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Home My WebLink AboutA9069 - ALLISON MECHANICAL, INC. -HVAC MAINTENANCE & INSTALLATIONDocusign Envelope ID: 9BA8FE76-C105-4B2E-89BC-045C15C310B8 55575.18100\42913029.1 Page 1 of 5 (BB&K 2024) AMENDMENT NO. 3 TO CONTRACT SERVICES AGREEMENT NO. A9069 FOR HVAC MAINTENANCE AND INSTALLATION SERVICES BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. 1. Parties and Date. This Amendment No. 3 to the Contract Services Agreement A9069, is made and entered into as of this 10th day of April, 2025, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Allison Mechanical, Inc., a California corporation (“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” 2. Recitals. 2.1 Agreement. City and Contractor entered into an agreement titled “Contract Services Agreement No. A9069 for HVAC Maintenance & Installation Services” dated April 11, 2022 (“Agreement”), based on Invitation for Bids (IFB) 22-10, to provide HVAC Maintenance and Installation Services in an amount not to exceed $600,000.00 and a term of three (3) years. 2.2 Amendment No. 1. City and Contractor entered into Amendment No. 1 to the Agreement, dated May 22, 2023, for the purpose of adding an additional $300,000.00 to the Agreement’s not to exceed compensation amount, for a total revised contract amount not to exceed $900,000.00. Amendment No. 2. City and Contractor entered into Amendment No. 2 to the Agreement, dated March 10, 2025, for the purposes of extending the Agreement term and adding an additional $75,000.00 to the Agreement’s not to exceed compensation amount, for a total revised contract amount not to exceed $975,000.00. 2.3 Amendment Purpose. City and Contractor now desire to amend the Agreement to implement the most recent annual change to the Consumer Price Index (CPI) of 2.9% to the rate identified in Exhibit “A” Scope of Service of the IFB 22-10. 2.4 Amendment Authority. This Amendment No. 3 is authorized pursuant to Section 11.3 of the Agreement. 3. Terms. 3.1 Amendment. Attachment “F” of Exhibit “A” is hereby deleted in its entirety and replaced with Exhibit A-1, attached hereto and incorporated herein by reference. 3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 3, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 3. From and after the date of this Amendment No. 3, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 3. 3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations Docusign Envelope ID: 9BA8FE76-C105-4B2E-89BC-045C15C310B8 55575.18100\42913029.1 Page 2 of 5 (BB&K 2024) they have undertaken pursuant to this Amendment No. 3. 3.4 Severability. If any portion of this Amendment No. 3 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5 Counterparts. This Amendment No. 3 may be executed in duplicate originals, each of which is deemed to be original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: 9BA8FE76-C105-4B2E-89BC-045C15C310B8 55575.18100\42913029.1 Page 3 of 5 (BB&K 2024) SIGNATURE PAGE FOR AMENDMENT NO. 3 TO CONTRACT SERVICES AGREEMENT A9069 FOR HVAC MAINTENANCE AND INSTALLATION SERVICES BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. ALLISON MECHANICAL, INC.: By: ____________________________ By: ______________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: N/A Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $150,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 9BA8FE76-C105-4B2E-89BC-045C15C310B8 4/15/2025 4/15/2025 4/16/2025 55575.18100\42913029.1 Page 4 of 5 (BB&K 2024) EXHIBIT “A-1” Revised bid form reflecting most recent CPI increase. Docusign Envelope ID: 9BA8FE76-C105-4B2E-89BC-045C15C310B8 55575.18100\42913029.1 Page 5 of 5 (BB&K 2024) Docusign Envelope ID: 9BA8FE76-C105-4B2E-89BC-045C15C310B8 CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) HVAC Maintenance and Installation Services Allison Mechanical, Inc. Pete Paluzzi PPaluzzi@Allison1.net Services of a licensed heating, ventilation, and air conditioning (HVAC) contractor, for HVAC maintenance and installation services $900,000.00 + $75,000.00 = $975,000.00 Year 4 of the contract with one year to extend out Don Allison; Dallison@allison1.net Mark Allison; Mallison@allison1.net Public Works David McAbee / Daniel Martinez A9069 No. 2 No Yes Yes Procurement - No Michele Alley Docusign Envelope ID: FE10FF9E-42AE-4279-B806-37901C21DD29 Page 1 of 3 Revised: 10.31.23 AMENDMENT NO. 2 TO CONTRACT SERVICES AGREEMENT NO. A9069 FOR HVAC MAINTENANCE AND INSTALLATION SERVICES This Amendment No. 2 to the Contract Services Agreement (A9069), (Amendment No. 2) is made and entered into as of this 10 day of March, 2025 by and between the City of Palm Springs, a California charter city and municipal corporation, hereinafter designated as the City, and Allison Mechanical, Inc., a California corporation, hereinafter designated as the Contractor. City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.” RECITALS A. On April 7, 2022, the City Council approved A9069, made and entered into on April 11, 2022, in reference to the competitively solicited Invitation for Bids (IFB) 22-10 with Contractor, for a contract amount not to exceed $600,000. B. On May 22, 2023, Parties entered Amendment No. 1 to add an additional $300,000 for a revised contract amount not to exceed $900,000. C. The city desires extend the contract term one (1) year, through April 10, 2026, and add an additional $75,000 for a revised contract amount not to exceed $975,000.00. C. Contractor desires to perform said services on the terms and conditions set forth in this Amendment. In consideration of these promises and mutual obligations, covenants, and conditions the Parties agree as follows: AGREEMENT SECTION 1. The true and correct recitals above are incorporated by this reference herein as the basis for this Second Amendment. SECTION 2. 3.1 Compensation of Contractor. Is hereby replaced in its entirety as follows: “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 amount of Compensation shall not exceed $975,000.” SECTION 3. 4.4 Term. Is hereby replaced in its entirety as follows: “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 4 years, commencing on April 11, 2022, and continuing through April 10, 2026, with one one-year optional renewal term upon mutual written consent of the Parties. Docusign Envelope ID: FE10FF9E-42AE-4279-B806-37901C21DD29 Page 2 of 3 Revised: 10.31.23 SECTION 4. Full forces and Effect. All terms, conditions, and provisions of the Contract Services Agreement A9069, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment No. 2 and any provision of the Contract Services Agreement A9069, the provisions of this Amendment No. 2 shall in all respects govern and control. SECTION 5. The persons executing this Amendment No. 2 on behalf of the Parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 2, such party is formally bound to the provisions of this Amendment No. 2, and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said Party is bound. Except as specifically amended by this Amendment No. 2, all terms and provisions of Agreement No. A9069 remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: FE10FF9E-42AE-4279-B806-37901C21DD29 Page 3 of 3 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _______ Item 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: FE10FF9E-42AE-4279-B806-37901C21DD29 3/12/2025 3/19/2025 3/19/2025 CONTRACT ABSTRACT Contract/Amendment Name of Contract: HVAC Maintenance and Installation Services Company Name: Allison Mechanical, Inc. Company Contact: Mark Allison, Vice President Email: MAllison@allison1.net Summary of Services: On-Call HVAC Maintenance and Installation Services Contract Price: $900,000 Contract Term: April 11, 2022, through April 10, 2025 Public Integrity/ Business Disclosure Forms: On file Contract Administration Lead Department: Public Works/Facilities Maintenance Contract Administrator/ Ext: Mitch Taylor/Tabitha Richards x8202 Contract Approvals Council/City Manager Approval Date: May 11, 2023 Agreement Number: A9069 Amendment Number: 1 Contract Compliance Exhibits: Attached Signatures: Attached Insurance: Attached Bonds: N/A Business License: 20027157 Sole Source Co-Op Sole Source N/A CoOp Agmt #: Documents: CoOp Name: CoOp Pricing: Submitted on: 05/18/2023 By: Tabitha Richards Contract Abstract Form Rev 5.3.2023 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 5/22/2023 AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT NO. A9069 FOR HVAC MAINTENANCE AND INSTALLATION SERVICES This Amendment No. 1 to the Contract Services Agreement (A9069), (“Amendment No. 1”), is made and entered into this day of , 2023, by and between the City of Palm Springs, a California charter city and municipal corporation, hereinafter designated as the City, and Allison Mechanical, Inc., a California corporation, hereinafter designated as the Contractor. City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. On April 7, 2022, the City Council approved A9069, made and entered into on April 11, 2022, in reference to the competitively solicited Invitation for Bids (IFB) 22-10 with Contractor. B. City desires to amend A9069 to add $300,000 for a maximum contract amount not to exceed $900,000. C. Contractor desires to perform said services on the terms and conditions set forth in this Amendment. In consideration of these promises and mutual obligations, covenants, and conditions, the Parties agree as follows: AGREEMENT SECTION 1. The true and correct recitals above are incorporated by this reference herein as the basis for this First Amendment. SECTION 2. 3.1 Compensation of Contractor. Is hereby replaced in its entirety as follows: “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 amount of Compensation shall not exceed $900,000.” SECTION 3. Full forces and Effect. All terms, conditions, and provisions of the Contract Services Agreement A9069, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment No. 1 and any provision of the Contract Services Agreement A9069, the provisions of this Amendment No. 1 shall in all respects govern and control. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 22 May SECTION 4. The persons executing this Amendment No. 1 on behalf of the Parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said Party is bound. Except as specifically amended by this Amendment No. 1, all terms and provisions of Agreement No. A9069 remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 SIGNATURE PAGE TO AMENDMENT NO. 1 (A9069) BY AND BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By:�� " Signature Mark Allison (2nd signature required for Corporations) Date: 5/18/2023 Date: 5/18/2023 ------------- CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: May 11, 2023___ Item No. APPROVED AS TO FORM: ATTEST: By:___________ B y: ___________ _ 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 1.F. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 5/22/2023 CONTRACT ABSTRACT 2 Originals: Agreement; 1 Original: Performance & Payment Bond and Insurance Contract Company Name: Company Contact: Summary of Services: Contract Price: Funding Source: Contract Term: Allison Mechanical, Inc. Mark Allison, Vice President HVAC Maintenance and Installation Services $600,000 Facilities: 5206570-50035 April 11, 2022 through April 10, 2025 Contract Administration Lead Department: Contract Administrator: Facilities Maintenance Staci Schafer Contract Approvals Council Approval: Resolution Number: Agreement Number: 4/7/2022 1J A9069 Contract Compliance Exhibits: Signatures: Insurance: Bonds: Yes Yes Yes N/A Contract Prepared By: Procurement and Contracting Submitted on: April 7, 2022 By: Brian Sotak-Rossman DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 1 of 25 CONTRACT SERVICES AGREEMENT A9069 HVAC MAINTENANCE AND INSTALLATION SERVICES THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on April 11, 2022, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Allison Mechanical, Inc., a California Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services of a licensed heating, ventilation, and air conditioning (HVAC) contractor, for HVAC maintenance and installation services, (“Project”). B. Contractor has submitted to City a proposal to provide HVAC maintenance and installation services, to City 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 2 of 25 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 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 amount of Compensation shall not exceed $600,000.00. 