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HomeMy WebLinkAboutAGMT - Quinn Company dba Quinn Power Systems & Amendment No 1 (Preventive Maintenance: West End Pump Station, Lampson Well & Police Facility Generators)AMENDMENT NO. 1 PROFESSIONAL SERVICES AGREEMENT for Preventative Maintenance for West End Pump Station, Lampson Well, and Police Facility Generators between - City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 E. Quinn Company dba Quinn Power Systems 10006 Rose Hills Road City of Industry, CA 90601 (800) 789-9774 This Amendment No. 1, dated January 26, 2023 (Effective Date), amends that certain agreement ("Agreement') dated March 31, 2020, by and between the City of Seal Beach ("City"), a California charter city, and Quinn Company, a California corporation, dba Quinn Power Systems ("Contractor"). 1 RECITALS A. City and Contractor are parties to the Agreement pursuant to which Contractor provides professional maintenance services for the City's facility generators. B. The Agreement provides for an initial contract term of 12 months for the total amount of $12,336 ("Original Term"), and further provides that the City may elect to exercise an extension to renew the Agreement for two additional one-year terms, contingent upon satisfactory performance of Contractor. C. The Original Term was previously extended, pursuant to City's election on May 5, 2021 for an additional one-year term extending from March 31, 2021 through March 31, 2022 ("First Extension"), and was also extended, pursuant to City's election on March 31, 2022 for a second one-year term extending from March 31, 2022 through March 31, 2023 (Second Extension), for a total not -to -exceed amount of $12,336 for each extension. D. City and Contractor wish to amend the Agreement, by this Amendment No. 1, to (i) extend the Agreement for a third additional consecutive one-year term; (ii) authorize the City Manager to extend the Agreement for one additional consecutive one-year term, contingent upon satisfactory performance of Contractor, (iii) authorize Contractor to provide additional preventative maintenance services during any such extension; (iv) increase Contractor's compensation by $885 for Contractor's updated labor rates as of the Effective Date of this Amendment No. 1 and during any elected extension, and (iv) increase Contractor's compensation for such additional services by $9,121 for a revised total contract not -to -exceed amount of $21,457 per year, for each extension, as provided herein. AMENDMENT NO.1 NOW, THEREFORE and in consideration of the foregoing and of the mutual covenants and promises herein set forth, the parties agree to amend the Agreement -as follows: Section 1. Section 1.0 (Scope of Services) of this Agreement is hereby amended to read as follows: 1.1. During the Original Term, and the First and Second Extensions, Contractor shall provide those services (collectively "Services") set forth in the Scope of Services attached hereto as Exhibit. A and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A and this Agreement, this Agreement shall control. 1.1.1. As of the Effective Date of Amendment No. 1, and during the Third Extension (as defined in Section 2.0, below), Contractor shall provide those additional services set forth in the attached Exhibit A-1 (Proposal, dated December 20, 2022) ("Additional Services"), which are hereby incorporated by this reference. 1.1.2. If City elects a Fourth Extension of this Agreement pursuant to Section 2.2, during such Fourth Extension Contractor shall provide those Additional Services set forth in the attached Exhibit A-1, 2 1.1.3. To the extent there is any conflict between Exhibit A, Exhibit A-1, and this Agreement as amended by Amendment No. 1, this Agreement shall control." Section 2. Section 2.0 (Term) of the Agreement is hereby amended in its entirety to read as follows: "2.0 Term 2.1 This Agreement was originally effective as of March 31, 2020 (the "Effective Date") for a one-year period through and including March 31, 2021 ("Original Term"), and was previously extended for an additional one-year term effective 12:01 a.m. on March 31, 2021 through and including March 31, 2022 ("First Extension"), and a second additional one-year term effective 12:01 a.m. on March 31, 2022 through and including March 31, 2023 ("Second Extension"). This Agreement shall remain in full force and effect for an additional one year, through and including 12:00 a.m. on March 31, 2024 ("Third Extension"), unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up to one (1) additional term of one year ("Fourth Extension"), beyond the Third Extension, by providing written notice to Contractor at least one month prior to the expiration of the existing term. If timely elected by the City, the Fourth Extension shall have a term extending from 12:01 a.m. on March 31, 2024 through and including 12:00 a.m. on March 31, 2025, unless sooner terminated or extended pursuant to this Agreement. Such extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor's authorized representatives. Section 3. Section 3.0 (Contractor's Compensation) of the Agreement is hereby amended in its entirety to read as follows: "3.0 Contractor's Compensation 3.1 City will pay Contractor in accordance with the annual fee shown on the fee schedule as set for in Exhibit A for Services, but in no event will the City pay more than the total not -to -exceed amount of $12,336 per term for the Services (Exhibit A) for the Original Term, the First Extension and the Second Extension. 3.1.1. Upon the Effective Date of Amendment No. 1 of the Agreement, and during the Third Extension, City will pay Contractor in accordance with the fee schedule set forth in Exhibit A-1 for Updated Labor Rates and Additional Services per term, but in no event will the City pay more than the total not -to -exceed amount of $21,457 for the Second Extension or for the Third Extension. 3.2. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement beyond March 31, 2024 for a 3 Fourth Extension, City will pay Contractor in accordance with the annual fee plus a Consumer Price Index escalation of no more than five percent (5%) per term, and as shown on the fee schedule set forth in Exhibit A-1 for Updated Labor Rates and Additional Services for the Fourth Extension, but in no event will the City pay more than the total not -to -exceed amount of $21,457 for the Fourth Extension. 3.3 Contractor will not be compensated for any work performed in the Original Term or the First or Second Extension, if such work is not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. Any additional work authorized by the City Council pursuant to this Section will be compensated in accordance with the fee schedule set forth in Exhibit A. 3.3.1. Contractor will not be compensated for any work performed in the Third Extension or Fourth Extension, if such work is not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Manager, not to exceed $39,514. Payment for additional work in excess of this amount requires prior City Council authorization. Any additional work authorized by the City Manager pursuant to this Section will be compensated in accordance with the fee schedule set forth .in Exhibit A-1 for Services performed during the Third and Fourth Extensions. Section 4. Section 29.0 (Non -Appropriation of Funds) is hereby added to the Agreement to read as follows: "29.0 Non -Appropriation of Funds Payments to be made to Contractor by City for any Services and Additional Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that City does not appropriate sufficient funds for payment of Contractor's Services and Additional Services beyond the current fiscal year, this Agreement shall cover payment for Contractor's Services and Additional Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year." Section 5. All references to the term "Agreement" throughout Sections 1 through 29, inclusive, of the Agreement are hereby modified to include the Agreement dated March 31, 2020, the First Extension dated May 5, 2021, the Second Extension dated March 31, 2022, and this Amendment No. 1 dated January 26, 2023, as if all those terms are fully set forth therein. Section 6. Except as expressly modified or supplemented by this Amendment No. 1, all other provisions of the Agreement shall remain unaltered and in full force, and effect. In the event of a conflict between the provisions of this Amendment No. 1 and the provisions of the Agreement, the provisions of this Amendment No. 1 shall control. Section 7. The persons executing this Amendment No. 1 on behalf of Contractor each warrant that he or she is each duly authorized to execute this Amendment No. 1 on behalf of said Party and that by his or her execution, Contractor is formally bound to the provisions of this Amendment No. 1. 5 IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their proper officers thereunto: CITY OF SEAL BEACH By: Director of Publi� Attest: By: ao Gloria D. Hal r '° Approved as to Form: ��uN By: Craig A. Steele, City Attorney C1 CONTRACTOR: Quinn Company, a California corporation, dba Quinn Power Systems By. KrEly Pai4.,v .zi Name: Kris Paluzzi Its: Assistant Secretary By: Name: Geoff Matlock Its: Sales Manager (Please note, two signatures required for corporptions under Corp. Code §313, unless corporate documents authorize only one person to sign this Agreement on behalf of the corporation.) ji EXHIBIT#'A'=161FOR4AMENDMENTdNO _.1 Contractor's- Additionalt. vicesuanda.Up4ated Labor Rates , x MAINTENANCE AGREEMENT QUINNCSA & Support Services (800) 789-9774 POWER SYSTEMS (562) 463-7150 Fax Customer# : 600102 Agreement#: 5890 DATE: 12120/2022 PARTIES: First Party: QUINN COMPANY, a California corporation, dba QUINN POWER SYSTEMS hereinafter referred to as "QUINN'; and Second Party: City of Seal Beach hereinafter referred to as "OWNER". RECITALS: 1 . Quinn is a factory authorized Caterpillar dealer. 2. Owner owns certain equipment and Owner desires to retain Quinn to perform periodic preventive maintenance on such equipment, and Quinn is willing to perform such periodic preventive maintenance, on the terms and subject to the conditions set forth in this Agreement. AGREEMENT: The parties hereto do hereby agree as follows: The Equipment. Owner now owns the following described engines and related equipment: Please see complete list of EQUIPMENT on Exhibit C ('PREVENTIVE MAINTENANCE SCHEDULE'- Page 6) All of the above-described item(s) are hereinafter collectively referred to as "the Equipment" and covered under this agreement. 2. Term. Starting from: 4/1/2023 This agreement is continuous until cancelled or non -renewed and shall commence on the date first written above and shall continue until the end of the coverage term as stated above or terminated by either party giving the other party thirty (30) days written notice of termination. The provisions of this Agreement relating to indemnification and limitation of Quinn's liability shall survive any termination of this Agreement. 3. The Services. Owner hereby engages Quinn to render certain maintenance services to the Equipment during the term of this Agreement as indicated below and described on Exhibit "A" attached hereto ("CSA PM LEVEL DESCRIPTIONS" -Page 3). Additional PM coverage may be added anytime at customer's request. GUARANTEED PERFORMANCE PM Level 1 - Multi Point Inspection PM Level 2 - Annual Service PM Level 5 - Load Bank 2 hours test duration FREQUENCY ANNUALFEE One (1) visit per year. $3,168.00 One (1) visit per year. $8,489.00 One (1) visit per year. $9,800.00 The following part(s) shall be replace for the above scope of work. Engine Oil, Oil Filter(s), Fuel Filter(s). Additional Air Filter(s) if required add Page 1 Additional CONT. 4. 