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HomeMy WebLinkAboutA9254 - MANSFIELD POWER & GAS , LLCRA AAICCI=NIFRr y linen[$: o44N if "--- - - - ACORD- CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDIYYYY) 1 1/29/2025 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 have ADDITIONAL INSURED provisions or 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 any rights to the certificate holder in lieu of such endorsement(s). PRODUCER Marsh & McLennan Agency LLC RECEIVED 100 Kimball Place, Suite 300 CONTACT JeSleen Kaur H No Ert: A/C No E-MDDARILESS: Jasleen.Kaur@MarshMMA.com A INSURER(S) AFFORDING COVERAGE NAIC # Alpharetta, GA 30009 L �u + 20�� 770 476-1770 I IJ I INSURER A: Starr Indemnity & Liability Company 38318 INSURED Mansfield Oil Company of OFFICE OF THE Cl"I IN URER B : Zurich American Insurance Company 16535 vlgators Specialty Insurance Company 36056 Gainesville, Inc. INSURER D : Harleysville Insurance Company New York 10674 1025 Airport Parkway, SW INSURER E : Crum & Forster Specialty Ins. Co. 44520 Gainesville, GA 30501 INSURER F : Gemini Insurance Company ., �.r.crr.i •u inoco. 10833 GOVEHAUtb VGrl1 rr------ 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 CONTRACTOR 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. ADDL SUBR POLICY EFF POLICY EXP UMITS SR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD MMID A �( COMMERCIAL GENERAL LIABILdTY 1000090701251 2/01 /2025 02/01/202 EACH OCCURRENCE $1 OOO OOO DAMAGE T RENTED $1 OOO O00 CLAIMS -MADE � OCCUR PREMISES Eaoccunence n nnn B BAP015277705 SEE BELOW 2/01/2025 2/01/2025 02/01/202 MED EXP (Any one person) PERSONAL & ADV INJURY $1 $1 GENERAL AGGREGATE $2 GEN'L X AUTOMOBILE X X X AGGREGATE LIMIT APPLIES PER: PRO- POLICY ❑ JECT LOC OTHER: LIABILITY ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY X AUTOS ONLY MCS90 X CA9948 PRODUCTS-COMP/OPAGG $2 COMBINED SINGLE LIMIT Eaaccident $ 1 BODILY INJURY (Per person) $ BODILYINJURY(Peraccident) $ PROPERTY DAMAGE PROPERT Per accident) $ $ UMBRELLA LIAB EXCESS LIAB Tj�OCCUR CLAIMS -MADE 02/01/202 EACHOCCURRENCE $ AGGREGATE $ B WORKERS COMPENSATION WC015277505- 2/01/2025'02/01/2026 X r AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNERIEXECUTIVEY�N (FL,MA,NE,NY,OR,WI) E.L. EACH ACCIDENT $1 OFFICER/MEMBER EXCLUDED? � N f A (Mandatory in NH) WC015277605 E.L. DISEASE - EA EMPLOYEE $1 If yes, describe under E.L. DISEASE - POLICY LIMIT $1, DESCRIPTION OF OPERATIONS below C Pollution Liab- NY24ESPZOG8521C 3/01/2024 03/01/202 $10,000,000 Each Occ. Claims Made $15,000,000 Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required) INSURER G RSUI Indemnity Co.. - NAIC #22314 INSURER H - Great American Assurance Co. NAIC #26344 (See Attached Descriptions) CERTIFICATE HOLDER CANGtLLAI IIJN SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Palm Springs, its THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN officials, employees and agents ACCORDANCE WITH THE POLICY PROVISIONS. 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 AUTHORIZED REPRESENTATIVE 1J twoo-cu I MVW— I n vn.+.v... nu .y. .o ....a.,. ACORD 25 (2016103) 1 of 2 The ACORD name and logo are registered marks of ACORD #S 14734401 /M 14724671 JXS W M CONTRACT ABSTRACT Contract Company Name: Company Contact: Summary of Services: Contract Price: Funding Source: Contract Term: Mansfield Power & Gas, LLC. Derek Betlejewski Purchase of Natural Gas $603,000.70 TBD 1 YR Contract Administration Lead Department: Contract Administrator: Facilities Heather MacPherson/ Tabitha Richards Contract Approvals Council/City Manager Approval Date: Minute Order/Resolution Number: Agreement Number: N/A Contract Compliance Exhibits: Signatures: Insurance: Bonds: Business License: Attached Attached Attached n/a n/a Contract prepared by: Submitted on: By: Leigh Gileno DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 1 of 16 CONTRACT SERVICES AGREEMENT A9254 REQUEST FOR NATURAL GAS PRICING AND RELATED INFORMATION THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on October 18, 2022 by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Mansfield Power and Gas, a Georgia Limited Liability Company, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services to deliver natural gas to the City of Palm Springs, (“Project”). B. Contractor has submitted to City a Bid to provide natural gas, under the terms of this Agreement. C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project. D. City desires to retain the services of Contractor for the Project. NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. CONTRACTOR SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern. 1.2 Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. 