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Otis Elevator Company A2013-23 A\3-23 MAINTENANCE/CONSTRUCTION AGREEMENT BETWEEN THE CITY OF CHINO HILLS AND OTIS ELEVATOR COMPANY THIS MAINTENANCE AGREEMENT ("Agreement") is made and entered into this 13th day of May, 2013, by and between the CITY OF CHINO HILLS, a general law city and municipal corporation ("CITY") and Otis Elevator Company, a ("CONTRACTOR"). The Parties agree as follows: 1. CONSIDERATION. A. As partial consideration, CONTRACTOR agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONTRACTOR and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONTRACTOR for CONTRACTOR's services in an amount not to exceed $14,999. CITY will pay this sum(s) on the basis of the flat rate as specified in the attached Exhibit "A," which is incorporated herein, and for overtime callbacks only shall pay the sum on the basis of the hourly rate and cost reimbursement rate indicated on the attached Exhibit A. The provisions contained in this Agreement will supersede any conflicting provisions in Exhibit A. 2. TERM. The term of this Agreement will be from July 1, 2012, to June 30, 2017. The Agreement may be renewed upon mutual written agreement of the parties. 3. SCOPE OF SERVICES. A. CONTRACTOR will perform elevator maintenance and repair services at Sleepy Hollow Community Center in Chino Hills listed in the attached Exhibit "A," which is incorporated by reference. The provisions contained in this Agreement will supersede any conflicting provisions in Exhibit A. B. CONTRACTOR will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONTRACTOR by this Agreement. Page 1 of 7 4. PREVAILING WAGES. A. Pursuant to Labor Code § 1720, and as specified in 8 California Code of Regulations § 16000, CONTRACTOR must pay its workers prevailing wages. It is CONTRACTOR's responsibility to interpret and implement any prevailing wage requirements and CONTRACTOR agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. B. In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at htto://www.dir.ca.aov/DLSR/PWD. CONTRACTOR must post a copy of the prevailing rate of per diem wages at the job site. C. CITY directs CONTRACTOR's attention to Labor Code §§ 1777.5, 1777.6 and 3098 concerning the employment of apprentices by CONTRACTOR or any subcontractor. D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing tradesmen in any apprenticeship occupation to apply to the joint apprenticeship committee nearest the site of the public works project and which administers the apprenticeship program in that trade for a certificate of approval. The certificate must also fix the ratio of apprentices to journeymen that will be used in the performance of the contract. The ratio of apprentices to journeymen in such cases will not be less than one to five except: i. When employment in the area of coverage by the joint apprenticeship committee has exceeded an average of 15 percent in the 90 days before the request for certificate, or ii. When the number of apprentices in training in the area exceeds a ratio of one to five, or iii. When the trade can show that it is replacing at least 1/30 of its membership through apprenticeship training on an annual basis state-wide or locally, or iv. When CONTRACTOR provides evidence that CONTRACTOR employs registered apprentices on all of his contracts on an annual average of not less than one apprentice to eight journeymen. v. CONTRACTOR is required to make contributions to funds established for the administration of apprenticeship programs if CONTRACTOR employs registered apprentices or journeymen in any apprenticeable Page 2 of 7 trade on such contracts and if other contractors on the public works site are making such contributions. vi. CONTRACTOR and any subcontractor must comply with Labor Code §§ 1777.5 and 1777.6 in the employment of apprentices. vii. Information relative to apprenticeship standards, wage schedules and other requirements may be obtained from the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. E. CONTRACTOR and its subcontractors must keep an accurate certified payroll records showing the name, occupation, and the actual per diem wages paid to each worker employed in connection with this Agreement. The record will be kept open at all reasonable hours to the inspection of the body awarding the contract and to the Division of Labor Law Enforcement. If requested by CITY, CONTRACTOR must provide copies of the records at its cost. 5. PAYMENTS, For CITY to pay CONTRACTOR as specified by this Agreement, CONTRACTOR must submit a detailed invoice to CITY. 6. FAMILIARITY WITH WORK. A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has i. Thoroughly investigated and considered the scope of services to be performed; ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONTRACTOR warrants that CONTRACTOR has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONTRACTOR discover any latent or unknown conditions that may materially affect the performance of the services, CONTRACTOR will immediately inform CITY of such fact and will not proceed except at CONTRACTOR's own risk until written instructions are received from CITY, Page 3of7 7. INSURANCE. A. CONTRACTOR shall at all times maintain the insurance coverage with minimum limits set forth in the certificates of insurance attached to this Agreement as Exhibit B and incorporated by this reference. Renewal certificates of insurance shall be provided to the CITY prior to the expiration of any such certificates and the required insurance shall be maintained at all times during the term of this contract, In addition to the commercial general liability, business automobile liability and workers compensation insurance evidenced on such certificates, the City, its officials, and employees shall be named insured on an Owner's and Contractor's Protective (OCP) Liability policy with a limit of $2,000,000 and the OCP must reflect that the insurer will provide thirty (30) days written notice of any cancellation of coverage. B. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at CONTRACTOR's expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate. 8. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this Agreement until: A. CONTRACTOR furnishes proof of insurance as required under Section 7 of this Agreement; and B. CITY gives CONTRACTOR a written Notice to Proceed, C. Should CONTRACTOR begin work in advance of receiving written authorization to proceed, any such professional services are at CONTRACTOR's own risk. 9. TERMINATION. CITY may, by written notice to CONTRACTOR, terminate this Agreement if CONTRACTOR fails to perform any of its material obligations hereunder and does not cure such failure within thirty (30) days after receipt of written notice from the Customer specifying in detail such failure. 10. INDEMNIFICATION. A. CONTRACTOR indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, to the extent caused by CONTRACTOR'S or CONTRACOR's employees, agents and subcontractors willful or negligent acts or omissions during the performance of this Agreement but not to the extent caused by other. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, Page 4 of 7 or its performance, CONTRACTOR will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. Notwithstanding the above, neither party shall be liable for special, indirect, liquidated, or consequential damages of any kind, including, but not limited to, loss of goodwill, loss of business opportunity, additional financing costs or loss of use of any equipment or property. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. 11. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that CONTRACTOR will act as an independent contractor and will have control of all work and the manner in which is it performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. CONTRACTOR is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work or to exercise a measure of control over the work means that CONTRACTOR will follow the direction of the CITY as to end results of the work only. 12. NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Such noticing does not include day-to-day communications between CITY's and CONTRACTOR's project managers. Notice sent by mail will be addressed as follows: To CITY: City Clerk City of Chino Hills 14000 City Center Drive, CA 91709 Chino Hills, CA To CONTRACTOR: Otis Elevator Co. 711 East Ball Road, Suite 200 Anaheim, CA 92805 Attention: Maritza G. Rubio Page 5 of 7 B. When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 13. TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a Taxpayer Identification Number. 14. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. 15. CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party. 16. SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 17. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 18. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver. 19. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in San Bernardino County. 20. AUTHORITY/MODIFICATION. This Agreement may be subject to and conditioned upon approval and ratification by the China Hills City Council. This Agreement is not binding upon CITY until executed by the City Manager. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement. CITY's city manager may execute any such amendment on behalf of CITY. Page 6 of 7 21. EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity between any provision of this Agreement, its attachments, the purchase order, or notice to proceed, the provisions of this Agreement will govern and control. 22. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 23. FORCE MAJEURE. Notwithstanding any other provision in the contract to the contrary, neither party shall be liable for any loss, damage or delay due to any cause beyond either party's reasonable control, including but not limited to acts of government, strikes, lockouts, labor disputes, theft, weather, natural or man-made disaster, civil commotion, mischief or act of God.. 24. ENTIRE AGREEMENT. This Agreement and Exhibits A and B constitute the sole agreement between CONTRACTOR and CITY respecting elevator maintenance and repair at Sleepy Hollow Community Center. To the extent that there are additional terms and conditions contained in Exhibit "A" and "B" that are not in conflict with this Agreement, those terms are incorporated as if fully set forth above. There are no other understandings, terms or other agreements expressed or implied, oral or written. IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF O ILLSS OTIS