Berkeley City Council
October 29, 2024

SmartWave Technologies LLC
Confidential and Proprietary Page 3
Restricted
15b
16a
16b
17 18
19 20
21 22
23 24
8x5xNBD Licensed or Unlicensed PTP/PTMP
Support - 1 YR (Does not include responses
to PCN requests) - 11+ Radios Supported
24x7x4 Licensed or Unlicensed PTP/PTMP
Support - 1 YR (Does not include responses
to PCN requests) - 1 to 10 Radios Supported
24x7x4 Licensed or Unlicensed PTP/PTMP
Support - 1 YR (Does not include responses
to PCN requests) - 11+ Radios Supported
30%
0%
15%
0%
10%
0%
5%
0%
Per Device - Network monitoring, optimization and Truck Roll services required for maintenance related services.

Does not include move, add, change work, or manufacturer extended warranties. Does not include responses to PCN
requests.

Per Device - Network monitoring, optimization and Truck Roll services required for maintenance related services.

Does not include move, add, change work, or manufacturer extended warranties. Does not include responses to PCN
requests.

Per Device - Network monitoring, optimization and Truck Roll services required for maintenance related services.

Does not include move, add, change work, or manufacturer extended warranties. Does not include responses to PCN
requests.

Percent off list price for all Nokia Hardware
Percent off list price for all Nokia Support
Percent off list price for all Siklu Hardware
Percent off list price for all Siklu Support
Percent off list price for all Cambium Hardware
Percent off list price for all Cambium Support
Percent off list price for all Tarana Hardware
Percent off list price for all Tarana Subscriptions/support 25 26
Celona Hardware - Percent Off List
35%
0%
Percent off list price for all Ruckus Hardware
Percent off list price for all Ruckus Support
Percent off list price for all Celona Hardware
29 30
31 Wireless Appurtenant Equipment or
Subcontractor - Cost plus
32 Senior RF/Network Engineer Hourly Rate
33 Project Manager Hourly Rate
15%
0%
$ 200.00 $ 200.00
$ 165.00 $ 165.00
Nokia Hardware - Percent Off List
Nokia Support - Percent Off List
3 0%
0 %
Siklu Hardware - Percent Off List
Siklu Support - Percent Off List
1 5%
0 %
Cambium Hardware - Percent Off List
Cambium Support - Percent Off List
1 0%
0 %
Tarana Hardware - Percent Off List
Tarana Subscription/Support - Percent Off List
5%
0%
$ 360.00 $ 360.00
$ 750.00 $ 750.00
$ 600.00 $ 600.00
Ruckus Hardware - Percent Off List
Ruckus Support - Percent Off List
35%
0%
27 28
15%
15%
15%
15%
SIAE Hardware - Percent Off List
SIAE Support - Percent Off List
15%
0%

SmartWave Technologies LLC
Confidential and Proprietary Page 4
Restricted
Percent off list price for all Ruckus Hardware
Percent off list price for all Ruckus Support
Does not include Travel or Expenses. Rates may
be reduced based on quantity of hours.

Does not include Travel or Expenses. Rates may
be reduced based on quantity of hours.
20% 20% 20% Cost plus 20%

SmartWave Technologies LLC
Confidential and Proprietary Page 5
Restricted
34 RF/Installation Technician Hourly Rate
35 Tower Work Upcharge (if required)
Does not include Travel or Expenses. Rates may be
reduced based on quantity of hours.

Two Man Crew Per Day
The following pricing notes apply:
1 Site Acquisition Services are not included in install estimates. If required, hourly rates of $250/hr for Site Acquisition services will apply. 2 PE Stamped drawings are not included.
3 Zoning, permitting or environmental services are not included. 4 RF/Network Design, Survey, Modeling, etc are NOT included in Unit Install Pricing. 5 Equipment Configuration and Testing is included in Unit Install Pricing. 6 Pricing listed is subject to a mutually agreeable contract between SmartWave and Client. 7 If not mentioned in the line item, all wireless solutions assume the customer provided switch/router is the demarcation point 8 Sales Tax is not included in Unit Pricing.
9 Costs associated with Bonds and Permits are not included in the price. 10 Labor Rates quoted are subject to a COLA adjustment each year upon renewal.

Explanation of the Menu of Pricing - The menu of pricing is meant to provide the costs of adding different wireless components to an existing network. The pricing is not priced to provide support for a new application or any changes in the core network. There would be additional costs associated with those tasks.

Pole Installations
Point of Demarcation
⌖ Power is a standard 110-480V photocell within 20 feet of the Radio/GW/P2P/P2MP Link.

Inclusions
⌖ The price includes all of the material, configuration, installation, and testing basic functionality of the network connection. ⌖ Basic coordination with the organizations to get IP/SSID/VLAN/Mgt information, update configuration documents, set up warranty, and/or monitor the device through the NOC.

Exclusions
⌖ Right to install (excludes any additionally required drawings, approvals, or permits for a new site) ⌖ Any special non-standard mounting brackets or other obstacles that would prevent a typical installation ⌖ Tower work requiring certified tower climbers
Building Installations
Point of Demarcation
⌖ For building mounted mesh nodes, it's assumed a 110 standard AC plug is within 100 feet of the radio installation point, and a pre-configured Ethernet port within 100 feet of the radio installation point
Inclusions
⌖ The price includes all of the material, configuration, installation, and testing basic functionality of the network connection. ⌖ Basic coordination with the organizations to get IP/SSID/VLAN/Mgt information, update configuration documents, set up warranty, and/or monitor the device through the NOC.

Exclusions
⌖ Right to install (excludes any additionally required PE stamped drawings, approvals, or permits for a new site) $
105.00 $ 105.00
$
2,500.00 $ 2,500.00

SmartWave Technologies LLC
Confidential and Proprietary Page 6
Restricted
⌖ Special non-standard mounting brackets, new roof penetration, or other obstacles that would prevent a typical installation

Restricted

7. Insurance

ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Restricted

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)
5/9/2024
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.

THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

CONTACT
NAME:

PHONE 404-633-4321(A/C, No, Ext):

FAX 404-633-1312(A/C, No):

E-MAIL [email protected]:

INSURER(S) AFFORDING COVERAGE NAIC #

PRODUCER
Yates, LLC
2800 Century Parkway NE
Suite 300
Atlanta GA 30345
INSURER A : The Hanover American Insurance Company 36064 INSURER B : The Hanover Insurance Company 22292
INSURER C : Allmerica Financial Benefit Insurance Company 41840 INSURER D :

INSURER E :

INSURED SMARTE01-C
SmartWave Technologies, LLC
2662 Holcomb Bridge Rd. Ste 340
Alpharetta GA 30022
INSURER F :

COVERAGES CERTIFICATE NUMBER: 753350547 REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.

NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE

ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR

LTR TYPE OF INSURANCE ADDL
INSD
SUBR

WVD POLICY NUMBER POLICY EFF
(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY) LIMITS
A X COMMERCIAL GENERAL LIABILITY ZZAJ53055700 8/27/2023 8/27/2024 EACH OCCURRENCE $ 1,000,000

DAMAGE TO RENTED
CLAIMS-MADE X OCCUR PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 10,000
PERSONAL & ADV INJURY $ 1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY X PRO- LOC PRODUCTS - COMP/OP AGG $ 2,000,000JECT OTHER: $
C AUTOMOBILE LIABILITY AWAJ53080500 8/27/2023 8/27/2024 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000
X ANY AUTO BODILY INJURY (Per person) $
BODILY INJURY (Per accident) $

X X PROPERTY DAMAGE
(Per accident) $
OWNED

AUTOS ONLY
HIRED

AUTOS ONLY
X HA Phys Dmg

SCHEDULED
AUTOS

NON-OWNED

AUTOS ONLY
$
X X EACH OCCURRENCE $ 5,000,000UMBRELLA LIAB

EXCESS LIAB
OCCUR
CLAIMS-MADE AGGREGATE $ 5,000,000
B
DED X RETENTION $ -0-
UHAJ53056400 8/27/2023 8/27/2024
$
X PER

STATUTE
OTH-
ER
E.L. EACH ACCIDENT $ 1,000,000
E.L. DISEASE - EA EMPLOYEE $ 1,000,000

C WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y / N
ANYPROPRIETOR/PARTNER/EXECUTIVE NOFFICER/MEMBER EXCLUDED? (Mandatory in NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
N / A
W2AJ48940800 8/27/2023 8/27/2024
E.L. DISEASE - POLICY LIMIT $ 1,000,000
C
A
A
Business Auto - Any Auto
Employee Theft (incl ERISA)
Leased/Rented Equipment
AWAJ53080500
ZZAJ53055700
ZZAJ53055700
8/27/2023
8/27/2023
8/27/2023
8/27/2024
8/27/2024
8/27/2024
Comp Ded $1,000
$1,000 Ded
$1,000 Ded
Coll Ded $1,000
$250,000
$25,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) B Cyber Liability / E&O Liability LHAJ5334900 8/27/2023 - 8/27/2024 $10,000 Retention $5,000,000 A Business Personal Prop ZZAJ53055700 8/27/2023 - 8/27/2024 $1,000 Ded $380,000 See Attached...

