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HomeMy WebLinkAbout2019-521-E AMS - Otis Elevator Whitted repair[Departmental Use Only] TITLE Whitted Elevator FY 2020 NORTH CAROLINA CONSTRUCTION AGREEMENT UNDER $250,000.00 ORANGE COUNTY THIS CONSTRUCTION AGREEMENT (hereinafter called “Agreement”), made as of the 2nd day of August, 2019, by and between Otis Elevator Company, (hereinafter called the “Contractor”), and Orange County, a body politic and a political subdivision of the State of North Carolina, (hereinafter called the “County,” “Orange County,” and/or “Owner”). W I T N E S S E T H: That the Contractor and the Owner, for the consideration herein named, agree as follows: furnish labor, parts and materials to provide a microprocessor-based HydroAccel™ control system to perform all the functions of safe elevator motion and elevator door control, plus a new elevator cab interior (panels, ceiling and handrail) for Whitted Human Services Center, Building A, 300 W Tryon Street, as detailed in provided quote ZXW190531160933, dated May 31, 2019. 1. CONTRACT DOCUMENTS; PRIORITY The Contract Documents consist of this Agreement, the Request for Proposals, Proposal, Construction Drawings, and Written Specifications. The Contract Documents form the Contract. In the event of any inconsistency between or among the Contract Documents the Contract Documents shall be interpreted in the following order of priority: a. This Agreement. b. Designer Approved Bulletins and/or Field Orders. c. Request for Proposals and addenda thereto. d. Proposal. 2. SCOPE OF WORK The Contractor shall furnish and deliver all of the materials, and perform all of the work required by this Agreement within the time period stipulated in a written Notice-to-Proceed to be executed by the Contractor and Owner and in accordance with the following enumerated documents, which are made a part hereof as if fully contained herein: a. Construction Drawings prepared by (Sheet dated ) b. Written specifications prepared by the project engineer. c. ZXW190531160933 proposal dated May 31, 2019 which fully describes the work to be performed. Such work will hereafter be called the “Work”. d. Related documents listed under Section 1 above. Revised 12/18 1 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 3. TERM AND SCHEDULING a. The Contractor agrees to commence work pursuant to the written Notice to Proceed. b. The Contractor agrees to complete substantially all Work by December 31, 2019. c. Time is of the essence with respect to all dates specified in the Contract Documents as Completion Dates. d. The Contractor shall perform the Work in the time, manner, and form required by the Contract Documents and as stipulated in a written Notice-to-Proceed to be executed by the Contractor and Owner. e. It is expressly understood that the Owner will employ other contractors to perform work as a part of the Project whose work will be performed simultaneously and sequentially with the performance of the Work by the Contractor. It shall be necessary for the Contractor to coordinate its activities with such other contractors, particularly with respect to access to work areas, storage of materials and other common facilities. f. Should the Owner determine that the Contractor is behind schedule Owner may require, at no additional cost to the Owner, the Contractor to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform the Work in accordance with the approved project schedule. g. Contractor will provide union labor and will make reasonable efforts to ensure that they will work in harmony with others. To effect this, Contractor agrees to provide sufficient workers, equipment and materials for prompt and diligent prosecution of the work. Notwithstanding any language to the contrary contained in the contract documents, a work stoppage, whether caused by strikes, lockouts or other labor disputes, shall not constitute a breach of contract or an event of default. h. Contractor’s ability to maintain scheduled job progress is conditioned upon Contractor being allowed additional time for delays beyond their control as well as the timely furnishing to them of completed and code compliant hoistway(s) (wellways) and machine rooms, necessary approvals and power of proper characteristics, all for our uninterrupted use. 4. STANDARD OF CARE a. The Contractor shall exercise reasonable care and diligence in performing the Work in accordance with the highest generally accepted standards of this type of Contractor practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Contractor is solely responsible for the professional quality, accuracy and timely completion and/or submission of all work. b. The Contractor shall not load or permit any part of the Work to be loaded with a weight that will endanger its safety, intended performance or configuration. c. Contractor shall be responsible for all errors or omissions caused by its employees, agents, contractors, or assigns in the performance of the Agreement. Contractor shall correct any Revised 12/18 2 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the Owner. d. Contractor is an independent contractor of Owner. Any and all employees of the Contractor engaged by the Contractor in the performance of any work or services required of the Contractor under this Agreement, shall be considered employees or agents of the Contractor only and not of the Owner, 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 Contractor. e. If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Contractor 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. f. The Contractor is responsible for all physical damage to owned or rented machinery, tools, equipment, forms, and other items owned, rented or used by the Contractor and/or Subcontractor(s) in the performance of the Work including all of Owner’s property in Contractor’s care, custody, or control, and all such property while it is in transit. g. The Contractor is solely responsible for obtaining all permits necessary to complete the Work in compliance with all local, state, and federal laws. 5. PAYMENT & TAXES a. The Owner hereby agrees to pay to the Contractor for the faithful performance of this Agreement, and the Contractor hereby agrees to perform all of the Work for a sum not-to- exceed One Hundred Twenty Nine Thousand Five Hundred Seventy Eight Dollars ($129,578), plus applicable sales tax. b. Should Owner reasonably determine that Contractor has failed to perform the Work, Owner, at its discretion may provide the Contractor ten (10) days to cure the breach. Owner may withhold the accompanying payment without penalty until such time as Contractor cures the breach. i. Should Contractor or its representatives fail to cure the breach within ten (10) days, or fail to reasonably agree to such modified schedule, Owner may immediately terminate this Agreement in writing, without penalty or incurring further obligation to Contractor. ii. This section shall not be interpreted to limit the definition of breach to the failure to perform the Work related to a Request for Payment. c. The Contractor has included in the Contract Price and shall pay all taxes assessed by any authority on the Work or the labor and materials used therein. It shall be the Contractor's responsibility to furnish the Owner documentary evidence showing the materials used and sales and use tax paid by the Contractor and each of its subcontractors. d. Contractor’s acceptance of the payment terms is conditioned on the understanding that: e. Sixty percent (60%) of the contract price shall be paid upon issuance of PO/Contract. Material cannot be ordered until down payment has been received. Seventy Percent (70%) of remaining balance shall be paid upon delivery of material. One Hundred Percent (100%) of remaining balance shall be paid upon completion of the work and within 30 days of completion. Revised 12/18 3 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 6. INSURANCE AND BONDS a. Contractor will obtain insurance and supply an insurance certificate evidencing the insurance carried by us which is conditioned on the understanding that it represents full compliance with all insurance requirements applying to us on this project. Contractor does not provide copies of its insurance policies, certified or otherwise, waiver our or our insurers’rights of subrogation nor name parties as additional insured. Coverage will be on an occurrence basis and in accordance with the coverage limits outlined in the contract documents. Renewal certificates will be provided during the term of the contract. In lieu of Commercial General Liability and naming parties as additional insured, such parties shall be named insured on an Owner’s and Contractor’s Protective (OCP) Liability policy with a limit of $2,000,000. b. If the project is covered by an Owner/Contractor Controlled Insurance Program (OCIP/CCIP), and if Contractor agrees to participate it shall be at no to Contractor and subject to its review and acceptance of the proposed program. Contractor does not allow credits, deducts, or the reduction of its goods and services in exchange for the participation in an OCIP/CCIP program. The OCP obligation is waived and any obligation of Contractor to name others as Additional Insured shall be for offsite operations only. Liability policies, Dec Pages, and all rating information have been deemed proprietary. As such, this information will not be shared under and circumstance. c. Owner shall maintain “Builder Risk” insurance upon the full value of our Work and material delivered to the job site, at no cost to Contractor. 