ELEVATOR COMPANY MICHAEL S. FLKApR, City Manager ��// (mayL �^ cc-e- Name (Printed) ATTEST: Taxpayer ID No. 13~ 55c-‘.3 3761 APPROVED AS TO FORM: MARK D � r-22- it Attorney By: . ( Mvet Elizabeth M. Calciano, Assistant City Attorney • Page 7 of 7 EXHIBIT A OTIS DATE: 11/29/2012 TO: FROM: City of Chino Hills Otis Elevator Company 16801 Rosemary Lane 711 E.Ball Road Chino Hills,CA 91709 Suite 200 L Anaheim,CA 92805 ,..I EQUIPMENT LOCATION: rn SLEEPY HOLLOW COMM CTR Maritza Rubio 16801 ROSEMARY LANE Phone:(714)563-7110 CHINO HILLS,CA 91709 Fax:(860)660-8639 PROPOSAL NUMBER: MZR120515190216 0 m EQUIPMENT DESCRIPTION: Number of Manufacturer Equipment Machine Numbers Units Type r' 1 OTIS ELEVATOR HYDRAULIC 479465 m COMPANY rn OTIS MAINTENANCE We propose to furnish Otis Maintenance on the equipment("Units')described above. Otis Maintenance is a full preventive .a maintenance service intended to protect your investment,extend equipment life,and provide a high level of performance and T k reliability. Z OTIS MAINTENANCE MANAGEMENT SYSTEMS" We will use the Otis Maintenance Management System'preventive maintenance program to deliver service tailored to your r specific building needs. Equipment type,component life,equipment usage,and building environment will be taken into account by the OMMS®scheduling system,which will he used to plan maintenance activities in advance. The Units will he 0 provided with devices to monitor equipment usage. We will use OMMS® standard work processes developed and continuously improved by Otis. Under this Contract,we will maintain the Units on the following terms and conditions: PERFORMANCE MAINTENANCE We will maintain the Units using trained personnel directly employed and supervised by us.The maintenance will include inspection,lubrication,adjustment,and,if conditions or usage warrant,repair or replacement of the following parts: IN ControlIer parts,selectors and dispatching equipment,relays,solid-state components,transducers,resistors,condensers, power amplifiers,transformers,contacts,leads,dashpots,timing devices,computer and microcomputer devices,steel selector tapes,mechanical and electrical driving equipment,signal lamps,and position indicating equipment. IN Door operators,car door hangers,car door contacts,door protective devices,load weighing equipment,car frames,car safety mechanisms,platforms,car and counterweight guide shoes including rollers and gibs,and emergency car lighting. S Hoistway door interlocks and hangers,bottom door guides,and auxiliary door closing devices. ■ Machines,worms,gears,thrust bearings,drive sheaves,drive sheave shaft bearings,brake pulleys,brake coils,contacts, linings,and component parts. OTIS ELEVATOR COMPANY,2011 M1 Rights ReservedLiNX Form MNC-OM(09/19/08)Proposalll:MZR120515190216 Page 1 of 8 ■ Motors,motor generators,motor windings,rotating elements,commutators,brushes,brush holders,and bearings. ■ Governor components,governor sheaves and shaft assemblies,bearings,contacts,governor jaws,deflector or secondary sheaves,car and counterweight buffers,car and counterweight guide rails,car and counterweight sheave assemblies,top and bottom limit switches,governor tension sheave assemblies,and compensating sheave assemblies. • Pumps,pump motors,operating valves,valve motors,leveling valves,plunger packings,exposed piping,above ground plungers and cylinders,and hydraulic fluid tanks. 0 Escalator handrails,handrail drive chains,handrail brush guards,handrail guide rollers,alignment devices,steps,step treads,step wheels,step chains,step axle bushings,comb plates,floor plates,tracks,external gearing,and drive chains. Ill Escalator upper drives,upper drive bearings,tension sprocket bearings,upper newel bearings and lower newel bearings, demarcation lights,and comb lights. In addition,we will replace all wire ropes or coated steel belts as often as necessary to maintain an appropriate factor of safety. As conditions,usage,or Code warrants,we will equalize the tension on hoisting ropes,resocket ropes for drum machines,and .•. repair or replace conductor cables and hoishvay and machine-room elevator wiring. 2 RELIABILITY PARTS INVENTORY 2 We will during the term of this Contract maintain,either in the elevator machine room or as part of our examiner's mobile inventory,a supply of frequently used replacement parts and lubricants selected by Otis to meet the specific routine requirements of the Units. Any parts replaced under this Contract will be with new parts manufactured or selected by Otis or 2 with parts refurbished to Otis standards. Replacement parts stored in the machine room remain our property until installed in A the Units. We will furnish replacement parts in exchange for the parts replaced. We further agree to maintain a supply of ♦I routine replacement parts in our local parts warehouse inventory and/or the Otis Service Center,available for express delivery rn in case of emergencies. MAJOR COMPONENT INVENTORY iw We will maintain a supply of genuine Otis major components available for emergency replacement in our warehouse V! inventory. This inventory includes,but is not limited to,generator rotating elements,motor rotating elements,brake magnets, r solid-state components,selector tapes,and door operator motors. Major components wilt be in our warehouse inventory