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CITY OF MIAMI POLICE DEPARTMENT CH ER PLANT UPGRADE
PROJECT
Presented to:
Mr. Angel Blanco
Director of racwties
Presented by:
Tram
State Number: CACO234185
June 20th, 2016
+:tlirfrirc7 a¢rr da,r.
Mr.Angel Blanco
Director of.F
Fgsngrict i
aganlasnn # Gerrard
2684 Cs rporale Way *« Miramar FL. 33025 * Tel 964 499 6908 Fax 954 499 5901
Chiller P.xrt tlprade Pro
ami Police Department
"t Avenue
3128
June 20th, 2016
rt 2091916
Trax e is pleased to offer this turn ey proposal to replace the e tisting helix l rotarlr chiller a in the central.
plant located at the above refexexice addre This proposal udes the removal of the existing
chillers and the installation of two (2j rtaivv crane helical rotary chiller, one (1) cooling tower, and one (1)
Trane Tracer SC basic controls package, all mechanical and electrical work required for below
referenced scope of work, with a permitted set of engineered drawings.
tau;
Teti 0
Cooled H
foal Rotary Chillers {Duplex) (Qty: 2)
MptI+t
TWD Series R(TM) 200 Ton Wator-C
Model Number
TW D00
Product Data w Water Cooled Helical Rotary Chillers (Duplex)
Item# Al CIty 2 Tag(s); RTWD200
RTIND _ water cooled chiller Series Ft
Startup Included - Irene Service must start equipment for warranty to be honored
460 volt 3 phase
200 nominal tons, High efficiency/performance
Standard condenser < 95F/35C leaving water temperature
UL`listed to U,S, and Canadian safety standards / ASHRAE 96,1 ail versions up to 2 t10
AHRl certified / ASME pressure vessel code
Single relief valve
Insulation for high humidity
Grooved pipe connection - standard waterboxes
Full factory refrigerant charge (134a)
internal and external enhanced evaporator copper tube
2 pass evaporator / 150 psi/10 bar evap water pressure / Standard cooling ,t Fluid type - t
Wye -delta closed transition starter
Single point connection main line unit power -ancillary items require other power
Mech disconnect switch
€3ACnet interface
Elastomeric isolators (`ld)
150 psi N.EMA•1 flow switch x 2 (FId)
Warranty: 1 l year parts/labor/refrigerant
Warranty. ;end 5tts parts/labor/refrigerant
� Uir�ay�frr�rtr�r i�, �33�,
44149 $9012,
2 of ..,.
Tr
li liarni PD Ptr1/s? t l is
TurrtkazSpi 10
rile propose
afihRA“orvkol.;,
One (1) Two Cell Cooling Tower rated 1000 GPM.
304 Stainless Steel Cooling Tower(s):
Total Certified Capacity: 1000 USOPM of water from 96.0 P to 86.0 Fat 78.0 F entering wet bulb.
Fan Motor(s) (2) 15 Hp, 1800 rprn motor per unit TEFC, Inverter Duty, Volt, 3 Phase, 60 Hertz,
• Induced Draft, Counter -flow Cooling Tower
• Belt Drive — jedAir Whisper Fan, High Efficiency,
Unit Energy Efficiency per ASHME standard 90.1-2004
▪ Steel Panels and Structural Elements are constructed of Heavy Gauge 304 Stainless Steel with, 304
Welded CW Basins
• Cool Core -Non-Corroding PVC Film Fill Material, with Integral Drift and Louvers a Flame Spread
Rating of 6
• Stainless Steel Sump Strainer, Mechanical Water Make-up
• Factory Certified Therrnal Performance
• IBC — Meets or exceeds
One (1) cooling tower dual motor variable frequency drive w/ bypass.
Trane 15 horsepower NEMA 3R with bypass and BAC Net Comm Card
Two (2) condenser water end suction pumps.
• Taco Base Mounted End Suction
• Pump With 10HP 1760rpm TEFC Premium EITicient Motot s, 208-230/460/3/60
Two (2) chilled water end suction pumps.
* TACO 4x3, Base Mounted End Suction
• Pump to deliver 380gpm at 68' TDH with 15111' 1760rpm TEFL Premiunt Efficient Motor ,
208-230/460/3/60
Pro ect Sca e of
Field Verification
Field verfficat with engineered drawings prior to n e ent of any work.
Existing Chiller Plant Demolition
Main an agreed upon date the existing rental chiller will be shut down and anew 'Frame WO ton air
cooled rental chiller will be installed. (existing PVC hard piping to be reused)
The existing chillers will be shut demm and isolated
The refrigerant in the existing chillers will be removed as per EPA regulations.
• The existing water piping will be modified as necessary to accommodate for the removal and
replacement of the new chillers,
* The condenser and chilled water piping from the chillers will be disconnected,
* The electrical connections to the chillers will be disconxtected,
• The existing chillers will be disassembled into manageable pieces for removal from the sit .
• Trane will provide all rigging and crane service needed for demolition.