CERTIFICATE HOLDER CANCELLATION

ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Restricted
© 1988-2015 ACORD CORPORATION. All rights reserved.

City of Tucson
255 W Alameda, 6th Floor
Tucson AZ 85701

AUTHORIZED REPRESENTATIVE

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

The ACORD name and logo are registered marks of ACORD
Restricted
AGENCY CUSTOMER ID: SMARTE01-C
LOC #:

ADDITIONAL REMARKS SCHEDULE Page 1 of 1

AGENCY NAMED INSURED
Yates, LLC SmartWave Technologies, LLC
2662 Holcomb Bridge Rd. Ste 340
POLICY NUMBER Alpharetta GA 30022

CARRIER NAIC CODE
EFFECTIVE DATE:

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE Subject to policy terms, conditions, forms, and exclusions, the insurance coverages afforded by the policies above include the following when required by written contract for the certificate holder and/or entities listed below: Blanket Additional Insured in regards to General Liability for ongoing and completed operations, Automobile Liability and Umbrella Liability; Blanket Primary and Non-Contributory in regards to General Liability and Automobile Liability; Blanket Waiver of Subrogation in regards to General Liability, Automobile Liability, Workers Compensation and Umbrella Liability. Per Project Aggregate applies to the General Liability.

FORMS:
421-2915 0615 - Commercial General Liability Broadening Endorsement 421-2926 0615 - Commercial General Liability Enhancement Endorsement - Technology 421-3635 0716 - Aggregate Limits of Insurance Per Project and Per Location With Cap 461-0155 (9-97) - Business Auto Coverage – Broadening Endorsement 461-0478 12 12 - Blanket Additional Insured – Primary and Non-Contributory 475-0003 12 14 - Schedule of Underlying Policies
475-0001 12/22 - Hanover Commercial Follow Form Excess And Umbrella Policy 475-0526 01/18 - Blanket Waiver of Transfer of Rights of Recovery Against Others To Us WC00 0313 (Ed. 4-84) - Waiver of Our Right To Recover From Others Endorsement RE: City of Tucson RFQ #240021 - JOC for Design, Installation and Maintenance of Point-to Point/Point-to-Multipoint Wireless Backhaul Entities: City of Tucson the officers, officials, employees and volunteers

The ACORD name and logo are registered marks of ACORD
Restricted
ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved.Page 89 of 177

ZZA J530557 00 2909783
421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 4 Restricted
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

COMMERCIAL GENERAL LIABILITY BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SUMMARY OF COVERAGES

1. Additional Insured by Contract, Agreement or Permit Included

2. Additional Insured - Primary and Non-Contributory Included

3. Blanket Waiver of Subrogation Included

4. Bodily Injury Redefined Included

5. Broad Form Property Damage - Borrowed Equipment, Customers Goods & Use of Elevators Included

6. Knowledge of Occurrence Included

7. Liberalization Clause lncluded

8. Medical Payments - Extended Reporting Period Included

9. Newly Acquired or Formed Organizations - Covered until end of policy period Included

10. Non-owned Watercraft 51 ft.

11. Supplementary Payments Increased Limits
- Bail Bonds $2,500
- Loss of Earnings $1000

12. Unintentional Failure to Disclose Hazards Included

13. Unintentional Failure to Notify Included
This endorsement amends coverages provided under the Commercial General Liability Coverage Part through new coverages, higher limits and broader coverage grants.

1. Additional Insured by Contract, Agreement or
Permit
The following is added to SECTION II - WHO IS
AN INSURED:

Additional Insured by Contract, Agreement or
Permit
a. Any person or organization with whom you
agreed in a written contract, written agreement
or permit that such person or organization to
add an additional insured on your policy is an
additional insured only with respect to liability
for "bodily injury", "property damage", or
"personal and advertising injury" caused, in
whole or in part, by your acts or omissions, or
the acts or omissions of those acting on your
behalf, but only with respect to:
(1) "Your work" for the additional insured(s)
designated in the contract, agreement or
permit;
(2) Premises you own, rent, lease or occupy;
or
(3) Your maintenance, operation or use of
equipment leased to you.
b. The insurance afforded to such additional
insured described above:
(1) Only applies to the extent permitted by law;
and
(2) Will not be broader than the insurance
which you are required by the contract,
agreement or permit to provide for such
additional insured.

421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 4 ZZA J530557 00 2909783
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(3) Applies on a primary basis if that is required
by the written contract, written agreement
or permit.
(4) Will not be broader than coverage provided
to any other insured.
(5) Does not apply if the "bodily injury",
"property damage" or "personal and
advertising injury" is otherwise excluded
from coverage under this Coverage Part,
including any endorsements thereto.
c. This provision does not apply:
(1) Unless the written contract or written
agreement was executed or permit was
issued prior to the "bodily injury", "property
damage", or "personal injury and
advertising injury".
(2) To any person or organization included as
an insured by another endorsement issued
by us and made part of this Coverage Part.
(3) To any lessor of equipment:
(a) After the equipment lease expires; or
(b) If the "bodily injury", "property
damage", "personal and advertising
injury" arises out of sole negligence of
the lessor
(4) To any:
(a) Owners or other interests from. whom
land has been leased which takes
place after the lease for the land ex-
pires; or
(b) Managers or lessors of premises if:
(i) The occurrence takes place after
you cease to be a tenant in that
premises; or
(ii) The "bodily injury", "property
damage", "personal injury" or
"advertising injury" arises out of
structural alterations, new con-
struction or demolition operations
performed by or on behalf of the
manager or lessor.
(5) To "bodily injury", "property damage" or
"personal and advertising injury" arising out
of the rendering of or the failure to render
any professional services.

This exclusion applies even if the claims
against any insured allege negligence or
other wrongdoing in the supervision, hiring,
employment, training or monitoring of
others by that insured, if the "occurrence"
which caused the "bodily injury" or
"property damage" or the offense which

caused the "personal and
advertising injury" involved the rendering of
or failure to render any professional
services by or for you.
d. With respect to the insurance afforded to
these additional insureds, the following is
added to SECTION III
- LIMITS OF
INSURANCE:

The most we will pay on behalf of the additional
insured for a covered claim is the lesser of the
amount of insurance:

1. Required by the contract, agreement or
permit described in Paragraph a.; or

2. Available under the applicable Limits of
Insurance shown in the Declarations.

This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.

2. Additional Insured - Primary and Non-
Contributory
The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS, Paragraph 4. Other insurance:

Additional Insured - Primary and Non-
Contributory
If you agree in a written contract, written agreement
or permit that the insurance provided to any person
or organization included as an Additional Insured
under SECTION II
- WHO IS AN INSURED, is
primary and non-contributory, the following
applies:

If other valid and collectible insurance is available
to the Additional Insured for a loss covered under
Coverages A or B of this Coverage Part, our
obligations are limited as follows:
a. Primary Insurance
This insurance is primary to other insurance
that is available to the Additional Insured which
covers the
Additional Insured as a Named Insured. We will
not seek contribution from any other insurance
available to the Additional Insured except:
(1) For the sole negligence of the Additional
Insured;
(2) When the Additional Insured is an
Additional Insured under another primary
liability policy; or
(3) when b. below applies.

If this insurance is primary, our obligations are
not affected unless any of the other insurance
is also primary. Then, we will share with all that
other insurance by the method described in c.
below.

421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 4 ZZA J530557 00 2909783
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b. Excess Insurance
(1) This insurance is excess over any of the
other insurance, whether primary, excess,
contingent or on any other basis:
(a) That is Fire, Extended Coverage,
Builder's Risk, Installation Risk or
similar coverage for "your work";
(b) That is Fire insurance for premises
rented to the Additional Insured or
temporarily occupied by the Additional
Insured with permission of the owner;
(c) That is insurance purchased by the
Additional Insured to cover the
Additional Insured's liability as a tenant
for "property damage" to premises
rented to the Additional Insured or
temporarily occupied by the Additional
with permission of the owner; or
(d) If the loss arises out of the
maintenance or use of aircraft, "autos" or
watercraft to the extent not subject to
Exclusion g. of SECTION I
-

COVERAGE A - BODILY INURY

AND PROPERTY DAMAGE
LIABILITY.
(2) When this insurance is excess, we will have
no duty under Coverages A or B to defend
the insured against any "suit" if any other
insurer has a duty to defend the insured
against that "suit". If no other insurer
defends, we will undertake to do so, but we
will be entitled to the insured's rights
against all those other insurers.
(3) When this insurance is excess over other
Insurance, we will pay only our share of the
amount of the loss, if any, that exceeds the
sum of:
(a) The total amount that all such other
insurance would pay for the loss in the
absence of this insurance; and
(b) The total of all deductible and self
insured amounts under all that other
insurance.