or rn available from facilities located throughout North America. rn QUALITY CONTROL13 We will periodically conduct field audits of our personnel and the Units to maintain quality standards.Otis field engineers will provide technical assistance,technical information,and Code consultation to support our maintenance organization. RESPONSIVENESS 24-HOUR DISPATCHING We will,at your request,provide you with access to es Service via Otis.com and our OTISLINE 24-hour,year-round dispatching service. In the event a Unit malfunction occurs between regular examinations,you will be able to place a service call on e$Service or through an OTISLINE customer service representative,who will,at your request,dispatch an examiner to Q perform service.In the event Otis receives an emergency call from the phone in the elevator and a passenger indicates a need for assistance,Otis shall attempt to contact a building representative for an assessment of the situation and authorization to respond to the call. if Otis is unable to reach a building representative,Otis shall respond to the emergency call from the phone in the elevator. The visit will be treated as a Callback. It is your responsibility to have a representative available to receive and respond to OTISLINE calls, COMMUNICATION CUSTOMER REPRESENTATIVE As a service to you,and at your request an Otis representative will be available to discuss with you your elevator needs in the areas of modernization,traffic handling ability,recommendations and requirements of Code authorities,proper use and care of the Units,and the OMMS®program. There is no additional charge for this consulting service,but by making this service available to you,Otis does not assumes any duty to warn. REPORTS—O*SERVICE We will use the OMMS 1®program to record completion of maintenance procedures. We will,at your request,provide you access to a Service via Otis.com. You will be able to access twelve(12)months of repair,completed maintenance procedure and service call history for the Unit(s). You will be responsible for obtaining Internet access to use a'Service. SAFETY AND ENVIRONMENT 0 OTIS ELEVATOR COMPANY,20I I All Rights Reserved LiNX Form MST-OM(09/19/08)Proposal#;MZR1205 1 51902 16 Page 2 of 8 SAFETY TESTS — TRACTION ELEVATORS We will periodically examine safety devices and governors of the Units. We will conduct an annual no load test and pertorm at each fifth year a full load,full speed test of safety mechanisms,overspeed governors,and car and counterweight buffers. If required,the governor will be recalibrated and sealed for proper tripping speed,and elevator car balances will be checked. ^ As required by Code,or once every five years at a minimum,we will measure the coated steel belts for factor of safety using a 0 method approved by the manufacturer. SAFETY TESTS — HYDRAULIC ELEVATORS Vn We will conduct an annual no load test and annual pressure relief valve test. SAFETY TESTS-ROPED HYDRAULIC ELEVATORS We will periodically examine safety devices and governors of the Unit. We will conduct an annual no load test,annual pressure relief valve test,and perform at each fifth year a full load,full speed test of safety mechanisms,overspeed governors, and car buffers. If required,the governor will be recalibrated and sealed for proper tripping speed. FIREFIGHTERS'SERVICE TEST If the equipment has firefighters'service,you assume responsibility for performing and keeping a record of any Code required rn tests and for the maintenance and functioning of the smoke andfor heat detectors. Z If during the initial firefighters'service test any elevator firefighters'service is found to be inoperable,the building will be responsible for all of the cost associated with the repairs necessary to bring the unit in compliance with the applicable Codes. z SAFETY TRAINING We will instruct our personnel to use appropriate personal protection equipment and follow safe work practices. ENVIRONMENTAL PROTECTION l„ Otis endeavors to reduce generation of waste materials,to minimize risks to the environment,customers,the general public and Otis employees,and to comply with all federal and state environmental laws and regulations. Material Safety Data Sheet (MSDS)Manuals are available for review at your request. r You assume responsibility for removal of wastes,Including but not limited to hydraulic oil,spoils,asbestos,etc.,as it is not rn part of this Contract, rn MAINLINE DISCONNECTS You agree to engage a qualified electrician to service at least once annually the elevator mainline disconnects located in the elevator equipment room. WORK SCHEDULE _ NORMAL HOURS All maintenance procedures and repairs will be performed during our regular working hours of our regular working days for the examiners who perform the.service. All lamp and signal replacements will be performed during regular examinations. For purposes of this Contract,a Callback is a response by Otis to a request for service or assistance made(a)by the customer 0 or customer representative,(b)by the building or building representative;(c)by emergency personnel;(d)through the ADA phone line,and/or (a)through REM` monitoring system,for service or assistance,on an as needed basis,excluding regularly scheduled maintenance. Regular working hours:8:00 AM—4:30 PM. Regular working