HomeMy WebLinkAboutC-8456-1 - On-Call M/RSA for Civic Center ChillerAMENDMENT NO. TWO TO
ON-CALL MAINTENANCEIREPAIR SERVICES AGREEMENT
WITH TRANE U.S. INC. FOR
CIVIC CENTER CHILLER
THIS AMENDMENT NO. TWO TO ON-CALL MAINTENANCE/REPAIR
SERVICES AGREEMENT ("Amendment No. Two") is made and entered into as of this
26th day of March, 2021 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and TRANE U.S.,
INC., a Delaware corporation ("Contractor"), whose address is 17760 Rowland Street,
City of Industry, California 91748 and is made with reference to the following:
RECITALS
A. On March 28, 20171 City and Contractor entered into an On -Call
Maintenance/Repair Services Agreement ("Agreement") for Contractor to perform
on-call maintenance and/or repair services for City ("Project").
B. On March 19, 2020, City and Contractor entered into Amendment No. One to the
Agreement ("Amendment No. One") to extend the term of the Agreement to March
27, 2021, amend the Administration, Conflicts of Interest, Notices and Claims
sections, update the Insurance requirements, and add Section 29 to the
Agreement related to Bonds.
C. The parties desire to enter into this Amendment No. Two to reflect additional
Services not included in the Agreement, as amended, to extend the term of the
Agreement to May 28, 2021, and to increase the total compensation.
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 June 30, 2021, unless terminated earlier as set forth herein."
2. COMPENSATION TO CONTRACTOR
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 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. Contractor's
compensation for all Services performed in accordance with this Agreement, including all
reimbursable items, shall not exceed Two Hundred Ninety One Thousand Two
Hundred Fifty Dollars and 001100 ($291,250.00), without prior written amendment to
the Agreement."
TRANE U.S., INC. Page 1
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
Twenty One Thousand Two Hundred Fifty Dollars and 001100 ($21,250.00).
3. 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]
TRANE U.S., 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 ATTO NEY'S OFFICE
Date: 20Z
By: (91, 4— '
Aaron C. Harp
City Attorney �����
ATTEST:
Date: 7 -z'? -7'0Z/
By: USC
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
By:
Gr K. Leung
910manager
CONTRACTOR: TRANE U.S., INC., a
Delaware corporation
Date:
Signed in Counterpart
Scott W. Smillie
Assistant Secretary
[END OF SIGNATURES]
TRANE U.S., INC. Page 3
i
IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: Zoe
By:(.{�..��
Aaron C. Harp
City Attorney
ATTEST: A-=—,VeAj
Date: '7;Z7. Z /L
Th1od�R. !�, rr�u�zn.•r
0
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
CONTRACTOR: TRANE U.S., INC., a
Delaware corporation
By: 1
S ott W.
Assistant
[END OF SIGNATURES]
TRANE U.S., INC. Page 3
AMENDMENT NO. ONE TO
ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
WITH TRANE U.S. INC. FOR
CIVIC CENTER CHILLER
THIS AMENDMENT NO. ONE TO ON-CALL MAINTENANCE/REPAIR
SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this
19th day of March, 2020 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and TRANE U.S.,
INC., a Delaware corporation ("Contractor"), whose address is 17760 Rowland Street,
City of Industry, California 91748, and is made with reference to the following:
RECITALS
A. On March 28, 2017, City and Contractor entered into an On -Call
Maintenance/Repair Services Agreement ("Agreement") for Contractor to perform
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 March 27, 2021, amend the Administration, Conflicts of Interest,
Notices, and Claims sections, update the Insurance requirements, and add Section
29 to the Agreement related to Bonds.
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 March 27, 2021, unless terminated earlier as set forth herein."
2. ADMINISTRATION
Section 6 of the Agreement is amended in its entirety and replaced with the
following: "This Agreement will be administered by the Public Works. City's Director of
Public Works 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."
3. CONFLICTS OF INTEREST
Section 23 of the Agreement is amended in its entirety and replaced with the
following: "23.1 Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seq., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
23.2 If subject to the Act and/or Government Code §§ 1090 et seq., Contractor
shall conform to all requirements therein. 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."
4. NOTICES
Section 24.2 of the Agreement is amended in its entirety and replaced with the
following:
"24.2 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn: Director of Public Works
Public Works
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658"
CLAIMS
Section 25 of the Agreement is amended in its entirety and replaced with the
following: 25.1 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.).
25.2 To the extent that Contractor's claim is a "Claim" as defined in Public
Contract Code section 9204 or any successor statute thereto, the Parties agree to follow
the dispute resolution process set forth therein. Any part of such "Claim" remaining in
dispute after completion of the dispute resolution process provided for in Public Contract
Code section 9204 or any successor statute thereto shall be subject to the Government
Claims Act requirements requiring Contractor/Consultant to file a claim in strict
conformance with the Government Claims Act. To the extent that Contractor's claim is
not a "Claim" as defined in Public Contract Code section 9204 or any successor statute
thereto, Contractor shall be required to file such claim with the City in strict conformance
with the Government Claims Act (Government Code sections 900 et seq.).
Trane U.S. Inc. Page 2
6. BONDING
Section 29 shall be added to the Agreement and shall read as follows:
29.1 For any Letter Proposal accepted by City of over Twenty Five Thousand
Dollars and 00/100 ($25,000.00), Contractor shall obtain, provide and maintain at its own
expense during the term of this Agreement: (1) a Labor and Materials Payment Bond in
the amount of one hundred percent (100%) of the total amount to be paid Contractor as
set forth in any Letter Proposal accepted by City of over Twenty Five Thousand Dollars
and 00/100 ($25,000.00), and in the form attached hereto as Exhibit D which is
incorporated herein by this reference; and (2) a Faithful Performance Bond in the amount
of one hundred percent (100%) of the total amount to be paid Contractor as set forth in
any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100
($25,000.00), and in the form attached hereto as Exhibit E which is incorporated herein
by this reference.
29.2 The Labor and Materials Payment Bond and Faithful Performance Bond
shall be issued by an insurance organization or surety (1) currently authorized by the
Insurance Commissioner to transact business of insurance in the State of California, (2)
listed as an acceptable surety in the latest revision of the Federal Register Circular 570,
and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class
VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property -
Casualty.
29.3 Contractor shall deliver, concurrently with City's approval of any Letter
Proposal over Twenty Five Thousand Dollars and 00/100 ($25,000.00), the Labor and
Materials Payment Bond and Faithful Performance Bond, a certified copy of the
"Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner,
which authorizes the Insurer or Surety to transact surety insurance in the State of
California.