We will share the remaining loss, if any,
with any other insurance that is not
described in this Excess Insurance
provision and was not bought specifically to
apply in excess of the Limits of Insurance
shown in the Declarations of this Coverage
Part.
c. Method Of Sharing
If all of the other insurance permits contribution
by equal shares, we will follow this method
also. Under this approach each
insurer contributes equal amounts until it has
paid its applicable limit of insurance or none of
the loss remains, whichever comes first. If any
of the other insurance does not permit
contribution by equal shares, we will contribute
by limits. Under this method, each insurer's
share is based on the ratio of its applicable limit
of insurance to the total applicable limits of
insurance of all insurers

3. Blanket Waiver of Subrogation
The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS, Paragraph 8. Transfer Of Rights
Of Recovery Against Others To Us:

We waive any right of recovery we may have
against any person or organization with whom you
have a written contract that requires such waiver
because of payments we make for damage under
this coverage form. The damage must arise out of
your activities under a written contract with that
person or organization. This waiver applies only to
the extent that subrogation is waived under a
written contract executed prior to the "occurrence"
or offense giving rise to such payments.

4. Bodily Injury Redefined
SECTION V - DEFINITIONS, Definition 3. "bodily
injury" is replaced by the following:

3. "Bodily injury" means bodily injury, sickness or
disease sustained by a person including death
resulting from any of these at any time. "Bodily
injury" includes mental anguish or other mental
injury resulting from "bodily injury".

5. Broad Form Property Damage - Borrowed
Equipment, Customers Goods, Use of
Elevators
a. SECTION I - COVERAGES, COVERAGE A -

BODILIY INJURY AND PROPERTY
DAMAGE LIABILITY, Paragraph 2.

Exclusions subparagraph j. is amended as
follows:

Paragraph (4) does not apply to "property
damage" to borrowed equipment while at a
jobsite and not being used to perform
operations.

Paragraphs (3), (4) and (6) do not apply to
"property damage" to "customers goods" while
on your premises nor do they apply to the use
of elevators at premises you own, rent, lease or
occupy.
b. The following is added to SECTION V -
DEFINTIONS:

24. "Customers goods" means property of your
customer on your premises for the purpose
of being:

421-2915 06 15 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 4 ZZA J530557 00 2909783
Restricted
a. worked on; or
b. used in your manufacturing process.
c. The insurance afforded under this provision is
excess over any other valid and collectible
property insurance (including deductible)
available to the insured whether primary,
excess, contingent

6. Knowledge of Occurrence
The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS, Paragraph 2. Duties in the Event
of Occurrence, Offense, Claim or Suit:
e. Notice of an "occurrence", offense, claim or "suit"
will be considered knowledge of the insured if
reported to an individual named insured,
partner, executive officer or an "employee"
designated by you to give us such a notice.

7. Liberalization Clause
The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS:

Liberalization Clause
If we adopt any revision that would broaden the
coverage under this Coverage Form without
additional premium, within 45 days prior to or during
the policy period, the broadened coverage will
immediately apply to this Coverage Part.

8. Medical Payments - Extended Reporting
Period
a. SECTION I - COVERAGES, COVERAGE C -
MEDICAL PAYMENTS, Paragraph 1.

Insuring Agreement, subparagraph a.(3)(b)
is replaced by the following:
(b) The expenses are incurred and reported
to us within three years of the date of the
accident; and
b. This coverage does not apply if COVERAGE
C - MEDICAL PAYMENTS is excluded either
by the provisions of the Coverage Part or by
endorsement.

9. Newly Acquired Or Formed Organizations
SECTION II - WHO IS AN INSURED, Paragraph

3.a. is replaced by the following:
a. Coverage under this provision is afforded until
the end of the policy period.

10. Non-Owned Watercraft

SECTION I - COVERAGES, COVERAGE A

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, Paragraph 2. Exclusions,
subparagraph g.(2) is replaced by the following:
g. Aircraft, Auto Or Watercraft
(2) A watercraft you do not own that is:
(a) Less than 51 feet long; and
(b) Not being used to carry persons or
property for a charge;
This provision applies to any person who,
with your consent, either uses or is
responsible for the use of a watercraft.

11. Supplementary Payments Increased Limits

SECTION I - SUPPLEMENTARY PAYMENTS
COVERAGES A AND B, Paragraphs 1.b. and

1.d. are replaced by the following:

1.b. Up to $2,500 for cost of bail bonds required
because of accidents or traffic law violations
arising out of the use of any vehicle to which the
Bodily Injury Liability Coverage applies. We do
not have to furnish these bonds.

1.d.All reasonable expenses incurred by the
insured at our request to assist us in the
investigation or defense of the claim or "suit",
including actual loss of earnings up to $1000 a
day because of time off from work.

12. Unintentional Failure to Disclose Hazards
The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS, Paragraph 6. Representations:

We will not disclaim coverage under this Coverage
Part if you fail to disclose all hazards existing as of the inception date of the policy provided such failure
is not intentional.

13. Unintentional Failure to Notify
The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS, Paragraph 2. Duties in the Event
of Occurrence, Offense, Claim or Suit:

Your rights afforded under this policy shall not be
prejudiced if you fail to give us notice of an
"occurrence", offense, claim or "suit", solely due to
your reasonable and documented belief that the
"bodily injury" or "property damage" is not covered
under this policy.

ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.

ZZA J530557 00 2909783
421-2926 06 15 Includes copyrighted material of Insurance Services Office, Inc., with it permission. Page 1 of 6 Restricted
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

COMMERCIAL GENERAL LIABILITY ENHANCEMENT ENDORSEMENT -

TECHNOLOGY
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SUMMARY OF COVERAGES

1. Additional Insured - Broad Form Vendors Included

2. Additional Insured - Employee and Volunteer Worker Broadened Bodily Injury Coverage Included

3. Aggregate Limit per Location Included

4. Aircraft - Nonowned Hired, Chartered or Loaned with Paid Crew Included

5. Alienated Premises Included

6. Broad Form Named Insured Included

7. Damage to your Product $50,000

8. Extended Property Damage Included

9. Incidental Malpractice (Employed nurses, EMT's & paramedics) Included

10. Mobile Equipment Redefined Included

11. Personal Injury - Broad Form Included

12. Product Recall Expense
- Each Occurrence Limit $25,000
- Aggregate Limit $50,000
- Deductible $500

13. Property Damage Legal Liability - Broad Form
- Fire, Lightning, Explosion, Smoke and Leakage from Fire Protective Systems Damage Limit
$1,000,000
This endorsement amends coverages provided under the Commercial General Liability Coverage Part through new coverages, higher limits and broader coverage grants.

1. Additional Insured - Broad Form Vendors
The following is added to SECTION II - WHO IS
AN INSURED:

Additional Insured - Broad Form Vendors
a. Any person or organization that is a vendor with
whom you agreed in a written contract or written
agreement to include as an additional insured
under this Coverage Part is an insured, but only
with respect to liability for "bodily injury" or
"property damage" arising out of "your
products" which are distributed or sold in the
regular course of the vendor's business.
b. The insurance afforded to such vendor
described above:
(1) Only applies to the extent permitted by law;
(2) Will not be broader than the insurance
which you are required by the contract or
agreement to provide for such vendor;
(3) Will not be broader than coverage provided
to any other insured; and
(4) Does not apply if the "bodily injury",
"property damage" or "personal and
advertising injury" is otherwise excluded
from coverage under this Coverage Part,
including any endorsements thereto
c. With respect to insurance afforded to such
vendors, the following additional exclusions
apply:

The insurance afforded to the vendor does not
apply to:
(1) "Bodily injury" or "property damage" for
which the vendor is obligated to pay
damages by reasons of the assumption of
liability in a contract or agreement. This

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exclusion does not apply to liability for
damages that the insured would have in the
absence of the contract or agreement;
(2) Any express warranty unauthorized by you;
(3) Any physical or chemical change in the
product made intentionally by the vendor;
(4) Repackaging, unless unpacked solely for
the purpose of inspection, demonstration,
testing, or the substitution of parts under
instruction from the manufacturer, and then
repackaged in the original container;
(5) Any failure to make such inspection,
adjustments, tests or servicing as the
vendor has agreed to make or normally
undertakes to make in the usual course of
business in connection with the sale of the
product;
(6) Demonstration, installation, servicing or
repair operations, except such operations
performed at the vendor's premises in
connection with the sale of the product;
(7) Products which, after distribution or sale by
you, have been labeled or relabeled or
used as a container, part or ingredient of
any other thing or substance by or for the
vendor;
(8) "Bodily injury" or "property damage" arising
out of the sole negligence of the vendor for
its own acts or omissions or those of its
employees or anyone else acting on its
behalf. However, this exclusion does not
apply to:
(a) The exceptions contained within the
exclusion in sub-paragraphs (4) or (6)
above; or
(b) Such inspections, adjustments, tests
or servicing as the vendor has agreed
to make or normally undertakes to
make in the usual course of business,
in connection with the distribution or
sale of the products.
(9) "Bodily injury" or "property damage" arising
out of an "occurrence" that took place
before you have signed the contract or
agreement with the vendor.
(10)To any person or organization included as
an insured by another endorsement issued
by us and made part of this Coverage Part.
(11)Any insured person or organization, from
whom you have acquired such products, or
any ingredient, part or container, entering
into, accompanying or containing such
products.
d. With respect to the insurance afforded to
these vendors, the following is added to

SECTION III
- LIMITS OF INSURANCE:

The most we will pay on behalf of the vendor for
a covered claim is the lesser of the amount of
insurance:

1. Required by the contract or agreement
described in Paragraph a.; or

2. Available under the applicable Limits of
Insurance shown in the Declarations;
This endorsement shall not increase the
applicable Limits of Insurance shown in the
Declarations.

