HomeMy WebLinkAboutC-4187 - On-Call RSA for On-Call Electrical Repair ServicesON -CALL REPAIR SERVICES AGREEMENT WITH
H & H LIGHTING FOR ON -CALL ELECTRICAL REPAIR SERVICES
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THIS AGREEMENT is made and entered into as of this ' h day of
A 2009, by and between the CITY OF NEWPORT BEACH, a Municipal
Corpo tion ( "City "), and Mark Hanson, doing business as ( "DBA ") H & H LIGHTING, a
sole proprietor, whose address is 1045 Inveriochy Drive, Fallbrook, California, 92028
( "Contractor"), and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now
being conducted under the statutes of the State of California and the Charter of
City.
B. City has a need for on -call electrical repair services for low voltage lighting
repairs.
C. City desires to engage Contractor to perform on -call low voltage lighting repairs
at various locations throughout the City on an as need basis ( "Project ").
D. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member of Contractor for purposes of Project shall be Mark
Hanson.
F. City has solicited and received a proposal from Contractor, has reviewed the
previous experience and evaluated the expertise of Contractor, and desires to
retain Contractor to render professional services under the terms and conditions
set forth 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 above written date, and shall
terminate on the 9t' day of March, 2011, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED
Contractor shall provide "On -Call" electrical repair services for low voltage
lighting repairs described in the Statement of Qualifications attached as Exhibit
"A." Upon verbal or written request from the Project Administrator, 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:
A. A detailed description of the services to be provided;
B. The estimated number of hours and cost to complete the services; and
C. The time needed to finish the specific project.
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
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Contractor to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Contractor shall not be responsible for delays due
to causes beyond Contractor's reasonable control. However, in the case of any
such delay in the services to be provided for the Project, each party hereby
agrees to provide notice to the other party so that all delays can be addressed.
3.1 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Contractor's control.
3.2 For all time periods not specifically set forth herein, Contractor shall
respond in the most expedient and appropriate manner under the
circumstances, by telephone, fax, hand - delivery or mail.
4. COMPENSATION
City shall pay Contractor for the services on a time and expense not -to- exceed
basis, in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit "B" and incorporated herein by
reference.
No rate changes shall be made during the term of this Agreement without the prior
written approval of the City. Contractor's compensation for services performed in
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accordance with this Agreement, including all reimbursable items and
subconsultant fees, shall not exceed the fees identified in the Letter Proposal, as
approved by the Project Administrator. Any Letter Proposal that sets forth fees in
excess of Thirty Thousand Dollars and No Cents ($30,000.00) shall require a
separate Maintenance/Repairs Service Agreement approved by the City in
accordance with Council Policy F -14.
4.1 Contractor shall submit monthly invoices to City describing the work
performed the preceding month. Contractor's bills shall include the name
of the person and/or classification of employee who performed the work, a
brief description of the services performed and /or the specific task in the
letter proposal to which it relates, the date the services were performed,
the number of hours spent on all work billed on an hourly basis, and a
description of any reimbursable expenditures. City shall pay Contractor
no later than thirty (30) days after approval of the monthly invoice by City
staff.
4.2 City shall reimburse Contractor only for those costs or expenses
specifically approved in the Letter Proposal. Unless otherwise approved,
such costs shall be limited and include nothing more than the following
costs incurred by Contractor:
A. The actual costs of subconsultants for performance of any of the
services that Contractor agrees to render pursuant to this
Agreement and the Letter Proposal, which have been approved in
advance by City and awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and/or other costs and /or payments specifically
authorized in advance in writing and incurred by Contractor in the
performance of this Agreement.
4.3 Contractor shall not receive any compensation for Extra Work without the
prior written authorization of City. As used herein, "Extra Work' means
any work that is determined by City to be necessary for the proper
completion of the Project, but which is not included within the Letter
Proposal and which the parties did not reasonably anticipate would be
necessary. Compensation for any authorized Extra Work shall be paid in
accordance with the Schedule of Billing Rates set forth in Exhibit B.
5. PROJECT MANAGER
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
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times during the Agreement term. Contractor has designated Mark Hanson to be
its Project Manager.
If Contractor is performing inspection or construction management services for
City, the Project Manager and any other assigned staff shall be equipped with a
cellular phone to communicate with City staff. Contractor's cellular phone
number will be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Utilities Department. Ed Burt shall
be the Project Administrator and shall have the authority to act for City under this
Agreement. The Project Administrator or his/her authorized representative shall
represent City in all matters pertaining to the services to be rendered pursuant to
this Agreement.
7. TYPE OF MATERIALS /STANDARD OF CARE
7.1 All of the services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall
be performed by qualified and experienced personnel who are not
employed by City, nor have any contractual relationship with City. By
delivery of completed work, Contractor certifies that the work conforms to
the requirements of this Agreement and all applicable federal, state and
local laws and the professional standard of care.