INSURANCE
Exhibit C of the Agreement shall be deleted in its entirety and replaced with Exhibit C,
attached hereto and incorporated herein by reference. Any reference to Exhibit C in the
Agreement shall hereafter refer to Exhibit C attached hereto.
8. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
(SIGNATURES ON NEXT PAGE]
Trane U.S. Inc. Page 3
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY A
Date:
M
Aaron\C. Harp
City Attorney
ATTEST:
Date: 6-30 -Zt2ll
OFFICE
By: '&-r1/1�—
,,4Z.Leilani 1, Brown -
city
Y� k :.
CITY OF NEWPORT BEACH,
a California municipal corporation
zj Date: Oy'a$'90'.10
2 By:
Grac I Leung
City Uv nager
CONTRACTOR: TRANE U.S. INC., a
Delaware corporation
Date:
Signed in Counterpart
By:
Scott W. Smillie
Assistant Secretary
[END OF SIGNATURES]
Attachments: Exhibit C – Insurance Requirements
Exhibit D – Labor and Materials Payment Bond
Exhibit E – Faithful Performance Bond
Trane U.S. Inc. Page 4
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
BY: L...
Aaron C. Harp
City Attorney
ATTEST:
Date:
In
Leilani I. Brown
City Clerk
Attachments:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
CONTRACTOR: TRANE
Delaware corporation
Date: S-� ^:20-x02-0
to
Assistant\Seiretary
[END OF SIGNATURES]
Exhibit C — Insurance Requirements
Exhibit D — Labor and Materials Payment Bond
Exhibit E — Faithful Performance Bond
U.S. INC., a
Trane U.S. Inc. Page
EXHIBIT C
INSURANCE REQUIREMENTS — MAINTENANCE/REPAIR/JANITORIAL SERVICES
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.
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.
Coverage Requirements.
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 City Council,
boards and commissions, officers, agents, volunteers and employees.
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).
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
Trane U.S., Inc. Page C-1
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:
Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees 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.
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, its City Council, boards and commissions, officers, agents, volunteers
and employees shall be included as insureds under such policies.
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.
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:
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. The
certificates and endorsements for each insurance policy shall be signed by
a person authorized by that insurer to bind coverage on its behalf. At least
fifteen (15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Contractor shall, within ten (10) days after receipt of written notice
of such cancellation or reduction of coverage, file with the City evidence of
Trane U.S., Inc. Page C-2
insurance showing that the required insurance has been reinstated or has
been provided through another insurance company or companies. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
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
additional cost to Contractor, City and Contractor may renegotiate
Contractor's compensation.
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.
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.
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.
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.
Trane U.S., Inc. Page C-3
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.
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.
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.
Trane U.S., Inc. Page C-4
EXHIBIT D
CITY OF NEWPORT BEACH
BOND NO.
LABOR AND MATERIALS PAYMENT BOND
WHEREAS, the City of Newport Beach, State of California, has awarded to
hereinafter designated as the "Principal," an agreement for
maintenance and/or repair services, in the City of Newport Beach, in strict conformity with
the Agreement on file with the office of the City Clerk of the City of Newport Beach, which
is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the Agreement and the
terms thereof require the furnishing of a bond, providing that if Principal or any of
Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies
used in, upon, for, or about the performance of the Work agreed to be done, or for any
work or labor done thereon of any kind, the Surety on this bond will pay the same to the
extent hereinafter set forth.
NOW, THEREFORE, We the undersigned Principal, and,
duly authorized to transact business under the laws of the State of California, as Surety,
(referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach,
in the sum of Dollars ( ),
lawful money of the United States of America, said sum being equal to 100% of the
amount of any Letter Proposal accepted by City of over Twenty Five Thousand Dollars
and 00/100 ($25,000.00), payable by the City of Newport Beach under the terms of the
Agreement; for which payment well and truly to be made, we bind ourselves, our heirs,
executors and administrators, successors, or assigns, jointly and severally, firmly by
these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the
Principal's subcontractors, fail to pay for any materials, provisions, or other supplies,
implements or machinery used in, upon, for, or about the performance of the Work
contracted to be done, or for any other work or labor thereon of any kind, or for amounts
due under the Unemployment Insurance Code with respect to such work or labor, or for
any amounts required to be deducted, withheld and paid over to the Employment
Development Department from the wages of employees of the Principal and
subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with
respect to such work and labor, then the Surety will pay for the same, in an amount not
exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the
obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required
by the provisions of Section 9554 of the Civil Code of the State of California.
The Bond shall inure to the benefit of any and all persons, companies, and
corporations entitled to file claims under Section 9100 of the California Civil Code so as
to give a right of action to them or their assigns in any suit brought upon this Bond, as
Trane U.S., Inc. Page D-1
required by and in accordance with the provisions of Sections 9500 et seq. of the Civil
Code of the State of California.
And Surety, for value received, hereby stipulates and agrees that no change,
extension of time, alterations or additions to the terms of the Agreement or to the Work to
be performed thereunder shall in any wise affect its obligations on this Bond, and it does
hereby waive notice of any such change, extension of time, alterations or additions to the
terms of the Agreement or to the Work or to the specifications.
In the event that any principal above named executed this Bond as an individual,
it is agreed that the death of any such principal shall not exonerate the Surety from its
obligations under this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the above
named Principal and Surety, on the day of , 20_
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
0
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE
ATTACHED
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ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of )ss.
On 20 before me,
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
(seal)
State of California
County of )Ss.
On 20 before me,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
(seal)
Trane U.S., Inc. Page D-3
EXHIBIT E
CITY OF NEWPORT BEACH
BOND NO.
FAITHFUL PERFORMANCE BOND
The premium charges on this Bond is $ , being at the
rate of $ thousand of the Agreement price.
WHEREAS, the City of Newport Beach, State of California, has awarded to
hereinafter designated as the "Principal," an agreement for
maintenance and/or repair services in the City of Newport Beach, in strict conformity with
the Agreement on file with the office of the City Clerk of the City of Newport Beach, which
is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the Agreement and the
terms thereof require the furnishing of a Bond for the faithful performance of the
Agreement.