5 A 7. Customer # : 600102 Agreement # : 5890 Fee. During the term of this Agreement, owner shall pay Quinn: Total fee excluding optional LOADBANK TEST: $11,657.00 1 Accept [ ] initial Total fee including optional LOADBANK TEST: $21,457.00 1 Accept [ ] initial Quinn will invoice Owner in accordance with provisions of this Agreement, including all taxes, after each visit and Owner will pay each invoice within thirty (30) days of receipt. A service charge of one and one half percent (1.5%) per month (18% per annum) will accrue on any invoice that remains unpaid for more than thirty (30) days. Charges for labor performed after the first year of this Agreement shall be adjusted to reflect changes in Quinn's standard labor charges as in effect from time to time. At each twelve (12) month interval after the date on this document a 3% to 5% increase may be effective. If Quinn personnel arrive at the job site to perform the Maintenance Services, and are prevented from doing so through no fault of Quinn,. Owner will be charged for the serviceman's time and mileage in each such instance. This Maintenance Agreement includes travel and mileage charges to and from the job site during normal business hour; Weekend and Off -Hours requests will incur additional Labor Charges according to Exhibit "B" Parts are estimated at time of quote and price may be subject to change at time of service. Standards of Performance. Quinn shall perform the Maintenance Services in accordance with the standard of care customarily employed in the heavy equipment maintenance industry. Quinn will cooperate with Owner in scheduling performance of the Maintenance Services and Quinn will perform the Maintenance Services in a manner to minimize interference with the Owner's normal business operations to the extent reasonably possible. Limited Duty and Liability. It is expressly agreed that the responsibility and liability of Quinn is strictly limited to performance of the Maintenance Services on the Equipment. Quinn has no responsibility or liability for failure to discover actual or potential problems in the condition or operation of the Equipment. Quinn makes no representations, warranties, or guaranties concerning the Equipment or the operation of the Equipment. Quinn shall have no liability for any consequential damages or lost profits suffered or incurred by Owner. It is expressly agreed that the total liability of Quinn to Owner whether such liability is based upon breach of contract, tort, or any other theory, shall be limited to an amount equal to the total fee payable by Owner to Quinn during the twelve (12) month period prior to such claim. It is further understood by Owner that Quinn would not enter into this Agreement or perform the Maintenance Services without obtaining the benefit of the above-described limitation on Quinn's liability to Owner. General Provisions. This Agreement sets forth the entire agreement of the parties hereto concerning the subject matter of this Agreement. This Agreement may only be modified or amended by an agreement in writing executed by each of the parties hereto. IN WITNESS WHEREOF, the undersigned have executed this Agreement on the date first written above. QUINN COMPANY, a California corporation dba QUINN POWER SYSTEMS BY: Frank Dupree TITLE: CSA Technical Quoter Date: 4/1/2023 Owner: City of Seal Beach BY: TITLE: PO #: Date: Page 2 QUINNMCSA CSA PM LEVEL DESCRIPTIONS & SUPPORT SERVICES (800) 789-9774 POWER SYSTEMS (562) 463-7150 Fax Customer# : 600102 EXHIBIT "N' Agreement#:5890 PM Level 1 Multi Point Inspection <----COVERED_ PM Level 3 - Cooling System Service _ • Comprehensive detailed inspection of units is performed. • Drain, contain and dispose of waste coolant. " Check/Adjust all fluid levels and pressures for correct operation. • Replace all coolant hoses and damps. " Check and inspect air cleaner restriction gauge and air filter element. ' Replaced the radiator pressure cap(s) " Check primary source fuel tank for water with water finding paste. • Replaced the engine thermostat(s) and associated gasket(s). • Check Day tank, Fuel tank, Fuel line fittings for leaks. • Replaced the engine fan belt(s) and alternator drive belt(s). " Check Cooling System hoses, caps, damps for brittleness, leaks, cracks, " Refill system with proper amount of glycol antifreeze and conditioners. and weakness. "Test run unit to operating temperature, under load when authorized by ' Check battery voltages, charging rates, fluids, and specific gravities / ICVs. site personnel. • Engine cranking Batteries will be tested under start up load for voltage drop. • Return unit back to original made of operation. • Block Heater elements and inlettoutlet t-stats are checked for proper ' Submit report to customer. PM Level 7 - Starting, Battery Replacement output and operation. • Engine Fan Drive and Belts are inspected and adjusted for proper tension • Engine cranking batteries are removed and replaced. and condition. • Engine cranking batteries will be tested under start up load for voltage drop. ' Check Turbo Charger rotation / end play if so equipped. • Old Battery disposal is provided. • Check generator brushes for proper tension/setting as equipped. " Test run unit without load. ' Check and document Control Panel instruments for proper operation . Return unit back to original mode of operation. and values. • Submit report to customer. PM Level 11 -Automatic Transfer Switch Inspection ' Grease bearings, fan shafts, linkages, and equipment fittings as required. ' Hot oil sample taken and submitted for analysis. • De-energize the transfer switch, when possible. "Test safety alarms and contacts. " Clean unit of dust and dirt accumulations. • Run unit under load for up to 15 minutes when authorized by site authority. • Clean open-type relays of dust/grease or oil. • Submit report to customer. • Visually inspect unit for signs of arching, burning, hot spats, charting, or other damages. PM Level 2_ Annual Service -Major w/ Multi Point Inspection <—COVERED • Ali items from PM Level 1 are perforated, PLUS • Inspect for loose, broken or badly worn parts. • Change crankcase oil, oil filter(s), fuel filter(s), water separator(s) ' Check terminal lugs and trip units for tightness / signs of overheating. as equipped. Optional Air Filter cost = $328.15 • Check main current carrying contacts for arching, pitting, and discoloration. " Clean main contacts if needed, check and re-tighten if needed. " Check manual switches for free movement and contact continuity. " Submit report to customer. • Check and adjust relay finger contacts if needed. • Lubricate all components for proper operation as needed. PM Level 4 Minor Inspection • Perform general walk around inspection of unit. " Check plug connections, if equipped. " Fluid levels are spot checked for correct operating range. " Check door closure, locking bars and handle mechanism for proper operation. • Inspect air filter element. • Check exercise timer if equipped. • Fuel tank/engine fuel line fittings are inspected for leaks and tighten as required. " Perform transfer test of ATS under load when authorized by site personnel. • Coolant hoses inspected for brittleness, leaks, cracks, and weakness. " Check all components/timers for proper operation and sequencing. • Engine cranking batteries will be tested under start up load for voltage drop. ' Check main power connections for heat build-up with infra-red gun or provide • Jacket water heater element & thermostats are checked for proper operation. optional PM Infra-Red scan. • Engine drive belts inspected for proper tension and condition. • Timers reset to customer specifications and placed in automatic mode. • Control panel instruments checked for proper operation. " Return unit back to original mode of operation. • Unit is run for 10 minutes, under no load. • Submit re port to customer. PM Level 17 - Infra-Red Thermography Inspection • Return unit back to original mode of operation. ' Submit report to customer. ' Problems can develop when electrical components generate excessive heat due to deterioration, loose connections, or overloads. An Infra-Red inspection PM Level 5 - Loadbank Test <—COVERE_D • Connect resistive load bank as applicable to generator. is recommended to be performed on all of the following areas: generator output • Run Test with requested load for 2 hours test duration connections, cables, bus, and generator breakers, while system is energized. • Record reading every 15 minutes at 80% of name plate rating for above duration Inspection consist of: . Set-up of Thermo graphic Imaging Infra-Red camera. ' Conduct infre-red scanning inspection. " Disconnect load bank from unit. " High resolution photographs will accompany recommendations for corrective ' Return unit back to original mode of operation. action or repair, and will assist overall as a critical part of any complete • Provide recommendation based on test results. predictive or conditional based maintenance program. • Submit report to customer. " Submit report to customer after technical review has been completed. PM Level 8 - Fuel Sampling PM Level 22 - UPS Service • Draw fuel sample from fuel tank & submit to lab for analysis during PM Sevices • Services include manufacturer recommended equipment service & inspection • Provide report to customer. for it and rotary type systems " Performance will be based upon the specific manufacturer scopes of work PM Level 9 - Fuel Polishing • Restores fuel to optimum condition by eliminating entrained & suspended contaminants and whether or not the equipment is energized or de-energized. • All particulates filtered down to 10 microns • All services are performed only as unit is equipped and as our technician is • Removal & disposal of all bottom water, kills bacteria & fungus, apply diesel treatment authorized. • Provide report to customer. " Submit report to customer. PM Level 10 - Megohmmeter Alternator Winding • This test should be performed as part of periodic maintenance in order to detect the deterioration of the winding insulation. • Perform megohmmeter test on generator winding and measure winding insulation resistance. • Submit report to customer. Page 3 Customer Support Agreement Contact Info QUINN CSA & SUPPORT SERVICES (800) 789-9774 POWER SYSTEMS (562) 463-7150 Fax Customer #: 600102 EXHIBIT "B" Agreement#: 58so EMERGENCY NUMBERS CITY OF INDUSTRY BRANCH 3500 Shepherd Street, City of Industry, CA 90601 Quinn Power Systems will. provide "On Call" emergency service 24 hours per day, 7 days a week with a response time of 4 hours or less. For regular or emergency service, please call the following numbers: During normal working hours (7:OOAM to 03:30PM Monday — Friday) call: Customer Service....................................................................................... (800) 789-9774 Sales Representative........................................................ Jessica Lamboo (562) 463-4753 CSA Supervisor................................................................ Najwa Nader (562) 463-6004 CSA Coordinator.......................................................... Michelle Salinas (562) 463-6037 After hours, Saturdays, Sundays and holidays, call .......................................... (562) 463-6051 CONTRACT CUSTOMER LABOR RATE AREAS FOLLOWS: Standard rate: (7:OOAM to 03:30PM Monday through Friday excluding Holidays) Overtime rate: (after 03:30PM and Saturdays/Holidays) Premium time: (over 12 hours per day or Sunday) CONTRACT RATE STANDARD RATE $135.00 $185.00 per hour—Shop $135.00 $185.00 per hour — Field $202.50 $277.50 per hour -shop $202.50 $277.50 per hour — Field $270.00 $370.00 per hour -Shop $270.00 $370.00 per hour -Field All call outs requested OFF normal business hours; Monday through Friday, Saturdays, Sundays, and Holidays will be required to pay an hourly minimum of four (4) hours according to the prevailing billable rates within Exhibit "B". The above discounted labor rates will remain in effect until annual addendum review or upon termination of this agreement as covered in paragraph 2 under the general agreement terms. Page 4 PREVENTIVE MAINTENANCE SCHEDULE QUINN E3 CSA & SUPPORT SERVICES (800) 789-9774 POWER SYSTEMS Customer#:600102 EXHIBIT "C" Agreement#:5890 Customer: City of Seal Beach Date: 4/1/2023 Address: 211 Eighth Street Phone No. 562-431-2527 SEAL BEACH CA 90740 Fax No. Prepared by: Frank Dupree F(562) Attention: Darrick Escobedo 463-4783 Perform Preventive Maintenance Service and Inspections on the Following. PM Lovell PM Level ANNUAL MultiPoint Annual PM Level 5 COST Engine Description Inspection Service Loadbank Test a Pump Station Spark Plugs A&W. Caterpillar G3412, SN KAP00530 LABOR: $507.00 $1,013.00 $1,800.00 $4,550.00 #1: 43 Riversea Rd., SEAL BEACH EST. PARTS: $21.00 $1,209.00 Lampson Well Caterpillar C27, SN GDS00349 LABOR: $507.00 $1,100.00 $2,900.00 $5,236.00 #2: 4303 Lampson Ave., SEAL BEACH EST. PARTS: $21.00 $708.00 Police Department John Deere 606SHF485, SN 2230015 LABOR: $507.00 $878.00 $1,650.00 $3,435,00 #3: 911 Seal Beach Blvd., SEAL BEACH EST. PARTS: $21.00 $379.00 Spark Plugs Addtl. Olympian G100F3, SN NFC01702 LABOR: $507.00 $878.00 $1,150.00 $2,746.00 #4: 1776 Adolfo or, SEAL BEACH EST. PARTS: $21.00 $190.00 City Yard Spark Plugs Addd. Generac SG130, SN 9397517 LABOR: $507.00 $878.00 $1,150.00 $2,745.00 #5: 211 8th Street SEAL BEACH EST. PARTS: $21.00 $189.00 Boeing Stations Spark Plugs Addl. Olympian G1 00F3, SN NFC00993 LABOR: $507.00 $878.00 $1,150.00 $2,745.00 #6: Boeing, SEAL BEACH EST. PARTS: $21.00 $189.00 Note: Parts are estimated at time of quote and price may be subject to change at time of service. $21,457.00 $3,168.00 $8,489.00 $9,800.00 $21,457.00 Page 5 Contractor's:: t4fiosat "ALL , a12, r. INN MAINTENANCE AGREEMENT QUCSA & Support Services (800) 789-9774 POWER SYSTEMS (562) 463-7150 Fax Customer # : 600102 Agreement # : 5890 DATE: 2/28/2020 PARTIES: First Party: QUINN COMPANY, a California corporation, dba QUINN POWER SYSTEMS hereinafter referred to as "QUINN'; and Second Party: City of Seal Beach hereinafter referred to as "OWNER". RECITALS: Quinn is a factory authorized Caterpillar dealer. 2. Owner owns certain equipment and Owner desires to retain Quinn to perform periodic preventive maintenance on such equipment, and Quinn is willing to perform such periodic preventive maintenance, on the terms and subject to the conditions set forth in this Agreement. AGREEMENT: The parties hereto do hereby agree as follows: 1: The Equipment Owner now owns the following described engines and related equipment: Please see complete list of EQUIPMENT on Exhibit C ('PREVENTIVE MAINTENANCE SCHEDULE'- Page 6) All of the above-described item(s) are hereinafter collectively referred to as "the Equipment" and covered under this agreement. 2. Term. Starting from: 2/28/2020 This agreement is continuous until cancelled or non -renewed and shall commence on the date first written above and shall continue until the end of the coverage term as stated above or terminated by either party giving the other party thirty (30) days written notice of termination. The provisions of this Agreement relating to indemnification and limitation of Quinn's liability shall survive any termination of this Agreement. 3. The Services. Owner hereby engages Quinn to render certain maintenance services to the Equipment during the term of this Agreement as indicated below and described on Exhibit "A" attached hereto ("CSA PM LEVEL DESCRIPTIONS" -Page 3). Additional PM coverage may be added anytime at customer's request. GUARANTEED PERFORMANCE PM Level 1 - Multi Point Inspection PM Level 2 - Annual Service PM Level 5 - Load Bank 2 hours test duration FREQUENCY ANNUAL FEE One (1) visit per year. $1,850.00 One (1) visit per year. $4,436.00 One (1) visit per year. $6,050.00 The following part(s) shall be replace for the above scope of work. Engine Oil, Oil Filter(s), Fuel Filter(s). Additional Air Filter(s) if required add Page 1 Additional Customer # : 600102 CONT. Agreement # : 5890 4. 0 Fee. During the term of this Agreement, owner shall pay Quinn: Total fee excluding optional LOADBANK TEST: $6,286.00 1 Accept [ ] initial Total fee including optional LOADBANK TEST: $12,336.00 1 Accept [ ] initial Quinn will invoice Owner in accordance with provisions of this Agreement, including all taxes, after each visit and Owner will pay each invoice within thirty (30) days of receipt. A service charge of one and one half percent (1.5%) per month (18% per annum) will accrue on any invoice that remains unpaid for more than thirty (30) days. Charges for labor performed after the first year of this Agreement shall be adjusted to reflect changes in Quinn's standard labor charges as in effect from time to time. At each twelve (12) month interval after the date on this document a 3% to 5% increase may be effective. If Quinn personnel arrive at the job site to perform the Maintenance Services, and are prevented from doing so through no fault of Quinn, Owner will be charged for the serviceman's time and mileage in each such instance. This Maintenance Agreement includes travel and mileage charges to and from the job site during normal business hour; Weekend and Off -Hours requests will incur additional Labor Charges according to Exhibit "B" Parts are estimated at time of quote and price may be subject to change at time of service. Standards of Performance. Quinn shall perform the Maintenance Services in accordance with the standard of care customarily employed in the heavy equipment maintenance industry. Quinn will cooperate with Owner in scheduling performance of the Maintenance Services and Quinn will perform the Maintenance Services in a manner to minimize interference with the Owner's normal business operations to the extent reasonably possible. Limited Duty and Liability. It is expressly agreed that the responsibility and liability of Quinn is strictly limited to performance of the Maintenance Services on the Equipment. Quinn has no responsibility or liability for failure to discover actual or potential problems in the condition or operation of the Equipment. Quinn makes no representations, warranties, or guaranties concerning the Equipment or the operation of the Equipment. Quinn shall have no liability for any consequential damages or lost profits suffered or incurred by Owner. It is expressly agreed that the total liability of Quinn to Owner whether such liability is based upon breach of contract, tort, or any other theory, shall be limited to an amount equal to the total fee payable by Owner to Quinn during the twelve (12) month period prior to such claim. It is further understood by Owner that Quinn would not enter into this Agreement or perform the Maintenance Services without obtaining the benefit of the above-described limitation on Quinn's liability to Owner. General Provisions. This Agreement sets forth the entire agreement of the parties hereto concerning the subject matter of this Agreement. This Agreement may only be modified or amended by an agreement in writing executed by each of the parties hereto. IN WITNESS WHEREOF, the undersigned have executed this Agreement on the date first written above. QUINN COMPANY, a California corporation dba QUINN POWER SYSTEMS BY: Frank Dupree TITLE: CSA Technical Quoter Date: 2/28/2020 Owner: City of Seal Beach Police Dept. BY: TITLE: PO #: Date: Page 2 [QUINN POWER SYSTEMS PM Level 1 Multi Point Inspection a • Comprehensive detailed inspection of units is performed. T • Check/Adjust all fluid levels and pressures for correct operation. • Check and inspect air cleaner restriction gauge and air filter element. • Check primary source fuel tank for water with water finding paste. • Check Day tank, Fuel tank, Fuel line fittings for leaks. • Check Cooling System hoses, caps, clamps for brittleness, leaks, cracks, and weakness. • Check battery voltages, charging rates, fields, and speck gravities / ICV's. • Engine cranking Batteries will be tested under start up load for voltage drop. • Block Heater elements and inlet/outlet t -stats are checked for proper output and operation. • Engine Fan Drive and Belts are inspected and adjusted for proper tension and condition. • Check Turbo Charger rotation / end play tf so equipped. • Check generator brushes for proper tension/setting as equipped. • Check and document Control Panel instruments for proper operation and values. • Grease bearings, fan shafts, linkages, and equipment fittings as required. • Hot oil sample taken and submitted for analysis. • Test safety alarms and contacts. • Run unit under load for up to 15 minutes when authorized by site authority. 'M Leve12 Annual Service -Major w/ Multi Point Inspection All items from PM Level 1 are performed, PLUS Change crankcase oil, oil filter(s), fuel filter(s), water separator(s) as equipped. Optional Air Filter cost = $312.76 CSA PM LEVEL DESCRIPTIONS 3 . CSA & SUPPORT SERVICES (800) 789-9774 (562) 463-7150 Fax Customer#: 600102 EXHIBIT "A' Agreement#: 5890 -COVERED PM Level 3 - Cooling System Service • Drain, contain and dispose of waste coolant. • Replace all coolant hoses and damps. • Replaced the radiator pressure cap(s) • Replaced the engine thermostat(s) and associated gasket(s). • Replaced the engine fan belt(s) and alternator drive belt(s). • Refill system with proper amount of glycol antifreeze and conditioners. • Test run unit to operating temperature, under load when authorized by site personnel. • Return unit back to original mode of operation. • Submit report to customer. PM Level 7 - Starting Battery Replacement • Engine cranking batteries are removed and replaced. • Engine cranking batteries will be tested under start up load for voltage drop. • Old Battery disposal is provided. • Test run unit without load. • Return unit back to original mode of operation. PM Level Minor Inspection • Perform general walk around inspection of unit. • Fluid levels are spot checked for correct operating range. • Inspect air filter element. • Fuel tank/engine fuel line fittings are inspected for leaks and tighten as required. • Coolant hoses inspected for brittleness, leaks, cracks, and weakness. • Engine cranking batteries will be tested under start up load for voltage drop. • Jacket water heater element & thermostats are checked for proper operation. • Engine drive belts inspected for proper tension and condition. " Control panel instruments checked for proper operation. Unit is run for 10 minutes, under no load. Return unit back to original mode of operation. Submit report to customer. PM Level 5 - Loadbank Test <—( • Connect resistive load bank as applicable to generator. • Run Test with requested load for 2 hours test duration • Record reading every 15 minutes at 80% of name plate rating for above duration Disconnect load bank from unit. Return unit back to original mode of operation. Provide recommendation based on test results. Submit report to customer. 