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HomeMy WebLinkAboutGlobal Power Group Inc; 2008-08-07;AGREEMENT FOR GENERATOR MAINTENANCE SERVICES Global Power Group, Inc. JIS AGREEMENT is made and entered into as of the ' day of _, 20*9*. by and between the CITY OF CARLSBAD, a municipal corporation^ ("City"), and Global Power Group, Inc., a California Corporation, ("Contractor"). DEFINITIONS Repair: Authorized service work to equipment and systems required to preserve and protect any City owned or maintained Generator system as specified in this Agreement. Installations: Generator equipment installation and adjustment required to preserve and protect any City owned or maintained Generator systems as specified in this Agreement. Maintenance: Any routine, recurring, and usual services or preventative maintenance on existing City systems necessary for the protection or preservation of any City owned or maintained Generator systems as specified in this Agreement. Demolition: The removal of Generator equipment required to preserve and protect any City owned or maintained Generator systems as specified in this Agreement. Service Report: Contractor's detailed report in City-approved computer-generated format covering all work performed under this Agreement. Service reports shall be separate documents, listed by facility and shall note all inspections, repairs or service work performed, condition statements and any other pertinent information to aid the City in determining future equipment repairs, maintenance or replacement. RECITALS A. City requires the professional services of a Generator Maintenance Contractor that is experienced in providing routine, recurring and usual Generator maintenance work necessary for the protection and preservation of City owned or maintained Generator systems for their intended purposes. B. Contractor has the necessary experience in providing professional services and advice related to providing routine, recurring and usual Generator maintenance work necessary for the protection and preservation of City owned or maintained Generator systems for their intended purposes. C. Selection of Contractor is expected to achieve the desired results in an expedited fashion. D. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: City of Carlsbad 1 Global Power Group, Inc. Generator Maintenance Services 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render the Generator maintenance and repair services described in the Scope of Work contained in the City's Contract and the Contractor's proposal, Exhibit "A", which are incorporated by this reference in accordance with this Agreement's terms and conditions. The Contractor will perform Generator maintenance and related services as needed and as authorized on a time and materials basis as specified in the Contractor's proposal. Nothing in this agreement is intended to create an exclusive arrangement between City and Contractor. The City reserves the right to procure Generator maintenance services from other vendors as the City deems appropriate. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. Contractor shall maintain a C-10 license issued by the California Contractors State License Board throughout the term of this Agreement. 3. TERM The term of this Agreement will be effective for a period of one hundred and twenty calendar days from the date first above written. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The Contractor's Generator maintenance work will be by paid at a fixed cost rate for scheduled maintenance and at an hourly rate plus parts as indicated in the Contractor's proposal. The total fee payable for the Services to be performed during the initial Agreement term will not exceed Twenty-five Thousand dollars ($25,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in the Contractor's proposal. The Contractor will perform work in accordance with all applicable Carlsbad Municipal Code sections, California building codes, California Generator codes, OSHA standards and any other regulatory requirements. There will be no additional charges such as travel or trip costs allowed. Payment for service starts when the technician arrives at the City of Carlsbad owned or maintained properties, and ends at the completion of required service work. Portal to portal payment is not included in this Agreement. All parts will be newly manufactured replacement parts or an equal approved by the Public Works Superintendent, or his authorized representative. Pricing to City of City of Carlsbad 2 Global Power Group, Inc. Generator Maintenance Services Carlsbad will be from the Contractor's actual invoice from parts suppliers plus markup indicated in the Contractor's Proposal. Invoices must be submitted with request for payment. The Contractor shall submit invoices to the Public Works Superintendent, or his authorized representative by the 5th day of the month for work performed in the previous month under this contract. The Contractor shall provide detailed records of all work performed and include all required reports of systems and/or equipment(s) serviced or repaired. Failure to provide the required documents, invoices, and reports will result in the City of Carlsbad withholding payment to the Contractor until all the required documentation, including supplier invoices for parts, are provided to the City. Certified payroll documents shall be submitted to the City with each billing. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to this Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. PREVAILING WAGES TO BE PAID The general prevailing rate of wages for each craft or type of worker needed to execute the contract shall be those as determined by the Director of Industrial Relations pursuant to Sections 1770, 1773 and 1773.1 of the Labor Code. Pursuant to Section 1773.2 of the Labor Code, a current copy of the applicable wage rates is on file in the Office of the City Engineer. The contractor to whom the contract is awarded shall not pay less than the said specified prevailing rates of wages to all workers employed by him or her in execution of the contract. 8. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully City of Carlsbad 3 Global Power Group, Inc. Generator Maintenance Services responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 9. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 10. PARTS The City reserves the right to supply needed parts and equipment to the Contractor for Services. 11. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused in whole or in part by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self- administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 12. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:V". 12.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless the City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes City of Carlsbad 4 Global Power Group, Inc. Generator Maintenance Services that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. 12.1.1 COMMERCIAL GENERAL LIABILITY INSURANCE $1,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 12.1.2 Automobile Liability If the use of an automobile is involved for Contractor's work for City, $1,000,000 combined single-limit per accident for bodily injury and property damage. 