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HomeMy WebLinkAboutItem 11g - Upper City Hall HVAC Split Systems ProjectSTAFF REPORT PUBLIC WORKS SERVICES DEPARTMENT DATE: July 15, 2025 TO: Honorable Mayor and City Council FROM: Paul Cranmer, Public Works Services Director By: Carlos Aguilar, General Services Superintendent SUBJECT: CONTRACT WITH CARRIER CORPORATION FOR THE UPPER CITY HALL HVAC SPLIT SYSTEMS PROJECT IN THE AMOUNT OF $126,085 CEQA: Exempt Recommendation: Approve SUMMARY The Public Works Services Department (“PWSD”) is responsible for the maintenance and repair of all City Heating, Ventilation, and Air Conditioning (“HVAC”) units. While there are HVAC units in Upper City Hall, they are insufficient to maintain comfortable temperatures at the north end of the building during summer months. Installation of new HVAC split cooling systems in Upper City Hall will resolve this issue in a cost effective manner. Utilizing Sourcewell, a national cooperative purchasing program, enables the City to streamline the procurement process for the HVAC split system installation for Upper City Hall, and receive the best price possible. It is recommended that the City Council approve, authorize, and direct the City Manager to execute a Contract with Carrier Corporation for the Upper City Hall HVAC Split Systems Project in the amount of $126,085, with a 10% contingency. BACKGROUND The PWSD is responsible for the maintenance and repair of all City facilities, which include HVAC units. Although there are HVAC units that serve the upper level of City Hall, they are located on the west side of the building. There are no HVAC units dedicated to providing direct cooling to the north side of Upper City Hall. When City Contract for Installation of HVAC Split Systems July 15, 2025 Page 2 of 3 Hall was expanded many years ago, the ductwork was extended to supply air to the north side of the building; however, the airflow has never been sufficient to properly cool the area. Even after a company was hired to calibrate and balance the system, adequate airflow still does not reach the north offices in Upper City Hall. To effectively cool the entire upper level of City Hall, multiple adjustments are made to ensure enough air reaches the north portion of the building. Despite these adjustments, the issue remains unresolved. During periods of warmer weather, it becomes especially difficult to maintain comfortable temperatures throughout the north portion of Upper City Hall, where the Development Services Department is located. The offices in that area often reach uncomfortably high temperatures, which may pose a risk to the computer systems housed there. While portable HVAC units have been used to help with cooling, relying on them long-term is not a practical solution. Installing three new split-system HVAC units in the north part of Upper City Hall will allow for separate zones to be independently cooled and monitored, significantly reducing the likelihood of cooling failures across rooms and operations. DISCUSSION This project involves the installation of three new HVAC split systems in the north portion of Upper City Hall. Each system will consist of a three-ton heat pump condenser, paired with two separate 1.5-ton wall-mounted air handling units, totaling six condensers to be installed at ground level in the planter area. New air- handlers will be placed in six locations to ensure adequate cooling throughout all areas of the north portion of Upper City Hall. As part of the installation, new refrigerant line sets, electrical connections to the new units, and thermostats will be included for a complete startup. The California Government Code authorizes public agencies to participate in cooperative purchasing agreements while remaining within the City’s adopted rules and procedures for purchasing. By utilizing a cooperative purchasing program, the City can streamline the procurement process for these services at a lower cost than the traditional competitive bidding process. Sourcewell has awarded a contract to Carrier Corporation for a series of specialized HVAC related services. A copy of the agreement between Sourcewell and Carrier Corporation is attached. The bidding process and the contract with Carrier Corporation have been reviewed by the PWSD, and it has been determined to meet the City’s procurement requirements. The City Contract for Installation of HVAC Split Systems July 15, 2025 Page 3 of 3 has previously contracted with Carrier Corporation and has been satisfied with their service. ENVIRONMENTAL ANALYSIS This Project is considered a Class 1 exemption as defined in Section 15301(a) “Existing Facilities” projects of the California Environmental Quality Act (“CEQA”), which exempts projects consisting of the minor alteration of existing public structures. FISCAL IMPACT The total cost for the HVAC split systems for upper City Hall is $126,085. With a 10% contingency, project costs could total $138,693.35. Funds in the amount of $138,639.35 are available in the combined Fiscal Year 2022-23 Annual Replacement of HVAC Units Project; Fiscal Year 2023-24 Annual Replacement of HVAC Units Project; Fiscal Year 2023-24 Council Chiller Chamber Replacement Project; and Fiscal Year 2024-25 Library Cooling Tower Replacement. As a result of these combined budgets, sufficient funds are available for this project. RECOMMENDATION It is recommended that the City Council determine that this project is exempt under the California Environmental Quality Act (“CEQA”); and approve, authorize, and direct the City Manager to execute a contract with Carrier Corporation for the Upper City Hall HVAC Split Systems Project in the amount of $126,085, with a 10% contingency. Attachments: Sourcewell Contract Proposed Construction Contract 080824-CAR v052824 1 MASTER AGREEMENT #080824 CATEGORY: HVAC Systems with Related Products and Services SUPPLIER: Carrier Global Corporation This Master Agreement (Agreement) is between Sourcewell, a Minnesota service cooperative located at 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Carrier Global Corporation, 5900-H Northwoods Bus Pkwy., Charlotte, NC 28269 (Supplier). Sourcewell is a local government and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) offering a Cooperative Purchasing Program to eligible participating government entities. Under this Master Agreement entered with Sourcewell, Supplier will provide Included Solutions to Participating Entities through Sourcewell’s Cooperative Purchasing Program. Article 1: General Terms The General Terms in this Article 1 control the operation of this Master Agreement between Sourcewell and Supplier and apply to all transactions entered by Supplier and Participating Entities. Subsequent Articles to this Master Agreement control the rights and obligations directly between Sourcewell and Supplier (Article 2), and between Supplier and Participating Entity (Article 3), respectively. These Article 1 General Terms control over any conflicting terms. Where this Master Agreement is silent on any subject, Participating Entity and Supplier retain the ability to negotiate mutually acceptable terms. 1) Purpose. Pursuant to Minnesota law, the Sourcewell Board of Directors has authorized a Cooperative Purchasing Program designed to provide Participating Entities with access to competitively awarded cooperative purchasing agreements. To facilitate the Program, Sourcewell has awarded Supplier this cooperative purchasing Master Agreement following a competitive procurement process intended to meet compliance standards in accordance with Minnesota law and the requirements contained herein. 2) Intent. The intent of this Master Agreement is to define the roles of Sourcewell, Supplier, and Participating Entity as it relates to Sourcewell’s Cooperative Purchasing Program. 3) Participating Entity Access. Sourcewell’s Cooperative Purchasing Program Master Agreements are available to eligible public agencies (Participating Entities). A Participating Entity’s authority to access Sourcewell’s Cooperative Purchasing Program is determined through the laws of its respective jurisdiction. 4) Supplier Access. The Included Solutions offered under this Agreement may be made available to any Participating Entity. Supplier understands that a Participating Entity’s use of this Agreement is at the Participating Entity’s sole convenience. Supplier will educate its sales and service forces about Sourcewell eligibility requirements and required documentation. Supplier will be responsible for ensuring sales are with Participating Entities. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 2 5) Term. This Agreement is effective upon the date of the final signature below. The term of this Agreement is four (4) years from the effective date. The Agreement expires at 11:59 P.M. Central Time on November 1, 2028, unless it is cancelled or extended as defined in this Agreement. a) Extensions. Sourcewell and Supplier may agree to up to three (3) additional one-year extensions beyond the original four-year term. The total possible length of this Agreement will be seven (7) years from the effective date. b) Exceptional Circumstances. Sourcewell retains the right to consider additional extensions as required under exceptional circumstances. 6) Survival of Terms. Notwithstanding the termination of this Agreement, the obligations of this Agreement will continue through the performance period of any transaction entered between Supplier and any Participating Entity before the termination date. 7) Scope. Supplier is awarded a Master Agreement to provide the solutions identified in RFP #080824 to Participating Entities. In Scope solutions include: a. HVAC, IAQ, geothermal, and water heating or treatment infrastructure, equipment, components, products, parts, and related technology; b. Sensors, smart controls, thermostats, gauges, system automation, integration equipment, monitoring equipment, software, or management products and technology; and; c. Services complementary to the offering of the solutions described in Sections 1. a. and b. above, including installation, maintenance, repair, refurbishment, replacement, system upgrades, efficiency measurement, energy saving performance contracting, emergency or short-term HVAC equipment rental, assessment, integration, training, support, and customization. 8) Included Solutions. Supplier’s Proposal to the above referenced RFP is incorporated into this Master Agreement. Only those Solutions included within Supplier’s Proposal and within Scope (Included Solutions) are included within the Agreement and may be offered to Participating Entities. 9) Indefinite Quantity. This Master Agreement defines an indefinite quantity of sales to eligible Participating Entities. 10) Pricing. Pricing information (including Pricing and Delivery and Pricing Offered tables) for all Included Solutions within Supplier’s Proposal is incorporated into this Master Agreement. 11) Not to Exceed Pricing. Suppliers may not exceed the prices listed in the current Pricing List on file with Sourcewell when offering Included Solutions to Participating Entities. Participating Entities may request adjustments to pricing directly form Supplier during the negotiation and execution of any transaction. 12) Open Market. Supplier’s open market pricing process is included within its Proposal. 13) Supplier Representations: Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 3 i) Compliance. Supplier represents and warrants it will provide all Included Solutions under this Agreement in full compliance with applicable federal, state, and local laws and regulations. ii) Licenses. As applicable, Supplier will maintain a valid status on all required federal, state, and local licenses, bonds, and permits required for the operation of Supplier’s business with Participating Entities. Participating Entities may request all relevant documentation directly from Supplier. iii) Supplier Warrants. Supplier warrants that all Included Solutions furnished under this Agreement are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition, Supplier warrants the Solutions are suitable for and will perform in accordance with the ordinary use for which they are intended. 14) Bankruptcy Notices. Supplier certifies and warrants it is not currently in a bankruptcy proceeding. Supplier has disclosed all current and completed bankruptcy proceedings within the past seven years within its Proposal. Supplier must provide notice in writing to Sourcewell if it enters a bankruptcy proceeding at any time during the term of this Agreement. 15) Debarment and Suspension. Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota, the United States federal government, or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Agreement. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time during the term of this Agreement. 16) Provisions for non-United States federal entity procurements under United States federal awards or other awards (Appendix II to 2 C.F.R § 200). Participating Entities that use United States federal grant or other federal funding to purchase solutions from this Agreement may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Section, all references to “federal” should be interpreted to mean the United States federal government. The following list applies when a Participating Entity accesses Supplier’s Included Solutions with United States federal funds. i) EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all agreements that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-1.3 must include the equal opportunity clause provided under 41 C.F.R. § 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 4 ii) DAVIS -BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141- 3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must comply with all applicable Davis-Bacon Act provisions. iii) CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies, materials, or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Agreement. Supplier certifies that during the term of an award for all Agreements by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. iv) RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Supplier Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 5 certifies that during the term of an award for all Agreements by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above. v) CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Supplier certifies that during the term of this Agreement it will comply with applicable requirements as referenced above. vi) DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. § 180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. vii) BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352). viii) RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. ix) ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. x) BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 6 xi) ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier’s discharge of its obligations under this Agreement for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier’s personnel for the purpose of interview and discussion relating to such documents. xii) PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. xiii) FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier cannot use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval. xiv) NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Agreement or any purchase by a Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Agreement or any purchase by an authorized user. xv) PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. § 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier’s actions pertaining to this Agreement or any purchase by a Participating Entity. xvi) FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments. xvii) CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Agreement or any aspect related to the anticipated work under this Agreement raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested. xviii) U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 7 xix) PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Agreement it will comply with applicable requirements of 2 C.F.R. § 200.216. xx) DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Agreement, Supplier will comply with applicable requirements of 2 C.F.R. § 200.322. xxi) FEDERAL GOVERNMENT REQUIREMENTS STIPULATION: The components, equipment and services provided by Supplier are commercial product and commercial service as defined in Section 2.101 of the Federal Acquisition Regulations ("FAR"), and the prices of such components, equipment and services are based on Supplier ’s commercial pricing policies and practices (which do not consider any special requirements of U.S. Government cost principles, FAR Part 31, or any similar procurement regulations). As such, Supplier will not agree to provide or certify cost or pricing data, nor will Suplier agree to comply with the Cost Accounting Standards (CAS). In addition, no federal government procurement regulations, such as FARs, DFARs, or FAA regulations shall apply to Supplier except those regulations expressly accepted in writing by Supplier. Article 2: Sourcewell and Supplier Obligations The Terms in this Article 2 relate specifically to Sourcewell and its administration of this Master Agreement with Supplier and Supplier’s obligations thereunder. 1) Authorized Sellers. Supplier must provide Sourcewell a current means to validate or authenticate Supplier’s authorized dealers, distributors, or resellers which may complete transactions of Included Solutions offered under this Agreement. Sourcewell may request updated information in its discretion, and Supplier agrees to provide requested information within a reasonable time. 2) Product and Price Changes Requirements. Supplier may request Included Solutions changes, additions, or deletions at any time. All requests must be made in writing by submitting a Sourcewell Price and Product Change Request Form to Sourcewell. At a minimum, the request must: • Identify the applicable Sourcewell Agreement number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Included Solutions affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of Pricing List with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Included Solutions offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Agreement and will be incorporated by reference. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 8 3) Authorized Representative. Supplier will assign an Authorized Representative to Sourcewell for this Agreement and must provide prompt notice to Sourcewell if that person is changed. The Authorized Representative will be responsible for: • Maintenance and management of this Agreement; • Timely response to all Sourcewell and Participating Entity inquiries; and • Participation in reviews with Sourcewell. Sourcewell's Authorized Representative is its Chief Procurement Officer. 4) Performance Reviews. Supplier will perform a minimum of one review with Sourcewell per agreement year. The review will cover transactions to Participating Entities, pricing and terms, administrative fees, sales data reports, performance issues, supply chain issues, customer issues, and any other necessary information. 5) Sales Reporting Required. Supplier is required as a material element to this Master Agreement to report all completed transactions with Participating Entities utilizing this Agreement. Failure to provide complete and accurate reports as defined herein will be a material breach of the Agreement and Sourcewell reserves the right to pursue all remedies available at law including cancellation of this Agreement. 6) Reporting Requirements. Supplier must provide Sourcewell an activity report of all transactions completed utilizing this Agreement. Reports are due at least once each calendar quarter (Reporting Period). Reports must be received no later than 45 calendar days after the end of each calendar quarter. Supplier may report on a more frequent basis in its discretion. Reports must be provided regardless of the amount of completed transactions during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made). The Report must contain the following fields: • Participating Entity Name (e.g., City of Staples Highway Department); • Participating Entity Physical Street Address; • Participating Entity City; • Participating Entity State/Province; • Participating Entity Zip/Postal Code; • Sourcewell Participating Entity Account Number; • Transaction Description; • Transaction Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Transaction was invoiced/sale was recognized as revenue by Supplier. If collected by Supplier, the Report may include the following fields as available: • Participating Entity Contact Name; • Participating Entity Contact Email Address; • Participating Entity Contact Telephone Number; 7) Administrative Fee. In consideration for the support and services provided by Sourcewell, Supplier will pay an Administrative Fee to Sourcewell on all completed transactions to Participating Entities Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 9 utilizing this Agreement. Supplier will include its Administrative Fee within its proposed pricing. Supplier may not directly charge Participating Entities to offset the Administrative Fee. 8) Fee Calculation. Supplier’s Administrative Fee payable to Sourcewell will be calculated as a stated percentage (listed in Supplier’s Proposal) of all completed transactions utilizing this Master Agreement within the preceding Reporting Period. For certain categories, a flat fee may be proposed. The Administrative Fee will be stated in Supplier’s Proposal. 9) Fee Remittance. Supplier will remit fee to Sourcewell no later than 45 calendar days after the close of the preceding calendar quarter in conjunction with Supplier’s Reporting Period obligations defined herein. Payments should note the Supplier’s name and Sourcewell-assigned Agreement number in the memo; and must be either mailed to Sourcewell above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. 10) Noncompliance. Sourcewell reserves the right to seek all remedies available at law for unpaid or underpaid Administrative Fees due under this Agreement. Failure to remit payment, delinquent payments, underpayments, or other deviations from the requirements of this Agreement may be deemed a material breach and may result in cancellation of this Agreement and disbarment from future Agreements. 11) Audit Requirements. Pursuant to Minn. Stat. § 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Agreement are subject to examination by Sourcewell and the Minnesota State Auditor for a minimum of six years from the end of this Agreement. Supplier agrees to fully cooperate with Sourcewell in auditing transactions under this Agreement to ensure compliance with pricing terms, correct calculation and remittance of Administrative Fees, and verification of transactions as may be requested by a Participating Entity or Sourcewell. 12) Assignment, Transfer, and Administrative Changes. Supplier may not assign or otherwise transfer its rights or obligations under this Agreement without the prior written consent of Sourcewell. Such consent will not be unreasonably withheld. Sourcewell reserves the right to unilaterally assign all or portions of this Agreement within its sole discretion to address corporate restructurings, mergers, acquisitions, or other changes to the Responsible Party and named in the Agreement. Any prohibited assignment is invalid. Upon request Sourcewell may make administrative changes to agreement documentation such as name changes, address changes, and other non-material updates as determined within its sole discretion. 13) Amendments. Any material change to this Agreement must be executed in writing through an amendment and will not be effective until it has been duly executed by the parties. 14) Waiver. Failure by Sourcewell to enforce any right under this Agreement will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. 15) Complete Agreement. This Agreement represents the complete agreement between the parties for the scope as defined herein. Supplier and Sourcewell may enter into separate written agreements relating specifically to transactions outside of the scope of this Agreement. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 10 16) Relationship of Sourcewell and Supplier. This Agreement does not create a partnership, joint venture, or any other relationship such as employee, independent contractor, master-servant, or principal-agent. 17) Indemnification. Supplier must indemnify, defend, save, and hold Sourcewell, including their agents and employees, harmless from any claims or causes of action, including attorneys’ fees incurred by Sourcewell, arising out of any act or omission in the performance of this Agreement by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in design, condition, or performance of Included Solutions under this Agreement to the extent that such Equipment, Product, or Service has been used according to its specifications. Sourcewell’s responsibility will be governed by the State of Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law. 18) Waiver of Consequential Damages. Under no circumstances will Supplier be liable for any incidental, special, liquidated or consequential damages, including loss of revenue, loss of use of equipment or facilities, or economic damages based on strict liability or negligence. 19) Data Practices. Supplier and Sourcewell acknowledge Sourcewell is subject to the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13. As it applies to all data created and maintained in performance of this Agreement, Supplier may be subject to the requirements of this chapter. 20) Grant of License. a) During the term of this Agreement: i) Supplier Promotion. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising, promotional materials, and informational sites for the purpose of marketing Sourcewell’s Agreement with Supplier. ii) Sourcewell Promotion. Supplier grants to Sourcewell a royalty-free, worldwide, non- exclusive right and license to use Supplier’s trademarks in advertising, promotional materials, and informational sites for the purpose of marketing Supplier’s Agreement with Sourcewell. b) Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers, resellers, marketing representatives, partners, or agents (collectively “Permitted Sublicensees”) in advertising, promotional, or informational materials for the purpose of marketing the Parties’ relationship. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this section by any of their respective sublicensees. c) Use; Quality Control. i) Neither party may alter the other party’s trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos. ii) Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s trademarks only in good faith and in a dignified manner consistent with such party’s use of Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 11 the trademarks. Each party may make written notice to the other regarding misuse under this section. The offending party will have 30 days of the date of the written notice to cure the issue or the license/sublicense will be terminated. d) Termination. Upon the termination of this Agreement for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions. 21) Venue and Governing law between Sourcewell and Supplier Only. The substantive and procedural laws of the State of Minnesota will govern this Agreement between Sourcewell and Supplier. Venue for all legal proceedings arising out of this Agreement between Sourcewell and Supplier will be in court of competent jurisdiction within the State of Minnesota. This section does not apply to any dispute between Supplier and Participating Entity. This Agreement reserves the right for Supplier and Participating Entity to negotiate this term to within any transaction documents. 22) Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Agreement is capable of being performed, it will not be affected by such determination or finding and must be fully performed. 23) Insurance Coverage. At its own expense, Supplier must maintain valid insurance policy(ies) during the performance of this Agreement with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following: a) Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Agreement. • $1,500,000 each occurrence Bodily Injury and Property Damage • $1,500,000 Personal and Advertising Injury • $2,000,000 aggregate for products liability-completed operations • $2,000,000 general aggregate b) Certificates of Insurance. Prior to execution of this Agreement, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Agreement. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or provided to in an alternative manner as directed by Sourcewell. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf. Failure of Supplier to maintain the required insurance and documentation may constitute a material breach. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 12 c) Additional Insured Endorsement and Primary and Non-contributory Insurance Clause. Supplier agrees to list Sourcewell, including its officers, agents, and employees, as an additional insured under the Supplier’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. d) Waiver of Subrogation. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Agreement or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. e) Umbrella/Excess Liability/SELF-INSURED RETENTION. The limits required by this Agreement can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention. 24) Termination for Convenience. Sourcewell or Supplier may terminate this Agreement upon 60 calendar days' written notice to the other Party. Termination pursuant to this section will not relieve the Supplier’s obligations under this Agreement for any transactions entered with Participating Entities through the date of termination, including reporting and payment of applicable Administrative Fees. 25) Termination for Cause. Sourcewell may terminate this Agreement upon providing written notice of material breach to Supplier. Notice must describe the breach in reasonable detail and state the intent to terminate the Agreement. Upon receipt of Notice, the Supplier will have 30 calendar days in which it must cure the breach. Termination pursuant to this section will not relieve the Supplier’s obligations under this Agreement for any transactions entered with Participating Entities through the date of termination, including reporting and payment of applicable Administrative Fees. Article 3: Supplier Obligations to Participating Entities The Terms in this Article 3 relate specifically to Supplier and a Participating Entity when entering transactions utilizing the General Terms established in this Master Agreement. Article 1 General Terms control over any conflict with this Article 3. Where this Master Agreement is silent on any subject, Participating Entity and Supplier retain the ability to negotiate mutually acceptable terms. 1) Quotes to Participating Entities. Suppliers are encouraged to provide all pricing information regarding the total cost of acquisition when quoting to a Participating Entity. Suppliers and Participating Entities are encouraged to include all cost specifically associated with or included within the Suppliers proposal and Included Solutions within transaction documents. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR v052824 13 2) Shipping, Delivery, Acceptance, Rejection, and Warranty. Supplier’s proposal may include proposed terms relating to shipping, delivery, inspection, and acceptance/rejection and other relevant terms of tendered Solutions. Supplier and Participating Entity may negotiate final terms appropriate for the specific transaction relating to non-appropriation, shipping, delivery, inspection, acceptance/rejection of tendered Solutions, and warranty coverage for Included Solutions. Such terms may include, but are not limited to, costs, risk of loss, proper packaging, inspection rights and timelines, acceptance or rejection procedures, and remedies as mutually agreed include notice requirements, replacement, return or exchange procedures, and associated costs. 3) Applicable Taxes. Participating Entity is responsible for notifying supplier of its tax-exempt status and for providing Supplier with any valid tax-exemption certification(s) or related documentation. 4) Ordering Process and Payment. Supplier’s ordering process and acceptable forms of payment are included within its Proposal. Participating Entities will be solely responsible for payment to Supplier and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. 5) Transaction Documents. Participating Entity may require the use of its own forms to complete transactions directly with Supplier utilizing the terms established in this Agreement. Supplier’s standard form agreements may be offered as part of its Proposal. Supplier and Participating Entity may complete and document transactions utilizing any type of transaction documents as mutually agreed. In any transaction document entered utilizing this Agreement, Supplier and Participating Entity must include specific reference to this Master Agreement by number and to Participating Entity’s unique Sourcewell account number. 6) Additional Terms and Conditions Permitted. Participating Entity and Supplier may negotiate and include additional terms and conditions within transaction documentation as mutually agreed. Such terms may supplant or supersede this Master Agreement when necessary and as solely determined by Participating Entity. Sourcewell has expressly reserved the right for Supplier and Participating Entity to address any necessary provisions within transaction documents not expressly included within this Master Agreement, including but not limited to transaction cancellation, dispute resolution, governing law and venue, non-appropriation, insurance, defense and indemnity, force majeure, and other material terms as mutually agreed. 7) Subsequent Agreements and Survival. Supplier and Participating Entity may enter into a separate agreement to facilitate long-term performance obligations utilizing the terms of this Master Agreement as mutually agreed. Such agreements may provide for a performance period extending beyond the full term of this Master Agreement as determined in the discretion of Participating Entity. 8) Participating Addendums. Supplier and Participating Entity may enter a Participating Addendum or similar document extending and supplementing the terms of this Master Agreement to facilitate adoption as may be required by a Participating Entity. Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 080824-CAR Sourcewell Carrier Global Corporation v052824 14 By: By: Jeremy Schwartz Rusty Steele Title: Chief Procurement Officer Title: Date: Date: Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Strategic Accounts Director 11/25/24 RFP 080824 - HVAC Systems with Related Products and Services Vendor Details Company Name:Carrier Global Corp Does your company conduct business under any other name? If yes, please state: Carrier Corporation Address: 5900-H Northwoods Bus Pkwy Charlotte, NC 28269 Contact:Alex Relf Email:alex.l.relf@carrier.com Phone:704-521-6443 HST#:06-0991716 Submission Details Created On:Thursday June 20, 2024 10:57:55 Submitted On:Thursday August 08, 2024 08:11:14 Submitted By:Alex Relf Email:alex.l.relf@carrier.com Transaction #:b50f2ece-4444-4e78-8b64-db7cd970bc9e Submitter's IP Address:104.129.207.28 Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Specifications Table 1: Proposer Identity & Authorized Representatives (Not Scored) General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; respond “N/A” if the question does not apply to you (preferably with an explanation). Table 1 Specific Instructions. Sourcewell requires identification of all parties responsible for providing Solutions under a resulting master agreement(s) (Responsible Supplier). Proposers are strongly encouraged to include all potential Responsible Suppliers including any corporate affiliates, subsidiaries, D.B.A., and any other authorized entities within a singular proposal. All information required under this RFP must be included for each Responsible Supplier as instructed. Proposers with multiple Responsible Supplier options may choose to respond individually as distinct entities, however each response will be evaluated individually and only those proposals recommended for award may result in a master agreement award. Unawarded entities will not be permitted to later be added to an existing master agreement through operation of Proposer’s corporate organization affiliation. Line Item Question Response * 1 Provide the legal name of the Proposer  authorized to submit this Proposal. Carrier Corporation * 2 In the event of award, is this entity the  Responsible Supplier that will execute the  master agreement with Sourcewell? Y or N. Y * 3 Identify all subsidiaries, D.B.A., authorized  affiliates, and any other entity that will be  responsible for offering and performing delivery  of Solutions within this Proposal (i.e.  