1.3 Licenses and Permits. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the Services required by this Agreement. 1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement. 2. TIME FOR COMPLETION The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit “A.” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 2 of 16 and without the fault or negligence of the non-performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party responsible for the delay. 3. COMPENSATION OF CONTRACTOR 3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total estimated amount of Compensation shall not exceed $603,000.70 except as outlined in the scope of work subject to consumption and maintenance periods. 3.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City’s finance director. Payments shall be based on the hourly rates set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice. 3.3 Changes. In the event any change or changes in the Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession. 3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit “A.” Any time period extension must be approved in writing by the Contract Officer. 4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of 12 months, commencing on January DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 3 of 16 1, 2023, and ending on December 31, 2023, unless extended by mutual written agreement of the Parties. 4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 5. COORDINATION OF WORK 5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Tammy Norman, President. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer. 5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals, and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents, or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 4 of 16 connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contractor shall not have any authority to bind City in any manner. 5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor. Name: Title: Derek Betlejewski Sr. Business Development Executive 5.6 California Labor Code Requirements. A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify, and hold the City, its officials, officers, employees, and agents free and harmless from any claims, liabilities, costs, penalties, or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. 6. INSURANCE Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference. 7. INDEMNIFICATION. 7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 5 of 16 City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 7.2 Design Professional Services Indemnification and Reimbursement. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. 8. RECORDS AND REPORTS 8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. 8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents. 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder. DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 6 of 16 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement. 9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement. 10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 7 of 16 ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), s exual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting. 11. MISCELLANEOUS PROVISIONS 11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing. To City: City of Palm Springs Attention: City Manager/ City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 To Contractor: Mansfield Power & Gas, LLC Attn: Derek Betlejewski 1025 Airport Parkway Gainsville, GA 30501 11.2 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement. 11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties. 11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties. 11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees. 11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 8 of 16 conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement. 