7. INDEMNITY a. Contractor agrees to indemnify Owner and its agents and employees for any claims, damages, losses and expenses, including attorney’s fees, due to personal injury, or property damage to the extent caused by Contractor negligent or wrongful acts or omissions, or the negligent or wrongful acts or omissions of Contractor employees, agents and subcontractors during the performance of this contract, but not to the extent caused by others. Each party shall defend itself in the event of a lawsuit. The indemnification obligation under this paragraph shall not be limited in any way by any limitation of the amount or type of damages, compensation or benefits payable by or for the Contractor or any subcontractor under workers’compensation acts, disability benefits acts, or other employee benefits acts. b. In the event any lien is filed against Owner’s property, Contractor shall, at Contractor’s expense, defend Owner against all such claims of lien. c. Upon completion of the Work the Contractor shall execute an affidavit stating there are no unpaid debts for any work that has been done or materials that have been furnished to the project prior to and as of the date of substantial completion and further stating that Contractor shall indemnify, save and protect Owner and Owner’s lender, if any, harmless from and against any and all claims, liabilities, losses, damages, causes of action, and expenses (including court costs and reasonable attorney’s fees related thereto) arising out of, in connection with, or resulting from any such debts and liens. Such indemnification shall be in a form and substance acceptable to Owner. 8. DISPUTE RESOLUTION AND GOVERNING LAW a. Any dispute with respect to any provision of, or the performance or non-performance of, this Agreement shall be subject to the Dispute Resolution Rules and Procedures for Orange County Design, Building Construction, Renovation, and Repair Projects. The policy is Revised 12/18 4 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). b. The laws of the State of North Carolina shall apply to the interpretation and enforcement of this Agreement. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or nonperformance of, this Agreement or the Contract 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. c. Notice of any claim by Owner or Contractor must be initiated by written notice to the other Party within thirty (30) days of the occurrence of the event giving rise to the claim or within thirty (30) days of the discovery of the event or condition giving rise to the claim, whichever is later. i. Should any claim be made, regardless of whether such claim is made by Owner or Contractor, Contractor shall continue to faithfully and diligently perform the Work in such a manner as to meet all scheduled timelines. Any failure to faithfully and diligently perform the Work may be deemed, by the Owner, a breach of the Contract. ii. If a claim is made such claim shall be made to the initial decision maker, if applicable, who may request more supporting data, reject the claim in whole or in part, approve the claim in whole or in part or advise the parties the claim is unable to be resolved. iii. If a claim is made by the Owner the Owner may, but is not obligated to, notify the surety. 9. NON–APPROPRIATION a. Contractor acknowledges that Owner 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. b. In the event that public funds are unavailable and not appropriated for the performance of Owner’s obligations under this Agreement, then this Agreement shall automatically expire without penalty to Owner immediately upon written notice to Contractor of the unavailability and non-appropriation of public funds. It is expressly agreed that Owner 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. c. In the event of a change in the Owner’s statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action, which adversely affects Owner’s authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to Owner upon written notice to Contractor of such limitation or change in Owner’s legal authority. 10. NOTICES Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Revised 12/18 5 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F Owner: Contractor: Orange County Otis Elevator Company Attn: Alan Dorman Attn: Randy Waters P.O. Box 8181 200 Perimeter Park Drive Suite A Hillsborough, NC 27278 Morrisville, NC 27560 11. MISCELLANEOUS a. Duties and Obligations imposed by the Contract Documents shall be in addition to any Duties and Obligations imposed by state, federal or local law, rules, regulations and ordinances. b. No act or failure to act by the Owner or Contractor shall constitute a waiver of any right or duty granted them under the Contract Documents, nor shall any act or failure to act constitute any approval except as specifically agreed in writing. c. The Work shall be tested and inspected as required by the Contract Documents and as required by law. Contractor shall only be required to conduct tests and inspections directly related to the Work. Contractor shall not be responsible for tests and inspections all related costs conducted by other vendors. The costs for material and structural testing shall be conducted by an independent third party at the expense of the Owner. Delays related to any of the aforementioned tests and inspections shall not be grounds for delaying the completion of the work. If any such tests and inspections reveal deficiencies in the Work such that the Work does not comply with terms or requirements of the Contract Documents and/or the requirements of any code or law the Contractor is solely responsible for the cost of bringing such deficiencies into compliance with the terms of the Contract Documents and/or any code or law. d. Should the Architect, if an architect is retained for the project involving the Work, or Owner reject any portion of the Work for failing to comply with the Contract Documents Contractor shall immediately, at Contractor’s expense, correct the Work. Any such rejection may be made before or after substantial completion. If applicable, any additional expense borne by the Architect under this section shall be paid at Contractor’s expense. e. The Contractor shall not assign any portion of this Agreement nor subcontract the Work in its entirety without the prior written consent of the Owner. f. By executing this Agreement Contractor affirms that Contractor and any subcontractors of Contractor are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. g. By executing this Agreement Contractor certifies that Contractor has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. h. By executing this Agreement Contractor certifies that Contractor has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. i. The County has designated (Alan Dorman) to act as the County's representative with respect to the Revised 12/18 6 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F Work and shall have the authority to render decisions within guidelines established by the County Manager and/or 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. j. Contractor 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 non- discrimination laws, policies, rules, and regulations and the Orange County Non- Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php).Any violation of the Orange County Non-Discrimination Policy 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 and does not limit the definition of breach to discrimination. k. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. l. Contractor does not assume any liability or responsibility for damage to its work or materials caused by the Owner or anyone for whom the Owner is responsible. m. Contractor agrees to abide by Owner’s Safety Policy as long as said policy is not in conflict with Contractor’s own Safety Policy. Contractor agrees to accept liability for the cost of penalties incurred by Owner pursuant to governing Occupational Health and Safety acts that result from Contractor’s acts or omissions. Contractor does not assume any liability or responsibility for damage to its work or materials caused by the Owner. n. Owner will provide suitable, secure storage areas, adjacent to the elevator shafts, for Contractor’s material and equipment during the course of the work. o. Parties understand that the work is to be performed for a fixed price at the amount indicated in the Agreement. This amount shall only be adjusted by properly approved change orders or written directives indicating related modifications to the scope of work and/or to the terms and conditions. Any and all proposed change orders or written directives must be sent to Contractor for approval prior to handover of the equipment. p. Contractor’s acceptance is conditioned on the understanding that Contractor’s warranty only covers defective material and workmanship, that the guarantee period shall not extend longer than ninety (90) days from the date of completion of each elevator, (or the work); and that it excludes ordinary wear and tear or improper