NOW, THEREFORE, we, the Principal, and
duly authorized to
transact business under the laws of the State of California as Surety (hereinafter
"Surety'), are held and firmly bound unto the City of Newport Beach, in the sum of
( ) lawful
money of the United States of America, said sum being equal to 100% of the amount of
any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100
($25,000.00), to be paid to the City of Newport Beach, its successors, and assigns; for
which payment well and truly to be made, we bind ourselves, our heirs, executors and
administrators, successors, or assigns, jointly and severally, firmly by these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the
Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and
well and truly keep and perform any or all the Work, covenants, conditions, and
agreements in the Agreement and any alteration thereof made as therein provided on its
part, to be kept and performed at the time and in the manner therein specified, and in all
respects according to its true intent and meaning, or fails to indemnify, defend, and save
harmless the City of Newport Beach, its officers, employees and agents, as therein
stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the
sum specified in this Bond; otherwise this obligation shall become null and void.
As a part of the obligation secured hereby, and in addition to the face amount
specified in this Performance Bond, there shall be included costs and reasonable
expenses and fees, including reasonable attorneys fees, incurred by City, only in the
event City is required to bring an action in law or equity against Surety to enforce the
obligations of this Bond.
Surety, for value received, stipulates and agrees that no change, extension of time,
alterations or additions to the terms of the Agreement or to the Work to be performed
thereunder shall in any way affect its obligations on this Bond, and it does hereby waive
Trane U.S., Inc. Page E-1
notice of any such change, extension of time, alterations or additions of the Agreement
or to the Work or to the specifications.
This Faithful Performance Bond shall be extended and maintained by the Principal
in full force and effect for one (1) year following the date of formal acceptance of the
Project by City.
In the event that the Principal executed this bond as an individual, it is agreed that
the death of any such Principal shall not exonerate the Surety from its obligations under
this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the Principal
and Surety above named, on the day of , 20_
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
In
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF
CONTRACTOR AND SURETY MUST BE ATTACHED
Trane U.S., Inc. Page E-2
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of ) ss.
On 20 before me,
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
(seal)
State of California
County of ) ss.
On 20 before me,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
Trane U.S., Inc. Page E-3
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist Is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 4/20/2020
Department: Public Works
Dept./Contact Received From: Shelby Morgan
Sent to: Marissa By: Shelby
Company/Person required to have certificate:
Type of contract:
11.
Trane U.S. Inc.
On Call Maintenance/Repair Agreement
GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/17/2020-4/17/2021
A. INSURANCE COMPANY: National Union Fire Insurance Cor
B. AM BEST RATING (A-: VII or greater): A:XV
C. ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
D. LIMITS (Must be $1M or greater): What is limit provided?
E. ADDITIONAL INSURED ENDORSEMENT—please attach
F. ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
G. PRIMARY & NON-CONTRIBUTORY WORDING (Must be
included): Is it included?
H. PRODUCTS AND COMPLETED OPERATIONS (Must
include): Is it included? (completed Operations status does
not apply to Waste Haulers or Recreation)
AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/17/2020-4/17/2021
A. INSURANCE COMPANY: National Union Fire Insurance Company
B. AM BEST RATING (A-: VII or greater) A:XV
C. ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
D. LIMITS - If Employees (Must be $1 M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
E. PRIMARY & NON-CONTRIBUTORY WORDING
ENDORSEMENT - please attach
F. HIRED AND NON -OWNED AUTO ONLY:
G. ADDITIONAL INSURED ENDORSEMENT—please attach
H. ADDITIONAL INSURED WORDING TO INCLUDE (The City its
officers, officials, employees and volunteers): Is it included?
I. SIGNED AUTOMOBILE INSURANCE EXEMPTION FORM:
y NAIC#19445
❑ No
❑✓ N/A ❑ Yes
❑ No
Yes
$7.5M/occur
No
❑� Yes
❑� Yes
Yes
❑ N/A ❑� Yes
❑ No
❑ No
❑ No
❑ No
NAIC#19445
❑ No
❑./ Yes
$5M
❑ No
❑✓ Yes
❑ No
❑✓ N/A ❑ Yes
❑ No
[Z] Yes
❑ No
❑✓ Yes
❑ No
❑✓ N/A ❑Yes
❑ No
III
WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 4/17/2020-4/17/2021
A. INSURANCE COMPANY: Travelers Indemnity Co of America MAIC#25666
B. AM BEST RATING (A-: VII or greater): A++:XV
C. ADMITTED Company (Must be California Admitted):
D. WORKERS' COMPENSATION LIMIT: Statutory
E. EMPLOYERS' LIABILITY LIMIT (Must be $1 M or greater)
F. WAIVER OF SUBROGATION (To include): Is it included?
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
ADDITIONAL COVERAGES THAT MAYBE REQUIRED
❑✓ Yes ❑ No
❑� Yes ❑ No
$1M
R1 Yes F1 No
❑✓ N/A ❑ Yes ❑ No
❑
PROFESSIONAL LIABILITY
EFFECTIVE/EXPIRATION DATE:
A. INSURANCE COMPANY:
❑
POLLUTION LIABILITY
EFFECTIVE/EXPIRATION DATE:
A. INSURANCE COMPANY:
❑
BUILDER'S RISK
EFFECTIVE/EXPIRATION DATE:
A. INSURANCE COMPANY:
FJ
EFFECTIVE/EXPIRATION DATE:
A. INSURANCE COMPANY:
Approved:
Ing- /-D-
Risk Management
6/8/2020
Date
0�v
ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
WITH TRANE U.S. INC. FOR
CIVIC CENTER CHILLER
THIS ON-CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
("Agreement') is made and entered into as of this 28th day of March, 2017 ("Effective
Date"), by and between the CITY OF NEWPORT BEACH, a California municipal
corporation and charter city ("City"), and TRANE U.S. INC., a Delaware corporation
("Contractor"), whose address is 17760 Rowland Street, City of Industry, California
91748, 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 March 27, 2020, 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;
2.1.3 The estimated number of hours and cost to complete the Services;
and
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. Contractor's
compensation for all Services performed in accordance with this Agreement, including
all reimbursable items, shall not exceed Two Hundred Seventy Thousand Dollars
and 00/100 ($270,000.00), without prior written amendment to the Agreement.