12.1.3 ANY AUTO COVERAGE Insurance must cover any vehicle used in the performance of the contract, used onsite or offsite, whether owned, non-owned or hired, and whether scheduled or non- scheduled. The auto insurance certificate must state the coverage is for "any auto" and cannot be limited in any manner. 12.1.4 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 12.1.5 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 12.2.1 The City will be named as an additional insured on General Liability. 12.2.2 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 12.2.3 Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 12.3 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. City of Carlsbad 5 Global Power Group, Inc. Generator Maintenance Services 12.4 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 13. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 14. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 15. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all documents related to services performed produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 16. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 17. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City: Name: Dale Schuck _... _, ... ,., , ~ . . . .Title: Public Works Superintendent Department: Public Works. Contracts City of Carlsbad Address: 405 Oak Avenue. Carlsbad. CA 92008 Phone No. (760) 434-2949 For Contractor: Name Title Address j /* _ Phone Na City of Carlsbad 6 Global Power Group, Inc. Generator Maintenance Services 18. CONFLICT OF INTEREST City will evaluate Contractor's duties pursuant to this Agreement to determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code is required of Contractor or any of Contractor's employees, agents, or subcontractors. Should it be determined that disclosure is required, Contractor or Contractor's affected employees, agents, or subcontractors will complete and file with the City Clerk those schedules specified by City and contained in the Statement of Economic Interests Form 700. Contractor, for Contractor and on behalf of Contractor's agents, employees, subcontractors and consultants warrants that by execution of this Agreement, that they have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor's agents, employees, subcontractors and consultants have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the City an affidavit disclosing this interest. 19. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 20. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 21. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager and/or designee. The City Manager and/or designee will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager and/or designee will be binding upon the parties involved, although City of Carlsbad Global Power Group, Inc. Generator Maintenance Services nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 22. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 23. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 24. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq.. the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 8 may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 25. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 26. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 27. SERVICES DURING STATE OF EMERGENCY During a state of emergency as determined by the City Council or City Manager including, but not limited to states of emergency defined by Government Code Section 8558, the Contractor agrees to provide the services specified in this Agreement under the terms and conditions herein. 28. ENTIRE AGREEMENT This Agreement, the City's Request for Proposal, the Contractor's Proposal, and the Specifications, together with any other written document referred to or contemplated by these documents, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 29. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR *By: j£t*6«Ji&t' CITY O corporati (print name/title^ LORRAINE City Clerk If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups. *Group A. Chairman, President, or Vice-President **Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, City Attorney Deputy City Attorne City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 10 CALIFORNIA ALL-PURPOSE CERTIFICATE OF ACKNOWLEDGMENT State of California County of JM^0 personally appeared before V* 0- A' ~i, y\A^XxL^ ./—^ OVA CTvi \J (\ " (Here insert name and title of the i -U. A- who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is^rasubscribed to the within instrument and acknowledged to me that he/she/tfKey executed the same in his/her/Mid)1 authorized capacity^ie|), and that by his/her/t^i^ signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executedthe instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNES/5 m/hand and 1 yU^ OFFICIAL SEAL" I JULIO SIMOES £ NOTARY PUBIC-CALIFORNIA » COMM. NO. 1779730 " SAN DIEGO COUNTY I MY COMM. EXP DEC 0 9011 I Signature^Notary Public (Notary Seal) ADDITIONAL OPTIONAL INFORMATION DESCRIPTION OF THE ATTACHED DOCUMENT A (Title or description of attached document)*" 4^* rV^/VyUl/v-^M^ "CX. S-t>AJL/ C Cfc (Title or description of attached document continued) Number of Pages I "O Document Date 7 / \~~) 1C (Additional information) CAPACITY CLAIMED BY THE SIGNER B Individual (s) D Corporate Officer D D D D (Title) Partners) Attorney-in-Fact Trustee(s) Other INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California must contain verbiage exactly as appears above in the notary section or a separate acknowledgment form must be properly completed and attached to that document. The only exception is if a document is to be recorded outside of California. In such instances, any alternative acknowledgment verbiage as may be printed on such a document so long as the verbiage does not require the notary to do something that is illegal for a notary in California (i.e. certifying the authorized capacity of the signer). Please check the document carefully for proper notarial wording and attach this form if required. • State and County information must be the State and County where the document signers) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signers) personally appeared which must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title (notary public). • Print the name(s) of document signers) who personally appear at the time of notarization. • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/they^- is /ate) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re-seal if a sufficient area permits, otherwise complete a different acknowledgment form. • Signature of the notary public must match the signature on file with the office of the county clerk. * Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. •'• Indicate title or type of attached document, number of pages and date. * Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach this document to the signed document 2008 Version CAPA vl2.10.07 800-873-9865 www.NotaryClasses.com CITY OF CARLSBAD GENERATOR MAINTENANCE SERVICES EXHIBIT "A" MANNER OF PERFORMING SERVICES PARTI GENERAL SPECIFICATIONS DEFINITIONS Whenever the following terms are used in this agreement, they shall have the following meaning: A. "BID ITEM" - Individual items of work in the CONTRACTOR'S proposal at an agreed price for the work. B. "CITY" - The CITY of Carlsbad. C. "CITY MANAGER" - The fully appointed CITY MANAGER of the CITY or his authorized representative. D. "CONTRACT ADMINISTRATOR" - The PUBLIC WORKS DIRECTOR'S designee for bidding, awarding and administering the CONTRACTOR'S work under this agreement. E. "CONTRACTOR" - The managing individual of the contracting entity or his authorized employees or representatives. F. "FULLY OPERATIONAL" - In a condition to undertake the function to adequately as a standby Generator. G. "PERIODIC INSPECTION" - Routinely scheduled or randomly noticed inspection or audit conducted by CITY. H. "PREVENTATIVE MAINTENANCE" - Work specified in the preventative maintenance schedule of this agreement that consist of work performed by the Contractor at a fixed price cost. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 11 I. "PUBLIC WORKS DIRECTOR" - The official designated as the Public Works Director of CITY, or any of his authorized representatives. J. "REPAIRS" - Work required to maintain the serviceability of Generators specified under this agreement that are outside the scope of the scheduled PREVENTATIVE MAINTENANCE. REPAIR work must be authorized by the CONTRACT ADMINSITRATOR prior to the CONTRACTOR performance. After hours REPAIRS are work outside of normal business hours as indicated in the Vendor's Proposed Cost of Services Chart and shall be compensated at the Bid Item Rate indicated in the Vendor's Proposed Cost of Services Chart. 1.00 STANDARDS OF WORK AND CONTRACTOR RESPONISBILITY 1.01 The CONTRACTOR shall perform the work described herein in a thorough and professional manner so that the City of Carlsbad is provided with reliable and high quality Generator Maintenance services at all times. 1.02 The CONTRACTOR shall furnish, at CONTRACTOR'S own expense, all labor, tools, equipment, parts and materials necessary, unless specifically excluded herein, to perform preventative maintenance at the Bid Item price. 1.03 The CONTRACTOR shall furnish, at CONTRACTOR'S own expense, tools and equipment necessary, unless specifically excluded herein, to perform authorized repairs at the Bid Item price for Labor. Cost of parts shall be paid at the CONTRACTOR'S invoice cost for parts plus the percentage of markup indicated in this proposal. 1.04 The CONTRACTOR'S forces shall leave work areas free of all dirt, litter, lubricants, or other materials utilized to perform maintenance services. The CONTRACTOR shall erect barricades, warning signs and any other devices to prevent unauthorized access by the public or unauthorized City staff to work areas. 1.05 Generator maintenance and repair shall be performed in accordance with accepted standards for Generator maintenance and repair to the satisfaction of the CONTRACT ADMINISTRATOR or his designee. CONTRACTOR shall immediately respond when notified by CITY to correct unsatisfactory work at no additional charge. 1.06 The CONTRACTOR shall maintain individual repair and maintenance logs listing all work performed under this agreement. These repair and maintenance logs shall be kept in a designated area on each site. Logs shall indicate the date of service, time of service, service performed, the technician performing service and any other information that may affect current or future operation of the Generators. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 12 The CONTRACTOR shall report these locations, by address, to CITY'S CONTRACT ADMINISTRATOR, or designee, within 48 hours. (Deductions may be made from the CONTRACTOR'S payments if maintenance and repair tasks are not reported to CITY within the time allowed.) 1.07 The CONTRACTOR shall, during the term of this CONTRACT, respond to all callbacks to the satisfaction of the CONTRACT ADMINISTRATOR, within three (3) hours of notification. Failure to comply with this requirement will result in a reduction in payment to the CONTRACTOR as determined appropriate by the CONTRACT ADMINISTRATOR. 1.08 The CONTRACTOR shall prepare and submit a schedule for PREVENTATIVE MAINTENANCE to the CONTRACT ADMINISTRATOR for approval. The PREVENTATIVE MAINTENANCE schedule shall be adhered to by CONTRACTOR unless deviation from the approve schedule is authorized by the CONTRACT ADMINISTRATOR. 1.09 CONTRACTOR shall, during the term of this CONTRACT, respond to requests for REPAIRS, or EMERGENCY REPAIRS as required, twenty-four (24) hours per day, seven (7) days per week, by dispatching required technicians to the site, within three (3) hours of contact by the CONTRACT ADMINISTRATOR. 2.00 GENERATORS TO BE MAINTAINED 2.01 The service areas, hours of operation, and frequencies of service under the provisions of this CONTRACT are detailed in Appendix "A". 2.02 CONTRACTOR acknowledges personal inspection of the sites and the surrounding areas and has evaluated the extent to which the physical condition thereof will affect the services to be provided. CONTRACTOR accepts the premises in their present physical condition, and agrees to make no demands upon CITY for any improvements or alterations thereof. 3.00 PAYMENT AND INVOICES 3.01 The CONTRACTOR shall present monthly invoices, for all work performed during the preceding month. Said invoice shall include all required certifications and reports as specified hereinafter. The invoice shall be submitted on or before the fifth (5th) day of each month in the amount of the compensation to be paid by the CITY for all services rendered by the CONTRACTOR under the terms and conditions of this CONTRACT. Said payment shall be made within thirty (30) days upon receiving the invoices, providing that all work performed during the preceding month has been inspected and accepted by the CONTRACT ADMINISTRATOR and that applicable certifications have been submitted in accordance with the provisions of this CONTRACT. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 13 3.02 The CONTRACTOR'S monthly invoices for PREVENTATIVE MAINTENANCE shall be prepared and submitted in an electronic format, clearly indicating the Purchase Order number, unit price, total work performed and correctly extended totals for each individual BID ITEM or separate item of work. An invoice format shall be submitted to the CONTRACT ADMINISTRATOR for approval. CONTRACTOR shall submit a fully itemized monthly bill to the CONTRACT ADMINISTRATOR, or designee. 3.03 Separate invoices for approved REPAIRS AND EMERGENCY REPAIRS shall be prepared and submitted in an electronic format acceptable to the CONTRACT ADMINISTRATOR, including attachments, such as copies of suppliers' invoices, which the CONTRACT ADMINISTRATOR may require to verify CONTRACTOR'S billing. Unless otherwise requested by the CONTRACT ADMINISTRATOR, one invoice shall be submitted for each discrete and complete REPAIR or EMERGENCY REPAIR. 