall be paid to all workmen employed on the Work to be done according to the Agreement 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 Agreement. 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 Vortex Industries, Inc. Page 6 labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. 16. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Contractor. Control means fifty percent (50 %) or more of the voting power or twenty -five percent (25 %) or more of the assets of the corporation, partnership or joint - venture. 17. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A and the Letter Proposal. Contractor shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 18. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Contractor, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Contractor or any other party. Contractor shall, at Contractor's expense, provide such Documents to City upon prior written request. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. Vortex Industries, Inc. Page 7 20. RECORDS Contractor shall keep records and invoices in connection with the Services 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. 21. 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 Agreement. 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. 22. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS City reserves the right to employ other contractors in connection with the Project. 23. CONFLICTS OF INTEREST 23.1 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 Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 23.2 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 Agreement by City. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. 24. NOTICES 24.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third Vortex Industries, Inc. Page 8 business day after the deposit thereof in the United States mail, postage prepaid, first - class mail, addressed as hereinafter provided. 24.2 All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attn: Administrative Manager, Fire Department Fire Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 24.3 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attn: Brian Newberry Vortex Industries, Inc. 3198 -M Airport Loop Drive Costa Mesa. CA 92626 25. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this 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. Contractor and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Contractor shall be required to file any claim Contractor may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 26. TERMINATION 26.1 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 party 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, and thereafter diligently take steps to cure the default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. Vortex Industries, Inc. Page 9 26.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than 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 reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 27. LABOR 27.1 Contractor shall conform with all applicable provisions of state and federal law including, but not limited to, applicable provisions of the federal Fair Labor Standards Act ( "FLSA ") (29 USCA § 201, et seq.). 27.2 Whenever Contractor has knowledge that any actual or potential labor dispute is delaying or threatens to delay the timely performance of this Agreement, Contractor shall immediately give written notice to City, and provide all relevant information. 27.3 Contractor represents that all persons working under this Agreement are verified to be U.S. citizens or persons legally authorized to work in the United States. 27.4 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 from loss or damage, including but not limited to attorneys' fees, and other costs of defense by reason of actual or alleged violations of any applicable federal, state and local labor laws or law, rules, and/or regulations. This obligation shall survive the expiration and /or termination of the Agreement. 28. STANDARD PROVISIONS 28.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. 28.2 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. In addition, all Work prepared by Contractor shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 28.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. Vortex Industries, Inc. Page 10 28.4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 28.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 28.6 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. 28.7 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. 28.8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 28.9 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, State of California. 28.10 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, age or any other impermissible basis under law. 28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 28.