4.2 Upon the first anniversary of the Effective Date and upon each
anniversary of the Effective Date thereafter, the billing rates set forth in Exhibit B
("Billing Rates") shall be adjusted in proportion to changes in the Consumer Price Index,
subject to the maximum adjustment set forth below. Such adjustment shall be made by
Trane U.S. Inc. Page 2
multiplying the Billing Rates in Exhibit B by a fraction, the numerator of which is the
value of the Consumer Price Index for the calendar month three (3) months preceding
the calendar month for which such adjustment is to be made, and the denominator of
which is the value of the Consumer Price Index for the same calendar month
immediately prior to Effective Date. The Consumer Price Index to be used in such
calculation is the "Consumer Price Index, All Items, 1982-84=100 for All Urban
Consumers (CPI -U)", for the Los Angeles -Riverside -Orange County Metropolitan Area,
published by the United States Department of Labor, Bureau of Labor Statistics. If both
an official index and one or more unofficial indices are published, the official index shall
be used. If said Consumer Price Index is no longer published at the adjustment date, it
shall be constructed by conversion tables included in such new index. In no event,
however, shall the amount payable under this Agreement be reduced below the Billing
Rates in effect immediately preceding such adjustment. The maximum adjustment
increase to the Billing Rates, for any year where an adjustment is made pursuant to this
Section, shall not exceed the Consumer Price Index or 2.0% of the Billing Rates in
effect immediately preceding such adjustment, whichever is less."
4.3 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.
4.4 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.
4.5 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 Kerry Frank 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.
Trane U.S. Inc. Page 3
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 Municipal Operations Department.
City's Fleet/Facilities Manager 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
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 community professional standards and with the ordinary
degree of skill and care that would be used by other reasonably competent practitioners
of the same discipline under similar circumstances. 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, all applicable federal, state and local laws and legally recognized
professional standards.
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.
Trane U.S. Inc. Page 4
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
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).
9.4 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.
Trane U.S. Inc. Page 5
9.7 The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
10. INDEPENDENT CONTRACTOR
10.1 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
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.
10.2 Consultant agrees and acknowledges that no individual performing
Services pursuant to this Agreement shall: work full-time for more than six (6) months;
work regular part-time service of at least twenty (20) hours per week for one year or
longer; work nine hundred sixty (960) hours in any fiscal year; or already be a CalPERS
member.
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
Trane U.S. Inc. Page 6
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
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.
Trane U.S. Inc. Page 7
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.
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
Trane U.S. Inc. Page 8
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
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: Fleet/Facilities Manager
Municipal Operations 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: Kerry Frank
Trane U.S. Inc.
17760 Rowland Street
City of Industry, CA 91748
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.).
Trane U.S. Inc. Page 9
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.
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
Trane U.S. Inc. Page 10
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.
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, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
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.
Trane U.S. 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
M
Harp
ATTEST: n
Date: h
By: ll , _
Leilani I. Brown
City Clerk _®
CITY OF NEWPORT BEACH,
a CaliforniaYndnic4al corporal
Kevin
Mayor
CONTRACTOR: Trane U.S. Inc., a
Delaware corporation
Date:
By:
TCIemnWr
istrict Manager
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Trane U.S. Inc. Page 12
EXHIBIT A
SCOPE OF SERVICES
Trane U.S. Inc. Page A-1
TRINE
Boiidinq Services
TRANE SCHEDULED SERVICE AGREEMENT
Scope of Services-- Standard Inclusions
Provided in your Scheduled Service Agreement:
'Trane Scheduled lylaintenam:e
Scheduled number of specific service events and associated labor
performed during Trane normal business hours as outlined in the
Equipment Coverage and Services section of this Agreement. Basic
materials and supplies determined necessary by the Trane Technician
for the normal performance of Scheduled Maintenance are covered by
the annual fee and include grease, cleaning solvents, and wiping cloths.
W Refrigerant Matmgrnwnt
This scope includes:
• Refrigerant Replacement at 0% of Charge per unit per year
• Trane Technicians will capture and track all refrigerant activity
performed by Trane for each piece of Covered Equipment
• Refrigerant Usage Reports can be generated annually
franc I aborat.n Aualysi
The Trane Chemical Laboratory performs routine analysis and trending of
oil, absorption solutions, and refrigerants as required. Equipped with this
knowledge and Trane's extensive experience we can identify and head
off potential system failures more definitively than service providers who
depend on third party testing laboratories.
Iffif Cooling Ccmtingency Plannin.v
Trane emergency preparedness personnel will provide, free of charge upon request, Cooling Contingency
Planning to anticipate and respond to unusual or unplanned cooling needs. Planning will address temporary
chillers, portable auxiliary power units, and recommendations for facility modifications to prepare your system for
temporary cooling.
Additional Scope of Services:
OPERATOR COACHING & TRAINING
VARIABLE FREQUENCY DRIVE MAINTENANCE REFRIGERANT
MONITOR MAINTENANCE & CALIBRATION FIRMWARE UPDATES
FOR CHILLER CONTROLLERS (AS NEEDED)
TRAME
#IrrRdirrg Services
TRANE SCHEDULED SERVICE AGREEMENT
Equipinent Coverage and Services
Trane will perform the following scheduled services on the described equipment located at:
Newport Beach Civic Center
The following "Covered Equipment," including their VFD components (if applicable), will be serviced
at Newport Beach Civic Center:
ORIGINAL PROPOSAL EQUIPMENT...
Equipment
Qty
Manufacturer
Model Number
Asset Tag
Series R' Water -Cooled Chillers
2
Trane
RTWD...
CH -1,2
Pumps (Chilled Water, Condenser
Water, and Heating Hot Water)
6
Bell &Gossett
Size 1510
P-1-6
Hot Water Boilers
2
RayPak
H7-0850
B-1,2
Chillgard® LE Refrigerant Monitor
1
MSA
A -LE -D-4-1...
n/a
Return Fans - Direct Drive
3
Alliance
4VN-AS-PF
RF -1,4-5
Return Fans - Belt Driven
2
Greenheck
QEI...
RF -2,3
Air Handling Units
5
Alliance
4VN...
AHU-1-5
Cooling Tower
1
BAC
15177
CT -1
Split -System Precision Cooling Units
3
Liebert
BF067A...
CU-12A,12B,18
AC-12A,12B,18
ADDENDUM EQUIPMENT...