3.04 In the event the CITY transfers title, maintenance responsibility, or changes service frequency of a portion thereof, this CONTRACT shall continue in full force and effect, except said portion, at the discretion of the CONTRACT ADMINISTRATOR, may be deleted from the agreement and the CONTRACT sum shall be reduced accordingly. The CONTRACT ADMINISTRATOR may, at his discretion, add new Generators to be maintained and/or repaired and/or require additional services. The CONTRACTOR shall be compensated for the additional facilities or services that are designated after the date of the commencement of this CONTRACT based on a negotiated proposal. Proposal costs shall not exceed customary costs of similar equipment as submitted in the REQUEST FOR BIDS or as adjusted in accordance with subsequent amendments to the agreement. The CONTRACT ADMINISTRATOR shall notify the CONTRACTOR of additions, reductions or deletions of areas to be serviced in writing. 4.00 ENFORCEMENT. DEDUCTIONS AND LIQUIDATED DAMAGES 4.01 The CONTRACT ADMINISTRATOR shall be responsible for the enforcement of this CONTRACT on behalf of CITY. In addition to deductions stipulated in other sections of this agreement, the CONTRACT ADMINISTRATOR may enforce deductions in accordance with Section 4.00. 4.02 The CONTRACT ADMINISTRATOR shall prepare and implement an INSPECTION RATING SYSTEM to be used to verify monthly payments and deductions from payments (see sample rating system as Appendix "B"). This form and system may be modified at the discretion of the CONTRACT ADMINISTRATOR. The CONTRACTOR agrees to be so evaluated by said City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 14 system and bound by the ratings and/or deductions from payments indicated in the monthly INSPECTION RATING SYSTEM report. To avoid deductions from payment, CONTRACTOR must receive a rating of 95 or higher per service area as described in Appendix "B". 4.03 If, in the judgment of the CONTRACT ADMINISTRATOR, the CONTRACTOR is deemed to be non-compliant with the terms and obligations of the CONTRACT, the CONTRACT ADMINISTRATOR, may, in addition to other remedies provided herein, withhold the entire monthly payment, deduct pro-rata from the CONTRACTOR'S invoice for work not performed, and/or deduct liquidated damages. Notification of the amount to be withheld or deducted from payments to CONTRACTOR will be forwarded to the CONTRACTOR by the CONTRACT ADMINISTRATOR in a written notice describing the reasons for said action. The monthly INSPECTION RATING SYSTEM report shall constitute reason for any deductions so imposed. 4.04 The action above shall not be construed as a penalty but as adjustment of payment to CONTRACTOR to recover cost or loss due to the failure of the CONTRACTOR to complete or comply with the provisions of this CONTRACT. 5.00 INSPECTIONS. MEETINGS. & REPORTS 5.01 CITY reserves the right to perform inspections, including inspection of CONTRACTOR'S equipment, at any time for the purpose of verifying CONTRACTOR'S performance of CONTRACT requirements and identifying deficiencies. 5.02 The CONTRACTOR or his authorized representative shall meet with the CONTRACT ADMINISTRATOR or his representative on each site at the discretion and convenience of the CONTRACT ADMINISTRATOR, for walk-through inspections. All routine maintenance functions shall be completed prior to this meeting. 5.03 At the request of the CONTRACT ADMINISTRATOR, the CONTRACTOR, or his appropriate representative, shall attend meetings and/or training sessions, as determined by the CONTRACT ADMINISTRATOR, for purposes of orientation, information sharing, CONTRACT revision, description of CITY policies, procedures, standards, and the like. 5.04 CONTRACTOR shall provide to the CONTRACT ADMINISTRATOR such written documentation and/or regular reports as the CONTRACT ADMINISTRATOR deems necessary to verify and review CONTRACTOR'S performance under this CONTRACT and to provide to the CONTRACT ADMINISTRATOR pertinent information relative to the maintenance, operation, and safety of the Generators. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 15 6.00 REGULATORY AGENCY COMPLIANCE 6.01 The CONTRACTOR shall assist the CITY with administering the fulfillment of requirements of the County of San Diego, Air Pollution Control District, Certificates of Registration requirements. 6.02 The CONTRACTOR shall assist the CITY with administering the fulfillment of requirements of the County of San Diego, Department of Environmental Health, Unified Program Facility Permit requirements. 6.03 The CONTRACTOR shall advise the CITY of required inspections, maintenance and repairs required to satisfy all regulating agencies requirements to insure uninterrupted services of the CITY'S Generators. 6.04 The CONTRACTOR shall maintain all logs required by regulatory agencies. These logs shall be kept at each site and shall contain all required reports or information which may be required by any regulatory agency to insure that the City of Carlsbad is not cited for any violations due to failure to maintain full and complete logs as required. The CONTRACTOR shall be responsible for paying any and all fines or penalties to regulatory agencies caused by failure to maintain complete and accurate records as required by law. In addition to any fines levied, the CONTRACTOR agrees to pay the CITY or have withheld from payments, a sum equaling 15% of any levied fine to compensate the CITY for administrative costs due to the CONTRACTOR'S failure to comply with this provision. 6.05 The CONTRACTOR shall provide these services as PREVENTATIVE MAINTENANCE at the BID ITEM price for each individual location and no additional compensation will be provided. 7.00 CONTRACTOR'S DAMAGES 7.01 All damages incurred to existing facilities by the CONTRACTOR'S operation shall be repaired or replaced, by the CONTRACTOR or by other forces, all at the discretion of the CONTRACT ADMINISTRATOR, all at the CONTRACTOR'S expense. 8.00 COMMUNICATIONS AND EMERGENCY RESPONSE 8.01 The CONTRACTOR shall, during the term of this CONTRACT, maintain a two twenty-four (24) hour emergency telephone numbers, toll free to a San Diego region area code. For hours beyond a normal 8 AM to 5 PM business day, an answering service shall be considered an acceptable substitute. Answering machines are not acceptable. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 16 8.02 All requests for emergency services shall require a qualified technician to be dispatched to the required location as soon as possible after notification; but in all cases within three (3) hours, to the satisfaction of the CONTRACT ADMINISTRATOR. If any emergency service request is not responded to in three (3) hours, the CONTRACT ADMINISTRATOR shall be notified immediately of the reason for not meeting the required response time followed by a written report to the CONTRACT ADMINISTRATOR within two (2) working days. 8.03 Whenever immediate action is required to prevent possible injury, death, or property damage, CITY may, after reasonable attempt to notify the CONTRACTOR, cause such action to be taken by alternate work forces and, as determined by the CONTRACT ADMINISTRATOR, charge the cost thereof to the CONTRACTOR, or deduct such cost from any amount due to the CONTRACTOR. This deduction shall include a markup for administrative costs equal to fifteen (15) percent of the actual costs incurred. 