'M Level 8 - Fuel Sampling Draw fuel sample from fuel tank & submit to lab for analysis during PM Sevices PM Level 9 - Fuel Polishing ` Restores fuel to optimum condition by eliminating entrained & suspended contaminants • All particulates filtered down to 10 microns ` Removal & disposal of all bottom water, kills bacteria & fungus, apply diesel treatment ` Provide report to customer. PM Level 10-Megohmmeter Alternator Winding • This test should be performed as part of periodic maintenance in order to detect the deterioration of the winding insulation. • Perform megohmmeter test on generator winding and measure winding insulation resistance. PM Level 11 - Automatic Transfer Switch Inspection • De -energize the transfer switch, when possible. • Clean unit of dust and dirt accumulations. • Clean open -type relays of dust/grease or oil. "Visually inspect unit for signs of arching,buming, hot spots, charting, or other damages. • Inspect for loose, broken or badly wom parts. • Check terminal lugs and trip units for tightness / signs of overheating. • Check main current carrying contacts for arching, pitting, and discoloration. • Clean main contacts if needed, check and re -tighten if needed. • Check manual switches for free movement and contact continuity. • Check and adjust relay finger contacts if needed. • Lubricate all components for proper operation as needed. ` Check plug connections, if equipped. • Check door closure, locking bars and handle mechanism for proper operation. • Check exercise timer if equipped. • Perform transfer test of ATS under load when authorized by site personnel. • Check all components/timers for proper operation and sequencing. • Check main power connections for heat build-up with infra -red gun or provide optional PM Infra -Red scan. • Timers reset to customer specfcations and placed in automatic mode. • Return unit back to original mode of operation. PM Level 17 - Infra -Red Thermography Inspection • Problems can develop when electrical components generate excessive heat due to deterioration, loose connections, or overloads. An Infra -Red inspection is recommended to be performed on all of the following areas: generator output connections, cables, bus, and generator breakers, while system is energized. Inspection consist of: • Set-up of Thermo graphic Imaging Infra -Red camera. • Conduct infre-red scanning inspection. • High resolution photographs will accompany recommendations for corrective action or repair, and will assist overall as a critical part of any complete predictive or conditional based maintenance program. • Submit report to customer after technical review has been completed. PM Level 22 - UPS Service • Services include manufacturer recommended equipment service & inspection for it and rotary type systems • Performance will be based upon the specific manufacturer scopes of work and whether or not the equipment is energized or de -energized. • All services are performed only as unit is equipped and as our technician is authorized. • Submit report to customer. Page 3 Customer Support Agreement Contact Info GUINN CSA & SUPPORT SERVICES (800) 789-9774 POWER SYSTEMS (562) 463-7150 Fax Customer#: 600102 EXHIBIT "B" Agreement#: 5690 EMERGENCY NUMBERS FOOTHILL RANCH BRANCH 25961 Wright Street, Foothill Ranch, CA 92610 Quinn Power Systems will provide "On Call" emergency service 24 hours per day, 7 days a week with a response time of 4 hours or less. For regular or emergency service, please call the following numbers: During normal working hours (7:OOAM to 03:30PM Monday — Friday) call: Customer Service....................................................................................... (800) 789-9774 Sales Representative........................................................ Jessica Lamboo (562) 463-4753 Service Manager..............................................................,Walter Holt (562) 205-4121 CSA Coordinator........................................................... Najwa Nader (949) 860-2831 After hours, Saturdays, Sundays and holidays, call .......................................... (949) 768-1777 CONTRACT CUSTOMER LABOR RATE AREAS FOLLOWS: Standard rate: (7:OOAM to 03:30PM Monday through Friday excluding Holidays) Overtime rate: (after 03:30PM and Saturdays/Holidays) Premium time: (over 12 hours per day or Sunday) CONTRACT RATE STANDARD RATE $125.00 $150.00 per hour—Shop $125.00 $150.00 per hour—Field $187.50 $225.00 per hour—Shop $187.50 $225.00 perhour—Field $250.00 $300.00 per hour -Shop $250.00 $300.00 per hour—Field Al call outs requested OFF normal business hours; Monday through Friday, Saturdays, Sundays, and Holidays will be required to pay an hourly minimum of four (4) hours according to the prevailing billable rates within Exhibit "B". The above discounted labor rates will remain in effect until annual addendum review or upon termination of this agreement as covered in paragraph 2 under the general agreement terms. Page 4 PREVENTIVE MAINTENANCE SCHEDULE QUINN3 CSA 8r SUPPORT SERVICES (800) 789-9774 POWER SYSTEMS Customer# 666162 EXHIBIT"C" Agreement#:5890 Customer: City of Seal Beach Date: 2/28/2020 Address: 211 Eighth Street Phone No. 562-431-2527 SEAL BEACH CA 90740 Fax No. Prepared by: Frank Dupree Attention: Darrick Escobedo (562) 463-478 Perform Preventive Maintenance Service and Inspections on the Following. PM Levell PM Level 2 ANNUAL Engine Description MulliPoint Inspection Annual Service PM Level 5 LoadbankTest COST Caterpillar G3412, SN KAP00530 LABOR: $645.00 $950.00 $1,650.00 54,006.00 #1: 911 Seal Beach Blvd., SEAL BEACH EST. PARTS: $20.00 $741.00 Caterpillar C27, SN GDS00349 LABOR: $645.00 $1,052.00 $2,800.00 $5,051.00 #2: 911 Seal Beach Blvd.. SEAL BEACH EST. PARTS: $20.00 S534.00 John Deere 6058HF485, SN 2230015 LABOR: $500.00 $813.00 $1,600.00 $3,279.00 #3: 911 Seal Beach Blvd., SEAL BEACH EST. PARTS: 520.00 5346.00 Note: Parts are estimated at time of quote and price maybe subject to change at time of service. $1,850.00 $4,436.00 $6,050.00 Page 5 $12,336.00 $12,336.00 T ® A� o CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDIYYYY) 1/29/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: if the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER J Smith Lanier & Cc of Opelika P. O. BOX 828 Opelika AL 36803 CONTACT NAME: Erica Sweatt PHONE FAX A!c No Ext): 334-749-3401(AIC, No): ADDRESS: esweatt@ismithlanier.com INSURERS AFFORDING COVERAGE NAIC S Y INSURER A: American Zurich Insurance Co I 40142 GL0292520206 INSURED 620UINNGROUPINC INSURER B: Great American Insurance Company I 16691 Quinn Group, Inc. Quinn Company INSURER C: Zurich American Insurance Company I 16535 CLAIMS-MADDAMAGE E FXX OCCUR 10006 Rose'Hills Road INSURERD: INSURER E: City of industry CA 90601 INSURER F TO RENTED PREMISES Ea occurrence) S300,000 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL S BR POLICY NUMBER MMOIUDD EFF IPRO�LI p LIMITS C X I COMMERCIAL GENERAL LIABILITY Y Y GL0292520206 2112020 21112021 EACH OCCURRENCE S 1.000,000 CLAIMS-MADDAMAGE E FXX OCCUR TO RENTED PREMISES Ea occurrence) S300,000 MED EXP,(Any one person) S10,01)0 %( Contractual Liab PERSONAL& ADV INJURY S1.000.000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE S2,000,000 PRODUCTS -CON 52.000.000 X POLICY JET LOC OTHER: I S C AUTOMOBILE LIABILITY Y Y BAP292520306 2112020 .2!12021 COMBINED SINGLE LIMIT Ea accident) I $2000000 BODILY INJURY (Per person) s ANYAUTO I BODILY INJURY (Per accident) S ALL OWNED SCHEDULED A AUTOS HRODAUTOS AUTOS Ix MX I Pe�acadenDAMAGE s I S B I X I UMBRELLA LIAB I XOCCUR Y Y TUU1756OB503 2112020 2/1/2021 i EACH OCCURRENCE S 25,000,000 —I i AGGREGATE S25,000,00D EXCESS LIAB j(— CLAIMS.MADE OED X RETENTIONS is A WORKERS COMPENSATION Y M292,5201062!12020 2112021 X I STATUTE I I ERH AND EMPLOYERS' LIABILITY Y I N ANY PROPRIETORIPARTNERIEXECUTIVE _ E.L. EACH ACCIDENT S1,000,000 E.L. DISEASE- EA EMPLOYEE S1.000,000 OFFICER/MEMSER EXCLUDED7 (Mandatory In NH) N / A E.L. DISEASE -POLICY LIMIT S 1.000.000 If yes, describe under DESCRIPTION OF OPERATIONS below C I Garagekeepers Legal Liab BAP292520306 2112020 I 2112021 51.000,000 Per Lac. DESCRIPTION OF OPERATIONS I LOCATIONS f VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) General Liability and Auto Liability Additional Insured Status is granted to City of Sea] Beach if required by a written, signed, and dated contract, agreement or permit. All coverage is subject to the terms, conditions and exclusions contained in the policy form and endorsements. City of Seal Beach as required by contract are named additional insured on a primary and non contributory basis. Waiver of Subrogation is granted to City of Seal Beach pursuant to written contract. Cancellation provision shown is subject to shorter or longer timeperiods depending on the jurisdiction of, and the reason for, the Cancellation. Garage Liability is included under the Zurich Commercial Auto policy With a 51,000,000 limit per location. Umbrella is follow form over underlying policies, forms and See Attached... City of Seal Beach 211 8th Street Seal Beach CA 90740 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 62QUINNGROUPINC LOC #: AC40MV ADDITIONAL REMARKS SCHEDULE Page 1 of AGENCY J Smith Lanier & Cc of Opelika NAMEDINSURED Quinn Group, Inc. Quinn Company 10006 Rose Hills Road City of Industry CA 90601 POUCY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: I_PIJII1!91er L THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE tined Named Insureds (General Liability and Auto Liability): Quinn Group, Inc., Quinn Company, Quinn Company dba Quinn Used Parts, Quinn Company Quinn Power Systems, Quinn Lift, Inc., Quinn Rental Services, Quinn Commercial, Inc., Q4G Properties LP, Alta Lift, Inc., Quinn Commercial, Inc. tinued Named Insureds (Workers Compensation Policy): Quinn Group, Inc., Quinn Company,Quinn Lift, Inc., Quinn Rental Services ACORD 101 (2008101) © 2008 ACORD CORPORATION'. All rights, reserved. The ACORD name and logo are registered marks of ACORD ACORO® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDM1W) 2/9/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Marsh McLennan Agency 2821 Corporate Park Drive Opelika AL 36801 CONTACT NAME: Lisa Benefield PHONE FAX A/C No Ext: 334-749-3401 AIC, /C Ne: ADDRESS: lisa.benefield@marshmma.com INSURER(S) AFFORDING COVERAGE NAIC# Y INSURER A: Zurich American Insurance Company 16535 GL0292520209 INSURED QUINNGROUP Quinn Group, Inc. Quinn Company INSURER B: American Zurich Insurance Co 40142 INSURER C: AXIS Surplus Insurance Company 26620 INSURER D: Westchester Surplus Lines Ins. Co. 10172 10006 Rose Hills Road City of Industry CA 90601 -INSURER E: Great American Insurance Company 16691 INSURERF: Texas Insurance Company 16543 COVERAGES CERTIFICATE NUMBER: 1046401088 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. /NSR LTR OF INSURANCE ADDLTYPE JNM WVD SUER POLICY NUMBER POLICY EFF POLICYEXP M UDS LIMITS A CP00100048777803 X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR Y Y GL0292520209 2/1/2023 2/112023 2/1/2024 2/1/2024 EACH OCCURRENCE S2.000,000 DAMA E T' RENTED PREMISES Ea occurrence $ 500,000 MED EXP (Any one person) $10,000 X Contractual Liab PERSONAL & ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $4,000,000 XESTLOC POLICY � J PRODUCTS 54,000,000 Excess Liab Occ/Agg S3,000,000 X OTHER: -SEE BELOW A F AUTOMOBILE LIABILITY Y Y BAP292520309 T122XAUT0142802 2/1/2023 2/1/2023 2/1/2024 2/112024 COMBINED SINGLE LIMIT $ Ea accident 2,000,000 BODILY INJURY (Per person) S XANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ PeOac den DAMAGE S X HIREDAUTOS X AUTOSWNED Excess Liab OcclAgg S3,000,000 D E UMBRELLA LIAB X OCCUR Y Y G72563256002 TUE175608506 2/1/2023 2/1/2023 2/1/2024 2/1/2024 EACH OCCURRENCE S 5,000,000 AGGREGATE $ 5,000,000 X EXCESS U A13 CLAIMS -MADE DED RETENTION $ Excess Liab Occ/Agg S 20,000,000 B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N Y WC292520109 2/1/2023 2/1/2024 X PER OTH- STATUTE ER OFFICERIMEM ER EXCLUDED? PROPRIETORIPARTNERIEXECUTIVE � ANY NIA E.L. EACH ACCIDENT S 1,000,000 E.L. DISEASE - EA EMPLOYEE S 1,000,000 (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 A Garagekeepers Legal Liability BAP292520309 2/111023 21111024 51,000,000 Per Lac. Direct/Primary t DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) *General Liability Aggregate Limit applies on a per project basis if required by written contract per farm CG25030509. General Liability Aggregate