days:Monday—Friday excluding holidays, OVERTIME Callbacks outside of regular working hours will be billed at standard overtime rates. OWNERSHIP AND LICENSES WIRING DIAGRAMS You agree to provide us with current wiring diagrams reflecting all previously made changes for Units covered by this Contract to facilitate proper maintenance of the equipment.We shall maintain the wiring diagrams so that they properly reflect any changes made by Otis to the equipment. These diagrams will remain your property. OTIS SERVICE EQUIPMENT Any counters,meters,tools,remote monitoring devices,or communication devices which we may use or install under this e,OTIS ELEVATOR COMPANY,2011 All Rights Reserved LiNX Form MNf•OM(09/19/08)Proposalli:MZR120515190216 Page 3 of 8 Contract remain our property,solely for the use of Otis employees. Such service equipment is not considered a part of the Units. You grant us the right to store or install such service equipment in your building and to electrically connect it to the Units, You will restrict access to the service equipment to authorized Otis personnel, You agree to keep the software resident in the service equipment in confidence as a trade secret for Otis. You will not permit others to use,access,examine,copy, disclose or disassemble the service equipment or the software resident in the service equipment for any purpose whatsoever. If the service is terminated for any reason,we will be given access to your premises to remove the service equipment,Including V the resident software,at our expense. OTIS SOFTWARE Software owned by Otis may be embedded in parts or otherwise provided by Otis as part of this maintenance agreement. You V! have the right to use this software only for operation of the units for which the part was provided.You may also make a backup or archival copy of the software,provided you reproduce the copyright notice and any other legend of ownership on the copy. You may not otherwise copy,display,adapt,modify,distribute,reverse assemble,reverse compile,or otherwise translate the software. You will not transfer possession of the software except as part of a transfer of ownership of the Units and the assumption of the rights and obligations under this agreement by the transferee. NON-OTIS SOFTWARE You retain your rights to any software not provided by Otis contained in the Units and agree to allow Otis to make one backup or archival copy for you. SERVICE TOOLS You are responsible to secure our right to use any special service tools required to maintain your non-Otis equipment.These tools must be provided prior to us beginning maintenance on such equipment. ^z THE UNITS ♦t It is agreed that we do not assume possession or control of the Units,that such Units remain yours solely as owner and rn operator, lessee,or agent of'the owner or lessee,and that you are solely responsible for all requirements imposed by any federal,state,or local law,Code,ordinance or regulation. CLARIFICATIONS This Contract does not cover ear enclosures(including,but not limited to,wall panels,door panels,car gates,plenum I'1 chambers,hung ceilings,lighting,light diffusers,light tubes and bulbs,handrails,mirrors and floor coverings),rail alignment, hoistway enclosures,hoistway gates,hoistway inserts and brackets,mainline disconnect switches,doors,door frames,sills, swing door hinges and closing devices,below ground or unexposed hydraulic cylinders and plungers,buried or unexposed • piping,escalator balustrades,escalator lighting or wedge guards. Without affecting our obligation to provide service under this Contract,you agree to permit us to train our personnel on the Units. This Contract does not cover computer and microcomputer devices,such as terminal keyboards and display units,that are not exclusively dedicated to the elevator �+ system. This Contract does not cover telephones installed by others, intercoms, heat sensors, smoke sensors, •1• communications equipment,or safety signaling equipment,or instructions or warnings in connection with use by passengers. 0 We will not be required:(i)to make any tests other than that as specifically set forth herein,(ii)to make any replacements with parts of a different design or type,(iii)to make any changes in the existing design of the Units,(iv)to alter,update,modernize or install new attachments to any Units,whether or not recommended or directed by insurance companies or by governmental O authorities,(v)to make repairs or replacements necessitated by failures detected during or due to testing of the Units or buried or unexposed hydraulic cylinders or piping and(vi)to make any replacements,renewals,or repairs necessitated by any obsolete or discontinued part of the Unit(s)or by reason of any cause beyond our control(except ordinary wear and tear) including,but not limited to,fire,explosion,theft,floods,water,weather,earthquake,vandalism,misuse,abuse,mischief,or repairs by others. You assume responsibility for the cost of correcting all Elevator Code violations existing on the date we enter Into this Contract. If such Code violations or other outstanding safety violations arc not corrected in accordance with this Contract, Otis may with respect to the equipment not meeting Code requirements cancel this Contract without penalty by providing thirty(30)days written