8.04 The CONTRACTOR shall maintain a written log of all communications, the date and the time thereof and the action taken pursuant thereto or the reason for non- action. Said log of complaints shall be open to the inspection of the CONTRACT ADMINISTRATOR at all reasonable times. 8.05 CONTRACTOR'S supervisor shall carry cellular telephones with local San Diego region area code. Supervisor shall respond to any call from the CITY within thirty (30) minutes at any time. 9.00 SAFETY 9.01 CONTRACTOR agrees to perform all work outlined in this CONTRACT in such a manner as to meet all accepted standards for safe practices during the performance op his duties and to safely maintain stored equipment, machines, and materials or other hazards consequential or related to the work; and agrees additionally to accept the sole responsibility for complying with all CITY, County, State or Federal requirements at all times so as to protect all persons, including CONTRACTOR'S employees, agents of the CITY, vendors, members of the public or others from foreseeable injury, or damage to their property. CONTRACTOR shall make annual inspections for any potential hazards at said sites and keep a log indicating date inspected and action taken. 9.02 CONTRACTOR shall notify the CONTRACT ADMINISTRATOR immediately of any occurrence of accident, injury, or persons requiring emergency services and, if so requested, shall prepare a written report thereof to the CONTRACT ADMINISTRATOR within three (3) calendar days following the occurrence. CONTRACTOR shall cooperate fully with the CITY in the investigation of any such occurrence. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 17 10.00 HOURS AND DAYS OF SERVICES 10.01 The acceptable daily hours of services shall be 8:00 am to 5:00 pm, Monday through Friday excluding City holidays, which shall be considered normal work hours as may pertain to any other provision of the CONTRACT. 10.02 CONTRACTOR shall provide staffing to perform the required services during the prescribed hours as specified in these contract documents. Any changes in the days and hours of operation heretofore prescribed shall be subject to approval by the CONTRACT ADMINISTRATOR. 10.03 Per State of California Labor Code, CONTRACTOR is directed to the following prescribed requirement with respect to the hours of employment. Eight (8) hours of labor under this CONTRACT shall constitute a legal day's work and said CONTRACTOR shall not require or permit any laborer, worker or mechanic, or any subcontractor employed by him to perform any of the work described herein to labor more than eight (8) hours during any one day or more than forty (40) hours during any one calendar week, except as authorized by State of California Labor Code Section 1815. 11.00 PREVENTATIVE MAINTENANCE SCHEDULES 11.01 The CONTRACTOR shall, within thirty (30) days after the award of bid of this CONTRACT, submit work schedules to the CONTRACT ADMINISTRATOR for review and approval. Said work schedules shall identify required operations and delineate the time frames for performance. A Routine Operations Schedule shall include all tasks required at the intervals required. The CONTRACTOR shall submit revised schedules when actual performance differs substantially from planned performance, and from time to time as requested by the CONTRACT ADMINISTRATOR. Said revisions shall be submitted to the CONTRACT ADMINISTRATOR for his review and approval, within five (5) working days prior to the original or revised scheduled time for the work, whichever is earlier. 12.00 CONTRACTOR'S STAFF AND TRAINING 12.01 The CONTRACTOR shall provide sufficient personnel to perform all work in accordance with the specification set forth herein. 12.02 In cooperation with the Carlsbad Police Department, CONTRACTOR agrees to, and to pay for, background checks if required by the CONTRACT ADMINISTRATOR on all personnel providing Generator services for this contract. In the event such background check reveals an item, which Carlsbad Police deems a security problem, City may request that such individual be removed from the list City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 18 of personnel authorized to provide services to the CITY. 12.03 CONTRACTOR'S personnel shall possess the minimum qualifications for the position in which each is working. All technicians dispatched under this agreement shall be at a minimum "Journeyman" level workers in their respective fields. 12.04 CONTRACTOR shall have a "Local" representative with authority to contractually bind CONTRACTOR in matters, which may arise during this agreement performance period. "Local" in the context of this agreement is defined as the southern California metropolitan area consisting of San Diego, Orange, Los Angeles or Riverside counties. CONTRACTOR shall provide, prior to commencement of work under this Agreement, in writing to the CONTRACT ADMINISTRATOR, a statement indicating by name the specific authority vested in the "Local" representative. CONTRACTOR'S "Local" representative shall be responsible for instructing and training of CONTRACTOR'S personnel in the proper and specified work method and procedures; directing, scheduling, and coordinating all services and functions to completely accomplish the work as required by this Agreement. The "local" representative shall be available for consultation regarding problems on a daily basis at some time during regular working hours (8:00 a.m. to 5:00 p.m., Monday through Friday). 12.06 Each crew of CONTRACTOR'S employees shall include at least one individual who speaks the English language proficiently. For the purposes of this section a crew is understood to be any individual worker or group of workers who might service any site without other CONTRACTOR'S supervisory personnel present. 12.07 The CONTRACT ADMINISTRATOR may at any time give CONTRACTOR written notice to the effect that the conduct or action of a designated employee of CONTRACTOR is, in the reasonable belief of the CONTRACT ADMINISTRATOR, detrimental to the interest of the public patronizing the premises. CONTRACTOR shall meet with representatives of the CONTRACT ADMINISTRATOR to consider the appropriate course of action with respect to such matter and CONTRACTOR shall take reasonable measures under the circumstances to assure the CONTRACT ADMINISTRATOR that the conduct and activities of CONTRACTOR'S employees will not be detrimental to the interest of the public patronizing the premises. 12.08 The CONTRACT ADMINISTRATOR may at any time order any of the CONTRACTOR'S personnel removed from the premises when, in the reasonable belief of the CONTRACT ADMINISTRATOR, said CONTRACTOR'S personnel is objectionable, unruly, unsafe, or otherwise detrimental to the interest of the CITY or the public patronizing the premises 12.09 The CONTRACTOR shall require each of his personnel to adhere to basic public works standards of working attire including uniform shirts and/or vests clearly City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 19 marked with the CONTRACTOR'S company name and employee name badges as approved by the CONTRACT ADMINISTRATOR. Sufficient changes shall be provided to present a neat and clean appearance of the CONTRACTOR'S personnel at all times. Shirts shall be worn and buttoned at all times. CONTRACTOR'S personnel shall be equipped with proper shoes and other gear required by State Safety Regulations. 