• The existing CHW and CW pumps will be disconnected and removed from the site.
• The existing cooling tower will be disconnected and removed from the site.
'2884 Cotp9tafe Wepyitomy, rL q021 Phone,:„L9i4L499.9900
do/ t3 Alt (1941ts resolve Page 5 of 9
Tarnp:turnkft:§sLytion
Cifyof Allem/ PO Chdlw Opgracie Prppool Roy .6'
Hoitsfing Sfovices
New Chiller Plant Upgrade installation
• Install two (2) Trane 200 ton chillers provided by customer (chillers purchased under a separate PO).
• The existing chilled and condenser water piping will be modified to reconnect to the new chillers
per engineered drawings.
• The two (2) condenser and two (2) chilled water isolation valves for each, chiller will be replaced.
• The existing electrical will be reconnected to the new chiller's starter per engineered drawings,
Thermal Insulation for the new chillers (rubatex) and modified chilled water piping (foam glass 1 Y#
inch) as required, is included,
• Perform leak test and charge the new chillers with new refrigerant,
• Vane will provide factory start up arid commissioning of the new chillers,
* Operation and maintenance manuals will be provid,ed for the new chillers,
• Furnish and install two (2) condenser water pumps with WV's.
• Furnish and install two (2) chilled water pumps with VFlYs.
• Furnish and install one (1) new two cell stainless steel cooling tower rn the xisting location as the
removed.
• Furnish and install one (1) new dual motor variable frequency drive for the new cooling tower,
• Furnish and install Trane Tracer SC BAC Net communication balsa controls package that will control
the new chillers and cooing tower, Package to include:
• One (1) 1,10600 controller for pumps and tower.
• One (1) Trans Tracer SC Controller
);., Assist with tie-in of Tracer SC with existing building controller (8 hrs)
);', Two (2) common chilled water ternp sensors
> Two (2) common condenser water temp sensors
• One outside air temp and humidity sensor
* Furnish and install one (1) new refrigerant monitor w/ interfac and two (2) strobes and one (I)
horn to meet the .ASHRAE 15 code requirement.
• Furnish and install one (1) new exhaust fan to meet the ASID.AE 18 code requirement.
* job site cleanup,
Optional Electrical Upgrade
• Rernove existing gutter mounted on the floor and it tall conduit and wire from AT$ (Automafio Transfer
Switch) to MCC (Motor Control Center).
• Install covers on open boxes in Chiller Room.
• Provide lire caulking on existing conduits in Chiller Room (appox.6 penetrations)
* Provide junction box covers on existing open boxes and equipment,
• Make correction in one existing bucket 30 amp in the MCC as required for 40 year inspection.
204 Corporate Way Miramar; FL 33025
.02010 trot) r9.8 fig/) tesetved
Oftiora:719e4:1 499-6900
PRO Per
General Condition
• If a building permit is required to execute this project and will be pro oiire d by `i'rane.
• The Customer will provide
materials.
Trams will al:so rcaquire uninhibited access to the chiller plant and surrounding area for t Ce entirety of
the job during normal working hours as well as after hours.
• Commencement date to start upon permit approval.
• It is assumed that all equipment and parts to be reused are in good operating condition, if it is found
that any ofthese parts or equipment is not usable, the customer will be x sponsi ale for the
replacement via a change order to the base contract.
It is assumed that all scope, equipment, and parts referenced in this proposal or attached to this
proposal will be approved by the engineer of record, If it is found that any of these parts or
equipment is not usable, the customer will be responsible for the upgrade via a change order to the.
base contract,
Work performed by Trane or its subcontractors will comply with all applicable Federal, State and
Local coders and standards,
This proposal is subject to acceptance of the attar ed Txane Standard Contract Terms and
Conditions.
ure staging area at the job site for use by Trans ta,receive and store
Exclusions o the Scope of ... r
Per x its if required: will be in addition to the price of the project and b submitted as a c a3
tie customer..
• Life safety devices or controls of any kind.
• .i sbestos identification or abatement.
► Architectural Screening if required will be in addition to the pricing listed. below:
• Upgrades or repairs to existing mechanical equipment, piping, or controls other than
specified above.
Electrical upgrades including but not limited to wiring, circuit b
than specified above.
• Wall penetrations, repairs, and/or sealing other than mentioned above.
• Structural or concrete work other than mentioned above, if required will be in a
pricing listed below,
• Any additional work incurred due to any existing code violations outside of our scope of work.
e Any work not listed .above.
.�.AdditionalNm;- di
• Bond.
Mechanical and Electrical Engineered Drawings.
• All crane and rigging, as required.
Painting, of only the modified C}IW and CW piphn
• New gauges and thermometers for the new chiller
• Painting, cutting, patching of walls, ceilings, piping, or equipment as needed for the above
mentioned scope of work.
• One year warranty on installation.
• A..11 applicable taxes and insurance.