Responsible Supplier(s) that will execute a  master agreement with Sourcewell). Subsidiaries included in this submission, and falling under the Carrier umbrella are:  Carrier Rental Systems, Spot Coolers, Automated Logic Corporation. * 4 Provide your CAGE code or Unique Entity  Identifier (SAM): 1GPA2 * 5 Provide your NAICS code applicable to  Solutions proposed. 333415, 335314, 238220 6 Proposer Physical Address:5900-H Northwoods Bus Pkwy, Charlotte, N.C., 28269 * 7 Proposer website address (or addresses):www.carrier.com * 8 Proposer's Authorized Representative (name,  title, address, email address & phone) (The  representative must have authority to sign  the “Proposer’s Assurance of Compliance” on  behalf of the Proposer): Joe Ison.   Strategic Account Manager.   joseph.e.ison@carrier.com   501-529-9688 * 9 Proposer's primary contact for this proposal  (name, title, address, email address & phone): Alex Relf (National Account Manager) 5900-H Northwoods Bus Pkwy, Charlotte, N.C. 28269 alex.l.relf@carrier.com 704-607-9491 * 10 Proposer's other contacts for this proposal, if  any (name, title, address, email address &  phone): Joe Ison (Strategic Account Manager) 715 E. Rosevelt Rd, Little Rock, AR. 72206 joseph.e.ison@carrier.com 501-529-9688 Table 2A: Financial Viability and Marketplace Success (50 Points) Line Item Question Response * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 11 Provide a brief history of your company,  including your company’s core values,  business philosophy, and industry longevity  related to the requested Solutions. Carrier Engineering Corporation was incorporated in New York on June 26, 1915 by  seven engineers led by Willis Carrier. In 1930, Carrier Air Conditioning was formed  through the merger of Carrier Engineering Corporation with Brunswick-Kroeschell  Company and York Heating & Ventilating Corporation. In 1978, Carrier Corporation, a  corporation organized in the State of Delaware, became a wholly owned subsidiary  of United Technologies Corporation, and was subsequently spun off as a stand alone  company in April of 2020. Carrier Corporation is the leading manufacturer of heating,  ventilation and air conditioning equipment and service in the United States with sales  totaling approximately $22 Billion in 2023. The values that we hold high at Carrier underscore how we will serve our customers  and shareholders to position the company for future growth. We are committed to  always operating with integrity in everything we do. We will continue to be innovators  and deliver industry-leading products. We are committed to excellence, for our  customers and shareholders. We are a global company that fosters an inclusive  environment for all. We will achieve our goals by leveraging our diverse talents and  perspectives. * 12 What are your company’s expectations in the  event of an award? Carrier is currently an incumbent vendor of Sourcewell.  Upon award, Carrier will  schedule a roll out meeting with the field to plan and prepare for the execution of  the awarded contract. * 13 Demonstrate your financial strength and  stability with meaningful data. This could  include such items as financial statements,  SEC filings, credit and bond ratings, letters  of credit, and detailed reference letters.  Upload supporting documents (as applicable)  in the document upload section of your  response. DO NOT PROVIDE ANY TAX  INFORMATION OR PERSONALLY  IDENTIFIABLE INFORMATION Carrier Global Corporation is an American multinational home appliances corporation  based in Palm Beach Gardens, Florida. Carrier was founded in 1915 as an  independent company manufacturing and distributing heating, ventilating  and air  conditioning (HVAC) systems, and has since expanded to include manufacturing  commercial refrigeration and foodservice equipment, and fire and security  technologies. As of 2023, it was an $22 billion company with over 53,000 employees  serving customers in 160 countries on six continents  Carrier's Fitch Rating is BBB,  and the outlook is stable. Carrier's significant scale positions it as one of the largest  competitors in the sector. The business is exposed to cyclicality with about 70% of  revenue derived from new equipment sales. The ratings consider sizeable debt levels  and high financial leverage following the spinoff from United Technologies Corporation  in early 2020. Refer to annual report for full financial statements. * 14 What is your US market share for the  solutions that you are proposing? Carrier is a leading manufacturer of HVAC equipment in both North America and  globally.  Specific market share information is confidential. Please refer to our  website for HVAC applications and installation. * 15 What is your Canadian market share for the  solutions that you are proposing? Carrier is a leading manufacturer of HVAC equipment in both North America and  globally.  Specific market share information is confidential. Please refer to our  website for HVAC applications and installation. * 16 Disclose all current and completed bankruptcy  proceedings for Proposer and any included  possible Responsible Party within the past  seven years. Proposer must provide notice in  writing to Sourcewell if it enters a bankruptcy  proceeding at any time during the pendency  of this RFP evaluation. Carrier Corporation has never filed for bankruptcy. * 17 How is your organization best described: is it  a manufacturer, a distributor/dealer/reseller, or  a service provider?  Answer whichever  question (either a) or b) just below) best  applies to your organization. a)    If your company is best described as a  distributor/dealer/reseller (or similar entity),  provide your written authorization to act as a  distributor/dealer/reseller for the manufacturer  of the products proposed in this RFP. If  applicable, is your dealer network  independent or company owned? b)    If your company is best described as a  manufacturer or service provider, describe  your relationship with your sales and service  force and with your dealer network in  delivering the products and services proposed  in this RFP. Are these individuals your  employees, or the employees of a third party? Carrier is a manufacturer and service provider. a) N/A b) Carrier Commercial Service self performs most work, or will serve as a general if  specialty sub-contractors are needed on a project.  Carrier has 99 service offices  throughout North America, and may procure product or materials through our  corporate owned warehouses, or through local distribution centers. * 18 If applicable, provide a detailed explanation  outlining the licenses and certifications that  are both required to be held, and actually  held, by your organization (including third  parties and subcontractors that you use) in  pursuit of the business contemplated by this  RFP. Carrier is subject to various registration and licensing requirements in the states and  local jurisdictions where it does business and has hundreds of licenses in place in  the United States, and Canada. * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 19 Disclose all current and past debarments or  suspensions for Proposer and any included  possible Responsible Party within the past  seven years. Proposer must provide notice in  writing to Sourcewell if it enters a debarment  or suspension status any time during the  pendency of this RFP evaluation. N/A * 20 Describe any relevant industry awards or  recognition that your company has received in  the past five years The OptiClean™ Dual-Mode Air Scrubber & Negative Air Machine, Carrier’s  pioneering solution to help provide healthier indoor air, has been crowned Air  Conditioning Innovation of the Year in the RAC Cooling Industry Awards, one of the  UK’s top building technology awards. March 30, 2021 Carrier announced its Analytics & Automation Center of Excellence  (CoE) had won an IDG 2021 CIO 100 award for digital productivity. Now in its 37th  year, this prestigious information technology (IT) award recognizes 100 elite  organizations for their achievements in technology innovation. June 28, 2022 -- Carrier Global Corporation announced its Global Product  Cybersecurity (GPC) program was named a 2022 CSO50 award winner by CSO, a  premier security media brand providing insight into business risk leadership. The  award program recognizes 50 organizations annually for security projects and  initiatives. Carrier launched the GPC program in 2020 to support and deliver the  strategic, production, operational and commercial cybersecurity-related demands to: 1)  secure product development, 2) enhance product security operations, and 3) drive  cybersecurity innovation. Just two years after program launch, CSO recognized Carrier  GPC’s dynamic secure product development and support lifecycle for its "outstanding  business value and thought leadership." * 21 What percentage of your sales are to the  governmental sector in the past three years Carrier is a leading manufacturer of HVAC equipment in both North America and  globally.  Specific market share information is confidential. Please refer to our  website for HVAC applications and installation. * 22 What percentage of your sales are to the  education sector in the past three years Carrier is a leading manufacturer of HVAC equipment in both North America and  globally.  Specific market share information is confidential. Please refer to our  website for HVAC applications and installation. * 23 List any state, cooperative purchasing  agreements that you hold. What is the annual  sales volume for each of these agreement  over the past three years? Carrier is a supplier for several national, and local cooperative purchasing contracts  including Sourcewell, E&I, TIPS, and OMNIA.  Specific market share information is  confidential. * 24 List any GSA contracts or Standing Offers  and Supply Arrangements (SOSA) that you  hold. What is the annual sales volume for  each of these contracts over the past three  years? Carrier is a supplier for several national, and local cooperative purchasing contracts  including Sourcewell, E&I, TIPS, and OMNIA.  Specific market share information is  confidential. * Table 2B: References/Testimonials Line Item 25. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name *Contact Name *Phone Number * Passaic County Steve Orsini (201)-937-2576 * Randolph Township Board of Education Andrew Hurd (973) 343-9176 * County of Bergen Ken Corcoran (201) 336-6750 * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Table 3: Ability to Sell and Deliver Solutions (150 Points) Describe your company’s capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable. Your response should address in detail at least the following areas: locations of your network of sales and service providers, the number of workers (full-time equivalents) involved in each sector, whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions. Line Item Question Response * 26 Sales force.In North America, Carrier Commercial Service is geographically managed through the  Service Center of Excellence, in Charlotte, NC.  This centralized location works with  99 field offices that cover the entire continental United States, Hawaii, and Canada. * 27 Describe the network of Authorized Sellers  who will deliver Solutions, including dealers,  distributors, resellers, and other distribution  methods. Carrier has both company owned direct sales offices, independent distributors and  joint venture distributors.  In May 1999 Carrier and Watsco, Inc. formed a joint venture  to distribute Carrier, Bryant, Payne equipment and Totaline parts. The new name for  this distribution network is Carrier Enterprises.  These distributors were previously  owned 100% by Carrier. * 28 Service force.Operating out of 99 service locations, and administrative centers, Carrier Commercial  Service employs over 2,000 management, professional, clerical personnel, service  technicians and technical engineers.  We have over 30 million man-hours of service  experience.  Our 800+ Service technicians belong to local pipefitters unions (optional  in right-to-work states), which are part of the United Association of Plumbers and  Steamfitters. * 29 Describe the ordering process. If orders will  be handled by distributors, dealers or  others, explain the respective roles of the  Proposer and others. For equipment purchases under the Sourcewell Program, the client may transact  directly with the Carrier Distributor, or Direct Sales Office.  These partners are familiar  with the program, and understand the contractual pricing levels.  In the case of a  turnkey project, the Service Office will  manage the project, including the procurement  of associated equipment. * 30 Describe in detail the process and  procedure of your customer service  program, if applicable.  Include your  response-time capabilities and  commitments, as well as any incentives that  help your providers meet your stated  service goals or promises. When you partner with Carrier, you will work with a single source, dedicated Service  Account Team that will provide 360 degrees of comprehensive solutions. Carrier will  work with our client to develop a smart, effective and customized plan, designed to  deliver the most value for the equipment and facility.  Service options are matched to  your required level of coverage; from inspections and annual maintenance, to planned  and full maintenance options. When it comes to predictive maintenance services,  Carrier is proactive, keeping your equipment at its operating peak  performance.  In-depth analysis, with our proprietary diagnostic tools, increases  reliability and minimizes downtime.  Carrier Commercial Service will notify you of any  potential issues long before you realize there is a problem.  In the event of an  emergency outage, Carrier's response time to "tech on site" is typically 4 hours. For  routine calls, the response time is generally 8 hours. * 31 Describe your ability and willingness to  provide your products and services to  Sourcewell participating entities. Carrier Corporation is a proud incumbent provider to Sourcewell.  Carrier will continue  to respond to requests from current, and prospective, members of the Sourcewell  program. * 32 Describe your ability and willingness to  provide your products and services to  Sourcewell participating entities in Canada. Carrier Commercial Service in Canada currently provides services to governmental  facilities.  We have engaged the Sourcewell, Canoe partners in effort to expand our  offerings into the provinces, and intend to initiate an amendment with associated  pricing. * 33 Identify any geographic areas of the United  States or Canada that you will NOT be fully  serving through the proposed agreement. Carrier has over 900 dispatch points operating out of 99 service offices in the US  and Canada.   Carrier Commercial Service provides services to all regions of the US,  except Alaska.  See attachment referencing Carrier service office locations. * 34 Identify any account type of Participating  Entity which will not have full access to  your Solutions if awarded an agreement,  and the reasoning for this. Carrier can, and will, service all sectors throughout the US and Canada (except  Alaska) via the Sourcewell program. * 35 Define any specific requirements or  restrictions that would apply to our  participating entities in Hawaii and Alaska  and in US Territories. Carrier Commercial Service provides services to all regions of the US and Canada,  to include Hawaii.  Carrier does not service Alaska. * 36 Will Proposer extend terms of any awarded  master agreement to nonprofit entities? Yes. * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Table 4: Marketing Plan (100 Points) Line Item Question Response * 37 Describe your marketing strategy for  promoting this opportunity.  Upload  representative samples of your  marketing materials (if applicable) in  the document upload section of your  response. Carrier sends quarterly and annual email correspondence to customers associated with  these markets. In addition to our email marketing campaign, Carrier annually attends and  participates in the NIGP Forum and trade show.  Carrier looks forward to partnering with  Sourcewell in a strategic relationship at the show. Examples of Carrier’s marketing  materials for market solutions may be found at www.carrier.com.  Included with the  submission package is Carrier Strategic Accounts Marketing brochure. * 38 Describe your use of technology and  digital data (e.g., social media,  metadata usage) to enhance  marketing effectiveness. Carrier’s web site www.carrier.com is an effective platform for communicating our offerings  to the general public, and prospective clients alike.   The site allows us to showcase  products and services, sustainable building solutions, and newly developed innovations.  Carrier is also active in Linkedin and Twitter, as a means of communicating current news,  and during times of emergency, to alert our customers of our temporary solutions for  heating, cooling and power supply.  Carrier has a presence on YouTube, with a volume of  videos related to training, product offerings, corporate news, and press releases. * 39 In your view, what is Sourcewell’s role  in promoting agreements arising out of  this RFP? How will you integrate a  Sourcewell-awarded agreement into  your sales process? Historically, Sourcewell's role in the customer engagement process is to facilitate  introductions on behalf of Carrier with parties seeking our service offerings. Carrier's  service sales representatives are already familiar with the program, and the contract  particulars.   The renewed master services agreement will be introduced to the national  sales team during the award rollout, and will be accessible to all service personnel on our  internal, National Accounts web site.  To further program familiarity, regional training events  hosted by Sourcewell are forwarded to representative markets, so they may assign  attendees to convene at the sessions. * 40 Are your Solutions available through  an e-procurement ordering process? If  so, describe your e-procurement  system and how governmental and  educational customers have used it. N/A * Table 5A: Value-Added Attributes (100 Points) Line Item Question Response * 41 Describe any product, equipment,  maintenance, or operator training  programs that you offer to  Sourcewell participating entities.  Include details, such as whether  training is standard or optional,  who provides training, and any  costs that apply. At the customer's request, A Carrier technician can provide equipment operation training at  the customer’s facility. This training generally lasts several  hours in duration, and  encompasses unit operation, weekly routine operations checks, and minor troubleshooting.  