11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. [SIGNATURES ON NEXT PAGE] DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 9 of 16 SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND MANSFIELD POWER & GAS, LLC IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _____________________________ By: _____________________________ Signature Signature (2nd signature required for Corporation) Date: ___________________________ Date: ___________________________ CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _______ Item No. ________ Agreement No. _________ APPROVED AS TO FORM: ATTEST: By: _____________________________ By: _____________________________ City Attorney City Clerk APPROVED: By: _____________________________ Date: ____________________________ City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 10/20/2022 10/25/2022 11/10/2022 Item 1.F A9254 Page 10 of 16 EXHIBIT “A” SCOPE OF SERVICES/WORK Including, Delivery Point And Compensation DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 11 of 16 Scope: The Contractor shall supply natural gas to the City base on the following projections for the term of the contract. Projected Usage for next 12-month period (January 2023 thru December 2023): The projected amount of natural gas in dekatherms that the City will require during the next 12-month period is as follows: (These estimated amounts should be used for the basis of your pricing, however there may be maintenance downtime or other factors that could impact these projections) Projected Usage January - December 2023 Core 13990757 Non- Core 12886051 Municipal Plant Jan-23 375.00 5,200.00 5,575.00 Feb-23 500.00 4,000.00 4,500.00 Mar-23 600.00 5,500.00 6,100.00 Apr-23 700.00 6,900.00 7,600.00 May-23 600.00 7,400.00 8,000.00 Jun-23 1,500.00 8,000.00 9,500.00 July-23 1,800.00 7,800.00 9,600.00 Aug-23 1,700.00 7,500.00 9,200.00 Sep-23 800.00 7,500.00 8,300.00 Oct-23 675.00 6,400.00 7,075.00 Nov-23 550.00 6,200.00 6,750.00 Dec-23 600.00 5,500.00 6,100.00 Plant Total (Dth) : 88,300.00 Purchase of Natural Gas: The City’s gas is purchased and billed monthly, not in one tranche. Application for payment shall be submitted by the twentieth day of each month, the Contractor shall submit to the City an invoice for services provided during the previous month. The contract pricing shall allow for the City to consume as little as 90% of the contracted amount or as much as 110% of the contracted amount without penalty. Should the usage exceed this 10% threshold the incremental bandwidth factor will be applied to the price. Delivery Point: SoCal Citygate The contract pricing is BTS tariff “neutral”, such that any BTS tariff per Dth shall be charged according to the filed tariff rates at the time of delivery. DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 12 of 16 Compensation: Gas Pricing ITEM DESCRIPTION UNIT ESTIMATED QUANTITY UNIT PRICE SUBTOTAL 1 12-month fixed price for natural gas Dth 88,300 $6.829 $603,000.70 2 10% Bandwidth Incremental Dth $0.04 3 10% Bandwidth Decremental Dth ($0.01) TOTAL Unit Price of $6.829 includes BTS. BTS will not be passed through as an additional line item. DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 13 of 16 EXHIBIT “B” INSURANCE PROVISIONS Including Verification of Coverage, Sufficiency of Insurers, Errors and Omissions Coverage, Minimum Scope of Insurance, Deductibles and Self-Insured Retentions, and Severability of Interests (Separation of Insureds) DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 14 of 16 INSURANCE 1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement. Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. 