Limit applies on a per location basis per form CG25040509. As referenced above, Axis Surplus Insurance Company (26620) policy P00100048777803 (02/01/2023-02/01/2024) With an Occurrence/Aggregate Limit of $3,000,000 is excess over policies GL0292520209 and WC292520109. Texas Insurance Company (16543) policy TI22XAUT0142802 (02/01/2023-02/01/2024) With an Occurrence/Aggregate Limit of $3,000,000 is excess over policy BAP292520309. Westchester Surplus Lines Insurance Company (10172) policy G72563266002 (02/01/2023-02/01/2024) with an Occurrence/Aggregate Limit of $5,000,000 is excess over policies P00100048777803 and TI22XAUT0142802. Great American policy TUE175608506 (02/01/2023-02/01/2024) With an Occurrence/Aggregate Limit of $20,000,000 is excess over policy G72563256002. Everest National Insurance Company (10120) policy XC4EX00277231 See Attached... CERTIFICATE HOLDER CANCELLATION City of Seal Beach 211 8th Street Seal Beach CA 90740 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ,; "`r- Air- "�'� ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD ,acoRo® AGENCY CUSTOMER ID: QUINNGROUP LOC #: ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Marsh McLennan Agency Quinn Group, Inc. Quinn Company 10006 Rose Hills Road POLICYNUMBER City of Industry CA 90601 CARRIER NAIC CODE EFFECTIVE DATE: THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE /2023-02/01/2024) with an Occurrence/Aggregate Limit of $10,000,000, National Union Fire Ins Co of Pittsburgh PA (19445) policy 19925575 /2023-02/01/2024) with an Occurrence/Aggregate Limit of $15,000,000, and Navigators Insurance Company (42307) policy GA23EXRZ03ZR81V /2023-02/01/2024) with an Occurrence/Aggregate Limit of $15,000,000, produce a total of $65,000,000 in Excess limits. General Liability and Auto Liability Additional Insured Status is granted to City of Seal Beach if required by a written, signed, and dated contract, agreement or permit. All coverage is subject to the terms, conditions and exclusions contained in the policy form and endorsements. City of Seal Beach as required by contract are named additional insured on a primary and non contributory basis. Waiver of Subrogation is granted to City of Seal Beach pursuant to written contract. Cancellation provision shown is subject to shorter or longer time periods depending on the jurisdiction of, and the reason for, the cancellation. Garage Liability is included under the Zurich Commercial Auto policy with a $1,000,000 limit per location. Continued Named Insureds (General Liability and Auto Liability): Quinn Group, Inc., Quinn Company, Quinn Company dba Quinn Used Parts, Quinn Company dba Quinn Power Systems, Quinn Lift, Inc., Quinn Rental Services, Quinn Commercial, Inc., Q4G Properties LP, Alta Lift, Inc., Quinn Commercial, Inc. Continued Named Insureds (Workers Compensation Policy): Quinn Group, Inc., Quinn Company,Quinn Lift, Inc., Quinn Rental Services ACORD 101 (2171171aml► w Auuo wLuKU WKFURATION. All rights reserved. The ACORD name and logo are registered marks of ACORD May 5, 2021 Frank Dupree Jr. Quinn Company dba Quinn Power Los Angeles, CA 90084-9665 SUBJECT: CITY OF SEAL BEACH — Quinn Company dba Quinn Power Systems PROFESSIONAL SERVICES AGREEMENT EXTENSION Dear Mr. Dupree Jr.: Pursuant to the Professional Services Agreement, dated March 31, 2020, by and between the City of Seal Beach (City) and Quinn Company dba Quinn Power Systems, the City is hereby notifying Quinn Power Systems of its desire to exercise an additional one-year (1) year term extension per Section 2.0 Term for a 12 -month preventative maintenance service for City facility generators in a not -to -exceed cost of Twelve Thousand three hundred thirty-six Dollars and 00/100 ($12,336.00). The Agreement termination date is now revised to midnight of March 31, 2022. All other terms and provisions of the Agreement shall remain unaltered and in full force and effect. Should you have any questions, please do not hesitate to contact Darrick Escobedo at (562) 431-2527 x1409 or descobedo@sealbeachca.gov. Sincerely, Steve yrter Director of Public Works PROFESSIONAL MAINTENANCE SERVICES AGREEMENT for Preventative Maintenance for West End Pump Station, Lampson Well, and Police Facility Generators between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 0 Quinn Company dba Quinn Power Systems PO Box 849665 Los Angeles, CA 90084-9665 (800)789-9774 This Professional Maintenance Services Agreement ("the Agreement') is made as of March 31, 2020 (the "Effective Date"), by and between Quinn Company, a California corporation, dba Quinn Power Systems ("Contractor"), and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires certain professional preventative maintenance services for City facility generators. B. Contractor represents that the principal members of its firm are qualified California -licensed electrical contractors (License #496694, DIR #1000005921), and are fully qualified to perform the services contemplated by this Agreement in a good and professional manner; and it desires to perform such services as provided herein. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Contractor shall provide those services (collectively "Services") set forth in the Scope of Services attached hereto as Exhibit A and incorporated herein by this reference. To the extent that there is any conflict between Exhibit A and this Agreement, this Agreement shall control. 1.2. Contractor shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Contractor shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Contractor hereby represents that it has the experience necessary to undertake the Services to be provided. In light of such status and experience, Contractor hereby covenants that it shall follow the customary professional standards in performing all Services. The City relies upon the skill of Contractor, and Contractor's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Contractor and Contractor's staff, shall perform the Services in such manner. Contractor shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Contractor's work by the City shall not operate as a release of Contractor from such standard of care and workmanship. 1.5. Contractor will not be compensated for any work performed not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the 1 of 14 City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. The term of this Agreement shall commence as of the Effective Date and shall continue for a term of one (1) Year ("Original Term") and shall expire at midnight on March 31, 2021, unless sooner terminated or extended as provided by this Agreement. 2.2. The City, at its sole option, may elect to extend the Original Term of this Agreement, upon the same terms and conditions, for up to two (2) additional terms of one year each ("extension"), by providing written notice to Contractor at least one month prior to the expiration of an existing term. If timely elected by the City, the first extension shall have a term extending from 12:01 a.m. on March 31, 2021 through and including 12:00 a.m. on March 31, 2022, unless sooner terminated or extended pursuant to this Agreement. If timely elected by the City, the second extension shall be from 12:01 a.m. on March 31, 2022 through and including 12:00 a.m. on March 31, 2023, unless sooner terminated pursuant to this Agreement. Any extension shall not be effective except upon execution of a written amendment to this Agreement signed by the City Manager and Contractor's authorized representatives. 3.0 Contractor's Compensation 3.1. City will pay Contractor in accordance with the annual fee shown on the fee schedule set forth in Exhibit A for the Services but in no event will the City pay more than the total not -to -exceed amount of $12,336.00 (Twelve thousand three hundred thirty-six and 00/100 dollars) for the Original Term. 3.2. In the event that City elects to extend the Original Term in accordance with Section 2.2 of this Agreement, City will pay Contractor in accordance with the annual fee plus a Consumer Price Index escalation of no more than five percent (5%) per term, and as shown on the fee schedule set forth in Exhibit A for Services. 3.3. Contractor will not be compensated for any work performed not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. Any additional work authorized by the City Council pursuant to this Section will be compensated in accordance with the fee schedule set forth in Exhibit A. 2of14 4.0 Method of Payment 4.1. Contractor shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Contractor within 30 days of receiving Contractor's invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Contractor. 4.2. Upon 24-hour notice from City, Contractor shall allow City or City's agents or representatives to inspect at Contractor's offices during reasonable business hours all records, invoices, time cards, cost control sheets and other records maintained by Contractor in connection with this Agreement. City's rights under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Contractor based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. This Agreement may be terminated by City upon 10 days' notice to Contractor if Contractor fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 6.0 Party Representatives 6.1. The City Manager is the City's representative for purposes of this Agreement. 6.2. Frank Dupree Jr. is Contractor's primary representative for purposes of this Agreement. Frank Dupree Jr. shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services hereunder. Contractor may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit 3of14 in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211 -8th Street Seal Beach, California 90740 Attn: City Manager To Contractor: Quinn Company dba Quinn Power Systems PO Box 849665 Los Angeles, CA 90084-9665 Attn: Frank Dupree Jr. 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Independent Contractor 8.1. Contractor is an independent contractor and not an employee of the City. All work or other Services provided pursuant to this Agreement shall be performed by Contractor or by Contractor's employees or other personnel under Contractor's supervision, and Contractor and all of Contractor's personnel shall possess the qualifications, permits, and licenses required by State and local law to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. Contractor will determine the means, methods, and details by which Contractor's personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 8.2. All of Contractor's employees and other personnel performing any of the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Contractor and Contractor's personnel shall not supervise any of City's employees; and City's employees shall not supervise Contractor's personnel. Contractor's personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Contractor's personnel shall not use any City e-mail address or City telephone number in the performance of any of the Services under this Agreement. Contractor shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Contractor's personnel require to perform any of the Services required by this Agreement. Contractor shall perform all Services off of City premises at locations of Contractor's ghoice, except as otherwise may from time to time be necessary in order for Contractor's personnel to receive projects from City, review plans on file at City, pick up or 4of14 deliver any work product related to Contractor's performance of any Services under this Agreement, or as may be necessary to inspect or visit City locations and/or private property to perform such Services. City may make a computer available to Contractor from time to time for Contractor's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 8.3. Contractor shall be responsible for and pay all wages, salaries, benefits and other amounts due to Contractor's personnel in connection with their performance of any Services under this Agreement 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, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, State, or federal policy, rule, regulation, statute or ordinance to the contrary, Contractor and any of its officers, employees, agents, and subcontractors providing any of the Services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including but not limited to, eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System ("PERS") as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits. 8.4. Contractor shall indemnify and hold harmless City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor's personnel practices. or to the extent arising from, caused by or relating to the violation of any of the provisions of this Section 8.0. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor's failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Contractor's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. 9.0 PERS Compliance and Indemnification 9.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Contractor agrees that, in providing its employees and any other personnel to City to perform any work or other Services under this Agreement, Contractor shall assure compliance with the Public Employees' Retirement Law, commencing at 5of14 Government Code § 20000, the regulations of PERS, and the Public Employees' Pension Reform Act of 2013, as amended. Without limitation to the foregoing, Contractor shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations. 9.2. Indemnification. Contractor shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify and hold harmless City, and its City and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Contractor's violation of any provisions of this Section 9.0. This duty of indemnification is in addition to Contractor's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. 10.0 Confidentiality Contractor covenants that all data, documents, discussion, or other information developed or received by Contractor or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Contractor without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. All City data shall be returned to City upon the termination of this Agreement. Contractor's covenant under this Section shall survive the termination of this Agreement. 11.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City. Contractor is fully responsible to City for the performance of any and all subcontractors. 12.0 Assignment Contractor shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of City. Any purported assignment without such consent shall be void and without effect. 13.0 Inspection and Audit of Records Contractor shall maintain complete and accurate records with respect to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Contractor shall maintain adequate records on the 6of14 Services provided in sufficient detail to permit an evaluation of all Services in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Contractor shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Contractor shall retain all financial and program service records and all other records related to the Services and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 13.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 14.0 Safety Requirements All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA. The City may issue restraint or cease and desist orders to Contractor when unsafe or harmful acts are observed or reported relative to the performance of the Services. Contractor shall maintain the work sites free of hazards to persons and property resulting from its operations. Contractor shall immediately report to the City any hazardous condition noted by Contractor. 15.0 Insurance 15.1. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Contractor has secured all insurance required under this Section. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement 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 provided by the City if requested. All certificates and endorsements shall 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. 15.2. Contractor shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 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 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); (3) Workers' Compensation and 7of14 Employer's Liability coverages; and (4) if required by the City, Professional Liability coverage (or Errors and Omissions coverage). Contractor shall maintain limits no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, personal injury and property damage and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; (3) Workers' Compensation in the amount required by law and Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease; and (4) Professional Liability (or Errors and Omissions Liability, as appropriate): $1,000,000 per claim/aggregate, and if a "claims made" policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 15.3. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to state: (1) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to the City; (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 directors, officials, officers, (3) coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be excess of Contractor's insurance and shall not be called upon to contribute with it; (4) for general liability insurance, that the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the services or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such work; and (5) for automobile liability, that the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds 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. 15.4. All insurance required by this Section shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers. 15.5. Any deductibles or self-insured retentions shall be declared to and approved by the City. Contractor guarantees 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 directors, officials, officers, employees, 8of14 agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 16.0 Indemnification, Hold Harmless, and Duty to Defend Contractor and the City agree that the City, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials should, to the fullest extent permitted by law, be fully protected from any loss, injury, damage, claim, liability, lawsuit, cost, expense, attorneys' fees, litigation costs, defense costs, court costs and/or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the fullest protection possible under the law to the City and all other Indemnitees. Contractor acknowledges that the City would not have entered into this Agreement in the absence of the commitment of Contractor to indemnify and protect the City and the other Indemnitees, as set forth in this Agreement. 16.1. Indemnification for Professional Services. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, hold harmless and indemnify the City, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 16.0) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Claims"), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct, of Contractor, and/or its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 16.2. Other Indemnification. Other than in the performance of professional services and to the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the 9of14 Indemnitees (as defined in Section 16.1, above) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Damages"), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the acts or omissions of Contractor, its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Damages arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Damages with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 16.3. Subcontractor Indemnification. Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 16.0 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. If Contractor fails to obtain such indemnities, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor's subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor's subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Claims or Damages arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 16.4. The obligations of Contractor under this or any other provision of this Agreement shall not be limited by the provisions of any workers' compensation act or similar act. Contractor expressly waives any statutory immunity under such statutes or laws as to the Indemnitees. Contractor's indemnity obligation set forth in this Section 16.0 shall not be limited by the limits of any policies of insurance required or provided by Contractor pursuant to this Agreement. 16.5. Contractor's covenants under this Section 16.0 shall survive the expiration or termination of this Agreement. 10 of 14 17.0 Equal Opportunity Contractor affirmatively represents that it is an equal opportunity employer. Contractor shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, sexual orientation, or age. Such non-discrimination includes, but is not limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. 18.0 Labor Certification By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 19.0 Prevailing Wage and Payroll Records If this Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, then Contractor shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit B, attached hereto and incorporated by reference herein. 20.0 Entire Agreement This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both Parties. 21.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 22.0 Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of California. 11 of 14 23.0 No Third Party Rights No third party shall be deemed to have any rights hereunder against either party as a result of this Agreement. 24.0 Waiver No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise. 25.0 Prohibited Interests; Conflict of Interest 25.1. Contractor covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Contractor further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Contractor shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Contractor shall not accept any employment or representation during the term of this Agreement which is or may likely make Contractor "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Contractor has been retained. 25.2. Contractor further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Contractor, to solicit or obtain this Agreement. Nor has Contractor paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Contractor, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Contractor hereunder the full amount or value of any such fee, commission, percentage or gift. 25.3. Contractor warrants' and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non - contractual, financial, proprietary, or otherwise, in this transaction or in the business of Contractor, and that if any such interest comes to the knowledge of Contractor at any time during the term of this Agreement, Contractor shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this subsection 12 of 14 26.0 Attorneys' Fees If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party all of its attorneys' fees and other costs incurred in connection therewith. 27.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 28.0 Corporate Authority The person executing this Agreement on behalf of Contractor warrants that he or she is duly authorized to execute this Agreement on behalf of said party and that by his or her execution, Contractor is formally bound to the provisions of this Agreement. 