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HomeMy WebLinkAbout2016-361-E AMS - ProNet Systems, Inc. for professional consulting services DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 [Departmental Use Only] TITLE ProNet Srvc Agrmnt FY 2016/2017 NORTH CAROLINA CONSULTING SERVICES AGREEMENT UNDER $90,000 ORANGE COUNTY This Agreement, made and entered into this 1st day of July, 2016, ("Effective Date") by and between Orange County, North Carolina a body politic and corporate of the State of North Carolina(hereinafter, the "County") and ProNet Systems, Inc, (hereinafter, the "Consultant"). WITNESSETH: That the County and Consultant, for the consideration herein named, do hereby agree as follows: ARTICLE 1 SCOPE OF WORK 1.1 Scope of Work 1.1.1 This Services Agreement ("Agreement") is for professional consulting services to be rendered by Consultant to County with respect to (insert type of project)Full service maintenance of access control and CCTV security systems equipment as per Attachment A. 1.1.2 By executing this Agreement, the Consultant represents and agrees that Consultant is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent,professional and timely manner. 1.1.3 Time is of the essence with respect to this Agreement. 1.1.4 The services to be performed under this Agreement consist of Basic Services, as described and designated in Article 3 hereof. Compensation to the Consultant for Basic Services under this Agreement shall be as set forth herein. ARTICLE 2 RESPONSIBILITIES OF THE CONSULTANT 2.1 Services to be Provided. The Consultant shall provide the County with all services required in Article 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. 2.2. Standard of Care 2.2.1 The Consultant shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Consultant practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Consultant is solely responsible for the professional quality, accuracy and timely completion and submission Revised 6/16 1 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 of all reports, drawings, specifications, plans, documents and services (hereinafter "Deliverables") related to the Basic Services. 2.2.2 The Consultant shall be responsible for all errors or omissions, in the deliverables prepared by the Consultant. 2.2.3 The Consultant shall correct at no additional cost to the County any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts in any Deliverables prepared by the Consultant. 2.2.4 The Consultant shall assure that all Deliverables prepared by it hereunder are in accordance with applicable laws, statutes, and that any necessary or appropriate applications for approvals are submitted to federal, state and local governments or agencies in a timely manner so as not to delay the Project. 2.2.5 The Consultant shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. 2.2.6 Any and all employees of the Consultant engaged by the Consultant in the performance of any work or services required of the Consultant under this Agreement, shall be considered employees or agents of the Consultant only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Consultant. 2.2.7 If activities related to the performance of this agreement require specific licenses, certifications, or related credentials Consultant represents that it and/or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. ARTICLE 3 BASIC SERVICES 3.1 Basic Services 3.1.1 The Consultant shall perform as Basic Services the work and services described herein and as described in Exhibit Full service maintenance of access control and CCTV security systems equipment as per Attachment A.. ARTICLE 4 DURATION OF SERVICES 4.1 Scheduling of Services 4.1.1 The Consultant shall schedule and perform its activities in a timely manner. Revised 6/16 2 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 4.1.2 Should the County determine that the Consultant is behind the agreed upon schedule, it may require the Consultant to expedite and accelerate his efforts, including providing additional resources and working overtime, as necessary, to perform his services in accordance with the approved project schedule at no additional cost to the County. 