2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate; 2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence; 3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is: _________ required ___x_____ is not required; 4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Invitation for Waiver of Workers’ Compensation Insurance Requirement form. 3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy. 5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 15 of 16 insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City. 6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, effecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). B. "This insurance is primary and non-contributory over any insurance or self-insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them. 7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 16 of 16 evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions. 8. Severability of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability. DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 14 of 41 ATTACHMENT A SIGNATURE AUTHORIZATION INVITATION FOR BIDS (IFB 23-10) NATURAL GAS *THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR BID NAME OF COMPANY(BIDDER): Mansfield Power and Gas, LLC BUSINESS 1025 Airport Parkway SW, Gainesville, GA 30501 ADDRESS: TELEPHONE: CELL PHONE 630-903-3869 FAX CONTACT PERSON Derek Betlejewski EMAIL ADDRESS dbetlejewski@mansfieldpowergas.com A. I hereby certify that I have the authority to submit this Bid to the City of Palm Springs for the above listed individual or company. I certify that I have the authority to bind myself/this company in a contract should I be successful in my bid. Tammy Norman - President, MPG PRINTED NAME AND TITLE Tammy Norman Tammy Norman (Oct 14, 2022 09:50 EDT) SIGNATURE AND DATE B. The following information relates to the legal contractor listed above, whether an individual or a company. Place check marks as appropriate: 1. If successful, the contract language should refer to me/my company as: An individual; A partnership, Partners’ names: A company; A corporation If a corporation, organized in the state of: Georgia 2. My tax identification number is: 46-2906907 Please check below IF your firm qualifies as a Local Business as defined in the IFB: A Local Business (licensed within the jurisdiction of the Coachella Valley). Copy of current business license is required to be attached to this document. ADDENDA ACKNOWLEDGMENT: Acknowledgment of Receipt of any Addenda issued by the City for this IFB is required by including the acknowledgment with your bid. Failure to acknowledge the Addenda issued may result in your Bid being deemed non-responsive. DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 16 of 41 ATTACHMENT B NON-COLLUSION AFFIDAVIT INVITATION FOR BIDS (IFB 23-10) NATURAL GAS PRICING *THIS FORM MUST BE COMPLETED EXECUTED BY BIDDER AND SUBMITTED WITH YOUR BID The undersigned, deposes and says that he or she is President of Mansfield Power and Gas, LLC , the party making the foregoing Bid. That the Bid is not made in the interests of, or on the behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Bid is genuine and not collusive or sham; that the Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham Bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any Bidder or anyone else to put in a sham Bid, or that anyone shall refrain from Bidding; that the Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Bid price of the Bidder or any other Bidder, or to fix any overhead, profit, or cost element of the Bid price, or of that of any other Bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the Bid are true; and, further, that the Bidder has not, directly or indirectly, submitted his or her Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, Bid depository, or any other member or agent thereof to effectuate a collusive or sham Bid. Signature: Tammy Norman Tammy Norman (Oct 14, 2022 09:50 EDT) Title: Date: President 10/13/2022 DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Page 17 of 41 ATTACHMENT C CITY OF PALM SPRINGS, CA CONFLICT OF INTEREST AND NON-DISCRIMINATION CERTIFICATION INVITATION FOR BIDS (IFB 23-10) NATURAL GAS PRICING THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR BID Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting. NAME OF CONTRACTOR: Mansfield Power and Gas, LLC NAME and TITLE of Authorized Representative: (Print) Tammy Norman, President Signature and Date of Authorized Representative: (Sign) Tammy Norman Tammy Norman (Oct 14, 2022 09:50 EDT) (Date) 10/13/2022 DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS AUTOS ONLY HIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY NON-OWNED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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 