7.2 Contractor represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Contractor to practice its profession.
Contractor further represents and warrants to City that Contractor shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Contractor to practice its profession.
Contractor shall maintain a City of Newport Beach business license during
the term of this Agreement.
7.3 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, or acts of God, or the failure of City
to furnish timely information or to approve or disapprove Contractors work
promptly, or delay or faulty performance by City, contractors, or
governmental agencies.
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8. RESPONSIBILITY FOR DAMAGES OR INJURY
8.1 City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials 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.
8.2 Contractor shall be responsible for any liability imposed by law and for injuries to
or death of any person or damage to property resulting from defects,
obstructions or from any cause arising from Contractor's work on the Project, or
the work of any subcontractor or supplier selected by the Contractor.
8.3 Contractor shall indemnify, hold harmless, and defend City, its officers and
employees from and against: (1) any and all loss, damages, liability, claims,
allegations of liability, suits, costs and expenses for damages of any nature
whatsoever, including, but not limited to, bodily injury, death, personal injury,
property damage, or any other claims arising from any and all acts or omissions
of Contractor, its employees, agents or subcontractors in the performance of
services or work conducted or performed pursuant to this Agreement; (2) use of
improper materials in performing this Project including, without limitation, defects
in workmanship or materials and /or design defects; and /or (3) any and all claims
asserted by Contractor's subcontractors or suppliers on the Project, and shall
include reasonable attorney's fees and all other costs incurred in defending any
such claim. However, nothing herein shall require Contractor to indemnify City
from the sole negligence or willful misconduct of City, its officers or employees.
8.4 Contractor shall perform all Project 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 Project work.
8.5 To the extent authorized by law, as much of the money due Contractor under
and by virtue of the Agreement as shall be considered necessary by City may be
retained by it until disposition has been made of such suits or claims for
damages as aforesaid.
8.6 Nothing in this section shall be construed as authorizing any award of attorney's
fees in any action to enforce the terms of this Agreement, except to the extent
provided in Section 6.3 above.
8.7 The rights and obligations set forth in this Section shall survive the termination of
this Contract.
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9. INDEPENDENT CONTRACTOR
It is understood that City retains Contractor on an independent contractor basis
and Contractor is not an agent or employee of City. The manner and means of
conducting the work are under the control of Contractor, except to the extent
they are limited by statute, rule or regulation and the expressed terms of this
Agreement. 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 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. 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 the
Contractor on the Project.
11. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of work. Consultant shall obtain, provide and maintain at its own expense during
the term of this Agreement, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A. Certificates of Insurance. Consultant shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City's at all times during the term of this Agreement.
B. Signature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
C. 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.
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D. Coverage Requirements.
1. Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance and Employer's Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Consultant shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employer's Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days (10 calendar days written notice of non-
payment of premium) prior to such change. The insurer shall agree
to waive all rights of subrogation against City, its officers, agents,
employees and volunteers for losses arising from work performed
by Consultant for City.
2. General Liability Coverage. Consultant shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
3. Automobile Liability Coverage. Consultant shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Consultant arising out of or in connection with
work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
4. Professional Errors and Omissions Insurance. Consultant shall
maintain professional errors and omissions insurance, which
covers the services to be performed in connection with this
Agreement in the minimum amount of one million dollars
($1,000,000).
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
1. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
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respect to liability arising out of work performed by or on behalf of
the Consultant.
2. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Consultant's operations or services
provided to City. Any insurance maintained by City, including any
self - insured retention City may have, shall be considered excess
insurance only and not contributory with the insurance provided
hereunder.
3. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
4. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
5. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
6. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either
party except after thirty (30) calendar days (10 calendar days
written notice of non - payment of premium) written notice has been
received by City.
F. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Consultant's performance under this Agreement.
G. Additional Insurance. Consultant 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.
12. SUBCONTRACTING
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Contractor. Assignments of any or all rights, duties or obligations of the
Contractor under this Agreement will be permitted only with the express written
consent of City. Contractor shall not subcontract any portion of the work to be
performed under this Agreement without the written authorization of City.
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13. WITHHOLDINGS
City may withhold payment 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 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.
14. CONFLICTS OF INTEREST
The Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act'), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
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 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.
15. NOTICES
All notices, demands, requests or approvals 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. All notices, demands, requests or approvals from
Contractor to City shall be addressed to City at:
Ed Burt
Utilities Department
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA, 92658 -8915
Phone: 949 -644 -3011
All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
16.
17.
18.
19.
Mark Hanson
H &H Lighting
1045 Inverlochy Drive
Fallbrook, CA 92028
Phone: 949 - 363 -7206
Fax:
TERMINATION
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, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provision, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
seven (7) calendar days' prior written notice to Contractor. In the event of
termination under this Section, City shall pay Contractor for services satisfactorily
performed and costs incurred up to the effective date of termination for which
Contractor has not been previously paid. On the effective date of termination,
Contractor shall deliver to City all reports and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
COMPLIANCE WITH ALL LAWS
Contractor shall at its own cost and expense comply with all statutes,
ordinances, regulations and requirements of all governmental entities, including
federal, state, county or municipal, whether now in force or hereinafter enacted.