notice. Neither party shall be liable for any loss,damage or delay due to any cause beyond our reasonable control including,but not limited to,acts of government,strikes,lockouts,other labor disputes,fire,explosion,theft,floods,water,weather,earthquake, �' riot,civil commotion,war,vandalism,misuse,abuse,mischief,or acts of God. We shall indemnify and hold you harmless from damages or losses sustained by you due solely to personal injury or property damage occurring during the performance of the Work and only to the extent directly caused by our negligence or the negligence of our employees,agents or subcontractors,We shall maintain worker's compensation and employers'liability insurance covering our liability for injury or death sustained by our employees,and comprehensive general liability insurance. You shall insure that all risk insurance upon the full value of the Work and material delivered to the job site is maintained at no cost to us.If either party so requires,in writing,the other party shall furnish certificates of insurance evidencing the above insurance coverages. OTIS ELEVATOR COMPANY,2011 All Rights ReservedliNX Form MNT-OM(09/19/08)Proposalt:MZRI20515190216 Page 4of8 Notwithstanding any other agreement or provision to the contrary,under no circumstances will either party be liable for any indirect,special or consequential damages of any kind. You agree to provide us unrestricted ready and safe access to all areas of the building in which any part of the Units are located,to keep all machine rooms and pit areas free from water,stored materials,and debris,to provide a safe work place for our personnel,to remove and remediate any waste or hazardous materials in accordance with applicable laws and regulations, O and to provide a grounded,3-prong electrical system and proper lighting in the machine rooms and pits.We shall not be obliged to perform until such unsafe condition has been remedied. —[ If any Unit is malfunctioning or is in a dangerous condition,you agree to notify us as soon as possible using the 24-hour V/ OTISLINEaservice.Until the problem is corrected,you agree to remove the Unit from service and take all necessary precautions to prevent access or use. You will provide written notice within twenty-four hours after occurrence of any accident in or about the elevator(s)and/or escalator(s)to us and if required by law,to any local authorities. You further agree to preserve replaced parts. Escalator Units arc designed only for transporting passengers. For escalator Units,you agree to take all necessary measures Z to prevent other items from being conveyed,so that features designed to protect passengers and prevent property damage are ..1 not damaged. When stationary,escalators are to be properly barricaded and not to be used as steps. rn You agree to properly post,maintain,and preserve any and all instructions or warnings to passengers in connection with the use of any Units. ALTERATIONS You will not allow others to make alterations,additions,adjustments,or repairs to the equipment. SPECIAL PROVISIONS rn Price Adjustments Price adjustments not to exceed 4%annually. r rn Price adjustments to be effective anually on July 1st. rn 13 Year 1 billing-$2,393.00 Year 2 billing-$2,488.72 0 Year 3 billing-$2,588.27 r r Year 4 billing-$2,691.80 0 Year 5 billing- $2,799.47 City of Chino Hills to issue annual P.O.numbers for service period July 1st- June 30th. Term of Contract Either party may cancel this contract with 60 days prior written notice at each anniversay of the contract commencement date. Prevailing Wage Hourly wages paid to Otis'technicians meets prevailing wage requirements. Out-of-contract rates ID OTIS ELEVATOR COMPANY,2011 All Rights Reserved LINX Form MNf-OM(09/19/08)Proposal#:MZR120515190216 Page 5 of 8 For work performed which is not covered under this agreement the current billing rates are as follows: Mechanic- $353.04 per hour during regular time,$665.82 per hour during overtime Software Upgrades During the term of this Contract,for Units with Otis microprocessor controllers,we will install controller software upgrades developed and released for general distribution since the installation of the existing controller hardware. Otis REM®Maintenance We will provide Otis REM®Maintenance on the applicable units. Z We will provide a microprocessor system that continuously monitors the Unit(s)on a 24-hour per day,year-round basis. The rn system will notify our OTISLINE®dispatching center that a Unit is inoperative by sending a message via telephone line. Upon the receipt of such message,we will either notify your on-site representative or initiate the dispatch of our personnel for emergency minor adjustment callback service during regular working hours of our regular working days for the mechanics who perform the service. We will collect data on the equipment condition including, but not limited to, door operation,leveling and whether the 0 operation of a Unit has been interrupted. That information will be used to tailor the Otis Maintenance Management System S\•t preventive maintenance program for the Unit(s). rn You will furnish us at your expense,one(1)outside telephone line to the elevator machine room that allows data calls to and from a toll-free number at our OTISLINE®dispatching center. The