13.00 NON-INTERFERENCE-NOISE 13.01 CONTRACTOR shall not interfere with the public use of the premises and shall conduct its operations as to offer the least possible obstruction and inconvenience to the public or disruption to the peace and quiet of the area within which the services are performed. 13.02 In the event that the CONTRACTOR'S operations must be performed when persons of the public are present, CONTRACTOR shall courteously inform said persons of any operations that might affect them and, if appropriate, request persons to move out of the work area. 14.00 DRUG AND ALCOHOL FREE WORKPLACE 14.01 The CITY is committed to maintaining a work environment free from the effects of drugs and alcohol consistent with the directives of the Drug Free Workplace Act. As a condition of this agreement, CONTRACTOR and CONTRACTOR'S employees shall assist meeting the requirements of this policy as set forth in the "City of Carlsbad Drug and Alcohol Use Policy" incorporated by reference herein. CONTRACTOR agrees that CONTRACTOR and CONTRACTOR'S employees, while performing services for the CITY, on CITY property, or while using CITY equipment will not be in possession of, use, or be under the influence of drugs or alcohol. CONTRACTOR has the duty to inform all employees or agents of CONTRACTOR that are performing service for CITY on CITY property or using CITY equipment of the CITY'S objective of a safe, healthful and productive workplace and the prohibition of drug or alcohol possession, use or impairment from same while performing such service for CITY. CITY has the right to terminate, or declare this or any other agreement CONTRACTOR has with the CITY in DEFAULT if CONTRACTOR'S employees are determined by the CONTRACT ADMINISTRATOR to have breached the provisions of Section 15 herein as interpreted and enforced pursuant to the provision of the "City of Carlsbad Drug and Alcohol Use Policy". 15.00 ASSIGNMENT OF CONTRACT City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 20 15.01 CONTRACTOR shall not assign this contract or any part thereof and or monies due there under without the prior written consent of the CONTRACT ADMINISTRATOR. 16.00 EXTRA WORK 16.01 The CITY may award Extra Work to the CONTRACTOR, or to other forces, at the discretion of the CONTRACT ADMINISTRATOR. New or unforeseen work will be classified as "Extra Work" when the CONTRACT ADMINISTRATOR determines that it is not covered by CONTRACT unit prices. Adjustment in payment for Extra Work shall be performed by agreement between the CONTRACT ADMINISTRATOR and the CONTRACTOR or on a NEGOTIATED PROPOSAL AND ACCEPTANCE basis in accordance with Section 17.00 or on a TIME AND MATERIALS basis in accordance with Section 18.00. 16.02 If the CONTRACT ADMINISTRATOR determines that the Extra Work can be performed by CONTRACTOR'S present work force, CONTRACT ADMINISTRATOR may authorize modification of the CONTRACTOR'S Routine Operations Schedule or Annual Calendar in order to compensate CONTRACTOR for performing said work. 16.03 Prior to performing any Extra Work, the CONTRACTOR shall prepare and submit a written proposal including a description of the work, a list of materials, and a schedule for completion. No work shall commence without written approval of the CONTRACTOR'S proposal by the CONTRACT ADMINISTRATOR. This proposal is subject to acceptance or negotiation by the CONTRACT ADMINISTRATOR. 16.04 In the event that CONTRACTOR'S proposal for Extra Work is not approved, the CONTRACT ADMINISTRATOR reserves the right to perform such work with other forces or to compel the CONTRACTOR to perform the work on a TIME AND MATERIALS Basis. Invoices for EXTRA WORK on a TIME AND MATERIALS basis are subject to CONTRACTOR markup in accordance with the Vendor's Proposed Cost of Services chart. 16.05 When a condition exists which the CONTRACT ADMINISTRATOR deems urgent, the CONTRACT ADMINISTRATOR may verbally authorize the work to be performed upon receiving a verbal estimate from the CONTRACTOR. However, within twenty-four (24) hours after receiving a verbal authorization, the CONTRACTOR shall submit a written estimate, consistent with the verbal authorization, to the CONTRACT ADMINISTRATOR for approval. 16.06 All Extra Work shall commence on the specified date established and CONTRACTOR shall proceed diligently to complete said work within the time allotted. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 21 17.00 NEGOTIATED PROPOSAL AND ACCEPTANCE 17.01 The CITY may award work to the CONTRACTOR, at the discretion of the CONTRACT ADMINISTRATOR. New work will be awarded on a negotiated proposal and acceptance basis as when the CONTRACT ADMINISTRATOR determines that it is appropriate to negotiate a fixed price for work in lieu of utilizing unit prices. Payment for Work shall be performed by negotiated agreement between the CITY and the CONTRACTOR or on a TIME AND MATERIALS basis in accordance with the Vendor's Proposed Cost of Services chart. 17.02 Prior to performing any work, the CONTRACTOR shall prepare and submit a written proposal including a description of the work, a list of materials, and a schedule for completion. No work shall commence without written approval of the CONTRACTOR'S proposal by the CONTRACT ADMINISTRATOR. This proposal is subject to acceptance or negotiation by the CONTRACT ADMINISTRATOR. 17.03 All work shall commence on the specified date established and CONTRACTOR shall proceed diligently to complete said work within the time allotted. 18.00 TIME AND MATERIALS 18.01 In the event that the CONTRACT ADMINISTRATOR determines that work requested is of an unknown duration, not easily quantified or the CONTRACTOR'S proposal for work is not approved, the CONTRACT ADMINISTRATOR reserves the right to perform such work with other forces or to compel the CONTRACTOR to perform the work on a TIME AND MATERIALS basis. 18.02 The CONTRACT ADMNISTRATpR may direct CONTRACTOR to proceed by allowing him/her to use the following rates or percentages as added costs for the markup of all overhead and profits: 1) Labor As Stipulated in Vendor's Proposed Cost of Services chart. 2) Materials As Stipulated in Vendor's Proposed Cost of Services chart. 3) Equipment Rental 15 4) Other Items and Expenditures .... 15 Regardless of ownership, the rates and right-of-way delay factors to be used in determining rental and delay costs shall be the edition of the, Labor Surcharge and Equipment Rental Rates published by CALTRANS, current at the time of the actual use of the tool or equipment. The right-of-way delay factors therein shall be used as multipliers of the rental rates for determining the value of costs for delay to the CONTRACTOR and subcontractor, if any. The labor surcharge rates published therein are not a part of this contract." 18.03 All work shall commence on the specified date established and CONTRACTOR shall proceed diligently to complete said work within the time allotted. 