use, vandalism, abuse, misuse or neglect by others. THIS EXPRESS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MECHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. q. Contractor agrees to pay for the cost of one inspection after completion of the Work. Should additional inspections be necessary for causes not attributable to Contractor, Owner Revised 12/18 7 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F agrees to pay for said inspections. r. Contractor accepts the Owner’s right to assign this Contract, but only with Contractor’s written approval, which will not be unreasonably withheld. s. Owner agrees to notify Contractor if Owner becomes aware prior to the completion of the work of the existence of asbestos or other hazardous material in any elevator hoistway, machine room, hallway or other place in the building where Contractor’s personnel are or may be required to perform their work. In the event it should become necessary to abate, encapsulate, or remove asbestos or other hazardous material from the building, Owner agrees to be responsible for such abatement, encapsulation or removal, and any governmental reporting, and in such event Contractor shall be entitled to delay its work until it is reasonably determined to Contractor’s satisfaction that no hazard exists. t. All software supplied with Owner’s elevator is licensed to Owner or Owner’s successors but only for use with, and for the operation of this elevator. Use of such software for any other purpose is prohibited. Contractor will supply an Owner’s manual with instructions on how to operate and maintain this elevator. Contractor will not supply any additional information such as internal Otis manuals, manufacturing drawings or source code. Any counters, meters, tools, remote monitoring devices, communication devices, resident software or other service equipment (“Otis Peripherals”) which we may use or install to deliver service under this Contract remains our property, solely for the use of Contractor’s employees. Otis Peripherals are not considered as part of the elevator. If this contract or subsequent maintenance service is terminated for any reason, Contractor will be given access to the premises to remove the Otis Peripherals at Contractor’s expense. u. Contractor supports Owner’s efforts in attempting to maintain a safe, healthy and productive working environment; however, Contractor cannot agree to authorize any party to search Contractor’s employees or require Contractor’s employees to submit to any tests. Contractor will take appropriate action in the event that Owner advises Contractor of any action by any of the Contractor’s employees that is contrary to the maintenance of a safe, healthy and productive workplace. v. The equipment that Contractor will provide under this order is produced from components procured from a variety of sources located throughout the world. Therefore, Contractor cannot confirm compliance with the Buy American Act (or applicable Domestic Sourcing Act). However, these components are selected or designed to meet applicable U.S. standards and the final unit is assembled in the United States. w. All schedules, start dates, durations, completion dates and schedule revisions shall be agreed to in writing by both parties before becoming effective. 12. CONSEQUENTIAL AND LIQUIDATED DAMAGES a. Owner and Contractor mutually waive any claim against each other for consequential damages. Consequential Damages include: i. Damages incurred by Owner for loss of use, income, financing, or business. ii. Damages incurred by Contractor for office expenses, including personnel, loss of Revised 12/18 8 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F financing, profit, income, business, damage to reputation, or any other non-direct damages. b. Liquidated damages shall be in accord with the Contract Documents. If the Contract Documents do not otherwise address liquidated damages, such damages shall be in the amount of two hundred and fifty dollars ($250.00) per day. 13. TERMINATION OR SUSPENSION a. The Owner may, without cause, order the Contractor to terminate, suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. i. If Owner issues a written order to delay, suspend, or interrupt the Work, and such order is not due to or as a result of any fault on the part of the Contractor or any subcontractor, the Contractor may recover a per diem amount of five hundred dollars ($500.00) per day with a not-to-exceed limit of ten thousand dollars ($10,000.00). ii. In the event of termination by the Owner under this Agreement, the Contractor shall be entitled to receive its reasonable and documented direct costs prior to termination, including the cost of materials purchased for the Work which purchases cannot be canceled or which material cannot reasonably be used by the Contractor on other work, and the cost of closing down the work in a safe and efficient manner. iii.If Owner elects to suspend or terminate the contract pursuant to subparagraphs 13.a.i. or 13 a.ii. the sole remedy available to the Contractor are those listed in the subparagraphs and Contractor is not entitled to any right to further claims for any amount owed or disputed or for payment of damages alleged to have been sustained as a result of Owner’s order to delay, suspend, or interrupt the Work. b. The Owner may, with cause, order the Contractor to suspend, delay or interrupt the Work in whole or in part for such period of time as the cause remains. i. If Owner issues a written order to delay, suspend, or interrupt the Work, and such order is due to or as a result of any fault on the part of the Contractor or any subcontractor, the Owner may reduce payment at a per diem amount of two hundred and fifty dollars ($250.00) per day. c. Contractor may terminate the Contract if, at the Owner’s written direction, the Work is stopped for twenty one (21) consecutive days through no act or fault of the Contractor, their agents or employees, or a subcontractor or their agents or employees or any other person performing work pursuant to the Contract Documents. Contractor may terminate the Contract if a Court or other Public authority having jurisdiction enters a lawful order that requires all work to be stopped and such stoppage lasts for twenty one (21) consecutive days. 14. ENTIRE AGREEMENT All of the documents listed, referenced or described in this Agreement, the written Notice-to- Proceed, together with Modifications made or issued in accordance herewith are the Contract Documents, Revised 12/18 9 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F and the work, labor, materials and completed construction required by the Contract Documents and all parts thereof is the Work. The Contract Documents constitute the entire agreement between Owner and Contractor. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. If any provision of the Agreement shall be declared invalid or unenforceable, the remainder of the Agreement shall continue in full force and effect. [SIGNATURE PAGE TO FOLLOW] Revised 12/18 10 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and date first above written wholly or in a number of counterparts each of which shall, without proof or accounting for other counterparts, be deemed an original contract. ORANGE COUNTY CONTRACTOR Signature Signature County Manager Randy Waters, General Manager Printed Name and Title Revised 12/18 11 DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F © OTIS ELEVATOR COMPANY, 1992 All Rights Reserved Impact Form 421MD (12/05) Proposal# ZXW190531160933 Page 1 of 16 OTIS MODERNIZATION DATE: May 31, 2019 TO: Orange County Government FROM: Otis Elevator Company 200 Perimeter Park Drive Suite A Morrisville, North Carolina 27560 PROJECT LOCATION: Orange County Whitted Building 300 W TRYON ST Hillsborough, North Carolina 27278 MACHINE NUMBER(S): Z54565 PROPOSAL NUMBER: ZXW190531160933 We will provide labor and material to furnish and install on the above referenced machine(s) the following: OTIS HYDROACCEL™ HYDRAULIC CONTROL SYSTEM We propose to furnish labor and material to provide a microprocessor-based HydroAccel™ control system shall be provided to perform all the functions of safe elevator motion and elevator door control. The HydroAccel™ control system will quickly and easily improve your build’s appeal by seamlessly integrating with the building’s existing structure. SECTION No. TITLE SECTION I OPERATION SECTION II MACHINE ROOM EQUIPMENT SECTION III DOOR EQUIPMENT SECTION IV HOISTWAY EQUIPMENT SECTION V FIXTURES SECTION VI WORK BY OWNER – NOT IN CONTRACT SECTION VII GENERAL REQUIREMENTS DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 2 of 16 SECTION I: OPERATION DUTY The present capacity and speed of the elevators will be as follows: Group 1 Machine # Existing Duty Changed New Duty Capacity (lbs.) Speed (ft/min) Capacity (lbs.) Speed (ft/min) Unit 1 2500 125 No 2500 125 STOPS AND OPENINGS The present stops and openings will be as follows: Group 1 Unit 1 Landings Markings Openings Front Rear Front Rear 2 1 NA Yes No 1 B NA Yes No NEW FIREFIGHTERS’ EMERGENCY OPERATION (FEO) Special Emergency Service operation shall be provided in compliance with the latest applicable revision of the ASME/ANSI A17.1 Code. Firefighters’ Emergency Operation Phase I to return the elevator(s) non-stop to a designated