Project Managentert , subcontractor and material cerordin
Equipment IOMs (installation, operation and ma
One Time Equipment Training (4 hours) at startup of th
plate rtui '13OO 6 Phone (954)499 900
Trans Atf /hts lasorvsd Palo 5 of
e order
d/or disccinriedts oth€ r
dditioxt to the
approved colors.
on.
annals:).
chillers.
Tr`. the Turn
Voildisyy viivo
S a
•
See attached payment so
Pricing:
Te
fr details
•
Cooling Tower 859,358
• Bond• $10 000
Pumps,
Subcontracts
•
• Materials „ss,779
Contingency/Warranty , , , ,„ ,,,„„
Materials Use Tax
,$5,739
• 200 Ton Rental Chiller ..... $6,800 /mon
th
1 months rental and installation/remeval is included in total project price
Base project per the above mentioned scope of wor
Electrical upgrade of the feeds to the uto or control center
Total Project PriCeil6iMEtkked3iPwak,A0,0994***011,4“.*Nik/11"848W8r.00****111,pg*Bi(** leidlle$01/06Thit$ 469,386.00*
* Note: the chillers will be sold separately from the installation project with their own PO
for tax purposes, No tax has been included in the chiller price listed above,.
if you have any questions concerning this budgetary proposal, pisase do not hesitate to contact .
We thank you for this opportunity to be of service.
Respectfully,
Brad Ruzycki
Account Manager
Trane Commercial Systems
This agreement is subject to the att TrailT9rss aLc1 ColMitiuns.
2 84 Cowpote wsy Wan% PL 33025 Phonq(ft,54) 499-9900 Tram TLI[rikea_e46116(19:1)1
02216 Tram All rights rosetved Pap 6 of 9 City 9f Miami PO Mil 90..Prcosal Rov 5
?Topcoat. Date June 20, 2016
Submitted Byi Brad Ruzyckt
City of Miami Police Department Trawl
Anthraaiuoti preset dye
Acceptance Date
TERMS AND CONDITIONS CONIM RCIAL INSTALLATION
"Company" shall mean `crane U.S, iris,.
1, Acceptance; Agreement, These tares and conditions are an Integral part of Company's offer and term ilia #sale eat any agreement (the
"Agreement") resulting from Company's proposal (the'°PropoaeI') for the commercial gouda endrar SONIC eat descrtkled tthe "kifprk'). COMPANY'S
TRAMS AND CONDITIONS ARE SLIKI "CT TO PERIODIC CHANCE OA AMENDMENT, The Proposal is subject ice aodeptanco itf wilingby the party to
whom this offer is Made or an authorized agent (`Customer'; delivered to Company Within aU days from the date of the Pratposai. (f Customer accepts the
Proposal by placing an order, without the addition of any other terms and conditions of sale or any other modification, Ctastomar'a d€der stt•aIt be deemed
eccepthnce of the t'ropGSiil 9ubjeel lt7 tio'rtpany'S tenitw and 00ndil'totte. If OUSt0rnrer'9 bider lS expressly conditioned upon Conipiinye oacoptert8e or 09serll
to terms andior conditions other than those expressed herein, return el soon order by Company with Company's lemma and comfit attached Or referenced
soiree as Company's notice of obiootion to Customer's terms and as Company's counter -oiler to provide Work in accordance v,11h the Proposal and the
Company tennis and oonditione, It Customer does not reject or object.:in writing to Company within 10 days, Company s countot',offer'wlil be deemed accepted,
Custornar's acceptance of the Work by Company will In any event oonetstute an acceptance by Customer of Company's terms and conditions. This Agreement
is subject to credit approval by Company. Upon disappro of of ored'Itt, Company may delay or suspend f: rforrrtanco or, at its option, renegotiate prima end'cr
terms and conditions with Customer. If Company and Customer are unable to agree on such revisions, this Agreement Shall be cancelled without any ltabytty,
other than Customer's obligation to pay for Work rendered: by Company to the date of cancellation.
2. Pricing and Taxes. Unless otherwise noted, the price In the? Proposal Includes standard ground transportation and, If required by law, all sales, consul -nor,
see and similar taxes legally eito led as el the date hereof for equipment and material installed by Company. Tax exemption is contingent upon Customer
furnishing .appropriate certificates evidencing Customer's tax exempt status. Company shalt ottarge Customer additional costa for bclrtda agreed to be
provided Equipment sold on an srnlnatatied basis and any taxable taborrfabotar do not Include sates tax and taros wilt be added. Following_ noceptanee
without addition of any other terms and condition of sale or any otherlaaodlfioation by Customer, the prices stated ere firm provided Mot notification of release
for immediate production and shipment is received at the factory not later than 3 months from order receipt, itsuchrelease is received later than 3 months
from order receipt date, prices will be increased a straight. i % (not compounded) ler each oneenenth period for part thereof) beyond the 3 month firm pnoe
period tip to the date of receipt Mauch release, tlsuch release is not received within 6 months after date of order receipt, the prices are sutijtict to renegotiation,
or At Company's option, the order will be cancelled, Any delay in shipment caused by Customer's actions will subject pilaw to mire a8e equal too the percentage
Increase In toot prfoes during that period of delay and Company may charge Customer with incurred storage fees.