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 3 of 25 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 3 years, commencing on April 11, 2022, and ending on April 10, 2025, 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 4 of 25 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: Mark Allison (name), Vice President (title). 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 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 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 5 of 25 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: Mark Allison Vice President 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, DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 6 of 25 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 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 7 of 25 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 nece ssary 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. 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 no t 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 8 of 25 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 (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”). 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 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 9 of 25 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: Allison Mechanical, Inc. Attention: Mark Allison 1968 Essex Court. Redlands, CA 92373 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 th e 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 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 10 of 25 11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. [SIGNATURES ON NEXT PAGE] DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 11 of 25 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: 04/07/2022 Item No. 1J APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ Jeffrey S. Ballinger, Monique Lomeli, 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: CFB4431F-5B16-4E04-8A2C-DCF85E47599E 4/8/2022 4/8/2022 4/12/2022 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 12 of 25 EXHIBIT “A” CONTRACTOR’S SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 13 of 25 1.1 Scope of Work: A. Contractor shall furnish labor, materials, equipment, and supervision to perform HVAC maintenance and installation (Work) on an as-requested basis in city facilities included in this solicitation. The scope of Work shall include, but is not limited to repairs, troubleshooting, testing, inspecting, training, replacement, installation, and maintenance of a wide range of heating, cooling, ventilation, ductwork, and mechanical systems. This may include project estimation and budgeting of work. B. All work shall be performed by and billed to the lowest applicable job class level. The majority of the Work requested under this contract is to be performed by one (1) trade person per job. All service shall be performed by personnel who are journeyman level (or equivalent according to industry norms) as described by industry standards. The Contractor must receive prior written approval from the City before assigning more than one (1) trade person per job. On jobs requiring more than three (3) trade persons, the Contractor shall be required to designate one (1) employee to perform the duties and responsibilities of Foreman and that person shall receive compensation as such. C. Response time: The Contractor shall respond to emergency calls for service or repair within twenty-four (24) hours. Emergency responses to include weekends, after-hours, and holidays. D. Correction of work deficiencies: The Contractor shall correct work rejected by the City as failing to conform to the requirements in the project documents within thirty days. The Contractor shall bear the cost of correcting such rejected work, including the costs of uncovering, replacement, and additional testing. If the Contractor fails to commence correction of nonconforming work within a seven day period after written notice, the city may correct the deficiencies by other means. In such case, the City may exercise rights and remedies as provided in section 9.4 of agreement. In addition to the Contractor’s other obligations, the contract shall, for a period of one year after substantial completion, correct work not conforming to the requirements of the work. E. Compliance with regulations and permits: Contractor shall comply with or exceed all relevant statutes, codes, rules, and regulations as may be applicable to this contract and shall be responsible for securing any and all permits as required by the governing authority. The City shall reimburse the Contractor for only the actual cost of said permits. F. Equipment and supplies: Contractor is to provide, at no additional cost to the City, all necessary equipment, hand, and power tools and supplies typically used by the job classification and/or assigned trade person. Mechanical or other equipment used for Work must be of a type that is approved by the industry and shall be operated in such a manner as not to cause danger of any nature to employees or other persons or damage to the building structure, fixtures, furnishings, etc. The DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 14 of 25 City, at its sole and absolute discretion, may approve to pay for equipment, tools, or materials it determines is not typical of that job classification. Contractor must not store equipment and/or supplies on any City property. G. General safety requirements: The Contractor shall be responsible for all safety precautions required in connection with their work, including regulations of the Occupational Safety and Health Administration (OSHA) and other governing agencies. The City reserves the right to oversee all service work from a safety standpoint and require the Contractor to take appropriate action to ensure safety and code compliance. H. Damages: Necessary precautions shall be taken at all times to protect persons, property and equipment from injury or damage. Any damage shall be reported, reviewed, and discussed with the facility manager. I. Security: The Contractor is responsible for ensuring all entries/exits to the work area are secure during the discharge of their duties (doors must not be propped open). The Contractor does not have the authority and shall not grant access to any person requesting entry into the building or specific work area. Any items or articles of apparent value found by the Contractor’s personnel in any areas of the building or site shall be turned over to the facility manager or on-site Security. Any suspicious articles that may be found, or persons loitering or conducting themselves in a manner to arouse suspicion or possibly in need of help, shall be immediately reported to Police. J. Disposal and salvage of waste material: Contractor must dispose of or salvage all waste material generated by its service operations under the contract in an off-site location, in compliance with all applicable laws and regulations. City encourages Contractor to salvage material in an environmentally friendly manner if possible. City retains the right to retain materials or have another party salvage material, at the discretion and direction of the facility manager. K. Uniforms and face coverings: The Contractor shall be required to properly uniform its service personnel and they shall present a clean and neat appearance at all times. Day service personnel shall have color-coordinated shirts with company name and/or logo provided by the Contractor. Contractor vehicles must display company logo and name. Contractor must abide by City’s requirements for visiting City buildings, including wearing required face coverings. L. Conduct of contractor’s employees on-site: The following behavior is not allowed on City premises: • Using improper language. • Acting in a loud, boisterous, or otherwise unprofessional manner. • Engaging in harassment or otherwise offensive conduct. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 15 of 25 • Allowing unauthorized persons, including family and friends, to enter the building or area in which Contractor’s employee is assigned. Visitors must stay in the public lobby until Contractor’s employee arrives. • Opening or going through any City property, including furnishings, or use of City equipment or property. • Theft or aiding in the theft of City property. • Sleeping on the job. • Taking scrap material. • Using tobacco products, including electronic smoking devices, anywhere on City premises. • Using City tools, equipment or supplies without prior authorization. • Possessing firearms or any other weapon, even if legally permitted to carry firearms or other dangerous weapons. • Sexual misconduct, sexual abuse, sexual harassment, as defined by state and/or federal law. Contractor’s employees deemed noncompliant by City will be removed immediately and replaced within twenty-four (24) hours. Contractor’s employees must submit to weapons screening as directed. Contractor’s employees must be able to understand, read and communicate in English under the performance of this Contract. Contractor must observe and comply with all of City’s present and future rules and regulations regarding conduct on the premises. 1.2 Insurance Requirements: The Contractor shall meet all insurance requirements of the City, including but not limited to, the provisions of personal and property liability, including automobile coverage, and Worker's Compensation, in limits acceptable to the City. 1.3 License Requirement: 1. Be licensed in accordance with the Palm Springs Municipal Code, Chapter 3.40 through 3.96 entitled Business Tax; 2. Possess any other applicable license required in the performance of these services. 1.4 Term of Contract: The term of this contract will be for three years, with two, one year renewal options upon mutual consent of the City and the Contractor. 1.5 Option to Renew: At the sole discretion of the City, the Contract may be renewed for two one-year options or any portion thereof. If the City exercises its option to extend, the unit prices may be adjusted (decreased or increased) at the beginning of any such renewal period to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureau of Labor Statistics for the Riverside- San Bernardino-Ontario Areas. 1.6 Adjustment of Services: DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 16 of 25 The City reserves the right to reduce or increase, or otherwise adjust the scope of services. 1.7 Pricing: 1. The pricing included in this Contract shall be firm for the first year. 2. The unit prices may be adjusted (decreased or increased) once a year to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureaus of Labor Statistics for the Riverside-San Bernardino-Ontario Areas. 3. The City will only pay for the items listed on the bid form, and permit and disposal fees. This does not include access to public utilities. Contractor must incorporate all of its costs in its unit bid prices, including but not limited to labor, supervision, project management, overhead, profit, onboarding training, travel, mileage, truck charges, fuel charges, service call charges, parking, delivery, portal-to-portal charges, environmental fees, shop supplies and consumable incidental materials. The City will not pay for subcontractors, rental of equipment/tools, and purchase of materials/supplies unless the City authorized payment of the applicable items. 1.8 Payment: The resulting contract for these services is an on-call as needed contract. No specific amount of work is guaranteed. The contract value is an estimated value only. All work authorized under the contract will be compensated on a time and material basis as outlined in the Invoicing Section. 