4.1.3 The Commencement Date for the Consultant's Basic Services shall be 6/1/2016. ARTICLE 5 COMPENSATION 5.1 Compensation for Basic Services 5.1.1 Compensation for Basic Services shall include all compensation due the Consultant from the County for all services under this Agreement except for any authorized Reimbursable Expenses which are defined herein. The maximum amount payable for Basic Services is Twenty Eight Thousand Two Hundred Twenty Six and Eighty Three Dollars ($28,226.83). Payment for Basic Services shall become due and payable in direct proportion to satisfactory services performed and work accomplished. ARTICLE 6 RESPONSIBILITIES OF THE COUNTY 6.1 Cooperation and Coordination 6.1.1 The County has designated Jeff Thompson to act as the County's representative with respect to the Project and shall have the authority to render decisions within guidelines established by the County Manager and the County Board of Commissioners and shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 6.1.2 The County shall be solely responsible for determining whether Consultant as satisfactorily completed Tasks. It is agreed that County shall not unreasonably withhold its determination of satisfactory completion of any Task. In the event the amount of an invoice is disputed County may withhold payment until the dispute is resolved by the parties. County may also withhold payment on an invoice until the satisfactory completion of a Task by Consultant. ARTICLE 7 INSURANCE AND INDEMNITY 7.1 General Requirements 7.1.1 Consultant shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, Professional Liability Insurance, and any additional insurance as may be required by Owner's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing division/contracts.php). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here (if no additional insurance required mark N/A as being not applicable). Consultant shall not commence work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager. Revised 6/16 3 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 7.2 Indemnity 7.2.1 The Consultant agrees to indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from bodily injury including death or property damage to any person or persons caused in whole or in part by the negligence or misconduct of the Consultant except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Consultant to indemnify the County to the fullest extent permitted under North Carolina law. ARTICLE 8 AMENDMENTS TO THE AGREEMENT 8.1 Changes in Basic Services 8.1.1 Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Consultant. The Consultant shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. ARTICLE 9 TERMINATION 9.1 Termination for Convenience of the County 9.1.1 This Agreement may be terminated without cause by the County and for its convenience upon seven(7) days prior written notice to the Consultant. 9.2 Other Termination 9.2.1 The Consultant may terminate this Agreement based upon the County's material breach of this Agreement; provided the County has not taken all reasonable actions to remedy the breach. The Consultant shall give the County seven(7) days' prior written notice of its intent to terminate this Agreement for cause. 9.3 Compensation After Termination 9.3.1 In the event of termination, the Consultant shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Consultant. 9.3.2 Should this Agreement be terminated,the Consultant shall deliver to the County within seven(7) days, at no additional cost, all Deliverables including any electronic data or files relating to the Project. 9.4 Waiver 9.4.1 The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Consultant with any provisions of this Agreement or the Revised 6/16 4 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. 9.5 Suspension 9.5.1 County may suspend the work at any time for County's convenience and without penalty to County upon three (3) days' notice to Consultant. Upon any suspension by County, Consultant shall discontinue the work and shall not resume the work until notified to proceed by County. ARTICLE 10 ADDITIONAL PROVISIONS 10.1 Relationship of Parties 10.1.1 Consultant is an independent contractor of the County. Neither Consultant nor any employee of the Consultant shall be deemed an officer, employee or agent of the County. Consultant's personnel shall not be employees of, or have any contractual relationship with, the County. 10.2 Limitation and Assignment 10.2.1 The County and the Consultant each bind themselves, their successors, assigns, and legal representatives to the terms of this Agreement. Neither the County nor the Consultant shall assign or transfer its interest in this Agreement without the written consent of the other. 10.3 Governing Law 10.3.1 This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. Consultant shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies, rules, and regulations and the Orange County Anti-Discrimination Policy. Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit the definition of breach to discrimination. By executing this Agreement Consultant affirms that Consultant and any subcontractors of Consultant are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable, failure to maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes constitutes Consultant's breach of this Agreement. By executing this Agreement Consultant affirms Consultant is in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement, Consultant certifies that Consultant has not been identified, and has not utilized the services of any agent or subcontractor, on the Iran divestment list created by the State Treasurer pursuant to G.S. 147- 86.58. 