HomeMy WebLinkAboutC-6313 - On-Call and Regular M/RSA for Variable Frequency Drive Maintenance and Repair CCE)
ON-CALL AND REGULAR MAINTENANCE/REPAIR SERVICES AGREEMENT
WITH VARIABLE SPEED SOLUTIONS, INC. FOR
VARIABLE FREQUENCY DRIVE MAINTENANCE AND REPAIR
THIS ON-CALL AND REGULAR MAINTENANCE/REPAIR SERVICES AGREE-
MENT ("Agreement') is made and entered into as of this 7th day of September, 2015
2015 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California
municipal corporation and charter city ("City"), and VARIABLE SPEED SOLUTIONS,
INC., a California corporation ("Contractor"), whose address is 16182 Gothard Street,
Unit I, Huntington Beach, California 92647, 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 and regular 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 September 1, 2017, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
2.1 Contractor shall perform the on-call and regular 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 Seventy Five Thousand Dollars and 001100
($75,000.00), without prior written amendment to the Agreement.
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4.2 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name and/or
classification of employee who performed the Work, a brief description of the Services
performed and/or the specific task in the Scope of Services to which it relates, the date
the Services were performed, the number of hours spent on all Work billed on an hourly
basis, and a description of any reimbursable expenditures. City shall pay Contractor no
later than thirty (30) calendar days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Contractor only for those costs or expenses
specifically identified in Exhibit B to this Agreement and the Letter Proposal, or
specifically approved in writing in advance by City.
4.4 Contractor shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the
Project, but which is not included within the Scope of Services and which the parties did
not reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with Exhibit B
and the Letter Proposal.
5. PROJECT MANAGER
5.1 Contractor shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Contractor has designated Brian Pavloff to be its
Project Manager. Contractor shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non-key personnel.
5.2 Contractor, at the sole discretion of City, shall remove from the Project any
of its personnel assigned to the performance of Services upon written request of City.
Contractor warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Municipal Operations Department.
City's Field Superintendent II 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.
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8. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE
8.1 Contractor shall use only the standard materials described in Exhibit A in
performing Services under this Agreement. Any deviation from the materials described
in Exhibit A shall not be installed or utilized unless approved in advance and in writing
by the Project Administrator.
8.2 All of the Services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the personnel required to perform
the Services required by this Agreement, and that it will perform all Services in a
manner commensurate with highest industry standards. All Services shall be performed
by qualified and experienced personnel who are not employed by City. By delivery of
completed Work, Contractor certifies that the Work conforms to the requirements of this
Agreement and all applicable federal, state and local laws and the industry standard.
8.3 Contractor represents and warrants to City that it has, shall obtain and
shall keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.4 Contractor shall not be responsible for delay, nor shall Contractor be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Contractor's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. RESPONSIBILITY FOR DAMAGES OR INJURY
9.1 City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials or other things
used or employed in performing the Project or for injury to or death of any person as a
result of Contractor's performance of the Services required hereunder; or for damage to
property from any cause arising from the performance of the Project by Contractor, or
its subcontractors, or its workers, or anyone employed by either of them.
9.2 Contractor shall be responsible for any liability imposed by law and for
injuries to or death of any person or damage to property resulting from defects,
obstructions or from any cause arising from Contractor's Work on the Project, or the
Work of any subcontractor or supplier selected by Contractor.
9.3 To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, and employees (collectively, the "Indemnified Parties') from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
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
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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.
9.7 The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Contractor on an independent contractor basis
and Contractor is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Contractor, except to the extent they are
limited by statute, rule or regulation and the expressed terms of this Agreement. No
civil service status or other right of employment shall accrue to Contractor or its
employees. Nothing in this Agreement shall be deemed to constitute approval for
Contractor or any of Contractor's employees or agents, to be the agents or employees
of City. Contractor shall have the responsibility for and control over the means of
performing the Work, provided that Contractor is in compliance with the terms of this
Agreement. Anything in this Agreement that may appear to give City the right to direct
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.
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11. COOPERATION
Contractor agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with Contractor on the Project.
12. CITY POLICY
Contractor shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in
order to ensure the Project proceeds in a manner consistent with City goals and
policies.
13. PROGRESS
Contractor is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Contractor's indemnification of City, and prior to commencement
of Work, Contractor shall obtain, provide and maintain at its own expense during the
term of this Agreement or for other periods as specified in this Agreement, policies of
insurance of the type, amounts, terms and conditions described in the Insurance
Requirements attached hereto as Exhibit C, and incorporated herein by reference.
15. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays and
overtime Work for each craft or type of workman needed to execute the Work
contemplated under the Agreement shall be paid to all workmen employed on the Work
to be done according to the Agreement by the Contractor and any subcontractor. In
accordance with the California Labor Code (Sections 1770 et seg.), 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
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subcontracted out without the prior written approval of City. Any of the following shall
be construed as an assignment: The sale, assignment, transfer or other disposition of
any of the issued and outstanding capital stock of Contractor, or of the interest of any
general partner or joint venturer or syndicate member or cotenant if Contractor is a
partnership or joint-venture or syndicate or cotenancy, which shall result in changing the
control of Contractor. Control means fifty percent (50%) or more of the voting power or
twenty-five percent (25%) or more of the assets of the corporation, partnership or joint-
venture.
17. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A and the Letter Proposal. Contractor shall be fully responsible to
City for all acts and omissions of any subcontractor. Nothing in this Agreement shall
create any contractual relationship between City and any subcontractor nor shall it
create any obligation on the part of City to pay or to see to the payment of any monies
due to any such subcontractor other than as otherwise required by law. City is an
intended beneficiary of any Work performed by the subcontractor for purposes of
establishing a duty of care between the subcontractor and City. Except as specifically
authorized herein, the Services to be provided under this Agreement shall not be
otherwise assigned, transferred, contracted or subcontracted out without the prior
written approval of City.
18. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents"), prepared or caused to be prepared by Contractor,
its officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole
right to use such materials in its discretion without further compensation to Contractor or
any other party. Contractor shall, at Contractor's expense, provide such Documents to
City upon prior written request.
19. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept
confidential unless City expressly authorizes in writing the release of information.
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
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activities related to the Agreement for a period of three (3) years from the date of final
payment to Contractor under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Contractor of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Contractor shall not
discontinue Work as a result of such withholding. Contractor shall have an immediate
right to appeal to the City Manager or his/her designee with respect to such disputed
sums. Contractor shall be entitled to receive interest on any withheld sums at the rate of
return that City earned on its investments during the time period, from the date of
withholding of any amounts found to have been improperly withheld.
22. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other contractors in connection with the Project.
23. CONFLICTS OF INTEREST
23.1 Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the Work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such interest.
23.2 If subject to the Act, Contractor shall conform to all requirements of the
Act. Failure to do so constitutes a material breach and is grounds for immediate
termination of this Agreement by City. Contractor shall indemnify and hold harmless
City for any and all claims for damages resulting from Contractor's violation of this
Section.
24. NOTICES
24.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
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: Field Superintendent II
Municipal Operations Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
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24.3 All notices, demands, requests or approvals from City to Contractor shall
be addressed to Contractor at:
Attn: Brian Pavloff
Variable Speed Solutions, Inc.
16182 Gothard Street, Unit I
Huntington Beach, CA 92647
25. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Contractor shall submit to City, in
writing, all claims for compensation under or arising out of this Agreement.
Contractor's acceptance of the final payment shall constitute a waiver of all claims for
compensation under or arising out of this Agreement except those previously made in
writing and identified by Contractor in writing as unsettled at the time of its final request
for payment. Contractor and City expressly agree that in addition to any claims filing
requirements set forth in the Agreement, Contractor shall be required to file any claim
Contractor may have against City in strict conformance with the Government Claims Act
(Government Code sections 900 et seq.).
26. TERMINATION
26.1 In the event that either party fails or refuses to perform any of the
provisions of this Agreement at the time and in the manner required, that party shall be
deemed in default in the performance of this Agreement. If such default is not cured
within a period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cure the default and the defaulting party fails to give adequate
assurance of due performance within two (2) calendar days after receipt of written
notice of default, specifying the nature of such default and the steps necessary to cure
such default, and thereafter diligently take steps to cure the default, the non-defaulting
party may terminate the Agreement forthwith by giving to the defaulting party written
notice thereof.
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 ("FLSK) (29 USCA § 201, et seq.).
Variable Speed Solutions, Inc. Page 9
27.2 Whenever Contractor has knowledge that any actual or potential labor
dispute is delaying or threatens to delay the timely performance of this Agreement,
Contractor shall immediately give written notice to City, and provide all relevant
information.
27.3 Contractor represents that all persons working under this Agreement are
verified to be U.S. citizens or persons legally authorized to work in the United States.
27.4 To the fullest extent permitted by law, Contractor shall indemnify, defend,
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, and employees from loss or damage, including but not limited to attorneys'
fees, and other costs of defense by reason of actual or alleged violations of any
applicable federal, state and local labor laws or law, rules, and/or regulations. This
obligation shall survive the expiration and/or termination of the Agreement.