floor shall be initiated by an elevator smoke detector system or a key switch provided in a lobby fixture. The smoke detector system, if required, is to be furnished by others. The elevator contractor shall provide contacts on the elevator controller to receive signals from the smoke detector system. A FEO cabinet shall be installed in the Car Operating Panel with a key switch for in-car control of each elevator when on Phase II of FEO. If an elevator is on independent service when the elevator(s) are recalled on Phase I operation, a buzzer shall sound in the car and a jewel shall be illuminated, subject to applicable codes. SECTION II: MACHINE ROOM EQUIPMENT CONTROLLER A microprocessor-based HydroAccel™ control system shall be provided to perform all the functions of safe elevator motion and elevator door control. This shall include all the hardware required to connect, transfer and interrupt power, and protect the motor against overloading. The system shall also perform group operational control. POWER SUPPLY The current power supply shall be retained with the new equipment arranged for this power supply. SOFT STARTER A new solid-state starter will be provided. It will be of the same power requirement and starting configuration as presently exists. MOTOR The existing motor will be replaced with a motor that is of the same power characteristics and starting configuration as presently exists. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 3 of 16 POWER UNIT Submersible The existing power unit will be replaced with a new power unit. The new power unit consists of a positive displacement pump, motor, integral 4-coil control valve, oil tank and muffler. The pump and motor are submerged and are mounted to the tank with rubber isolators to reduce vibration and noise. VALVE A new integral 4-coil control valve will be installed to replace the existing valve. The valve consists of up, up leveling, down and down leveling controls along with manual lowering and a pressure relief valve. INDEPENDENT SERVICE When the Independent Service switch in the car operating panel is actuated; it shall cancel previously registered car calls, disconnect the elevator from the hall buttons, and allow operation from the car buttons only. Door operation shall occur only after actuation of the “DOOR CLOSE” button. INSPECTION OPERATION For inspection purposes, an enabling keyswitch shall be provided in the car operating panel to permit operation of the elevator from on top of the car and to make car and hall buttons inoperative. HOISTWAY ACCESS SWITCH An enabling keyswitch shall be provided in the car operating panel to render all car and hall buttons inoperative and to permit operation of the elevator by means of an access keyswitch adjacent to the hoistway entrance at the access landing. NEW REMOTE ELEVATOR MONITORING MAINTENANCE We will provide a microprocessor system that continuously monitors the Unit(s) on a 24-hour per day, year-round basis. The system will notify our OTISLINE® dispatching center that a Unit is inoperative by sending a message via telephone line. Upon the receipt of such message, we will either notify your on-site representative or initiate the dispatch of our personnel for emergency minor adjustment callback service during regular working hours of our regular working days for the mechanics who perform the service. We will collect data on the equipment condition, including hydraulic tank oil level, door operation, leveling and whether the operation of a Unit has been interrupted. That information will be used to tailor the Otis Maintenance Management SystemSM preventive maintenance program for the Unit(s). You will furnish us at your expense, one (1) outside telephone line to the elevator machine room that allows data calls to and from a toll-free number at our OTISLINE dispatching center. The telephone line may be a separate line dedicated to the REM® maintenance equipment or may be an existing line that is shared between another telephone and the REM maintenance equipment. All of the REM maintenance monitoring equipment installed by us remains our property and if the Contract is terminated for any reason, we will be given access to your premises to remove the monitoring equipment at our expense. SECTION III: DOOR EQUIPMENT CLOSED LOOP DOOR OPERATOR Install a new closed loop door operator. Car and hoist way doors shall be power operated by means of a closed loop door operator mounted on top of the car designed to give consistent door performance with changes in temperature, wind or minor obstruction in the door track. The system continually monitors door speed and position and adjusts it accordingly to match the pre-determined profile. DOOR-PROTECTION DEVICE Install a new solid state, infrared passenger protection device on the car door. Elevator doors shall be provided with a reopening device that will stop and reopen the car door(s) and hoistway door(s) automatically should the door(s) become obstructed by an object or person. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 4 of 16 INTERLOCKS New interlocks will be installed. The interlocks shall prevent operation of the elevator unless all doors for that elevator are closed and shall maintain the doors in their closed position while the elevator is away from the landing. Emergency access to the hoistway as required by governing codes shall be provided. CAR DOOR HANGER The present car door hanger will be retained and inspected for proper alignment. HOISTWAY DOOR TRACKS AND HANGERS The present hoistway door tracks and hangers shall be retained. HOISTWAY DOOR RESTRICTORS The present hoistway door restrictors shall be new. SECTION IV: HOISTWAY EQUIPMENT HOISTWAY OPERATING DEVICES The existing hoistway operating devices shall be retained. They shall be inspected for wear and adjustment. All parts requiring replacement shall be of the original manufacture or equal. Any adjustments required will be made. HOISTWAY ENTRANCES The present hoistway entrances will be retained. CAR GUIDES (RETAINED) The existing car guides shall be retained. They shall be thoroughly inspected. Any worn parts will be replaced by the original manufacture parts or equal. PIT SWITCH An emergency stop switch shall be located in the pit accessible from the pit access door. SPRING BUFFERS The existing spring buffers shall be replaced as part of hydraulic cylinder replacement. SPRING BUFFERS Spring buffers shall be installed in the pit as means for stopping the car at the bottom limits of travel, consistent with code requirements. ACCESS ALERT HOISTWAY SAFETY DEVICE We will furnish and install all of the necessary components, circuitry and wiring for a new Access Alert system, which will operate on the elevator car top and pit. Access Alert will be installed so the elevator can be controlled in a safe manner when an authorized person accesses the elevator hoistway. The Access Alert system meets all applicable safety codes. This groundbreaking new product, Access Alert, is specifically designed to: x Prevent work on top of the elevator without the top of car inspection station engaged properly. x Prevents moving the elevator on inspection while personnel are in a potentially unsafe position. x Prevent working in the elevator pit, while the pit stop switch is not engaged properly. x Meet applicable building and elevator codes. Similar to the seatbelt alarm in your car, Access Alert provides a constant, noticeable reminder to anyone accessing the hoistway that they need to engage the stop switch before starting work. We believe the simplicity, ease of installation, and cost-effectiveness of this product will be an important way for you to invest in improving safety inside your facility. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 5 of 16 SECTION V: FIXTURES CAR FIXTURES: NEW APPLIED CAR OPERATING PANEL An applied brushed stainless steel car operating panel shall be furnished. The panel shall contain a bank of mechanical illuminated buttons marked to correspond with the landings served, an emergency call button, emergency stop button, door open and door close buttons, and a light switch. All buttons, when applicable, to be long life LED illumination. This panel shall be equipped with a button that shall initiate two-way communication between the car and a location inside the building, switching over to another location if call is unanswered. NEW EMERGENCY CAR LIGHTING An emergency power unit employing a 6-volt sealed rechargeable battery and totally static circuit shall be provided. NEW CAR POSITION INDICATOR A car position indicator shall be installed. The position of the car in the hoistway shall be shown by illumination of the indication corresponding to the landing at which the car is stopped or passing. NEW AUDIBLE SIGNAL (INDICATES PASSING OR STOPPING AT A LANDING) An audible signal shall sound in the car to tell passengers that the car is either stopping or passing a landing served by the elevator. HALL FIXTURES: NEW HALL BUTTONS New hall buttons shall be installed at each landing. An up button and a down button at each intermediate landing and a single button at each terminal landing shall be installed. All buttons, when applicable, to be long life LED illumination. NEW COMBINATION HALL LANTERN/POSITION INDICATOR Combination hall lantern/position indicators shall be