Training fees are generally based on the technician's hourly, chargeable rate. In addition, the  customer may attend factory training at the Carrier University Training Center in Charlotte,  N.C.  We have a brand-new, enhanced,  training facility, and students may participate in  hands-on learning with our technical support engineers. Class durations and costs vary per  event. The training center includes four classrooms and a product lab featuring many fully functional  systems, including equipment supporting light commercial and applied training courses. The  curriculum is accredited by the International Association for Continuing Education and Training  (IACET) and meets the requirements for continuing education credits and professional  development hours for the American Institute of Architects (AIA) and Professional Engineers  (PE). * 42 Describe any technological  advances that your proposed  Solutions offer. Carrier® SMART Service is a dynamic, proactive strategy for enhanced equipment and  system management. Through the  identification and analysis of chiller and system operating trends, more informed decisions can now be made relative to meeting comfort demands,  implementing service, maintenance or repair events and improving a building’s financial  performance. The benefits include insight into chiller operation and trends, early indication of  equipment problems, maximum operating efficiency, mitigating risks by identifying and  correcting minor problems before they lead to expensive repairs. More recently, Carrier has introduced Abound Occupant Assistant, a solution that integrates  human experiences, resources and building systems. Through cloud-based, smart building IoT  services and a SaaS offering, the app helps to simplify the management and development of  modern buildings that meet the needs of your entire team. Abound is a digital platform and  suite of solutions that provides a single, integrated view of data across your building portfolio —so you can make intelligent business decisions. • Connects to all of your existing building systems,  equipment, and sensors using open protocols  • Turns data into actionable insights you can utilize to make buildings more efficient,  comfortable, and sustainable • Provides occupants with increased confidence in the health and safety of their indoor  environments * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 43 Describe any “green” initiatives  that relate to your company or to  your Solutions, and include a list  of the certifying agency for each. One of the U.S. Government's testing agencies recently found that Carrier’s  variable-speed  screw chiller consumed less energy and offered a greater range of operating conditions than  alternative water-cooled chiller technology. Overseen by the General Services Administration,  the Green Proving Ground program appointed Oak Ridge National Laboratory to perform real- world testing of two chillers: one with variable-speed screw technology and the other with  maglev centrifugal technology. The findings showed variable-speed screw technology, like that  in Carrier's AquaEdge® 23XRV water-cooled chiller, was more efficient, more versatile and  required less maintenance than the maglev centrifugal and at a lower installed cost. When  compared across a broad range of operating conditions, the variable-speed screw chiller  consumed 11 percent less energy than the maglev centrifugal chiller. Based on the data, the  variable-speed screw chiller also has an equipment price that is more than 30 percent lower  than the maglev centrifugal chiller with the same cooling capacity. * 44 Identify any third-party issued eco- labels, ratings or certifications that  your company has received for the  Solutions included in your Proposal  related to energy efficiency or  conservation, life-cycle design  (cradle-to-cradle), or other  green/sustainability factors. As we expand our portfolio of intelligent climate and energy solutions, Carrier is accelerating the shift toward electrification, more connected technologies and environmentally responsible refrigerants. We are helping customers reduce their carbon footprint and meet their sustainability goals by improving energy efficiency in buildings, in homes and across the cold chain. We are progressing toward our own ambitious ESG goals through sustainable practices and investments while fostering an inclusive and diverse team that is united by a common purpose and values.  Below are Carrier's recent ESG recognition awards: Ranked No. 9 of  100 Most Sustainable Companies Barron’s, 2022 Achieved Prime ESG Corporate Rating ISS ESG, 2022 Achieved ESG Leader Rating MSCI ESG Ratings, 2022 Named an ESG Industry Top-Rated Company Sustainalytics, 2022 Member of Corporate Coalition for Innovation & Technology toward Net Zero * 45 What unique attributes does your  company, your products, or your  services offer to Sourcewell  participating entities? What makes  your proposed solutions unique in  your industry as it applies to  Sourcewell participating entities? When you partner with Carrier, you’ll work with recognized HVAC professionals – all with a  clear focus on the importance of every aspect of your investment. Our technicians are  certified as Carrier Specialists or Masters - each trained on our products, customer service  and thoroughly tested to our standards. Carrier’s Tech360 Certification Program is the most  progressive learning program in the industry. As Carrier’s own servicing entity, we have  access to the latest engineering advancements and the most advanced technical servicing  tools. Our expansive OEM service network has strategically-located offices in the United  States and Canada. Translation: we’ll be there whenever you need us... 24/7/365.   Environmental Health and Safety (EH&S) is rooted in our culture. We support a multi-faceted  EH&S management system which ensures a focused approach to safety every day. On all  levels, we adhere to the most stringent safety standards, which translate to safety on your  jobsite.  Our Achieving Competitive Excellence (ACE) operating system brings you  standardized solutions, no guesswork, no variables. We focus on quality, efficiency and  consistency at your jobsite and in all our day-to-day business practices. * 46 What industry specific certifications  does your company and/or  equipment hold? (e.g. ENERGY  STAR, NEBB). 95% of Carrier manufacturing sites are ISO 9001:2015 certified. Additionally, Carrier holds an ISO 14001:2015 certification internationally. Carrier's Light Commercial line of packaged units are ENERGY STAR certified (Model  48VG*.) Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 47 Describe any design, installation  and efficiency standards or  regulations that apply to your  equipment (SMACNA Standards,  ACCA Standards, EPA  Regulations). Carrier's AquaEdge® 19DV water-cooled centrifugal chiller line is now certified to comply  with seismic requirements.  The 19DV is the latest in Carrier’s lineup of chillers to be certified by California’s  Department of Health Care Access and Information (HCAI). It also meets current International  Building Code, California Building Code and ASCE 7 seismic qualification requirements  based on shake table testing conducted earlier this year by a certified outside lab. The  19DV was certified for both ground level and above-ground installations.  Puron Advance is Carrier’s new refrigerant that will replace Puron in all residential ducted  and ductless and light commercial products. This innovative refrigerant, also known as R- 454B meets the Environmental Protection Agency’s (EPA) anticipated Global Warming  Potential (GWP) limits for refrigerants and the scheduled phasedown of higher GWP  refrigerants like Puron™ or R-410A. Keeping with its long history of leading environmental  responsibility, Carrier has once again taken a leadership role in offering the refrigerant of the  future. Table 5B: Value-Added Attributes Line Item Question Certification Offered Comment 48 Select any Women or  Minority Business  Entity (WMBE), Small  Business Entity  (SBE), or veteran  owned business  certifications that your  company or hub  partners have  obtained. Upload  documentation and a  listing of dealerships,  HUB partners or re- sellers if available.  Select all that apply. Yes No 49 Minority Business  Enterprise (MBE) Yes No 50 Women Business  Enterprise (WBE) Yes No 51 Disabled-Owned  Business Enterprise  (DOBE) Yes No 52 Veteran-Owned  Business Enterprise (VBE) Yes No 53 Service-Disabled  Veteran-Owned  Business (SDVOB) Yes No 54 Small Business  Enterprise (SBE) Yes No 55 Small Disadvantaged  Business (SDB) Yes No 56 Women-Owned Small  Business (WOSB) Yes No Table 6: Pricing (400 Points) Provide detailed pricing information in the questions that follow below. Line Item Question Response * 57 Describe your payment terms and accepted payment  methods. Payment terms are net 30.  Payment is accepted via check, credit  card, or wire. * 58 Describe any leasing or financing options available for use  by educational or governmental entities. N/A * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 59 Describe any standard transaction documents that you  propose to use in connection with an awarded agreement  (order forms, terms and conditions, service level  agreements, etc.). Upload all template agreements or  transaction documents which may be proposed to  Participating Entities. Carrier has created a pricing template which details contract labor  rates, material markups, and equipment discounts from master pricing. Carrier has a standard  service agreement form that outlines equipment under contract,  statement of work, contract term and pricing. Template uploaded to  this RFP as a reference. * 60 Do you accept the P-card procurement and payment  process? If so, is there any additional cost to Sourcewell  participating entities for using this process? P-card is accepted at no additional cost. * 61 Describe your pricing model (e.g., line-item discounts or  product-category discounts). Provide detailed pricing data  (including standard or list pricing and the Sourcewell  discounted price) on all of the items that you want  Sourcewell to consider as part of your RFP response. If  applicable, provide a SKU for each item in your proposal.  Upload your pricing materials (if applicable) in the  document upload section of your response. See attached pricing template. * 62 Quantify the pricing discount represented by the pricing  proposal in this response. For example, if the pricing in  your response represents a percentage discount from  MSRP or list, state the percentage or percentage range. See attached pricing template. * 63 Describe any quantity or volume discounts or rebate  programs that you offer. N/A * 64 Propose a method of facilitating “sourced” products or  related services, which may be referred to as “open  market” items or "non-contracted items". For example, you  may supply such items “at cost” or “at cost plus a  percentage,” or you may supply a quote for each such  request. Sourced items that do not appear in the pricing matrix will default to  the material mark up multiplier of 1.35. * 65 Identify any element of the total cost of acquisition that is  NOT included in the pricing submitted with your response.  This includes all additional charges associated with a  purchase that are not directly identified as freight or  shipping charges. For example, list costs for items like pre- delivery inspection, installation, set up, mandatory training,  or initial inspection. Identify any parties that impose such  costs and their relationship to the Proposer. Trip charges and consumable charges apply to every quotation, or  service visit.  Shipping charges will apply, if incurred. Factory  startups for newly installed equipment are an additional charge. * 66 If freight, delivery, or shipping is an additional cost to the  Sourcewell participating entity, describe in detail the  complete freight, shipping, and delivery program. All shipments shall be F.O.B. shipping point, freight prepaid and  allowed to the job site.   Shipment dates quoted are approximate.  Carrier does not guarantee  a particular date for shipment or delivery. Carrier shall have the right to ship any portion of the equipment  included in this Agreement  and invoice Customer for such partial shipment. * 67 Specifically describe freight, shipping, and delivery terms or  programs available for Alaska, Hawaii, Canada, or any  offshore delivery. See item 66. * 68 Describe any unique distribution and/or delivery methods or  options offered in your proposal. Any unique requirements that arise will be discussed on a job-by-job  basis. * 69 Specifically describe any self-audit process or program that  you plan to employ to verify compliance with your  proposed agreement with Sourcewell. This process includes  ensuring that Sourcewell participating entities obtain the  proper pricing. Carrier Corporation utilizes a pricing tool that can be pre-loaded with  Sourcewell's pre-negotiated rates, and markups.  This helps ensure  that pricing is compliant while creating competitive bids for  Sourcewell members.  A National Account Manager will review bids  prior to submission to ensure consistency, and correctness. * 70 If you are awarded an agreement, provide a few examples  of internal metrics that will be tracked to measure whether  you are having success with the agreement. The Carrier National Account Manager will use two tools to track the  Sourcewell contract usage.  One is a tracking list maintained by the  National Account Manager, and the equipment team.  The second  resides in our service-sales software, which will track and report  quoted or sold jobs throughout the life of the contract. Comparing  quarter by quarter, year over year sales and engagements, we will  track progress, and assess market share, and areas for improvement. * 71 Provide a proposed Administration Fee payable to  Sourcewell. The Fee is in consideration for the support  and services provided by Sourcewell. The propose an  Administrative Fee will be payable to Sourcewell on all  completed transactions to Participating Entities utilizing this  Agreement. The Administrative Fee will be calculated as a  stated percentage, or flat fee as may be applicable, of all  completed transactions utilizing this Master Agreement  within the preceding Reporting Period defined in the  agreement. 2% * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Table 7: Pricing Offered Line Item The Pricing Offered in this Proposal is: *Comments 72 The pricing offered is as good as or better than pricing typically offered through existing cooperative contracts, state contracts, or agencies. The pricing exhibited is equal  to typical government  cooperatives offered by  Carrier Corp, and  comparable to competitive  pricing utilized on other RFP  submissions in the private  sector. * Table 8A: Depth and Breadth of Offered Solutions (200 Points) Line Item Question Response * 73 Provide a detailed description of all the  Solutions offered, including used, offered in  the proposal. Carrier will provide solutions to include Heating, ventilation, and air-conditioning  systems preventive maintenance, installations, and repairs, controls services, and  sustainable solutions for commercial, and industrial applications. * 74 Within this RFP category there may be  subcategories of solutions. List subcategory  titles that best describe your products and  services. Subcategories related to these services include parts sales, new equipment factory  startup, turnkey product installations, efficiency upgrades, indoor air quality solutions. * Table 8B: Depth and Breadth of Offered Solutions Indicate below if the listed types or classes of Solutions are offered within your proposal. Provide additional comments in the text box provided, as necessary. Line Item Category or Type Offered *Comments 75 HVAC, IAQ, geothermal, and water heating or  treatment infrastructure, equipment, components,  products, parts, and related technology Yes No Carrier offers a full line of products  and solutions for building occupants'  comfort, health, and well being, and industrial cooling. This  includes new equipment, parts, labor,  warranty, and turnkey installations. * 76 Sensors, smart controls, thermostats, gauges,  system automation, integration equipment,  monitoring equipment, software, or management  products and technology Yes No Carrier sells a full line of OEM  replacement components, and can  source parts from all other HVAC manufacturers as well * 77 Services complementary to the offering of the  solutions described in 75 and 76 above, including  installation, maintenance, repair, refurbishment,  replacement, system upgrades, efficiency  measurement, energy saving performance  contracting, emergency or short-term HVAC  equipment rental, assessment, integration, training,  support, and customization Yes No Carrier seeks to reduce the clients  operating costs through equipment  optimization, equipment baseline analysis, building  management solutions, energy savings  solutions, equipment modernization, including: retrofit and  upgrades and turnkey replacement  solutions.  Other key resources include: Field service  engineers, standard work instructions,  expedited parts availability and CarrierROLE®, remote online  experts. * Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text. Documents Ensure your submission document(s) conforms to the following: 1. Documents in PDF format are preferred. Documents in Word, Excel, or compatible formats may also be provided. 2. Documents should NOT have a security password, as Sourcewell may not be able to open the file. It is your sole responsibility to ensure that the uploaded document(s) are not either defective, corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3. Sourcewell may reject any response where any document(s) cannot be opened and viewed by Sourcewell. 