3, Exclusions from Work. Company's obligation is Betted to the Work as defined and does not include any modifications to the Work :site under the
Americans With Ole1.1ties Act or any other law or building cadets), ir1 no event shall Company be required to perforrrl work Company reasonably believes
is outside of Me defined Work without ra written change order signed by Customer and Company,
4, Performance, Company shall perform the Work in accordance with Industry Standardsganrraily appt?cabie in the area under similar circurnstences as rxt
the tune Company performs the Work Company may refuse to (Morin any Work where working conditions could endanger property or put at risk fire safety
of persons, Wok, otherwise agreed Why Customer and Company, at Customer's expense and before tea Work begins, Customer wit provide rang necessary
access platforms, catwalks to safely porfann the Work in opmplience with OSHA et elate IMO:ae ltal safely regutstions,.
6, Payment. Customer shalt pay company's invoices within net 30 day$ of iriwoice dale, Company may Invoice Customer for all equipment or material
furors hee, whether delivered to the installation site or to an ratf-site storage facility and for ail Work performed on-afie or elf -site, No retention shalt be withheld
from any payments except as expressly agreed in writing by Company, In which case retention shall be reduced per the contract documents and released no
later than the date of substantial vonlpletion, Under no circumstances shall any retention be withheld for the equipment portion of the order, if payment is
not received as required. Company may suspend prrrfor(1}ance and the time for completion aheil be extended fora reasonable period of tinle riot test uteri
the period of suspension, Customer shall be liable to Company for elf reasonable shutdown, standby and start -tap costs a$ a result of the suspension,
Company reserves the right to odd to any account euteteraJlng for more than 35 days a service charge equal to 1.5% of the principal amount due at tote end
of each month, Customer shall pay all costs (including attorneys' lees) incurred by Company in attempting to collect !amounts due and otherwise enforcing
ihaeet terms and eerienionl, a requested, Company wolf provide opprpprtale flett waft/ere upon reraelpt of payment, Customer agrees that, unless Customer
makes payment in advance, Company wt11 have a purchase money security interest In all equipment from Company to secure payment in full of all amounts
due amprai ty and its order for the equipment, together with these terms and conditions, form a security agreement„ Customer shalt keep the equipment free
e€ all taxes and encumbrances, shall riot remove the equipment !fern its orsyinal ir191ailettera point and shall not assign or transfer any interest In the equipment:
unlit aii payments da,e COmparry have been made,
fa, Time for Cormpletion. Except to the extent otherwise expressly agreed in wilting signed by an authorized representative of Company, all dates provided
by Company or its representatives for commencement, progress or completion are estimates only, While Company shall use commercially reasonable efioYts
to met such estimated dates, Cor(tpeny !Mali not be responsible for any damages for its failure to do so,
Y, Access. Company and its subcontractors abet be provided access to the Work site during regular business flours, Or such other hours a$ may bo
requested by Cernpaany anal neoPfebla to the Work !Flit' Owner or t%mint for the parforrn ante of the Work, including sufficient areas for staging, mobilization,
,
and :storage. Company's aoceaa to correct any emergency condition shall oal be rostricie t, Customer grunts to Cornp9nythe tight 10 rernntety CConnec, (via
phone modem, internal or other agreed upon means) to Customer's building automation system (PA) and et t(VAC equipment to view, extract, or otherwise
coiled and retain data from the f3AS, HVAC equipment, or other building systems, and to dfsgneee and renarately make repo€rs at Customer's request,
6, Completion, Notwithstanding any other term or condition herein. when Company into rnls Customer tltal the Work has been completed, Customer shall
inspet:t the Worts in ttae presence of Company's rgprespntat ve, and Customer ahali either (a) accept the Work in its entirety to writing, or au accept the Work
In part and specifieafly Identity, to writing, any except€ort itana5. Customer agrees to re -inspect any and all excepted Mime as eon as C,or01psny in orris
Customer that all such e -opted Ilene have been competed. The initial a(septanr'e inspection shall take place evilnin ten (10) navy from lite date when
2$84 Cor. r3lca tUflrarrt(r i ,a(3? l Juno j96 49 69001 Trans Turnkey Solution I
._.d_ ., r a r r f 9 rrl rarrar 5:51iFj U rode fora sal A v 5
Authorized Reproaetttativaa
Signature Date
m MA
any informs wuetonrei that the Work has been crahnpIaled, Any scrbsequant ra>I
when Company fnfnrnie Customer let the re items have
in5partirrns within the required lime limits shall conetifute camp)rsto acoepfanca of t
, fir the exerepted Rome, if appllcrebto, hasrnave been cornptetee,
9, Parmlts and Governmental Fees, Company shall secure (with Ctrstonieee essistan )and pay for building and other perriels anti Qrevernmentat tens,
itoeuses, and inepeetione necosuarf'lut prcapcar perlornranue. and cempfeiii irr of the Work wh) h are legally required when bide from Company's eubreoritraetore
are received, negotiations thereon eon Chided, fir the effective datp of a relevant Change t rder, whichever is later, Customer Is responsible for necessary
approvrils, ee soinente, tassesements and oharges for eonetruclren, weir or ocrca prtnny of prirmenont €;tr'uatures or for permanent changes to existing Meetitrs.