19.00 FUEL AND FLUIDS City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 22 19.01 The CONTRACTOR shall provide oil, coolant and all other mandatory operating fluids required to perform PREVENTATIVE MAINTENANCE. Fluids required for PREVANTATIVE MAINTENANCE are included in the BID ITEM price for each location and no other compensation shall be allowed. 19.02 The CONTRACTOR shall provide oil, coolant and all other mandatory operating fluids required to perform REPAIRS. Fluids required for REPAIRS may be billed separately at fair market value at the time of service. 19.01 The CONTRACTOR shall provide #2 Diesel Fuel (Bio Diesel and other alternative fuels shall not be allowed) to keep all generators fuel levels to the maximum level allowed by manufacturers specifications. Fuel may be billed separately at the fair market value at the time of delivery. At the discretion of the CONTRACT ADMINISTRATOR, the CONTRACTOR may be issued a miscellaneous fuel card for procurement of Diesel Fuel at the CITY'S fueling station located at 2480 Impala Drive. If the CONTRACTOR utilizes CITY owned fuel for 19.02 At the discretion of the CONTRACT ADMINISTRATOR, the CONTRACTOR may be issued a miscellaneous fuel card for procurement of Diesel Fuel at the CITY'S fueling station located at 2480 Impala Drive. If the CONTRACTOR utilizes CITY owned fuel for portions of this work, the CONTRACTOR shall not be compensated for transport of fuel to the required locations. The CONTRACTOR agrees that use of CITY owned fuel is included in the BID ITEM price for PREVENTATIVE MAINTENANCE. 20. STORM WATER POLLUTION PREVENTION PLAN 20.01 The CONTRACTOR shall incorporate and comply with all applicable Best Management Practices (BMPs) during the completion of this agreement. All work must be in compliance with the most current San Diego Regional Water Quality Control Board (RWQCB) permit, Carlsbad Municipal code and the City of Carlsbad Jurisdictional Urban Runoff Management Plan (JURMP) incorporated herein by reference. 20.02 If in the opinion of the project manager, the Contractor is not in compliance with this provision CITY reserves the right to implement BMP's to the maximum extent practical, and deduct payment due or back charge the Contractor for implementation with a 15% markup for administration and overhead. City of Carlsbad Global Power Group, Inc. Generator Maintenance Services 23 City of Carlsbad Generator Maintenance Services Exhibit "A" Global Power GROUP, INC. June 3, 2008 Dale Schuck City of Carlsbad -Public Works 405 Oak Avenue Carlsbad, CA 92008 RE: Planned Maintenance Agreement Proposal for 6/08 Through 10/08 as necessary City of Carlsbad Public Works - Emergency Power Systems Dear Dale, Thank you for allowing Global Power Group Inc. (GPG) the opportunity to provide this proposal for the preventive maintenance at your facilities. GPG offers a more interactive option to the traditional preventive maintenance plan. Our goal is to provide a premium level of preventive maintenance service following standards established by most major generator manufacturers. Asa GPG Contract Customer you and your staff will be able to view the current status as well as selected history of your emergency power systems history via a secured Web Based Service Management System. You will be able to view the information on line anywhere you have access to the internet. This feature eliminates the need to contact us for basic account info as well as any fluid sample or equipment operating history. m We offer 24 hour service 7 Days a week • We deliver #2 EPA diesel fuel with our own diesel fuel delivery truck. • We hold a current C-10 Electrical Contractors License. • We provide assistance with Engine Emissions information and APCD Registration. • We are a certified DOT Drug Free Workplace with random monthly testing. • We employ Factory Trained Generator Service Engineers • Our technicians are Hazmat Certified to legally haul specified amounts of hazardous wastes. • We own fully equipped late model service trucks ready to respond at a moments notice. We will work with your staff to keep your Emergency Power System operating as safely and reliably as possible. In addition we will constantly keep you abreast of any changes in local environmental and safety codes and potential problems that could jeopardize the stand-by reliability of your equipment. If you have questions or concerns about this proposal, I would like to meet with you in the near future and provide a proposal that will better meet your needs. Sincerely, Gerry LaFargue Service Contracts Manager City of Carlsbad Generator Maintenance Services Exhibit "A" Page -1 - of 5 202 Greenfield Drive, Suite C, El Cajon CA 92020 www.GlobalPowerGroup.net 866-54POWER Planned Maintenance Proposal - Scope of Work For City of Carlsbad -Public Works Date: June 3, 2008 Attention: Dale Schuck This proposal is a InterimPreventive Maintenance Program for the emergency power systems at the City of Carlsbad Public Works Facilities. The maintenance will consist of Monthly Reliability Inspections only. All of the following Inspections and Services will be performed during regular business hours. In between our monthly services it is the owner/operator's responsibility to check battery water level, oil level, coolant level, switch and circuit breaker positions, and general condition of the equipment. Monthly Inspections Enclosure Inspect installation for obstructions or debris Inspect enclosure for corrosion or openings Verify logbook runtime entries match running time meter, correct as necesssary Verify necessary documents are included in equipment logbook case Batteries Starting batteries will be cleaned, Electrolyte levels and specific gravity will be checked Reports made for recharging or replacing Battery charging system will be checked for proper operation. Fuel System Above ground diesel fuel tanks and lines will be inspected for defects. Critical fuel levels will be noted, authorization for top off requested (Refueling will be recommended when fuel is below 90%) Engine Check lor fuel, oil or coolant leaks, tighten all bolts as necessary All fluid levels will be checked and topped-offas necessary. (Fuel not included) Governor system and linkage will be checked for binding and proper operation Air cleaners will be checked and if necessary recommendations made for replacement. Engine block heaterfs) and associated plumbing will be checked for proper operation. All belts will be checked for proper tension, signs of age and wear Cooling System Radiator will be checked externally for debris, leaks or corrosion Coolant will be tested for proper mixture with a coolant test strip Internal condition of cooling system noted Radiator cap will be checked for proper seal Cooling system hoses will be checked tighten all clamps as necessary Generator Controller Check electrical connections and wiring for any abrasion or chaffing Tighten all electrical connections Check switches and gauges - 1 - City of Carlsbad Generator Maintenance Services Exhibit "A" Page - 2 - of 5 Check panel lights Switchqear Automatic transfer switches will be visually inspected Panel lights and displays will be checked Planned Maintenance Proposal - Scope of Work For City of Carlsbad - Public Works (Continued) Operational Generator Checks GPG Service