4. If you need to upload more than one (1) document for a single item, you should combine the documents into one zipped file. If the zipped file contains more than one (1) document, ensure each document is named, in relation to the submission format item responding to. For example, if responding to the Marketing Plan category save the document as "Marketing Plan." Pricing - Sourcewell Master Purchasing Cooperative Pricing - RFP 6-20-24.xlsx - Thursday August 08, 2024 07:18:56 Financial Strength and Stability - Carrier Reports Strong 2023 Results and Announces 2024 Outlook.pdf - Monday August 05, 2024 08:43:57 Marketing Plan/Samples - Carrier National Accounts.pdf - Monday August 05, 2024 08:53:45 WMBE/MBE/SBE or Related Certificates (optional) Standard Transaction Document Samples - Premium Service Agreement-Sample.pdf - Monday August 05, 2024 10:56:35 Upload Additional Document - Service Office Locations.pdf - Monday August 05, 2024 10:28:02 Requested Exceptions - RFP_080824_Master_Agreement_HVAC rev by CARR 05082024.docx - Monday August 05, 2024 10:01:51 Additional Document - ABOUND-NETZERO-MGMT-FLYER.pdf - Monday August 05, 2024 10:43:00 Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 Addenda, Terms and Conditions PROPOSER AFFIDAVIT OF COMPLIANCE I certify that I am an authorized representative of Proposer and have authority to submit the foregoing Proposal: 1. The Proposer is submitting this Proposal under its full and complete legal name, and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true, correct, and reliable for purposes of evaluation for award. 3. The Proposer certifies that: (1) The prices in this Proposal have been arrived at independently, without, for the purpose of restricting competition, any consultation, communication, or agreement with any other Proposer or competitor relating to- (i) Those prices; (ii) The intention to submit an offer; or (iii) The methods or factors used to calculate the prices offered. (2) The prices in this Proposal have not been and will not be knowingly disclosed by the Proposer, directly or indirectly, to any other Proposer or competitor before award unless otherwise required by law; and (3) No attempt has been made or will be made by Proposer to induce any other concern to submit or not to submit a Proposal for the purpose of restricting competition. 4. To the best of its knowledge and belief, and except as otherwise disclosed in the Proposal, there are no relevant facts or circumstances which could give rise to an organizational conflict of interest. An organizational conflict of interest is created when a current or prospective supplier is unable to render impartial service to Sourcewell due to the supplier’s: a. creation of evaluation criteria during performance of a prior agreement which potentially influences future competitive opportunities to its favor; b. access to nonpublic and material information that may provide for a competitive advantage in a later procurement competition; c. impaired objectivity in providing advice to Sourcewell. 5. Proposer will provide to Sourcewell Participating Entities Solutions in accordance with the terms, conditions, and scope of a resulting master agreement. 6. The Proposer possesses, or will possess all applicable licenses or certifications necessary to deliver Solutions under any resulting master agreement. 7. The Proposer will comply with all applicable provisions of federal, state, and local laws, regulations, rules, and orders. 8. Proposer its employees, agents, and subcontractors are not: 1. Included on the “Specially Designated Nationals and Blocked Persons” list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at: https://www.treasury.gov/ofac/downloads/sdnlist.pdf; 2. Included on the government-wide exclusions lists in the United States System for Award Management found at: https://sam.gov/SAM/; or 3. Presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. By checking this box I acknowledge that I am bound by the terms of the Proposer’s Affidavit, have the legal authority to submit this Proposal on behalf of the Proposer, and that this electronic acknowledgment has the same legal effect, validity, and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect, validity, or enforceability solely because an electronic signature or electronic record was used in its formation. - Alex Relf, National Account Manager, Carrier Corporation Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission, and/or the Proposer foresees an actual or potential Conflict of Interest in performing the obligations contemplated in the solicitation proposal. Yes No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column "I have reviewed this addendum" below to acknowledge each of the addenda. File Name I have reviewed the below addendum and attachments (if applicable) Pages Addendum_8_HVAC Systems with Related Products and Services_RFP_080824 Thu August 1 2024 10:18 AM 1 Addendum_7_HVAC Systems with Related Products and Services_RFP_080824 Tue July 30 2024 04:12 PM 2 Addendum_6_HVAC Systems with Related Products and Services_RFP_080824 Mon July 29 2024 04:00 PM 1 Addendum_5_HVAC Systems with Related Products and Services_RFP_080824 Fri July 19 2024 08:29 AM 1 Addendum_4_HVAC Systems with Related Products and Services_RFP_080824 Tue July 2 2024 03:42 PM 1 Addendum_3_HVAC Systems with Related Products and Services_RFP_080824 Mon July 1 2024 04:15 PM 1 Addendum_2_HVAC Systems with Related Products and Services_RFP_080824 Tue June 25 2024 11:27 AM 2 RFP 080824 HVAC Systems with Related Products and Services Thu June 20 2024 04:11 PM 1 Bid Number: RFP 080824 Vendor Name: Carrier Global Corp Docusign Envelope ID: A1B380C0-1199-44B4-BB8D-A4A187113CD8 24347.00006\9536520.5 1 CITY OF ARCADIA CONSTRUCTION CONTRACT UPPER CITY HALL HVAC SPLIT SYSTEMS PROJECT 1. PARTIES AND DATE. This Contract is made and entered into this _____ day of ___________________, 2025 by and between the City of Arcadia, a public agency of the State of California (“City”) and Carrier Corporation, a Delaware Corporation, with its principal place of business at 2478 Peck Road, City of Industry, CA 90601 (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Contract. 2. RECITALS. 2.1 City. City is a public agency organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose. 2.2 Contractor. Contractor desires to perform and assume responsibility for the provision of certain construction services required by the City on the terms and conditions set forth in this Contract. Contractor represents that it is duly licensed and experienced in providing heating, ventilation, air conditioning, repair and replacement of HVAC related construction services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the services in the State of California, and that it is familiar with the plans of City. The following license classifications are required for this Project: C-12. 2.3 Project. City desires to engage Contractor to render such services for the Upper City Hall HVAC Split Systems Project (“Project”) as set forth in this Contract. 2.4 Project Documents & Certifications. Contractor has obtained, and delivers concurrently herewith, a performance bond, a payment bond, and all insurance documentation, as required by the Contract. 3. TERMS 3.1 Incorporation of Documents. This Contract includes and hereby incorporates in full by reference the following documents, including all exhibits, drawings, specifications and documents therein, and attachments and addenda thereto: • Services/Schedule (Exhibit “A”) • Plans and Specifications (Exhibit “B”) • Special Conditions (Exhibit “C”) • Contractor’s Certificate Regarding Workers’ Compensation (Exhibit “D”) • Public Works Contractor Registration Certification (Exhibit “E”) • Payment and Performance Bonds (Exhibit “F”) • Federal Requirements (Exhibit “G”) • Addenda • Change Orders executed by the City • Current Edition of the Standard Specifications for Public Works Construction (The Greenbook), Excluding Sections 1-9 • Notice Inviting Bids, if any • Instructions to Bidders, if any 24347.00006\9536520.5 2 • Contractor’s Bid 3.2 Contractor’s Basic Obligation; Scope of Work. Contractor promises and agrees, at its own cost and expense, to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately complete the Project, including all structures and facilities necessary for the Project or described in the Contract (hereinafter sometimes referred to as the “Work”), for a Total Contract Price as specified pursuant to this Contract. All Work shall be subject to, and performed in accordance with the above referenced documents, as well as the exhibits attached hereto and incorporated herein by reference. The plans and specifications for the Work are further described in Exhibit “B” attached hereto and incorporated herein by this reference. Special Conditions, if any, relating to the Work are described in Exhibit “C” attached hereto and incorporated herein by this reference. 3.2.1 Change in Scope of Work. Any change in the scope of the Work, method of performance, nature of materials or price thereof, or any other matter materially affecting the performance or nature of the Work shall not be paid for or accepted unless such change, addition or deletion is approved in writing by a valid change order executed by the City. Should Contractor request a change order due to unforeseen circumstances affecting the performance of the Work, such request shall be made within five (5) business days of the date such circumstances are discovered or shall waive its right to request a change order due to such circumstances. If the Parties cannot agree on any change in price required by such change in the Work, the City may direct the Contractor to proceed with the performance of the change on a time and materials basis. 3.2.2 Substitutions/“Or Equal”. Pursuant to Public Contract Code Section 3400(b), the City may make a finding that designates certain products, things, or services by specific brand or trade name. Unless specifically designated in this Contract, whenever any material, process, or article is indicated or specified by grade, patent, or proprietary name or by name of manufacturer, such Specifications shall be deemed to be used for the purpose of facilitating the description of the material, process or article desired and shall be deemed to be followed by the words “or equal.” Contractor may, unless otherwise stated, offer for substitution any material, process or article which shall be substantially equal or better in every respect to that so indicated or specified in this Contract. However, the City may have adopted certain uniform standards for certain materials, processes and articles. Contractor shall submit requests, together with substantiating data, for substitution of any “or equal” material, process or article no later than thirty-five (35) days after award of the Contract. To facilitate the construction schedule and sequencing, some requests may need to be submitted before thirty-five (35) days after award of Contract. Provisions regarding submission of “or equal” requests shall not in any way authorize an extension of time for performance of this Contract. If a proposed “or equal” substitution request is rejected, Contractor shall be responsible for providing the specified material, process or article. The burden of proof as to the equality of any material, process or article shall rest with Contractor. The City has the complete and sole discretion to determine if a material, process or article is an “or equal” material, process or article that may be substituted. Data required to substantiate requests for substitutions of an “or equal” material, process or article data shall include a signed affidavit from Contractor stating that, and describing how, the substituted “or equal” material, process or article is equivalent to that specified in every way except as listed on the affidavit. Substantiating data shall include any and all illustrations, specifications, and other relevant data including catalog information which describes the requested substituted “or equal” material, process or article, and substantiates that it is an “or equal” to the material, process or 24347.00006\9536520.5 3 article. The substantiating data must also include information regarding the durability and lifecycle cost of the requested substituted “or equal” material, process or article. Failure to submit all the required substantiating data, including the signed affidavit, to the City in a timely fashion will result in the rejection of the proposed substitution. Contractor shall bear all of the City’s costs associated with the review of substitution requests. Contractor shall be responsible for all costs related to a substituted “or equal” material, process or article. Contractor is directed to the Special Conditions (if any) to review any findings made pursuant to Public Contract Code section 3400. 3.3 Period of Performance and Liquidated Damages. Contractor shall perform and complete all Work under this Contract within Forty-Five (45) calendar days, beginning the effective date of the Notice to Proceed (“Contract Time”). Contractor shall perform its Work in strict accordance with any completion schedule, construction schedule or project milestones developed by the City. Such schedules or milestones may be included as part of Exhibits “A” or “B” attached hereto, or may be provided separately in writing to Contractor. Contractor agrees that if such Work is not completed within the aforementioned Contract Time and/or pursuant to any such completion schedule, construction schedule or project milestones developed pursuant to provisions of the Contract, it is understood, acknowledged and agreed that the City will suffer damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages the sum of Seven Hundred Dollars and No Cents ($700.00) Per Day for each and every calendar day of delay beyond the Contract Time or beyond any completion schedule, construction schedule or Project milestones established pursuant to the Contract. 3.4 Standard of Performance; Performance of Employees. Contractor shall perform all Work under this Contract in a skillful and workmanlike manner, and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Work. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Work assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Work, including any required business license, and that such licenses and approvals shall be maintained throughout the term of this Contract. As provided for in the indemnification provisions of this Contract, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any work necessary to correct errors or omissions which are caused by Contractor’s failure to comply with the standard of care provided for herein. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the safety of persons or the Work, or any employee who fails or refuses to perform the Work in a manner acceptable to the City, shall be promptly removed from the Project by Contractor and shall not be re-employed on the Work. 3.5 Control and Payment of Subordinates; Contractual Relationship. City retains Contractor on an independent contractor basis and Contractor is not an employee of City. Any additional personnel performing the work governed by this Contract on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Contract and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. 24347.00006\9536520.5 4 3.6 City’s Basic Obligation. City agrees to engage and does hereby engage Contractor as an independent contractor to furnish all materials and to perform all Work according to the terms and conditions herein contained for the sum set forth above. Except as otherwise provided in the Contract, the City shall pay to Contractor, as full consideration for the satisfactory performance by Contractor of the services and obligations required by this Contract, the below- referenced compensation in accordance with compensation provisions set forth in the Contract. 3.7 Compensation and Payment. 3.7.1 Amount of Compensation. As consideration for performance of the Work required herein, City agrees to pay Contractor the Total Contract Price of ONE HUNDRED TWENTY-SIX THOUSAND, EIGHTY-FIVE DOLLARS AND NO CENTS ($126,085.00) (“Total Contract Price”) provided that such amount shall be subject to adjustment pursuant to the applicable terms of this Contract or written change orders approved and signed in advance by the City. 3.7.2 Payment of Compensation. If the Work is scheduled for completion in thirty (30) or less calendar days, City will arrange for payment of the Total Contract Price upon completion and approval by City of the Work. If the Work is scheduled for completion in more than thirty (30) calendar days, City will pay Contractor on a monthly basis as provided for herein. On or before the fifth (5th) day of each month, Contractor shall submit to the City an itemized application for payment in the format supplied by the City indicating the amount of Work completed since commencement of the Work or since the last progress payment. These applications shall be supported by evidence which is required by this Contract and such other documentation as the City may require. The Contractor shall certify that the Work for which payment is requested has been done and that the materials listed are stored where indicated. Contractor may be required to furnish a detailed schedule of values upon request of the City and in such detail and form as the City shall request, showing the quantities, unit prices, overhead, profit, and all other expenses involved in order to provide a basis for determining the amount of progress payments. 3.7.3 Prompt Payment. City shall review and pay all progress payment requests in accordance with the provisions set forth in Section 20104.50 of the California Public Contract Code. However, no progress payments will be made for Work not completed in accordance with this Contract. Contractor shall comply with all applicable laws, rules and regulations relating to the proper payment of its employees, subcontractors, suppliers or others. 3.7.4 Contract Retentions. From each approved progress estimate, five percent (5%) will be deducted and retained by the City, and the remainder will be paid to Contractor. All Contract retention shall be released and paid to Contractor and subcontractors pursuant to California Public Contract Code Section 7107. 