28. STANDARD PROVISIONS
28.1 Recitals. City and Contractor acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference.
28.2 Compliance with all Laws. Contractor shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Contractor shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
28.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent
breach of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
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.
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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.
[SIGNATURES ON NEXT PAGE]
Variable Speed Solutions, Inc. Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED SASS TO FORM:
CITY AT � JIJY' OFFICE
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By: B1
y _
Aaron C. Harp (Am otivrjos orge urdoch \
City Attorney Municipal Operations Director
ATTEST: q
Date: •
By:
Leilani I. Brown
City Clerk
i
i
LltI F0�J
CONTRACTOR: VARIABLE SPEED
SOLUTIONS, INC., a California
Date: 1-9— 1�j
By:
Tra avlo
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Variable Speed Solutions, Inc. Page 12
EXHIBIT A
SCOPE OF SERVICES
Variable Speed Solutions, Inc. Page A-1
SCOPE OF SERVICES
DUTIES AND RESPONSIBILITIES
• INTENT
o The intent of this Request for Proposal is to select and enter into a three (3) year
agreement with the most qualified proposer to maintain and repair the City of
Newport Beach's variable frequency drives and soft starts. The variable frequency
drives play a crucial role within the water and wastewater systems. The City
maintains soft starts and variable frequency drives at multiple different locations
throughout the City.
DESCRIPTION OF PROJECT
o Furnish all labor, tools, expendable equipment, materials, transportation services
necessary for the variable frequency drive and soft start maintenance as
described herein including, but not limited to,the following:
■ Maintenance and on-call repair for the following types of variable
frequency drives:
• Toshiba Model: VF-ASI-4220PL-HN
• Toshiba Model: VF-AS1-4110KPC-HN
• Toshiba Model: VF-ASI-411OKPC-HN
• Toshiba Model: W7B425KAADW-1
• Toshiba Model: W7B440KAADW-1
• Toshiba Model: W7B425KAADW-2
• Toshiba Model: W78440KAADW-2
• Toshiba Model: W7B430KAADW-1
• Toshiba Model: W7B430KAADW-1
• 2 ABB Models: ACS600
• 3 ABB Models: ACS500
• Maintenance and on-call repair for the following types of soft starts:
• 3 Saftronics Models: EZ6500
• 3 Firing Circuits, Inc. Models: 1943-0061
• Firing Circuits, Inc. Models: 1943-0061
• 10 Allen Bradley Models: SMC-3
• 3 Allen Bradley Models:150-B97NBD
• WORKING HOURS
o Normal working hours shall be between the hours of 7:00 a.m. and 4:30 p.m.,
Monday through Friday. No Saturday or Sunday work is to be scheduled without
prior written permission from the City, unless it is an emergency situation.
• QUALITY OF WORK AND MATERIALS
o The Contractor shall perform all Work required to be performed, and shall
provide and furnish all the labor, materials, necessary tools, expendable
equipment and all utility and transportation services necessary for the Project,
including delivery, storage and handling of products.
o All material and equipment furnished by the Contractor shall be high grade, and
free from defects and imperfections, unless otherwise hereinafter specified.
Workmanship shall be in accord with the best standard practices. Both materials
and workmanship shall be subject to the approval of the Project Administrator.
o All work shall be performed in accordance with the HIGHEST INDUSTRY
STANDARDS, as stated in the specifications described herein. Standards and
frequencies may be modified from time to time as deemed necessary by the City
for the proper maintenance of the sites.
o If, in the judgment of the City, the quality of work is less than that specified
herein, the City shall, at its option, in addition to or in lieu of other remedies
provided herein, withhold appropriate payment from the Contractor until
services are rendered in accordance with specifications set forth within this
document and providing no other arrangements have been made between the
Contractor and the City. Failure to notify of a change and/or failure to perform an
item or work on a scheduled day may, at the City's sole discretion, result in
deduction of payment for that date, week, or month. Payment will be retained
for work not performed until such time as the work is performed to City standard.
• WORKMANSHIP AND SUPERVISION
o Contractor shall designate a Project Manager to serve as the main contact for the
Contractor throughout the project. The Project Manager shall have the authority
to handle and resolve any contract disputes with the City and be experienced
variable frequency drives and soft start maintenance and repair services.
o All work shall meet with the approval of the City's designated Project
Administrator. Any specific problem area which does not meet the conditions of
the specifications set forth herein shall be called to the attention of the
Contractor's Project Manager and if not corrected, payment to the Contractor
will not be made until condition is corrected in a satisfactory manner as set forth
in the specifications.