2. Additional Insured - Employee and Volunteer
Worker Broadened Bodily Injury Coverage
The following is added to SECTION II - WHO IS
AN INSURED, Paragraph 2.a.(1):

Your "employees" and "volunteer workers" are
insured for "bodily injury" that results from the
providing of or failure to provide first aid by an
"employee" or "volunteer worker", other than a
licensed medical provider.

3. Aggregate Limit Per Location
a. SECTION III - LIMITS OF INSURANCE, the
General Aggregate Limit applies separately to
each of your "locations" owned by or rented to
you.
b. For purpose of this coverage only, the
following is added to SECTION V -
DEFINITIONS:
"Location" means premises involving the same
or connecting lots, or premises whose
connection is interrupted only by a street,
roadway, waterway or right-of-way of a railroad.

4. Aircraft - Nonowned Hired, Chartered or
Loaned with Paid Crew
The following is added to SECTION I -

COVERAGES, COVERAGE A BODILY INJURY

AND PROPERTY DAMAGE LIABILITY,
Paragraph 2. Exclusions, subparagraph g.:

This exclusion does not apply to:
g. Aircraft, Auto or Watercraft
An aircraft you do not own that is hired,
chartered or loaned with a paid crew.

This exception does not apply if the insured has
any other valid and collectible insurance for
"bodily injury" or "property damage" liability that
would also be covered under this provision,
whether the other insurance is primary, excess,
contingent or on any other basis. In that case,
this provision does not provide any insurance.

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5. Alienated Premises

SECTION I - COVERAGES, COVERAGE A -

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, Paragraph 2. Exclusions,
subparagraph j.(2) is replaced by the following:
(2) Premises you sell, give away or abandon, if the
"property damage" arises out of any part of
those premises and occurred from hazards that
were known by you, or should have reasonably
been known by you, at the time the property
was transferred or abandoned.

6. Broad Form Named Insured
If you are designated in the Declarations as
anything other than an individual, then any
organization:
a. Over which you maintained a combined
ownership interest of more than 50% on the
effective date of this policy;
b. That is not a partnership, joint venture or limited
liability company; and
c. That is not excluded by any endorsement to this
policy, will qualify as a Named Insured if there
is no other similar insurance available to that
organization, or that would be available but for
exhaustion of its limits.

Any such organization will cease to qualify as a
Named Insured as of the date during the policy
period when the combined ownership interest of the
Named Insureds in the organization equals or falls
below 50%.

7. Damage to Your Product

SECTION I - COVERAGES, COVERAGE A

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, Paragraph 2. Exclusions,
subparagraph k. Damage to Your Product is
replaced by the following:
"Property damage" to "your product" if caused by
any of the following:
(1) Delay in, or failure to begin, complete or deliver, "your product";
(2) Loss of market;
(3) Any fraudulent, malicious, criminal or
intentional act committed by an insured or with
an insured's consent or knowledge; or
(4) Wear or tear, or gradual deterioration.

Subject to the Products Completed Operations
Aggregate Limit, the Damage to "Your Product"
Limit shown in the Schedule above is the most that
we will pay because of all "property damage" to
"your product" arising out of any one "occurrence".

Coverage provided by this section is subject to the
Retention stated in the Declarations, and is subject
to all other policy terms and conditions.

8. Extended Property Damage

SECTION I - COVERAGES, COVERAGE A -

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, Paragraph 2. Exclusions,
subparagraph a. is replaced by the following:
a. Expected or intended Injury
Bodily injury" or "property damage" expected or
intended from the standpoint of the insured.

This exclusion does not apply to "bodily injury"
or "property damage" resulting from the use of
reasonable force to protect persons or property.

9. Incidental Malpractice - Employed Nurses,
EMT's and Paramedics
SECTION II - WHO IS AN INSURED, Paragraph

2.a.(1)(d) does not apply to a nurse, emergency
medical technician or paramedic employed by you
if you are not engaged in the business or occupation
of providing medical, paramedical, surgical, dental,
x-ray or nursing services.

10. Mobile Equipment Redefined
SECTION V - DEFINITIONS, Definition 12.
"Mobile Equipment", paragraph f.(1) does not apply
to self-propelled vehicles of less than 1,000 pounds
gross vehicle weight.

11. Personal Injury - Broad Form
a. SECTION I - COVERAGES, COVERAGE B -

PERSONAL AND ADVERTISING INJURY
LIABILITY, Paragraph 2. Exclusions,
subparagraph e. is deleted.
b. SECTION V - DEFINITIONS , Definition 14,
"Personal and advertising injury"
subparagraph b. is replaced by the following:
b. Malicious prosecution or abuse of process.
c. The following is added to SECTION V -
DEFINITIONS, Definition 14. "Personal and
advertising injury":
"Discrimination" (unless insurance thereof is
prohibited by law) that results in injury to the
feelings or reputation of a natural person, but
only if such "discrimination" is:
(1) Not done intentionally by or at the direction
of:
(a) The insured;
(b) Any officer of the corporation, director,
stockholder, partner or member of the
insured; and
(2) Not directly or indirectly related to an
"employee", not to the employment,

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prospective employment or termination of
any person or persons by an insured.
d. The following is added to SECTION V -
DEFINITIONS:
"Discrimination" means the unlawful treatment
of individuals based upon race, color, ethnic
origin, gender, religion, age, or sexual
preference. "Discrimination" does not include
the unlawful treatment of individuals based
upon developmental, physical, cognitive,
mental, sensory or emotional impairment or any
combination of these.
e. This coverage does not apply if COVERAGE

B - PERSONAL AND ADVERTISING
INJURY LIABILITY is excluded either by the
provisions of the Coverage Form or by
endorsement.

12. Product Recall Expense
a. SECTION I - COVERAGES, COVERAGE A -

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, Paragraph 2. Exclusions,
subparagraph n. is replaced by the following:
n. Recall of Products, Work or Impaired
Property
Damages claimed for any loss, cost or
expense incurred by you or others for the
loss of use, withdrawal, recall, inspection,
repair, replacement, adjustment, removal
or disposal of:
(1) "Your product";
(2) "Your work"; or
(3) "Impaired property";
if such product, work, or property is
withdrawn or recalled from the market or
from use by any person or organization
because of a known or suspected defect,
deficiency, inadequacy or dangerous
condition in it, but this exclusion does not
apply to "product recall expenses" that you
incur for the "covered recall" of "your
product".

However, this exception to the exclusion
does not apply to "product recall expenses"
resulting solely from:
(4) Failure of any products to accomplish
their intended purpose;
(5) Breach of warranties of fitness, quality,
durability or performance;
(6) Loss of customer approval, or any cost
incurred to regain customer approval;
(7) Redistribution or replacement of "your
product" which has been recalled by
like products or substitutes;
(8) Caprice or whim of the insured;
(9) A condition likely to cause loss of which
any insured knew or had reason to
know at the inception of this insurance;
(10)Asbestos, including loss, damage or
clean up resulting from asbestos or
asbestos containing materials;
(11)Recall of "your products" that have no
known or suspected defect solely
because a known or suspected defect
in another of "your products" has been
found.
b. The following is added to SECTION II - WHO
IS AN INSURED, Paragraph 3.:

COVERAGE A does not apply to "product
recall expense" arising out of any withdrawal or
recall that occurred before you acquired or
formed the organization.
c. For the purposes of this endorsement only, the
following is added to SECTION III - LIMITS
OF INSURANCE:

Product Recall Expense Limits of Insurance
a. The Limits of Insurance shown in the
SUMMARY OF COVERAGES of this
endorsement and rules stated below fix the
most we will pay under this Product Recall
Expense Coverage regardless of the
number of:
(1) Insureds:
(2) "Covered Recalls" initiated: or
(3) Number of "your products" withdrawn.
b. The Product Recall Expense Aggregate
Limit is the most we will reimburse you for
the sum of all "product recall expenses"
incurred for all "covered recalls" initiated
during the policy period.
c. The Product Recall Expense Each
Occurrence Limit is the most we will pay in
connection with any one defect or
deficiency.
d. All "product recall expenses" in connection
with substantially the same general harmful
condition will be deemed to arise out of the
same defect or deficiency and considered
one "occurrence".
e. Any amount reimbursed for "product recall
expenses" in connection with any one
"occurrence" will reduce the amount of the

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Product Recall Expense Aggregate Limit
available for reimbursement of "product
recall expenses" in connection with any
other defect or deficiency.
f. If the Product Recall Expense Aggregate
Limit has been reduced by reimbursement
of "product recall expenses" to an amount
that is less than the Product Recall
Expense Each Occurrence Limit, the
remaining Product Recall Expense
Aggregate Limit is the most that will be
available for reimbursement of "product
recall expenses" in connection with any
other defect or deficiency.
g. Product Recall Deductible
We will only pay for the amount of "product
recall expenses" which are in excess of the
$500 Product Recall Deductible. The
Product Recall Deductible applies
separately to each "covered recall". The
limits of insurance will not be reduced by
the amount of this deductible.

