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RESOLUTION NO. 14083
A RESOLUTION APPROVING A FACILITY AGREEMENT
BETWEEN THE CITY OF PUEBLO, A COLORADO
MUNICIPAL CORPORATION AND TOLIN MECHANICAL
SYSTEMS COMPANY, A DELAWARE CORPORATION
RELATING TO THE MAINTENANCE AND REPAIR OF THE
POPE BLOCK BUILDING, LOCATED AT 317 NORTH MAIN
STREET, PUEBLO, COLORADO 81003 AND
AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO
EXECUTE SAID AGREEMENT
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
The Facility Agreement dated October 26, 2018 between the City of Pueblo, a
municipal corporation and Tolin Mechanical Systems Company, a Delaware Corporation
(“Company”) a copy of which is attached hereto and incorporated herein by this reference,
having been approved as to form by the City Attorney, is hereby approved.
SECTION 2.
The President of the City Council is authorized to execute and deliver the Facility
Agreement in the name of the City and the Acting City Clerk is directed to affix the seal
of the City thereto and attest same.
SECTION 3.
The officers and staff of the City are authorized and directed to perform any and
all acts consistent with this Resolution and the attached Facility Agreement, which are
necessary or appropriate to implement the transactions described therein.
SECTION 4.
This Resolution shall become effective immediately upon final passage.
INTRODUCED November 12, 2018
BY: Ed Brown
MEMBER OF CITY COUNCIL
APPROVED:
PRESIDENT OF CITY COUNCIL
ATTESTED BY:
ACTING CITY CLERK
City Clerk’s Office Item # M-9
Background Paper for Proposed
Resolution
COUNCIL MEETING DATE: November 12, 2018
TO: President Christopher A. Nicoll and Members of City Council
VIA: Brenda Armijo, Acting City Clerk
FROM: Sam Azad, City Manager
SUBJECT: A RESOLUTION APPROVING A FACILITY AGREEMENT BETWEEN THE CITY
OF PUEBLO, A COLORADO MUNICIPAL CORPORATION AND TOLIN
MECHANICAL SYSTEMS COMPANY, A DELAWARE CORPORATION
RELATING TO THE MAINTENANCE AND REPAIR OF THE POPE BLOCK
BUILDING, LOCATED AT 317 NORTH MAIN STREET, PUEBLO, COLORADO
81003 AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE
SAID AGREEMENT
SUMMARY:
Attached is a Resolution approving and authorizing the President of City Council to sign a Facility
Agreement between the City and Tolin Mechanical Systems Company, a Delaware Corporation
(“Company”).
PREVIOUS COUNCIL ACTION:
Not applicable to this Resolution.
BACKGROUND:
On August 31, 2018 the City’s Department of Purchasing issued a Request for Proposals (RFP
#18-084) to solicit the qualifications and price-based proposals from businesses for
comprehensive facilities services for the Pope Block building, located at 317 North Main Street,
Pueblo, Colorado 81003. The Pope Block is owned by the City of Pueblo. Company’s proposal
was selected to be the lowest priced and most advantageous to the City.
FINANCIAL IMPLICATIONS:
The Facility Agreement approved by this Resolution will commence on January 1, 2019 and is
automatically renewed on an annual basis, through December 31, 2021. During that three-year
term, the annual payment to Company will be $289,992 or $24,166 per month. From January 1,
2022 through December 31, 2023 the annual price will be $305,256 or $25,438 per month.
BOARD/COMMISSION RECOMMENDATION:
Not applicable to this Resolution.
STAKEHOLDER PROCESS:
Not applicable to this Resolution.
ALTERNATIVES:
If this Resolution is not approved, there will be no contract in place for the maintenance and repair
of the Pope Block Building.
RECOMMENDATION:
Approve the Resolution.
Attachments: Proposed Resolution and proposed Facility Agreement
Tolin Mechanical
. _
A Service Logic ComoanY
Agreement
Facility
for
leP
, eB ,), L \ Building
October 26, 2018
Prepared for:
City of Pueblo, a Municipal Corporation
Attn: Sam Azad
317 North Main Street
Pueblo, CO 81003
(Staffing plus fiii ,r.:overage — Option - I)
- -
F-10-2011-45208
Facility Services Pro ;l ..' ' Agreement
By and Between
Tolin Mechanical and City of Pueblo,a Municipal Corporation
1110 Elkton Drive,Suite G 1 City Hall Place,2"Floor
Colorado Springs,Colorado 80907 Pueblo,CO 81003
Attn: Sam Azad
(Also referred to as"Company") (Also referred to as"Client")
The services as described herein will be provided at the following location(s):
POPE BLOCK BUILDING,317 NORTH MAIN STREET,PUEBLO,COLORADO 81003
The Facility Services Program Agreement with attached exhibits constitutes the rights and obligations of City of Pueblo,a
Municipal Corporation, and Tolin Mechanical and represents the entire agreement between the parties and shall not be
altered except in writing.