Engineer will enter running time meter start time in logbook Generator breaker will be opened Generator set will be started Building load will be applied to generator for 30 minutes upon authorization Engine gauges will be checked for proper operation Equipment will be checked for abnormal speed, operation, vibration, leaks and noises Engine and control gauges will be observed for proper operation Engine water pump will be checked for leaks and signs of wear Check voltage and frequency outputs Electrical and mechanical shutdowns will be tested All readings will be recorded on work order Generator will be shut down, generator run time log entry made Pre -departure Procedure Service engineer will apply touch up paint, if necessary Preserve reasonable overall appearance of equipment Customer representative will be instructed on upkeep procedures Report condition of the components tested to the customer representative Note any recommendations for repairs that are needed or required If there are any problems encountered during the planned maintenance service visit they will be brought to the attention of the owner/operator. Repairs will only be made after proper authorization from owner/operator is given to the technician. Labor will be billed at reduced special contract labor rates depending upon when the service is to be performed. In between our monthly services it is the owner/operator's responsibility to check battery water level, oil level, coolant level, switch and circuit breaker positions, and general condition of the equipment. Note: If at any time you are not completely satisfied with our services please do not hesitate to call me and discuss any problem with the terms of this contract or the performance of our staff. - 2 - City of Carlsbad Generator Maintenance Services Exhibit "A"Page - 3 - of 5 City of Carlsbad - Public Works Equipment to be Serviced City Hall Model # CAT 3116 Unit Serial # 2SG00399 Spec* 7C6599 Safety Center Model # CAT3406 Unit Serial # 4ZR05509 Spec* 128-7027 Fire Station #5 Model # Spectrum 30DS60 Unit Serial #391950 Spec* PA-192101-81 Fire Station #1 Model # Generac 95A04369-S Unit Serial #2023329 Calavera C.C. Model # Onan DGBC-3371895 Unit Serial #£990909365 Spec* £ Stagecoach C.C. Model # Onan DGBC-3371695 Unit Serial #£990909363 Spec* £ Sen/or Center Model # Onan DGBC-3371894 Unit Serial #£990909369 Spec* £ Fleet Mtc. Model # Onan DGBC-3371895 Unit Serial #£990909364 Spec* £ Faraday Center Model #CAT 3406 Unit Serial # 4ZR05509 Spec* 128-7027 Dove Library Model # Kohler 230ROZD Unit Serial #609159 Spec* PA-132460 Fire Station #2 Model # Portable Unit Serial'# Spec* Fire Station #3 Model # Portable Unit Serial # Spec* Fire Station #4 Model # Portable Unit Serial # Spec* Fire Station #6 Model # Portable Unit Serial # Spec* Monthly Interim Cost for the above services $ 3,240.00 per month Total Interim Cost for the above services »»»»»»>»»»»»»»»»»»»»»»> $12,960.00 /120 days * Total Interim Cost for the above services »»»»»»»»»»»»»»»»»»»»»» $19,440.00 /180 days * Transfer Switch Model # Cutler Hammer ATV1KDA30300BSU Transfer Switch Serial #1201 Transfer Switch Model # Zenith ZtsL60FC-7 Transfer Switch Serial # Transfer Switch Model # Caterpillar TCD2E6PE Transfer Switch Serial # 10188 Transfer Switch Model # Olympian Transfer Switch Serial # Transfer Switch Model # Onan OTA-3371896 Transfer Switch Serial # D990899884 Transfer Switch Model # Onan OTA-3371897 Transfer Switch Serial # D990899897 Transfer Switch Model # Onan OTB-3371898 Transfer Switch Serial # D990899896 Transfer Switch Model # Onan OTA-3371896 Transfer Switch Serial # D990899885 Transfer Switch Model # Zenith ZTSL60FC-7 Transfer Switch Serial # Transfer Switch Model # Kohler K-566541-104 Transfer Switch Serial # K88492 - 3 - City of Carlsbad Generator Maintenance Services Exhibit "A" Page - 4 - of 5 * Includes miscellaneous maintenence fluids for top off and cleaning and tax. Planned Maintenance Proposal - Terms and Conditions For City of Carlsbad - Public Works This agreement provides that GPG Inc. will perform the aforementioned service items that should enhance the service life of the equipment listed in "Exhibit A" of this proposal and avoid premature failure of that equipment provided there are no material defects or manufacturing flaws in design and/or production of that equipment when this agreement is initiated. This Planned Maintenance Agreement is neither a contract of performance nor a guarantee that the equipment listed in Exhibit A of this proposal will operate to its specific performance standards 100% of the time while under the care of GPG. In between our monthly services it is the owner/operator's responsibility to check battery water level, oil level, coolant level, switch and circuit breaker positions, and general condition of the equipment. At the customers request GPG shall provide evidence of insurance coverage for general liability (inlcuding an additional insured endorsement in favor of owner) and workers' compensation". Unless otherwise stated all invoices will be mailed to the billing address after PM services are completed. All invoices are due net 30 days from invoice with approval of credit. In between our monthly services it is the owner/operator's responsibility to check battery water level, oil level, coolant level, switch and circuit breaker positions, and general condition of the equipment. Billing Address: City of Carlsbad - Public Works Phone (760) 434-2949 405 Oak Avenue Carlsbad, CA 92008 Key Personnel Contact List Dial Main Number (619) 579-1221 Ext.201 - Dispatch Service and Fuel Scheduling Issues Ext 205 - Sal Martorana - Service Manager. Service Issues Ext.205 - Sal Martorana - Equipment Rental Manager- Rental Equipment Ext.202 - Gerry LaFargue PM Agreement Issues Ext.207- Chuck Knez- Parts Department and Project Estimator Emergency Generator 24 Hour Hotline (After Hours Only) (Dial Main Number (619) 579-1221) (All Pricing is Per Hour) Labor ST Labor OT Labor DT Labor Holiday Mileage First 75 Miles Mileage Each Additional Mile Shop ST*, OT*, Dr Are Same As Standard Rates Electrical Fuel Deliveries ST under SO gal Fuel Deliveries ST Over SOgal Fuel Deliveries OT & Saturday Fuel Deliveries Sunday Fuel Deliveries Holiday Rentals Delivery ST" Rentals Delivery OT** Rentals Delivery DT** Load Bank Testing (0-100kW)~* Load Bank Testing (101-600kW)*** Load Bank Testing (601-1000kW)"* Load Bank Testing CfOOO-2500kW)*** Fuel Polish (per hour)"" Hazardous Waste Disposal Contract Rate $ 85.00 $ 127.50 $ 160.00 $ 225.00 $ 1.00 $ 0.55 $ 95.00 $ 80.00 $ 45.00 No Charge $ 60.00 $75.00 $ 185.00 $ 75.00 $ 112.50 $ 150.00 $ 125.00 $ 175.00 $ 225.00 $ 275.00 $ 120.00 Standard Rate $ 95.00 $ 142.50 $ 190.00 $ 255.00 $ 1.25 $ 1.10 $ 95.00 $ 85.00 $ 45.00 No Charge $ 60.00 $90 $ 235.00 $ 75.00 $ 112.50 $ 150.00 $ 150.00 $ 200.00 $ 250.00 $ 300.00 $ 120.00 3% of all tillable parts and labor NTE $30.00 4 hour minimum 4 hour minimum 4 hour minimum 4 hour minimum 4 hour minimum 4 hour minimum 4 hour minimum 4 hour minimum mm * 1 Hour Minimum "*' No Mileage Charge ' Per Hour Portal to Portal Per Day, During Normal Business Hours. ""* The First 2 Filters Are Included: Each Additional Filter is $25,00