We may, or will if required by law, pay all or
any part of any deductible amount, if
applicable. Upon notice of our payment of
a deductible amount, you shall promptly
reimburse us for the part of the deductible
amount we paid.

The Product Recall Expense Limits of
Insurance apply separately to each
consecutive annual period and to any
remaining period of less than 12 months,
starting with the beginning of the policy
period shown in the Declarations, unless
the policy period is extended after issuance
for an additional period of less than 12
months. In that case, the additional period
will be deemed part of the last preceding
period for the purposes of determining the
Limits of Insurance.
d. The following is added to SECTION IV -

COMMERCIAL GENERAL LIABILITY
CONDITIONS, Paragraph 2. Duties in the
Event of Occurrence, Offense, Claim or Suit:

You must take the following actions in the event
of an actual or anticipated "covered recall" that
may result in "product recall expense":
(1) Give us prompt notice of any discovery or
notification that "your product" must be
withdrawn or recalled, including a
description of "your product" and the
reason for the withdrawal or recall; and
(2) Cease any further release, shipment,
consignment or any other method of
distribution of like or similar products until it
has been determined that all such products
are free from defects that could be a cause
of loss under this insurance.
e. The following definitions are added to
SECTION V - DEFINITIONS:
"Covered recall," means a recall made
necessary because you or a government body
has determined that a known or suspected
defect, deficiency, inadequacy, or dangerous
condition in "your product" has resulted or will
result in "bodily injury" or "property damage".
"Product recall expense" means:
a. Necessary and reasonable expenses for:
(1) Communications, including radio or
television announcements or printed
advertisements including stationery,
envelopes and postage;
(2) Shipping the recalled products from
any purchaser, distributor or user to the
place or places designated by you;
(3) Remuneration paid to your regular
"employees" for necessary overtime;
(4) Hiring additional persons, other than
your regular "employees";
(5) Expenses incurred by "employees"
including transportation and ac-
commodations;
(6) Expenses to rent additional ware-
house or storage space;
(7) Disposal of "your product", but only to
the extent that specific methods of
destruction other than those employed
for trash discarding or disposal are
required to avoid "bodily injury" or
"property damage" as a result of such
disposal;
You incur exclusively for the purpose of
recalling "your product"; and
b. Your lost profit resulting from such
"covered recall".
f. This Product Recall Expense Coverage does
not apply:
(1) If the "products - completed operations
hazard" is excluded from coverage under
this Coverage Part including any
endorsement thereto; or
(2) To "product recall expense" arising out of
any of "your products" that are otherwise
excluded from coverage under this
Coverage Part including endorsements
thereto.

13. Property Damage Legal Liability - Broad Form

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a. SECTION I - COVERAGES, COVERAGE A -

BODILY INJURY AND PROPERTY DAMAGE
LIABILITY, the last paragraph (after the
exclusions) is replaced by the following:

Exclusions c. through n. do not apply to
damage by fire, lightning, explosion, smoke or
leakage from fire protective systems to
premises while rented to you or temporarily
occupied by you with the permission of the
owner. A separate limit of insurance applies to
this coverage as described in SECTION III
-
LIMITS OF INSURANCE.
b. SECTION III - LIMITS OF INSURANCE,
Paragraph 6. is replaced by the following:

6. Subject to Paragraph 5. above, The
Damage to Premises Rented to You Limit
is the most we will pay under COVERAGE
A for damages because of "property
damage" to any one premises from fire,
lightning, explosion, smoke and leakage
from fire protective systems to premises,
while rented to you or temporarily occupied
by you with permission of the owner.

The Damage to Premises Rented to You
Limit is the higher of:
a. $1,000,000; or
b. The Damage to Premises Rented to
You Limit shown in the Declarations.

This limit will apply to all damage caused by
the same event, whether such damage
results from fire, lightning, explosion,
smoke, leakage from fire protective
systems or any combination of any of
these.
c. SECTION IV - COMMERCIAL GENERAL
LIABILITY CONDITIONS, Paragraph 4. Other
Insurance, subparagraph b. Excess
Insurance, item (a)(ii) is replaced by the
following:
(ii) That is fire, lightning, explosion, smoke or
leakage from fire protective systems
insurance for premises rented to you or
temporarily occupied by you with
permission of the owner; or
d. SECTION V - DEFINITIONS, Definition 9.
"Insured contract", Paragraph a. is replaced by
the following:
a. A contract for a lease of premises.

However, that portion of the contract for a
lease of premises that indemnifies any
person or organization for damage by fire,
lightning, explosion, smoke or leakage from
fire protective systems to premises while
rented to you or temporarily occupied by
you with permission of the owner is not an
"insured contract".
e. This coverage does not apply if Damage to
Premises Rented to You is excluded either by
the provisions of the Coverage Part or by
endorsement.

ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.

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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

AGGREGATE LIMITS OF INSURANCE PER PROJECT AND

PER LOCATION WITH CAP
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

SCHEDULE
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.)
A. The following is added to SECTION III – LIMITS
OF INSURANCE, paragraph 2.:

The General Aggregate Limit applies separately
to:
a. Construction projects away from premises
owned or rented to you; and
b. Each "location" owned by or rented to you.

If the Schedule above is completed, however, a
Policy Aggregate Limit applies. The most we will
pay for the sum of all damages, except for damages
included in the “products-completed operations
hazard”, regardless of the number of insureds,
claims made or “suits” brought, persons or
organizations making claims or bringing “suits”,
or “locations”, is the Policy Aggregate Limit
identified in the Schedule above.

B. This endorsement does not apply to damages
included in the “products-completed operations
hazard”.

C. For the purposes of this endorsement, the following
definition is added to SECTION V – DEFINITIONS:

1. "Location" means premises involving the same
or connecting lots, or premises whose
connection is interrupted only by a street,
roadway, waterway or right-of-way of a railroad.

ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED Policy Aggregate: $ 2,000,000

461-0155 (9-97) Page 1 of 7
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!& Hanover
Jnsurance Group..

AWAJ530805 2909783
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BUSINESS AUTO COVERAGE

BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement.

1. CANCELLATION EXTENSION
Paragraph A. CANCELLATION 2. b. of the
COMMON POLICY CONDITIONS is
replaced with the following:
b. 60 days before the effective date
of cancellation if we cancel for
any other reason.

SECTION I - COVERED AUTOS

2. EMPLOYEE HIRED "AUTOS"
Description Of Covered Auto
Designation Symbols; Symbol 8 is
replaced by the following:
8 = Hired "Autos" Only - Only those
"autos" you lease, hire, rent or borrow;
including "autos" your employee hires at
your direction, for the purpose of
conducting your business. This does not
include any "auto" you lease, hire, rent, or
borrow from any of your "employees" or
partners or members of their households.

SECTION II - LIABILITY COVERAGE

3. BROADENED NAMED INSURED
The following is added to the SECTION II -
LIABILITY COVERAGE, Paragraph 1. Who
Is An Insured provision:
d. Any business entity for which you
have a financial interest greater
than 50% of the voting stock or
otherwise have a controlling
interest after the effective date of
this policy or that is newly
acquired or formed by you during
the term of this policy.

The coverage provided by this
provision is afforded until
expiration or termination of
this policy, whichever occurs
earlier.

The coverage provided by this
provision does not apply to
any business entity described
in d. above that qualifies as an
insured under any other
automobile liability policy
issued to that business entity
as a named insured or would
have been an insured except
for the exhaustion of the
policy Iim its or the insolvency
of the insurer.

The coverage provided by this
provision does not apply to
"bodily injury" nor "property
damage" arising from an
accident that occurred prior to
your acquiring or forming the
business entity described in d.
above.

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Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright, Insurance Services Office, Inc., 1996

Restricted

4. EMPLOYEES AS INSUREDS
The following is added to the SECTION II -
LIABILITY COVERAGE, Paragraph 1. Who
Is An Insured provision:
e. Any employee of yours is an
"insured" while using a covered
"auto" you do not own, hire or
borrow in your business or your
personal affairs.

5. SUPPLEMENTARY PAYMENTS
The following amends SECTION II -
LIABILITY COVERAGE, Paragraph 2.

Coverage Extensions provision:

Paragraph (2) is replaced by the following:
(2) Up to $2500 for cost of bail bonds
(including bonds for related traffic
law violations) required because
of an "accident" we cover. We do
not have to furnish these bonds.

Paragraph (4) is replaced by the following:
(4) All reasonable expenses incurred
by the "insured" at our request,
including actual loss of earnings
up to $500 a day because of time
off from work.