1.9 Invoicing: Contractor will submit an itemized invoice monthly. Billings must reference a purchase order number and shall indicate the unit (contract) price. Contractor will be paid for the actual hours worked at the rates shown in the contract. Parts, materials, equipment, and subcontractor costs will be compensated at actual cost with receipts required with allowable markup as outline in the contract. Contractor shall break out the line items on the invoice in accordance with the line items on the bid form. Contractor must provide back-up documentation for materials, subcontractor, rented equipment, permits, disposal and recycling fees. Invoices that are submitted with incorrect prices may be returned for correction before any payments to the contractor are authorized. It shall be the contractor’s responsibility to submit a correct invoice. The City shall not be responsible for payment until a correct invoice is received. The invoice shall be accompanied by receipts, dated, and signed by a City Employee, verifying the work was done. Invoices and receipts will be submitted to the Contract Officer for approval. All invoices are to be sent as one document, per month to: Facilities.Billing@palmspringsca.gov. 1.10 Special Security Requirements – For Palm Springs Police Department and Palm Springs International Airport: 1. POLICE DEPARTMENT: Any personnel of Contractor assigned to perform services at the Palm Springs Police Department must pass a Criminal History Records Check (CHRC) prior to performing services at this facility. The CHRC(s) will be provided at no charge to DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 17 of 25 Contractor. Contractor shall coordinate the record checks with the City’s Contract Officer. The City will accept as evidence of passing such a test a LiveScan card issued by another government agency. 2. AIRPORT SECURED ACCESS TO WORK AREAS: a. Criminal history Records Check (CHRC) and TSA Security Threat Assessment (STA) – The Contractor will be required to submit the City, prior to the commencement of services, an Authorized Signatory Authority Letter authorizing specific Contractor representatives to approve the issuance of Airport Identification badges and the processing of a fingerprint CHRC and STAs. Electronic links to this letter and the Fingerprint/Badge application can be found on the Airport’s website at http://www.palm-springs.ca.gov b. Under certain circumstances, and out of the control of the City, security measures may change on short notice. No deviations from any security measure shall be allowed at any time. c. Restricted Area Access – All Contractor personnel who require unescorted access to the restricted areas of the Airport, prior to the issuance of an Airport Identification Badge, must successfully complete a fingerprint based CHRC and Security Threat Assessment (STA). In accordance with CFR 49 1542.209, the CHRC must disclose that the applicant has not been convicted, or found not guilty by reason of insanity, of any of the disqualifying crimes listed below or as stated in 49 CFR 1542.209, during the 10 years before the date of the individual’s application for unescorted access authority, or while the individual has unescorted access authority. The disqualifying criminal offenses are as follows: 1) Forgery of certificates, false making of aircraft, and other registration violations; 49 U.S.C. 46306. 2) Interference with air navigation; 49 U.S.C. 46308. 3) Improper transportation of a hazardous material; 49 U.S.C. 46312. 4) Aircraft piracy; 49 U.S.C. 46502. 5) Interference with flight crew members or flight attendants; 49 U.S.C. 46504. 6) Commission of certain crimes aboard aircraft in flight; 46506. 7) Carrying a weapon or explosive aboard aircraft; 49 U.S.C. 46506. 8) Conveying false information and threats; 49 U.S.C. 46507. 9) Aircraft piracy outside the special aircraft jurisdiction of the United States; 49 U.S.C. 46502(b). 10) Lighting violations involving transporting controlled substances; 49 U.S.C. 46315. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 18 of 25 11) Unlawful entry into an aircraft or airport area that serves air carriers or foreign air carriers contrary to established security requirements; 49 U.S.C. 46314. 12) Destruction of an aircraft or aircraft facility; 18 U.S.C. 32. 13) Murder. 14) Assault with intent to murder. 15) Espionage. 16) Sedition. 17) Kidnapping or hostage taking. 18) Treason. 19) Rape or aggravated sexual abuse. 20) Unlawful possession, use, sale, distribution, or manufacture of an explosive or weapon. 21) Extortion. 22) Armed or felony unarmed robbery. 23) Distribution of, or intent to distribute, a controlled substance; 24) Felony arson. 25) Felony involving a threat. 26) Felony involving: i) Willful destruction of property; ii) Importation or manufacture of a controlled substance; iii) Burglary; iv) Theft; v) Dishonesty, fraud, or misrepresentation; vi) Possession or distribution of stolen property; vii) Aggravated assault; viii) Bribery; or ix) Illegal possession of a controlled substance punishable by a maximum term of imprisonment of more than 1 year. 27) Violence at international airports; 18 U.S.C. 37. 28) Conspiracy or attempt to commit any of the criminal acts listed. 3. Employee Security Badges – All Employees, Agents, Vendors, Invitees, Etc. of the Contractor, or Subcontractors requiring access to the work site shall, in accordance with the PSP Airport Security Plan, be required to display airport issued identification or be under the escort by properly badged personnel. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 19 of 25 Supervisors shall be badged with a Palm Springs International Airport Photo Badge. These badges will be identified numerically and issued to individual employees with a permanent record maintained on each individual to whom a badge is issued. At the completion of the contract, all badges will be returned to airport, or a charge of $60 per badge (subject to change) will be assessed for all badges not returned. As part of the badge application process, each applicant will be fingerprinted for use in an FBI Criminal Records search. Any person whose criminal record reveals offenses listed by the FAA as disqualifying offenses will be denied a badge and will be prohibited from unescorted access to the project site. All required paperwork and ID badge applications shall be submitted a minimum of two weeks before issuance of any badge. The Contractor and its staff are responsible for attending SIDA training and completing security badge application. Attendance of the video-based class and issuance of the badge may take in excess of 3 hours. There will be a $50 charge (subject to change) for the FBI background check and fingerprinting process, and a $50 charge (subject to change) for the badge for a total of $100.00. 4. Violations - All violations of Airport security are also violations of the City of Palm Springs Municipal Title 16, California Vehicle code and/or the Code of Federal Regulations. Any such violation may result in arrest, the issuance of a citation and/or the immediate revocation of access privileges. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 20 of 25 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 21 of 25 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 22 of 25 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: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 23 of 25 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 Request 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 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 24 of 25 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 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, affecting 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Revised 2.9.22 Page 25 of 25 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 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: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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 rights to the certificate holder in lieu of such endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 3/4/2022 SullivanCurtisMonroe Insurance Services (IRV) 1920 Main Street Suite 600 Irvine, CA 92614 949.250.7172 949.852.9762 www.SullivanCurtisMonroe.com License # 0E83670 Middlesex Insurance Company 23434 Middlesex Insurance Company 23434 A 1,000,000A0114876-004 11/1/2021 11/1/2022 1,000,000 3 5,000 3 1,000,000 3 Deductible: $5,000 3,000,000 2,000,00033 A A0114876-001 11/1/2021 11/1/2022 1,000,000 3 Comp / Coll Deductibles $1,000 or $2,000 A A0114876-006 11/1/2021 11/1/2022 10,000,00033 10,000,0003 none A A0114876-005 11/1/2021 11/1/2022 3 1,000,000Y 1,000,000 Deductible: Nil 1,000,000 zChrystal Rott Allison Mechanical, Inc. 1968 Essex Court Redlands, CA 92373 67060468 3 3 3 The City of Palm Springs, its officials, employees, and agents are named as an additional insured per attached forms. City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 RE: Contract # IFB 22-10, HVAC Maintenance & Installation Insurance is primary and non-contributory. Waiver of Subrogation applies per attached form. 30 day notice of cancellation per attached form. 3 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 1 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Named Insureds: Allison Mechanical, Inc. Champ Management, Inc. Inland Sales & Leasing, LLC ALLISMEC SullivanCurtisMonroe Insurance Services (IRV)Allison Mechanical, Inc. 1968 Essex Court Redlands, CA 92373 25 Certificate of Liability (03/16) ATTACHMENT HOLDER: ADDRESS: City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 2 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 CG 20 10 04 13 © ISO Properties, Inc., 2012 Page 1 of 2  POLICY NUMBER: Effective Date: COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Allison Mechanical, Inc. A0114876-004 11/1/2021 3/4/2022 Any person or organization to whom or which you are required to provide additional insured status in a written contract or written agreement executed prior to loss, except where such contract or agreement is prohibited by law. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 3 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Page 2 of 2 © ISO Properties, Inc., 2012 CG 20 10 04 13 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 4 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 3/4/2022 Allison Mechanical, Inc. A0114876-004 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 5 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 3/4/2022 Allison Mechanical, Inc. A0114876-004 Any person or organization to whom or which you are required to provide additional insured status in a written contract or written agreement executed prior to loss, except where such contract or agreement is prohibited by law. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 6 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 —˙ ¸˛ ˝¸ ˛ ¸ ØŒ Œ º ˝ ˛˝ ˝ —˙ —˝ ˛ ˛¸˙ ˝ ˝¸˛ —˛˛˙ ˛¸˛˙ ˚˛ ¸˝ ˙ ˚˛ ‚•› »†…–ﬁ›»‡»†‹ ‡–…•”•»› •†›«ﬁ¿†‰» ﬁ–“•…»… «†…»ﬁ ‹‚» ”–··–'•†„ ¸˝˝˝ ¸ ˚˛ ˛ ˛ ˛˛˛ ˚˛ ˛ ¸ ˛˝ ˚˛ ˛ •‹‚ﬁ»›»‰‹‹–‰–“»ﬁ¿„»ﬁ–“•…»… §‹‚•›»†…–ﬁ›»‡»†‹‹‚»ﬁ–“•›•–†› –”‹‚»–“»ﬁ¿„»–ﬁ‡¿·§«†·»›› ‡–…•”•»… § ‹‚•› »†…–ﬁ›»‡»†‹ ‚•›»†…–ﬁ›»‡»†‹ •…»†‹•”•»›»ﬁ›–†ł›–ﬁ –ﬁ„¿†•ƒ¿‹•–†ł›'‚–¿ﬁ»•†›«ﬁ»…›”–ﬁ –“»ﬁ»…«‹–›•¿•·•‹§ –“»ﬁ¿„» «†…»ﬁ ‹‚» ‚– › † †›«ﬁ»… ﬁ–“•›•–† –” ‹‚» –“»ﬁ¿„» –ﬁ‡ ‚•›»†…–ﬁ›»‡»†‹ ‰‚¿†„»›‹‚»–·•‰§»””»‰‹•“» –†‹‚»•†‰»‹•–† …¿‹» –”‹‚»–·•‰§«†·»›› ¿†–‹‚»ﬁ …¿‹»•› •†…•‰¿‹»… ¿‡»… †›«ﬁ»… †…–ﬁ›»‡»†‹ ””»‰‹•“» ¿‹» ¿‡» ” —»ﬁ›–†ł› ﬁ ﬁ„¿†•ƒ¿‹•–†ł› †”–ﬁ‡¿‹•–† ﬁ»ﬂ«•ﬁ»… ‹– ‰–‡·»‹» ‹‚•› ˝‰‚»…«·» •” †–‹ ›‚–'† ¿–“» '•·· » ›‚–'† •† ‹‚» »‰·¿ﬁ¿‹•–†› ¿‰‚»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–†›‚–'†•†‹‚» ˝‰‚»…«·» •›¿†•†›«ﬁ»…”–ﬁ –“»ﬁ»…«‹–› •¿•·•‹§–“»ﬁ¿„»«‹–†·§‹– ‹‚»»¤‹»†‹‹‚¿‹ »ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† ﬂ«¿·•”•»›¿› ¿†•†›«ﬁ»… «†…»ﬁ ‹‚»‚–›††›«ﬁ»…ﬁ–“•›•–†‰–†‹¿•†»… •† ł —¿ﬁ¿„ﬁ¿‚–”˝»‰‹•–†–“»ﬁ»…«‹–› •¿•·•‹§–“»ﬁ¿„»•†‹‚»«›•†»››«‹– ¿†… –‹–ﬁ ¿ﬁﬁ•»ﬁ –“»ﬁ¿„» –ﬁ‡› –ﬁ ł —¿ﬁ¿„ﬁ¿‚–”˝»‰‹•–†–“»ﬁ»…«‹–› –“»ﬁ¿„»›–”‹‚»«‹–»¿·»ﬁ›–“»ﬁ¿„» –ﬁ‡ —ﬁ•‡¿ﬁ§ †… –†‰–†‹ﬁ•«‹–ﬁ§ †›«ﬁ¿†‰» ‚•›•†›«ﬁ¿†‰» •› ﬁ•‡¿ﬁ§‹–¿†…'•··†–‹›»» ‰–†‹ﬁ•«‹•–†”ﬁ–‡ ¿†§–‹‚»ﬁ ¿«‹–•†›«ﬁ¿†‰»•››«»… ‹– ‹‚»»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† •†‹‚»›‰‚»…«·» «†…»ﬁ §–«ﬁ –·•‰§ ﬁ–“•…»… ‹‚¿‹ ł ‚»»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† •› ¿ ¿‡»… †›«ﬁ»… «†…»ﬁ ›«‰‚ –‹‚»ﬁ •†›«ﬁ¿†‰» ¿†… ł —ﬁ•–ﬁ ‹– ‹‚» ¿‰‰•…»†‹§–«‚¿“» ¿„ﬁ»»… •† 'ﬁ•‹•†„•† ¿‰–†‹ﬁ¿‰‹–ﬁ ¿„ﬁ»»‡»†‹‹‚¿‹ ‹‚•› •†›«ﬁ¿†‰»'–«·…» ﬁ•‡¿ﬁ§¿†… '–«·…†–‹ ›»»‰–†‹ﬁ•«‹•–†”ﬁ–‡ ¿†§–‹‚»ﬁ •†›«ﬁ¿†‰» ¿“¿•·¿·» ‹– ‹‚» »ﬁ›–† –ﬁ –ﬁ„¿†•ƒ¿‹•–† †‰·«…»› ‰–§ﬁ•„‚‹»… ‡¿‹»ﬁ•¿· –” †›«ﬁ¿†‰» ˝»ﬁ“•‰»› ””•‰» †‰ '•‹‚ •‹› »ﬁ‡•››•–† —¿„» –” ØŒ Œ º ææŁŁØŒ •……·»›»¤ †›«ﬁ¿†‰» –‡¿†§ Ł »º…¿…ºº¿…¿Ø»Ø‰ºŁ»”Ø»º…¿…ºº¿…¿Ø»Ø‰ºŁ»”Ø ØØØŒŁŁŒØ 3/4/2022 Allison Mechanical, Inc. A0114876-001 11/01/2021 As required by written contract. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 7 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 IL 70 58 02 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION - CERTIFICATE HOLDERS This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM COMMERCIAL AUTOMOBILE COVERAGE PARTS COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PARTS COMMERCIAL EXCESS/UMBRELLA LIABILITY COVERAGE FORM EMPLOYMENT RELATED PRACTICES LIABILITY POLLUTION LIABILITY COVERAGE ERRORS AND OMISSIONS COVERAGE FORM In the event we cancel this policy, we shall endeavor to also mail to the person(s) or organization(s) listed in the Schedule for this endorsement advance written notice of cancellation. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule below to any benefit, rights or protection under this policy. Failure by us to provide this notice of cancellation to the person(s) or organization(s) listed or described in the Schedule below will not impose liability of any kind upon us. Any of these provisions that conflict with a law that controls the notice of cancellation of the insurance in this endorsement is changed by this statement to comply with the law. Schedule Person(s) or Organization(s) including mailing address: All other terms and conditions of this policy remain unchanged. Any person or organization you are required to add as an additional insured under a written contract or agreement in effect prior to any accident, injury, loss or damage 1968 Essex Ct Redlands, CA 92373-8008 Change effective 12/04/2018 Page 1 of 1IL 70 58 02 14 12/10/2018A0114876 Middlesex Insurance Company 00001 0000000000 18344 0 N1 870593b8-948e-4709-8cdc-105a5884333d870593b8-948e-4709-8cdc-105a5884333d 0027020044347846579892373800868 3/4/2022Allison Mechanical, Inc. A0114876-004 11/01/2021 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 8 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 WORKERS COMPENSATION AND EMPLOYERS LIABILTTY INSURANCE POLICY wc 00 0313 (Ed,4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the.right to reco.ver our payments from anyone liable for an injury covered by this policy. We will notenforce our right against the person or organization named in the Schedirte. lffris agr#ment hppti|s onty to tneextent that you perform work under a written contract that requires you to obtiin this"agreemeni irom ,s.j This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Name: Any person or organization from whom you are required to waive your right to recover under a written contract or agreement in effect prior to any loss oi damage Address: Description of Waiver: Any person or organization from whom you are requlred to waive your right to recover under a written contract or agreement in effect prior to any loss oi aamage JoblD: Schedule This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective lnsured lnsurance Company wc 00 03 13 (Ed. 4-84) @ 1983 National Council on Compensation lnsurance. Policy No. Countersigned by Endorsement No. Premium Page 1 of 1 3/4/2022 Allison Mechanical, Inc. A0114876-00511/01/2021 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 9 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599EDocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 CITY COUNCIL STAFF REPORT DATE: MAY 11, 2023 CONSENT CALENDAR SUBJECT: APPROVE AMENDMENT NO. 1 TO AGREEMENT NO. A9069 WITH ALLISON MECHANICAL, INC. FOR HVAC MAINTENANCE AND INSTALLATION SERVICES FROM: Scott C. Stiles, City Manager BY: David McAbee, Director of Public Works SUMMARY: This action will approve Amendment No. 1 to Agreement No. A9069 with Allison Mechanical, Inc. in the amount of $300,000 for a revised contract amount not to exceed $900,000 for HVAC Maintenance and Installation Services. RECOMMENDATION: 1.Approve Amendment No. 1 to Agreement No. A9069 (Attachment A) with Allison Mechanical, Inc., to provide HVAC Maintenance and Installation Services in an additional amount of $300,000 for a total revised contract amount not to exceed $900,000 through April 10, 2025. 2.Authorize the City Manager or designee to execute all necessary documents. BUSINESS PRINCIPAL DISCLOSURE: According to the Public Integrity Disclosure form (Attachment B), submitted on March 1, 2022, Allison Mechanical, Inc., is registered in the State of California. The owners are Don Allison, Mark Allison, and Heidi Allison with a combined 100% beneficial interest in entity. BACKGROUND: An Invitation for Bids (IFB 22-10) was initiated by the City’s Procurement & Contracting Department on January 31, 2022, based on Facilities’ specifications. On April 7, 2022, City Council awarded Contract Services Agreement No. A9069 with Allison Mechanical, Inc., for a three-year term in the amount of $600,000 effective April 11, 2022 through April 10, 2025, subject to two one-year optional extensions at mutual consent of the parties. Item 1F - Page 1 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 City Council Staff Report May 11, 2023 -- Page 2 Amend HVAC Maintenance and Installation Services Contract STAFF ANALYSIS: Staff is requesting approval of Amendment No. 1 in the amount of $300,000 to add sufficient funding for both the Aviation Department and Facilities Maintenance to utilize this contract. This Amendment No. 1 will provide for a revised contract amount not to exceed $900,000 through April 10, 2025, for HVAC Maintenance and Installation Services to service both Facilities Maintenance and Airport Operations. Facilities Maintenance and the Aviation Department are currently working on various City facility HVAC projects, which combined would expend approximately $300,000 during Fiscal Year 2022-23. Aviation Department: • Chiller Annual Maintenance $10,000 • Perform Preventative Maintenance Services $70,000 • TSA Lane #1 Replace Chilled Water Coil $15,000 Estimated Total $95,000 Facilities Maintenance: • Animal Shelter – HVAC Services and Repairs $ 20,000 • Welwood Murray Library – Repair Refrigerant Leak $ 4,000 • City Yard – Install Plenums and 7 Package Units $ 28,000 • City Yard – HVAC Frame Roof Supports and Roof Curbs $ 24,000 • Citywide Packaged HVA/Swamp Cooler Replacements $100,000 • Citywide HVAC Maintenance and Repairs $ 29,000 Estimated Total $205,000 Therefore, increasing the contract by an additional $300,000 for a total not-to-exceed amount of $900,000 through April 10, 2025, will allow for current and future HVAC Maintenance and Installation Service needs to be met. ENVIRONMENTAL ASSESSMENT: The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is to approve contracts for the above-mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment. Item 1F - Page 2 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 City Council Staff Report May 11, 2023 -- Page 3 Amend HVAC Maintenance and Installation Services Contract ALIGNMENT WITH STRATEGIC PLANNING: Approval of this action supports City Council priority 3A, Community Infrastructure – Improve City Facilities. FISCAL IMPACT: Sufficient funds are budgeted and available in Fiscal Year 2022-23 in accounts 4157050- 40105, 5206570-40105, and 5206570-50119. REVIEWED BY: Director of Public Works: David McAbee Procurement and Contracting Manager: Kim Baker Assistant City Manager: Teresa Gallavan City Manager: Scott Stiles ATTACHMENTS: A. Amendment No.1 A9069 B. Public Integrity Disclosure Item 1F - Page 3 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 ATTACHMENT A Item 1F - Page 4 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT NO. A9069 FOR HVAC MAINTENANCE AND INSTALLATION SERVICES This Amendment No. 1 to the Contract Services Agreement (A9069), (“Amendment No. 1”), is made and entered into this day of , 2023, by and between the City of Palm Springs, a California charter city and municipal corporation, hereinafter designated as the City, and Allison Mechanical, Inc., a California corporation, hereinafter designated as the Contractor. City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. On April 7, 2022, the City Council approved A9069, made and entered into on April 11, 2022, in reference to the competitively solicited Invitation for Bids (IFB) 22-10 with Contractor. B. City desires to amend A9069 to add $300,000 for a maximum contract amount not to exceed $900,000. C. Contractor desires to perform said services on the terms and conditions set forth in this Amendment. In consideration of these promises and mutual obligations, covenants, and conditions, the Parties agree as follows: AGREEMENT SECTION 1. The true and correct recitals above are incorporated by this reference herein as the basis for this First Amendment. SECTION 2. 3.1 Compensation of Contractor. Is hereby replaced in its entirety as follows: “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 amount of Compensation shall not exceed $900,000.” SECTION 3. Full forces and Effect. All terms, conditions, and provisions of the Contract Services Agreement A9069, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment No. 1 and any provision of the Contract Services Agreement A9069, the provisions of this Amendment No. 1 shall in all respects govern and control. Item 1F - Page 5 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 SECTION 4. The persons executing this Amendment No. 1 on behalf of the Parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said Party is bound. Except as specifically amended by this Amendment No. 1, all terms and provisions of Agreement No. A9069 remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] Item 1F - Page 6 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 SIGNATURE PAGE TO AMENDMENT NO. 1 (A9069) BY AND BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By:___________________________ By:____________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _______ Item 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 Item 1F - Page 7 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 ATTACHMENT B Item 1F - Page 8 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Item 1F - Page 9 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Item 1F - Page 10 DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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 rights to the certificate holder in lieu of such endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 10/28/2022 SullivanCurtisMonroe Insurance Services (IRV) 1920 Main Street Suite 600 Irvine, CA 92614 949 852-4836 949 250-7172 www.SullivanCurtisMonroe.com License # 0E83670 Middlesex Insurance Company 23434 Middlesex Insurance Company 23434 A 1,000,000A0114876-004 11/1/2022 11/1/2023 1,000,000 3 5,000 3 1,000,000 3 Deductible: $5,000 3,000,000 2,000,00033 A A0114876-001 11/1/2022 11/1/2023 1,000,000 3 Comp / Coll Deductibles $1,000 or $2,000 A A0114876-006 11/1/2022 11/1/2023 10,000,00033 10,000,0003 none A A0114876-005 11/1/2022 11/1/2023 3 1,000,000Y 1,000,000 Deductible: Nil 1,000,000 Kristen Perez Olivia Barajas obarajas@sullicurt.com Allison Mechanical, Inc. 1968 Essex Court Redlands, CA 92373 71031792 3 3 3 The City of Palm Springs, its officials, employees, and agents are named as an additional insured per attached forms. City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 RE: Contract # IFB 22-10, HVAC Maintenance & Installation Insurance is primary and non-contributory. Waiver of Subrogation applies per attached form. 30 day notice of cancellation per attached form. 3 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 1 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Named Insureds: Allison Mechanical, Inc. Champ Management, Inc. Inland Sales & Leasing, LLC ALLISMEC SullivanCurtisMonroe Insurance Services (IRV)Allison Mechanical, Inc. 1968 Essex Court Redlands, CA 92373 25 Certificate of Liability (03/16) ATTACHMENT HOLDER: ADDRESS: City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 2 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 CG 20 10 04 13 © ISO Properties, Inc., 2012 Page 1 of 2  POLICY NUMBER: Effective Date: COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Allison Mechanical, Inc. A0114876-004 11/1/2022 10/28/2022 Any person or organization to whom or which you are required to provide additional insured status in a written contract or written agreement executed prior to loss, except where such contract or agreement is prohibited by law. 