Unit Notes
MFG
Model #
Serial #
split system indoor fan coil
Mitsubishi
PEFY-P48NMAU-E
18WO1002
split system indoor fan coil
Mitsubishi
PEFY-P08NMAU-E
15 WO1476
split system indoor fan coil
Mitsubishi
PEFY-P 18NMAU-E
15 WO1392
split system indoor fan coil
Mitsubishi
PEFY-P08NMAU-E
15 WO 1475
split system indoor fan coil WASHABLE FILTERS
Mitsubishi
LGH -F I 200RX3-E,
D10682770
NO GREASE, NO OIL, NO
BELTS
Greenheck
SQ -120-13-X
12679907 -
1112
NO GREASE, NO OIL, NO
BELTS
Greenheck
SQ -130 -VG -7-X
13385499 -
1308
expansion tank/air separator
Bell and
Gossett
R -3F
227438
split system condensing unit
Mitsubishi
PUY-Al2NHA4
16UO3046C
split system condensing unit
Mitsubishi
MUY-D36NA
2001663T
packaged AC unit
Mitsubishi
PEA-Al2AA4
13M00104
packaged AC unit
Mitsubishi
PEA-Al2AA4
13M00098
condensate pump system, plumbed incorrectly
Hartell
AZ-X-1965DV
split system condensing unit
Mitsubishi
PUY-Al2NHA4
15UO25700
split system condensing unit
Mitsubishi
PKA-A24KA4
12M00920
NO GREASE, NO OIL, NO
BELTS
Greenheck
G -143 -VG -7-X
12679819
1201,
NO GREASE, NO OIL, NO
BELTS
Greenheck
G -143 -VG -7-X
12679820
1201,
split system condensing unit
Mitsubishi
PUY-A18NHA4
14U02251C
constant volume AC unit
Mitsubishi
SDV5-004
767858 -001 -
001
NO GREASE, NO OIL, NO
BELTS
Greenheck
SA -85 -D -X
12679912
1112,
split system condensing unit
Mitsubishi
PUY-Al2NHA4
15U02680C
split system condensing unit
Mitsubishi
PURY-P168TGMU-
A
88WO0189
tech did not include filter sizes in service report (Khris
Jackson)
Mitsubishi
PEFY-P30NMAU-E
19WO0980
tech did not include filter sizes in service report (Khris
Jackson)
Mitsubishi
PEFY-P36NMAU-E
19WO1215
washable filters
Mitsubishi
PKFY-P24NKMU-E
11M00093
expansion tank/air separator / no M# S# on service report
Bell and
Gossett
no M# S# on service report / unit inaccessible
Mitsubishi
no M# S# on service report / unit inaccessible
Greenheck
no M# S# on service report / unit inaccessible
Greenheck
no M# S# on service report / unit inaccessible
Greenheck
NO GREASE, NO OIL, NO
BELTS
Greenheck
G -075 -D -X
122679821
1201,
Notes
MFG
Model #
Serial #
packaged AC unit / washable filter
Mitsubishi
MSY-D36NA
2000602
packaged AC unit / washable filter
Mitsubishi
PEA-Al2AA4
13MOO101
no belt size on service report
BAC
15177
U122431601-01
Baldor Electric
35ROIIW329G2
F1111103441
split system condensing unit
Mitsubishi
PUY-A24NHA4
3ZU14359A
split system condensing unit
Mitsubishi
PUY-A24NHA4
19UO4867D
split system condensing unit
Mitsubishi
PUY-A24NHA4
19UO4826D
split system indoor fan coil
Mitsubishi
PLA-A24BA4
02AO0710B
split system indoor fan coil/washable filter
Mitsubishi
PKA-A24KA4
12MO1083
NO GREASE, NO OIL, NO
BELTS
Greenheck
CVE-121-VG-5-6
12679822-1201
split system condensing unit
Mitsubishi
PUY-Al2NHA4
16UO3047C
NO GREASE, NO OIL, NO
BELTS
Greenheck
SQ -12C -A -X
12679905
NO GREASE, NO OIL, NO
BELTS
Greenheck
SQ -85 -D -X
12679910-1112
NO GREASE, NO OIL, NO
BELTS
Greenheck
SQ -95 -V6 -4-X
2679906-1112
split system indoor fan coil/washable filter
Mitsubishi
PKA-A18HA4
02AO0928A
No Access
Mitsubishi
SDV5-002
767858002-001
Computer Room Units
Precision
Cooling
BF042ADAM01902S
Computer Room Units
Precision
Cooling
BF042ADAMOI902S
Computer Room Units
Precision
Cooling
BF042ADAMOI902S
rMNE
Building Services
TRANE SCHEDULED SERVICE AGREEMENT
Equip11.1ent Coverage and Services (cont'd)
Trane will perform the following scheduled services on the described equipment located at:
Newport Beach Civic Center
Description Quantity Per Term
Series RTM Chiller Annual Inspection 1
Series RTM Chiller Operational Quarterly Inspection 3
Refrigerant Monitor Maintenance & Calibration 1
Annual Mechanical -Draft Cooling Tower Inspection 1
Quarterly Mechanical -Draft Cooling Tower Inspection 3
Variable Frequency Drive Maintenance 1
Annual Pump Maintenance 1
Quarterly Pump Running Inspection 3
Variable Frequency Drive Maintenance 1
Annual Air Handler Maintenance 1
Quarterly Air Handler Maintenance 3
Variable Frequency Drive Maintenance 1
Annual Boiler Maintenance 1
Quarterly Boiler Inspection 3
Annual Return Fan Maintenance 1
Quarterly Return Fan Inspection 3
Variable Frequency Drive Maintenance 1
Annual Liebert Split System Maintenance 1
Quarterly Liebert Split System Inspection 3
Annual Exhaust Fan Maintenance 1
Quarterly Exhaust Fan Inspection 3
Fan Coil Unit Inspection 4
Annual A/C Unit Maintenance 1
Quarterly A/C Unit Inspection 3
MME
TRANE SCHEDULED SERVICE AGREEMENT
Cyusto ner Service Flaw
The following Customer Service Flows provide additional service description detail for Covered
Equipment.
ON-SITE OPERATOR TRAINING:
Chilled Water System Fundamentals
• Components
• Refrigerant Flow
• Oil Flow &Recovery
• Controls
• Airside Systems
• Troubleshooting
WATER-COOLED ROTARY CHILLERS:
Comprehensive Annual Inspection
Report in with the Customer Representative.
Record and report abnormal conditions, measurements taken, etc.
Review customer logs with the customer for operational problems and trends.
General Assembly
• Leak -test the chiller and report the leak check results.
Repair minor leaks as required (e.g. valve packing, flare nuts).
• Visually inspect condenser tubes for cleanliness.
Controls and Safeties
• Inspect the control panel for cleanliness.
Inspect wiring and connections for tightness and signs of overheating and discoloration.
Verify all settings in the electronic control panel.
Test the oil pressure safety device. Calibrate and record setting. .
Test the high motor temperature safety device. Calibrate and record setting.