13 of 14 IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. CITY OF SEAL BEACH By: . Steve Myrter, Public Works Director Attest: By: Iona D. H per, i Clerk Approved as to Form: By: raig A. Steele, City Attorney CONTRACTOR: Quinn Company, a California corporation, dba Quinn Power Systems By: Name: V 1( Its: Byi Name: ' Its: (Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 from each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) 14 of 14 WN MS I 1 0011 WA Contractor's Proposal MAINTENANCE AGREEMENT QUINN E3 CSA 8 Support Services (800) 789.9774 POWER SYSTEMS (562)463-7150 Fax astnmer#: 6001D2 Agreement#: 5890 DATE: 2/2812020 PARTIES: First Party: QUINN COMPANY, a California corporation, dba QUINN POWER SYSTEMS hereinafter referred to as "QUINN'; and Second Party: City of Seal Beach hereinafter referred to as "OWNER". RECITALS: Quinn is a factory authorized Caterpillar dealer. Owner owns certain equipment and Owner desires to retain Quinn to perform periodic preventive maintenance on such equipment, and Quinn is willing to perform such periodic preventive maintenance, on the terms and subject to the conditions set forth in this Agreement. AGREEMENT: The parties hereto do hereby agree as follows: The Eauioment. Owner now owns the following described engines and related equipment: Please see complete list of EQUIPMENT on Exhibit C ('PREVENTIVE MAINTENANCE SCHEDULE'- Page 6) All of the above-described item(s) are hereinafter collectively referred to as "the Equipment" and covered under this agreement. Term. Starting from: 2/28/2020 This agreement is continuous until cancelled or non -renewed and shall commence on the date first written above and shall continue until the end of the coverage term as stated above or terminated by either party giving the other party thirty (30) days written notice of termination. The provisions of this Agreement relating to indemnification and limitation of Quinn's liability shall survive any termination of this Agreement. The Services. Owner hereby engages Quinn to render certain maintenance services to the Equipment during the term of this Agreement as indicated below and described on Exhibit "An attached hereto ("CSA PM LEVEL DESCRIPTIONS" -Page 3). Additional PM coverage may be added anytime at customer's request. GUARANTEED PERFORMANCE PM Level 1 - Multi Point Inspection PM Level 2 -Annual Service PM Level 5 - Load Bank 2 hours test duration FREQUENCY One (1) visit per year. One (1) visit per year. One (1) visit per year. The following part(s) shall be replace for the above scope of work. Engine Oil, Oil Filter(s), Fuel Filter(s). Additional Air Filter(s) if required add Page 1 ANNUALFEE $1,850.00 $4,436.00 Additional $6,050.00 Customer # : 600102 CONT. Agreement # : 5890 4. Fee. During the term of this Agreement, owner shall pay Quinn: Total fee excluding optional LOADBANK TEST: $6,286.00 1 Accept [ ] initial Total fee including optional LOADBANK TEST: $12,336.00 1 Accept [ ] initial Quinn will invoice Owner in accordance with provisions of this Agreement, including all taxes, after each visit and Owner will pay each invoice within thirty (30) days of receipt. A service charge of one and one half percent (1.5%) per month (18% per annum) will accrue on any invoice that remains unpaid for more than thirty (30) days. Charges for labor performed after the first year of this Agreement shall be adjusted to reflect changes in Quinn's standard labor charges as in effect from time to time. At each twelve (12) month interval after the date on this document a 3% to 5% increase may be effective. If Quinn personnel arrive at the job site to perform the Maintenance Services, and are prevented from doing so through no fault of Quinn, Owner will be charged for the serviceman's time and mileage in each such instance. This Maintenance Agreement includes travel and mileage charges to and from the job site during normal business hour! Weekend and Off -Hours requests will incur additional Labor Charges according to Exhibit "B" Parts are estimated at time of quote and price may be subject to change at time of service. Standards of Performance. Quinn shall perform the Maintenance Services in accordance with the standard of care customarily employed in the heavy equipment maintenance industry. Quinn will cooperate with Owner in scheduling performance of the Maintenance Services and Quinn will perform the Maintenance Services in a manner to minimize interference with the Owner's normal business operations to the extent reasonably possible. Limited Duty and Liability. It is expressly agreed that the responsibility and liability of Quinn is strictly limited to performance of the Maintenance Services on the Equipment. Quinn has no responsibility or liability for failure to discover actual or potential problems in the condition or operation of the Equipment. Quinn makes no representations, warranties, or guaranties concerning the Equipment or the operation of the Equipment. Quinn shall have no liability for any consequential damages or lost profits suffered or incurred by Owner. It is expressly agreed that the total liability of Quinn to Owner whether such liability is based upon breach of contract, tort, or any other theory, shall be limited to an amount equal to the total fee payable by Owner to Quinn during the twelve (12) month period prior to such claim. It is further understood by Owner that Quinn would not enter into this Agreement or perform the Maintenance Services without obtaining the benefit of the above-described limitation on Quinn's liability to Owner. General Provisions. This Agreement sets forth the entire agreement of the parties hereto concerning the subject matter of this Agreement. This Agreement may only be modified or amended by an agreement in writing executed by each of the parties hereto. IN WITNESS WHEREOF, the undersigned have executed this Agreement on the date first written above. QUINN COMPANY, a California corporation dba QUINN POWER SYSTEMS BY: Frank Dupree TITLE: CSA Technical Quoter Date: 2/28/2020 Owner: City of Seal Beach Police Dept. BY: TITLE: PO #: Date: Page 2 [�U I N N CSA PM LEVEL DESCRIPTIONS MCSA 8 SUPPORT SERVICES (800) 789.9774 POWER SYSTEMS (562) 463.7150 Fax rmsmmera-. 60102 EXHIBIT"A" Agreement# 5890 PM Level 1 Multi Point Inspection <---COVERED PM Level 3 - Cooling System Service • Comprehensive detailed inspection of units is performed. • Drain, contain and dispose of waste coolant. • Check/Adjust all fluid levels and pressures for caned operation. - Replace all coolant hoses and damps. • Check and inspect air cleaner restriction gauge and air filter element. - Replaced the radiator pressure cap(s) • Check primary source fuel tank for water with water finding paste. • Replaced the engine thermostat(s) and associated gaske (s). • Check Day tank, Fuel taft, Fuel line finings for leaks. - Replaced the engine fan belts) and alternator drive belgs). • Check Coaling System hoses, caps. damps for bmfleness, leeks, cracks, - Refill system with proper amount of glycol antifreeze and conditioners. and weakness. - Test mn unit to operating temperature, under load when authorized by • Check battery voltages, charging rates, fluids, and spec gravities / ICV.. site personnel. • Engine cranking Batteries will be tested under slart up load for voltage drop. • Return unit back to original mode of operation. • Block Heater elements and inlefbutiet t -stats are checked for proper - Submit report to customer. PM Level 7 - Starting Battery Replacement output and operation. • Engine Fan Dave and Belts are inspected and adjusted for proper tension • Engine cranking batteries are removed and replaced. and condition. • Engine cranking ballerw s will be tested under start up load for voltage drop. • Check Turbo Charger rotation / end play if so equipped. • Old Battery disposal is provided. • Check generator brushes for proper tensiorvsehing as equipped. `Test run unit without load. • Check and document Control Panel instruments for proper operation • Return unit back to original mode of operation. and values. • Submit report to customer. PM Level 11 -Automatic Transfer Switch Inspection • Grease bearings, fan shafts, linkages, and equipment finings as required. • Hot oil sample taken and submitted for analysis. • De -energize the transfer switch, when possible. • Test safety alarms and contacts. • Clean unit of dust and dirt accumulations. • Run unit under load for up to 15 minutes when authorized by site authority. - Clean open -type relays of dust/grease or oil. • Submit report to customer. - Usually inspect unit far signs of arching, burning, hot spots, charring, or other damages. PM Level Annual Service -Major w/ Multi Point Inspection <—COVERED • All items from PM Level t are performed, PLUS ' Inspect for loose, broken or badly vrom parts. • Change crankcase oil, ail filtegs), fuel filter(s), water separators) - Check terminal lugs and trip units for tightness / signs of overheating. as equipped. Optional Pur Filter cast = $312.76 `Check main current carrying contacts for arching, pitting, and discoloration. - Clean main contacts if needed. check and re -tighten if needed. ' Check manual switches for free movement and contact continuity. • Submit report to customer. • Check and adjust relay finger contacts 9 needed. • Lubricate all components far proper operation as needed. PM Level Minor Inspection • Perform general walk around inspection of unit. • Check plug connections, if equipped. • Fluid levels are spot checked for conell operating range. • Check door desure, locking bars and handle mechamse for proper operation. • Inspect air (Iter element. ' Check exercise Leer g equipped. • Fuel lank/engine fuel line fittings are inspected for leaks and tighten as required. • Perform transfer test of ATS under load when entreated by site personnel. • Coolant hoses inspected for landmass. leaks, cracks, and weakness. • Check all compondrtsnimers for proper operation and sequencing. • Engine cranking batteries vrill be tested under start up load for voltage drop. ' Check main power connections for heat build-rp with imra-red gun or provide ' Jacket water heater element 8 thermostats are checked for proper operation. optional PM Infra -Red scan. - Engine drive belts inspected for proper tension and condition. • Timers react to customer specifications and placed in automatic mode. • Control panel instruments checked for proper operation. • Return unit back to original mode of operation. • Unit is run for 10 minutes, under no load. - Submit report to customer. PM Level 17 - Infra -Red Thermography Inspection • Return unit back to original mode of operation. • Submit report to customer. • Problems can develop when electrical components generate excessive heat due to deterioration, loose connections, or ovedoads. An Infra -Red inspection PM Level 5- Loadbank Test <--COVERED • Connect resistive load bank as applicable to generator. is recommended to be performed on all of the following areas: generator output • Run Test Win requested load for 2 hours lest duration connections, cables, bus, and generator breakers, while system is energized. • Record reading every 15 minutes at 80% of name plate rating for above duration Inspection consist of: • Set-up of Thermo graphic Imaging Infra -Red camera, - Conduct infin nal scanning inspection. • Discerned load bank from unit. • High resolution photographs wil accompany recommendations for corrective • Return unit back to original mode of operation. action or repair, and will assist overall as a critical part of any complete • Provide recommendation based on test marks. predictive or conditional based maintenance program. • Submit report to customer. • Submit report to customer after technical review has been completed. PM Level 8 - Fuel Sampling PM Leval 22 - UPS Service • Draw fuel sample from fuel tank 8 submit to lab for analysis during PM Sevices - Services include manufacturer recommended equipment service If inspection • Provide report to customer. for it and rotary type systems • Performance will be based upon the specific manufacturer stypes of work PM Level 9 - Fuel Polishing • Restores fuel to optimum condition by eliminating entrained If suspended contaminants and whether or not the equipment is energized or de -energized. • Al particulates filtered dove to 10 microns • All services are performed only as unit is equipped and as our technician is • Removal 8 disposal of all bottom water, kills badema 8 fungus, apply diesel treatment authorized. • Provide report to customer. - Submit report to cudomer. PM Level 18-Megohmmeter Alternator Winding • This lest should be performed as part of periodic maintenance in order to dated the deterioration of the vnndiag insulation. • Perform megohmmeter test on generator wriding and measure winding insulation resistance. 