it the cost of sucn perrntts,fees, licensee and fnepectfons ere eat included In the Proposal, Company will Invoice Customer for such Mete,
10. Utilities wring Conetrutatien, Customer chaff provide without Grmrge to Company all water, heal, and utilities required for performance ot the Work,
11. Concealed or Unknown Conditions. tattle perforrintanr;e el tyre Work, i1 Cr rnpehy encounters conditions at the Work slut that ero tf) eubeurfaee or
othgrWiee concealed physical oonditeins that differ materially from those indicated on drawings pi pressfy incorporated herein or (if) unknown phyeikal
conditions of an tenet -eel nature that tether materially from those conditions ordinarily found to exist raid generelly rocoynfzod as inherent in c:onstreelien
activities of the type and ehareoteras the Work; Company shall nowy Customer of euch etinditfonr promptly, prior to signitleaney.clfsfu€binp erne. if stlo'ft.
tionditions differ materially and Cause an in; rease in Oornpitny's (etof, or erne required ter, rierformanoe et any part of the Work, Company ehell be entitled
lo, and Geelong shall consent by Change Ordor to, an equitable adjustment tit the Ceetr'eot Free, Centr'ent bale, or, both.
12, PreeExisting Conditions. Company is not lisbie tor any oleiree, damage% losses, Or expenses, tirinfrle from or related to conditions that eicisted rn, on,
ptrn file Work site before the Conrmorroement Date of this Agreement t'Pre-Existing Conditions"), inoiuding, without tirrtftetien, darrtagee, tresses, or
xpetnsps involving Pre -Existing Gonciitforrs of brafldrng envelope issues, mechanical issues, plumbing issues, and/or indoor air quality issues involving
rnoidimouid antlfor fungi. Company alto is not liable for any eleires, damages, losses, rar expeneee, arising from ar related to work done by or services
provided by inrdividuale or entitles that are riot employed by or hired by Company,
13. Aebeatos end Hazardous Materials, Corpany's Work end other services fn cenneellen with this Agreement expressly exwudes any identitination,.
abatement, cleanup, control, disposal, removal or other work connected with asbestos, polyeteerinated biphenyl t°POW), or ether hnzard0us materiels
fheretitaiter, cafieohvely,'Hazardous Matorlal9,). Customer warrants and represents that, except as srrt forth Ina writing eigned by Company, there are no
Hazardous Meterfais on the Work elle that will tri any way affect Gompeny'e Work and. Customer has deceased to Compenythe teeistertee and lecatfon of arty
Hazardous Mali/hats in ail areas within which Company will be performing the -Work. Should Company beooree aware ai or euspeot the presence of Hazardous
Matertats, Conrpony may immediately slop work in the affected areaand snob notify Customer, Customer will be exclusively responsible for taking any olio.
all aollorr nedessary fo carnet the condition In accordance with all applicable laws and regulations. Customer shalt be exclusively reepansfblo ter and, 10 the
fullest extent permitted by law, shall Indemnity and bold harmless Company (Ineludfng 11s nnrployee/et agents and subooetractors) front and against any lose,
claim, liability, fees, penalties, injury' (lecludtng death) or liability of tarty nature, and the payment thereof arising out of or relating to any Hazardous Meter -late
an or about the Work site, not brouphl orate the Work site by Company. Company shaft be required to resume petlarmrtncs of the We€k in the affected area
only in the absence of f'fnzardous Materials Or wheat the'aflet;fed arise; Inge been rendered.harmlesa, irr no event entail Germany be obligated to transport or
handle ifazerdaus Materials, provide tiny notices to any governmental agency, or examine the Wort), she ler the presence Of Haeardepa Materials,
14. Force Majeure. Company's duty to perform under Otte Agreement is contingent.upon the ntrn•r cctrrrence of an Event of Faroe Majetrre. if Company
ehMU be unebtte to carry out any material obtigation under this Agreement due to an Even- of Force Majeure, this Agreement atoll at GoMeeey's eleelion ti)
remain in effect but Gompany'e obligations oheti. be suspended untff ilia uneontrolfabie event terminates or (11) be terminated open 'ledge notion to Customer.