Test the operation of the chilled water pump and condenser water pump starter auxiliary contacts.
Verify the setting of the current control device.
Test the operation of the optical oil sensor.
Condenser Tube Brushing
• Isolate the condenser water side of the chiller and drain water (condenser isolation valves must hold)
• Drop the condenser heads
• Inspect tubes, check for scaling.
• Brush all condenser tubes
• Replace condenser head gasket with new OEM Trane part
• Open isolation valves and fill chiller with water
Lubrication System
Pull oil sample for spectroscopic analysis.
Test the oil for acid content and discoloration. Make recommendations to the customerbased on the
results of the test.
Change the oil filter.
Verify the operation of the oil heater. Measure amps and volts and compare the readings with the watt
rating of the heater.
Motor and Starter
• Clean the starter and cabinet.
• Inspect wiring and connections for tightness and signs of overheating and discoloration.
• Check tightness of motor terminal connections.
• Check condition of the contacts for wear and pitting.
• Check contactors for free and smooth operation.
• Check the mechanical linkages for wear, security and clearances.
• Meg the motor and record readings.
• Verify the operation of the electrical interlocks.
• Measure voltage and record. Voltage should be nominal voltage t 10%.
Mid -Season Running Inspection
• Check the general operation of the unit.
• Log the operating temperatures, pressures, voltages, and amperages.
• Check the operation of the control circuit.
• Check the operation of the motor and starter.
• Analyze the recorded data. Compare the data to the original design conditions.
• Review operating procedures with operating personnel.
• Provide a written report of completed work, operating log, and indicate any uncorrected deficiencies
detected.
AIR COOLED CHILLERS:
Comprehensive Annual Inspection
• Report in with the Customer Representative.
• Record and report abnormal conditions, measurements taken, etc.
Review customer logs with the customer for operational problems and trends.
General Assembly
• Inspect for leaks and report leak check result.
• Repair minor leaks as required (e.g. valve packing, flare nuts).
• Check the condenser fans for clearances and free operation.
• Check tightness of condenser fan motor mounting brackets.
• Check the set screws on the fan shafts.
• Visually inspect the condenser coil for cleanliness.
Verify the performance of the fan control inverter VFD, if applicable.
• Grease bearings as required.
Controls and Safeties
Inspect the control panel for cleanliness.
Inspect wiring and connections for tightness and signs of overheating and discoloration.
Verify the working condition of all indicator/alarm lights and LED/LCD displays.
Test oil pressure safety device (as required). Calibrate and record setting.
Test the operation of the chilled water pump starter auxiliary contacts.
Lubrication System
Pull oil sample for spectroscopic analysis.
Test oil for acid content and discoloration.
Make recommendations to the customerbased on the results of the test.
• Verify the operation of the oil heaters.
Motor and Starter
• Clean the starter cabinet and starter components.
• Inspect wiring and connections for tightness and signs of overheating and discoloration.
• Check the condition of the contacts for wear and pitting.
• Check contactors for free and smooth operation.
• Check all mechanical linkages for wear, security and clearances.
• Verify tightness of the motor terminal connections.
Meg the motor and record readings.
• Verify the operation of the electrical interlocks.
• Measure voltage and record. Voltage should be nominal voltage t10%.
Quarterly Running Inspection
• Check the general operation of the unit.
• Log the operating temperatures, pressures, voltages, and amperages.
• Check the operation of the control circuit.
• Check the operation of the lubrication system.
• Check the operation of the motor and starter.
• Analyze the recorded data. Compare the data to the original design conditions.
• Review operating procedures with operating personnel.
• Provide a written report of completed work, operation log and indicate any uncorrected deficiencies
detected.
AIR HANDLING UNITS:
Comprehensive Annual Inspection
• Report in with the Customer Representative.
• Record and report abnormal conditions, measurements taken, etc.
• Review customer logs with the customer for operational problems and trends.
General Assembly
• Inspect the unit for cleanliness.
• Inspect the fan wheel and shaft for wear and clearance.
• Check the sheaves and pulleys for wear and alignment.
• Replace Belts
• Verify tight bolts, set screws, and locking collars.
• Check dampers for wear, security and linkage adjustment.
• Verify clean condensate pan.
• Verify proper operation of the condensate drain.
• Replace all air filters.
• Verify clean coils.
• Verify proper operation of the spray pump, if applicable.
• Verify smooth fan operation.
• Log operating conditions after system has stabilized.
• Provide a written report of completed work, operating log, and indicate any uncorrected deficiencies
detected.
Lubrication
• Lubricate the fan shaft bearings, if applicable.
• Lubricate the motor bearings, if applicable.
Controls and Safeties
• Test the operation of the low temperature safety device, if applicable.
• Test the operation of the high static pressure safety device, if applicable.
• Test the operation of the low static pressure safety device, if applicable.
• Check the thermal cutout on electric heaters, if applicable.
• Check the step controller, if applicable.
• Check and record supply air and control air pressure, if applicable.
• Verify the operation of the control system and dampers while the fan is operating.
Motor and Starter
• Clean the starter and cabinet.
• Inspect the wiring and connections for tightness and signs of overheating and discoloration. This
includes wiring to the electric heat, if applicable.
• Check the condition of the contacts for wear and pitting.
• Check the contactors for free and smooth operation.
• Meg the motor and record readings.
Scheduled Running Inspection
• Check the general condition of the fan.
• Verify smooth fan operation.
• Check and record supply and control air pressure, if applicable.
• Verify the operation of the control system.
• Replace pre -filters.
• Verify that post/box filters are in good condition.
• Log the operating conditions after the system has stabilized.
• Review operating procedures with operating personnel.
• Provide a written report of completed work, operating log, and indicate uncorrected deficiencies
detected.
COOLING TOWER, BELT DRIVEN:
Comprehensive Annual Inspection
• Report in with the Customer Representative.
• Record and report abnormal conditions, measurements taken, etc.
• Review customer logs with the customer for operational problems and trends.
General Assemblv
STRUCTURE
o Disassemble all screens and access panels for inspection.
o Inspect the conditions of the slats, if applicable.
o Inspect the condition of the tower fill.
o Inspect the condition of the support structure.
o Inspect the condition of the basins (upper and lower) and/or spray nozzles.
o Verify clean basins and strainer(s).
o Verify the condition and operation of the basin fill valve system.