telephone line may be a separate line dedicated to the REM® maintenance equipment or may be an existing line that is shared between another telephone and the REM® maintenance equipment. rn CONTRACT PRICE AND TERM • rn CONTRACT PRICE One hundred ninety-nine dollars and forty-two cents ($199.42) per month,payable annually PRICE ADJUSTMENT = The Contract Price will be adjusted on the effective date of any labor rate adjustment under Otis' contract with the 0 International Union of Elevator Constructors(IUEC Contract)to reflect increases or decreases in material and labor costs. r A. Material r' Nineteen dollars and ninety-four cents ( $19.94) of the original Contract Price will be increased or decreased by the percent increase or decrease shown by the index of"Producer Commodity Prices for Metals and Metal Products"published by the U.S.Department of Labor,Bureau of Statistics for the price adjustment month compared with the index on 09/01/2012 which was 217.400. B. Labor One hundred seventy-nine dollars and forty-eight cents ( $179.48 ) of the original Contract Price will be increased or decreased by the percent increase or decrease in the straight time hourly labor cost under the IUEC contract on 01/01/2012 which was 77.644. The phrase"straight time hourly labor cost"means the sum of the straight time hourly labor rate plus the hourly cost of fringe benefits paid to elevator examiners in the locality where the equipment is to be maintained. TERM The Commencement Date will be 07/01/2012. The Term of this Contract unless modified under the extended term below, will be for five(5)years beginning on the Commencement Date. The Contract will automatically be renewed at each fifth anniversary for an additional five(5)year term unless terminated by either party by giving written notice to the other party at least ninety(90)days,but no more than 120 days prior to the end of the then current five(5)year term. EXTENDED TERM The Term of this Contract will be extended as selected below,and we will apply the corresponding discount to the net billing amount. _D OTIS ELEVATOR COMPANY,2011 All Rights Reserved LiNX Form 114;T-OM(09/19/08)Proposalt MZR120515190216 Page 6 of 8 Extended Extended Temi Contract Tenu, Discount Selection initial Ten(10)Years 3% ❑ Fifteen(15)Years 5% 0 O Twenty(20)Years 7% ❑ In the event a customer chooses an extended term,the Contract will automatically renew at the expiration of the Extended Contract Term for successive periods equal to the initial Extended Contract Term. Either party may terminate the Contract at the end of the initial Extended Contract Terni or at the end of any subsequent Extended Contract Term by giving the other party at least ninety(90)days written notice prior to the end of the then current Term. At the end of the initial Extended Contract Term,or at the end of any subsequent Extended Contract Term,you may elect to have the subsequent terms reduced to five(5)year periods by giving us at least ninety(90)days written notice prior to the end of the then current Term,If such notice is given,the Extended Term Discount will be discontinued upon the subsequent automatic renewal date of this agreement. In the event the contract is terminated for any reason prior to the expiration date of the selected Extended Term or any 1"17 subsequent Extended Term,you agree to pay us the amount of the full Extended Term Discount you received during the Extended Term or any subsequent Extended Term.This is in addition to and not in lieu of any other rights or remedies we may Z have. in the event that you sell the building or your interest is terminated prior to the expiration of the Contract,you agree to assign the Contract to the new owner or successor and to cause the new owner to assume your obligations under this agreement. if the new owner or successor fails to assume your obligations under the Contract,then you agree to pay to Otis all sums due for the unexpired Term. rn Nonperformance You may by written notice to Otis,terminate the Contract if we materially fail to perform any of the substantive obligations /� under the Contract,and do not cure such failure within ninety(90)days after receipt of such written notice specifying In detail V) such failure. PAYMENTS rnT1 Beginning on the Effective Date,payments will be due and payable on or before the first day of the contract year in which 'l' services are rendered beginning on the Commencement Date. The method of payment will be by check. T� The work shall be performed for the agreed price plus any applicable sales,excise or similar taxes as required by law. In addition to the agreed price,you shall pay to us any future applicable tax imposed on us,our suppliers or you in connection 0 with the performance of the work described. L.. You agree to pay a late charge from the date such sums become due of one and one-half percent(1.5%)per month,or the r highest legally permitted rate,whichever is less,on any balance past due for more than thirty(30)days,together with all costs /1 (including,but not limited to,attorneys'fees)incurred by us to collect overdue amounts, V Failure to pay any sum due by you within sixty(60)days will be a material breach.We may at our option declare all stints due or to become due for the unexpired term immediately due and