have ADDITIONAL INSURED provisions or 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 any rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) ACORDTM CERTIFICATE OF LIABILITY INSURANCE Starr Indemnity & Liability Company Zurich American Insurance Company Allied World Assurance Company (U.S.) I Endurance American Specialty Insurance Gemini Insurance Insurance Co. Hallmark Specialty Ins. Co. 10/20/2022 Marsh & McLennan Agency LLC 11330 Lakefield Drive Suite 100 Johns Creek, GA 30097-1508 Vera F Cohan 770-476-1770 770-476-3651 Vera.Cohan@MarshMMA.com Mansfield Power and Gas, LLC 1025 Airport Parkway, SW Gainesville, GA 30501 38318 16535 19489 41718 10833 26808 A X X 1000090701221 02/01/2022 02/01/2023 1,000,000 1,000,000 10,000 1,000,000 2,000,000 2,000,000 B X X MCS90 X X X CA9948 BAP015277702 02/01/2022 02/01/2023 1,000,000 SEE BELOW 02/01/2022 02/01/2023 B N WC015277502 (FL,MA,WI) WC015277602 02/01/2022 02/01/2023 X 1,000,000 1,000,000 1,000,000 C Pollution Liab.- Claims Made 03059391 GVE100229304 12/23/2020 12/23/2023 $10,000,000 Each Inc. $10,000,000 Aggregate INSURER G - RSUI Indemnity Co. - NAIC #22314 EXCESS AUTO LIABILITY: Insurer D - Policy #EXT30003209601 - $1,000,000 xs Primary Insurer E - Policy #GVE100229304 - $5,000,000 xs $1,000,000 Insurer F - Policy #77HX225CD2 - $3,000,000 xs $6,000,000 (See Attached Descriptions) City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 1 of 2 #S11919448/M9258132 MANSFENERGClient#: 644412 JJKHL 1 of 2 #S11919448/M9258132 DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 SAGITTA 25.3 (2016/03) DESCRIPTIONS (Continued from Page 1) Insurer D - Policy #EXT30015570400 - $5,000,000 xs $9,000,0000 EXCESS GENERAL LIABILITY: Insurer A - Policy #1000095554221 - $10,000,000 xs Primary EXCESS EMPLOYERS LIABILITY: Insurer D - Policy #EXT30015570400 - $5,000,000 xs Primary Insurer G - Policy #NHA096895 - $5,000,000 xs $5,000,000 (GL) Additional Insured per form OG183 04/12 - Additional Insured - Where Required Under Contract or Agreement (Primary Coverage) (GL) Additional Insured per form CG2037 0413 - Additional Insured Owners, Lessees or Contractors - Completed Operations (GL) Additional Insured Primary & Non-Contributory per form CG2001 0413 Primary and Non-Contributory -Other Insurance Condition (GL) Waiver of Subrogation per form CG2404 0509 - Waiver of Transfer of Rights of Recovery Against Others To Us (Auto) Additional Insured per form CA2048 1013 Designated Insured For Covered Autos Liability Coverage (Auto) Waiver of Subrogation per form CA0444 1013 Waiver of Transfer of Rights of Recovery Against Others to Us (Waiver of Subrogation) (WC) Waiver of Subrogation per form: WC000313 0484 - Waiver of Transfer of Rights of Recovery Against Others To Us Excess Liability Follow Form per forms: Policy #EXT30003209601 - Form EXL0203 0813 - Excess Liability Coverage Follow Form (Short Form) Policy #GVE100229304 - Form GEMFFXLT 08/2020 - Excess Liability Policy Policy #77HX225CD2 - Form HX0002 0109 - Excess Liability Policy Policy #1000095554221 - Form XS-100 10/08 - Excess Liability Policy Form Policy #EXT30015570400 - Form EXL2003 0813 - Excess Liability Coverage Follow Form (Short Form) Policy #NHA096895 - Form #RSG31001 0507 - Commercial Excess Liability Policy 2 of 2 #S11919448/M9258132 DocuSign Envelope ID: ACF1F26F-5F6F-4F09-9562-196A86823F01 Client#: 644412 MANSFENERG A f 1'A' 514 ACCRD-11 CERTIFICATE OF LIABILITY INSURANCE DAT1/301200/20DIYYYY) 24 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 have ADDITIONAL INSURED provisions or 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 any rights to the certificate holder in lieu of such endorsement(s). CO PRODUCER NAME: Jasleen Kaur Marsh & McLennan Agency LLC PHONE _ Alc, No AIC No Ext 11330 Lakefield Drive ADDRESS: Jasleen.Kaur@MarshMMA.com Suite 100 INSURER(S) AFFORDING COVERAGE NAIL s Johns Creek, GA 30097-1508 INSURER A: Starr Indemnity & Liability Company 38318 INSURED Mansfield Oil Company of Gainesville, Inc. 1025 Airport Parkway, SW Gainesville, GA 30501 /^Cl1Tl C1f`/1TC \I11\IICEG. INSURER B: Zurich American Insurance Company 16535 INSURER C : Allied World Assurance Company (U.S.)1 19489 INSURER D : Harleysville Insurance Company New York 10674 INSURER E : Gemini Insurance Co. 10833 144520 INSURER F : Crum & Forster Specialty Ins. CO. RFVIRION NIIMRFR: v THIS IS TOCERTIFYTHAT 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 TYPE OF INSURANCE DDL BR POLICY EFF POLICY EXP LIMITS LTR INSR WVO POLICY NUMBER MMIDD MM/DD A X COMMERCIAL GENERAL LIABIUTY CLAIMS -MADE AI OCCUR 1000090701241 2/01 /2024 02/01/2025 EACH OCCURRENCE $1 000 000 PREMISES Ea aNcur arcs $1 000 000 MED EXP (Any one person) $110,000 PERSONAL & ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE s2,000,000 PRODUCTS-COMPIOPAGG $2,000,000 POLICY JECOT LOC OTHER: BAP015277704 2/01 /2024 02/01 /202 B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident 1,000,000 X ANY AUTO BODILY INJURY (Per person) $ X BODILY INJURY (Per accident) $ OWNED SCHEDULED AUTOS ONLY AUTOS HIRED NON -OWNED AUTOS ONLY X AUTOS ONLY MC390 X CA9948 PROPERTY DAMAGE AReir accident $ $ X EACHOCCURRENCE UMBRELLALIAB OCCUR SEE BELOW 2/01/2024 121011202 $ AGGREGATE EXCESS LIAB CLAIMS -MADE $ DIED I I RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICERIMEMBEREXCLUDED? � (Mandatory in NH) MIA WC015277504 (FL,MA,WI) WC015277604 2/01/2024 02/01/202 X PER OTH- E.L,.EACHACCIDENT $1 000000 E.L. DISEASE -EA EMPLOYEE $1 000 000 000 E.L. DISEASE -POLICY LIMB $1,000 ,_ $10,000,000 Each Inc. C If yes, describe under DESCRIPTION OF OPERATIONS below Pollution Liab.- 03059391 2/23/2020 03/01/2021 Claims Made $10,000,000 Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) INSURER G - AXIS Surplus Ins. Co. - NAIC #26620 RECEIVED INSURER H - RSUI Indemnity Co.. - NAIC #22314 INSURER I - Great American Assurance Co. NAIC #26344 %B 0 5 2024 City Hall (See Attached Descriptions) Reception Desk CERTIFICATE HULDEK l,ANUELLA I IV11I City of Palm Springs, Its SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE YTHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN officials, employees and agents ACCORDANCE WITH THE POLICY PROVISIONS. 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 AUTHORIZED REPRESENTATIVE �sl-aR a' 00µ 5 © 1988-2015 ACURD CUKNUKA I IUN. An ngnts reservea. ACORD 25 (2016/03) 1 of 2 The ACORD name and logo are registered marks of ACORD #S13712164/M13711586 JJKXW f F_7-____ DESCRIPTIONS (Continued from gage 1) EXCESS AUTO LIABILITY: Insurer D - Policy #CRA0000052 - $3,000,000 xs Primary Insurer E - Policy #GVE100229306 - $3,000,000 xs $3,000,000 Insurer F - Policy #SE0128243- $3,000,000 xs $6,000,000 Insurer G - Policy #P00100105226502 - $5,000,000 xs $9,000,000 EXCESS GENERAL LIABILITY: Insurer A - Policy #1000095554241 - $15,000,000 xs Primary EXCESS EMPLOYERS LIABILITY: Insurer H - Policy #NHA106463 - $5,000,000 xs Primary Insurer I - Policy #EXC5202937- $5,000,000 xs $5,000,000 (GL) Additional Insured per form OG183 04/12 - Additional Insured - Where Required Under Contract or Agreement (Primary Coverage) (GL) Additional Insured per form CG2037 0413 - Additional Insured Owners, Lessees or Contractors - Completed Operations (GL) Additional Insured Primary & Non -Contributory per form CG2001 0413-Primary and Non -Contributory -Other Insurance Condition (GL) Waiver of Subrogation per form CG2404 0509 - Waiver of Transfer of Rights of Recovery Against Others To Us (Auto) Additional Insured per form CA2048 1013 Designated Insured For Covered Autos Liability Coverage (Auto) Waiver of Subrogation per form CA0444 1013 Waiver of Transfer of Rights of Recovery Against Others to Us (Waiver of Subrogation) (WC) Waiver of Subrogation per form: WC000313 0484 - Waiver of Transfer of Rights of Recovery Against Others To Us Excess Liability Follow Form per forms: Policy #CRA0000052 - Form XLAP7RAR 0122 - Commercial Excess Liability Coverage Form Policy #GVE100229306 - Form GEMFFXLT 08/2020 - Excess Liability Policy Policy #SEO128243 - Form CFSICEX 101.0.302 8-22 - Excess Liability Coverage form Policy #P00100105226502 - Form AXIS 1010402 0417 - AXIS Excess Insurance Policy Policy #1000095554241 - Form XS-100 1008 - Excess Liability Policy Form Policy #NHA106463 - Form RSG31001 0507 - Commercial Excess Liability Policy Policy # EXC5202937 - Form GAI6524 0697 - Excess Liability Coverage Form Mansfield Power & Gas, LLC is included as a Named Insured on the above policies. SAGITTA 25.3 (2016/03) 2 of 2 #S13712164/M13711586