in which event Gustornet shall pay Company for sit one of the Wodt turnfehed:tc the data of terminatiorn, Art 'Event of Force Majeure"shall mean any cause
or event beyond the eerntrol of Company. Without t1n4tfny the foregoing, *Event of Force Majeure" includes; acts o1 God; acts of terrorofn, war'or the public
enemy; tfaod; earthquake; tornado; storm; tire; civil die€ leedience; panuernie trreurreahone; note; labor✓lebour deep/tee; Iaborlfabaur'or material shortages;
sabotage; restraint by court order or public authority (whether valid or invalid), and action or nceeaotren toy or tnnbflity to obtain or keep in force tine necessary
governmental authorfzafione, permits, ifceneee;.00rtfftcates or approvals If not catered by Company; and the requirements: of any apt/float/le government in
any manner that diverge Either the material or the finished product to the direct ar indirect boneiii of the government,
15, Cuetorner'e Breach. Each of the following evanle or conditions shalt ootneteute a broach by Customer and shall give Company the right, without en
eleotlan of remedies, to terminate this Agreement or suspend performance by dslrveey of written notice; tie My taffure by Customer to pay amounts when
due; or (2) any general eesignment by Customer for the benefit of its erenitors, or it Customer becomes bankrupt.or Insolvent Or takes the benefit of any
statute for bankrupt or fnaolvent debtors or makes or proposes to make any propose! or arrangement with oreditore, or it any Steps are laken torte wfndine
ue or other termination of Customer ar the liquidation of Its eeeets,.oi if a trustee, reeerver,_or, shriller person le appointed over any of the assets or interests
o" Customer; (3) Any representation or warranty turntehed by Guotan7ar in this Agreement Is false or mieleadfng in any material roped wham rraade; o (4)
Any'ieilure by Customer to perform or comply wen any material provislan of this Agreernorrt. Customer shalt be liable is Company tor all Work furnished' 1G
dote and all dery agea sustained by Company (inducting lost profit and overhead),
16, irid malty, To the fullest extant permitted bylaw, rGontpeny and Customer strait indemnify, defend and hold hermtess vrtch other from any and sf1 ole, met
actions, casts, avows, damages and liabilities, fnoluding reasonable attorneys' fees, resulting from death or bodily injury or damage to real ar tangible
peregnet property, to the extent cooked by the nogtfgonce or misconduct of their respoolbvo employees or other authorized agents in canneclfon with their
activities within the scope of this Agreement, Neither pally shall indemnify the other against clot€ns, dernagee, expenses pr liabftfnfee to the extent attributable
to the acts or ornfsefon5 of the other party, If the parties are both al fault, the obligation to indemnify shall bepropprtfonal to their relative fault. Thie de y-to
indemnify will Continue in tuft farce an f.eflact, nolwilhstendirtg the expfralfon or early termination hare€rf, with respect to arty claims based on facts irr cond`ctidnrs
teat occurred prior to expiration or terrninoiinn.
17, .Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN NO EVENT SHALL COMPANY SE LIABLE FOR ANY SEC AL,
INCIDENTAL, INDIRECT CONSEQUENTIAL, Ott PI)NITIVE OR EXEMPLARY t AMAGEE (INCLUDINO WITHOUT LIMITATION BUSINESS
INTERRUPTION, LOST DATA. LOST REVENUE, LOST PROFITS, LOST DOLLAR SAVINGS, OR LOST ENERGY USE SAVINGS, EVEN IF A PATTY
HAS BEEN ADVISEL OF Eueti 10Ss18LE DAMAGES OR IF SAME WERE REASONABLY FORESEEAiELE AND RE AR[3L.E$8 OF WHETHER THE'
CAUSE OF ACTION IS FRAMED IN CONTRACT, NEGLIGENCE, ANY OTHER TORT, WARRANTY, STRICT LtASILUTY, OR PRODUCT LIA81LiTY , in
no event will Company's ltebfiity.tn connection with the provision of products or services ar otherwise under this Agreement oxcoed the entire
amount paid to Company by Customer under this Agreement.
18. Potent Indemnity, Company shall protect and indemnify Customer tram and agafnsi all obeiree, dernages, (udgmonts and loss ertsfng Men infringement
or alleged irrtri ngtymont of any United States patent by arty of the goods manufactured by Clornpteny and delivered hereunder, provtiatt Met le the event of
suet or threat or suit tor patent fniernearmont, Company abaft promptly be notified arrd elven tali opprarluntty to negotiate a seelotnent. Company aaee not
warrant against intrlegernent by reason el Gustornerrs design of the 'anbatos or the use thereof fn oortibbnatton with other rnateriale.erin the oeerafion 4i'any
prao>eee, In theevent of ifttpetlon, Customer agrees to reaeonebly cooperete with Company. In connection with arty proceeding under the pbovtl;ions of tins
Sootier), all ponies concerned shall be entitled to Ire represented by counsel et their own expense.