WAIVER
A waiver by City 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.
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.
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20. 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.
21. 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.
22. 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.
23. 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.
24. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters
relating to it and any action brought relating to this Agreement shall be
adjudicated in a court of competent jurisdiction in the County of Orange.
25. EQUAL OPPORTUNITY EMPLOYMENT
Consultant represents that it is an equal opportunity employer and it shall not
discriminate against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age.
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
OFFICE OF CITY ATTORNEY
By:
My tte Beaucha p,
Assistant City Attorney
ATTEST:
By: Ppffo-1
Leilani 8rown,
City Clerk ®.n,
Attachments:
'PORN'
CITY OF NEWPORT BEACH
A Municipal Corporation
By.
eo e Murdoch,
Utilities Director
CONTRACTOR:
H&H LIGG:
By HTI "
(Corporate Officer)
Title: Sole Proprietor
Print Name: Mark Hanson
Exhibit A — Statement of Qualifications
Exhibit B — Schedule of Billing Rates
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LIGHTING
949-363-7206
760-731-8339
March 9, 2009
H & H Architectural and Landscape Lighting Design
Hourly rate as follows:
$68.50 per hour
Length of time rate is guaranteed as follows:
2 year time period
Statement of qualifications enclosed.
Please also visit our website:
http://www.hhlandscapelighting.com/sample_l/services.html
Licensed, bonded, insured: C-10-795262
Full service lighting and electrical company qualified
for 120/240/277/480 voltage applications.
Extensive experience in all aspects of lighting and
electrical including shopping centers, retail stores,
multi -family residential associations, as well as
commercial and industrial complexes.
Low Voltage applications extend to all facets of
commercial and residential entities.
We have had no claims for liability in ou_: eompany.
All materials and labor under warranty for one year after installation. We are not responsible for the condition
or capacity of the existing electrical system, but we will note any problems we find as work is completed. H&H
Lighting is not responsible for any vandalism that occurs during or after installation of materials.i+iee-goote-
cyaod4or-3&tloys. Fully Insured & Licensed. License #795262
"S®Uthern CG -Ii fornia'S Premier Lighting Experts"
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"SouthernCallfornias PrenAiier 1-iglitin-a- f-l.'xperts"
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H & H Architectural Landscape Lighting Design is a full service electrical and ligl
Service you can trust through a licensed, bonded and insured contractor.
Professional Lighting Design:
• Residential and Commercial
• Interior and Exterior
• Corporate Centers
• Retail Facilities
Low Voltage Lighting Applications:
• Safety and security lighting
• Pool lighting
• Recreational Sports court lighting
• High lighting
• Shadowing
• Silhouetting
• Grazing
• Accenting
• Uplighting
• Moon lighting
• Down lighting
• Pathway and perimeter lighting
http://www.hhlandscapelighting.com/Sample-1/services.html
Serving Orange and San Diego Cc
• Licensed
• Bonded
• Insured
• C-10-795262
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"Southern California's Premier Lighting Experts"
Serving ®range and San Diego Counties
Licensed / Bonded / Insured
C-10-795262
We are a licensed electrical contractor specializing in the
installation, design and maintenance of energy-efficient
lighting systems for shopping centers, retail stores, multi-
family residential associations, as well as commercial and
industrial complexes.
http://www.hhlandscapelighting.com/Sample_1 /commercialservice.html
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http://www.hhlandscapelighting.com/Sample 1/Commercialservice.httnl
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• (949) 363-720
• (760) 731-833(
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H & H Architectural and Landscape Lighting Design
Service Locations
• Orange County
• San Diego County
Licensed / Bonded / Insured: C-10-795262
For a custom landscape lighting design consultation
Contact Us @
• Phone: 949-363-72o6
• Email: hh.lighting@yahoo.com
• Website:
http://www.hhlandscapelighting.com/home.html
http://www.hhlandscapelighting.com/Sarnple-1/Contactus.html
LIGHTING
949-363-7206
760-731-8339
EXHIBIT "B"
.March 9, 2009
H & H Architectural and Landscape Lighting Design
Hourly rate as follows:
$68.50 per hour
Length of time rate is guaranteed as follows:
2 year time period
All materials and labor under warranty for one year after installation. We are not responsible for the condition
or capacity of the existing electrical system, but we will note any problems we find as work is completed. H&H
Lighting is not responsible for any vandalism that occurs during or after installation of materials.-R*kee"et&
-@eeel-6-30-e6yt. Fully Insured & Licensed. License #795262
"Southern ClAll form f'S Premier Lighting ftperftS"