payable as liquidated damages,and until the same are paid be discharged from further obligations under the contract. t OTIS ELEVATOR COMPANY,2011 Ail Rights Reserved LINX Font MNT-OM(09/19/08)Proposal/1:MZR1205I5190216 Page 7 of 8 EXHIBIT B ,-----1 © DATE(MhUDDIYYl1D A`� 03/29/2013 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTERTHE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the pollcy(les)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). CONTACT PRODUCER I NAME: .. MARSH USA INC. I P110 _Ext): I(A/C.No): 20 CHURCH STREET HARTFORD,CT 06103E�,IAIL I ADDRESS: I INSURER(St AFFORDING COVERAGE I NAIC II INSURER A:Hartford Flre Insurance Company 1 19662 INSURED INSURER B:National Union Flre Insurance Company of Pittsburgh.PA 19445 OTIS ELEVATOR COMPANY ONE FARM SPRINGS ROAD I INSURER C:Now Hampshire Insurance Company I 23841 FARMINGTON,CT 06032 I INSURER D 1 _ 1 I INSURER E I INSURER F: I COVERAGES CERTIFICATE NUMBER:S2AQT6X6 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR ADDL'SUBR POLICY EFF PoLicyysxP LIMITS TYPE OF INSURANCE I u'nR tvw I POLICY NUMBER rMMJDDNYYY'I IMMJOONYYYI A GENERAL LIABILITY I 1O2CSETI0004 04/01/2013 I 04/01/2014 {BCH OCCURRENCE $ 1,000,0001 2,000,000general aggregate I{uAniAcir t0-RENTED-- 300,0001 X COMMERCIAL GENERAL LIABILITY perPREMISES(Ea axurrenwl S n IOcatlonlprolect 10,000 CLPJMS•MADE ffJ OCCUR $10,000,0000 policy general aggregate MED EXP(Any one person) $ PERSONAL&ADV INJURY $ 1,000,0001 I I GENERAL AGGREGATE $ 2,000,0001 GF-N1.AGGREGATEGA'(LIMIT APPLIES PER: PRODUCTS-COMP/OP AGO $ $ 2,000,0(10 1 X 1 POLICY I I PicraT LOC A AUTOMOBILE LIABILITY 2CSET10000A/O) 04/01/2013 04/01/2014 COMBINED SINGLELIMIT 1,000,000 02CSETt0019(HI) (Eaacoden0 S X ANY AUTO Hartford Undervelers Ins BODILY INJURY(Per person) $ ALLO'.VNED —SCHEDULED - BODILY INJURY(Per accident) $ AUTOS AUTOS PROPERTY DAMAGE NON-OWNED (Per accident) $ HIRED AUTOS AUTOS A X 1UMBRELLALIAO I X I OCCUR I '02HUT10021 04/01/2013 04/01/2014 EACH OCCURRENCE $ 10,000,0001 EXCESS LIARCWA1S-MADE I AGGREGATE $ 10,000,0001 I DED I I RETENTIQNS I ) MC STAB). DTH- $ I CB I AWORKERS COMPENSATION ND EMPLOYERS'LIABILITY CA 0 3576360 FL-033575366636195 04/01/2013 04/01/2014 X 1 TORY LIM)Is_I 1 FR YIN NJ-033575362,MULTI.033575363 E.L.EACHACCIDENT 5 1,000,000 ANY CER OFFICER/MEMBER DXECUTIVE N N/A MULTI-033575364 M A-033575365 (Mandatory In NH)EXCLUDED? I 1,000,000 (Mandatory In NH) AtN-(133575366 MULTI-033575367 I E.L-DISEASE-EA EMPLOYEE $ I( es,describe under PA-033575368 MULTI.033575369 DESCRIPTION OF OPERATIONS bebu I E.L.DISEASE-POLICY LIMIT $ 1,000,000 A owners'and Contractors'Protective '02CSET31030 04/01/2013 04/01/2014 Occurrence S 2,000,000 Aggregate S 2,000,000 S $ DESCRIPTION OF OPERATIONS f LOCATIONS(VEHICLES (Attach ACORD tet,Additional Remarks Schedule,If more apace Is required) This certificate only applies to SAU 5129 Sleepy Hollow Community Center,16801 Rosemary Lane,Chino Hills,CA City of Chino Hills,its officials and employees Is named Insured on the OCP and the Insurance policies Include a waiver of subrogation,both to the extent required by contract tvilh OTIS ELEVATOR COMPANY. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Chino Hills AUTHORI2ED REPRESENTATIVE ✓ Chino City Center Drive 0/04,..4.--4-1 �`J Chino Hills,CA 91709 / ,Sr Page 1 of 2 ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD OWNERS AND CONTRACTORS PROTECTIVE LIABILITY CERTIFICATE OF COVERAGE OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE is provided by the insurance company of the Hartford shown below;is provided on behalf of the Designated Contractor scheduled hereon;and consists of: A. This Certificate of Coverage. B. Owners and Contractors Protective Liability Coverage Form;and C. Any Endorsements issued to be a part of the Owners and Contractors Protective Liability Coverage Form and listed below: Insurer: Hartford Fire Insurance Company Policy Number:02CSET31000 HARTFORD, CT 06115 Previous Policy Number:NEW Issued to Named Insured and Mailing Address: City of Chino Hills 1 14000 City Center Drive Chino Hills, CA 91709 Designated Additional Insureds: City of Chino Hills, its officials .and employees Coverage Period: 04/01/2013 to 04/01/2014 12:01 a.m.,standard time at your mailing address shown above. (Coverage Period means the period beginning with the inception date coverage is provided for the project specified herein and ending with the earlier of cancellation of coverage,expiration of coverage or completion of the project) Designated Contractor and Mailing Address: OTIS ELEVATOR COMPANY ONE FARM SPRINGS ROAD FARMINGTON, CT 06032 Location of Covered Operations: Sleepy Hollow Community Center 16801 Rosemary Lane Chino Hills, CA Contract Number: SAU 5129 LIMIITS OF INSURANCE The Limits of Insurance,subject to all the terms of this Owners and Contractors Protective Liability Coverage Form that apply,are: Each Occurrence Limit 2 , 0 0 0. 0 0 0 Aggregate Limit 2, 0 0 0, 0 0 0 Premium: Included as part of the total Coverage Part premium,which is the responsibility of the Designated Contractor. Form Numbers of Coverage Forms,Endorsements and Schedules that are part of this Owners and Contractors Protective Liability Coverage Form: Issue Date:03/29/2013 Form HS 78 71 01 00 (c)2001,The Hartford s2AQT6x6 Page 2 of 2