MECHANICAL
o Replace belts.
o Verify correct belt tension. Adjust the tension as necessary.
o Inspect sheaves and pulleys for wear, condition, and alignment.
o Inspect fan shaft and bearings for condition.
o Inspect fan assembly for condition, security, and clearances. (e.g. blade tip clearance).
Lubrication System
• Lubricate motor bearings.
• Lubricate fan shaft bearings.
Motor and Starter
• Clean the starter and cabinet.
• Inspect wiring and connections for tightness and signs of overheating and discoloration.
• Check the condition of the contacts for wear and pitting.
• Check the contactor(s) for free and smooth operation.
• Meg the motor(s) and record readings.
• Check disconnect terminal block for wear, tightness and signs of overheating and discoloration.
• Check the condition and operation of the basin heater contactor(s).
Mid -Season Runnine Inspection
• Check the general operation of the tower.
• Verify clean basins and strainers. If cleaning needed, technician to provide quote to building engineer on
site.
• Verify proper water level in the basin.
• Verify proper operation of the water level control device.
• Verify smooth operation of the fan(s).
• Verify proper operation of the bypass valve(s), if applicable.
• Review operating procedures with operating personnel.
• Provide a written report of completed work, operating log, and indicate any uncorrected deficiencies
detected.
PUMPS:
Annual Inspection
Report in with the Customer Representative
Record and report abnormal conditions, measurements taken, etc.
Review customer logs with the customer for operational problems and trends.
General Assembly
• Check motor shaft and pump shaft for alignment, if applicable.
• Inspect the coupling for wear.
• Verify that the shaft guard is in place and tight, if applicable.
• Verify water flow through the pump.
• Check for leaks on the mechanical pump seals, if applicable.
• Verify proper drip rate on the pump seal packing, if applicable.
• Verify smooth operation of the pump.
• Provide a written report of completed work, operating log, and indicate any uncorrected deficiencies
detected.
Lubrication
Lubricate the motor bearings as necessary.
Lubricate the pump bearings as necessary.
Motor and Starter
• Clean the starter and cabinet.
• Inspect wiring and connections for tightness and signs of overheating and discoloration.
• Meg the motor.
• Verify tight connections on the motor terminals.
• Check the condition of the contacts for wear and pitting, if applicable.
• Check the contactors for free and smooth operation.
• Verify proper volts and amps.
Running Inspection
• Verify smooth operation of the pump.
• Check for leaks on the pump seal.
• Lubricate the motor bearings as necessary, if applicable.
VARIABLE FREQUENCY DRIVES:
Annual Maintenance Procedure
• Report in with the Customer Representative.
• Record and report abnormal conditions, measurements taken, etc.
• Review customer logs with the customer for operational problems and trends.
• Clean the heat sink.
• Inspect wiring and connections for tightness and signs of overheating and discoloration.
• Visually inspect panel for loose or damaged parts or wiring; also check for any accumulation of dirt
and/or moisture.
• Verify proper operation of the unit.
• Verify proper DC buss voltage.
REFRIGERANT MONITORS:
Annual Maintenance Inspection
• Report in with the Customer Representative.
• Record and report abnormal conditions.
• Check chassis mounting in enclosure.
• Check operation of Clear Language Display.
• Replace sampling filter element /elements at sensing points.
• Provide Zero and Span calibration to accuracy within 1 PPM.
• Visually check photo -acoustic sensing device.
• Check periodic re -zeroing if applicable.
BOILERS:
Comprehensive Annual Inspection
• Report in with the Customer Representative.
• Record and report abnormal conditions, measurements taken, etc.
• Review customer logs with the customer for operational problems and trends.
General Assemblv
• Check the heating surfaces and water side for corrosion, pitting, scale, blisters, bulges and soot.
• Inspect the refractory.
• Check the expansion tank and drain if needed.
• Clean the fire inspection glass.
• Check the blow -down valve packing and lubricate.
• Check and test boiler blow -down valve.
• Perform hydrostatic test, if required.
• GAS TRAIN BURNER ASSEMBLY
0 Check the gas train isolation valves for leaks.
o Check the gas supply piping for leaks.
o Check the gas pilot solenoid valve for wear and leaks.
o Check the main gas and the pilot gas regulators for wear and leaks.
o Test the low gas pressure switch. Calibrate and record setting.
o Test the high gas pressure switch. Calibrate and record setting.
o Verify the operation of the burner fan air flow switch.
o Inspect and clean the burner assembly.
o Inspect and clean the pilot igniter assembly.
o Inspect and clean the burner fan.
o Run the fan and check for vibration.
o Inspect the flue and flue damper.
o Burner Control Panel:
• Inspect the panel for cleanliness.
• Inspect wiring and connections for tightness and signs of overheating and discoloration.
Clean burner fan wheel and air dampers. Check the fan for vibration.
Verify tightness of the linkage set screws.
Check the gas valves against leakage (where test cocks are provided).
Controls and Safeties (all if applicable)
• Disassemble and inspect the low water cutoff safety device.
• Reassemble the boiler low water cutoff safety device with new gaskets.
• Clean the contacts in the program timer, if applicable.
• Check the operation of the low water cutoff safety device and feed controls.
Verify the setting and test the operation of the operating and limit controls.
Ouarterly Running Inspection
• Check the general condition of the unit.
• Inspect the burner.
• Adjust the burner controls to obtain proper combustion.
• Check the operation of the pressure relief valve.
• Check the operation of the low water cutoff and feed controls.
• Check the setting and test the operation of the operating and limit controls.
• Check the operation of the modulating motor.
• Litt the safety/relief valves with at least 70% of rated pressure.
Blow down and try gauge cocks to confirm glass water level.
• Check and test boiler blow down valve.
• Log operating conditions after the system has stabilized.
• Review operating procedures with operating personnel.
• Provide a written report of completed work, operating log, and indicate uncorrected deficiencies
detected.
LIEBERT SPLIT -SYSTEMS:
• 247 Emergency labor and travel included
• Includes 1-800-LIEBERT Customer Response Center.
• Includes access to Liebert Customer Services Network On -Line Internet portal.
• Includes (4) PM inspections scheduled between 8am- 5pm, Monday -Friday, (excluding national
holidays). Belts &Filters included and replaced on an "as needed basis."
• All other parts & labor is provided on a time & material basis.
• Performed by Liebert Factory Trained Technicians.
Quarterly Maintenance
Filters
• Check for restricted airflow.
• Replace air filters as needed
• Examine filter switch.
• Wipe entire section clean.
Blower Section
• Verify that impellers are free of debris and move freely.
• Check belt for condition and proper tension.