CERTIFICATION AND QUALIFICATIONS
o The following certifications are preferred, but not required:
• Toshiba Basic Drives Certification
■ Completion of the Toshiba Troubleshooting and Repair training courses.
• Rockwell Automation (Allen-Bradley) PowerFlex Drives Certification.
• ABB ACS 500/600 MultiDrive control section with APC2 operations and
maintenance certification
RESPONSIBILITY FOR DAMAGES OR INJURY
o Any damage done by Contractor outside the area and scope of the work of the
contract shall be repaired or replaced as directed at no additional cost to the City.
o 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.
o 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 ads they may be liable or any or all of them).
PROJECT ADMINISTRATION
o Based on the results of this solicitation process, the City will enter into a three-
year on-call contract with the highest-qualified contractor(s). On-call contracts do
not guarantee or imply any specific quantity of work over the proposed three-
year contract period. When the need for services arises, the City shall request
either verbally or in writing, the necessary maintenance repair services required
in adequate detail. Contractor shall then 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 detailed description of the Services to be provided;
■ The position of each person to be assigned to perform the services, and
the name of the individuals to be assigned, if available;
• The estimated number of hours and cost to complete the Services; and
• The time needed to finish the specific Project.
o City will assess the Letter Proposal to ensure that services and costs proposed are
commensurate with those provided in the Contractor's RFP response. No Services
shall be provided until the City has provided written acceptance of the Letter
Proposal. Once authorized to proceed, Contractor shall diligently perform the
duties in the approved Letter Proposal.
o 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 Proposal.
• RECORDS
o 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,
• CORRESPONDENCE
o All correspondence shall be addressed to Field Superintendent II, Municipal
Operations Department, City of Newport Beach, and PO Box 1768, Newport
Beach, California 92658-8915.
• SAFETY REQUIREMENTS
o All work performed under this contract shall be performed in such a manner as to
provide maximum safety to the public and where applicable comply with all
safety standards required by CAL-OSHA. The City reserves the right to issue
restraint or cease and desist orders to the Contractor when unsafe or harmful
acts are observed or reported relative to the performance under this contract. All
contractor employees shall have access to a W.A.T.C.H. (Work Area Traffic
Control Handbook) at all times.
o Contractor's field personnel shall wear easily recognizable uniforms containing
Contractor's name. Contractor shall be responsible for supplying all appropriate
personal protective equipment including but not limited to safety vests, safety
shoes and reflective vests.
o The Contractor shall maintain all work sites free of hazards to persons and/or
property resulting from his/her operations. Any hazardous condition noted by the
Contractor, which is not a result of his/her operations, shall be immediately
reported to the City.
o Warning signs, lights, and devices shall be installed and displayed in conformity
with "The California Manual on Uniform Traffic Devices" for use in performance
of work upon highways issued by the State of California, Department of
Transportation.
o Contractor's employees shall be trained in health and safety per CALOSHA
o Contractors work shall follow all safety regulations including NEC codes and NFPA
70e standards.
TECHNICAL SPECIFICATIONS
• Inspect and tighten all nuts, bolts, and retaining devices on mechanical assemblies and
mounting brackets.
• Verify all electrical connections are at proper torque settings.
• Clean/change all cooling filters and grills.
• Remove all dirt and dust that has penetrated the unit interior or accumulated on the
processor boards using high-pressure nitrogen.
• Verify and record all inverter settings.
• Verify all internal power supplies and all logic outputs.
• Check proper operation of DC buss capacitors.
• Check all external controls related to the operation of the inverter.
• Provide recommendation for repair, parameter changes, etc. in writing.
EXHIBIT B
SCHEDULE OF BILLING RATES
Variable Speed Solutions, Inc. Page B-1
O�SEW PART
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COST FILE
One of the mandatory attachments that the PlanetBids portal will prompt you for is called a "Cost File." Please
upload this document to satisfy the requirement:
Pricing: 4,250.00
a. Cost Per Regular Scheduled Maintenance: $
(Must include ALL items necessary for completion of services, including labor,
transportation, any and all travel, and delivery of test reports)
b. Labor,As-needed Maintenance, Repair,
Replacement(Per Hour): $ 120 /Hr
i. Minimum Labor Charge? Y/N $ 240
c. Labor, After Hours As-needed Maintenance,
Repair, Replacement(Per Hour): $ 1 80 /Hr
i. Minimum Labor Charge? Y/N $ 360
ii. Minimum Call out time? Y/N 2 Hr/s_
d. Other/Optional? -Specify Below-
Please attach company rate sheets for items not listed above.