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 3 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 Page 2 of 2 © ISO Properties, Inc., 2012 CG 20 10 04 13 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 4 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 10/28/2022 Allison Mechanical, Inc. A0114876-004 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 5 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 10/28/2022 Allison Mechanical, Inc. A0114876-004 Any person or organization to whom or which you are required to provide additional insured status in a written contract or written agreement executed prior to loss, except where such contract or agreement is prohibited by law. 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 6 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 —˙ ¸˛ ˝¸ ˛ ¸ ØŒ Œ º ˝ ˛˝ ˝ —˙ —˝ ˛ ˛¸˙ ˝ ˝¸˛ —˛˛˙ ˛¸˛˙ ˚˛ ¸˝ ˙ ˚˛ ‚•› »†…–ﬁ›»‡»†‹ ‡–…•”•»› •†›«ﬁ¿†‰» ﬁ–“•…»… «†…»ﬁ ‹‚» ”–··–'•†„ ¸˝˝˝ ¸ ˚˛ ˛ ˛ ˛˛˛ ˚˛ ˛ ¸ ˛˝ ˚˛ ˛ •‹‚ﬁ»›»‰‹‹–‰–“»ﬁ¿„»ﬁ–“•…»… §‹‚•›»†…–ﬁ›»‡»†‹‹‚»ﬁ–“•›•–†› –”‹‚»–“»ﬁ¿„»–ﬁ‡¿·§«†·»›› ‡–…•”•»… § ‹‚•› »†…–ﬁ›»‡»†‹ ‚•›»†…–ﬁ›»‡»†‹ •…»†‹•”•»›»ﬁ›–†ł›–ﬁ –ﬁ„¿†•ƒ¿‹•–†ł›'‚–¿ﬁ»•†›«ﬁ»…›”–ﬁ –“»ﬁ»…«‹–›•¿•·•‹§ –“»ﬁ¿„» «†…»ﬁ ‹‚» ‚– › † †›«ﬁ»… ﬁ–“•›•–† –” ‹‚» –“»ﬁ¿„» –ﬁ‡ ‚•›»†…–ﬁ›»‡»†‹ ‰‚¿†„»›‹‚»–·•‰§»””»‰‹•“» –†‹‚»•†‰»‹•–† …¿‹» –”‹‚»–·•‰§«†·»›› ¿†–‹‚»ﬁ …¿‹»•› •†…•‰¿‹»… ¿‡»… †›«ﬁ»… †…–ﬁ›»‡»†‹ ””»‰‹•“» ¿‹» ¿‡» ” —»ﬁ›–†ł› ﬁ ﬁ„¿†•ƒ¿‹•–†ł› †”–ﬁ‡¿‹•–† ﬁ»ﬂ«•ﬁ»… ‹– ‰–‡·»‹» ‹‚•› ˝‰‚»…«·» •” †–‹ ›‚–'† ¿–“» '•·· » ›‚–'† •† ‹‚» »‰·¿ﬁ¿‹•–†› ¿‰‚»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–†›‚–'†•†‹‚» ˝‰‚»…«·» •›¿†•†›«ﬁ»…”–ﬁ –“»ﬁ»…«‹–› •¿•·•‹§–“»ﬁ¿„»«‹–†·§‹– ‹‚»»¤‹»†‹‹‚¿‹ »ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† ﬂ«¿·•”•»›¿› ¿†•†›«ﬁ»… «†…»ﬁ ‹‚»‚–›††›«ﬁ»…ﬁ–“•›•–†‰–†‹¿•†»… •† ł —¿ﬁ¿„ﬁ¿‚–”˝»‰‹•–†–“»ﬁ»…«‹–› •¿•·•‹§–“»ﬁ¿„»•†‹‚»«›•†»››«‹– ¿†… –‹–ﬁ ¿ﬁﬁ•»ﬁ –“»ﬁ¿„» –ﬁ‡› –ﬁ ł —¿ﬁ¿„ﬁ¿‚–”˝»‰‹•–†–“»ﬁ»…«‹–› –“»ﬁ¿„»›–”‹‚»«‹–»¿·»ﬁ›–“»ﬁ¿„» –ﬁ‡ —ﬁ•‡¿ﬁ§ †… –†‰–†‹ﬁ•«‹–ﬁ§ †›«ﬁ¿†‰» ‚•›•†›«ﬁ¿†‰» •› ﬁ•‡¿ﬁ§‹–¿†…'•··†–‹›»» ‰–†‹ﬁ•«‹•–†”ﬁ–‡ ¿†§–‹‚»ﬁ ¿«‹–•†›«ﬁ¿†‰»•››«»… ‹– ‹‚»»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† •†‹‚»›‰‚»…«·» «†…»ﬁ §–«ﬁ –·•‰§ ﬁ–“•…»… ‹‚¿‹ ł ‚»»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† •› ¿ ¿‡»… †›«ﬁ»… «†…»ﬁ ›«‰‚ –‹‚»ﬁ •†›«ﬁ¿†‰» ¿†… ł —ﬁ•–ﬁ ‹– ‹‚» ¿‰‰•…»†‹§–«‚¿“» ¿„ﬁ»»… •† 'ﬁ•‹•†„•† ¿‰–†‹ﬁ¿‰‹–ﬁ ¿„ﬁ»»‡»†‹‹‚¿‹ ‹‚•› •†›«ﬁ¿†‰»'–«·…» ﬁ•‡¿ﬁ§¿†… '–«·…†–‹ ›»»‰–†‹ﬁ•«‹•–†”ﬁ–‡ ¿†§–‹‚»ﬁ •†›«ﬁ¿†‰» ¿“¿•·¿·» ‹– ‹‚» »ﬁ›–† –ﬁ –ﬁ„¿†•ƒ¿‹•–† †‰·«…»› ‰–§ﬁ•„‚‹»… ‡¿‹»ﬁ•¿· –” †›«ﬁ¿†‰» ˝»ﬁ“•‰»› ””•‰» †‰ '•‹‚ •‹› »ﬁ‡•››•–† —¿„» –” ØŒ Œ º ææŁŁØŒ •……·»›»¤ †›«ﬁ¿†‰» –‡¿†§ Ł »º…¿…ºº¿…¿Ø»Ø‰ºŁ»”Ø»º…¿…ºº¿…¿Ø»Ø‰ºŁ»”Ø ØØØŒŁŁŒØ 10/28/2022 Allison Mechanical, Inc. A0114876-001 11/01/2022 As required by written contract. 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 7 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 IL 70 58 02 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION - CERTIFICATE HOLDERS This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM COMMERCIAL AUTOMOBILE COVERAGE PARTS COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PARTS COMMERCIAL EXCESS/UMBRELLA LIABILITY COVERAGE FORM EMPLOYMENT RELATED PRACTICES LIABILITY POLLUTION LIABILITY COVERAGE ERRORS AND OMISSIONS COVERAGE FORM In the event we cancel this policy, we shall endeavor to also mail to the person(s) or organization(s) listed in the Schedule for this endorsement advance written notice of cancellation. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule below to any benefit, rights or protection under this policy. Failure by us to provide this notice of cancellation to the person(s) or organization(s) listed or described in the Schedule below will not impose liability of any kind upon us. Any of these provisions that conflict with a law that controls the notice of cancellation of the insurance in this endorsement is changed by this statement to comply with the law. Schedule Person(s) or Organization(s) including mailing address: All other terms and conditions of this policy remain unchanged. Any person or organization you are required to add as an additional insured under a written contract or agreement in effect prior to any accident, injury, loss or damage 1968 Essex Ct Redlands, CA 92373-8008 Change effective 12/04/2018 Page 1 of 1IL 70 58 02 14 12/10/2018A0114876 Middlesex Insurance Company 00001 0000000000 18344 0 N1 870593b8-948e-4709-8cdc-105a5884333d870593b8-948e-4709-8cdc-105a5884333d 0027020044347846579892373800868 10/28/2022Allison Mechanical, Inc. A0114876-004 11/01/2022 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 8 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 WORKERS COMPENSATION AND EMPLOYERS LIABILTTY INSURANCE POLICY wc 00 0313 (Ed,4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the.right to reco.ver our payments from anyone liable for an injury covered by this policy. We will notenforce our right against the person or organization named in the Schedirte. lffris agr#ment hppti|s onty to tneextent that you perform work under a written contract that requires you to obtiin this"agreemeni irom ,s.j This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Name: Any person or organization from whom you are required to waive your right to recover under a written contract or agreement in effect prior to any loss oi damage Address: Description of Waiver: Any person or organization from whom you are requlred to waive your right to recover under a written contract or agreement in effect prior to any loss oi aamage JoblD: Schedule This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective lnsured lnsurance Company wc 00 03 13 (Ed. 4-84) @ 1983 National Council on Compensation lnsurance. Policy No. Countersigned by Endorsement No. Premium Page 1 of 1 10/28/2022 Allison Mechanical, Inc. A0114876-00511/01/2022 11/01/2023 71031792 | ALLISMEC | 2022-23 GLI, CAU, WCO, UMC [primary] | Olivia Barajas | 10/28/2022 3:32:45 PM (PDT) | Page 9 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT NO. A9069 FOR HVAC MAINTENANCE AND INSTALLATION SERVICES This Amendment No. 1 to the Contract Services Agreement (A9069), (“Amendment No. 1”), is made and entered into this day of , 2023, by and between the City of Palm Springs, a California charter city and municipal corporation, hereinafter designated as the City, and Allison Mechanical, Inc., a California corporation, hereinafter designated as the Contractor. City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. On April 7, 2022, the City Council approved A9069, made and entered into on April 11, 2022, in reference to the competitively solicited Invitation for Bids (IFB) 22-10 with Contractor. B. City desires to amend A9069 to add $300,000 for a maximum contract amount not to exceed $900,000. C. Contractor desires to perform said services on the terms and conditions set forth in this Amendment. In consideration of these promises and mutual obligations, covenants, and conditions, the Parties agree as follows: AGREEMENT SECTION 1. The true and correct recitals above are incorporated by this reference herein as the basis for this First Amendment. SECTION 2. 3.1 Compensation of Contractor. Is hereby replaced in its entirety as follows: “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 amount of Compensation shall not exceed $900,000.” SECTION 3. Full forces and Effect. All terms, conditions, and provisions of the Contract Services Agreement A9069, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment No. 1 and any provision of the Contract Services Agreement A9069, the provisions of this Amendment No. 1 shall in all respects govern and control. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 22 May SECTION 4. The persons executing this Amendment No. 1 on behalf of the Parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said Party is bound. Except as specifically amended by this Amendment No. 1, all terms and provisions of Agreement No. A9069 remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 SIGNATURE PAGE TO AMENDMENT NO. 1 (A9069) BY AND BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By:�� " Signature Mark Allison (2nd signature required for Corporations) Date: 5/18/2023 Date: 5/18/2023 ------------- CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: May 11, 2023___ Item No. APPROVED AS TO FORM: ATTEST: By:___________ B y: ___________ _ 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 1.F. DocuSign Envelope ID: 8C2CB603-61A7-44A8-BB59-1EFB566525B1 5/22/2023 CONTRACT ABSTRACT 2 Originals: Agreement; 1 Original: Performance & Payment Bond and Insurance Contract Company Name: Company Contact: Summary of Services: Contract Price: Funding Source: Contract Term: Allison Mechanical, Inc. Mark Allison, Vice President HVAC Maintenance and Installation Services $600,000 Facilities: 5206570-50035 April 11, 2022 through April 10, 2025 Contract Administration Lead Department: Contract Administrator: Facilities Maintenance Staci Schafer Contract Approvals Council Approval: Resolution Number: Agreement Number: 4/7/2022 1J A9069 Contract Compliance Exhibits: Signatures: Insurance: Bonds: Yes Yes Yes N/A Contract Prepared By: Procurement and Contracting Submitted on: April 7, 2022 By: Brian Sotak-Rossman DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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 rights to the certificate holder in lieu of such endorsement(s). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 3/4/2022 SullivanCurtisMonroe Insurance Services (IRV) 1920 Main Street Suite 600 Irvine, CA 92614 949.250.7172 949.852.9762 www.SullivanCurtisMonroe.com License # 0E83670 Middlesex Insurance Company 23434 Middlesex Insurance Company 23434 A 1,000,000A0114876-004 11/1/2021 11/1/2022 1,000,000 3 5,000 3 1,000,000 3 Deductible: $5,000 3,000,000 2,000,00033 A A0114876-001 11/1/2021 11/1/2022 1,000,000 3 Comp / Coll Deductibles $1,000 or $2,000 A A0114876-006 11/1/2021 11/1/2022 10,000,00033 10,000,0003 none A A0114876-005 11/1/2021 11/1/2022 3 1,000,000Y 1,000,000 Deductible: Nil 1,000,000 zChrystal Rott Allison Mechanical, Inc. 1968 Essex Court Redlands, CA 92373 67060468 3 3 3 The City of Palm Springs, its officials, employees, and agents are named as an additional insured per attached forms. City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 RE: Contract # IFB 22-10, HVAC Maintenance & Installation Insurance is primary and non-contributory. Waiver of Subrogation applies per attached form. 30 day notice of cancellation per attached form. 3 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 1 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: Named Insureds: Allison Mechanical, Inc. Champ Management, Inc. Inland Sales & Leasing, LLC ALLISMEC SullivanCurtisMonroe Insurance Services (IRV)Allison Mechanical, Inc. 1968 Essex Court Redlands, CA 92373 25 Certificate of Liability (03/16) ATTACHMENT HOLDER: ADDRESS: City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 2 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E CG 20 10 04 13 © ISO Properties, Inc., 2012 Page 1 of 2  POLICY NUMBER: Effective Date: COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Allison Mechanical, Inc. A0114876-004 11/1/2021 3/4/2022 Any person or organization to whom or which you are required to provide additional insured status in a written contract or written agreement executed prior to loss, except where such contract or agreement is prohibited by law. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 3 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Page 2 of 2 © ISO Properties, Inc., 2012 CG 20 10 04 13 C. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 4 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. 3/4/2022 Allison Mechanical, Inc. A0114876-004 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 5 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E 3/4/2022 Allison Mechanical, Inc. A0114876-004 Any person or organization to whom or which you are required to provide additional insured status in a written contract or written agreement executed prior to loss, except where such contract or agreement is prohibited by law. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 6 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E —˙ ¸˛ ˝¸ ˛ ¸ ØŒ Œ º ˝ ˛˝ ˝ —˙ —˝ ˛ ˛¸˙ ˝ ˝¸˛ —˛˛˙ ˛¸˛˙ ˚˛ ¸˝ ˙ ˚˛ ‚•› »†…–ﬁ›»‡»†‹ ‡–…•”•»› •†›«ﬁ¿†‰» ﬁ–“•…»… «†…»ﬁ ‹‚» ”–··–'•†„ ¸˝˝˝ ¸ ˚˛ ˛ ˛ ˛˛˛ ˚˛ ˛ ¸ ˛˝ ˚˛ ˛ •‹‚ﬁ»›»‰‹‹–‰–“»ﬁ¿„»ﬁ–“•…»… §‹‚•›»†…–ﬁ›»‡»†‹‹‚»ﬁ–“•›•–†› –”‹‚»–“»ﬁ¿„»–ﬁ‡¿·§«†·»›› ‡–…•”•»… § ‹‚•› »†…–ﬁ›»‡»†‹ ‚•›»†…–ﬁ›»‡»†‹ •…»†‹•”•»›»ﬁ›–†ł›–ﬁ –ﬁ„¿†•ƒ¿‹•–†ł›'‚–¿ﬁ»•†›«ﬁ»…›”–ﬁ –“»ﬁ»…«‹–›•¿•·•‹§ –“»ﬁ¿„» «†…»ﬁ ‹‚» ‚– › † †›«ﬁ»… ﬁ–“•›•–† –” ‹‚» –“»ﬁ¿„» –ﬁ‡ ‚•›»†…–ﬁ›»‡»†‹ ‰‚¿†„»›‹‚»–·•‰§»””»‰‹•“» –†‹‚»•†‰»‹•–† …¿‹» –”‹‚»–·•‰§«†·»›› ¿†–‹‚»ﬁ …¿‹»•› •†…•‰¿‹»… ¿‡»… †›«ﬁ»… †…–ﬁ›»‡»†‹ ””»‰‹•“» ¿‹» ¿‡» ” —»ﬁ›–†ł› ﬁ ﬁ„¿†•ƒ¿‹•–†ł› †”–ﬁ‡¿‹•–† ﬁ»ﬂ«•ﬁ»… ‹– ‰–‡·»‹» ‹‚•› ˝‰‚»…«·» •” †–‹ ›‚–'† ¿–“» '•·· » ›‚–'† •† ‹‚» »‰·¿ﬁ¿‹•–†› ¿‰‚»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–†›‚–'†•†‹‚» ˝‰‚»…«·» •›¿†•†›«ﬁ»…”–ﬁ –“»ﬁ»…«‹–› •¿•·•‹§–“»ﬁ¿„»«‹–†·§‹– ‹‚»»¤‹»†‹‹‚¿‹ »ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† ﬂ«¿·•”•»›¿› ¿†•†›«ﬁ»… «†…»ﬁ ‹‚»‚–›††›«ﬁ»…ﬁ–“•›•–†‰–†‹¿•†»… •† ł —¿ﬁ¿„ﬁ¿‚–”˝»‰‹•–†–“»ﬁ»…«‹–› •¿•·•‹§–“»ﬁ¿„»•†‹‚»«›•†»››«‹– ¿†… –‹–ﬁ ¿ﬁﬁ•»ﬁ –“»ﬁ¿„» –ﬁ‡› –ﬁ ł —¿ﬁ¿„ﬁ¿‚–”˝»‰‹•–†–“»ﬁ»…«‹–› –“»ﬁ¿„»›–”‹‚»«‹–»¿·»ﬁ›–“»ﬁ¿„» –ﬁ‡ —ﬁ•‡¿ﬁ§ †… –†‰–†‹ﬁ•«‹–ﬁ§ †›«ﬁ¿†‰» ‚•›•†›«ﬁ¿†‰» •› ﬁ•‡¿ﬁ§‹–¿†…'•··†–‹›»» ‰–†‹ﬁ•«‹•–†”ﬁ–‡ ¿†§–‹‚»ﬁ ¿«‹–•†›«ﬁ¿†‰»•››«»… ‹– ‹‚»»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† •†‹‚»›‰‚»…«·» «†…»ﬁ §–«ﬁ –·•‰§ ﬁ–“•…»… ‹‚¿‹ ł ‚»»ﬁ›–†–ﬁ –ﬁ„¿†•ƒ¿‹•–† •› ¿ ¿‡»… †›«ﬁ»… «†…»ﬁ ›«‰‚ –‹‚»ﬁ •†›«ﬁ¿†‰» ¿†… ł —ﬁ•–ﬁ ‹– ‹‚» ¿‰‰•…»†‹§–«‚¿“» ¿„ﬁ»»… •† 'ﬁ•‹•†„•† ¿‰–†‹ﬁ¿‰‹–ﬁ ¿„ﬁ»»‡»†‹‹‚¿‹ ‹‚•› •†›«ﬁ¿†‰»'–«·…» ﬁ•‡¿ﬁ§¿†… '–«·…†–‹ ›»»‰–†‹ﬁ•«‹•–†”ﬁ–‡ ¿†§–‹‚»ﬁ •†›«ﬁ¿†‰» ¿“¿•·¿·» ‹– ‹‚» »ﬁ›–† –ﬁ –ﬁ„¿†•ƒ¿‹•–† †‰·«…»› ‰–§ﬁ•„‚‹»… ‡¿‹»ﬁ•¿· –” †›«ﬁ¿†‰» ˝»ﬁ“•‰»› ””•‰» †‰ '•‹‚ •‹› »ﬁ‡•››•–† —¿„» –” ØŒ Œ º ææŁŁØŒ •……·»›»¤ †›«ﬁ¿†‰» –‡¿†§ Ł »º…¿…ºº¿…¿Ø»Ø‰ºŁ»”Ø»º…¿…ºº¿…¿Ø»Ø‰ºŁ»”Ø ØØØŒŁŁŒØ 3/4/2022 Allison Mechanical, Inc. A0114876-001 11/01/2021 As required by written contract. 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 7 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E IL 70 58 02 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION - CERTIFICATE HOLDERS This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM COMMERCIAL AUTOMOBILE COVERAGE PARTS COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PARTS COMMERCIAL EXCESS/UMBRELLA LIABILITY COVERAGE FORM EMPLOYMENT RELATED PRACTICES LIABILITY POLLUTION LIABILITY COVERAGE ERRORS AND OMISSIONS COVERAGE FORM In the event we cancel this policy, we shall endeavor to also mail to the person(s) or organization(s) listed in the Schedule for this endorsement advance written notice of cancellation. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule below to any benefit, rights or protection under this policy. Failure by us to provide this notice of cancellation to the person(s) or organization(s) listed or described in the Schedule below will not impose liability of any kind upon us. Any of these provisions that conflict with a law that controls the notice of cancellation of the insurance in this endorsement is changed by this statement to comply with the law. Schedule Person(s) or Organization(s) including mailing address: All other terms and conditions of this policy remain unchanged. Any person or organization you are required to add as an additional insured under a written contract or agreement in effect prior to any accident, injury, loss or damage 1968 Essex Ct Redlands, CA 92373-8008 Change effective 12/04/2018 Page 1 of 1IL 70 58 02 14 12/10/2018A0114876 Middlesex Insurance Company 00001 0000000000 18344 0 N1 870593b8-948e-4709-8cdc-105a5884333d870593b8-948e-4709-8cdc-105a5884333d 0027020044347846579892373800868 3/4/2022Allison Mechanical, Inc. A0114876-004 11/01/2021 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 8 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E WORKERS COMPENSATION AND EMPLOYERS LIABILTTY INSURANCE POLICY wc 00 0313 (Ed,4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the.right to reco.ver our payments from anyone liable for an injury covered by this policy. We will notenforce our right against the person or organization named in the Schedirte. lffris agr#ment hppti|s onty to tneextent that you perform work under a written contract that requires you to obtiin this"agreemeni irom ,s.j This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Name: Any person or organization from whom you are required to waive your right to recover under a written contract or agreement in effect prior to any loss oi damage Address: Description of Waiver: Any person or organization from whom you are requlred to waive your right to recover under a written contract or agreement in effect prior to any loss oi aamage JoblD: Schedule This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective lnsured lnsurance Company wc 00 03 13 (Ed. 4-84) @ 1983 National Council on Compensation lnsurance. Policy No. Countersigned by Endorsement No. Premium Page 1 of 1 3/4/2022 Allison Mechanical, Inc. A0114876-00511/01/2021 67060468 | ALLISMEC | 2021-22 GLI, CAU, WCO, UMC [primary] | Monique Nguyen | 3/4/2022 11:34:52 AM (PST) | Page 9 of 9 This certificate cancels and supersedes ALL previously issued certificates. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 1 of 25 CONTRACT SERVICES AGREEMENT A9069 HVAC MAINTENANCE AND INSTALLATION SERVICES THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on April 11, 2022, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Allison Mechanical, Inc., a California Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services of a licensed heating, ventilation, and air conditioning (HVAC) contractor, for HVAC maintenance and installation services, (“Project”). B. Contractor has submitted to City a proposal to provide HVAC maintenance and installation services, to City 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 2 of 25 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 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 amount of Compensation shall not exceed $600,000.00. 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 3 of 25 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 3 years, commencing on April 11, 2022, and ending on April 10, 2025, 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 4 of 25 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: Mark Allison (name), Vice President (title). 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 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 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 5 of 25 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: Mark Allison Vice President 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, DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 6 of 25 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 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 7 of 25 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 nece ssary 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. 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 no t 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 8 of 25 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 (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”). 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 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 9 of 25 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: Allison Mechanical, Inc. Attention: Mark Allison 1968 Essex Court. Redlands, CA 92373 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 th e 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 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 10 of 25 11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. [SIGNATURES ON NEXT PAGE] DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 11 of 25 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ALLISON MECHANICAL, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: 04/07/2022 Item No. 1J APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ Jeffrey S. Ballinger, Monique Lomeli, 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: CFB4431F-5B16-4E04-8A2C-DCF85E47599E 4/8/2022 4/8/2022 4/12/2022 Revised 2.9.22 Page 12 of 25 EXHIBIT “A” CONTRACTOR’S SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 13 of 25 1.1 Scope of Work: A. Contractor shall furnish labor, materials, equipment, and supervision to perform HVAC maintenance and installation (Work) on an as-requested basis in city facilities included in this solicitation. The scope of Work shall include, but is not limited to repairs, troubleshooting, testing, inspecting, training, replacement, installation, and maintenance of a wide range of heating, cooling, ventilation, ductwork, and mechanical systems. This may include project estimation and budgeting of work. B. All work shall be performed by and billed to the lowest applicable job class level. The majority of the Work requested under this contract is to be performed by one (1) trade person per job. All service shall be performed by personnel who are journeyman level (or equivalent according to industry norms) as described by industry standards. The Contractor must receive prior written approval from the City before assigning more than one (1) trade person per job. On jobs requiring more than three (3) trade persons, the Contractor shall be required to designate one (1) employee to perform the duties and responsibilities of Foreman and that person shall receive compensation as such. C. Response time: The Contractor shall respond to emergency calls for service or repair within twenty-four (24) hours. Emergency responses to include weekends, after-hours, and holidays. D. Correction of work deficiencies: The Contractor shall correct work rejected by the City as failing to conform to the requirements in the project documents within thirty days. The Contractor shall bear the cost of correcting such rejected work, including the costs of uncovering, replacement, and additional testing. If the Contractor fails to commence correction of nonconforming work within a seven day period after written notice, the city may correct the deficiencies by other means. In such case, the City may exercise rights and remedies as provided in section 9.4 of agreement. In addition to the Contractor’s other obligations, the contract shall, for a period of one year after substantial completion, correct work not conforming to the requirements of the work. E. Compliance with regulations and permits: Contractor shall comply with or exceed all relevant statutes, codes, rules, and regulations as may be applicable to this contract and shall be responsible for securing any and all permits as required by the governing authority. The City shall reimburse the Contractor for only the actual cost of said permits. F. Equipment and supplies: Contractor is to provide, at no additional cost to the City, all necessary equipment, hand, and power tools and supplies typically used by the job classification and/or assigned trade person. Mechanical or other equipment used for Work must be of a type that is approved by the industry and shall be operated in such a manner as not to cause danger of any nature to employees or other persons or damage to the building structure, fixtures, furnishings, etc. The DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 14 of 25 City, at its sole and absolute discretion, may approve to pay for equipment, tools, or