The initial term of this Agreement will commence on January 1,2019 and shall continue from January 1,2019 through
December 31,2021. The total Agreement price is$289,992.00 per year. This Agreement is payable$24,166.00 per month in
advance from January 1,2019 through December 31,2021. From January 1,2022 through December 31,2023 the adjusted
price will be$305,256.00 annually and$25,438.00 monthly.
The annual Agreement price and monthly rate from January 1,2019 through December 31,2023 may be adjusted annually by
mutual agreement based on negotiations between Tolin Mechanical and City of Pueblo for possible changes in wage and wage
related costs.
After the initial term,this Agreement shall continue in effect from year to year unless either party gives thirty days written
notice prior to the renewal date of their wish to discontinue the services.
Tolin Mechanical Systems City of Pueblo, a Municipal Corporation
vo
S'•nature Sign. 'er
John Robeda CHRISTOPHER A. NICOLL
Name(Type/Print) Name(Type/Print)
Branch General Manager PRESIDENT OF CITY COUNCIL
Title Title
October 26,2018 NOVEMBER 12, 2018
Date Date
This Agreement is the property of Tolin Mechanical and is provided for City of Pueblo's use only. Tolin Mechanical guarantees
the price stated in this Agreement for thirty(30)days from the proposal date.
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October 26,2018 2
1. System Operational Analysis
Travel and jobsite labor including vehicle and living expenses necessary to inspect and test existing operation and performance
characteristics of the equipment. Inspections in the form of non-destructive testing,vibration monitoring,chemical analysis as
well as routine visual inspections will be performed to insure that the systems are in proper operating condition and to identify
any potential system failures. Customized for your system,the following inspections typify these services as applicable:
• Visually inspect fan assemblies,belts&sheaves,motor mounts&vibration pads,electrical connections and
contactors,heating&cooling coils,filter media&racks,sight glass condition,bearings,spray nozzles&pans,
igniter&flame assembly,heat exchangers,compressor sections,condensing sections,heating sections,
humidifiers&strainers,seals&packing,condensate drains&pans,flame composition and crankcase heaters.
• Mechanically check and/or test lubrication requirements,oil sump,heaters&temperatures,starter operation,
water flows,alignment on couplings,motor operating conditions,suction&discharge pressures,flow switch
operation,control interlocks,flue stack assembly,damper operation,external interlocks,motor voltage&
amperages,refrigerant charges,system leaks,oil&fluid levels,pressures&temperatures,outside air intakes
and refrigerant pump down.
2. Predictive & Preventive Maintenance:
Travel and jobsite labor including vehicle and living expenses to perform predictive and preventive maintenance as described
herein. These services are essential to insure efficient operating conditions and extended equipment life. Preventive
maintenance working in tandem with Predictive maintenance is performed to detect early deteriorating performance and
potential system failures. Preventive Maintenance is performed on an ongoing basis and is scheduled with little or no
equipment downtime with its primary objective aimed at system durability,reliability,efficiency and safety. Customized for
your system,the following tasks typify these services as applicable:
• Calibration: Temperature controls,operating controls,humidity&pressure controls,transmitter&
receiver gauges and economizer controls.
• Adjustment: Refrigerant charge,purge systems,superheat,damper&valve linkages,unloaders,belt
tensions,fan rpm's,chemical feed equipment,gas pressure regulators,combustion air ratios,set points,
igniter&flame rod assembly and sump floats.
• Alignment: Open drive couplings,belt sheaves,pulleys,coil fins and belt drives.
• Vibration: Damper linkages,fan bearings,axial vane drives,pumps and motors.
• Secure and Tighten: Motor terminals,control terminals,piping clamps,line fittings,mounting hardware,
electrical connections,equipment panels,motor mounts,vibration pad nuts&bolts and damper sections.