The pricing indicated in this Cost File must be inclusive of any applicable Prevailing Wages.
RFP No. 15-74 Cost File
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CyGfF00.�vP
COST FILE
The undersigned certifies that submission of this Proposal is made without prior understanding, arrangement, agreement or connection
with any corporation,firm or person submitting a Proposal for the some services, and is in oil respects fair and without collusion of fraud.
The undersigned certifies that they hove not entered into any arrangement or agreement with any City of Newport Beach public officer. The
undersigned understands collusive practices are a violation of State and Federal low and con result In fines, prison sentences, and civil
damage awards.
oH:a-sm�v.wn,Pv.n.u.sw.a bwan.iz..
Brian Pavlo W� •ssw ,M. 7-1 -15
.i sx:x orar
Proposer Signature Date
Brian Pavloff- President
Printed Name and Title
RFP No. 15-74 Cost File
EXHIBIT C
INSURANCE REQUIREMENTS — MAINTENANCE/REPAIR/JANITORIAL SERVICES
1. Provision of Insurance. Without limiting Contractor's indemnification of City, and
prior to commencement of Work, Contractor shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Contractor
agrees to provide insurance in accordance with requirements set forth here. If
Contractor uses existing coverage to comply and that coverage does not meet
these requirements, Contractor agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Contractor shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury
by disease in accordance with the laws of the State of California, Section
3700 of the Labor Code.
Contractor shall submit to City, along with the certificate of insurance,
a Waiver of Subrogation endorsement in favor of City, its officers,
agents, employees and volunteers.
B. General Liability Insurance. Contractor shall maintain commercial general
liability insurance and, if necessary, umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The
policy shall cover liability arising from premises, operations, products-
completed operations, personal and advertising injury, and liability
assumed under an insured contract (including the tort liability of another
assumed in a business contract).
C. Automobile Liability Insurance. Contractor shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Contractor
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non-owned or rented
Variable Speed Solutions, 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 elected or appointed officers, agents, officials, employees
and volunteers or shall specifically allow Contractor or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Contractor hereby waives its own right of
recovery against City, and shall require similar written express waivers
from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
products and completed operations, excess liability, pollution liability, and
automobile liability, if required, shall provide or be endorsed to provide that
City and its officers, officials, employees, and agents shall be included as
insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a
primary basis and shall not require contribution from any insurance or self-
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation (except for nonpayment for which ten
(10) calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
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
insurance required by giving Contractor sixty (60) calendar days advance
written notice of such change. If such change results in substantial
Variable Speed Solutions, Inc. Page C-2
additional cost to Contractor, City and Contractor may renegotiate
Contractor's compensation.
C. Right to Review Subcontracts. Contractor agrees that upon request, all
agreements with subcontractors or others with whom Contractor enters
into contracts with on behalf of City will be submitted to City for review.
Failure of City to request copies of such agreements will not impose any
liability on City, or its employees. Contractor shall require and verify that
all subcontractors maintain insurance meeting all the requirements stated
herein, and Contractor shall ensure that City is an additional insured on
insurance required from subcontractors. For CGL coverage,
subcontractors shall provide coverage with a format at least as broad as
CG 20 38 04 13.
D. Enforcement of Agreement Provisions. Contractor acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Contractor of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features
or limits contained in this Section are not intended as a limitation on
coverage, limits or other requirements, or a waiver of any coverage
normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a
given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type. If the
Contractor maintains higher limits than the minimums shown above, the
City requires and shall be entitled to coverage for higher limits maintained
by the Contractor. Any available insurance proceeds in excess of the
specified minimum limits of insurance and coverage shall be available to
the City.
F. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
G. City Remedies for Non-Compliance If Contractor or any sub-
consultant fails to provide and maintain insurance as required herein, then
City shall have the right but not the obligation, to purchase such
insurance, to terminate this Agreement, or to suspend Contractor's right to
proceed until proper evidence of insurance is provided. Any amounts paid
by City shall, at City's sole option, be deducted from amounts payable to
Contractor or reimbursed by Contractor upon demand.
Variable Speed Solutions, 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.
Variable Speed Solutions, 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: 9/22/15 Dept./Contact Received From: Joan
Date Completed: 9/28/15 Sent to: Joan By: Chris/Alicia
Company/Person required to have certificate: Variable Speed Solutions,Inc.