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] Vortex Industries, Inc. Page 11 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: Z / By: A ro C. Harp c4M of p )r City Attorney CITY OF NEWPORT BEACH, a California mgi8igl moration Date: 092015 By: Scott Poster Fire Chief ATTEST: / CONTRACTOR: Vortex Industries, Inc. , Date: �,.1� a California corporation Date: By: kiv-z Leilani I. Brown City Clerk Signed in Counterpart By: Mike Kattan President Date: Signed in Counterpart By: Gene Salas Chief Financial Officer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Vortex Industries, Inc. Page 12 Ill 11111TNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: Aaron'C. Harp City Attorney ATTEST: Date: By. Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California mKIH, FrPoration Date: F 092015 By: -- Scott Poster Fire Chief CONTRACTOR: Vortex Industries, Inc. , a California c rpora ion Date: -Z Z By: Mike'Kattan President Date: By4nalo*�---- Chief Financial Officer [END OF SIGNATURES] Atk ci nients: Exhibit A - Scope of Services Exhibit B - Schedule of Billing Rates Exhibit C - Insurance Requirements �, i-�:..�: .:.: - .......- z �_e'��eJ4:J.,'_"LZYa��CY�:.TISY:At1'_3•vdnaY+l:Qi`..�.:e�,+pnG�•..c2Kci-n[tvuW':,yteai'vuT.ln<Sehxctu� . .::.. •• _ •• ' �Gti:t++i�L'13C'.�pSR11TTi:LTL.. :YT4�.i'l Vortex Industries, Inc. Page 12 EXHIBIT A SCOPE OF SERVICES Vortex Industries, Inc. Page A -1 EXHIBIT A— SCOPE OF SERVICES 1. INTENT The intent of these specifications is to provide full and complete details of preventative maintenance and time critical as- needed repair services for apparatus doors for the City's eight (8) Fire Stations and (2) Lifeguard Headquarters outlined below. Ensuring that all apparatus doors are continuously in good working order is critical to daily operations. Emergency vehicles including Fire Engines, Fire Trucks, and Medic Vans must be able to quickly exit through the apparatus doors when an emergency call comes in. Ensuring that emergency vehicles can enter and exit Fire Department facilities is a critical component of these services. FACILITY ADDRESS Balboa Peninsula Fire Station #1 110 E. Balboa Blvd. Lido Fire Station #2 475 32nd St. Fashion Island Fire Station #3 868 Santa Barbara Drive Balboa Island Fire Station #4 124 Marine Ave. Corona Del Mar Fire Station #5 410 Marigold Mariners Fire Station #6 1348 Irvine Ave. Santa Ana Heights Fire Station #7 20401 Acacia St. Newport Coast Fire Station #8 6502 Ridge Park Road Lifeguard Headquarters 70 Newport Pier Corona del Mar Lifeguard Headquarters 3001 Ocean 2. DESCRIPTION OF PROJECT Furnish all labor, equipment, materials, and supervision to perform apparatus door maintenance as described herein including, but not limited to, the following: • Preventative Maintenance • As- Needed Repairs 3. WORKING HOURS Normal working hours under the contract shall be between the hours of 7:00 AM and 4:00 PM. However, Fire Department facilities operate on a 24/7 basis and weekend or after hours emergency work may be needed. No afterhours work is to be scheduled without the prior written permission (email is acceptable) from the City, unless it is an emergency situation. 4. BILLING AND INVOICING Any and all invoices submitted to the City for work performed related to this Agreement shall be itemized based on labor and materials. 5. LEVEL OF MAINTENANCE All work shall be performed in accordance with the HIGHEST INDUSTRY STANDARDS, as stated in the enclosed maintenance specification description. Standards and frequencies may be modified from time to time as deemed necessary by the City for the proper maintenance of the sites. If, in the judgment of the City, the level of maintenance is less than that specified herein, the City shall, at its option, in addition to or in lieu of other remedies provided herein, withhold appropriate payment from the Contractor until services are rendered in accordance with specifications set forth within this document and providing no other arrangements have been made between the Contractor and the City. Failure to notify of a change and /or failure to perform an item or work on a scheduled day may, at the City's sole discretion, result in deduction of payment for that date, week, or month. Payment will be retained for work not performed until such time as the work is performed to City standard. The Contractor is required to correct deficiencies within the time specified by the City. If noted deficient work has not been completed, payment for subject deficiency shall be withheld for current billing period and shall continue to be withheld until deficiency is corrected, without right to retroactive payments. 