installed at the main landing. HYDRAULIC CYLINDER New Cylinder with Sealed PVC Protection The cylinder shall be of a double bottom design constructed of steel pipe of sufficient thickness and suitable for the operating pressure as prescribed by the latest revision of the ASME A17.1 or CAN3-B44 codes. The top of the cylinder shall be equipped with a new cylinder head with a drip ring to collect any oil seepage as well as an internal guide ring and self-adjusting packing. The cylinder exterior shall be covered with a protective coating. Sealed PVC Protection helps protect the cylinder from corrosion, permits monitoring and evacuation of liquids to make sure the cylinder does not come in contact with water, and helps contain oil should the cylinder leak. The sealed PVC Protection can help protect your property against possible environmental contamination and clean-up costs. New Plunger The plunger shall be constructed of selected steel tubing or pipe of proper diameter machined true and smooth with a fine polished finish. The plunger shall be provided with a stop ring electrically welded to it to prevent the plunger from leaving the cylinder. Installation The plunger and new cylinder shall be installed plumb and shall operate freely with minimum friction. Cylinder Head Support Removal - Otis Otis will remove the existing cylinder-head support for cylinder replacement. After installation of the new cylinder and sealed PVC Protection System is complete, Otis will provide a new cylinder-head support. Removal of Equipment and Hole Preparation This proposal includes removing the existing cylinder from the original well hole. Drilling work is not included in this proposal. If any physical obstruction, hindrance, ground water, or cave-in is encountered below the ground, we shall be DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 6 of 16 provided with written authorization to proceed with the excavation utilizing any additional special hoisting or excavating equipment required. Otis Elevator Company shall be reimbursed for all additional costs incurred subsequent to encountering the physical obstruction or hindrance, including the costs of the special equipment, Otis shall lay two new concrete slabs in elevator pit to suspend frame of new jack. Removal of Excavation Spoils All excavation spoils removed by Otis and its agents or (sub)contractors during the performance of this work will be placed in 55 gallon drums at the site. Otis shall properly label and dispose of the excavation spoils and existing cylinders according to regulatory requirements. Bio Blend Oil Otis shall furnish new Bio Blend Oil in the place of standard hydraulic oil. Warranty Otis cylinder and sealed PVC protection warranty is available for the initial term of your Otis full-coverage maintenance agreement, up to 20 years. WORK NOT INCLUDED IN THE ELEVATOR CONTRACT When needed, we will provide protection for floors, walls and elevator entrances for normal activities associated with this work. If special drilling or excavation of contaminant material equipment is required, the owner will be responsible for all building protection and alterations needed to bring this equipment in, use and take off of the premises. To complete this installation, the following items must be performed or furnished by the owners or their agent according to governing codes. The price and installation schedule of the elevator contractor is based on the following conditions prevailing at the beginning and during installation of the elevator equipment and includes the following: Provide electric power for light, tools, hoists, welding, drilling rig (if necessary), etc. required for the duration of this project. Owner will provide full access to the work area for the contractors works and their agents at all times during the agreed upon work hours for the duration of the project. The owner will provide on site storage space adequate to store cylinder, PVC, oil, tools, etc. during the project. The storage space should be close proximity to the work area. It shall remain the owner’s responsibility that the well hole is free of contaminants and clear of any obstructions. The owner will provide all necessary permits for welding, gas burning and cutting in the elevator hoistway. The owner is responsible for deactivating and reactivating all fire, smoke and/or combustion sensors in the work area that may be activated by the effects of the operations required to complete this work. *********SPECIAL PROVISIONS*********** If diameter or depth of existing hole is not sufficient for installation of new PVC or if other conditions are encountered which make hole preparation and/or drilling required, the following work will be performed via change order to the Contract amount listed on page 3: PHASE I: Piston and cylinder removal to be completed by Otis (included in base contract price) * NOTE: Additional charges will apply if cylinder cannot be removed within two days and/or if cylinder cannot be removed by normal procedures (i.e if cylinder is set in concrete at bottom of hole, etc.). 1. We will jackhammer concrete around casing at pit floor (included in base contract price) 2. We will clean hole as necessary to establish plumbness of hole, amount of casing, and diameter of existing hole. 3. One day (maximum) of vacuum truck work is included in this proposal. Anything greater than one day will require a change order to the original proposal. PHASE II: Jack existing casing if necessary (not included in base contract price) * NOTE: Additional charges will apply if unusual casing conditions are discovered (i.e. corrugated casing, multiplepiece casing, broken casing, etc.). 1. Set jacking equipment 2. Start jacking operations Removal of casing (Phase II) to be added to Contract via Change Order if necessary DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 7 of 16 PHASE III: Redrill hole if hole cannot accommodate new equipment (not included in base contract price) 1. Redrill/ream each hole to a depth and circumference that will accommodate new PVC * NOTE: Additional charges will apply If unnatural obstructions such as footings, pile caps, slabs, steel, concrete/cement, wood, etc. or other than natural soil conditions are encountered. 1. All necessary permits to be obtained by Otis. 2. Water must be provided by owner on site and in close proximity to drilling area. * NOTE: Additional costs will be added to the contract via change order for loss in productivity due to work stoppage on site caused by others and/or site specific requirements for Safety, Security and/or Drug Testing (onsite). Drilling costs (Phase III) to be added to Contract via Change Order if necessary. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 8 of 16 SECTION VII. GENERAL REQUIREMENTS CONFINED SPACE This proposal does not include working in a Permit Required Confined Space. The machine room, hoistway, pit, and mezzanine (“Elevator Spaces”) may be considered Permit- Required Confined Spaces as defined by the Occupational Safety and Health Organization (“OSHA”), 29 C.F.R. § 1910.146(b) and § 1926 Subpart AA. Otis has a documented process to control or eliminate hazards and classify such Elevator Spaces as non-permit required confined spaces. In the event that the customer/general contractor or unique site conditions or hazards (such as chemical manufacturing sites) require Otis to handle such Elevator Spaces as Permit-Required Confined Spaces, the customer/general contractor will be responsible for supplying, at its expense, all resources, including monitoring, permitting, attendants, and rescue planning associated with handling such Elevator Spaces as Permit-Required Confined Spaces. The customer/general contractor is required to inform Otis of all known or potential hazards related to Elevator Spaces that Otis may be required to access prior to Otis performing any work in such spaces. Further, the customer/general contractor is required to communicate any changes in the conditions associated with such Elevator Spaces or activities in or around such spaces that could introduce a hazard into such spaces. Otis will be compensated on a time and material basis for the inefficiencies of working in permit required Confined Spaces. WIRING All wiring and electrical interconnections shall comply with governing codes. Insulated wiring shall have flame retardant and moisture-proof outer covering and shall be run in conduit, tubing or electrical wire ways. Traveling cables shall be flexible and suitably suspended to relieve strain on individual conductors. ENGINEERING DESIGN All new material furnished shall be specifically designed to operate with the original equipment being retained, thus assuring maximum performance and eliminating any divided responsibility. SUPERSEDED MATERIAL All material, removed or unused, not required in the modification will become the property of Otis Elevator Company and we reserve the right to remove and retain it. PERMITS AND INSPECTIONS The elevator contractor shall furnish all licenses and permits and shall arrange for and make all required inspections and tests. CODE The elevator equipment shall be furnished and installed in accordance with the applicable version of the ASME/ANSI A17.1 Safety Code for Elevators and Escalators, An American National Standard, including the latest