10.4 Dispute Resolution Revised 6/16 5 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 10.4.1 Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County,North Carolina and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. The Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. Under no circumstances shall any dispute be addressed through binding arbitration. 10.5 Extent of Agreement 10.5.1 This Agreement, together with the Request for Proposals together with attachments distributed by the County and the Consultant's submitted Proposal, all of which constitute the Contract Documents, represents the entire and integrated agreement between the County and the Consultant and supersedes all prior negotiations, representations or agreements, either written or oral. In the event of a conflict among the terms of the Contract Documents, the priority of documents shall be This Agreement, the County's Request for Proposals, attachments to the County's Request for Proposals, the Consultant's Proposal. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. 10.6 Severability 10.6.1 If any provision of this Agreement is held as a matter of law to be unenforceable,the remainder of this Agreement shall be valid and binding upon the Parties. 10.7 Ownership of Deliverables 10.7.1 All Deliverables, together with all supporting materials, source documentation, data collected, field notes, and working drafts, developed in the performance of this Agreement shall become the property of the County and may be used on any other project without additional compensation to the Consultant. The use of the Deliverables by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. 10.8 Non-Appropriation 10.8.1 Consultant acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Consultant of the unavailability and non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a substantial fiscal crisis. In the event of a change in the County's statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action, which adversely affects County's Revised 6/16 6 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Consultant of such limitation or change in County's legal authority. 10.9 Notices and Signatures 10.9.1 This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 10.9.2 Any notice required by this Agreement shall be in writing and delivered by certified or registered mail,return receipt requested to the following: Orange County Consultant's Name&Address Attention: Jeff Thompson ProNet Systems, Inc. P.O. Box 8181 3200 Glen Royal Rd, Ste 107 Hillsborough,NC 27278 Raleigh,NC 27617 [SIGNATURE PAGE TO FOLLOW] Revised 6/16 7 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. COUNTY: Orange County CONSULTANT: ProNet Systems, Inc DocuSigned by: DocuSigned by: f7otA utit, lka"murstu1 QLaw 3aLu1 L0637 94 7 E477... - •" .oa�HVro... ounty manager Alan e ey Printed Name and Title Revised 6/16 8 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 PRONET SYSTEMS INC. Conditions of Service Agreement For Electronic Equipment ProNet Systems Inc. agrees to maintain all equipment at_Orange County (hereafter know as "customer")in proper working order, as listed by manufacturer and location in attached Appendix"A",and for the paid fees of$ 28,226.83 for the period to 7/1/2016 to 6/30/2017 excluding tax, subject to the following: 1. The equipment will be cleaned, lubricated and adjusted as needed to assure maximum up time. 1.1 Annual a. camera focus and field of view evaluated and adjusted as required b. time/date checked and adjusted if applicable c. all operational DVR set-ups checked as per manufacturers instructions e. Test all doors and access control functions 2. General 2.1 Respond on site within eight business hours of request. Respond within four hours for system outages and critical issues as defined by a System Administrator. 2.2 Substitute comparable equipment until repaired or replaced equipment is in service. DVR servers will be repaired in the most expedient manner,this may require shipment out of state. The fail Over Directory will be saved off site for possible disaster recovery. 2.3 Check, and if necessary, adjust time and date displays within 48 hours of each Spring and Fall time change. 2.5 Carry out operator training and administrator training as required. 2.6 Software Support for Lenel OnGuard is provided at no additional cost for the duration of the Maintenance Contract. 3. All electronic equipment must be connected to a ProNet Systems Inc.approved voltage surge suppressor. A dedicated line with a true earth ground run in its own metal conduit or ProNet Systems Inc.approved line power voltage regulator is necessary for proper product performance. Voltage can range between 108-125 volts A/C, if noise free and constant. Potential between ground and neutral cannot exceed .5 volts A/C. No other equipment can be plugged into the same outlet as ProNet Systems Inc. electronic equipment. The above conditions must be met to validate this Service Agreement. 