• Cleaning: Control devices,electrical contactors,condenser&evaporator coils,fan blades&impellers,
pilot&burner orifices,heat exchangers,igniters,chiller&boiler tubes,tower basins,sumps&floats,
baffles&fill,nozzles&passages,equipment areas and burner orifices.
• Painting and Surface Preparation: Spot painting as required,to help prevent corrosion and deterioration
of exterior equipment surfaces.
2a. Preventive Maintenance Supplies
Also included in the cost of the program are all required consumable maintenance supplies such as lubricants, coil cleaning
solutions,chemicals,rags and oils.
2b. Repair & Replacement Labor
This Agreement includes labor and all associated costs for diagnosis, repair and replacement of parts and components as
required to ensure reliable system(s)operation without compromise,at no additional expense to Client.
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•
October 26, 2018 3
3. Emergency Service
The primary design of this program along with all aspects of every activity performed is to minimize the incidence of emergency
situations. However, when these situations occur, regular and overtime labor and vehicle cost to provide on-call service 24
hours per day,7 days per week,52 weeks per year including holidays at no additional expense is included for Client to minimize
downtime and inconvenience.
4. Parts, Components & Materials
Service Logic will repair or replace worn or failed components and parts covered under this agreement necessary to keep the
system(s)in efficient operating condition at no additional expense to the Client.
All parts,materials,devices,components,and equipment furnished under this agreement shall meet and/or exceed the quality
and specifications in accordance with acceptable industry standards. In addition,all replacement parts furnished will be of like
or current design to minimize system(s)depreciation and obsolescence.
5. Program Administration
Tolin will be responsible to administer, monitor and update all aspects of the services provided under this Agreement. A
complete set of documentation will be implemented including computerized maintenance task schedules, inventory
records,and all other documentation required for establishing operating trends and further corrective measures. Detailed
Service and/or Maintenance Reports will be left with Legacy Plaza, LLC c/o CBRE after every service visit. We will act on
your behalf to provide any documentation the EPA may require from you regarding the compliance to the Clean Air Act.
6. Facility Service
Tolin Mechanical will provide one building engineer for eight (8) hours a day, five (5) days a week, Monday - Friday.
Responsibilities will include:(basic electrical,plumbing,office relocation,paint touch up,lighting).
Included also are daily tasks for facility issues such as listed below:
• Maintain cleanliness of all mechanical and equipment rooms
• Perform general carpentry,painting,and other building maintenance functions normally a part of
commercial building operation
• Perform general maintenance functions on the facility and building
• Adjust doors,closures and locks
• Replacement of ceiling tiles and light bulbs
• Respond to requests and needs of building management personnel
• Carry out such other tasks as may be assigned from time-to-time by mutual agreement of the parties to
this Agreement
• Facility Monthly Reports/Web Based Work Order System
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October 26,2018 4
Exhibit One — Equipment Inventory
The responsibilities of the Company shall not be limited to the major components of the equipment listed,but shall
include all appurtenant devices and systems that are related to the equipment(e.g.controls,sensors,compressors,
pumps,fans,etc.)
Qty. System/Components' Manufacturer Model Number Rating Name/Location
(Ton/HP)
5 Air Handlers Trane MCCA025CAGO 25 Ton Pope East
1 Air Handler Trane MCCA0146APO 14 Ton Pope West