Supplement, and the Americans with Disabilities Act. RE-MOBILIZATION You agree to pursue and schedule the work by other trades in a timely manner so as to not interrupt our work. Should our crew(s) have to pull off the job waiting on work by others not in our contract, we shall be entitled to a re- mobilization charge of Three Thousand ($3,000) Dollars. We shall also extend the stated durations to the extent that we are delayed. ARBITRATION Subcontractor agrees to submit to Non-Binding Arbitration by the American Arbitration Association but does not waive its rights to pursue other remedies available at law and equity. SCHEDULE Due to current market conditions the availability of elevator installation labor is limited. If this proposal is not accepted within 30 days, prior to acceptance of any award Otis reserves the unilateral right to decline the award based on a review of the project schedule and our labor availability/commitments. This proposal is bid with the understanding that materials will be ordered with sufficient lead time (as outlined in our approvals package) to allow delivery prior to December 31st, 2019. If Otis is unable to order materials in a timely manner due to delays on behalf of the owner and/or general contractor, or if delivery is requested after this date, the owner and/or general contractor will be responsible for all cost increases incurred by Otis. An extra charge will be assessed for any double handling or re-transportation of elevator material required by the general contractor/owner or agent thereof. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 9 of 16 LEAD TIME AND DURATION We anticipate approximately 5-6 weeks manufacturing time from receipt of approvals and down payment. Thereafter, we expect the modernization to take approximately 6-7 weeks per car All work will be performed during our regular working hours of our regular working days. We shall not be liable for any loss, damage or delay due to any cause beyond our reasonable control including, but not limited to, acts of government, strikes, lockouts, fire, explosion, theft, floods, riot, civil commotion, war, malicious mischief or act of God. Under no circumstances shall we be liable for consequential damages. SECTION VIII. WORK BY OWNER – NOT IN CONTRACT The following items must be performed by others and you agree to provide this work in accordance with the applicable codes and enforcing authorities: WORK BY OTHERS SCHEDULING – All “Work by Others” must either be completed prior to our manning the job or be properly scheduled as to not obstruct the progress of the project. 1. BUILDING POWER - Provide electrical power for light, tools, hoists, etc. during installation as well as electric current for starting, testing and adjusting the elevator. Power of permanent characteristics to be provided to properly operate all of the elevators concurrently scheduled to be modernized. Power must be a 3-phase 4 wire system with ground and bonded disconnects. Grounded leg delta systems are not acceptable. 2. MAIN LINE DISCONNECT- Provide a fused lockable disconnect switch or circuit breaker for each elevator per the National Electrical Code with feeder or branch wiring to the transformer. Size to suit elevator contractor. Electrical Feeder system to limit available short circuit to not more than 10k amps at the load side of the elevator main line disconnect. 3. GROUND WIRE – Provide a properly sized ground wire from the elevator controller(s) to the primary building ground. 4. Provide a SHUNT TRIP disconnect, as required, if sprinklers are being provided. Provide suitable connections from the main disconnect to the elevator control equipment. 5. LIGHTING - Any modification or installation of lights and/or GFI electrical outlets in the machine room, secondary level and/or pit to be performed by others. (Machine rooms shall be provided with 200 lx/19 fc , pits 100 lx/ 10 fc) Provide lighting per code in the buildings common areas to facilitate a safe working environment. 6. STANDBY POWER REQUIREMENTS - Provide a standby power unit and a means for starting it that will deliver sufficient power to the elevator disconnect switches to operate one or more elevators at a time at full-rated speed. Provide a transfer switch for each feeder for switching from normal power to standby (emergency) power and a contact on each transfer switch closed on normal power supply with two wires from this contact to one elevator controller. Provide a means for absorbing power regenerated by the elevator system when running with overhauling loads such as full load down. 7. ADDITIONAL STANDBY POWER REQUIREMENTS – Provide standby power to HVAC system serving any machine room with elevators on standby power. Provide standby power to machine room lighting, and cab lighting. Provide standby power and UPS to COMPASS dispatcher. 8. CAR LIGHT POWER SUPPLY & DISCONNECT - Provide a 120 volt AC, 15 amp, single-phase power supply with fused SPST disconnect switch for each elevator, with feeder wiring to each controller for car lights. 9. REMOTE MONITORING MAINTENANCE TELEPHONE LINE REQUIREMENTS - Provide one (1) outside telephone line to the elevator machine room that allows data calls to and from a toll-free number at a dispatching center. The telephone line may be either a separate line dedicated to the remote monitoring maintenance equipment or may be an existing line that is shared between another telephone and the remote monitoring maintenance equipment. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 10 of 16 10. SMOKE & HEAT SYSTEM - Provide a smoke and heat detector system, located as required with wiring from the sensing devices to each elevator controller. 11. SPRINKLERS - Provide code compliant sprinkler system, as required, in the hoistway, pit and machine room. 12. AIR CONDITIONING - Provide suitable ventilation and cooling equipment, if required, to maintain the machine- room temperature between 45oF and 95oF. The relative humidity should not exceed 85 percent non- condensing. 13. CUTTING & PATCHING - Do any cutting, (including cutouts to accommodate hall signal fixtures, entrances and/or machine room access, machine beams, belt drop for Gen2 machines) patching, reinforcing and painting of walls, floors or partitions. 14. MACHINE ROOM ACCESS - Provide a self-locking and self-closing door for the elevator machine room. Access door to be adequately sized to accept our equipment. Modify machine room access, as required, to comply with code and facilitate safe entrance and egress of all equipment. 15. FIRE EXTINGUISHER - Provide ABC fire extinguisher in elevator machine room. 16. BARRICADES – Otis to furnish standard folding barricades only. If required, you are to provide, maintain and remove any temporary barricades per OSHA or local authority requirements and furnish barricades to protect the public from access to construction areas. Furnish and maintain infection control separation as required. 17. NON-ELEVATOR MATERIAL IN HOISTWAY - Remove or encapsulate, as required, any non-elevator related pipes or wiring located in the elevator machine room or hoistway. 18. HOISTWAY LEDGES - Provide per ASME code, a 75-degree angle constructed of a non-combustible material on all ledges that are 4” are greater in the hoistway, excluding multi-hatch divider beams. 19. HOISTWAY VENTILATION - Provide code compliant hoistway ventilation. Local Code Authority may require a means to prevent the accumulation of hot air and gasses at the top of the hoistway. Pressurizing the hoistways, or providing vents from the top of the hoistway to the outside of the building usually accomplishes this. Vents shall not be less than 3 1/2% of the area of the hoistway nor less than 3 sq. ft. for each elevator car, whichever is greater. You may not vent the hoistway to the machine room. If the hoistway vents must run through the machine room, they must be enclosed in a fire rated structure and not violate clearances around our equipment. 20. SUMP HOLE GRATING - Provide a flush grating over the sump hole located in the elevator pit. 21. PROJECT BEING “DRIED-IN”- Work, as required, to keep the elevator lobbies, hoistway, machine room and storage area “dried-in” for the entire length of the project. 22. ASBESTOS – Should any asbestos be found to be present in the building or elevator equipment which is related to any of our work, it shall be the responsibility of others to abate, contain, dispose or prepare the workplace as safe for our employees to work within or about. Otis will not be responsible for working with asbestos which may be disturbed or uncontained. Otis will not be responsible for any costs associated with delay of the job should asbestos be detected or require addressing by others for us to proceed. This includes but is not limited to re-mobilization charges which may be applied. 23. STORAGE - Provide dry, protected and secure storage space adjacent to or within 100’ rollable access to the hoistway(s). Otis shall be compensated for material delivered that is stolen or removed from the jobsite. If remote storage or “conex” box storage is required, it shall be provided at an extra cost. 24. DISPOSAL - The disposal of removed elevator components; machines, controllers, ropes, hydraulic fluid, oils, buffers and packing materials from the new equipment and any and all related materials shall be the sole responsibility of the Owner. If a dumpster is provided on site, we will deposit waste materials in the dumpster or at an agreed upon on-site location for removal by the owner. Owner shall properly dispose of oils, liquids and hazardous materials. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 11 of 16 25. PIT LADDERS - Provide a pit ladder, as required, in each pit that does not have walk in access doors. Ladder shall extend 48” above first landing access door. 26. OPERATING ELEVATORS FOR OTHER TRADES – If we are required to operate an elevator to facilitate the work of other trades (i.e. sprinklers, smoke sensors, ledges, etc.) then we shall be compensated for this work. Lost time will be added to the project schedule. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 12 of 16 SECTION VIII: GENERAL REQUIREMENTS PAYMENT AND SCHEDULE OF VALUES You agree to be bound and pay in accordance with the supplied schedule of values. We shall be paid for our material delivery invoice prior to starting work. We shall be paid in full for all change orders and the base contract amount prior to turnover of the elevators to you for use. Otis reserves the right to discontinue work or not turn over elevators unless payments are current. Otis does not accept credit cards as a form of payment for modernization work. Otis will not agree to any language referencing or implying “pay when paid.” This contract is between Otis Elevator and referenced entity. The attached payment schedule (“Schedule of Values”) is not contingent upon said entity’s ability to be paid by others or any other factor or event not described above. Proposal Number ZXW190531160933 Base Contract Amount $116,685 Number of units 1 Upon Issuance of PO/Contract 60%70,011.00$ 70% of Remaining Balance 100 % of remaining balance Description Value Upon Delivery of Material 32,671.80$ Upon Substantial Completion of 1st elevator 14,002.20$ Orange Counted Whitted Building Due Date DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F 05/20/2019_CLC version © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 13 of 16 SECTION IX: ALTERNATES ALTERNATE #1 - NEW CAB INTERIOR A new elevator car interior shall be provided. Otis will upgrade the above referenced elevators with the Interiors listed below. All material provided shall be manufactured and installed in accordance with the ASME A17.1 Safety Code for Elevators and Escalators. The upgrade shall include the following: New cab interior panels – The existing elevators shall have the interior walls prepared to accommodate the Interiors Package. This shall include a laminate panel system that spans the full width of the wall sections. Satin stainless steel reveals shall be installed in the corners and against the return and strike jamb portions of the interior. Seven (7) panels shall be finished in plastic laminate as selected from our standard laminate selections. Ceiling – We shall furnish and install a new brushed stainless steel ceiling assembly. The new lighting shall be LED down lights. The ceiling shall be stainless steel drop pan construction. Handrail- We shall furnish and install (1) one new brushed stainless steel handrail along the back wall. Additional cost to base contract price: $12,893.00 Please indicate your intention to choose this option by initialing here ______ DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 14 of 16 OTIS MODERNIZATION The extent of the work to be performed is either described above or in the attached specification which is incorporated into and made a part of this document. PRICE: $ 116,685.00"PLUS SALES TAX IF APPLICABLE" One Hundred Sixteen Thousand Six Hundred and Eighty Five Dollars This price is based on a sixty percent (60%) downpayment in the amount of $ 70,011. This proposal, including the provisions printed on the pages following, shall be a binding contract between you, or the party identified below for whom you are authorized to contract (collectively referred to herein as :you:), and us when accepted by you through execution of this proposal by you and approved by our authorized representative; or by your authorizing us to perform work for the project and our commencing such work. Submitted by: ______________________________ Kimberly Willoughby Accepted in Duplicate CUSTOMER OTIS ELEVATOR COMPANY Approved by Authorized Representative Approved by Authorized Representative Date: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Date: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Signed: X ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Print Name: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Title: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Signed: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Print Name: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Title: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ Name of Company: ¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯¯ † Principal, Owner or Authorized Representative of Principal or Owner † Agent (Name of Principal or Owner) DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F              © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 15 of 16 OTIS MODERNIZATION TERMS AND CONDITIONS The work shall be performed for the agreed price plus any applicable sales, excise or similar taxes as required by law. In addition to the agreed price, you shall pay to us any future applicable tax imposed on us, our suppliers or you in connection with the performance of the work described. This quotation is subject to change or withdrawal by us prior to acceptance. We warrant to you that the work performed by us hereunder shall be free from defects, not inherent in the quality required or permitted, in material and workmanship for one (1) year from the date of substantial completion. Our duty and your remedy under this warranty are limited to our correcting any such defect you report to us within the warranty period by, at our opinion, repair or replacement, provided all payments due under the terms of this contract have been made in full. All parts used for repair or replacement under this warranty shall be good quality and furnished on an exchange basis. Printed circuit boards used for replacement parts under this warranty may be refurbished boards. Exchanged parts become our property. We shall perform the work during our regular working hours of our regular working days unless otherwise agreed in writing. You shall be responsible for providing suitable storage space at the site for our material. You shall obtain title to all the equipment furnished hereunder when final payment for such material is received by us. In addition, you shall be granted a license to use any software incorporated into any such equipment solely for operating such equipment. Any drawings, illustrations or descriptive matter furnished with the proposal are submitted only to show the general style, arrangement and dimensions of the equipment. Payments shall be made as follows: A down payment of sixty percent (60%) of the price shall be paid after we have completed processing your equipment requirements, and orders are placed; the balance shall be paid on completion if the work is completed within a thirty day period. If the work is not completed within a thirty day period, monthly progress payments shall be made based on the value of any equipment ready or delivered, if any, and labor performed through the end of the month less a five percent (5%) retainage and the aggregate of previous payments. The retainage shall be paid when the work is completed. We reserve the right to discontinue our work at any time until payments shall have been made as agreed and we have assurance satisfactory to us that subsequent payments will be made when due. Payments not received within thirty (30) days of the date of invoice shall be subject to interest accrued at the rate of eighteen percent (18%) per annum or at the maximum rate allowed by applicable law, whichever is less. We shall also be entitled to reimbursement from you of the expenses, including attorney’s fees, incurred in collecting any overdue payments. Any material removed by us in the performance of the work shall become our property. Our performance is conditioned upon your securing any required governmental approvals for the installation of any equipment provided hereunder and your providing our workmen with adequate electrical power at no cost to us with a safe place in which to work, and we reserve the right to discontinue our work in the building whenever in our opinion working conditions are unsafe. If overtime work is mutually agreed upon and performed, an additional charge thereof, at our usual rates for such work, shall be added to the contract price. The performance of our work hereunder is conditioned on your performing the preparatory work and supplying the necessary data specified on the front of this proposal or in the attached specification, if any. Should we be required to make an unscheduled return to your site to begin or complete the work due to your request, acts or omissions, then such return visits shall be subject to additional charges at our current labor rates. We shall retain a security interest in all material furnished hereunder and not paid for in full. You agree that a copy