4. Data lines specifications must meet ProNet Systems Inc.data line requirements for each device included in this Service Agreement. DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 5. The Service Agreement does not include services or parts required to re-program schedules, additional programming that is requested after initial software approval,abuse,non-ProNet Systems Inc.repair,misuse,floods,fires and other acts of nature not under ProNet Systems Inc. control,or consumable items. This agreement does not provide labor or parts necessary to install additional conversions or accessories after initial equipment installation. 6. It is understood that the equipment covered by this agreement is in good condition on the date this agreement becomes effective. Equipment,which requires repair or overhaul,will not be accepted for maintenance service. In such event, necessary repairs, if requested,will be made at current established ProNet Systems Inc.rates and shall be in addition to the maintenance rates. 7. All service under this agreement will be performed on the Customer's premises or ProNet Systems Inc. workshop, Monday-Friday, 8:00am- 5:00pm. Emergency service call(s)will be billed at an additional$25.00 per hour. 8. This agreement shall become effective on the date accepted by ProNet Systems Inc., or if equipment is in warranty, at the expiration of the equipment warranty period and shall remain in effect until cancelled by either party on 30 days advance written notice,provided that after the end of any prepaid period,the continuance of this agreement shall be at ProNet Systems Inc. then current rates. Prepaid amounts are not refundable. 9. Fees plus applicable taxes are payable in advance on an agreed quarterly or yearly basis. Terms are net 10 of invoice date. 10. This agreement is effective July 1,2016 through June 30,2017 Vice President Signature/Title Signature/Title ProNet Systems Inc Orange County Date Date Commencement Date of Contract July 1, 2016 1 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 A /?D CERTIFICATE OF LIABILITY INSURANCE DATEIMM/DDIYYYYI 02/19/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER NANIACT Amy H.Paschal Ken B.Lawson,Jr. PHONE 919-846-2090 ext 105 'FAX 919-846-2438 A MI dba Lawson Insurance Group,Inc. noDTL iss; paschaa@nationwide.com 6612-101 Six Forks Road _ INSURER(S AFFORDING COVERAGE NAICt! - Raleigh,NC 27615 INSURERA: Nationwide Mutual Insurance Company 23787 INSURED INSURER B: AmGUARD Insurance Company I 21873 ProNet Systems,Inc, INSURER C: Nationwide Mutual Fire Ins Company _ 23779 3200 Glen Royal Road INSURER°: Suite 107 INSURER E: Raleigh,NC 27617 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES_LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR 1 TYPE OF INSURANCE INSD MD POLICY NUMBER i(MM/DDIYYYYI I IMMIODY ). LIMITS A I X I COMMERCIAL GENERAL LIABILITY Y Y ACP2272994383 1,02/22/201602/22/2017 EACH OCCURRENCE I S 1,000,000 DAMAGE TO RENTED I 100 000 .X.Contractual Liability MEDEXES(Eoorcurrersce} 1$ r CLAIMS-MADE X I OCCUR i PREMISES i 1 y ._......--__-- I ` t__—P_{Any one person) 1 s 6,000 X(Contractor's Enhancement PERSONAL&ADVINJURY $ 1,000,000 GE1'L AGOREGATE LIMIT APPLIES PER: I GENERAL AGGREGATE 15 2,000,000 I POLICY X I PRO- I l I PRODUCTS COMP/OP AGG i$ 2,000,000 i JEC7 t-1 LOC I OTHER. $ C AUTOMOBILE LIABILITY V Y ACP3006921314 12/31/201512/31/2016 L "ru�°lSINGLE LIMIT $ 1,000,000 X(ANY AUTO BODILY INJURY(Per person) $ X ALL OWNED SCHEDULED € BODILY INJURY(Per accident) $ .AUTOS NON-OWNED ? i PROPERTY DAMAGE 5 X 1 HIRED AUTOS X AUTOS ! (Per accident)__--- I $ • • • A X UMBRELLA UAB 1 k OCCUR Y Y !ACP227994383 ;02/22/201602/2212017 i EACH OCCURRENCE `$ 4,000,000 X I EXCESS LIAR AGGREGATE __ $ 4,000,000 CLAIMS-MADE 1 MD I X _RETENTIONS none I i jj $ B ,WORKERS COMPENSATION Y 1 PRWC663376 '041031201504/0312016 XSTATUTE'st_ERN AND EMPLOYERS'LIABILITY ANY YIN I E.L EACH ACCIDENT $ 1,000,000 (Mandatory In EXCLUDED? 1 Y l NIA I --- ELDISEAS_E-EA EMPLOYEE 5 1,000,000 :OFFICER/MEMBER ! cr _ (!Ilyes,describe under 1 (DESCRIPTION OF OPERATIONS kaIgW ` EL DISEASE-POLICY LIMIT $ 1,000,000 I I • I I DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,AddltIonal Remarks Schedule,may be attached If more apace Is required) Orange County is included as additional insured and Waiver of Subrogation applies per Blanket Contractors Enhancement Endorsement CG 72 88 under the general liability policy(please refer to attachments). The Umbrella/Excess Liability policy is"follow form". Blanket Waiver of Subrogation also applies to the workers compensation policy(please refer to attachments). CERTIFICATE HOLDER CANCELLATION Orange County P.O.Box 8181 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Hillsborough,NC 27278 ACCORDANCE WITH THE POLICY PROVISIONS. E-Mail: tcomar@orangecountync.gov AUTH0,177ED REPR ENTA]VE E-Mail: anitaJ @pronetsystemsnacomf /I y I E-Mail: patf @pronetsystemsnc.com :.