1 Air Handler Trane MCCA030CAHO 30 Ton Pope West
2 Air Handlers Trane MCCA030CAHO 35 Ton Pope West
1 Make-Up Air Unit Trane MCCA0106APD 10 Ton Pope West
1 Make-Up Air Unit Trane MCCA006GAPOABH 6 Ton Gen.Building
9 Computer Room Units Liebert UH086W-AAM 6 Ton Pope West
6 Computer Room Units Liebert FH219W-AAM 15 Ton Pope West
1 Computer Room Unit Liebert UH138W-AAM 10 Ton Pope West
9 Fan Coils Trane BCH0541DD0A2311B4E FHP Pope West
1 Fan Coil ATS OHS-060-W FHP Pope West
1 Exhaust Fan Greenheck GB-120-4 FHP Pope East
1 Exhaust Fan Greenheck GB-180-7 FHP Pope East
1 Exhaust Fan Greenheck GB-130-5 FHP Pope East
1 Exhaust Fan Greenheck GB-130-3 FHP Pope East
1 Exhaust Fan Greenheck GB-140-5X-QD FHP Pope East
t 1 I Exhaust Fan I Greenheck I GB-220-15 I 1.5 HP I Pope West
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October 26,2018 5
Rating
Qty. System/Components' Manufacturer Model Number (Ton/HP) Name/Location
1 Exhaust Fan Greenheck BG-80-4 FHP Pope West
1 Exhaust Fan Greenheck GWB-18-5 FHP Pope West
1 Exhaust Fan Greenheck GB-130-3 FHP Pope West
1 Exhaust Fan Trane 1 HP Gen.Room
6 Variable Frequency Drives Magnatek GPD505V-BO27 20 HP Pope East
2 Variable Frequency Drives Magnatek GPD505V-BO14 10 HP Pope West
1 Variable Frequency Drive Magnatek GPD505V-BO11 10 HP Pope West
1 Variable Frequency Drive Magnatek GPD505V-BO27 20 HP Pope West
2 Variable Frequency Drives Magnatek GPD505V-BO27 25 HP Pope West
2 Boiler Pumps 3&4 ITT 2X7GBF 1.5 HP Pope East
2 Heating Pumps 1&2 ITT 1510 10 HP Pope East
1 Tower Pump 6 ITT 1510 15 HP Pope East
2 Liebert Pumps 1&2 ITT 1510 1 HP Pope East
1 Chilled Pump 2 ITT 1510 7.5 HP Pope East
1 Chilled Pump 5 ITT 1510 20 HP Pope East
2 Boiler Pumps 13&14 ITT H79 FHP Pope West
2 Tower Pumps 1&2 ITT 1510 15 HP Pope West
2 Heating Pumps 11&12 ITT 1510 2 HP Pope West
3 Chilled Pumps 5,6&10 ITT 1510 3 HP Pope West
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October 26,2018 6 I P a g e
Rating
Qty. System/Components 1 Manufacturer Model Number (Ton/HP) Name/Location
1 Condenser Pump 9 ITT 1510 5 HP Pope West
2 Chilled Pumps 3&4 ITT 1510 10 HP Pope West
2 Tower Pumps 7&8 ITT 1510 10 HP Pope West
1 Ceiling Unit Heater Trane FFEBO401BG0DOF20A62M Pope East
4 Electric Domestic Hot Water Heater State PV1710MS970E 17 GAL Pope East
1 Gas Fired Domestic Water Heater State 55X75NQRT970D 75 GAL Pope West
2 Humidifiers Nortec Single Tank Pope West
22 Actuators Belimo AF120US Gen.Building
1 Suspended Unit Heaters Trane UHECO32A0AA Gen.Building
2 Sump Pumps Weil AGC17FC870 Gen.Building
6 Sump Pumps Weil AGC17FC870 Pope West
4 Sump Pumps Weil AGC17FC870 Gen.Building
2 Boilers Kowanee KS4.0-192-G SO HP Pope West
2 Boilers Kowanee KS4.0-192-G 40 HP Pope West
2 Evaporative Condensers Evapco ATW138A Pope West
2 Cooling Towers Evapco 107479 Pope West
2 Chillers Trane RTH6130FLFOOLWPO Pope West
OUNN3LF2LSVOQUO
1 Chiller RTHB150FMDOOLWPOO Pope East
OUNN3LF2LFVOOUP
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October 26,2018 7 I P :} : P
Rating
Qty. System/Components' Manufacturer Model Number
(Ton/HP) Name/Location
1 Air Compressor Quicny MQCO1508D Pope East
1 Air Compressor Quincy MQCO1508D Pope West
1 Air Dryer Hankinson 9005-115 Pope East
1 Air Dryer Hankinson 9005-115 Pope West
1 Cooling Tower Baltimore Air 15146 Pope East
Coil
1 Dry Cooler Liebert DNT139A Pope East
150 VAV Boxes—Fan Powered PBE&PBW
1 Unit Heater Trane UHSA16858DAAF PBE Boiler Room
3 Unit Heaters Trane FFBB0401A6OBOH2OAGM2 Pope East
6 Unit Heaters Trane OHSA16858DAAF Pope East
1 Unit Heater Trane UHSA100S8DAAE PBW Boiler Room
3 Unit Heaters Trane UHSA230S8DAA1 Pope West
3 Glycol Feeder Units Calcium GF-1 Pope West
Control
1 Air Compressor(Fire) Pope East
1 Air Compressor(Fire) Pope West
'Equipment and/or components may be added or deleted based on the mutual agreement of City of Pueblo and Tolin Mechanical.Upon written
authorization,the Agreement price will be amended accordingly.