19. Limited Warranty. Company warrants for a poriod of 12 months from the date of substantial completion e Warranty Period') commercial equipment
rnanufar:tured and installed by Company against tame duo to doteets in nraterlrrt and nienutacture and that the labor/labour furnished is warranted to have
been properly performed (the 'Limited Warranty) t'rane equipment sold on an untnstaited basis to warranted in accordance with Cernpaey'e standard
warranty for supplied equipment, Product manufactured by Company that Includes required startup and to cord In North America will not be
warranted by Company finless Company performo the product atert•up, Substantial completion ahan to trio ottrifer of the date That the Work is
eufttciently eornpaere as that the Work can be utilized for its intended use or the date that Customer reeeivoe bentaticlat uae of the Work, It such detect IS
discovered within the Warranty Period, Corr -perky will correct the detect or furnish replacorinent eceiipmant tar, at the aptten,`parts therefor) and, if said
equipment was irstatledpursuent hereto, labor/labour associated with the replacement of parts or equlpolent got conforming to this Limited Warranty,
Deteots must he reported :to Conmpany within tee Warranty Period, Exclusions Meet this Limited Warranty bnekrde datnage:or failure 'arbsing iron wear and
tear; contusion, erasion, deterioration; Customer's failure to totiow the Company -provided maintenance plan; reirigoront not supptbd by Trono; and
mediiicetians made by others to Company's equipment. Company shalt not be obligated to pay ter the crest of lost refrigerartt, Notwifristanging the
foregoing, rail warrenifee provided trercrn terrrrrnate upon ler nfnation or cancellation of this Agreement. No warranty liability whatsoever shalt attach to
Company until ttae Workhasbeen paid for In Mil and then said tfabtti y wolf be firnited to the lesser of Company's coat to correct the detective Work andt
far FI. 33p25 F h rnr 974 499 8900
Air right s ro9 ,.. . City of Mf rt sr f"i
bike piocewithtn tfvea (h) dtlys front
faitura to eeoperete errd eerepcafe any of said
from date whet) Company fakeer* Custorrrer
the purchase price of the equipment shown to be defective, Equipment, material and/or parts that are not manufactured by Company are not warranted tfy
Company and nave seen warranties As may be extended by the respective manufacturer, THE WARRANTY AND LIABILITY SET FORTH IN THIS
AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES , Witt TMER iN CONTRACT OR IN NEGLIGENCE. EXPRESS OR
IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FQR A PARTICULAR PURPOSE
ANDIQR OTHERS ARISING FROM COURSE OF DEALING OR TRADE, COMPANY MAKES NO REPiTESENTATION OR WARRANTY EXPRess r id
IMPLIEIf? REGARDING PREVENTION BY THE WORK, OR ANY COMPONENT THEREOF, OF MOLD/MOULD, FUNOtiS, BACTERIA, MICROBIAL
GROWTH, OF ANY OTHER CONTAMINATES. COMPANY SPECIFICALLY DISCLAIMS ANY LIABILITY IF THE WORK OR ANY COMPONENT
THEREOF iS USED TO PREVENT OR INHIBIT THE GROWTH OF SUCH MATERIALS,
20, insurance. Company agrees to maintainthelotfewirig insurance white the Work Is being partorrrrent with lirttits not less than showrs below and wilt, upon
request from Customer, provide a Cerlr`tcrate et eviidencing the following coverages -
C ommerofal General Liability $2,000,0O0 per occurrence
Automobile l'iat7itly
$2,000,0tx CEL
Workers Compensation 'Statutory Limits
It Customer has requested to be named as an additional fr}surad uruier Company's insurance policy, Corn perty tiptill do so but rangy subjeot to Company'
manuscript additionsi insured endorsement under its primary Co me Cierheiat Liability policies, fn rto evstitdooS Con"i}rar'ty waive its tight of
subrogation.
21, Commencement of Statutory Limitation Period. Except as to warrantyolatms, as may be Sppiioable, any applicable statutes of limitation for sate et
failures to act shaft commerroe to run; and any alleged cause aal action stemming therefrom shall be seamed to have aoorued, in any and ail events not later°
Man the fast date that Company Or its suhoontracters physically performed work on the project site.
22, Carteret Except as provided below, to the maximum extant provided by law, this Agreement is made and shall be interpreted and enforced In acoordsnca
with the laws of the elate Or provhnoe in which the Work isperfarrned, without regard to Choke of law principles which might otherwise cat( for the application
of a different state's or province's taw. Any dispute arising under or relating to this Agreement that is not disposed of by agreement shall be decided by
litigation in a court tit competent ,lur;cdfetivrt € sled In the stale or province in which the Work is performed, Any action or stilt arising; out of or related to this
Agreement must be oominrnced within one year after the cause of action has accrued, To the extent the Work site is awned and/or operated by any agency
a1 the Federal Government, determination of any substantive issue of law shall be according to the Federal common law el Government contracts as
enunciated and applied by Federal judicial bodies and boards of contract appeals of the Federal Government. This Agreement contains all of the agreements,
representations end understandings of the parties and supersedes all previous understandings, commitments or agreemenia, oral or written, related to the
subject mailer hereof, Piis Agreement rhay not he amended, modified or terminated excerpt by a writing signed by the parties hereto. No doournents she)!'