6. PREVENTATIVE MAINTENANCE The selected contractor shall perform the following preventative maintenance tasks: • Check all cables, springs and pull down ropes or chains for wear and safe operation. • Check all tracks, rollers, bearings, hinges, drums and motors for safe efficient operation. • Check all door activation devices are functioning (open, close, stop) • Ensure all safety devices, and sensors are operating and functioning properly. • Tighten all fasteners as needed. • Check all safety edges, if so equipped. • Check all weather seals in an effort to improve energy efficiency. • Grease and /or oil all parts as needed. • All doors shall be lubricated as required for a smooth and functional operation. • Inspect all key switches /boxes to ensure properly functioning. • Make sure all warning tags and stickers are in place, updated and legible. • Provide written recommendations and estimated cost for repairs beyond normal preventive maintenance service including itemized cost of all parts and labor. • Furnish onsite documentation of all preventative maintenance and repair work for parts descriptions, cost, and labor to City Representative. • Provide all tools necessary to perform service including equipment lifts and man lifts. • Provide telephone numbers for after - hours, weekend and holiday emergency service. 7. REPAIR SERVICES When an apparatus door is problematic or inoperable, the Fire Facilities Coordinator will evaluate the problem and determine if the contractor is needed. In an afterhours or emergency situation, a City representative (Battalion Chief or Station Captain) may make the call. When called upon for as- needed repair services, the Contractor shall provide the following repairs and perform the work as necessary in accordance with the following: • Provide 24 -hour emergency service. A licensed and trained technician will respond within one (1) hour by phone and be onsite within two (2) hours of service request. • Provide and respond will all vehicles, lifts, and tools needed to complete the requested repair. • Maintain an inventory of all routine parts and supplies necessary to complete repairs on the facilities under this contract. All parts of doors shall include, its operating mechanism, for both electrical and manual, frames, guides, brackets, rollers, cables, rails, and securing hardware and anything else that is required for a fully functional and operational door. • After an initial evaluation, technician shall provide the City Representative with an assessment including the recommended repair work (parts descriptions, cost, and labor) and the estimated time to complete the repair. All effort shall be made to complete the repair on the first visit. • All replacement counter balance shafts shall be solid metal. No hollow metal shafts will be allowed. • All replacement counter balance steel springs shall be of sufficient size to assure long life expectancy. The intention of these Special Provisions is to provide complete repair and maintenance of the City's roll up doors, screens, and bi -fold doors to assure that all doors are fully functional and operational. Any other such items or details, not mentioned above, that are required to keep all doors in good working order in accordance with the Standards of the industry. When the need for repair services arises on a non - emergency basis, the City shall request in writing, the necessary maintenance repair services required in adequate detail. Contractor shall then provide a written proposal for Services requested by the City (hereinafter referred to as the "Written Proposal "). The Written Proposal shall include the following: • A detailed description of the Services to be provided; The estimated number of hours and cost to complete the Services; and The time needed to finish the specific Project. • City will assess the Written Proposal to ensure that services and costs proposed are commensurate with those provided in the Contractor's RFP response. No services shall be provided until the City has provided written acceptance of the Written Proposal. Once authorized to proceed, Contractor shall diligently perform the duties in the approved Written Proposal. After -Hours shall be Monday through Friday 4:00 PM to 7:00 AM, and Holidays listed below. • New Year's Day ■ Memorial Day • Independence Day • Labor Day • Thanksgiving Day • Christmas Day Weekend Hours shall be Friday at 4:00 PM to 7:00 AM Monday. EXHIBIT B SCHEDULE OF BILLING RATES Table B -1: Quarterlv Preventative Maintenance (based on prevailing wage) Location Address Quantity of Doors Quarterly Price Annual Total Fire Station 1 110 E. Balboa Blvd. 2 $149.95 $599.80 Fire Station 2 475 32nd St. 2 $149.95 $599.80 Fire Station 3 868 Santa Barbara Drive 4 $174.95 $699.80 Fire Station 4 124 Marine Ave. 4 $174.95 $699.80 Fire Station 5 410 Marigold 1 $149.95 $599.80 Fire Station 6 1348 Irvine Ave. 2 $149.95 $599.80 Fire Station 7 1 20401 Acacia St. 4 (folding) $174.95 1 $699.80 Fire Station 8 6502 Ridge Park Road 2 1 $149.95 $599.80 Lifeguard HQ 70 Newport Pier 3 $149.95 $599.80 CDM LG HQ 13001 Ocean 1 $149.95 $599.80 Total for All Locations $6,298.00 Table B -9: As- Needed Repair Services (based on prevailing wage) Repair Services Rates Regular Hourly Rate $88.00 (Per Technician) Minimum Hours 0 After -Hours Rate $132.00 Per Technician Minimum Hours 0 Weekend Rate $132.00 (Per Technician) Minimum Hours 0 Holidays see scope) $132.00 (Per Technician) Minimum Hours 0 Vortex Industries, Inc. Page B -1 EXHIBIT C INSURANCE REQUIREMENTS — MAINTENANCE /REPAIR/JANITORIAL SERVICES 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. 