3.7.5 Other Retentions. In addition to Contract retentions, the City may deduct from each progress payment an amount necessary to protect City from loss because of: (1) liquidated damages which have accrued as of the date of the application for payment; (2) any sums expended by the City in performing any of Contractor’s obligations under the Contract which Contractor has failed to perform or has performed inadequately; (3) defective Work not remedied; (4) stop notices as allowed by state law; (5) reasonable doubt that the Work can be completed for the unpaid balance of the Total Contract Price or within the scheduled completion date; (6) unsatisfactory prosecution of the Work by Contractor; (7) unauthorized deviations from the Contract; (8) failure of Contractor to maintain or submit on a timely basis proper and sufficient documentation as required by the Contract or by City during the prosecution of the Work; (9) erroneous or false estimates by Contractor of the value of the Work performed; (10) any sums representing expenses, losses, or damages as determined by the City, incurred by the City for 24347.00006\9536520.5 5 which Contractor is liable under the Contract; and (11) any other sums which the City is entitled to recover from Contractor under the terms of the Contract or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City’s right to such sums. 3.7.6 Substitutions for Contract Retentions. In accordance with California Public Contract Code Section 22300, the City will permit the substitution of securities for any monies withheld by the City to ensure performance under the Contract. At the request and expense of Contractor, securities equivalent to the amount withheld shall be deposited with the City, or with a state or federally chartered bank in California as the escrow agent, and thereafter the City shall then pay such monies to Contractor as they come due. Upon satisfactory completion of the Contract, the securities shall be returned to Contractor. For purposes of this Section and Section 22300 of the Public Contract Code, the term “satisfactory completion of the contract” shall mean the time the City has issued written final acceptance of the Work and filed a Notice of Completion as required by law and provisions of this Contract. Contractor shall be the beneficial owner of any securities substituted for monies withheld and shall receive any interest thereon. The escrow agreement used for the purposes of this Section shall be in the form provided by the City. 3.7.7 Title to Work. As security for partial, progress, or other payments, title to Work for which such payments are made shall pass to the City at the time of payment. To the extent that title has not previously been vested in the City by reason of payments, full title shall pass to the City at delivery of the Work at the destination and time specified in this Contract. Such transferred title shall in each case be good, free and clear from any and all security interests, liens, or other encumbrances. Contractor promises and agrees that it will not pledge, hypothecate, or otherwise encumber the items in any manner that would result in any lien, security interest, charge, or claim upon or against said items. Such transfer of title shall not imply acceptance by the City, nor relieve Contractor from the responsibility to strictly comply with the Contract, and shall not relieve Contractor of responsibility for any loss of or damage to items. 3.7.8 Labor and Material Releases. Contractor shall furnish City with labor and material releases from all subcontractors performing work on, or furnishing materials for, the Work governed by this Contract prior to final payment by City. 3.7.9 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720 et seq., and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. Since the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $25,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Contract. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor and any subcontractor shall forfeit a penalty of up to $200 per calendar day or portion thereof for each worker paid less than the prevailing wage rates. 3.7.10 Apprenticeable Crafts. If the Total Contract Price exceeds $35,000 and if Contractor employs workmen in an apprenticeable craft or trade, Contractor shall comply with the 24347.00006\9536520.5 6 provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Contractor. The Contractor or any subcontractor that is determined by the Labor Commissioner to have knowingly violated Section 1777.5 shall forfeit as a civil penalty an amount not exceeding $100 for each full calendar day of noncompliance, or such greater amount as provided by law. 3.7.11 Hours of Work. If the Total Contract Price exceeds $25,000, Contractor is advised that eight (8) hours labor constitutes a legal day’s work. Pursuant to Section 1813 of the California Labor Code, Contractor shall forfeit a penalty of $25.00 per worker for each day that each worker is permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week, except when payment for overtime is made at not less than one and one-half (1-1/2) times the basic rate for that worker. 3.7.12 Payroll Records. If the Total Contract Price exceeds $25,000, Contractor and each subcontractor shall keep an accurate payroll record, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. The payroll records shall be certified and shall be available for inspection at all reasonable hours at the principal office of Contractor in the manner provided in Labor Code section 1776. In the event of noncompliance with the requirements of this section, Contractor shall have 10 days in which to comply subsequent to receipt of written notice specifying in what respects such Contractor must comply with this section. Should noncompliance still be evident after such 10-day period, Contractor shall, as a penalty to City, forfeit not more than $100.00 for each calendar day or portion thereof, for each worker, until strict compliance is effectuated. The amount of the forfeiture is to be determined by the Labor Commissioner. A contractor who is found to have violated the provisions of law regarding wages on Public Works with the intent to defraud shall be ineligible to bid on Public Works contracts for a period of one to three years as determined by the Labor Commissioner. Upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement, such penalties shall be withheld from progress payments then due. The responsibility for compliance with this section is on Contractor. The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. 3.7.13 Contractor and Subcontractor Registration. If the Total Contract Price exceeds $25,000, then pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work. Contractor is directed to review, fill out and execute the Public Works Contractor Registration Certification attached hereto as Exhibit “E” prior to contract execution. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. 3.7.14 Labor Compliance; Stop Orders. If the Total Contract Price exceeds $25,000, Contractor acknowledges that it is aware that this Project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be the Contractor’s sole responsibility to evaluate and pay the cost of complying with all labor compliance 24347.00006\9536520.5 7 requirements under this Contract and applicable law. Any stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor that affect Contractor’s performance of Work, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay subject to any applicable liquidated damages and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Contractor or any subcontractor. 3.8 Performance of Work; Jobsite Obligations. 3.8.1 Water Quality Management and Compliance. 3.8.1.1 Water Quality Management and Compliance. Contractor shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Work including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); local ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State. 3.8.1.2 Compliance with the Statewide Construction General Permit. Contractor shall comply with all conditions of the most recent iteration of the National Pollutant Discharge Elimination System General Permit for Storm Water Discharges Associated with Construction Activity, issued by the California State Water Resources Control Board (“Permit”). It shall be Contractor’s sole responsibility to file a Notice of Intent and procure coverage under the Permit for all construction activity which results in the disturbance of more than one acre of total land area or which is part of a larger common area of development or sale. Prior to initiating work, Contractor shall be solely responsible for preparing and implementing a Storm Water Pollution Prevention Plan (SWPPP) as required by the Permit. Contractor shall be responsible for procuring, implementing and complying with the provisions of the Permit and the SWPPP, including the standard provisions, and monitoring and reporting requirements as required by the Permit. The Permit requires the SWPPP to be a “living document” that changes as necessary to meet the conditions and requirements of the job site as it progresses through difference phases of construction and is subject to different weather conditions. It shall be Contractor’s sole responsibility to update the SWPPP as necessary to address conditions at the project site. 3.8.1.3 Other Water Quality Rules Regulations and Policies. Contractor shall comply with the lawful requirements of any applicable municipality, drainage City, or local agency regarding discharges of storm water to separate storm drain systems or other watercourses under their jurisdiction, including applicable requirements in municipal storm water management programs. 3.8.1.4 Cost of Compliance. Storm, surface, nuisance, or other waters may be encountered at various times during construction of The Work. Therefore, the Contractor, by submitting a Bid, hereby acknowledges that it has investigated the risk arising from such waters, has prepared its Bid accordingly, and assumes any and all risks and liabilities arising therefrom. 24347.00006\9536520.5 8 3.8.1.5 Liability for Non-Compliance. Failure to comply with the Permit is a violation of federal and state law. Pursuant to the indemnification provisions of this Contract, Contractor hereby agrees to defend, indemnify and hold harmless the City and its officials, officers, employees, volunteers and agents for any alleged violations. In addition, City may seek damages from Contractor for any delay in completing the Work in accordance with the Contract, if such delay is caused by or related to Contractor’s failure to comply with the Permit. 3.8.1.6 Reservation of Right to Defend. City reserves the right to defend any enforcement action brought against the City for Contractor’s failure to comply with the Permit or any other relevant water quality law, regulation, or policy. Pursuant to the indemnification provisions of this Contract, Contractor hereby agrees to be bound by, and to reimburse the City for the costs (including the City’s attorney’s fees) associated with, any settlement reached between the City and the relevant enforcement entity. 3.8.1.7 Training. In addition to the standard of performance requirements set forth in paragraph 3.4, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Work assigned to them without impacting water quality in violation of the laws, regulations and policies described in paragraph 3.8.1. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in paragraph 3.8.1 as they may relate to the Work provided under this Agreement. Upon request, City will provide the Contractor with a list of training programs that meet the requirements of this paragraph. 3.8.2 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. Contractor shall comply with the requirements of the specifications relating to safety measures applicable in particular operations or kinds of work. In carrying out its Work, Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Work and the conditions under which the Work is to be performed. Safety precautions as applicable shall include, but shall not be limited to, adequate life protection and lifesaving equipment; adequate illumination for underground and night operations; instructions in accident prevention for all employees, such as machinery guards, safe walkways, scaffolds, ladders, bridges, gang planks, confined space procedures, trenching and shoring, fall protection and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and adequate facilities for the proper inspection and maintenance of all safety measures. Furthermore, Contractor shall prominently display the names and telephone numbers of at least two medical doctors practicing in the vicinity of the Project, as well as the telephone number of the local ambulance service, adjacent to all telephones at the Project site. 3.8.3 Laws and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Contract or the Work, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Work. If Contractor observes that the drawings or specifications are at variance with any law, rule or regulation, it shall promptly notify the City in writing. Any necessary changes shall be made by written change order. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law 24347.00006\9536520.5 9 applicable to the public contracts of a municipality are a part of this Contract to the same extent as though set forth herein and will be complied with. Contractor shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.8.4 Permits and Licenses. Contractor shall be responsible for securing City permits and licenses necessary to perform the Work described herein, including, but not limited to, any required business license. While Contractor will not be charged a fee for any City permits, Contractor shall pay the City’s business license fee, if any. Any ineligible contractor or subcontractor pursuant to Labor Code Sections 1777.1 and 1777.7 may not perform work on this Project. 3.8.5 Trenching Work. If the Total Contract Price exceeds $25,000 and if the Work governed by this Contract entails excavation of any trench or trenches five (5) feet or more in depth, Contractor shall comply with all applicable provisions of the California Labor Code, including Section 6705. To this end, Contractor shall submit for City’s review and approval a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. If such plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer. 3.8.6 Hazardous Materials and Differing Conditions. As required by California Public Contract Code Section 7104, if this Contract involves digging trenches or other excavations that extend deeper than four (4) feet below the surface, Contractor shall promptly, and prior to disturbance of any conditions, notify City of: (1) any material discovered in excavation that Contractor believes to be a hazardous waste that is required to be removed to a Class I, Class II or Class III disposal site; (2) subsurface or latent physical conditions at the site differing from those indicated by City; and (3) unknown physical conditions of an unusual nature at the site, significantly different from those ordinarily encountered in such contract work. Upon notification, City shall promptly investigate the conditions to determine whether a change order is appropriate. In the event of a dispute, Contractor shall not be excused from any scheduled completion date and shall proceed with all Work to be performed under the Contract, but shall retain all rights provided by the Contract or by law for making protests and resolving the dispute. 3.8.7 Underground Utility Facilities. To the extent required by Section 4215 of the California Government Code, City shall compensate Contractor for the costs of: (1) locating and repairing damage to underground utility facilities not caused by the failure of Contractor to exercise reasonable care; (2) removing or relocating underground utility facilities not indicated in the construction drawings; and (3) equipment necessarily idled during such work. Contractor shall not be assessed liquidated damages for delay caused by failure of City to provide for removal or relocation of such utility facilities. 3.8.8 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Although CARB limits and requirements are more broad, Contractor shall specifically be aware of their application to "portable equipment", which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement. 24347.00006\9536520.5 10 3.8.9 State Recycling Mandates. Contractor shall comply with State Recycling Mandates. Any recyclable materials/debris collected by the contractor that can be feasibly diverted via reuse or recycling must be hauled by the appropriate handler for reuse or recycling. 3.9 Completion of Work. When Contractor determines that it has completed the Work required herein, Contractor shall so notify City in writing and shall furnish all labor and material releases required by this Contract. City shall thereupon inspect the Work. If the Work is not acceptable to the City, the City shall indicate to Contractor in writing the specific portions or items of Work which are unsatisfactory or incomplete. Once Contractor determines that it has completed the incomplete or unsatisfactory Work, Contractor may request a reinspection by the City. Once the Work is acceptable to City, City shall pay to Contractor the Total Contract Price remaining to be paid, less any amount which City may be authorized or directed by law to retain. Payment of retention proceeds due to Contractor shall be made in accordance with Section 7107 of the California Public Contract Code. 3.10 Claims; Government Code Claim Compliance. 3.10.1 Intent. Effective January 1, 1991, Section 20104 et seq., of the California Public Contract Code prescribes a process utilizing informal conferences, non-binding judicial supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Effective January 1, 2017, Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims. The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes. 3.10.2 Claims. For purposes of this Section, “Claim” means a separate demand by the Contractor, after a change order duly requested in accordance with the terms of this Contract has been denied by the City, for (A) a time extension, (B) payment of money or damages arising from Work done by or on behalf of the Contractor pursuant to the Contract, or (C) an amount the payment of which is disputed by the City. Claims governed by this Section may not be filed unless and until the Contractor completes all procedures for giving notice of delay or change and for the requesting of a time extension or change order, including but not necessarily limited to the change order procedures contained herein, and Contractor’s request for a change has been denied in whole or in part. Claims governed by this Section must be filed no later than fourteen (14) days after a request for change has been denied in whole or in part or after any other event giving rise to the Claim. The Claim shall be submitted in writing to the City and shall include on its first page the following in 16 point capital font: “THIS IS A CLAIM.” Furthermore, the claim shall include the documents necessary to substantiate the claim. Nothing in this Section is intended to extend the time limit or supersede notice requirements otherwise provided by contract for the filing of claims, including all requirements pertaining to compensation or payment for extra Work, disputed Work, and/or changed conditions. Failure to follow such contractual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon. 3.10.3 Supporting Documentation. The Contractor shall submit all claims in the following format: 3.10.3.1 Summary of claim merit and price, reference Contract Document provisions pursuant to which the claim is made 3.10.3.2 List of documents relating to claim: (A) Specifications 24347.00006\9536520.5 11 (B) Drawings (C) Clarifications (Requests for Information) (D) Schedules (E) Other 3.10.3.3 Chronology of events and correspondence 3.10.3.4 Analysis of claim merit 3.10.3.5 Analysis of claim cost 3.10.3.6 Time impact analysis in CPM format 3.10.3.7 If Contractor’s claim is based in whole or in part on an allegation of errors or omissions in the Drawings or Specifications for the Project, Contractor shall provide a summary of the percentage of the claim subject to design errors or omissions and shall obtain a certificate of merit in support of the claim of design errors and omissions. 