Type of contract: All Other
I. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 5/23/15-5/23/16
A. INSURANCE COMPANY: Landmark American Insurance Co.
B. AM BEST RATING (A-: VII or greater): A+:XIV
C. ADMITTED Company(Must be California Admitted):
Is Company admitted in California? ❑ Yes ® No
D. LIMITS(Must be$1 M or greater): What is limit provided? 1,000,000/2,000,000
E. ADDITIONAL INSURED ENDORSEMENT—please attach ® Yes ❑ No
F. PRODUCTS AND COMPLETED OPERATIONS(Must
include): Is it included? (completed Operations status does
not apply to Waste Haulers or Recreation) ® Yes ❑ No
G. ADDITIONAL INSURED FOR PRODUCTS AND
COMPLETED OPERATIONS ENDORSEMENT(completed
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? ® Yes ❑ No
I. PRIMARY&NON-CONTRIBUTORY WORDING (Must be
included): Is it included? ® 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/A ❑ Yes ❑ No
L. NOTICE OF CANCELLATION: ❑ N/A ® Yes ❑ No
II. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 6/19/15-6/19/16
A. INSURANCE COMPANY: Allstate Insurance Company
B. AM BEST RATING (A- :VII or greater) A+:XV
C. ADMITTED COMPANY(Must be California Admitted):
Is Company admitted in California? ® 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? 1,000,000
E LIMITS Waiver of Auto Insurance/Proof of coverage (if individual)
(What is limits provided?) N/A
F. PRIMARY& NON-CONTRIBUTORY WORDING(For Waste
Haulers only): ® N/A ❑ Yes ❑ No
G. HIRED AND NON-OWNED AUTO ONLY: ❑ N/A ❑ Yes ® No
H. NOTICE OF CANCELLATION: ❑ N/A 0 Yes ❑ No
III. WORKERS'COMPENSATION
EFFECTIVE/EXPIRATION DATE: 10/1/14-10/1/16
A. INSURANCE COMPANY: Wesco Insurance Co.
B. AM BEST RATING (A-: VII or greater): A:XIII
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) 1,000,000
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
® NIA ❑ Yes ❑ No
V POLLUTION LIABILITY
® N/A ❑ Yes ❑ No
V BUILDERS RISK
® N/A ❑ Yes ❑ No
HAVE ALL ABOVE REQUIREMENTS BEEN MET? ® Yes ❑ No
IF NO,WHICH ITEMS NEED TO BE COMPLETED?
Approved:
9/28/15
Agent of Alliant Insurance Services Date
Broker of record for the City of Newport Beach
---------------------------------------------------------------------------------------------------------------------------------
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 Non-Admitted Status of GL carrier. Approved by Sheri 9-28-15.
Approved:
Risk Management Date
* Subject to the terms of the contract.
WESCO INSURANCE COMPANY
Policy Number: WWC3104635
Named Insured: VARIABLE SPEED SOLUTIONS, INC.
The information above Is required only when this endorsement is Issued subsequently to preparation of the policy.
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA
We have the right to recover our payments from anyone liable for an injury covered by this polio/. We will not
enforce our right against the person or organization named in the Schedule. (This agreement applies only to the
extent that you perform work under a written contract that requires you to obtain this agreement from us.)
You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the
work described In the Schedule.
The additional premium forthis endorsement shall be 3%of the California workers'compensation premium otherwise
due on such remuneration.
SCHEDULE
PERSON OR ORGANIZATION
CITY OF NEWPORT BEACH
ITS OFFICERS, AGENTS, OFFICIALS, EMPLOYEES &VOLUNTEERS
P. O. BOX 1768
NEWPORT BEACH, CA 92658
This endorsement changes the policy to which it Is attached and is effective on the date Issued unless otherwise stated.
PRODUCER: TRI-WORLD INSURANCE AGENCY,INC.
WC 04 03 06
ACORW
llw�
CERTIFICATE OF LIABILITY INSURANCE 8/220/201D5 0
CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
TIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND. EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
LOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S). AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT: It the certificate holder Is an ADDITIONAL INSURED,the polley(les)must he endorsed. If SUBROGATION IS WAIVED,subject to
the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the
eertigcate holder in lieu of such endorsement(s).
PRODUCER NPAA HELEN SEE
RLDCX
TRI WORLD INSURANCE AGENCY INC PHONE (949)756-0863 g,,(949)756-1356
4000 Birch Street, Ste 201B hsherlock@triworldins.com
Newport Beach, CA 92660 ADDRESS
800-617-8428 MUREINS) AIcoYE 8
INSURER A.T.nNr1TaARxRKAMERICAN INS. CO. 3313138
INSURED INSURER a STATE INSURANCE COMPANY 19
VARIABLE SPEED SOLUTIONS, INC. INSURFRC NAIL. UNION II-1kitti INT. CO. PA T9T4
16182 GOTHARD ST. , SUITE I INsuaERD . SCO INSURANCE COMPANY 25.011
HUNTINGTON BEACH, CA 92647 MR -ME
AMER STATES CO.