-. i /) . / '='LCre°!`,:a 1:-- ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 26(2014/01) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 BERKSHIRE HATHAWAY Worker';:,CornuensatiOn acid A > . i . ,QIli INSURANCE AmGLIAttb Insuran a Company-A Stack Company COMPANIES Policy Number PRWC663376 Renewal of PRWC552943 NCCI No. (21873) Policy Information Page 1]Named Insured and Mailing Address Lawson€nsutancri any Financial lioPRO NET SYSTEMS INC. �:aa:�.ki:r:-r:ia'•u:air:x 3200407 Glen Royal Road ""` ,•ersur:�� 017.-101$in i•GrT:?VW Raleigh, NC 27617 ;i„ic;,in '1 ;+,s s�15 'ref:aIa-8 6.;:as it?t 10:V Sic\ i'io:,al i°<i4>-24tS Federal Employer's ID Insured is Corporation Elj Risk ID Number 6049357 [2] Policy Period From April 3, 2015 to AprIl 3, 2036, 12:1)1 AM,standard time at the insured's mailing address. [3) Coverage A. Workers'Compensation Insurance-Part One of this policy applies to the Workers'Compensation Law of the following states: North Carolina B. Employer's Liability Insurance-Part Two of this policy applies to work in each of the states listed in item(31A, The limits of our liability under Part Two are: Bodily injury by Accident-each accident $1,000,000 Bodily Injury by Disease-each employee $1,000,000 Bodily Injury by Disease-policy limit $1,000,000 C. Other States Insurance- Part Three of this policy applies to all states,except any state listed In Item(3)A,and the states of North Dakota,Ohio,Washington,and Wyoming. D. This policy Includes these endorsements and schedules: See Extension of Information Page-Schedule of Forms ” Y [4) Premium The Premium Basis and,therefore,the premium will be determined by our Manual of Rules, Classifications,Rates,and Rating Plans. All required Information is subject to verification and change by audit. (Continued on another page) �..._..,.....•,..........,>._ Total Estimated Policy Premium $ 6,558 Total Surcharges/Assessments $ 0.00 Total Estimated Cost $ 6,558.00 INTERNAL USE Y,X Page-1- Information Page MGA ;PRWC663376 p WC 000001A Date :04/02/2015 is&uing Office;P.Q.Box A-N,16 S.River Street,Wilkes-Barre,PA 18703-0020•www.guard.carn DocuSign Envelope ID: Fl E99030-036D-407F-B588-94BC3741A806 WORKERS COMPENSA1lON AND EMPLOYERS LIAElur(INSURANCE POLICY WC 00 03 93 (Ed.6-84) WAIVER OF OUR RIONY TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone(Pablo for an Injury covered by this policy.We will not enforce our tight against the person or organization named In the Schedule.(This agreeMent apulles only to the extent that you perform wont under a written contract that requlree you b obtain this egreereerri from us.) This agreement shall not operate directly or indlreCtly to benefit anyone not named in the Schedule. Schedule gterrket Waiver Person/Orgsnixetitsrrs Blanket Waiver-Any person or organization fur whom the Flamed Insured has egrend by written contract to furnish this waiver, Job Description All NC Operations This endoreemenl changes the collcy to which It is sitschud and la effective on the date issued unless at envisu eluted. (The leform/11k n below is required only when thle endorsement Is Issued subsequent to preparation of the policy.) Endorsement Effective Policy No. P+ 1e Ensjo purls r No. Insured p t p 7rr Insurer✓l Company Covntereigned tfy "�^ . . x:....> WC 00 0313 (Ed.4.484) 01683 Kalinin*Cew 1I on Comp Ma Olen rruraraum. DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 NATIONWIDE MUTUAL INSURANCE COMPANY 80483 ONE NATIONWIDE PLAZA RENEWAL COLUMBUS,OH 4321 6-2220 COMMERCIAL GENERAL LIABILITY DECLARATIONS Pi)4t3 Nka at3 ACP GLO 2272994383 Named rte° PRO NET SYSTI tS INC ,<n 3200 GLEN ROYAL RD STE 107 RALEIGH NC 275177415 Agent: KEN LAWSON,JR. 32-80463.001 Address: RALEIGH NC 27815 PRODUCER: KENNETH B LAWSON JR Policy Period: From 02122/16 to 02/22/17 12:01 A.M. standard lime at the address of the named insured as stated herein, In return for the payment of the premium, and subject lo all the terms of this policy,we agree with you to provide the Insurance as stated In this policy.. LIMITS OF INSURANCE GENERAL AGGREGATE LIMIT(other then reducts-com letsd operations) $ 2,000,000 PRODUCTS-'COMPLETED OPERATIONS AGGREGATE LIMIT $ 2,000,000 PERSONAL AND ADVERTISING INJURY LIMIT $ 1,0 00,000 EACH OCCURRENCE LIMIT MEDICAL EXPINS PREMISES RENTED one TO YOU (any one premises) 6 6,000 Retroactive Date(CGOW2 only) The Named Insured is: CORPORATION. Business of the Named Insured is: ELECTRICAL APPARATUS Audit Period: ANNUAL ENfiOt2SCNIENTE ATTACHED TO THIS POLICY SEE COMMERCIAL GENERAL LIABILITY FORMS AND ENDORSEMENTS SCHEDULE TOTAL ADVANCE PREMIUM $ 1,635,00 Replacement or Renewal Number ACP GLO 2252994393 r=' A PACKAGE MODIFICATION FACTOR HAS BEEN APPLIED /> Countersigned iiy ..,t,. .,Auq r i��3 13�S�r����txihva� GL-D(10-96) DSREC1 BILL L6DQ 19009 