3.10.3.8 Cover letter and certification of validity of the claim, including any claims from subcontractors of any tier, in accordance with Government Code section 12650 et seq. 3.10.4 City’s Response. Upon receipt of a claim pursuant to this Section, City shall conduct a reasonable review of the claim and, within a period not to exceed 45 days, shall provide the Contractor a written statement identifying what portion of the claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the claim will be processed and made within 60 days after the public entity issues its written statement. 3.10.4.1 If City needs approval from its governing body to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a claim sent by registered mail or certified mail, return receipt requested, City shall have up to three days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion. 3.10.4.2 Within 30 days of receipt of a claim, City may request in writing additional documentation supporting the claim or relating to defenses or claims City may have against the Contractor. If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor. 3.10.4.3 City’s written response to the claim, as further documented, shall be submitted to the Contractor within 30 days (if the claim is less than $50,000, within 15 days) after receipt of the further documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater. 3.10.5 Meet and Confer. If the Contractor disputes City’s written response, or City fails to respond within the time prescribed, the Contractor may so notify City, in writing, either within 15 days of receipt of City’s response or within 15 days of City’s failure to respond within the 24347.00006\9536520.5 12 time prescribed, respectively, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a demand, City shall schedule a meet and confer conference within 30 days for settlement of the dispute. 3.10.6 Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, City shall provide the Contractor a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within 60 days after City issues its written statement. Any disputed portion of the claim, as identified by the Contractor in writing, shall be submitted to nonbinding mediation, with City and the Contractor sharing the associated costs equally. City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the claim has been identified in writing, unless the parties agree to select a mediator at a later time. 3.10.6.1 If the Parties cannot agree upon a mediator, each Party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each Party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. 3.10.6.2 For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the Parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section. 3.10.6.3 Unless otherwise agreed to by City and the Contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after litigation has been commenced. 3.10.6.4 The mediation shall be held no earlier than the date the Contractor completes the Work or the date that the Contractor last performs Work, whichever is earlier. All unresolved claims shall be considered jointly in a single mediation, unless a new unrelated claim arises after mediation is completed. 3.10.7 Procedures After Mediation. If following the mediation, the claim or any portion remains in dispute, the Contractor must file a claim pursuant to Chapter 1 (commencing with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.6 of Title 1 of the Government Code. For purposes of those provisions, the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written claim pursuant to subdivision (a) until the time the claim is denied, including any period of time utilized by the meet and confer conference or mediation. 3.10.8 Civil Actions. The following procedures are established for all civil actions filed to resolve claims subject to this Section: 3.10.8.1 Within 60 days, but no earlier than 30 days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the terms of these procedures.. The mediation process shall provide for the selection within 15 days by both parties of a disinterested third person as mediator, shall be commenced within 30 days of the submittal, and shall be concluded within 15 days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court. 24347.00006\9536520.5 13 3.10.8.2 If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1114.11 of that code. The Civil Discovery Act of 1986 (Article 3 (commencing with Section 2016) of Chapter 3 of Title 3 of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration. 3.10.8.3 In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, (A) arbitrators shall, when possible, be experienced in construction law, and (B) any party appealing an arbitration award who does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, also pay the attorney’s fees on appeal of the other party. 3.10.9 Government Code Claims. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City. A Government Code claim must be filed no earlier than the date the work is completed or the date the Contractor last performs work on the Project, whichever occurs first. A Government Code claim shall be inclusive of all unresolved claims unless a new unrelated claim arises after the Government Code claim is submitted. 3.10.10 Non-Waiver. City’s failure to respond to a claim from the Contractor within the time periods described in this Section or to otherwise meet the time requirements of this Section shall result in the claim being deemed rejected in its entirety. City’s failure to respond shall not waive City’s rights to any subsequent procedures for the resolution of disputed claims. 3.11 Loss and Damage. Except as may otherwise be limited by law, Contractor shall be responsible for all loss and damage which may arise out of the nature of the Work agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Work until the same is fully completed and accepted by City. In the event of damage proximately caused by an Act of God, as defined by Section 7105 of the Public Contract Code, the City may terminate this Contract pursuant to Section 3.17.3; provided, however, that the City needs to provide Contractor with only one (1) day advanced written notice. 3.12 Indemnification. 3.12.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, employees, agents and authorized volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys’ fees and other related costs and 24347.00006\9536520.5 14 expenses. Notwithstanding the foregoing, to the extent required by Civil Code section 2782, Contractor’s indemnity obligation shall not apply to liability for damages for death or bodily injury to persons, injury to property, or any other loss, damage or expense arising from the sole or active negligence or willful misconduct of the City or the City’s agents, servants, or independent contractors who are directly responsible to the City, or for defects in design furnished by those persons. 3.12.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City’s choosing and at Contractor's own cost, expense and risk, any and all Claims covered by this section that may be brought or instituted against City or its officials, employees, agents and authorized volunteers. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and authorized volunteers as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and authorized volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City's attorney's fees and costs, including expert witness fees. Contractor shall reimburse City and its officials, employees, agents and authorized volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and authorized volunteers. 3.13 Insurance. 3.13.1 Time for Compliance. Contractor shall not commence Work under this Contract until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Contract for cause. 3.13.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Contract. Such insurance shall meet at least the following minimum levels of coverage: 3.13.2.1 Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 00 01) OR Insurance Services Office Owners and Contractors Protective Liability Coverage Form (CG 00 09 11 88) (coverage for operations of designated contractor); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 00 01, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. Policies shall not contain exclusions contrary to this Contract. 3.13.2.2 Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence and $1,000,000 aggregate for bodily injury, personal injury and property damage; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ compensation limits as required by the Labor Code of the State of California. 24347.00006\9536520.5 15 Employer’s Liability limits of $1,000,000 each accident, policy limit bodily injury or disease, and each employee bodily injury or disease. Defense costs shall be available in addition to the limits. Notwithstanding the minimum limits specified herein, any available coverage shall be provided to the parties required to be named as additional insureds pursuant to this Contract. 3.13.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements (amendments) on forms supplied or approved by the City to add the following provisions to the insurance policies: 3.13.3.1 General Liability. (1) Such policy shall give the City, its officials, employees, agents and authorized volunteers additional insured status using ISO endorsements CG20 10 10 01 plus CG20 37 10 01, or endorsements providing the exact same coverage, with respect to the Work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such work; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it. 3.13.3.2 Automobile Liability. (1) Such policy shall give the City, its officials, employees, agents and authorized volunteers additional insured status with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by Contractor or for which Contractor is responsible; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and authorized volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, employees, agents and authorized volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it in any way. 3.13.3.3 Workers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its officials, employees, agents and authorized volunteers for losses paid under the terms of the insurance policy which arise from work performed by Contractor. 3.13.3.4 All Coverages. Each insurance policy required by this Contract shall be endorsed to state that: (1) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, employees, agents and authorized volunteers. 3.13.4 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, 24347.00006\9536520.5 16 such insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, employees, agents and authorized volunteers. 3.13.5 Deductibles and Self-Insurance Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the City, its officials, employees, agents and authorized volunteers; or (2) the Contractor shall procure a bond or other financial guarantee acceptable to the City guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.13.6 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VII, licensed to do business in California, and satisfactory to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated. 3.13.7 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Contract on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.13.8 Subcontractors. All subcontractors shall meet the requirements of this Section before commencing Work. Contractor shall furnish separate certificates and endorsements for each subcontractor. Subcontractor policies of General Liability insurance shall name the City, its officials, employees, agents and authorized volunteers as additional insureds using form ISO 20 38 04 13 or endorsements providing the exact same coverage. All coverages for subcontractors shall be subject to all of the requirements stated herein except as otherwise agreed to by the City in writing. 3.13.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Work under this Contract. 3.14 Bond Requirements. 3.14.1 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Contract a Payment Bond in an amount required by the City and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the City. 3.14.2 Performance Bond. If specifically requested by City in Exhibit “C” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Contract a Performance Bond in an amount required by the City and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the City. 3.14.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the effected bond within (ten) 10 days of receiving notice from City. In the event the surety or 24347.00006\9536520.5 17 Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Contract until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the Total Contract Price is increased in accordance with the Contract, Contractor shall, upon request of the City, cause the amount of the bond to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. If Contractor fails to furnish any required bond, the City may terminate the Contract for cause. 3.14.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in California Code of Civil Procedure Section 995.120, shall be accepted. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City. 3.15 Warranty. Contractor warrants all Work under the Contract (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the Work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Contract or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the Work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Work or non-conformance of the Work to the Contract, commence and prosecute with due diligence all Work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the Work (or work of other contractors) damaged by its defective Work or which becomes damaged in the course of repairing or replacing defective Work. For any Work so corrected, Contractor’s obligation hereunder to correct defective Work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected Work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the Work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming Work and any work damaged by such work or the replacement or correction thereof at Contractor’s sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. 3.16 Employee/Labor Certifications. 3.16.1 Contractor’s Labor Certification. By its signature hereunder, Contractor certifies that he is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake 24347.00006\9536520.5 18 self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Work. A certification form for this purpose, which is attached to this Contract as Exhibit “D” and incorporated herein by reference, shall be executed simultaneously with this Contract. 3.16.2 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 3.16.3 Verification of Employment Eligibility. By executing this Contract, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subcontractors and sub-subcontractors to comply with the same. 3.17 General Provisions. 3.17.1 City’s Representative. The City hereby designates the General Manager, or his or her designee, to act as its representative for the performance of this Contract (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee. 3.17.2 Contractor’s Representative. Before starting the Work, Contractor shall submit in writing the name, qualifications and experience of its proposed representative who shall be subject to the review and approval of the City (“′Contractor’s Representative”). Following approval by the City, Contractor’s Representative shall have full authority to represent and act on behalf of Contractor for all purposes under this Contract. Contractor’s Representative shall supervise and direct the Work, using his best skill and attention, and shall be responsible for all construction means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Contract. Contractor’s Representative shall devote full time to the Project and either he or his designee, who shall be acceptable to the City, shall be present at the Work site at all times that any Work is in progress and at any time that any employee or subcontractor of Contractor is present at the Work site. Arrangements for responsible supervision, acceptable to the City, shall be made for emergency Work which may be required. Should Contractor desire to change its Contractor’s Representative, Contractor shall provide the information specified above and obtain the City’s written approval. 3.17.3 Termination. This Contract may be terminated by City at any time, either with our without cause, by giving Contractor three (3) days advance written notice. In the event of termination by City for any reason other than the fault of Contractor, City shall pay Contractor for all Work performed up to that time as provided herein. In the event of breach of the Contract by Contractor, City may terminate the Contract immediately without notice, may reduce payment to Contractor in the amount necessary to offset City’s resulting damages, and may pursue any other available recourse against Contractor. Contractor may not terminate this Contract except for cause. In the event this Contract is terminated in whole or in part as provided, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Further, if this Contract is terminated as provided, City may require Contractor to provide all finished or unfinished documents, data, diagrams, drawings, materials or other matter prepared or built by Contractor in connection with its performance of this Contract. 24347.00006\9536520.5 19 3.17.4 Contract Interpretation. Should any question arise regarding the meaning or import of any of the provisions of this Contract or written or oral instructions from City, the matter shall be referred to City’s Representative, whose decision shall be binding upon Contractor. 