6. AMENDED FELLOW EMPLOYEE

EXCLUSION
The following is added to the SECTION II -
LIABILITY COVERAGE, B. Exclusions
Fellow Employee
This exclusion does not apply if the
"bodily injury" arises from the use of a
covered "auto" you own or hire. This
coverage is excess over any other
collectible insurance
SECTION Ill - PHYSICAL DAMAGE
COVERAGE.

7. EXPENSE OF RETURNING A STOLEN
"AUTO" and SIGN COVERAGE
The following is added to SECTION Ill -
PHYSICAL DAMAGE COVERAGE, A.1.

COVERAGE:
d. Expense Of Returning A Stolen
"Auto"
We will pay for the expense of
returning a covered "auto" to you.
e. Sign Coverage
We will pay for loss to signs,
murals, paintings or graphics,
as part of equipment, which are
displayed on a covered "auto".

The most we will pay for "loss" in
any one "accident" is the lesser
of:

1. The actual cash value of
the property as of the
time of the "loss"; or

2. The cost of repairing or
replacing the damaged or
stolen property with other
property of like kind and
quality; or

3. $2,000.

8. GLASS BREAKAGE DEDUCTIBLE
The following is added to SECTION Ill -
PHYSICAL DAMAGE COVERAGE, A.

COVERAGE paragraph 3. Glass Breakage -
Hitting a Bird or Animal - Falling Objects
or Missiles:

Any deductible shown in the
Declarations as applicable to the

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461-0155 (9-97) Page 3 of7
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Hanover
Tho
Jnsurance Group-
AWAJ530805 2909783
covered "auto" will not apply to glass
breakage if such glass is repaired,
rather than replaced.

9. TRANSPORTATION EXPENSE
Paragraph 4. Coverage Extension. of
SECTION 111 - PHYSICAL DAMAGE
COVERAGE, A. COVERAGE is replaced
with the following:

4. Coverage Extension
We will pay up to $50 per day to a
maximum of $1500 for temporary
transportation expense incurred
by you because of the total theft of
a covered "auto" of the private
passenger type. We will pay only
for those covered "autos" for
which you carry either
Comprehensive or Specified
Causes of Loss Coverage. We will
pay for temporary transportation
expenses incurred during the
period beginning 24 hours after
the theft and ending, regardless of
the policy s expiration, when the
covered "auto" is returned to use
or we pay for its "loss".

10. HIRED AUTO PHYSICAL DAMAGE
The following is added to SECTION 111 -
PHYSICAL DAMAGE COVERAGE, A.

COVERAGE:

5. Hired Auto Physical Damage
If hired "autos" are covered
"autos" for Liability Coverage and
if Physical Damage Coverage of
Comprehensive, Specified Causes
of Loss, or Coll ision is provided
under this Coverage Form for any
"auto" you own, then the Physical
Damage Coverage(s) provided is
extended to "autos" you hire
without a driver or your employee
hires, without a driver, at your
direction, for the purpose of
conducting your business, for a
period of 30 days or less, of like
kind and use as the "autos" you
own, subject to the following:

The most we will pay for any one
loss is the lesser of the following:
a. $50,000 per accident, or
b. cash value, or
c. the cost of repair,
minus the deductible equal to the
lowest deductible applicable to
any owned "auto" for that
coverage. Any deductible shown
in the Declarations does not apply
to "loss" caused by fire or
lightning. Subject to the limit and
deductible stated above, we will
provide coverage equal to the
broadest coverage provided to
any covered "auto" you own, that
is applicable to the loss.

If the loss arises from an accident
for which you are legally liable
and the lessor incurs an actual
financial loss from that accident,
we will cover the lessors actual
financial loss of use of the hired
"auto" for a period of up to seven
consecutive days from the date of
the accident, subject to a limit of
$1,000 per accident.

AUDIO, VISUAL AND DATA

ELECTRONIC EQUIPMENT COVERAGE
The following is added to SECTION Ill -
PHYSICAL DAMAGE COVERAGE, A.

COVERAGE:

6. Audio, Visual and Data Electronic
Equipment Coverage
We will pay for "loss" to any
electronic equipment that receives

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright, Insurance Services Office, Inc., 1996

Restricted
or transmits audio, visual or data
signals and that is not designed
solely for the reproduction of
sound. This coverage applies
only if the equipment is
permanently installed in the
covered "auto" at the time of the
"loss" or the equipment is
removable from a housing unit
which is permanently installed in
the covered auto at the time of
the "loss", and such equipment is
designed to be solely operated by
use of the power from the "auto s"
electrical system, in or upon the
covered "auto", including its
antennas and other accessories.

However , this does not include
tapes, records or discs.

The exclusions that apply to

PHYSICAL DAMAGE COVERAGE,
except for the exclusion relating to
Audio, Visual and Data Electronic
Equipment, also apply to coverage
provided herein. In addition, the
following exclusions apply:

We will not pay , under this
coverage, for either any electronic
equipment or accessories used
with such electronic equipment
that is:

1. Necessary for the normal
operation of the covered
"auto" or the monitoring of
the covered "auto s"
operating system; or

2. Both:
a. An integral part of the
same unit housing any
sound reproducing
equipment designed
solely for the
reproduction of sound if
the sound reproducing
equipment is permanently
installed in the covered
"auto", and
b. Permanently installed
in the opening of the dash
or console normally used
by the manufacturer for
the installation of a radio.

With respect to coverage herein,
the LIMIT OF INSURANCE
provision of PHYSICAL DAMAGE
COVERAGE is replaced by the
following:

1. The most we will pay for all
"loss" to audio, visual or data
electronic equipment and any
accessories used with this
equipment as a result of any
one "accident" is the lesser of
a. The actual cash value of
the damaged or stolen
property as of the time of
the "loss"; or
b. The cost of repairing or
replacing the damaged or
stolen property with other
property of like kind and
quality; or
C. $500.

2. An adjustment for
depreciation and physical
condition will be made in
determining actual cash value
at the time of the "loss".

3. Deductibles applicable to

PHYSICAL DAMAGE
COVERAGE, do not apply
to this Audio, Visual and Data
Electronic Equipment
Coverage.

If there is other coverage provided
by this policy for audio, visual and
data electronic equipment, the
coverage provided herein is

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97) Page 5 of7
Restricted
Hanover
Tho
Jnsurance Group-
AWAJ530805 2909783
excess. However, you may elect
to apply the Ii m it or any portion
thereof of coverage provided
herein to pay any deductible that
is applicable under the provisions
of the other coverage.

12. RENTAL REIMBURSEMENT and

MATERIAL TRANSFER EXPENSE
The following is added to SECTION 111 -
PHYSICAL DAMAGE COVERAGE, A.

COVERAGE:

7. Rental Reimbursement and
Material Transfer Expense
This coverage provides only those
Physical Damage Coverages
where a premium is shown in the
Declarations. It applies only to a
covered "auto" described or
designated to which the Physical
Damage Coverages apply.

We will pay for auto rental
expenses and the expenses,
incurred by you because of "loss"
to a covered "auto", to remove
and transfer your materials and
equipment from the covered
"auto" . Payment applies in
addition to the otherwise
applicable amount of each
coverage you have on a covered
"auto". No deductibles apply to
this coverage.

We will pay only for those auto
rental expenses incurred during
the policy period beginning 24
hours after the "loss" and ending,
regardless of the policy s
expiration, with the lesser of the
following number of days:

1. The number of days
reasonably required to
repair or replace the
covered"auto". If loss is
caused by theft, this
number of days is added
to the number of days it
takes to locate the covered
"auto" and transport it to a
repair shop.

2. 60 days.

Our payment is limited to the
lesser of the following amounts:

1. Necessary and actual
expenses incurred,
including loss of use.

2. $3000.

This auto rental expense coverage
does not apply while there are
spare or reserve "autos" available
to you for your operations.

If "loss" results from the total theft
of a covered "auto" of the private
passenger type, we will pay under
this coverage only that amount of
your rental reimbursement
expenses which is not already
provided for under the SECTION
Ill - PHYSICAL DAMAGE
COVERAGE, A. 4. Coverage
Extension.

13. AIRBAG COVERAGE
SECTION Ill -
PHYSICAL DAMAGE COVERAGE, B.

Exclusions, paragraph 3.

The portion of this exclusion relating to
mechanical or electrical breakdown does
not apply to the accidental discharge of an
airbag. This coverage is excess of other
collectible insurance or warranty. No
deductible applies to this Airbag
Coverage.

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Copyright, Insurance Services Office, Inc., 1996
461-0155 (9-97) Page 6 of 7
Restricted

14. AUTO LOAN PHYSICAL DAMAGE

EXTENSION
The following is added to SECTION Ill -
PHYSICAL DAMAGE COVERAGE, C. Limit
Of Insurance provision:

When a "loss" results in a total loss to a
covered auto you own for which a Loss
Payee is designated in this policy, the
most we will pay for "loss" in any one
"accident" is the greater of:

1. The actual cash value of the
damaged or stolen property as of
the time of the "loss"; or

2. The outstanding balance of the
initial loan, less any amounts for
taxes, overdue payments, overdue
payment charges, penalties,
interest , any charges for early
termination of the loan, costs for
Credit Life Insurance, Health,
Accident or Disability Insurance
purchased with the loan, and
carry-over balances from previous
loans.