be Incorporated herein by reference except to the extent Company is a signatory thereon. ii any term or condition of this Agreement 5 invalid, illegal or
incapable of being enforced by any rule of law, all other terms and conditions of this Agreement will nevertheless remain in full force and efleoi as tong vie the
economic or legal Substance of the transaction contemplated hereby Is not affected in a manner adverse no any party hereto. Customer may not assign,
transfer, or convey this Agreement, or any part hereof, or its right, title or interest herein, without the written consent of the Company. Subject to the foregoing,
this Agreement shalt be binding upon and inure to the benefit of Customer's permitted successors and assigns. `gas Agreement may he oxeeuted in several
counterparts, each of which when executed shall be deemed to be an orlginaf,, but all together shall constitute but one end ihe same Agreerent, A lolly
sautes fats Ile copy hereof or the several counterparts shall suffice as an original,
oyment Opportunity/Affirmative Action Clause. Company is a lederal contractor that complies truly with Executive Order 11248 as
d lie applicable regulations contained in 41 C,Fi1, Pates 90.1 through 00.60, 291,LS.C, Section 793 and the applicable regulations contained
In 41 C.F,R. Part 0£h74 t;'and 38 U.S:C, Section 4212 arid the applicable regulations contained in 41 C.P.R. Part 60,250 Executive Order 134006 and Section
29 CFH 471, appendix A to subpart A, regarding the notion of employee rights in the United Stales and with Coacher) Charter: of Rights and Freedoms
Schedule S to ttte Canada Act 1902.(1),K.l 1982, c:11 and applicable Provincial Human Rights Codes and employment -law in Canada,
24, U,S, Government Work,
The 1otlow(ny provision applies only to threat sales by Company to the US Government. The Parties acknowledge : that all items or sere c
and delivered under this Agreement arm Commercial herds as defined under Part 12 of the Federal Acquisition Regulation (FAB), In particular, Company
agrees to be bound only by those Federal contracting douses that apply to "commercial" suppliers and that are contained in FAR 52.212,6j0(1j. Corn
cornplies with 92,210.8 or 52,219,9 in its servos and installation contracting business..
The following provision applies only io indlreot sales by Company to the US Government, As rr Commercial Item Subcontractor, Company accepts
only the following mandatory flow dawn provisions. 52.219,5; $2,222„2r3.22 35152 222,30; 52 222,39: 52.247,94, if the Work' is in conrisotian with a
U.S. Government contract, Customer certifies that it has provided and will provide current, accurate, and completa:drrtormatiori, representations and
certifications to all government officials, Including but not limited to the contracting officer and officials of the Small Business Administration, on all matters
related to the prime contract, including but not limited to all aspects of its ownership, eligibility, and performance: Anytltirtg herSM notwithstanding, Company
will haves no obligations to Customer unless and aurlll Customer provides Company with a true, corner and complete executed copy of the prime oontraot.
Upon request, Customer will provide ooples to Company of all requested written communications with any government official related to the prime contract
prior to or ooncurrent with the execution thereof, including but not limited to any Communications related to Customer's ownership, eligibility or perfornnanoe
of the prime contract, Customer will obtain written suthonsatien and approval from Company prior to providing any government officiaal any fntdirrmafisn about
Company's performance of the work that is the subject of the Proposal or this Agreement, other than the Proposal or this Agreement,
25. Limited Waiver et Sovereign immunity, It Customer is an Indian tribe (in the U.S.) or a First Nation or Sand Council (in Canada), Customer, whether
no in its capaoity as a government, governmental entity, a duly organized corporate entity or otherwise, tor itself arrd for its agents, suottessers, and
assigns: (1) hereby provides this limited waiver of its sovereign Immunity as to any damages, oiatrn1a, lawsuit, 4r Comae of actitan (therein "Action") brought
against Customer by Company and arising or alieged to arlse out of the furnishing by Company of any produot or service under this Agreanierrl, whether such
Aotton is based in contract, tort, slrlot liability, civil liability or any other legal theory; (2) agrees that fur sdtc1ion and venue far any aueb Action shall be proper
and valid (a) if Custer/ter Is ire the U.S., in any state or United States court located in the state in which Cornpsrry is performing this Agreement or (b) if
Customer Is in Canada, In the superior court of the province or terrllory In which the work was performed, (3) expressly consents to surge Action, and waives
any objection to jurisdiction or venue; (4) waives any requirement of exhaustion of tribal court or administrative remedies for any Action arising out of or related
to this Agreement; and (s) express€y acknowledges end agrees that. Company Is net subjsot to the ;iwi$ lfctlort of Custoners tribal court ar any Stroller Cabal
forum, that Customer Mil not bring any action against Company in tribal court, and that Customer will not avail itself of any ruting or direction el the tribal court
permitting or erecting it to suspend' lie payment or other obligations under this Agreement, The individual .&opine ore behalf of Customer warrants and
represents that Such individual is duly atrthonxed to provide This waiver and tenter into this Agreement and that this Apreernnnt constitutes the valid and legally
Waling obligation of Customer, ontorueahte in accordance with its terms,
4 8O
1 9fi:21 1 0(031aE)
Supersedes 1.2ti.251.10(0814)
,fit? ! t itUIT2e 3 f J eta } 132