materials it determines is not typical of that job classification. Contractor must not store equipment and/or supplies on any City property. G. General safety requirements: The Contractor shall be responsible for all safety precautions required in connection with their work, including regulations of the Occupational Safety and Health Administration (OSHA) and other governing agencies. The City reserves the right to oversee all service work from a safety standpoint and require the Contractor to take appropriate action to ensure safety and code compliance. H. Damages: Necessary precautions shall be taken at all times to protect persons, property and equipment from injury or damage. Any damage shall be reported, reviewed, and discussed with the facility manager. I. Security: The Contractor is responsible for ensuring all entries/exits to the work area are secure during the discharge of their duties (doors must not be propped open). The Contractor does not have the authority and shall not grant access to any person requesting entry into the building or specific work area. Any items or articles of apparent value found by the Contractor’s personnel in any areas of the building or site shall be turned over to the facility manager or on-site Security. Any suspicious articles that may be found, or persons loitering or conducting themselves in a manner to arouse suspicion or possibly in need of help, shall be immediately reported to Police. J. Disposal and salvage of waste material: Contractor must dispose of or salvage all waste material generated by its service operations under the contract in an off-site location, in compliance with all applicable laws and regulations. City encourages Contractor to salvage material in an environmentally friendly manner if possible. City retains the right to retain materials or have another party salvage material, at the discretion and direction of the facility manager. K. Uniforms and face coverings: The Contractor shall be required to properly uniform its service personnel and they shall present a clean and neat appearance at all times. Day service personnel shall have color-coordinated shirts with company name and/or logo provided by the Contractor. Contractor vehicles must display company logo and name. Contractor must abide by City’s requirements for visiting City buildings, including wearing required face coverings. L. Conduct of contractor’s employees on-site: The following behavior is not allowed on City premises: • Using improper language. • Acting in a loud, boisterous, or otherwise unprofessional manner. • Engaging in harassment or otherwise offensive conduct. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 15 of 25 • Allowing unauthorized persons, including family and friends, to enter the building or area in which Contractor’s employee is assigned. Visitors must stay in the public lobby until Contractor’s employee arrives. • Opening or going through any City property, including furnishings, or use of City equipment or property. • Theft or aiding in the theft of City property. • Sleeping on the job. • Taking scrap material. • Using tobacco products, including electronic smoking devices, anywhere on City premises. • Using City tools, equipment or supplies without prior authorization. • Possessing firearms or any other weapon, even if legally permitted to carry firearms or other dangerous weapons. • Sexual misconduct, sexual abuse, sexual harassment, as defined by state and/or federal law. Contractor’s employees deemed noncompliant by City will be removed immediately and replaced within twenty-four (24) hours. Contractor’s employees must submit to weapons screening as directed. Contractor’s employees must be able to understand, read and communicate in English under the performance of this Contract. Contractor must observe and comply with all of City’s present and future rules and regulations regarding conduct on the premises. 1.2 Insurance Requirements: The Contractor shall meet all insurance requirements of the City, including but not limited to, the provisions of personal and property liability, including automobile coverage, and Worker's Compensation, in limits acceptable to the City. 1.3 License Requirement: 1. Be licensed in accordance with the Palm Springs Municipal Code, Chapter 3.40 through 3.96 entitled Business Tax; 2. Possess any other applicable license required in the performance of these services. 1.4 Term of Contract: The term of this contract will be for three years, with two, one year renewal options upon mutual consent of the City and the Contractor. 1.5 Option to Renew: At the sole discretion of the City, the Contract may be renewed for two one-year options or any portion thereof. If the City exercises its option to extend, the unit prices may be adjusted (decreased or increased) at the beginning of any such renewal period to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureau of Labor Statistics for the Riverside- San Bernardino-Ontario Areas. 1.6 Adjustment of Services: DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 16 of 25 The City reserves the right to reduce or increase, or otherwise adjust the scope of services. 1.7 Pricing: 1. The pricing included in this Contract shall be firm for the first year. 2. The unit prices may be adjusted (decreased or increased) once a year to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureaus of Labor Statistics for the Riverside-San Bernardino-Ontario Areas. 3. The City will only pay for the items listed on the bid form, and permit and disposal fees. This does not include access to public utilities. Contractor must incorporate all of its costs in its unit bid prices, including but not limited to labor, supervision, project management, overhead, profit, onboarding training, travel, mileage, truck charges, fuel charges, service call charges, parking, delivery, portal-to-portal charges, environmental fees, shop supplies and consumable incidental materials. The City will not pay for subcontractors, rental of equipment/tools, and purchase of materials/supplies unless the City authorized payment of the applicable items. 1.8 Payment: The resulting contract for these services is an on-call as needed contract. No specific amount of work is guaranteed. The contract value is an estimated value only. All work authorized under the contract will be compensated on a time and material basis as outlined in the Invoicing Section. 1.9 Invoicing: Contractor will submit an itemized invoice monthly. Billings must reference a purchase order number and shall indicate the unit (contract) price. Contractor will be paid for the actual hours worked at the rates shown in the contract. Parts, materials, equipment, and subcontractor costs will be compensated at actual cost with receipts required with allowable markup as outline in the contract. Contractor shall break out the line items on the invoice in accordance with the line items on the bid form. Contractor must provide back-up documentation for materials, subcontractor, rented equipment, permits, disposal and recycling fees. Invoices that are submitted with incorrect prices may be returned for correction before any payments to the contractor are authorized. It shall be the contractor’s responsibility to submit a correct invoice. The City shall not be responsible for payment until a correct invoice is received. The invoice shall be accompanied by receipts, dated, and signed by a City Employee, verifying the work was done. Invoices and receipts will be submitted to the Contract Officer for approval. All invoices are to be sent as one document, per month to: Facilities.Billing@palmspringsca.gov. 1.10 Special Security Requirements – For Palm Springs Police Department and Palm Springs International Airport: 1. POLICE DEPARTMENT: Any personnel of Contractor assigned to perform services at the Palm Springs Police Department must pass a Criminal History Records Check (CHRC) prior to performing services at this facility. The CHRC(s) will be provided at no charge to DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 17 of 25 Contractor. Contractor shall coordinate the record checks with the City’s Contract Officer. The City will accept as evidence of passing such a test a LiveScan card issued by another government agency. 2. AIRPORT SECURED ACCESS TO WORK AREAS: a. Criminal history Records Check (CHRC) and TSA Security Threat Assessment (STA) – The Contractor will be required to submit the City, prior to the commencement of services, an Authorized Signatory Authority Letter authorizing specific Contractor representatives to approve the issuance of Airport Identification badges and the processing of a fingerprint CHRC and STAs. Electronic links to this letter and the Fingerprint/Badge application can be found on the Airport’s website at http://www.palm-springs.ca.gov b. Under certain circumstances, and out of the control of the City, security measures may change on short notice. No deviations from any security measure shall be allowed at any time. c. Restricted Area Access – All Contractor personnel who require unescorted access to the restricted areas of the Airport, prior to the issuance of an Airport Identification Badge, must successfully complete a fingerprint based CHRC and Security Threat Assessment (STA). In accordance with CFR 49 1542.209, the CHRC must disclose that the applicant has not been convicted, or found not guilty by reason of insanity, of any of the disqualifying crimes listed below or as stated in 49 CFR 1542.209, during the 10 years before the date of the individual’s application for unescorted access authority, or while the individual has unescorted access authority. The disqualifying criminal offenses are as follows: 1) Forgery of certificates, false making of aircraft, and other registration violations; 49 U.S.C. 46306. 2) Interference with air navigation; 49 U.S.C. 46308. 3) Improper transportation of a hazardous material; 49 U.S.C. 46312. 4) Aircraft piracy; 49 U.S.C. 46502. 5) Interference with flight crew members or flight attendants; 49 U.S.C. 46504. 6) Commission of certain crimes aboard aircraft in flight; 46506. 7) Carrying a weapon or explosive aboard aircraft; 49 U.S.C. 46506. 8) Conveying false information and threats; 49 U.S.C. 46507. 9) Aircraft piracy outside the special aircraft jurisdiction of the United States; 49 U.S.C. 46502(b). 10) Lighting violations involving transporting controlled substances; 49 U.S.C. 46315. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 18 of 25 11) Unlawful entry into an aircraft or airport area that serves air carriers or foreign air carriers contrary to established security requirements; 49 U.S.C. 46314. 12) Destruction of an aircraft or aircraft facility; 18 U.S.C. 32. 13) Murder. 14) Assault with intent to murder. 15) Espionage. 16) Sedition. 17) Kidnapping or hostage taking. 18) Treason. 19) Rape or aggravated sexual abuse. 20) Unlawful possession, use, sale, distribution, or manufacture of an explosive or weapon. 21) Extortion. 22) Armed or felony unarmed robbery. 23) Distribution of, or intent to distribute, a controlled substance; 24) Felony arson. 25) Felony involving a threat. 26) Felony involving: i) Willful destruction of property; ii) Importation or manufacture of a controlled substance; iii) Burglary; iv) Theft; v) Dishonesty, fraud, or misrepresentation; vi) Possession or distribution of stolen property; vii) Aggravated assault; viii) Bribery; or ix) Illegal possession of a controlled substance punishable by a maximum term of imprisonment of more than 1 year. 27) Violence at international airports; 18 U.S.C. 37. 28) Conspiracy or attempt to commit any of the criminal acts listed. 3. Employee Security Badges – All Employees, Agents, Vendors, Invitees, Etc. of the Contractor, or Subcontractors requiring access to the work site shall, in accordance with the PSP Airport Security Plan, be required to display airport issued identification or be under the escort by properly badged personnel. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 19 of 25 Supervisors shall be badged with a Palm Springs International Airport Photo Badge. These badges will be identified numerically and issued to individual employees with a permanent record maintained on each individual to whom a badge is issued. At the completion of the contract, all badges will be returned to airport, or a charge of $60 per badge (subject to change) will be assessed for all badges not returned. As part of the badge application process, each applicant will be fingerprinted for use in an FBI Criminal Records search. Any person whose criminal record reveals offenses listed by the FAA as disqualifying offenses will be denied a badge and will be prohibited from unescorted access to the project site. All required paperwork and ID badge applications shall be submitted a minimum of two weeks before issuance of any badge. The Contractor and its staff are responsible for attending SIDA training and completing security badge application. Attendance of the video-based class and issuance of the badge may take in excess of 3 hours. There will be a $50 charge (subject to change) for the FBI background check and fingerprinting process, and a $50 charge (subject to change) for the badge for a total of $100.00. 4. Violations - All violations of Airport security are also violations of the City of Palm Springs Municipal Title 16, California Vehicle code and/or the Code of Federal Regulations. Any such violation may result in arrest, the issuance of a citation and/or the immediate revocation of access privileges. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 20 of 25 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 21 of 25 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 22 of 25 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: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 23 of 25 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 Request 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 DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 24 of 25 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 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, affecting 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. DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E Revised 2.9.22 Page 25 of 25 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 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: CFB4431F-5B16-4E04-8A2C-DCF85E47599E DocuSign Envelope ID: CFB4431F-5B16-4E04-8A2C-DCF85E47599E 19dQ�/ Customer. ALLISON MECHANICAL, INC., JOB# 40-7142 File No: 14021 CA l PUBLICI Owner Project: DEMUTH EGRESS & HVAC IMPROVEMENTS (PROJECT#2021-1214) Notice Requested by and Return To: PO #292 Los Angeles Air Balance Co. Rec. ID: 255041 1848 W 11th Street, Suite N Can. No.: 7022 2410 0000 3898 2079 Upland, CA 91786 1 Job No: 42226 CALIFORNIA PRELIMINARY NOTICE - PUBLIC WORKS (THIS NOTICE IS GIVEN PURSUANT TO CALIFORNIA CIVIL CODE §§ 8034(b), 8102, 9300 et seq.) TO: DIRECT CONTRACTOR TO: PUBLIC ENTITY (see California Civil Code § 8018) (see California Civil Code §§ 8036, 9302) BWW & COMPANY, INC. CITY OF PALM SPRINGS 301 9TH STREET, SUITE 100 3200 E. TAHQUITZ CANYON WAY Redlands, CA 92374 PALM SPRINGS, CA 92262 TO: CONSTRUCTION SURETY I LENDER TO: CUSTOMER (see California Civil Code § 8006, 8506, 8530-8538) ALLISON MECHANICAL, INC. THE BOND EXCHANGE AND INSURANCE AGENCY JOB# 40-7142 24800 CHRISANTA DRIVE, SUITE 160 1968 ESSEX COURT Mission Viejo, CA 92691 REDLANDS, CA 92373 RECEIVED Bond Number 1001160993 PO #292 MAR 2 8 2023 Office of the City Clerk Please take notice that Los Angeles Air Balance Co., 1848 W 11th Street, Suite N, Upland, CA 91786, Phone: (909) 9314114, Fax: (909) 931.4840 has furnished or has agreed to furnish the following kind of equipment, labor, materials or services: Air Balance. Relationship to the parties of the one giving this notice (subcontractor, supplier, describe if otherwise): Subcontractor The person to or for whom the same was done or furnished is: ALLISON MECHANICAL, INC., JOB# 40-7142, 1968 ESSEX COURT, REDLANDS, CA 92373, Phone: (909) 478-5633, Fax: (909) 478-5637, which was performed in connection with the DEMUTH EGRESS & HVAC IMPROVEMENTS (PROJECT#2021-1214), DEMUTH COMMUNITY CENTER, 3601 E. MESQUITE AVENUE, Palm Springs, CA 92262 in the County of Riverside. The public entity for the above described work of improvement is CITY OF PALM SPRINGS, 3200 E. TAHQUITZ CANYON WAY, PALM SPRINGS, CA 92262. The estimated value of all labor, services, equipment and materials to be furnished by Claimant is $1,150.00. The equipment, labor, materials or services was provided or will be provided beginning on March 20, 2023. PROOF OF SERVICE DECLARATION (CALFORNIA CIVIL CODE § § 8100-8118) 1, LISA ALEJANDRE, declare that 1 served copies of the above CALIFORNIA PRELIMINARY NOTICE - PUBLIC WORKS, (check appropriate box): ❑ By personalty delivering copies to (names(s) and title(s) of person served) at (address), on (date), at (time). 0 By Registered or Certified Mail, Express Mail or Overnight Delivery by an express service carrier, addressed to each of the parties at the address shown above on March 22, 2023. ❑By leaving the notice and mailing a copy in the manner provided in § 415.20 of the California Code of Civil Procedure for service of Summons and Complaint in a Civil Action. I certify under penalty of perjury that the foregoing is true and correct. Signed at Upland, CA on March 22, 2023. Credit Dept. Prepared by: Los Angeles Air Balance Co., 1848 W 11th Street, Suite N, Upland, CA 91786, Phone: (Will 931-1114, Fax: (909) 931-4 Collection Policy w At Los Angeles Air Balance Co, we take our Collection Policy very seriously. So that we may provide the highest level of service to you and all of our customers, we must be paid promptly. Our terms are net 30 days or less Our collection "time table" is as follows: • Day 0 — We mail the Invoice. Invoice terms are normally net 30 days. We may request a joint check. • Day 7 — We make a follow-up call to see if the invoice was received, reviewed, and acceptable. • Day 31 — We call to say the invoice is past due and ask when we will receive payment • Day 45 — We give a past due courtesy reminder notice. • Day 59 — We call the G.C. and find out what percentage the HVAC contractor has been paid. • Day 60 — We notify our Collection Company that we have a potential payment problem. • Day 75 - We send a Notice of Intent to File a: Stop Payment, Mechanics Lien, Claim on the Bond, small claims case, arbitration case, or assign the account to a collections attorney. • Day 120 - We need to be 95% paid, if not, future reports will require pre -payment. Regarding Retention: • We are willing to wait for our final 5% payment if our customer is waiting for theirs. We will not accept the "idea" that any of our money due is in your 5% retention. • Day 60 (after 95% payment was made) — We call for our retention money and ask the G.0 when they intend to pay the final 5% retention. • Day 90 (after 95% payment was made) — We send a Notice of Intent to File a: Stop Payment, Mechanics Lien, Claim on the Bond, small claims case, arbitration case, or assign the account to a collections attorney. • Day 90 - We repeat phone calls every 14 days to the customer and the G.C. • Day 90 - We may start an asset search of company assets and/or owner's assets. • Day 90 - We may start legal action to recover the debt. The Buck Stops Here: As a test and balance company, the buck stops here. Our Union employees and Union dues are impossible to put off. Funds leave our bank account every Wednesday of the very next week after we show up on your project. We have no vendors and no materials suppliers to whom we can "put off" or "postpone" payment or make wait for "retention". The buck stops with us. For this reason, we must be paid promptly and are required to follow this collection policy very strictly. We must if we intend to stay a leader in the test and balance industry. Sincerely, Eddie Alejandre President Los Angeles Air Balance Co. 1848 W 11th Street, Suite N Upland, CA 91786 (909) 931.1114 (909) 931-4840 CITY OF PALM SPRINGS 3200 E. TAHQUITZ CANYON WAY PALM SPRINGS, CA 92262 March 22, 2023 RE: To: CITY OF PALM SPRINGS We are required by the laws of this state to notify you that we are furnishing labor, services, equipment or materials of the type described on the enclosed California notice for the work of improvement known as the: DEMUTH EGRESS & HVAC IMPROVEMENTS (PROJECT#2021-1214) project, located at 3601 E. MESQUITE AVENUE, Palm Springs, CA 92262. Such labor, services, equipment or materials were contracted for by:ALLISON MECHANICAL, INC., JOB# 40-7142, 1968 ESSEX COURT, REDLANDS, CA 92373, who is one of the Owners, General Contractors or Subcontractors of this project. We are further required by law to notify you at this time that 'rf bills are not paid in full for labor, services, equipment or materials furnished, or to be furnished, the improved property may be subject to a California Claim Of Lien or Stop Notice. The enclosed notice is not intended to reflect in any way on the integrity or credit standing of the contractors involved in this job, but is given merely to comply with the laws of this state. However, to fully protect yourself please consider (1) requiring your contractor to fumish a signed release from the person or firm giving you this notice before making payment to your contractor, or (2) any other method or device which is appropriate under the circumstances to guarantee payment of this debt. We appreciate the opportunity of furnishing our services for this job and we hope it is progressing to your satisfaction. Should you have any questions concerning this request, please call me personally at Phone:(909) 931.1114. Sincerely, By: Lt lyo- LISA ALEJANDRE, Credit Dept. Los Angeles Air Balance Co. Collection Policy At Los Angeles Air Balance Co, we take our Collection Policy very seriously. So that we may provide the highest level of service to you and all of our customers, we must be paid promptly. Our terms are net 30 days or less. Our collection "time table" is as follows: • Day 0 — We mail the Invoice. Invoice terms are normally net 30 days. We may request a joint check. • Day 7 — We make a follow-up call to see if the invoice was received, reviewed, and acceptable. • Day 31 — We call to say the invoice is past due and ask when we will receive payment • Day 45 — We give a past due courtesy reminder notice. • Day 59 — We call the G.C. and find out what percentage the HVAC contractor has been paid. • Day 60 — We notify our Collection Company that we have a potential payment problem. • Day 75 - We send a Notice of Intent to File a: Stop Payment, Mechanics Lien, Claim on the Bond, small claims case, arbitration case, or assign the account to a collections attorney. • Day 120 - We need to be 95% paid, if not, future reports will require pre -payment. Regarding Retention: • We are willing to wait for our final 5% payment if our customer is waiting for theirs. We will not accept the "idea" that any of our money due is in your 5% retention. • Day 60 (after 95% payment was made) — We call for our retention money and ask the G.0 when they intend to pay the final 5% retention. • Day 90 (after 95% payment was made) — We send a Notice of Intent to File a: Stop Payment, Mechanics Lien, Claim on the Bond, small claims case, arbitration case, or assign the account to a collections attorney. • Day 90 - We repeat phone calls every 14 days to the customer and the G.C. • Day 90 - We may start an asset search of company assets and/or owner's assets. • Day 90 - We may start legal action to recover the debt. The Buck Stops Here: As a test and balance company, the buck stops here. Our Union employees and Union dues are impossible to put off. Funds leave our bank account every Wednesday of the very next week after we show up on your project. We have no vendors and no materials suppliers to whom we can "put off' or "postpone" payment or make wait for "retention". The buck stops with us. For this reason, we must be paid promptly and are required to follow this collection policy very strictly. We must if we intend to stay a leader in the test and balance industry. Sincerely, Eddie Alejandre President