15. AUTO LEASE PHYSICAL DAMAGE

EXTENSION
The following is added to SECTION Ill -
PHYSICAL DAMAGE COVERAGE, C. Limit
Of Insurance provision:

If, because of damage, destruction or theft
of a covered "auto", which is a long-term
leased "auto", the lease agreement
between you and the lessor is terminated,
"we" will pay the difference between the
amount paid under paragraph C. LIMIT OF
INSURANCE 1. or 2. and the amount due
at the time of "loss" under the terms of
the lease agreement applicable to the
leased "auto" which you are required to
pay: less any fees to dispose of the auto;
any overdue payments; financial penalties
imposed under a lease for excessive use,
abnormal wear and tear or high mileage;
security deposits not refunded by the
lessor; cost for extended warranties,
Credit Life Insurance, Health, Accident or
Disability Insurance purchased with the
loan; and carry over balances from
previous leases.

This coverage applies only to the initial
lease for the covered "auto" which has not
previously been leased. This coverage is
excess over all other collectible
insurance.

SECTION IV - CONDITIONS

16. DUTIES IN THE EVENT OF ACCIDENT,

CLAIM, SUIT OR LOSS
The following is added to SECTION IV -
BUSINESS AUTO CONDITIONS, A. Loss
Conditions, 2. Duties In The Event Of
Accident, Claim, Suit Or Loss:
d. Knowledge of any "accident",
claim, "suit" or "loss" will be
deemed knowledge by you when
notice of such "accident",
claim, "suit" or "loss" has been
received by:
(1) You, if you are an individual;
(2) Any partner or insurance
manager if you are a
partnership; or
(3) An executive officer or
insurance manager if you are
a corporation.

17. BLANKET WAIVER OF SUBROGATION
Paragraph 5. Transfer Of Rights Of
Recovery Against Others To Us, SECTION
IV - BUSINESS AUTO CONDITIONS, A.

Loss Conditions is replaced by the
following:

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright, Insurance Services Office, Inc., 1996

Restricted
Hanover
The
Insurance Group-
AWAJ530805 2909783

5. Transfer Of Rights Of Recovery
Against Others To Us
If any person or organization to or
for whom we make payment
under this Coverage Form has
rights to recover damages from
another, which have not been
waived through the execution of
an "insured contract", written
agreement, or permit, prior to the
"accident" or "loss" giving rise to
the payment, those rights to
recover damages from another
are transferred to us. That person
or organization must do
everything necessary to secure
our rights and must do nothing
after the "accident" or "loss" to
impair them.

18. UNINTENTIONAL FAILURE TO

DISCLOSE INFORMATION
The following is added to SECTION IV
BUSINESS AUTO CONDITIONS. B.

General Conditions, paragraph 2.

Concealment, Misrepresentation Or Fraud:

Your unintentional error in disclosing,
or failure to disclose, any material fact
existing after the effective date of this
Coverage Form shall not prejudice
your rights under this Coverage Form.

However, this provision does not affect
our right to collect additional premium
or exercise our right of cancellation or
nonrenewal.

19. HIRED AUTO -WORLDWIDE

COVERAGE
The following is added to SECTION IV -
Business Auto Conditions, B. General
Conditions, paragraph 7. Policy Period,
Coverage Territory provision:
e. Outside the coverage territory
described in a., b., c., and d.
above for an "accident" or "loss"
resulting from the use of a
covered "auto" you hire, without a
driver, or your employee hires
without a driver, at your direction,
for the purpose of conducting your
business, for a period of 30 days
or less, provided the suit is
brought within The United States
of America or its territories or
possessions.

SECTION V - DEFINITIONS

20. MENTAL ANGUISH
Paragraph C. "Bodily injury", SECTION V -
DEFINITIONS is replaced by the following:

C. "Bodily injury" means bodily injury,
sickness or disease sustained by a
person including death or mental
anguish resulting from any of these.

Restricted
AWAJ530805 2909783
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED - PRIMARY AND NON-CONTRIBUTORY This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE PART
A. The following is added to SECTION II - Primary and Non-Contributory LIABILITY COVERAGE, Paragraph A.1. Who Is If you agree in a written contract, written An Insured: agreement or written permit that the insurance Additional Insured if Required by Contract
If you agree in a written contract, written agreement or written permit that a person or provided to a person or organization whoqualifies as an additional "insured" under SECTION II - LIABILITY COVERAGE, Paragraph
organization be added as an additional A.1. Who Is An Insured, subparagraph "insured" under this Coverage Part, such Additional Insured if Required by Contract is person or organization is an "insured"; but only to the extent that such person or organization qualifies as an "insured" under paragraph A.1.c. primary and non-contributory, the followingapplies:

The liability coverage provided by this Coverage
of this Section. Part is primary to any other insurance available If you agree in a written contract, written agreement or written permit that a person or organization be added as an additional "insured" under this Coverage Part, the most to the additional "insured" as a Named Insured.We will not seek contribution from any other insurance available to the additional "insured" except:
we will pay on behalf of such additional (1) For the sole negligence of the additional "insured" is the lesser of: "insured"; or
(1) The Limits of Insurance for liability coverage (2) For negligence arising out of the ownership, specified in the written contract, written maintenance or use of any "auto" not owned agreement or written permit; or by the additional "insured" or by you, unless (2) The Limits of Insurance for Liability Coverage shown in the Declarations applicable to this Coverage Part. that "auto" is a "trailer" connected to an"auto" owned by the additional "insured" or by you; or Such amount shall be part of and not in addition to the Limits of Insurance shown in the Declarations applicable to this Coverage Part. (3) When the additional "insured" is also an additional "insured" under another liability policy.

Regardless of the number of covered "autos", C. This endorsement will apply only if the "insureds", premiums paid, claims made or "accident" occurs:vehicles involved in the "accident", the most we will pay for the total of all damages and 1. During the policy period;

2. Subsequent to the execution of the written
"covered pollution cost or expense" combinedresulting from any one "accident" is the Limit of Insurance for Liability Coverage shown in theDeclarations.

B. The following is added to SECTION IV -

3. Prior to the expiration of the period of time that the written contract, written agreement BUSINESS AUTO CONDITIONS, Paragraph B. or written permit requires such insurance to General Conditions, subparagraph 5. Other
Insurance:
be provided to the additional "insured".

D. Coverage provided to an additional "insured" will not be broader than coverage provided to any other "insured" under this Coverage Part.

ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. contract or written agreement or the
issuance of the written permit; and

Restricted
461-0478 12 12 Includes copyrighted material of ISO Insurance Services Office, Inc., with its permission Page 1 of 1

475-0003 12 14 Page 4
Includes copyrighted material of Insurance Services Office, Inc. with its permission Original Insured
Issued 08/29/2023
Restricted

SCHEDULE OF UNDERLYING POLICIES

CARRIER, POLICY NUMBER & PERIOD TYPE OF POLICY APPLICABLE LIMITS OR AMOUNT OF INSURANCE (a) Carrier: HANOVER AMERICAN INSURANCE $1,000,000 Occurrence/ Each Claim

COMPANY
Policy Number: ZZA J530557 00 $1,000,000 Personal Injury Policy Period: 08/27/2023 TO 08/27/2024 $1,000,000 Advertising Injury $2,000,000 General Aggregate
$2,000,000 Product/Completed Operations
Commercial General Liability
Owned Autos
Non-owned & Hired Autos
Aggregate
(b) Carrier: ALLMERICA FINANCIAL BENEFITS Bodily Injury and Property Damage Liability Combined:

Policy Number: AWA J550805 00 $1,000,000 Each Accident
Policy Period: 08/27/2023 TO 08/27/2024 Bodily Injury
Comprehensive Automobile
Liability including
Owned Autos
Non-Owned & Hired Autos
$ Each Person
$ Each Accident
Property Damage:
$ Each Accident
(b) Carrier: HANOVER INSURANCE COMPANY Bodily Injury and Property Damage Liability Combined:

Policy Number: AHA J494149 00 $1,000,000 Each Accident
Policy Period: 08/27/2023 TO 08/27/2024 Bodily Injury
Comprehensive Automobile
Liability including
Owned Autos
Non-Owned & Hired Autos
$ Each Person
$ Each Accident
Property Damage:
$ Each Accident
(c) Carrier:

Policy Number:

Policy Period:

Garage Liability
Dealers
Service
Bodily Injury and Property Damage Liability Combined:

Each Accident
Garage Operations
$ Auto Only
$ Other than Auto Only
$ Aggregate
Garage Operations
$ Other than Auto Only
An “X” marked in the box provided indicates these broadening or optional coverage are provided in the Underlying Insurance Insured: SMARTWAVE TECHNOLOGIES LLC
Effective on and after 08/27/2023 12:01 A.M. Standard Time This Schedule is part of Policy Number: UHA J530564 00

475-0003 12 14 Page 5
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(d) Carrier: ALLMERICA FINANCIAL BENEFITS
Policy Number: W2A J489408 00
Policy Period: 08/27/2023 TO 08/27/2024
Standard Workers’ Compensation
& Employers’ Liability
NEW YORK ONLY:

The Umbrella Coverage for
Workers’ Compensation and
Employers Liability is not
applicable in situations where an
employee is subject to the New
York Workers’ Compensation Law.