INSURER F I
COVERAGES CERTIFICATE NUMBER REVISION NUMBER:
THIS I$TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.
EXCLUSIONSAND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
MR APPI.'re TYPE OF INSURANCE IN a MUL POLICY NUMBERMMOU94% LIO I LIMITS
GENERAL LIABILITY EACH OCCURRENCE $ 1,000 000
XCOABBEItCULL GENERAL LIABILITY PRFAMI ES a acamxlw 6 100,000
CLAIMS-MADE FRIOCCUR MED EXP(A orW person 3 5,000
A X X LHA138259 05/23/1505/23/16 PER30NAL6ADVINJURY $ 1,000,000
GENERAL AGGREGATE f 2,000,000
ENL AGGREGATE LIMIT APPLIES PER PRODUCTS-COMPIOPAGO a 2,0q0'000
POLICY M P LOC 6
AUTOMOBILE LIABILITY EayyA5 1,0001000
X ANYAtrro BODILY INJURY(P.,Penin) $
B �ve+ED SCHEDULED X 648669996 06/19/15 06/19/16
BODILY INJURY(Per eccWeM 6
X HIRED AUTOS X AUTOMON-S or addderJ 6
S
VMBRELLALIAB X EBU066695399 05/23/1505/23/16 OCCUR EACH OCCURRENCE $ 5,000,000
C X ExcEasLwe CLAIMS-MADE AGGREGATE a 5,000,000
DED RETENTIONS NIL COMP OPS S 5,000,000
WORKERS COMPENSATION X $ U-
1
AND EMPLOYERS LIABILITY TRY 1 --
D AM- EMPLOERSLIABILITYCVrNE WN WWC3104635 10/01/1410/01/16 EL EACH ACCIDENT s 1,000,000
ORICEI MVwsaR EKQwU M NIA X
pWnd"In We E.L.DISEASE-EA EMPLOYE 1,0001000
Wyaa deacdba under
DESdRIFTIOH OFOPERATIONS bN ELDISEASE-POLICY LIMB S 1,000,000
E CONTRACTORS EQUIP 01—CG-880504 09/15/1409/15/16 $100,000 PER OCCURRENCE
RENTED/LEASED
DESCRIPTION OF OPERATIONS I LOCATIONS r VEHICLES (Allied,ACORD IOM.Mdilimal Remarks SdxduW.R mors spars Is reputed)
FREQUENCY DRIVE MAINTENANCE & REPAIR SERVICE AGREEMENT
CITY OF NEWPORT BEACH AND ITS OFFICERS, OFFICIALS, EMPLOYEES AND AGENTS ARE ADDITIONAL
INSURED ON GENERAL LIABILITY & AUTO LIABILITY PER ATTACHED ENDORSEMENTS W/PRIMARY & NON
CONTRIBUTORY CLAUSE AS REQUIRED BY CONTRACT. GENERAL LIABILITY & WORK COMP WAIVER OF
SUBROGATION ENDORSEMENTS ATTACHED. EXCESS LIABILITY FOLLOWS FORM. THIRTY (30) DAYS NOC
APPLIES TO ALL LISTED POLICIES.
CERTIFICATE HOLDER CANCELLATION
Alm CITY OF NEWPORT BEACH SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
MUNICIPAL OPERATIONS DEPT. THE EXPIRATION DATE THEREOF, NO E WILL BE DELIVERED IN
P. 0. BOX 1768 ACCO NCE WITH THE POLICY PROVI
NEWPORT BEACH, CA 92658
AVTHO 0 REPRES AT ,
0 1988- 010 ACORD CORPORATION. All rights reserved
ACORD25(2010105) The ACORD name and logo are restared marks of ACORD
LANDMARK AMERICAN INSURANCE COMPANY
POLICY NUMBER: LHA138259
NAMED INSURED: VARIABLE SPEED SOLUTIONS, INC.
This Endorsement Changes The Policy. Please Read It Carefully.