'Submit report to customer. Page 3 Customer Support Agreement Contact Info QUINN CSA 8 SUPPORT SERVICES (B00) 789-9774 POWER SYSTEMS (562)463-7150 Fax customer# 600102 EXHIBIT"B" A,memeot# 5890 EMERGENCY NUMBERS FOOTHILL RANCH BRANCH 25961 Wright Street, Foothill Ranch, CA 92610 Quinn Power Systems will provide "On Call" emergency service 24 hours per day, 7 days a week with a response time of 4 hours or less. For regular or emergency service, please call the following numbers: STANDARD RATE During normal working hours (7:OOAM to 03:30PM Monday — Friday) call: $125.00 Customer Service....................................................................................... (800) 789-9774 Sales Representative........................................................ Jessica Lamboo (562) 4634753 Service Manager.............................................................. Walter Holt (562) 205-4121 CSA Coordinator.......................................................... Najwa Nader (949) 860-2831 After hours, Saturdays, Sundays and holidays, call .......................................... (949) 768-1777 CONTRACT CUSTOMER LABOR RATE AREAS FOLLOWS: Standard rate: (7:OOAM to 03:30PM Monday through Friday excluding Holidays) Overtime rate: (after 03:30PM and Saturdays/Holidays) Premium time: (over 12 hours per day or Sunday) CONTRACT RATE STANDARD RATE $125.00 $150.00 per hour - Shop $125.00 $150.00 per hour — Field $187.50 $225.00 per hour - Shop $187.50 $225.00 per hour - Field $250.00 $300.00 per hour - Shop $250.00 $300.00 per hour — Field All call outs requested OFF normal business hours; Monday through Friday, Saturdays, Sundays, and Holidays will be required to pay an hourly minimum of four (4) hours according to the prevailing billable rates within Exhibit "B". The above discounted labor rates will remain in effect until annual addendum review or upon termination of this agreement as covered in paragraph 2 under the general agreement terms. Page 4 QUINN PREVENTIVE MAINTENANCE SCHEDULE CSA 8 SUPPORT SERVICES (800) 789.9774 POWER SYSTEMS Cuatomera: 600102 EXHIBIT"C" Agreemema: 589D Customer: City of Seal Beach Date: 2/28/2020 Address: 211 Eighth Street Phone No. 562-431-2527 SEAL BEACH CA 90740 Fax No. Prepared by: Frank Dupree Perform Preventive Maintenance Service and Inspections on the Following. PM Levelt PM Lavd2 ANNUAL Muh ,nl Annual PM Leve15 COST Engine Descriplian Inspeviion service Loadbsnk Test Caterpillar G3412, SN 1<AP00530 IABOR: $645.00 $950.00 $1.650.00 $4,006.00 61: 911 Seal Beach Blvd., SEAL BEACH EST. PARTS: $20.00 $741.00 Caterpillar C27, SN GOS00349 IAaM $645.00 $1,052.00 $280000 $5,051.00 62: 911 Seal Beaeh Blvd., SFAL BEACH EST. PARTS: $20.00 $534.00 John Deere 600HF485, SN 2230015 LABOR: $500.00 $813oD $1,600.00 $3,279.00 N3: 911 Seal Beach Wd., SEAL BEACH EST. PARTS: 520.00 $346.00 Note: Parts are estimated at time of quote and pnce may be subjed to change at time of service. $12,335.00 $1,850.00 $4,436.D0 $6,050.00 $12,336.00 EXHIBIT B TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. This Agreement calls for services that, in whole or in part, constitute "public works' as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code ("Chapter 1"). Further, Contractor acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. Therefore, as to those Services that are "public works", Contractor shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein. 2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above. 3. Contractor shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Contractor shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Contractor and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Contractor or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Contractor shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Contractor's Services are subject to compliance monitoring and enforcement by DIR. Contractor shall post job site notices, as prescribed by DIR regulations. 5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Contractor acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Contractor shall post such rates at each job site covered by this Agreement. 6. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor. 7. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records. 8. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Code of Regulations, Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Contractor shall not perform work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. Contractor and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If Contractor or any subcontractor becomes debarred or suspended during the duration of the project, Contractor shall immediately notify City. 10. Contractor acknowledges that eight hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Contractor in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay. 11. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract." 12. For every subcontractor who will perform work on the project, Contractor shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Contractor shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any failure. 13. To the maximum extent permitted by law, Contractor shall indemnify, hold harmless and defend (at Contractor's expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Contractor, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Contractor under this Section shall survive the termination of the Agreement. Jennifer Robles From: Grant Tavasci Sent: Wednesday, April 22, 2020 2:18 PM To: Jennifer Robles Subject: FW: Professionaly liability for Quinn Power required? Hi Jennifer, Professional Liability is not applicable for the Quinn Power generator maintenance agreement per Iris. Thanks! Grant Tavasci, Account Clerk City of Seal Beach - 211 Eighth Street, Seal Beach, CA 90740 (562) 431-2527 Ext. 1414 Civility Principles: 1. Treat everyone courteously; 2. Listen to others respectfully; 3. Exercise self-control; 4. Give open-minded consideration to all viewpoints; 5. Focus on the issues and avoid personalizing debate; and, 6. Embrace respectful disagreement and dissent as democratic rights, inherent components of an inclusive public process, and tools for forging sound decisions. For Information about Seal Beach, please see our city website: htto:/fwww.sealbeachca.gov NOTICE: This communication may contain privileged or other confidential information. If you are not the intended recipient of this communication, or an employee or agent responsible for delivering this communication to the intended recipient, please advise the sender by reply email and immediately delete the message and any attachments without copying or disclosing the contents. Thank you. From: Iris Lee Sent: Wednesday, April 22, 2020 12:01 PM To: Grant Tavasci Subject: RE: Professionally liability for Quinn Power required? Hi Grant, Professional Liability is not applicable for this agreement. I believe Denice included that verbiage on the routing slip before and that was accepted as Steve's signature is on it. Thanks! Iris --le ACORO CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) vzsnozo THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER J Smith Lanier & Co of Opelika P. O. BOX 828 Opelika AL 36803 CONNAME CT Erica Sweatt PHONEFAX San, 334-749-3401 ac No ADDRESS: esweatticf1smithlanier.corn INSURERS AFFORDING COVERAGE NAIC N X COMMERCIAL GENERAL LIABILITY INSURER A: American Zurich Insurance CO 40142 Y INSURED 62QUINNGROUPINC INSURER B: Great American Insurance Company 16691 Quinn Group, Inc. Quinn Company INSURER c: Zurich American Insurance Company 16535 10006 Rose Hills Road INSURER D: E: City of Industry CA 90601NSURER INSURER F COVERAGES CERTIFICATE NUMBER: 599142213 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. /NSR LTR TYPE OF INSURANCE ADDL UBR POLICYNUMBER MIA)) EFF qum 1D�E%PY LIMITS C X COMMERCIAL GENERAL LIABILITY Y Y GL029252D2" 21IM20 N12021 RRENCE $1000,000 CLAIMS -MADE OCCUR NTED AGE aEaccuaence NTED 8300,000 ny one person) $100" X Contractual Una ADV INJURY $10",0"GEWL n AGGREGATE LIMIT APPLIES PER: GGREGATE $2,000,0"POLICY -COMPIOP AGG $2,000.000 �' PEa � LOC $ OTHER: C AUTOMOBILE LIABILITY Y Y BAP29252D306 211202D 2112021 INGLE LIMIT $ Ea acdtlent 2 00 BODILY INJURY(Per person)$ AUTO BODILY INJURY(Par accident) $ ALL OWNED SCHEDULED IxANY ALTOS PR PROPERTY MDAMAGE $ H1/RED AUTOS X AUTTOS OSMED B X UMBRELLA LIARX OCCUR Y Y TUU175608503 2112020 2A2021 EACH OCCURRENCE S25,0",000 AGGREGATE S25,000,"0 EXCESS LIAB CLAIMS -MADE DED I X I RETENTIONS $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNEWEXECUTIVE Y WC2925201M 2112020 2/12021 X STATUTE R E.L. EACH ACCIDENT 81,000,0E OFFICERIMEMBER F CLUDED4 ❑ NIA (Mandatory in NH) E.L. DISEASE - EA EMPLOYE $1,"g000 E.L. DISEASE -POUCY LIMIT $1,"0,0" If yas, describe under DESCRIPTION OF OPERATIONSIIelm C Garagekeepem Legal Liab BAP2925203" 21IM20 2/112021 81,"0,[X0 Per Loc. DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached K more space is required) General Liability and Auto Liability Additional Insured Status is granted to City of Seal Beach if required by a written, signed, and dated contract, agreement or permit. All coverage is subject to the terms, conditions and exclusions contained in the policy form and endorsements. City of Seal Beach as required by contract are named additional insured on a primary and non contributory basis. Waiver of Subrogation is granted to City of Seal Beach pursuant to written contract. Cancellation provision shown is subject to shorter or longer time periods depending on the jurisdiction of, and the reason for, the Cancellation. Garage Liability is included under the Zurich Commercial Auto policy with a $1,000,000 limit per location. Umbrella is follow form over underlying policies, forms and See Attached... CERTIFICATE HOLDER CANCELLATION ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Seal Beach 211 8th Street Seal Beach CA 90740 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 62QUINNGROUPINC LOC #: Ac R ADDITIONAL REMARKS SCHEDULE Page t of i .� AGENCY NAMED INSURED J Smith Lanier & Co of Opelika Quinn Group, Inc. Quinn Company 10006 Rose Hills Road POLICY NUMBER City of Industry CA 90601 CARRIER NAIC CODE EFFECTIVE GATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE endorsements. Continued Named Insureds (General Liability and Auto Liability): Quinn Group, Inc., Quinn Company, Quinn Company dba Quinn Used Parts, Quinn Company dba Quinn Power Systems, Quinn Lift, Inc., Quinn Rental Services, Quinn Commercial, Inc., Q4G Properties LP, Alta Lift, Inc., Quinn Commercial, Inc. Continued Named Insureds (Workers Compensation Policy): Quinn Group, Inc., Quinn Company,Quinn LIR, Inc., Quinn Rental Services CC) 2n08 ACORD CORPORATION. All rights reserved. ^V V V V The ACORD name and logo are registered marks of ACORD