• Replace belts as needed.
• Verify that the bearings are in good condition.
• Check the fan safety switch for proper operation.
• Check the pulleys and motor mounts for tightness and proper alignment.
Air Cooled Condenser (If Applicable)
Verify condenser coil cleanliness
• Brush clean and spray using hose and nozzle connected to local water source (if local water source is
available)
• Chemical cleaning of outdoor condensing unit is excluded from normal scheduled maintenance and can be
performed on a time and material basis.
• Examine motor mounts for tightness. Tighten if necessary.
• Verify that the bearings are in good working order.
• Confirm that the refrigerant lines are properly supported.
Water/Glycol Condenser (If Applicable)
• Check cleanliness of copper tubing.
• Confirm that the water regulating valves are functioning properly.
• Check the glycol solution level.
• Check glycol freeze protection level
• Check for water/glycol leaks.
Glycol Pump
• Examine for any glycol leaks.
• Determine proper pump operation.
Steam Generating Humidifier (If Applicable)
• Check the canister for any deposits.
• Check the condition of all steam hoses.
• Examine the water make-up valve for any leaks.
• Check and adjust potentiometers for optimal performance
Infrared Humidifier (If Applicable)
• Check the pan drain for any type of blockage.
• Examine the humidifier lamps for proper operation.
• Check the pan for any type of mineral deposits.
Refrigerant Cycle/Section
• Examine refrigerant lines for leaks or damage.
• Using the sight glass, check lines for moisture.
• Monitor suction pressure.
• Monitor head pressure.
• Monitor discharge pressure.
• Check superheat.
Electric Panel, Controls, and Ancillary Items
• Check fuses
• Check electrical connections
0 Check contactors for pitting
• Using microprocessor controls, ensure proper operation of the unit components
• Inspect leak detection cabling (if connected to unit)
ENERGY PERFORMANCE ANALYTICS:
• Generate energy performance report
• Interpret data and compare to previous runs
• Identify problems and make recommendations
• Submit written reports to customer
• Have scheduled in-person meetings for discussion of results
• Follow-up on implementation plan
FAN COIL UNITS:
Ouarterly Maintenance
• Report in with the customer Representative.
• Record and report abnormal conditions.
• Verify clean water coil.
• Verify tightness of fan set screws
• Verify smooth fan operation.
• Verify clean condensate pan.
• Verify the operation of the condensate pump, if applicable.
• Verify proper operation of the temperature control and fan control device.
• Verify proper operation of the changeover valve, if applicable.
EXHIBIT B
SCHEDULE OF BILLING RATES
Trane US Civic Center Chiller Services
This Agreement includes a yearly fixed -maintenance cost totaling $61,237 per
year.
The on-call component of this Agreement will be subject to the hourly rates as
listed below:
Applied Technician Hourly Rates
Straight Time
$159/hr
Overtime
$238.50/hr
(After 8 hours and Saturdays)
Double Time
$318/hr
(After 12 hours, Sundays and Holidays)
Commercial Technician Hourly Rates
Straight Time
$122/hr
Overtime
$183/hr
(After 8 hours and Saturdays)
Double Time
$244/hr
(After 12 hours, Sundays and Holidays)
Trane U.S. Inc. Page B-1
EXHIBIT C
INSURANCE REQUIREMENTS — MAINTENANCE/REPAIR 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 City Council,
boards and commissions, officers, agents, volunteers and employees.
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
Trane U.S. Inc. Page C-1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
4. 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 City Council, boards and commissions, officers, agents,
volunteers, employees, and any person or entity owning or otherwise in
legal control of the property upon which Contractor performs the Project
and/or Services contemplated by this Agreement 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.
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, its City Council, boards and commissions, officers, agents,
volunteers and employees 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.
5. 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
Trane U.S. Inc. Page C-2
insurance required by giving Contractor sixty (60) calendar days advance
written notice of such change. If such change results in substantial
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 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.
Trane U.S. 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.
I. 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.
Trane U.S. 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: 2/1/17 Dept./Contact Received From: Joan
Date Completed: 4/26/17 Sent to: Joan By: Alicia
Company/Person required to have certificate: Trane U.S. Inc.
Type of contract: All Other
1. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/17/174/17/18
A.
INSURANCE COMPANY: National Union Fire Ins Co of Pittsburgh PA
B.
AM BEST RATING (A-: VII or greater): A: XV
AM BEST RATING (A-: VII or greater) A: XV
C.
ADMITTED Company (Must be California Admitted):
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
® Yes ❑ No
D.
LIMITS (Must be $1M or greater): What is limit provided?
7,500,000/7,500,000
E.
ADDITIONAL INSURED ENDORSEMENT — please attach
® Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
include): Is it included? (completed Operations status does
F.
not apply to Waste Haulers or Recreation)
N Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
❑ Yes ❑ No
G.
COMPLETED OPERATIONS ENDORSEMENT (completed
❑ Yes N No
H.
Operations status does not apply to Waste Haulers)
® 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 ® No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
N N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A N Yes ❑ No
11. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/17/17-4/17/18
A.
INSURANCE COMPANY: National Union Fire Ins Co of Pittsburgh PA
B.
AM BEST RATING (A-: VII or greater) A: XV
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
N Yes ❑ No
D.
LIMITS - If Employees (Must be $1M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided? 5,000,000
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): N N/A
❑ Yes ❑ No
G.
HIRED AND NON -OWNED AUTO ONLY: ❑ N/A
❑ Yes N No
H.
NOTICE OF CANCELLATION: ❑ N/A
N Yes 0 No
III. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 4/17/17-4/17/18
A.
INSURANCE COMPANY: Travelers Indemnity Co of America
B.
AM BEST RATING (A-: VII or greater): A++: XV
C.
ADMITTED Company (Must be California Admitted):
❑ Yes
® No
D.
WORKERS' COMPENSATION LIMIT: Statutory
® Yes
❑ No
E.
EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
3,000,000
F.
WAIVER OF SUBROGATION (To include): Is it included?
❑ Yes
® No
G.
SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
® N/A ❑ Yes
❑ No
H.
NOTICE OF CANCELLATION:
❑ N/A ® 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?
Approved:
4
4/26/
Agent of Alliant Insurance Services Date
Broker of record for the City of Newport Beach
® N/A ❑ Yes ❑ No
® N/A ❑ 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:
Risk Management approval needed due to WC carrier being non -admitted. Sheri approved 1/25/17
Approved:
Risk Management Date
* Subject to the terms of the contract.