AGENT COPY ACP GLO 2272994383 837701611 22 0007234 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 NATIONWIDE MUTUAL INSURANCE COMPANY ONE NATIONWIDE PLAZA COLUMBUS,OH 432164220 COMMERCIAL GENERAL LIABILITY FORMS AND ENDORSEMENTS Number: ACP GLO 2272994383 Period: From 02/22/16 To 02/22/17 Named Ineured: PRO NET SYSTEMS INC Form Date Title CG0001 0413 COMMERCIAL GENERAL LIABILITY COVERAGE FORM CG2033 0413 ADDITIONAL INSURED-OWNERS, LESSEES OR CONTRACTORS-AUTOMATIC STATUS WHEN RE( CG2105 0514 EXCLUSION-ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION CG2147 1207 EMPLOYMENT-RELATED PRACTICES EXCLUSION CG2150 0413 AMENDMENT OF LIQUOR LIABILITY EXCLUSION CG2155 0999 TOTAL POLLUTION EXCLUSION WITH A HOSTILE FIRE EXCEPTION C32167 1204 FUNGI OR BACTERIA EXCLUSION CO2170 0108 CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM CO2186 1204 EXCLUSION- EXTERIOR INSULATION AND FINISH SYSTEMS CG2196 0305 SILICA OR SILICA-RELATED DUST EXCLUSION CG2279 0413 EXCLUSION-CONTRACTORS-PROFESSIONAL LIABILITY CO2426 0413 AMENDMENT OF INSURED CONTRACT DEFINITION CG7023 1096 EXCL-ASBESTOS,ELECTRO-MAGNETIC RADIATION, LEAD AND RADON �.',�CG7033 0393 TWO OR MORE COVERAGE FORMS OR POLICIES ISSUED BY US ;C Dr 1111 CONTRACTORS ENHANCEMENT ENDORSEMENT GC2107 0107 CONDITIONAL EXCLUSION OF TERRORISM(RELATING TO DISPOSTION OF FEDERAL TERRORISM IL0017 1198 COMMON POLICY CONDITIONS IL0021 0908 NUCLEAR ENERGY LIABILITY EXCLUSION IL.0289 0908 NORTH CAROLINA CHANGES-CANCELLATION AND NONRENEWAL 13614 1185 SPECIAL CONTINUATION PROVISION IMPORTANT NOTICES IN5017 0593 IMPORTANT NOTICE FOR RENEWAL POLICIES IN7300 0114 NOTICE TO POLICY HOLDERS POTENTIAL RESTRICTIONS OF TERRORISM COVERAGE IN7759 0514 NOTICE TO POLICYHOLDERS COMMERCIAL GENERAL LIABILITY EXCLUSION-ACCESS OR DISC GLDF 402-03) DIRECT BILL LGDO 15000 AGENT COPY ACP GLO 22729$4393 837701011 22 0001236 DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 COMMERCIAL GENERAL LIABILITY CG T2 88 11 11 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM LOST KEY COVERAGE 'Loss"means unintentional damage or SECTION I — COVERAGES, COVERAGE A destruction but does not include disappearance, BODILY INJURY AND PROPERTY DAMAGE theft,or loss of use. LIABILITY, coverage Is extended to Include the NON-OWNED WATERCRAFT following: SECTION I — COVERAGES, COVERAGE A If a customer's master or grand key, excluding BODILY INJURY AND PROPERTY DAMAGE electronic key card, is lost while in your care, LIABILITY,2.Exclusions is amended as follows: custody or control we will pay the cost of g. Aircraft, Auto Or Watercraft (2) (a) is replacing the keys,including the master lock and replaced with: all keys used in the same lock, the cost of (a) Less than 51 feet long;and adjusting locks to accept the new keys, or the cost to replace the locks,whichever Is less. EXPANDED PROPERTY DAMAGE COV- Limit of Insurance -The most we will pay for ERAGE 'loss" arising out of any one "occurrence" is For the purposes of this endorsement only: $5,000. SECTION I — COVERAGES, COVERAGE A SECTION V DEFINITIONS is amended as BODILY INJURY AND PROPERTY DAMAGE follows: LIABILITY,2.Exclusions is amended as follows: The following definition applies to Lost Key a. Exclusions j.(3),j.(5),and j.(6)are Coverage: deleted in their entirety. Loss" means unintentional physical damage or b. Exclusion j.(4) is deleted in its entirety destruction to tangible property,including theft or and replaced by the following: disappearance. Tangible property does not Personal property in the care custody or Include money or securities. control of the insured: VOLUNTARY PROPERTY DAMAGE 1. for storage or sale at premises you SECTION I — COVERAGES, COVERAGE A own,rent or occupy;or BODILY INJURY AND PROPERTY DAMAGE 2. while being transported by any LIABILITY, coverage is extended to include the aircraft, "auto" or watercraft owned following: or operated by or rented to or loaned At your request,we will pay for'property damage"to to any insured. property of others caused by you and while In your c. The following exclusions are added: possession, arising out of your business operations 1. The coverage provided by this and occurring during the policy period, endorsement does not apply to Limit of insurance-The most we will pay for "property damage"arising out of the loss"arising out of any one"occurrence"is disappearance or loss of use of $500, personal property. SECTION V—DEFINITIONS is amended as follows: The following definition applies to Voluntary Property Damage coverage: CG 72 88 11 11 Includes copyrighted material of Insurance Services Office,Inc., Page 1 of 4 with its permission. DocuSign Envelope ID: FlE99030-036D-407F-B588-94BC3741A806 CG 72 8611 11 2. The coverage provided by this SUPPLEMENTARY PAYMENTS endorsement does not apply to SECTION I — COVERAGES, SUPPLEMEN- 'property damage" included in the TARY PAYMENTS—COVERAGES A AND B is "products-completed operations amended as follows: hazard". 1. 1.b.replaced with: Limit of Insurance-The most we will pay b. Up to $2,500 for cost of bail bonds for "property damage" provided by this required because of accidents or traffic coverage in any one"occurrence"is$5,000. law violations arising out of the use of Deductible - Our obligation to pay for a any vehicle to which the Bodily Injury covered loss applies only to the amount of Liability Coverage applies. We do not loss In excess of$250. have to furnish these bonds. This insurance is excess over any other valid 2. 1.d.replaced with: and collectible insurance. d. Ali reasonable expenses incurred by the DAMAGE TO PREMISES RENTED TO YOU insured at our request to assist us in the SECTION I — COVERAGES, COVERAGE A investigation or defense of the claim or BODILY INJURY AND PROPERTY DAMAGE "suit", including actual loss of earnings LIABILITY, the last paragraph of 2. Exclusions up to $500 a day because of time off of is replaced by the following: from work. If Damage to Premises Rented to You Is NEWLY FORMED AND ACQUIRED not otherwise excluded, exclusions c. ORGANIZATIONS through n. do not apply to damage by fire, SECTION Ii -- WHO IS AN INSURED is lightning, explosion, smoke or sprinkler amended as follows: leakage to premises while rented to you or 1. 3.a.Is replaced with: temporarily occupied by you with permission $, Coverage under this provision is of the owner. A separate limit of insurance w afforded only until the 180 day after you cctiioos to n III-Limits this of Insura nce.as described in acquire or form the organization or the Se ra end of the policy period, whichever is SECTION III — LIMITS OF INSURANCE, earlier; paragraph 6 is replaced with: r • 6. Subject to 5. above, the Damage To ApDITIONAL INSURED — WHEN REQUIRED Premises Rented To You Limit Is the most �. I AN AGREEMENT OR CONTRACT WITH OU we will pay under Coverage A for damages because of "property damage" to any one The following is added to SECTION II—WHO IS premises,while rented to you,or in the case AN INSURED of damage by fire, lightning, explosion, 4. Any person(s) or organization(s) with whom smoke or sprinkler leakage, while rented to you have agreed In a valid written contract or you or temporarily occupied by you with written agreement that such person or permission of the owner. The limit is organization be added as an additional increased to$300,000. insured on your policy during the policy period shown in the Declarations, Such SECTION IV — COMMERCIAL GENERAL person or organization is an additional LIABILITY CONDITIONS, 4. Other Insurance, insured only with respect to liability for b. Excess Insurance (1) (a) (II) is replaced "bodily injury", "property damage" or with: "personal and advertising injury". (it) That is Fire, Lightning, Explosion, The person or organization added as an Smoke or Sprinkler leakage insurance insured by this endorsement is an insured for premises rented to you or temporarily only to the extent you are held liable due to: occupied by you with permission of the owner. Page 2 o14 Includes copyrighted material of Insurance Services Office,Inc., CG 72 Be 11 11 with its permission. DocuSign Envelope ID: Fl E99030-036D-407F-B588-94BC3741A806 CG 72 8811 11 a. Lessors of Leased Equipment /in the performance of your ongoing Maintenance, operation or use of operations performed for that additional equipment leased to you by such person insured, whether the work is performed by or organization. This insurance does not you or on your behalf. apply to any "occurrence' which takes The insurance does not apply to: place after the equipment lease expires. (1) "bodily injury', "property damage", or However, their status as additional "personal and advertising Injury" arising insured under this policy ends when their out of the rendering of or the failure to lease, contract or agreement with you render any professional architectural, for such leased equipment expires. engineering or survey services, b. Managers or Lessors of Premises including: The ownership, maintenance or use of (a) The preparing, approving, or falling that part of the premises you own, rent, to prepare or approve maps, shop drawings, opinions, reports, survey, lease or occupy. field orders, change orders or This insurance does not apply to: drawings and specifications:or (1) Any"occurrence"which takes place (b) Supervisory, inspection, architec- after you cease to be a tenant in that tural or engineering activities. premises. (2) "Bodily injury" or "property damage" (2) Structural alterations, new con- occurring after: struction or demolition operations (a) All work, including materials, parts performed by or on behalf of the or equipment furnished in person or organization. connection with such work, on the However, their status as additional project (other than service, insured under this policy ends when you maintenance or repairs) to be cease to be a tenant of such