of this Agreement may be used as a financing statement for the purpose of placing upon public record our interest in any material furnished hereunder, and you agree to execute a UCC-1 form or any other document reasonably requested by us for that purpose. Except insofar as your equipment may be covered by an Otis maintenance or service contract, it is agreed that we will make no examination of your equipment other than that necessary to do the work described in this contract and assume no responsibility for any part of your equipment except that upon which work has been done under this contract. Neither party shall be liable to the other for any loss, damage or delay due to any cause beyond either parties reasonable control, including but not limited to acts of government, strikes, lockouts, other labor disputes, fire, explosion, theft, weather damage, flood, earthquake, riot, civil commotion, war, mischief or act of God. We do not agree under our warranty to bear the cost of repairs or replacements due to vandalism, abuse, misuse, neglect, normal wear and tear, modifications not performed by us, improper or insufficient maintenance by others, or any cause beyond our control. We shall conduct, at our own expense, the entire defense of any claim, suit or action alleging that, without further combination, the use by you of any equipment provided hereunder directly infringes any patent, but only on the conditions that (a) we receive prompt written notice of such claim, suit or action and full opportunity to assume the sole defense thereof, including settlement and appeals, and all information available to you for such defense; (b) said equipment is made according to a specification or design furnished by us; and (c) the claim, suit or action is brought against you. Provided all of the foregoing conditions have been met, we shall, at our own expense, either settle said claim, suit or action or shall pay all damages excluding consequential damages and costs awarded by the court therein and, if the use or resale of such equipment is finally enjoined, we shall at our option, (i) procure for you the right use of the equipment, (ii) replace the equipment with equivalent noninfringing equipment, (iii) modify the equipment so it becomes noninfringing but equivalent, or (iv) remove the equipment and refund the purchase price (if any) less a reasonable allowance for use, damage or obsolescence. THE EXPRESS WARRANTIES SET FORTH IN THIS AGREEMENT ARE THE EXCLUSIVE WARRANTIES GIVEN: WE MAKE NO OTHER WARRANTIES EXPRESS OR IMPLIED, AND SPECIFICALLY MAKE NO WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR ANY PARTICULAR PURPOSE; AND THE EXPRESS WARRANTIES SET FORTH IN THIS AGREEMENT ARE IN LIEU OF ANY SUCH WARRANTIES AND ANY OTHER OBLIGATION OR LIABILITY ON OUR PART. Under no circumstances shall either party be liable for special, indirect, liquidated, or consequential damages in contract, tort, including negligence, warranty or otherwise, notwithstanding any indemnity provision to the contrary. Notwithstanding any provision in any contract document to the contrary, our acceptance is conditioned on being allowed additional time for the performance of the Work due to delays beyond our reasonable control. Your remedies set forth herein are exclusive and our liability with respect to any contract, or anything done in connection therewith such as performance or breach thereof, or from the manufacture, sale, delivery, installation, repair or use of any equipment furnished under this contract, whether in contract, in tort, in warranty or otherwise, shall not exceed the price for the equipment or services rendered. It is agreed that after completion of our work, you shall be responsible for ensuring that the operation of any equipment furnished hereunder is periodically inspected. The interval between such inspections shall not be longer than what may be required by the applicable governing safety code. By accepting delivery of parts incorporating software you agree that the transaction is not a sale of such software but merely a license to use such software solely for operating the unit(s) for which the part was provided, not to copy or let others copy such software for any purpose whatsoever, to keep such software in confidence as a trade secret, and not to transfer possession of such part to others except as a part of a transfer of ownership of the equipment in which such part is installed, provided that you inform us in writing about such ownership transfer and the transferee agrees in writing to abide by the above license terms prior to any such transfer. Our work shall not include the identification, detection, abatement, encapsulation or removal of asbestos, polychlorinated biphenyl (PCB), or products or materials containing asbestos, PCB’s or other hazardous substances. In the event we encounter any such product or materials in the course of performing work, we shall have the right to discontinue our work and remove our employees from the project until you have taken the appropriate action to abate, encapsulate or remove such products or materials, and any hazards connected therewith, or until it is determined that no hazard exists (as the case may require). We shall receive an extension of time to complete the work hereunder and compensation for delays encountered as a result of such situation. This Agreement constitutes the entire understanding between the parties regarding the subject matter hereof and may not be modified by any terms on your order form or any other document, and supersedes any prior written or oral communication relating to the same subject. Any amendment or modifications to this Agreement shall not be binding upon either party unless agreed to in writing by an authorized representative of each party. Both parties agree that any form issued by you that contains any terms that are inconsistent with those contained herein shall not modify this Agreement, nor shall it constitute an acceptance of any additional terms. DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F © OTIS ELEVATOR COMPANY, 2015 All Rights Reserved Page 16 of 16 OTIS MODERNIZATION DocuSign Envelope ID: 47D12065-7220-4277-A47F-FC1DAC0CA54F DocuSign Envelope ID:47D12065-7220-4277-A47F-FC1 DACOCA54F -� 0 DATE(MM1DDIYYYY) ACORN CERTIFICATE OF LIABILITY INSURANCE 0 312 81201 9 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE: COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA,INC. NAME: PHONE FAX 20 CHURCH STREET,8TH FLOOR JAIC,No.9 xQ, (Adc,No): HARTFORD,CT 06103 EDM�IE _ INSURER(S)AFFORDING COVERAGE _ NAICN 102428280.Otis-GAWX-19-20 INSURER A:Hartford Fire Insurance Company CGmpany 19682 INSURED OTIS ELEVATOR COMPANY INSURER B:Hartford Underwriters Insurance Company 30104 ONE FARM SPRINGS ROAD INSURER C:National Union Fire iris Cc Pittsburgh PA _ 19445 FARMINGTON,CT 06032 INSURER D:American Home Assu rance Cornpany 19380 INSURER E:New Ham1 shire Ins Co 23841 INSURER F:AIU Insurance Co 19399 COVERAGES CERTIFICATE NUMBER: NYC-010502694.01 REVISION NUMBER: 0 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN}SSUE❑TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE AODL SUER POLICY EFF POLICY EXP LTR POLICY NUMBER lMMIDDIYYYYI iMMIDDIYYYYILIMITS A X COMMERCIAL GENERAL LIABILITY 02CSET10004 04/0112019 04MV2020 EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE FK OCCUR "$2,OOD,000 General Aggregate" PREMISES Ea occAi rence $ 300,000 "Per Project 1 Location" MED EXP(Any oneperson) $ 10,n00 "$10,000,000 General Aggregate" PERSONAL&ADV INJURY $ 1,000,000 GE N'L AGGRE GATE LI MIT APPLIES PER: PerPadicy' GENERAL AGGREGATE $ 2,00000 ! 1 JPRO- POLICY LOC PRODUCTS-COMPIOP AGG $ 2,000.000 OTHER' $ A AUTOMOBILELIABILITY 020SET10000(AQS) 04/0112019 0410112020 COMB[NED SINGLE LIMIT $ 1,000,000 Ea accident) B X ANY AUTO 02SET10019(HI) DQ0112019 04101/2020 BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS X HIRED X NON-OWNED PROPERTYOAMAGE $ AUTOS ONLY AUTOS ONLY Per aocidenl s )( UMBRELLA LIAB X OCCUR 02HUT10021 0410V2019 0410112020 EACH OCCURRENCE $ 10,000,000 EXCESS LIAR CLAIMS-MADE AGGREGATE $ 10,000,000 RED I I RETENTION$ $ C WORKERS COMPENSATION CT-QSI5565605(SIR$2.5M) D 11 020 X AND EMPLOYERS'LIABILITY PER STATVTE OTH- {] YIN {E}FL+712T1T193;MULTI.012717191 ER 041D112019 04101f202U i00D0flD ANYICERIM MB RIPARTNERIExECUTIVE E.L.EACH AGGIpENT $ E OFFICERTy In N RExCLUDED? N Ip` MULTI.0 1 2717 1 94;MULTI.012717190 04101/2019 0410112020 1,00D,ODD {Mandatory in NH) E,L.DISEASE-EA EMPLOYEE $ F Ir es,describe under [F)NY-012717197(D)CA-012717192 04101/2019 04/0112020 E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLFS(AC ORD 1e1,Additional Remarks Schedule,may he attached if more space Is required) This certificate only applies to 100 E KING ST,300 W TRYON ST-HUMAN SVC,106 E MARGARET LANE,125 COURT ST,COUNTY JAIL,510 MEADOWLANDS DRIVE,106 E MARGARET LANE,2551 HOMESTEAD ROAD,COURT AND KING STREETS,301 W TRYON STREET,200 S CAMERON STREET,1 D6 NASH&KOLLOCK ST TR008016A. TR008016Z CERTIFICATE HOLDER CANCELLATION Orange County SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE PO Box 8181 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Hillsharough,NC 27278 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Mukherjee 1�iati.cae�+• 3+0...�cc.,s�a e� ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD