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HomeMy WebLinkAbout2025-631-E-AMS-Brady Services-Justice Facility Mural Courtroom HVAC Replacement Revised 01/24 1 [Departmental Use Only] TITLE Justice Mural Courtroom FY 2025-2026 RFP RC2022-1001 NORTH CAROLINA CONSTRUCTION AGREEMENT OVER $250,000.00 ORANGE COUNTY THIS CONSTRUCTION AGREEMENT (hereinafter called “Agreement”), made as of the 8th day of October, 2025, by and between Brady Trane Services, Inc, (hereinafter called the “Contractor”), and Orange County, a political subdivision of the State of North Carolina, (hereinafter called the “County,” “Orange County,” 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: 1. CONTRACT DOCUMENTS; PRIORITY The Contract Documents consist of this Agreement , the General Conditions which are fully incorporated in this Agreement, the Request for Proposals, designer approved communications and field orders, the Proposal, Construction Documents and 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 and incorporated General Conditions attached as Exhibit 1. b. Designer approved and stamped construction documents and drawings and written specifications. c. Designer approved communications and field orders. d. Request for Proposals and addenda thereto. e. Proposal. 2. SCOPE OF WORK The Contractor shall furnish and deliver all of the materials, and perform, and be fully responsible for 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 Burke Design Group, PA (Sheet C1, G1, S1, M1, M2, M3, E1, E2, E3, E4 dated August 30, 2024) b. Written specifications prepared by the Designer. c. Brady Trane Services, Inc. proposal dated August 01, 2025, number 105-080125SS which fully describes the work to be performed, such work (hereinafter called the “Work”). Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Revised 01/24 2 d. Related documents listed under Section 1 above. 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 included by June 30, 2026. 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. 4. STANDARD OF CARE AND DUTIES OF CONTRACTOR a. The Contractor shall exercise reasonable care and diligence in performing the Work in accordance with the 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, timely completion, and 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 Contractor, Subcontractor, and Sub-subcontractor errors or omissions, in the performance of the Agreement together with the errors and omissions of any agent or employee of the Contractor or any Subcontractor or Sub-subcontractor. Contractor shall correct any 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. Contractor shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limit ed 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 Orange County 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. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Revised 01/24 3 f. If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Contractor represents that it and 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. g. The Contractor shall supervise and direct the Work efficiently and with the Contractor’s best skill and attention. Except as specifically set forth in the Contract Documents the Contractor shall be solely responsible for the means, methods, techniques, sequences , and procedures of construction, and for safety precautions and programs in connection with the Work. The Contractor shall be responsible to see that the finished Work complies accurately with the Contract Documents. h. The Contractor shall appoint a competent Project Manager with general authority to manage the Project for the Contractor. The Contractor shall also keep on the Project at all times during the Work of the Contractor a competent Resident Superintendent and necessary assistants who shall not be replaced without prior written approval by the Designer or by the Owner if a Designer is not retained for the Project. i. If, in the opinion of the Designer, any Subcontractor on the Project is incompetent or otherwise unsatisfactory, such Subcontractor shall be replaced by the Contractor with no increase in the Contract Price if and when directed by the Designer. j. The Contractor shall attend all progress conferences and all other meetings or conferences. The Contractor shall be represented at these progress conferences by a representative having the authority of the Project Manager and by such other representatives as the Designer may direct. k. Costs and expenses of providing samples for and assistance in any testing shall be borne by the Contractor. Any Work in which untested materials are used without written approval or written permission of the Owner or Designer shall be removed and replaced at Contractor’s expense. l. The Contractor shall obtain all necessary permits including all permits required to complete the Work in compliance with local, state, and federal law. 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 Two-Hundred, Ninety-Six Thousand, Five Hundred Dollars ($296,500.00). Not later than the fifth (5th) day of each calendar month the Contractor shall submit to the Owner’s Representative, generally the Designer if a Designer is retained on the Work, a Request for Payment for work done during the previous calendar month. (i) The Request for Payment shall be in form of a standardized invoice or AIA Document G702-703 appropriately addressed to Owner’s Representative at Burke Design Group, PA 3305-109 Durham Drive, Raleigh, NC 27603 and shall show substantially the value of work done during the previous calendar month. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Revised 01/24 4 (ii) The amount due for payment shall be ninety-five percent (95%) of the value of work completed since the last Request for Payment and this amount shall be paid by the Owner on or before the last business day of the month. Owner shall retain five percent (5%) (the “Retainage”). (1) Upon Owner’s Representative’s certification that fifty percent (50%) of the Work has been satisfactorily completed Retainage shall be reduced to two and one half percent (2½%). (2) Upon Owner’s Representative’s certification that ninety percent (90%) of the Work has been satisfactorily completed Retainage may be discontinued. Retainage may be discontinued, at Owner’s Discretion, so long as work continues to be completed satisfactorily and on schedule. (3) The Owner may discontinue withholding retainage in accordance with the provisions of NCGS-143-(b1)(2) when the project is 50% complete. (iii) Final payment shall not be due to the Contractor until thirty (30) days after Final Completion of the Work, including punch list work, has been satisfactorily (as determined by the County) completed and an appropriate Affidavit, Indemnification, and Release as required in Section 5.4(e) of Exhibit 1 has been received and approved by Owner. b. Should Owner reasonably determine that Contractor has failed to perform the Work related to a Request for Payment, 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. Should the Owner receive notice that the Contractor has failed to pay a Subcontractor for the Work performed related to a Request for Payment, Owner shall have the authority to withhold payment of the disputed amount until parties resolve their dispute. Failure to pay the Contractor pursuant to this section of the Agreement shall not be deemed to be a breach of the Agreement. 6. NON–APPROPRIATION Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Revised 01/24 5 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 or 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 or 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. c. In the event of a change in the Owner’s statutory authority, mandate or mandated functions, by state 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. 7. NOTICES Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Owner: Contractor: Orange County Brady Trane Services, Inc. Attn: A. Barnes Attn: Brian Simpson P.O. Box 8181 2025 16th Street Hillsborough, NC 27278 Greenboro, NC 27405 8. 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. Unless prohibited by law the costs of all such tests and inspections related to state and federal codes such as ADA, Administrative, Electrical, Plumbing, Mechanical and Building Codes shall be borne by the Contractor. 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 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 any code or law. d. Should the Designer, if a Designer 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 Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Revised 01/24 6 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 Designer under this section shall be paid at Contractor’s expense. e. The County has designated (Angel Barnes) 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 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. f. 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. g. In the event of a breach by Contractor Owner has sole authority to determine the reasonableness of Contractor’s actions to remedy such breach or complete the performance of its obligations. h. Upon request of the Owner, the Contractor shall submit to County all relevant documentation, including but not limited to, job cost records, to support its claims for final compensation and if such request is made final compensation shall not be due until all relevant documentation is received, reviewed, and approved by Owner. 9. CONSEQUENTIAL 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 financing, profit, income, business, damage to reputation, or any other non-direct damages. 10. 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, 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 or General Conditions shall be declared invalid or unenforceable, the remainder of the Agreement shall continue in full force and effect. [SIGNATURE PAGE TO FOLLOW] Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Revised 01/24 7 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and date first above written in a number of counterparts, each of which shall, without proof or accounting for other counterparts, be deemed an original contract. ORANGE COUNTY: CONTRACTOR: By: _________________________________ Travis Myren, County Manager By: __________________________________ Jason Patterson, Asst. Corporate Secretary Printed Name and Title Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD 10/8/202510/13/2025 Revised 01/24 8 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Brady Trane Services, Inc. Vendor Contact Person: Samantha Bailey (Samantha.bailey@bradyservices.com) Phone: 336-709-9076 Address: 2025 16th Street City Greensboro State: NC Zip: 27405 Department: AMS Amount: 296,500.00 Purpose: Justice Facility Mural Courtroom HVAC Replacement Budget Code(s): 61370035-800000-11002 Vendor # 35152 Vendor Status with NCSOS: Current - Active Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: ) (Most Recent Amendment ) Effective Date 10/8/2025 End Date 06/30/2026 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: 10/7/2025); Made or Administered by AMS Signature Authority - BOCC Express Delegation (Agenda Date: 10/7/2025) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: 11002 HVAC) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(#RC2022-1001) Department Affirmation This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement ; OR This agreement is approved as to technical form and content . Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to informa tion technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Received for record retention: Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD 10/8/2025 10/10/2025 10/10/2025 10/11/2025 Revised 01/24 9 Office of the Clerk to the Board __________________________________________Date:_________ Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD DESIGN CRITERIA LOCATION: HILLSBOROUGH, NORTH CAROLINA BUILDING CODE: 2018 NORTH CAROLINA STATE BUILDING CODE (2015 IBC WITH NORTH CAROLINA AMENDMENTS) RISK CATEGORY BASIC LATERAL FORCE RESISTING SYSTEM: NA DESIGN LIVE LOADS EXISTING ROOF 20 PSF (REDUCIBLE) II GENERAL NOTES GENERAL 1. DESIGN, FURNISH, AND INSTALL TEMPORARY SHORING, BRACING, AND OTHER TEMPORARY SUPPORTS REQUIRED FOR CONSTRUCTING THE STRUCTURE AND TO MAINTAIN THE STABILITY THROUGHOUT ALL PHASES OF CONSTRUCTION UNTIL THE STRUCTURE IS COMPLETED. ALL TEMPORARY SUPPORTS ARE TO BE REMOVED UNLESS NOTED OTHERWISE. 2. USE STRUCTURAL DRAWINGS IN CONJUNCTION WITH THE DRAWINGS OF OTHER TRADES. 3. COORDINATE WITH OTHER TRADES THE ACTUAL LOCATIONS AND SIZES OF OPENINGS AND PENETRATIONS REQUIRED BY THEIR WORK. 4. COORDINATE WITH OTHER TRADES THE ACTUAL LOCATIONS AND ELEVATIONS OF BURIED SERVICES PASSING NEAR FOUNDATIONS. 5. COORDINATE WITH OTHER TRADES THE ACTUAL LOCATIONS AND TYPES OF ATTACHMENTS AND ANCHORS THAT ARE REQUIRED BY THE TRADES TO FASTEN THEIR WORK TO THE STRUCTURE. 6. MODIFICATIONS TO STRUCTURAL COMPONENTS AND INSTALLATION OF PENETRATIONS THROUGH STRUCTURAL MEMBERS ARE NOT PERMITTED WITHOUT PRIOR APPROVAL OF THE ENGINEER. 7. VERIFY ACTUAL DIMENSIONS, ELEVATIONS, AND CONDITIONS OF EXISTING CONSTRUCTION PRIOR TO PROCEEDING WITH WORK OR ORDERING MATERIALS WHICH COULD BE AFFECTED BY EXISTING CONDITIONS. STRUCTURAL STEEL 1. MATERIALS A. STRUCTURAL STEEL WIDE FLANGE SHAPES: ASTM A992 B. OTHER STRUCTURAL STEEL ROLLED SHAPES: ASTM A36 C. RECTANGULAR OR ROUND HSS: ASTM A500, GR B D. STEEL PIPE: ASTM A53, GR B, TYPE OR F E. STEEL PLATE: ASTM A36 F. HIGH STRENGTH BOLTS: ASTM A325 G. WELD ELECTRODE: IN ACCORDANCE WITH AWS D1.1 2. FABRICATE AND ERECT STEEL IN ACCORDANCE WITH THE AISC SPECIFICATION. PERFORM SHOP AND FIELD WELDING IN ACCORDANCE WITH AWS D1.1 WITH CURRENTLY CERTIFIED WELDERS. 3. UNLESS NOTED OTHERWISE, ALL BOLTED CONNECTIONS ARE MADE WITH 3/4" HIGH STRENGTH BOLTS INSTALLED SNUG TIGHT. 4. STEEL PREPARATION AND FINISH: EXTERIOR FRAMING: SSPC SP6 COMMERCIAL BLAST CLEANING; HOT DIPPED GALVANIZED. RTU & CURB WEIGHT:2,200 LBS EXISIT WF BEAMS EXISIT TRUSS EXISIT TRUSS EXISIT W8 (TYP)EXIST TECTUM ROOF PANEL 3'-4 1/2" 3'-4 1/2"9'-5 3/8"C6x12 C6x12 W6x15W6x15 W6x15W6x15 2 S1 _______ 2 S1 _______ 4 S1 _______ FRAMING NOTES: 1. CONTRACTOR SHALL COORDINATE LOCATION OF BEAMS SUPPORTING NEW RTU AND COORDINATE THE SIZE AND LOCATIONS OF HOLES REQUIRED WITH SUPPLIER PRIOR TO SUBMITTING STEEL SHOP DRAWINGS FOR REVIEW. 2. CONTRACTOR SHALL TEST THE EXISTING PAINT FOR THE PRESENCE OF LEAD AND PROVIDE ABATEMENT IF REQUIRED PRIOR TO WELDING TO EXISITNG STEEL MEMBERS. RTU CURB L3x3x5/16 EA. CORNER L3x3x5/16 DECK SUPPORT TOP OF EXIST ROOF BEAM OR TRUSS BEYOND EXIST W8 PURLINS MC6 3 S1 _______ * ** FIELD DETERMINE 3/16 TYP 3/16 3 3/16 3 SIDES PL 3/8x3x4 (MAY BE OMITTED IF W6 WEB IS WELDED DIRECTLY TO EXISTING WEB.) CURB PL3/16x5" CLOSURE RTU 3/16 2-12 3/16 2-12 W6X15 SLOPED CURB L3x3x5/16 EA. CORNER L3x3x5/16 DECK SUPPORT TOP CHORD OF EXIST ROOF TRUSS BEYOND EXIST W8 EXIST ROOF PANELS L6x4x5/16 (LLV) N&S SIDES EXIST W8 L3x3x1/4 FRAME SUPPLIER COORD W/ ROOF HATCH INFILL W/PT WOOD & SHEATHING PROVIDE FLASHING & ROOF ON EXTERIOR SIDE MIN9"3/16 3/16 TYP FIELD DETERMINE 3/16 3 3/16 3 SIDES PL 3/8x3x4 (MAY BE OMITTED IF VERT. LEG OF ANGLE IS WELDED DIRECTLY TO EXISTING WEB.) SHEET REVISIONS BY JOB NO. SCALE DATE CHECKED BY: DRAWN BY:MURAL COURTROOM ORANGE COUNTY JUSTICE CENTRAS INDICATED REVISIONS BY burke design group, pabdgPHONE: (919) 771-1916FAX: (919) 779-0826email: benburke@nc.rr.com3305-109 DURHAM DRIVERALEIGH, NC 27603ORANGE COUNTY J USTICE CENTERMURAL COURT ROOM106 E. MARGARET LN.HILLSBOROUGH, NC 27278DRAWN BY:CHECKED BY:DATESCALEJOB NO.SHEET CLSBEB*/**/** G1 Experience Structural ExpertiseAtlanta • Charlotte • Chattanooga • Knoxville • Nashville • Orlando • Raleigh • Sarasota 1964 - 2024 Celebrating 60Years of Structural ExcellenceCopyright 2024 • Bennett & Pless, Inc. All Rights ReserveB & P Job. No. 21.08.0425430 Wade Park Blvd, Suite 400Raleigh, NC 27607Tel 919 832 5587North Carolina Corperate Engineering Certification No. F-1105 S1 DLU 08/30/2024 106 E. MARGARET LN.HILLSBOROUGH N.C 27278GB 3/16" = 1'-0"S1 1 PARTIAL EXISTING ROOF FRAMING PLAN 1" = 1'-0"S1 2 SECTION AT RTU 1" = 1'-0"S1 3 SECTION 1" = 1'-0"S1 4 SECTION AT ROOF HATCH Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 10/6/2025 Scott Insurance 400 Bellemeade Street,Suite 201 Greensboro NC 27401 Amy Summers 336-510-0075 asummers@scottins.com Zurich American Insurance Company (A+)16535 BRADY-7 SiriusPoint Specialty Insurance Corporation (A-)16820BradyServicesHoldingsInc,MMK,LLC,Brady Trane Service Inc, Brady Services Inc,Brady Sales &Services Inc,Brady Parts Inc, Brady Integrated Security Inc, J.Brady Contracting,Inc,Icon Boiler,Inc PO Box 13587,Greensboro NC 27415 Houston Specialty Insurance Company (A)12936 AXA XL INSURANCE (A+)24554 Arch Specialty Insurance Company (A+)21199 Westchester Surplus Lines Insurance Company 10172 1762042143 A X 2,000,000 X 300,000 10,000 2,000,000 4,000,000 X X Y GLO3433329 10/1/2025 10/1/2026 4,000,000 A 2,000,000 X X X X Comp:$500 X Coll:$1,000 Y BAP3433330 10/1/2025 10/1/2026 Hired Physical Damage 100/1,000 B E F X X 5,000,000 X IPS-EX-00000073 UXP1056544-01 G4867009A 001 10/1/2025 10/1/2025 10/1/2025 Y 10/1/2026 10/1/2026 10/1/2026 5,000,000 X 0 $10M x $5M Excess 10,000,000 A X N Y WC3433328 10/1/2025 10/1/2026 1,000,000 1,000,000 1,000,000 C D D Professional &Pollution Liab Builders Risk/Installation Fltr Leased &Rented Equipment HCC2569450 UM00145642MA25A UM00145642MA25A 10/1/2025 10/1/2025 10/1/2025 10/1/2026 10/1/2026 10/1/2026 5,000,000 per occ/agg 2,000,000 Limit 35,000 ded 10,000 ded 200,000 Orange County,its officers,official agents,and employees are additional insured with regards to General,Auto and Umbrella liability if required by written contract.A waiver of subrogation as respects workers compensation applies in favor of the Certificate Holder if required by written contract.30 day notice of cancellation will be provided to the certificate holder except for nonpayment of premium. Orange County North Carolina PO Box 8181 Attn:Risk Management Hillsborough NC 27278 Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Proposal OC Court House WSHP Upgrade PO Box 8181 Hillsborough, NC 27278 Proposal #105-080125SS Omnia Contract # F4-bTAAA0-25-003 Attention: Angel Barnes Site Address: Orange County Courthouse 106 E Margaret Lane Hillsborough, NC 27278 Samantha Bailey Brady Services Business Development Manager 336-709-9076 Samantha.bailey@bradyservices.com 24 Hour Emergency Service (800) 594-3010 bradyservices.com Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 2 of 13 Brady is headquartered in Greensboro, North Carolina with locations in Raleigh, Durham, Fayetteville, and Wilmington. Founded in 1962 by Chairman Don Brady, the company remains a family owned enterprise, today employing over 450 Associates. Solving complex building problems takes expertise, innovation and dedication. As a leading Trane® independent office, we sell, service, repair, and maintain HVAC equipment for our mission-critical customers. Our team brings efficient, reliable, and secure building solutions throughout central and eastern North Carolina. Our Core Values Efficient Service Because we specialize in the installation of chillers, cooling towers, and packaged HVAC systems, we work closely with our Trane equipment engineers to select the right equipment for your specific application. Commitment to Quality Highly qualified associates make your installation quick and trouble-free. All of our associates participate in customized education programs designed to help them master their chosen trade. Services Offered We provide solutions for a wide variety of HVAC needs, from upgrading old equipment to designing your new comfort or process solutions. Brady also offers core classes and customized training to meet your needs, as well as webinars and online learning opportunities. Company Profile Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 3 of 13 Thank you for choosing Brady as your HVAC support partner. We are committed to working with you to ensure your building serves the needs of your organization. We appreciate the opportunity to provide you with a proposal for your equipment replacement as detailed in the following pages. This proposal is based on the “Orange County Mural Court Room - Final Bid Set (9-06-24)” drawings and our site visit and information provided by the owner for the installation of the new equipment. Any revision or request of change to scope of work by the owner at a later date would be subject to price review at that time. AHU Scope Of Work Equipment Demolition, Installation and Specification Brady will disconnect chilled and hot water supply and return piping, power wiring, control wiring, and all duct work and as needed for the complete removal and disposal of the existing Trane Water Source Heat Pump (WSHP). Brady will include all labor, accessories, tools, equipment and materials required to execute the installation of a new Trane 15 RTU WSHP. Equipment Details: • Qty: 1 Tag(s): RTUWSHP-1 Rooftop WSHP Standard Efficiency R-454B 15 Ton Current Design Sequence 208/230/60/3 Symbio 700 Economizer, Comparative Enthalpy with BR Multi-speed Motor Hinged Access Panels with 2-in MERV 8 Electric Non-Fused Disconnect Switch Unpowered 20A Convenience Outlet Advanced Controls and BACnet BAS Dehumidification Coil (Mod HGRH) Condensate Overflow Switch (COS) Standard (5K) SCCR Marking Insulated Copper-Water Coil 35F (For Water Loop) 14" Full Perimeter Knockdown Curb Humidity wall mounted sensor Pivot Smart Thermostat -Electromechanical 1st Yr Labor Whole Unit Refrigerant circuit warranty 2-5th year Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 4 of 13 • Hose Kits Item: A1 Qty: 1 Tag(s): HAYS-1 1-1/2" diameter hose (Field Installed) 36" stainless steel hose (Field Installed) Strainer with blow down valve and hose connector (Field Installed) Supply ball valve with pressure/temperature ports (Field Installed) Return ball valve with pressure/temperature port (Field Installed) Manual Balancing Valve Flow Control (Field Installed) Memory Stop (manual balancing valve) Zone valve (Field Installed) 19 CV (1.5" hose)(13.4 - 42.5 gpm) Ball Valve or Manual Hose Kit with Zone Valve (Field Installed) Brady will Fab and install (1) Steel Frame on Roof Brady will Fab and install Cross braces for the Structural steel for the New RTU WSHP to penetrate through the roof and mounted. Brady will Fab and Install (1) New Roof Access Ladder under 20ft Brady will have a Chase way built for the New Roof Access Ladder Brady will have a Walking plate form inside Attic space to re-route access from the Existing access point. Brady will install (1) New maximum size allowed Roof Access Roof Hatch for the New Roof Access Ladder. Pipe, Valves, Fittings Brady will furnish and install all pipe, manual operated valves, and fittings, as needed to connect the chilled water supply and return piping to the new AHU. Brady will extend piping to the new RTU WSHP. All chilled water supply and return piping 2" and smaller will be T&C schedule 40 carbon steel pipe, with screwed fittings of the same materials and weight as the piping in which they are installed. Electrical Brady will replace existing disconnect, conduit and conductors required for load side electrical service from point of existing disconnect to the new AHU. Disconnect, conduit and conductors will be sized per the NEC and based on the AHU MOP and MCA provided to Brady by the equipment manufacturer. Brady will be able to utilize an existing spare amp breaker located in panel. The electrical load of the panel has not been verified to handle the load of the new AHU. Brady will furnish and install conduit and conductors that is required for line side electrical service from existing electrical panel to service disconnect located within eye sight of the AHU. Electrical connection to equipment will be made with short lengths of flexible "Liquid - Tite" conduit. All equipment has been selected for 208/230 volts, 60 hertz, and 3 phase electrical service. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 5 of 13 Brady will provide nameplates for identification of all equipment, motor starters and disconnect switches. Ductwork Brady will furnish and install all supply ductwork and transitions needed to connect the new RTU WSHP to the existing air distribution system. Brady will furnish and install all return ductwork and transition as needed to connect the new RTU WSHP to the existing ducted air return system. Brady will furnish and install all outside air ductwork and transition as needed to connect the new RTU WSHP to the existing outside air duct system. Rectangular supply, return, and outside air ductwork will meet the gauges and construction methods indicated in the current ASHRAE guide and by SMACNA standards for the indicated pressure classification. Hanger and supports for all ductwork will be metal bands, angles and / or rods per ASHRAE and SMACNA standards. Brady will install New Ductwork Drops to connect to Existing Supply Duct Brady will Install New Ductwork Drops to connect to Existing Return Duct Brady will demo listed Exhaust Duct. Brady will demo / alter duct work for Roof Ladder access Chase Brady will demo existing Supply / Return between the New Duct work connect back to the Existing WSHP. Brady will Cap existing holes in duct work created from demoing existing lines ran from Existing WSHP Insulation Brady will insulate the chilled water supply and return piping with insulated with 2” Fiberglass All interior supply duct shall be insulated with 2" thick, 1 LB density duct wrap insulation. Brady will interior duct work will be Duct wrapped with 2” Fiberglass All exterior duct work will be lined with 1” Duct Liner Insulation Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 6 of 13 Crane and Rigging Brady will furnish all crane, rigging, and trucking as needed for this project. Image 1: Proposed location of Crane Upon receipt of equipment on the job site, Brady will inspect the unit for possible damage during transit. This will include an inspection of unit exterior, all doors, access panels and openings. If damage has occurred it will be immediately reported to the delivering carrier and the damage noted on the receiving copy of the bill of lading. Fire Alarm Brady will furnish and install a duct smoke detector, conduit and wiring between the smoke detector and the AHU motor control circuit to interrupt operation upon sensing an alarm condition per code. Duct detector to be also tied to the building fire alarm system. Controls The existing Siemens Desigo CC Building Automation System will be expanded to include the integration of the new WSHP to the system. This scope includes: 1. System engineering, installation, start-up, check-out, and documentation per project requirements. 2. Provide graphics for all controlled equipment on the existing Insight Workstation. Siemens includes a graphical representation of each major equipment and associated floor plan. 3. Existing WSHP to be abandoned in place. 4. Electrical control and interlock wiring and labor of installation for HVAC controls. Installation and wiring to include the following: Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 7 of 13 All control wiring. Open cable in concealed accessible areas. EMT conduit in all other locations. Field mounting of all other control devices Field level communication trunk and 24V power for all floor level controllers. 5. Siemens to provide all controllers, devices and programming to control the following equipment per the sequences of operation: (1) Water Source Heat Pump – Rooftop Unit (WSHP-1) BACnet MS/TP integration to factory mounted BACnet module Siemens to provide BACnet router 6. Space Sensor/Thermostat furnished and wired by Brady Services 7. All instrumentation to be Siemens standard products. 8. All work to be completed during normal business hours. 9. One-year warranty. Air Balance Scope includes air balancing per drawing M1, 3.5.B Start-Up A Brady factory-authorized technician will perform start-up and inspection of the new WSHP according to the manufacturers written instructions. Clarifications IP drop provided by Orange County IT for the Siemens BACnet router This project will require both straight time and overtime work. Work that is loud, intrusive, and unsafe for an occupied building will be performed at night, and other work will be performed during normal working hours. Brady excludes any asbestos abatement and any other hazardous material abatement. If any asbestos is found that will impact the project, all work shall stopped until the owner has it properly abated. Brady requires that the equipment for this project go through a submittal and review process to verify equipment design and performance before the final order of equipment will be released. This is completed to ensure that the end result meets the owner’s expectations. Brady will request that you assign a company representative to review and sign off on the equipment prior to order placement. When crane work is to be performed over an occupied area a crane lift plan will be provided by the crane company. The plan will be reviewed by Brady’s onsite superintendent and your site appointed personal before any lifting begins. We will require the area surrounding the lift be cleared and barricaded during the work. Once all lifting has been completed all work may resume. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 8 of 13 Any code deficiencies related to the existing conditions not specifically identified in our proposal is not included in our scope of work. Unforeseen conditions related to the owners equipment or building that adversely impact the cost of the project may result in additional changes. The building heating and cooling load calculations are based on information provided by the owner. Discrepancies of information provided and actual conditions could result in equipment being sized incorrectly. Brady is not responsible for problems resulting from incorrect information provided by the owner. This proposal is subject to cancellation by Brady in the event any contract or purchase order related to this proposal contains a provision that requires Brady to comply with any guidance for contractor or subcontractor workplace locations published by the Safer Federal Workplace Task Force. This proposal is subject to cancellation by Brady in the event Brady is unable to perform due to inability to secure qualified subcontractors willing to comply with any guidance for contractor or subcontractor workplace locations published by the Safer Federal Workplace Task Force, or Brady’s inability to comply with such guidance. Green Building Initiative To encourage the implementation of energy efficient building systems, including HVAC systems, Section 179D of the Internal Revenue Code provides for tax deductions for qualifying improvements. Owners subject to federal income taxes are advised to consult their tax advisors for additional information. In the case of Owners not subject to federal income tax, Section 179D provides for the allocation of the tax deduction to the designer of the energy efficient building system as an additional incentive to incorporate the most efficient system affordable. Brady is the designer of the system described in this Proposal. Accordingly, once the energy efficient building system is placed into service, it is understood and agreed that the tax deduction granted pursuant to Section 179D of the Internal Revenue Code will be allocated to Brady, in consideration of which Brady will use its best efforts to maximize the energy efficiency of the system being contracted. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 9 of 13 Equipment Lead Time: 16 weeks Payment Terms: Net:30 Total Net Price: $296,500.00 Equipment Lead Time 16 weeks Clarifications and Exclusions: • All prices INCLUDE Use Tax on materials only. NC Sales tax is EXCLUDED from above sell price subject to satisfactory completion of North Carolina Department of Revenue Form E-589CI, Affidavit of Capital Improvement, OR E-595E, Streamlined Sales and Use Tax Agreement Certificate of Exemption. • Link to a web-fill Pdf of the E589CI form https://files.nc.gov/ncdor/documents/affidavits/e589ci_webfill.pdf • Link to a web-fill Pdf of the E-595E form. https://www.ncdor.gov/e595e-4-2022-webfillpdf-0/open • Freight is included. • This proposal may be subject to fuel and material surcharges at the time of acceptance. • All work will be performed in compliance with all OSHA and customer safety guidelines. • Brady may withdraw this proposal and re-submit if not accepted within 10 days from issue date. Customer Acceptance Customer Name: Customer Signature: Date: Purchase Order No.: Terms, Pricing, and Acceptance Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 10 of 13 Duke Energy Rebate Program If Duke Energy is your utilities provider ask Brady how we can help you participate in Duke’s Smart Saver program for Rebates and Incentives when replacing your HVAC equipment with high-efficiency equipment and lighting. If your company is eligible to participate, these rebates and incentives can be assigned to you, the owner, or to Brady to help offset the first cost of your project. You will see the benefits of the energy savings for many years. Brady will file the online application for any rebates or incentives that apply with the program on your behalf. 3D Point Cloud Scanning Instructional Video 3D Point Cloud Scanning is creating remarkable opportunities for retrofitting and mechanical documentation. This technology is used in the development of design prefabrication drawings for a customer and allows them to view a map of the final installation before the project even begins. Due to the extensive measurements created from the 3D Point Cloud Scanning, a majority of the work can be completed off-site, significantly shortening the installation duration on-site compared to conventional approaches. Brady is committed to staying at the forefront of innovation and will continue to implement tools like this to serve our customers more effectively. Check out our informational video: https://youtu.be/k2q4Gp_0DAw Work Area Brady should have free and clear access to the work area. All work is to be continuous any project delays requiring Brady to leave and remobilize to the site could add additional cost to the project. All Brady personnel and subcontractors shall take all means necessary to ensure that all debris are disposed of, and the work area is kept clean to guard against fire and safety hazards as well as to provide a more efficient work area. Safety Brady provides multiple safety training opportunities for our Associates to increase knowledge and communicating experience concerning workplace health and safety, in order to build their competence in hazard recognition and control. On an ongoing basis, Brady conducts OSHA 10 hour course for all field associates and 30 hour course for all superintendents as well as conducting concentrated training on all specific safety topics related to our industry. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 11 of 13 Brady’s site superintendent will advise your designated point of contact of any work which may affect the safety of your personnel, process, products or property. Our safety coordinator will conduct periodic audits of our operations. This includes continuous housekeeping and safety reviews of the work area. Brady excludes any testing, identification, removal, or disposal of hazard materials such as but not limited to asbestos. Project Turn Over Brady will hold a preconstruction meeting with the owner’s designated personnel to discuss and review the project scope of work, discuss any long lead items, and conduct a site visit before work begins. It shall be the owner’s responsible to inform Brady of any special sequencing or phased construction requirements, special hours for construction based on owner building occupancy, and/or delivery time line as related to project start and completion dates. The owner is responsible for informing Brady of any facility security regulations and requirements, parking arrangements, requirements for entering and leaving the facility, special rules regarding personnel, vehicles, tools and equipment, and hazard materials on site that we may come in contact with or working in close proximity to. Project Close Out After competition of project and prior to turning the area and equipment over to the owner, a final inspection shall be conducted by the owner’s designate personnel and Brady's onsite superintendent to ensure project has been completed to the owner’s standards. Confidentiality Disclosure The contents of this document are considered proprietary and confidential. This information is to be maintained in confidence and should not be disclosed to others including but not limited to, competitors, customers and suppliers. Any unauthorized use, disclosure or duplication of this information without written consent of Brady is strictly prohibited. Equipment Coverage and Services Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 12 of 13 1. Acceptance. This proposal is subject to acceptance within thirty days (30) days from submittal date and are subject to credit approval. Customer’s acceptance of Services by Brady Services on this order will in any event constitute an acceptance by customer of these terms and conditions. 2. Applicable Conditions. The terms and conditions on the fact hereof and as set forth below shall constitute the entire contract between BRADY TRANE SERVICES, INC. (and its subsidiaries; Brady Services, Inc. and J Brady Contracting, Inc.) (hereinafter called “Seller”) and the party or parties purchasing goods and/or services from Seller (“hereinafter called buyer”) and shall exclusively govern the sale of goods covered hereby. These terms and conditions shall supersede any provisions, terms, and conditions contained on any purchase order or other writing the Buyer may heretofore or hereafter issue; and Buyer is hereby notified of Seller’s objection to any terms inconsistent herewith and to any additional terms proposed by Buyer in its purchase order or any other writing. Any dispute or controversy arising between Seller and Buyer with respect to the goods and/or services provided by Buyer hereunder shall be resolved pursuant to the terms and conditions set forth herein. If Seller or Buyer have heretofore entered into a formal written contract for a specified term governing the sale of the good hereunder, then, notwithstanding the foregoing, the terms and conditions of such formal written term contract shall govern. 3. Price. Price, Taxes, and Tariffs. The price of the goods and/or services sold hereunder shall be as specified on the face hereof, or, if no price is specified, the price shall be at Seller's price in effect at date of shipment. In the event of Government action, order, or request, which, prior to delivery, prevents Seller from adjusting or continuing in effect the price herein quoted. Seller shall have the right to cancel this contract. Any taxes, excises, or other charges imposed on Seller by law on or incident to the production, sale, transportation, or use of the goods shall be paid by the Buyer, or in lieu thereof the Buyer shall provide Seller upon demand with a tax exemption certificate acceptable to the taxing authorities. The price stated herein is based on current known and applicable import duties, fees, charges, taxes, or tariffs being imposed on affected parts/equipment included in the quoted price as of the date of this proposal. In the event of any change or addition in any applicable import duties, fees, charges, taxes, or tariffs which occur after this proposal is submitted by Brady, the pricing shall be adjusted accordingly, calculated on the percentage of increase or decrease in the applicable rates of such duties, fees, charges, taxes, or tariffs being imposed on affected parts/equipment. Customer shall be notified of any such price adjustment within ten (10) business days of Brady’s knowledge of the change in such rates. Customer may request that Brady attempt to source parts/equipment which are not subject to import duties/tariffs adjustments, and Brady will endeavor to do so if possible, subject to availability of such parts/equipment, Brady’s contractual obligations and applicable law. If such alternative source of parts/equipment are available for use, pricing and any delays or time for performance shall be adjusted to compensate for any price differences and delays incurred between sourcing the original parts/equipment and using the newly sourced ones. 4. Transportation. Transportation charges do not constitute a part of the price and all prices are F.O.B. Seller’s plant, Greensboro, North Carolina unless otherwise noted on the price hereof. To the extent the Seller is to handle the shipment of goods (even though F.O.B. Seller), method and route of shipment are at Seller’s discretion, unless the Buyer supplies explicit instructions. 5. Terms of Payment. Payment is due upon receipt of Seller invoice. If Seller has reason to doubt Buyer’s financial ability to pay, Seller may decline to make further deliveries, unless Buyer pays cash with order or furnishes security satisfactory to Seller. Seller may cancel this contract if Buyer fails to make any payment due to Seller promptly when due. Buyer agrees to pay interest on any payment due hereunder at a rate of 1½ percent (1½ %) per month from the date payment is due until paid in full. Buyer also agrees to pay all costs, including reasonable attorneys’ fees and all court costs, incurred by Seller in the enforcement of any obligation of Buyer hereunder. 6. Grant of Security Interest. To secure the payment of any and all sums due hereunder, Buyer hereby grants Seller a continuing security interest in the goods sold hereunder, such security interest to continue until the satisfaction, in full, of Buyer’s obligations arising hereunder and any other obligations Buyer may have to Seller. Seller shall have all rights of a secured party under the Uniform Commercial Code or similar statute of the State in which the good are located. Buyer, by acceptance of the good s sold hereunder, hereby appoints the officers of Seller as Buyer’s Attorney in Fact to execute Uniform Commercial Code financing statements on behalf of Buyer. 7. Default by Buyer. In the event Buyer shall fail to make payments for the goods and/or services sold hereunder as and when due and in accordance with the terms and conditions hereof, in such event, Buyer shall pay Seller, in addition to the sums due hereunder, all of Seller’s costs of collection from Buyer, including, but not limited to, attorney’s fees. 8. Risk of Loss. Risk of loss and responsibility for containers and all goods sold hereunder shall pass to Buyer upon Seller’s delivery to carrier whether or not Seller pays all or part of the freight and regardless of any F.O.B. designation in the contract or herein. 9. Warranty – Liability. Any warranty with respect to the goods sold hereunder shall be limited to the manufacturer’s warranty (if any) for the goods. In no event shall Seller be liable for any breach of the manufacturer’s warranty or any consequential or special damages of for transportation or other expenses which may arise in connection with any defective goods. Seller’s warranty for service shall be limited to its service warranty policy in effect at the time the service is performed. THIS WARRANTY IS EXPRESSLY MADE IN LIEU OF ANY AND ALL OTHER WARRANTIED EXPRESS OR IMPLIED INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS. 10. Claims. Any action for Seller’s breach of this contract must be commenced within one year after the cause of action has accrued. 11. Technical Support. The advice of the technical staff of the Seller is available to Buyer, but the Seller does not warrant or guarantee such advice. 12. Applicable Law—Amendment. The construction, performance and completion of this contract shall be governed by the law of the State of North Carolina without regard to any provisions regarding conflicts of law. No modification or release shall be effective unless in writing, signed by both parties and specifically stating it is such a modification or release. 13. Excuses for Nonperformance. Deliveries shall be subject to, and contingent upon, strikes, labor difficulties, riot, civil unrest, war, fire, delay or defaults of common carriers, failure or curtailment in the Seller’s reasonable control, and the Seller shall not be liable for any loss or damage arising therefrom. The Seller shall have the additional right, in the event of the happening of any of the above contingencies, at its option, to cancel this contract or any part thereof without any resulting liability. Any delivery or service not in dispute shall be paid for by Buyer regardless of other controversies relating to other delivered or undelivered goods. 14. Default – Waiver. If Buyer is in breach with respect to any of the terms of this contract or any prior contract, Seller may defer shipments until such breach is cured, or may treat such failure as final refusal to accept further shipments and nay cancel this contract without any liability whatsoever. Seller may terminate all or any unfilled part of this contract without any liability whatsoever in the event of any proceedings, voluntary or involuntary, in bankruptcy or insolvency by or against bye Buyer, the inability of the Buyer to meet its debts as they become due, in the event of the appointment, with or without the Buyer’s consent, of an assignee for the benefit of creditors or of a receiver, or in the event Seller has reasonable grounds to believe Buyer will not meet its obligations hereunder. Either party’s waiver of any breach or failure to enforce any of the terms and conditions of this contract at any time shall not in any way affect, limit, or waive such party’s right thereafter to enforce and compel strict compliance with every term and condition of the contract. Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD Page 13 of 13 15. Indemnity and Liability: Brady Services shall indemnify, defend and hold Customer harmless from any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attorneys' fees, resulting from death or bodily injury or damage to real or personal property, to the extent caused by the negligence or misconduct of Brady Services. 16. Limitation of Liability. Buyer’s exclusive remedy and Seller’s exclusive liability under this contract or otherwise (including negligence) shall be for damages which shall in no event exceed so much of the purchase price as is applicable to the portion of the particular shipment or services with respect to which damages are claimed. In no event shall Seller be liable to Buyer for any other loss or damage, or for any incidental, special or consequential damages of any kind arising in connection with this contract or the products or services sold hereunder. 17. Asbestos and Hazardous Materials: Brady Services expressly exclude any identification, abatement, cleanup, control, disposal, removal or other work connected with asbestos or other hazardous materials (collectively, “Hazardous Materials”). Should Brady Services become aware of or suspect the presence of Hazardous Materials, Brady Services may immediately stop work in the affected area and shall notify Customer. Customer will be responsible for taking any and all action necessary to correct the condition in accordance with all applicable laws and regulations. Customer shall be exclusively responsible for any claims, liability, fees and penalties, and the payment thereof, arising out of or relating to any Hazardous Materials on or about the premises, not brought onto the premises by Brady Services. Brady Services shall be required to resume performance of the services only when the affected area has been rendered harmless. 18. Insurance: Brady Services maintains insurance in the following minimum amounts during the Term: Commercial General Liability -- $1,000,000 per occurrence; Automobile Liability -- $1,000,000 CSL; Workers Compensation -- Statutory Limits. If Customer has requested to be named as an additional insured under Brady Services insurance policy, Brady Services will do so but only to the extent of Brady Services indemnity assumed under the indemnity provision contained herein. Brady does not waive any rights of subrogation. 19. Performance. Services will be performed during normal working hours with any overtime or emergency labor billed separately, unless otherwise agreed to in writing. Duty to perform under this agreement and the price hereof are subject to the approval of Brady Services. Upon disapproval of the credit department or upon the occurrence of any such event as aforesaid, Brady Services may delay performance or, at its option, renegotiate prices, terms and conditions with the Customer. If Brady Services and Customer are unable to agree on such revisions, this agreement shall be canceled without any liability, other than Customer’s obligation to pay for services rendered by Brady Services to the date of cancellation. 20. General. This agreement contains all of the agreements, representations and understandings of the parties and supersedes all previous understandings, commitments or agreements, oral or written, related to the subject matter hereof. If any part of this agreement is deemed to be unlawful, invalid, void or otherwise unenforceable, the rights and obligations of the parties shall be reduced only to the extent required to remove the invalidity or unenforceability. Customer may not assign, transfer, or convey this agreement, or any part hereof, without the written consent of Brady Services. Subject to the foregoing, this agreement shall bind and inure to the benefit of the parties hereto and their permitted successors and assigns. No modifications, additions or changes may be made to this agreement except in a writing signed by Brady Services. 21. Captions. The titles contained in this contract are for reference purposes only and shall not affect in any way the meaning or interpretation of this contract. 22. Severability. In any provision of this contract shall be prohibited or invalid, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision and the remaining provisions of this contract. 23. Amendment. This contract is intended as the final expression of the parties’ agreement and is the complete and exclusive statement of the terms thereof. No statements or agreements, oral or written, made prior to or at the signing hereof, shall vary or modify the written terms hereof; and neither party shall claim any amendments, modification or release from any provision hereof by reason of (a) a course of action or mutual agreement unless such agreement is in writing signed by the other party and specifically stating it as an amendment to the contract, (b) course of performance, or (c) usage of trade. No modification or addition to the contract shall be effected by the acknowledgement or acceptance by Seller of any purchase order, acknowledgement, release or other forms submitted by Buyer containing other or different terms or conditions. Applicable only in the United States: 24. Equal Employment Opportunity/Affirmative Action Clause. Brady Services is a federal contractor which complies fully with Executive Order 11246, as amended, and the applicable regulations contained in 41 C.F.R. Parts 60-1 through 60-60, 29 U.S.C. Section 793 and the applicable regulations contained in 41 C.F. R. Part 60-741; and 38 U.S.C. Section 4212 and the applicable regulations contained in 41 C.F.R. Part 60-250. NC General Contractor License – 63159 NC Mechanical Contractor License - 20378 NC Burglar Alarm License – 2595-CSA NC Low Voltage Electrical License - 25289-SP.FA/LV SC Mechanical Contractor’s License – M102151 SC General Contractor License – G119308 SC Security License - **not required in SC* Docusign Envelope ID: 2DCEAB2D-04A3-4533-B5DC-776CBF4C16AD