3.17.5 Anti-Trust Claims. This provision shall be operative if this Contract is applicable to California Public Contract Code Section 7103.5. In entering into this Contract to supply goods, services or materials, Contractor hereby offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Section 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code) arising from purchases of goods, services, or materials pursuant to the Contract. This assignment shall be made and become effective at the time the City tender final payment to Contractor, without further acknowledgment by the Parties. 3.17.6 Notices. All notices hereunder and communications regarding interpretation of the terms of the Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows: CONTRACTOR: Carrier Corporation 2478 Peck Road City of Industry, California 90601 Attn: Dan Marquez, Account Executive CITY: City of Arcadia 240 West Huntington Drive Arcadia, California 91066 Attn: Carlos Aguilar, General Services Superintendent Any notice so given shall be considered received by the other Party three (3) days after deposit in the U.S. Mail as stated above and addressed to the Party at the above address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.17.7 Time of Essence. Time is of the essence in the performance of this Contract. 3.17.8 Assignment Forbidden. Contractor shall not, either voluntarily or by action of law, assign or transfer this Contract or any obligation, right, title or interest assumed by Contractor herein without the prior written consent of City. If Contractor attempts an assignment or transfer of this Contract or any obligation, right, title or interest herein, City may, at its option, terminate and revoke the Contract and shall thereupon be relieved from any and all obligations to Contractor or its assignee or transferee. 3.17.9 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.17.10 Laws, Venue, and Attorneys’ Fees. This Agreement shall be interpreted in accordance with the laws of the State of California. If any action is brought to 24347.00006\9536520.5 20 interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Los Angeles, State of California. 3.17.11 Counterparts. This Contract may be executed in counterparts, each of which shall constitute an original. 3.17.12 Successors. The Parties do for themselves, their heirs, executors, administrators, successors, and assigns agree to the full performance of all of the provisions contained in this Contract. 3.17.13 [Reserved] 3.17.14 Solicitation. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Contract. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City shall have the right to terminate this Contract without liability. 3.17.15 Conflict of Interest. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Contract, no official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Contract, or obtain any present or anticipated material benefit arising therefrom. In addition, Contractor agrees to file, or to cause its employees or subcontractors to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Work. 3.17.16 Certification of License. 3.17.16.1 Contractor certifies that as of the date of execution of this Contract, Contractor has a current contractor’s license of the classification indicated below under Contractor’s signature. 3.17.16.2 Contractors are required by law to be licensed and regulated by the Contractors’ State License Board which has jurisdiction to investigate complaints against contractors if a complaint regarding a patent act or omission is filed within four (4) years of the date of the alleged violation. A complaint regarding a latent act or omission pertaining to structural defects must be filed within ten (10) years of the date of the alleged violation. Any questions concerning a contractor may be referred to the Registrar, Contractors’ State License Board, P.O. Box 26000, Sacramento, California 95826. 3.17.17 Authority to Enter Contract. Each Party warrants that the individuals who have signed this Contract have the legal power, right and authority to make this Contract and bind each respective Party. 3.17.18 Entire Contract; Modification. This Contract contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior 24347.00006\9536520.5 21 negotiations, understandings or agreements. This Contract may only be modified by a writing signed by both Parties. 3.17.19 Non-Waiver. None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. 3.17.20 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project or other projects. [SIGNATURES ON NEXT PAGE] 24347.00006\9536520.5 22 SIGNATURE PAGE FOR CONSTRUCTION CONTRACT BETWEEN THE CITY OF ARCADIA AND CARRIER CORPORATION IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the ______ day of _________________, 2025. CITY OF ARCADIA CARRIER CORPORATION By: By: Dominic Lazaretto City Manager Its: Printed Name: ATTEST: By: Its: By: City Clerk Printed Name: APPROVED AS TO FORM: By: City Attorney APPROVED AS TO FORM: By: City Attorney 24347.00006\9536520.5 23 EXHIBIT “A” SERVICES / SCHEDULE The project plan and proposal, Carrier Corporation Quote Number 07022025, are incorporation into this Contract. Services shall include but not limited to the following: Scope of Work • Furnish and install (3) new Carrier 3 Ton Heat Pump Condensers with (2) 1.5 ton Wall Mount Air Handling Units each (total of 6). • Condensers will be installed in planter area (ground level). • New Air Handlers will be installed in 6 locations throughout the area in question (to be determined). • Furnish and install all necessary refrigerant line sets (total of 6), properly evacuate and charge with new refrigerant. • Provide electrical to new units including new service disconnect, fuses and seal tight conduit. • Install new wired thermostats (surface mounted). • Provide Start-up and verify operation; clean work area. - 24 - 24347.00006\9536520.5 EXHIBIT “B” PLANS AND SPECIFICATIONS All service and unit specifications are listed in Exhibit “A”. - 25 - 24347.00006\9536520.5 EXHIBIT “C” SPECIAL CONDITIONS ARTICLE 1. BONDS Within ten (10) calendar days from the date the Contractor is notified of award of the Contract, the Contractor shall deliver to the City four identical counterparts of the Performance Bond and Payment Bond on the forms supplied by the City and included as Exhibit “F” to the Contract. Failure to do so may, in the sole discretion of City, result in the forfeiture of Contractor’s bid security. The surety supplying the bond must be an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, authorized to do business as such in the State of California and satisfactory to the City. The Performance Bond and the Payment Bond shall be for one hundred percent (100%) of the Total Contract Price. - 26 - 24347.00006\9536520.5 EXHIBIT “D” CERTIFICATION LABOR CODE - SECTION 1861 I, the undersigned Contractor, am aware of the provisions of Section 3700, et seq., of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of the Code, and I, the undersigned Contractor, agree to and will comply with such provisions before commencing the performance of the Work on this Contract. CARRIER CORPORATION By: _________________________ Signature _________________________ Name (Print) _________________________ Title (Print) - 27 - 24347.00006\9536520.5 EXHIBIT “E” PUBLIC WORKS CONTRACTOR REGISTRATION CERTIFICATION Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/Public- Works/PublicWorks.html for additional information. No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work. Contractor hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations.1 Name of Contractor: DIR Registration Number: DIR Registration Expiration:_________________________ Small Project Exemption: _____ Yes or _____ No Unless Contractor is exempt pursuant to the small project exemption, Contractor further acknowledges: • Contractor shall maintain a current DIR registration for the duration of the project. • Contractor shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project. • Failure to submit this form or comply with any of the above requirements may result in a finding that the bid is non-responsive. Name of Contractor Signature Name and Title Dated 1 If the Project is exempt from the contractor registration requirements pursuant to the small project exemption under Labor Code Sections 1725.5 and 1771.1, please mark “Yes” in response to “Small Project Exemption.” - 28 - 24347.00006\9536520.5 EXHIBIT “F” PAYMENT AND PERFORMANCE BONDS - 29 - 24347.00006\9536520.5 PERFORMANCE BOND KNOW ALL PERSONS BY THESE PRESENTS: THAT WHEREAS, the City of Arcadia (hereinafter referred to as “City”) has awarded to Carrier Corporation, (hereinafter referred to as the “Contractor”) an agreement for Upper City Hall HVAC Split Systems Project, Contract No. _________ (hereinafter referred to as the “Project”). WHEREAS, the work to be performed by the Contractor is more particularly set forth in the Contract Documents for the Project dated ________________, (hereinafter referred to as “Contract Documents”), the terms and conditions of which are expressly incorporated herein by reference; and WHEREAS, the Contractor is required by said Contract Documents to perform the terms thereof and to furnish a bond for the faithful performance of said Contract Documents. NOW, THEREFORE, we, _______________, the undersigned Contractor and _____________________________________________ as Surety, a corporation organized and duly authorized to transact business under the laws of the State of California, are held and firmly bound unto the City in the sum of ONE HUNDRED TWENTY-SIX THOUSAND, EIGHTY-FIVE DOLLARS AND NO CENTS ($126,085.00), said sum being not less than one hundred percent (100%) of the total amount of the Contract, for which amount well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH, that, if the Contractor, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and agreements in the Contract Documents and any alteration thereof made as therein provided, on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill all obligations including the one-year guarantee of all materials and workmanship; and shall indemnify and save harmless the City, its officers and agents, as stipulated in said Contract Documents, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect. As a condition precedent to the satisfactory completion of the Contract Documents, unless otherwise provided for in the Contract Documents, the above obligation shall hold good for a period of one (1) year after the acceptance of the work by City, during which time if Contractor shall fail to make full, complete, and satisfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship, Surety shall undertake and faithfully fulfill all such obligations. The obligations of Surety hereunder shall continue so long as any obligation of Contractor remains. Nothing herein shall limit the City’s rights or the Contractor or Surety’s obligations under the Contract, law or equity, including, but not limited to, California Code of Civil Procedure section 337.15. Whenever Contractor shall be, and is declared by the City to be, in default under the Contract Documents, the Surety shall remedy the default pursuant to the Contract Documents, or shall promptly, at the City’s option: - 30 - 24347.00006\9536520.5 (1) Take over and complete the Project in accordance with all terms and conditions in the Contract Documents; or (2) Obtain a bid or bids for completing the Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents. (3) Permit the City to complete the Project in any manner consistent with local, California and federal law and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents. Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Contractor. Surety shall not utilize Contractor in completing the Project nor shall Surety accept a bid from Contractor for completion of the Project if the City, when declaring the Contractor in default, notifies Surety of the City’s objection to Contractor’s further participation in the completion of the Project. The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project to be performed thereunder shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project, including but not limited to the provisions of sections 2819 and 2845 of the California Civil Code. IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20__). (Corporate Seal) Contractor/ Principal By Title (Corporate Seal) Surety - 31 - 24347.00006\9536520.5 By Attorney-in-Fact Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached. (Attach Attorney-in-Fact Certificate) Title The rate of premium on this bond is ____________ per thousand. The total amount of premium charges, $_______________________________. (The above must be filled in by corporate attorney.) THIS IS A REQUIRED FORM Any claims under this bond may be addressed to: (Name and Address of Surety) ___________________________________________ ___________________________________________ ___________________________________________ (Name and Address of Agent or ___________________________________________ Representative for service of process in California, if different ___________________________________________ from above) ___________________________________________ (Telephone number of Surety and ___________________________________________ Agent or Representative for service of process in California) NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto. - 32 - 24347.00006\9536520.5 Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF ______________ On , 20___, before me, _______________________________, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT  Individual  Corporate Officer Title(s) Title or Type of Document  Partner(s)  Limited  General Number of Pages  Attorney-In-Fact  Trustee(s)  Guardian/Conservator Date of Document  Other: Signer is representing: Name Of Person(s) Or Entity(ies) Signer(s) Other Than Named Above - 33 - 24347.00006\9536520.5 PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS That WHEREAS, the City of Arcadia (hereinafter designated as the “City”), by action taken or a resolution passed July 15, 2025 has awarded to Carrier Corporation hereinafter designated as the “Principal,” a contract for the work described as follows: Upper City Hall HVAC Split Systems Project, Contract No. __________ (the “Project”); and WHEREAS, the work to be performed by the Principal is more particularly set forth in the Contract Documents for the Project dated __________________ (“Contract Documents”), the terms and conditions of which are expressly incorporated by reference; and WHEREAS, said Principal is required to furnish a bond in connection with said contract; providing that if said Principal or any of its Subcontractors shall fail to pay for any materials, provisions, provender, equipment, or other supplies used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the Unemployment Insurance Code or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of said Principal and its Subcontractors with respect to such work or labor the Surety on this bond will pay for the same to the extent hereinafter set forth. NOW THEREFORE, we, the Principal and __________________________ as Surety, are held and firmly bound unto the City in the penal sum of ONE HUNDRED TWENTY-SIX THOUSAND, EIGHTY-FIVE DOLLARS AND NO CENTS ($126,085.00) lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH that if said Principal, his or its subcontractors, heirs, executors, administrators, successors or assigns, shall fail to pay any of the persons named in Section 9100 of the Civil Code, fail to pay for any materials, provisions or other supplies, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department or Franchise Tax Board from the wages of employees of the contractor and his subcontractors pursuant to Section 18663 of the Revenue and Taxation Code, with respect to such work and labor the Surety or Sureties will pay for the same, in an amount not exceeding the sum herein above specified. This bond shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code so as to give a right of action to such persons or their assigns in any suit brought upon this bond. It is further stipulated and agreed that the Surety on this bond shall not be exonerated or released from the obligation of this bond by any change, extension of time for performance, addition, alteration or modification in, to, or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement herein above described, or pertaining or relating to the furnishing of labor, materials, or equipment therefore, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or relating to any scheme or work of improvement herein above described, nor by any rescission or attempted rescission of the contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to - 34 - 24347.00006\9536520.5 recover under any such contract or agreement or under the bond, nor by any fraud practiced by any person other than the claimant seeking to recover on the bond and that this bond be construed most strongly against the Surety and in favor of all persons for whose benefit such bond is given, and under no circumstances shall Surety be released from liability to those for whose benefit such bond has been given, by reason of any breach of contract between the owner or City and original contractor or on the part of any obligee named in such bond, but the sole conditions of recovery shall be that claimant is a person described in Section 9100 of the Civil Code, and has not been paid the full amount of his claim and that Surety does hereby waive notice of any such change, extension of time, addition, alteration or modification herein mentioned and the provisions of sections 2819 and 2845 of the California Civil Code. IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20__. (Corporate Seal) Contractor/ Principal By Title (Corporate Seal) Surety By Attorney-in-Fact Title Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached. A Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto. NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto. - 35 - 24347.00006\9536520.5 Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF ______________ On , 20___, before me, _______________________________, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT  Individual  Corporate Officer Title(s) Title or Type of Document  Partner(s)  Limited  General Number of Pages  Attorney-In-Fact  Trustee(s)  Guardian/Conservator Date of Document  Other: Signer is representing: Name Of Person(s) Or Entity(ies) Signer(s) Other Than Named Above - 36 - 24347.00006\9536520.5 EXHIBIT “G” FEDERAL REQUIREMENTS Not Applicable.