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. 3. Coverage Requirements. A. 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, agents, employees and volunteers. B. 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. 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). C. 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 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 Vortex Industries, Inc. Page C -1 S 5. vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. 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 subconsultants. B. Additional Insured Status. All liability policies including general liability, products and completed operations, excess liability, pollution liability, and automobile 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. C. 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. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. Additional Agreements Between the Parties. The parties hereby agree to the following: A. 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 Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Contractor sixty (60) calendar days advance written notice of such change. If such change results in substantial Vortex Industries, Inc. Page C -2 additional cost to Contractor, City and Contractor may renegotiate Contractor's compensation. C. 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. Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 04 13. D. Enforcement of Agreement Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non - compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. 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. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. F. 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. G. City Remedies for Non - Compliance If Contractor or any sub - consultant 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. Vortex Industries, Inc. Page C -3 H. 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 Contract, 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. 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. Vortex Industries, Inc. Page C -4 CERTIFICATE OF INSURANCE CHECKLIST City of Newport Beach This checklist is comprised of requirements as outlined by the City of Newport Beach. * Date Received: 2/10/15 Dept. /Contact Received From: Angela Date Completed: 2/25/15 Sent to: Angela By: Chris Company /Person required to have certificate: Vortex Industries Type of contract: All Others I. GENERAL LIABILITY EFFECTIVE /EXPIRATION DATE: 7/1/14- 7/1/15 A. INSURANCE COMPANY: Old Republic Insurance Company B. AM BEST RATING (A-: VII or greater): A +:XI C. ADMITTED Company (Must be California Admitted): Is Company admitted in California? ® Yes ❑ No D. LIMITS (Must be $1M or greater): What is limit provided? 1,000,000/2,000,000 E. ADDITIONAL INSURED ENDORSEMENT— please attach E Yes ❑ No F. PRODUCTS AND COMPLETED OPERATIONS (Must (What is limits provided ?) include): Is it included? (completed Operations status does F. PRIMARY & NON - CONTRIBUTORY WORDING (For Waste not apply to Waste Haulers or Recreation) E Yes ❑ No G. ADDITIONAL INSURED FOR PRODUCTS AND G. HIRED AND NON -OWNED AUTO ONLY: COMPLETED OPERATIONS ENDORSEMENT (completed H. NOTICE OF CANCELLATION: Operations status does not apply to Waste Haulers) E Yes ❑ No H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its officers, officials, employees and volunteers): Is it included? E Yes ❑ No I. PRIMARY & NON - CONTRIBUTORY WORDING (Must be included): Is it included? E Yes ❑ No J. CAUTION! (Confirm that loss or liability of the named insured is not limited solely by their negligence) Does endorsement include "solely by negligence" wording? ❑ Yes E No K. ELECTED SCMAF COVERAGE (RECREATION ONLY): E N/A ❑ Yes ❑ No L. NOTICE OF CANCELLATION: ❑ N/A E Yes ❑ No II. AUTOMOBILE LIABILITY EFFECTIVE /EXPIRATION DATE: 7/1/14- 7/1/15 A. INSURANCE COMPANY: Old Republic Insurance Company B. AM BEST RATING (A-: VII or greater) A +:XI C. ADMITTED COMPANY (Must be California Admitted): Is Company admitted in California? E Yes ❑ No D. LIMITS - If Employees (Must be $1 M min. BI & PD and $500,000 UM, $2M min for Waste Haulers): What is limits provided? 1,000,000 E LIMITS Waiver of Auto Insurance / Proof of coverage (if individual) (What is limits provided ?) N/A F. PRIMARY & NON - CONTRIBUTORY WORDING (For Waste Haulers only): E N/A ❑ Yes ❑ No G. HIRED AND NON -OWNED AUTO ONLY: ❑ N/A ❑ Yes E No H. NOTICE OF CANCELLATION: ❑ N/A 0 Yes ❑ No III. WORKERS' COMPENSATION EFFECTIVE /EXPIRATION DATE: 7/1/14- 7/1/15 A. INSURANCE COMPANY: Old Republic Insurance Company B. AM BEST RATING (A-: VII or greater): A +:XI C. ADMITTED Company (Must be California Admitted): ® Yes ❑ No D. WORKERS' COMPENSATION LIMIT: Statutory M Yes ❑ No E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater) 1,000,000 F. WAIVER OF SUBROGATION (To include): Is it included? M Yes ❑ No G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM: M N/A ❑ Yes ❑ No H. NOTICE OF CANCELLATION: ❑ N/A M Yes ❑ No ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED IV. PROFESSIONAL LIABILITY V POLLUTION LIABILITY V BUILDERS RISK HAVE ALL ABOVE REQUIREMENTS BEEN MET? IF NO, WHICH ITEMS NEED TO BE COMPLETED? *0 2/25/15 Agent of Alliant Insurance Services Date Broker of record for the City of Newport Beach M N/A ❑ Yes ❑ No M N/A ❑ Yes ❑ No M N/A ❑ Yes ❑ No M Yes ❑ No RISK MANAGEMENT APPROVAL REQUIRED (Non- admitted carrier rated less than _; Self Insured Retention or Deductible greater than $ ) ❑ NIA El Yes ❑ No Reason for Risk Management approval /exception /waiver: Approved: Risk Management Date * Subject to the terms of the contract. 4coRO® CERTIFICATE OF LIABILITY INSURANCE DATE (MMmDmrr) 2/24/2015 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 endorsemen s . PRODUCER Arthur J. Gallagher & Co. Insurance Brokers of CA, Inc. LIC #0726293 18201 Von Karman, Suite 200 NTA Arthur J. Gallagher & CompaU—TF NAME: — PHONE AAC No: .MAIL ADDRESS' INSURERS AFFORDING COVERAGE NAIC M Irvine CA 92612 INSURERA:Old Republic Insurance CompaDy 71112014 1112015 INSURED INSURERB:Great American Insuranm om INSURER C: VORTEX INDUSTRIES, INC. VORTEX COLORADO, INC. INSURER D: 3198 -M Airport Loop Costa Mesa, CA 92626 PRE (Ea $100,000 MED EXP (My one person) INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: 162740864 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. INSR LTR rypE OF INSURANCE INSR WVD POLICY NUMBER POLICY EFF MMIDDNYYY POLICY EXP MMIDDIWYY LIMITS • GENERAL LIABILITY Y MWZY301999 71112014 1112015 EACH OCCURRENCE $1,000,000 X COMMERCIAL GENERAL LIABILITY PRE (Ea $100,000 MED EXP (My one person) $5,000 GLAIMSdIADE 7 OCCUR PERSONAL S ADV INJURY $1,000,000 GENERALAGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMPIOP AGG $2,000,000 Ultimate Gen Agg $10,000,000 POLICY X PRO- LOC • AUTOMOBILE LIABILITY Y MVJTB302000 71112014 Hl2075 Eaacddent 1000000 X BODILY INJURY (Per person) $ ANY AUTO BODILY INJURY(Peracaiden0 $ ALL OWNED SCHEDULED AUTOS X NONOWNED HIRED AUTOS AUTOS X PeOr PERT nt DAMAGE $ $ B X UMBRELLA LIAB X OCCUR T00033756501 1112014 /112015 EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 EXCESS LIAB CLAIMS -MADE DED I X I RETENTION$ 10,000 1 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE � Y MWC30199800 11/2014 11/2015 WC STATU- GTH- ER E.L. EACH ACCIDENT $1,000,0110 E.L. DISEASE -EA EMPLOYE $1,000,000 OFFICERIMEMSER EXCLUDED? (Mandatory In NH) NIA E.L. DISEASE - POLICY LIMIT 1 $1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS Lelow DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, R more space is required) Certificate holder is included as additional insured /primary non - contributory on the general liability policy, per the attached forms CG20100413, CG20370413 and CG20010413. Certificate holder is included as additional insured on the auto liability policy, per the attached form CA20481013. Waiver of subrogation applies to the certificate holder on the workers compensation, per the attached form WC040306. RE: On -Call Maintenance and Repair for Garage Door Maintenance and Repair for the City of Newport Beach Fire Department. Certificate Holder(s) Continued: The City of Newport Beach, its officers, officials, employees and volunteers. City of Newport Beach; its officers, agents, employeesand volunteers P.O. Box 1768 330 Newport Blvd. Newport Beach CA 92658 -8915 USA ACORD 25 (2010105) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. n tasR -intn The ACORD name and logo are registered marks of ACORD All Hants reserved. POLICY NUMBER: MKTB3 0 2 0 0 0 COMMERCIAL AUTO CA 20 48 1013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies Insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM Wdh respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the polloy unless another date is indicated below. Namedlnsured: Vortex Industries Inc., Vortex Colorado Inc. Endorsement Effective Date: 07/01/2014 SCHEDULE Name Of Person(s) Or Organizatlon(s): All persons or organizations where required by wdtlen contractor agreement will Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.I. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph 13.2, of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 MWra 302000 Vortex Ind"Wes, Inc. 07ID112 0 14 - 07/0112015 POLICY NUMBER: MWZY301999 COMMERCIAL GENERAL LIABILITY CO 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided underthe following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) or Organizations) Locations Of Covered Operations RII persons or organizations as required by written contracts w the locations as speciried In dm watten contracts or agreements agreement Information required to complete this Schedule, if not shown above will be shown in the Declarations. A. Section If — Who Is An Insured is amended to Include as an additional Insured the porson(s) or organizallon(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 a 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. However: 1_ The Insurance afforded to such additional Insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the Insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: 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 converter or subcontractor engaged In performing operations for a principal as a part of the same project. CG 20 10 04 13 ® Insurance Services Office, Inc., 2012 Page 1 of 2 C. With respect to the insurance afforded to these additional Insureds, the following is added to Section III—Limits Of Insurance: If coverage provided to the additlonal Insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of Insurance: 1. Required by the contractor agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not Increase the applicable Limits of insurance shown in the Declarations. Page 2 of 2 © Insurance Services Office, Inc., 2012 CG 2010 0413 POLICY NUMBER: MWZY301999 i COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS /COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Or anlzation s Location And Description Of Completed Operations All parsons or organizations as required by contractor The location as specified In the written coniracts of agreement agreements Informalion required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section tf - who Ts An insured Is ainarided to include as an additional Insured the person(s) or organizailon(s) shown In the Schedule, but only with respect to liability for "bodily [n)ury" or "property damage" caused, in whole or In part, by 'Your work" at the location designated and described in the Schedule of [his endorsement performed for that additional Insured and Included In the "produrls- completed operations hazard ". However: 1. The Insurance afforded to such additional Insured only applies to the extent permitted by law; and 'd d 1 th ddf al insured B, with respect to' the . insurance afforded lo- fltese additional insureds, the following Is added to Section 111 — Limits Of Insurance: If coverage provided to the additional insured Is required by a contract or agreement, the most we will pay on behalf of the additional Insured is the amount of Insurance: 1. Required by the contract or agreement; or 2. Available. under the applicable Limits of Insurance shown in the Declarations; whichever Is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. ...,...2: I�coverage prow e o I as r roh .._. _... _... _..._...... ..._... .............. Is required by a contract or agreement, the Insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 0413 © Insurance services Office, Inc., 2612 _ Page 1 of 1 POLICY NUMER: MWZY301999 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY OTHER INSURANCE CONDITION This endorsement modl6es Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE- PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART The following Is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance Is primary to and wilt not seek contribution from any other Insurance available to an additional insured under your policy provided that: (1) The additional Insured Is a Named Insured under such other insurance; and (2) You have agreed in writing In a contract or agreement that this insurance would be primary and would not seek contribution from any other Insurance available to the additional Insured. CG 20 0104 13 ® insurance Services Office, Inc., 2012 Page 1 of 1 POLICY NUMBER: MWC30199800 WORIKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 09 00 WAIVER Or OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA We have the right to recover our payments from anyone liable for an Injury covered by this policy, We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work undor a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described In the Schedule. The additional premium for this endorsement shall be 0 Yo of the California workers' compensation premium otherwise due on such remuneration. SCHEDULE PERSON OR ORGANIZATION AS REQUIRED PER CONTRACT SPECIFICATIONS TO THE EXTENT ALLOWABLE BY LAW DATE OF ISSUE: JOB DESCRIPTION © 1690 toy the Worhors' Compomarlon Imuame Kenna Sweatt of CaRfornia. NI rights reserved. From the WCIRB's Cnlffornia Workers' Compensatlon Insurance Forms Manual ©1009. Wsenm Cape