ADDITIONAL INSURED
BLANKET - PRIMARY AND YOUR WORK
This endorsement modifies insurance provided under the following
COMMERCIAL GENERAL LIABILITY COVERAGE FORM
SCHEDULE
Name of Person or Organization:
CITY OF NEWPORT BEACH AND ITS OFFICERS, OFFICIALS, EMPLOYEES AND AGENTS
A. SECTION II - WHO IS AN INSURED is amended to include as an additional insured the person(s) or
organization(s) shown in the SCHEDULE, but only with respect to liability for "bodily injury",
"property damage"or"personal and advertising injury"caused, in whole or In part by:
1. Your acts or omissions, or
2. The acts or omissions of those acting on your behalf•,
In the performance of your ongoing operations; and/or "your work" defined for the additional
insured(s) designated above Included In the"products-completed operations hazard
B. If you are required by a written contract to provide primary Insurance, this policy shall be primary
and SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, 4. Other Insurance does not
apply, but only with respect to coverage provided by this policy.
RSG 15017 1207 Includes copyrighted material of Insurance Services Office, Inc. 1984
(1185) with its permission
i
NAMED INSURED: VARIABLE SPEED SOLUTIONS, INC,
POLICY NUMBER: LHA138259
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST
OTHERS TO US
This endorsement modifies Insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART
SCHEDULE
Name of Person or Organization: As Required By Written Contract
CITY OF NEWPORT BEACH AND ITS OFFICERS, OFFICIALS, EMPLOYEES AND AGENTS
(If no entry appears above, information required to complete this endorsement will be shown in the
Declarations as applicable to this endorsement.)
The following is added to Paragraph 8. Transfer of Rights of Recovery Against Others to Us
of SECTION IV—COMMERCIAL GENERAL CONDITIONS:
We waive any right of recovery we may have against the person or organization shown in the Schedule
above because of payments we make for injury or damage arising out of your ongoing operations or'your
work" done under a contract with that person or organization and included in the "products-completed
operations hazard". This waiver applies only to the person or organization shown in the Schedule above.
G 24 04 05 09 Copynght,Insurance Se Ices Office,Inc.2008 Page t of 1
i
t1I.LWATE INNFRA TCE COMPANY
POLICY NUMBER: 648669996
NAMED INSURED: VARIABLE SPEED SOLUTIONS, INC.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED- DESIGNATED PERSON OR ORGANIZATION
This endorsement modifies insurance provided under the following:
Business Auto Coverage Form
With respect to coverage provided by this endorsement,the provisions of the Coverage form apply unless modified
by the endorsement.
SCHEDULE
Name of Person or Organization: CITY OF NEWPORT BEACH AND ITS OFFICI;IZS, OFFICIALS,
ENIPLOYEE9 AND AGENTS
Description of Operations or Services: ALL OPERATIONS
Description of Covered'Autos": All Owned Autos,Scheduled Autos,Hired&Non Owned Autos
(If no entry appears above,information required to complete this endorsement will be shown in the Declarations as
applicable to this endorsement.)
The WHO IS AN INSURED PROVISION UNDER liability coverage Is changed to include as an'insured"the person
or organization shown in the Schedule, but only with respect to liability arising out of:
1. Your operations or services performed for that person or organization at the location shown in the Schedule:or
2. The ownership, maintenance or use of the covered"autos'described in the Schedule.
A person's or organization's status as an additional insured under this endorsement ends when:
1. Your operations or services performed for that person or organization are completed;or
2. That person's or organization's Interest in the described"auto"ends.
Insurance as is afforded by this policy shall be primary coverage and any other insurance maintained by the
additional insured shall be excess and non contributory with the insurance provided hereunder.
Insurer will not cancel the insured's contract without thirty(30)days priorwritten notice
1160156(2-98) ®Copyright, Insurance Services Office, Inc.,1984. 1998 1 of 1
WESCO INSURANCE COMPANY
Policy Number: WWC3104635
Named Insured: VARIABLE SPEED SOLUTIONS, INC.
The Information above is required only when this endorsement is issued subsequently to preparation of the policy.
WAIVER OF OUR RIGHTTO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA
We have the right to recover our payments from anyone liable far an Injury covered by this policy. We will not
enforce our right against the person or organization named In the Schedule. (This agreement applies only to the
extent that you perform work u nder s written contract that requires you to obtain this agreement from us.)
You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the
work described in the Schedule.
The additional premium forthis endorsement shall be 3%of the Califomia workers'compensation premium otherwise
due on such remuneration.
SCHEDULE
PERSON OR ORGANIZATION
CITY OF NEWPORT BEACH
ITS OFFICERS, AGENTS, OFFICIALS, EMPLOYEES &VOLUNTEERS
P. 0. BOX 1768
NEWPORT BEACH, CA 92658
This endorsement changes the poary to which It is attached and is effective an the date issued unless otherwise stated.
PRODUCER: TRI-WORLD INSURANCE AGENCY, INC.
WC 04 03 06