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October 26,2018 8 1 2 o g e
Exhibit Two — Electrical Distribution Systems Equipment Inventory
Model Rating
Qty. System/Components'. Manufacturer Name/Location
Number (Ton/HP)
4 PDU PPA100C Liebert Pope West
Exhibit Three — Plumbing Systems Equipment Inventory
Model Rating
Qty. System/Components Manufacturer Name/Location
Number (Ton/HP)
TBD-Standard LAYS&Toilets
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October 26,2018 9
Exhibit Four-- Fire Life Safety Systems Equipment Inventory
Rating
Qty. System/Components' Manufacturer Model Number Name/Location
(Ton/HP)
1 Fire Suppression System FM200
1 Fire Notifier Chemetron MICRO1002 Pope East
1 Fire Panel Simplex 4020 Pope East
1 Fire Panel Simplex 4020 Pope West
2 Fire Notifiers Notifier AFP-200 Pope West
1 Dri-Fire Sprinkler System Pope East
1 Dri-Fire Sprinkler System Pope West
23 Actuators MA-220 Pope East
29 Actuators MA-220 Gen.Building
2 Actuators MA-220
1 Annunciator Simplex 4603-9101
1 NAC Power Supply Simplex 4009-9001
214 Analog Smoke Detectors Simplex 4098-9701
34 Pull Stations Simplex 2099-9795
103 Audio/Visual Devices Simplex 4903-9219
17 Remote LEDS Simplex 2098-9805
13 Duct Detectors Simplex 4098-9706
8 Water Flow Switches Pooter
8 Tamper Switches Kennedy
7 Heat Detectors Simplex 2098-9443
F-10-2011-45208
October 26,2018 10
Rating
Qty. System/ComponentsManufacturer Model Number (Ton/HP) Name/Location
34 2AMS Simplex 2190-9443
21 2AMS Simplex 2190-9172
30 Visual Only Devices Simplex 4904-9137
6 Misc.Peripherals Simplex 2081-9028
1 Fire Alarm Control Panel Notifier CHEMTRONICS1002
15 FM200 Bottles
54 Fire Extinguishers Various
10 Backflows Various
4 Pre-action Dry Wet Systems Various
4 Pressure Switches
F-10-2011-45208
& rroprietar'<
October 26,2018 11 I P 3
Exhibit Five — Emergency Power Generation Systems Equipment Inventory
Qty. System/Components' Manufacturer Model Number Rating Name/location
(Ton/HP)
2 Generators Onan 1000DF.113 1,000 KW South Exterior
1 Generator Onan 100EHBA 100 KW Roof
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October 26,2018 12 I
Exhibit Six — Uninterruptible Power Systems Equipment Inventory
Qty. System/Components 1 Manufacturer Model Number (TonRating/HP) Name/Location
1 UPS Liebert 16KVA53 Pope East
2 UPS Liebert UDA63225A36H073 Pope West
1 UPS Liebert UCSSBO8A274023 Pope West
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October 26,2018 13 I
Exhibit Seven -- Elevator Systems Equipment Inventory
Rating
Qty. System/Components i Manufacturer Model Number Name/Location
(Ton/HP)
3 Hydraulic Passenger Dover EG8474-76 Pope Block Building
1 Geared Traction Freight Otis BH9301 Pope Block Building
1 Hydraulic Passenger Otis 455661 Pope Block Building
F40-2011-45208
October 26,2018 14
Exhibit Eight — Air Filter Inventory
The responsibilities of the Company shall include all filter and media associated with the Equipment Inventory including,
but not limited to,pre-filters,frame filters,pouch filters,fan coil filters,automatic roll type filters,etc.
System/Components Name/Location Qty. Filter Filter Size Changes/Yr.l
Type
Air Handlers 42 AP III 25X20X2 4
Air Handlers 34 AP Ill 20X25X2 4
Air Handlers 3 AP Ill 20X20X2 4
Air Handlers 3 AP III 16X20X2 4
Air Handlers 8 AP III 25X16X2 4
Air Handlers 9 AP III 16X25X2 4
Computer Room Units 4 AP III 25X20X4 2
Computer Room Units 9 AP III 20X16X4 2
Computer Room Units 12 Fiberglass 16X20X2 2
Computer Room Units 6 AP Ill 24X18X4 2
Computer Room Units 36 AP III 24X24X4 2
Computer Room Units3 AP III 16X20X4 2
Fan Coils 18 AP III 20X20X2 2
Fan Coils 2 AP III 16X20X2 2
VAV Boxes 150 Fiberglass 12X20X1 1
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October 26,2018 15
Exhibit Nine — Water Treatment Inventory
The responsibilities of the Company shall include the Water Treatment Services associated with the Equipment Inventory
including,but not limited to,the hot water systems, steam systems,chilled water systems(open and closed),evaporative
condensers,cooling towers,chilled and hot water circulating pumps,etc.
Systems/Components Type of Treatment
4-Tower Water Controller Loops
2-Chilled Water Loops
2-Boiler Water Loops
2-Liebert Closed Loops
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October 26,2018 16
Exhibit Ten — Special Services/Provisions/Terms
In addition to the service and provisions outlined in the Agreement,the following special services,provisions and terms
will apply to this Agreement:
Note that Tolin Mechanical Systems will subcontract the following services as part of this agreement:
• Fire/Life/Safety
• Water Treatment
• UPS/Battery Maintenance
• Generator Maintenance
• Elevator Maintenance
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October 26,2018 17
Exhibit Eleven — Terms and Conditions
1. Client shall allow only Tolin designated personnel to perform the scope of work included in the Facility Services Program(hereinafter FSP). Client
shall allow access to areas and permit Tolin to start and stop the equipment as mutually scheduled. All planned work under the FSP will be
performed during Tolin's normal working hours unless specifically stated otherwise herein.
2. The FSP price is based upon the system(s)covered being in a maintainable condition. If Tolin's first inspection,to be completed within 45 days
after the agreement commencement date,indicates repairs are required,an estimate will be prepared for Client's approval. Should Client elect
not to have repairs done at that time,Tolin may remove the unsatisfactory equipment from the FSP and adjust the price or cancel this
Agreement.
3. Client will pay invoices within thirty days. Should payments exceed sixty days,then Tolin may stop all work under this Agreement and/or cancel
the Agreement,the entire Agreement price shall become due and payable.
4. The annual Agreement price is subject to adjustment on each commencement renewal after the initial term to reflect industry increases in labor,
material and related costs. Any extra work,including trouble calls made at Client's request which indicate a condition which is not covered by
the FSP will become an extra charge over the annual Agreement price.
5. Tolin Is not responsible for loss or damage caused by unavailability of equipment,components or material for whatever reasons,including forces
of nature,inaccessibility to premises,negligence by Client or others,inadequate system design,vandalism or other causes beyond Tolin's control.
6. This Agreement does not cover repairs or replacement of items normally non-maintainable such as main power service,conduit,wiring,heat
exchangers,cabinets,storage tanks,tube bundles,ductwork,piping,coils,boiler shell and structural supports. Tolin is not required to move or
modify in any way the building structure or any part thereof in order to carry out the FSP.
7. Tolin is not responsible for design of the system,obsolescence,safety tests,removal and reinstallation of valve bodies and dampers,repair or
replacement necessitated by freezing weather,inadequate electrical power or failure,burned-out main or branch fuses,low water pressure,
selection of domestic hot water temperatures,vandalism,misuse or abuse of the system(s),negligence of Client or others,requirements of
governmental,regulatory or insurance agencies,or other causes beyond Tolin's control unless specifically stated otherwise herein.
8. Both parties shall seek to avoid litigation. If,however,Tolin must commence legal action for whatever cause,Client shall pay all court costs and
attorney fees should Tolin prevail. Any legal action regarding this Agreement must commence within one year from the date of the work
complained about.
9. Limited Warranty: Tolin warrants that the work performed hereunder shall be done in a workmanlike manner and shall be of workmanlike
quality. If Tolin defaults under this agreement,Tolin's liability shall be limited solely to repair or replacement,at Tolin's option. Tolin has not
given any other express or implied warranty,including any implied warranty or merchantability or fitness for a particular purpose.Tolin's liability
depends upon proper operation and maintenance by Client. Tolin is not liable if the defect or failure is caused,or contributed to,by accident,
alteration or abuse by Client or others. Tolin's liability does not extend beyond the termination date of this Agreement. Tolin shall not be
responsible,under any legal theory,for loss of profit of use,claims from Client's clients,or any special,indirect or consequential damages.
10. To the fullest extent permitted by law,Client shall indemnify and hold Tolin,its agent and employees from and against all claims,damages,
losses and expenses(including but not limited to attorney's fees)arising out of or resulting from the performance of work hereunder,provided
that such claim,damage,loss or expense is caused in whole or in part by an active or passive act or omission by Client,or anyone for whose acts
Client may be liable regardless of whether it is caused in part by the negligence of Tolin.
11. Tolin's responsibility under this agreement does not include the identification,removal or abatement of asbestos or other hazardous substances.
In the event such products or substances are encountered,Tolin's obligation shall be limited to informing Client of the possible existence of such
materials. In accordance with OSHA's Hazard Communication Standard Regulations,Client shall provide Tolin all relevant Material Safety Data
Sheets(MSDS).
12. If and in the event either party(hereinafter referred to as the"Defaulting Party")fails or refuses to perform any of the terms and conditions,
covenants,and agreements of this Agreement,or otherwise defaults in the performance hereof,the other party(hereinafter referred to as the
"Insecure Party")shall be deemed to have sufficient cause to suspend or terminate service under this Agreement. The Insecure Party shall
submit written notice to the Defaulting Party of intent to terminate this Agreement for default,and shall grant the Defaulting Party a thirty(30)
day cure period from the date of receipt of such notice to correct failures thereof,and shall within three(3)days of such notice properly and
effectively and continuously proceed with the rectification of the failures. If and in the event the Defaulting Party has not corrected the default
specified in the Insecure Party's written notice within said cure period,this Agreement shall terminate as of the expiring of the thirty(30)day
cure period without prejudice to any other rights and remedies the Insecure Party may have under law.
13. This Agreement may be terminated by either party upon the happening of any one of the following events upon giving at least thirty(30)days
prior written notice.
A. A transfer of title to the building.
B. Damage or destruction to the building which cannot be reasonably repaired within 120 days.
C. A taking in condemnation or a deed in lieu thereof to a substantial portion to the building.
14. Tolin's responsibility under this Agreement does not include real estate taxes,real property services,sales/use taxes,or any other taxes not
specifically identified within this Agreement.
15. Should this agreement be terminated by Client prior to its full term for any reason other than those previously described,Client agrees to
compensate Tolin an amount equal to three(3)months billing rate then in effect.
16. Client acknowledges that Tolin has substantially invested in the career development of the associates in their employ. In consideration of Tolin's
investment,Client agrees to compensate Tolin in the amount of$10,000.00 per employee should Client directly or indirectly employ or cause
to be employed any Tolin associate within one year of the term of this agreement.
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October 26,2018 18
Exhibit Twelve Insurance Requirements
Tolin,at its own expense,shall carry the following minimum insurance coverages in a reliable insurance company acceptable to
Client and authorized to do business in the State in which the work is to be performed:
• COMPREHENSIVE GENERAL LIABILITY INSURANCE, with a combined single limit of$1,000,000, including the following
coverages:
1. Premises and Operations Coverage
2. Independent Contractor's Contingent Coverage
3. Contractual Liability covering liabilities assumed under this Contract
4. Products and Completed Operations Coverage
5. Coverage for explosion
6. Broad Form Property Damage Liability endorsement
7. Personal Injury Liability
• AUTOMOBILE LIABILITY INSURANCE covering owned, hired and non-owned vehicles with a combined single limit of
$1,000,000.
• WORKER'S COMPENSATION AND OCCUPATION DISEASE INSURANCE in accordance with the statutory requirements of
the State in which work is to be performed.
• EMPLOYER'S UABILITY INSURANCE with limits of not less than$100,000 each accident,$100,000 each person by disease,
and a policy limit of$500,000 by disease.
• UMBRELLA/EXCESS LIABILITY INSURANCE at least as broad as the required under-lying coverages,with a minimum limit of
liability of$4,000,000 per occurrence.
• BLANKET EMPLOYEE DISHONESTY BOND: In the amount of$100,000 covering employees of Tolin Mechanical Systems
Company.
All of the above described insurance policies(except Worker's Compensation and Occupation Disease Insurance, Employer's
Liability Insurance and Blanket Employee Dishonesty Insurance)shall name Client as additional insureds as their interests may
appear.
Any and all deductibles in the above described insurance policies shall be assumed by,for the account of,and at Tolin's sole risk.
All policies shall contain provisions that no cancellation shall become effective without 30 days written notice having been given
to Client,except 10 days'notice for cancellation due to non-payment of premiums.
F-10-2011-45208
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