premises. performed by or on behalf of the c. State or Political Subdivision - additional Insured(s) at the location Permits of the covered operations has been completed;or Operations performed by you or on your (b) That portion of "your work" out of behalf for which the state or political which the injury or damage arises subdivision has issued a permit, has been put to its intended use by This insurance does not apply to: any. person or organization other (1) "Bodily injury"or "property damage" than another contractor or or "personal or advertising injury" subcontractor engaged in arising out of operations performed performing operations for a principal for the state or municipality;or as a part of the same project. (2) "Bodily injury" or "property damage" However, a person or organization's included within the "products- status as additional insured under this completed operations hazard". policy ends when your operations for However, such state or political z: '\ that additional insured are completed. t GGREGATE LIMIT PER PROJECT subdivision's status as additional insured r–�.----- ---' — under this policy ends when the permit A ECTION iII – LIMITS OF INSURANCE The ends. following paragraph Is added to paragraph 2; d. Owners,Lessees,or Contractors The General Aggregate Limit under Section C "properly damage" or III Limits o1 Insurance applies separately to " tidily injury", i each of your construction projects away from i___ "personal and advertising Injury" caused, in premises owned by or rented to you. whole or In part,by: (1) Your acts or omissions;or (2) The acts or omissions of those acting on your behalf; CG 72 88 11 11 Includes copyrighted material of Insurance Services Office,Inc., Page 3 of 4 with its permission. DocuSign Envelope ID: Fl E99030-036D-407F-B588-94BC3741A806 CG72661111 MEDICAL PAYMENTS policy provided such failure to disclose all hazards or prior"occurrences"or offenses is SECTION III — LIMITS OF INSURANCE, not intentional, Thls provision does not Paragraph 7.Is replaced: affect our right to collect additional premium 7. Subject to 5.above,the higher of: or exercise our right of cancellation or non- a. $10,000;or renewal. b. The amount shown in the Declarations ` WAIVER OF SUBROGATION for Medical Expense Limit is the most SECTION IV — COMMERCIAL GENERAL we will pay under Coverage C for all LIABILITY CONDITIONS,f.Transfer of Rights medical expenses because of "bodily of Recovery Against Others to Us is amended. injury"sustained by one person. to include: This coverage does not apply if Coverage C— II required by a written contract executed Medical Payments is excluded either by the prior to loss, we waive any right of provisions of any coverage forms attached to the subrogation we may have against the policy or by endorsement. contracting person or organization because KNOWLEDGE OF AN OCCURRENCE of payments we make for injury or damage arising out of your ongoing operations or SECTION IV — COMMERCIAL GENERAL 'your work" done under a contract with that LIABILITY CONDITIONS,The following Is added person or organization and included in the to 2. Duties In The Event 01 Occurrence, "products-completed operations hazards". Offense,Claim Or Sult condition: LIBERALIZATION e. Knowledge of an occurrence,offense,claim SECTION IV — COMMERCIAL GENERAL or suit by an agent or employee of any LIABILITY CONDITIONS, 10. Liberalization is insured shall not in Itself constitute added as lollowe: knowledge of the insured unless you, a partner, if you are a partnership; or an If we revise this coverage form to provide more executive officer or insurance manager, if coverage without additional premium charge, you are a corporation receives such notice of your policy will automatically provide the an occurrence, offense, claim or suit from additional coverage as of the day the revision is the agent or employee. effective in your state. 'f. The requirements in Section IV — BROADENED BODILY INJURY DEFINITION Conditions Paragraph 2.b. will not be (MENTAL ANGUISH) considered breached unless there Is SECTION V — DEFINITIONS is amended as knowledge of occurrence as outlined in follows: paragraph e.above. 1. 3."Bodily Injury'is deleted and replaced with UNINTENTIONAL FAILURE TO DISCLOSE the following: HAZARD "Bodily injury' means physical Injury, SECTION IV — COMMERCIAL GENERAL sickness or disease to a person and, II LIABILITY CONDITIONS,6.Representations is arising out of the foregoing,mental anguish, amended to Include: mental injury,shock or humiliation,including d. Your failure to disclose all hazards or prior death at any resulting therefrom. `occurrences"or offenses existing as of the inception date of the policy shall not prejudice the coverage afforded by this All terms and conditions of this policy apply unless modHled by this endorsement. Page 4 o14 Includes copyrighted material of Insurance Services Office,Inc., CG 72 6611 11 with its permission.