Coverage B – Employers Liability
Bodily Injury by Accident
$1,000,000 Each Accident
Bodily Injury by Disease
$1,000,000 Each Employee
$1,000,000 Aggregate
(d) Carrier: ALLMERICA FINANCIAL BENEFITS
Policy Number: WMA J530562 00
Policy Period: 08/27/2023 TO 08/27/2024
Standard Workers’ Compensation
& Employers’ Liability
NEW YORK ONLY:

The Umbrella Coverage for
Workers’ Compensation and
Employers Liability is not
applicable in situations where an
employee is subject to the New
York Workers’ Compensation Law.

Coverage B – Employers Liability
Bodily Injury by Accident
$1,000,000 Each Accident
Bodily Injury by Disease
$1,000,000 Each Employee
$1,000,000 Aggregate
(e) Carrier: Liquor Liability $ Each Common Cause
Policy Number: $ Other
Policy Period: $ Aggregate
$ Other
(f) Carrier:

Policy Number:

Professional Liability $ Each Occurrence
$ Each Claim
Policy Period: $ Other
$ Aggregate
$ Other
(g) Carrier: Directors & Officers Liability $ Each Occurrence Policy Number: $ Each Claim
Policy Period: $ Other
$ Aggregate
$ Other
(h) Carrier: Stop Gap Liability Bodily Injury by Accident Policy Number: $ Each Accident
Policy Period: Bodily Injury by Disease
$ Each Employee
$ Aggregate
(i) Carrier:

Policy Number:

Abuse and Molestation $ Each Occurrence
$ Each Claim
Policy Period: $ Other
$ Aggregate

475-0003 12 14 Page 6
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Issued 08/29/2023
Restricted
(j) Carrier: Foreign $ Each Occurrence
Policy Number: $ Each Claim
Policy Period: $ Other
$ Aggregate
(k) Carrier:

Policy Number:

Policy Period:

Employee Benefits Liability $ Each Occurence
$ Each Claim
$ Other
$ Aggregate
(l) Carrier: Other $ Each Occurrence
Policy Number:

Policy Period:
$ Each Claim
$ Other
$ Aggregate
An “X” marked in the box provided indicates these broadening or optional coverage are provided in the Underlying Insurance Countersigned By: Date:

Authorized Representative of the Company

UHA J530564 00 2909783
475-0001 12 22 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright 2022 The Hanover Insurance Company. All Rights Reserved.

Restricted

HANOVER COMMERCIAL FOLLOW FORM EXCESS AND

UMBRELLA POLICY

TABLE OF REFERENCE
Beginning on Page
I. INSURING AGREEMENTS

1. Coverage A - Follow Form Excess Liability Insuring Agreement

2. Coverage B - Umbrella Liability Insuring Agreement
II. DEFENSE AND SETTLEMENT

1. Coverage A - Follow Form Excess Liability Defense and Settlement

2. Coverage B - Umbrella Liability Defense and Settlement III. WHO IS AN INSURED

1. Coverage A - Follow Form Excess Liability Who Is An Insured

2. Coverage B - Umbrella Liability Who Is An Insured
IV. COVERAGE TERRITORY

1. Coverage A - Follow Form Excess Liability

2. Coverage B - Umbrella Liability
V. SUPPLEMENTAL PAYMENTS
Applicable to Both Coverage A - Follow Form Excess Liability and Coverage B - Umbrella Liability
VI. LIMITS OF INSURANCE
Applicable to Both Coverage A - Follow Form Excess Liability and Coverage B - Umbrella Liability
VII. EXCLUSIONS
2 2
3 4
4 4
5 5
5 6

1. Applicable to Both Coverage A - Follow Form Excess Liability and Coverage B - Umbrella Liability
Applicable to Coverage A - Follow Form Excess Liability Only Applicable to Coverage B - Umbrella Liability Only
7 2.

3. 8
10 VIII.CONDITIONS
Applicable to Both Coverage A - Follow Form Excess Liability and Coverage B - Umbrella Liability
IX. DEFINITIONS
Applicable to Both Coverage A. Follow Form Excess Liability and Coverage B.

Umbrella
12 15

475-0001 12 22 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright 2022 The Hanover Insurance Company. All Rights Reserved.

UHA J530564 00 2909783
Restricted

HANOVER COMMERCIAL FOLLOW FORM EXCESS AND

UMBRELLA POLICY
Various provisions of this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered.

We will not pay sums or perform acts or services unless explicitly provided for in this policy.

Throughout this policy the words you and your refer to the Named Insured shown in the Declarations and any other person or organization qualifying as a Named Insured under this policy. The words we, us and our refer to the Company providing this insurance.

Other words and phrases that appear in quotation marks have special meaning. Refer to the Definitions Section of this policy.

I. INSURING AGREEMENTS

1. Coverage A - Follow Form Excess Liability
Insuring Agreement
a. We will pay on behalf of the insured those
sums in excess of the "underlying insurance"
which the insured becomes legally obligated
to pay as damages, provided:
(1) Such damages are covered by
"underlying insurance";
(2) The event which triggers coverage on
the "underlying insurance" takes place
during the policy period of this
insurance, and
(3) The applicable Limit of Insurance of the
"underlying insurance" is exhausted by
payment of judgments, settlements,
related costs or expenses for damages
also covered under this policy. We will
not pay if the Limit of Insurance of
"underlying insurance" is exhausted by
payment for damages to which this
insurance does not also apply.
b. We will not pay damages that the "underlying
insurance" does not pay for any reason other
than exhaustion of limits of the "underlying
insurance" by payment of judgments,
settlements, related costs or expenses.
c. The terms and conditions of the "underlying
insurance" in effect at the inception of this
policy apply unless they are inconsistent with
the terms and conditions of this policy.
d. The amount we will pay for damages is
limited as described in section VI. LIMITS
OF INSURANCE.
e. We have no obligation under this insurance
with respect to any claim or "suit" settled
without our consent.
f. This policy does not apply to any part of loss
within the Limit of Insurance of "underlying
insurance", or any related costs or
expenses.
g. No other obligation or liability to pay sums or
perform acts or services is covered unless
explicitly provided for under section
II. DEFENSE AND SETTLEMENT and
section V. SUPPLEMENTAL PAYMENTS.

2. Coverage B - Umbrella Liability Insuring
Agreement
a. We will pay on behalf of the insured those
sums in excess of the "retained limit" shown
in the Declarations which the insured
becomes legally obligated to pay as
damages because of "bodily injury",
"property damage", "personal injury" and
"advertising injury" to which this coverage
applies, provided:
(1) The:
(a) "Bodily injury" or "property damage"
is caused by an "occurrence"; or
(b) "Personal injury" and "advertising
injury" is caused by an offense
arising out of your business;
Which took place within the coverage
territory as described in section IV.

COVERAGE TERRITORY;
(2) The "bodily injury" or "property damage"
occurs during the policy period, and the
offense causing "personal injury" or
"advertising injury" is first committed
during our policy period; and
(3) Prior to the policy period, no insured and
no "employee" authorized by you to give
or receive notice of an "occurrence",
offense or claim, knew that the "bodily
injury", "property

UHA J530564 00 2909783
475-0001 12 22 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright 2022 The Hanover Insurance Company. All Rights Reserved.

Restricted
a. We have the right and duty to defend the
insured against any "suit' because of "bodily
injury", "property damage", "personal injury"
or "advertising injury" to which this insurance
applies, even if such "suit" is groundless,
false or fraudulent. We have no duty to
defend any person or organization against
any claim or "suit":
(1) To which this insurance does not apply;
or
(2) If any other insurer has a duty to defend.
b. Where we have the duty to defend, we may,
at our discretion, investigate any
"occurrence" or offense and settle any claim
or "suit".
c. Where we have no duty to defend, we have
the right to participate in the investigation
and settlement of any claim, and defense of
any "suit", that we feel may create liability on
our part under the terms and conditions of
this policy. If we exercise this right, we will
do so at our own expense.
d. Our duty to defend ends when we have used
up the applicable Limit of Insurance in the
payment of judgments or settlements.

However, if the Limits of Insurance of any
"underlying insurance" are reduced by
defense or claim expense under the terms of
that policy, then our duty to defend ends
when we have used up the applicable Limit
of Insurance in the payment of judgments,
settlements, and defense or claim expense
as defined in the "underlying insurance".

III. WHO IS AN INSURED

1. Coverage A - Follow Form Excess Liability
Who Is An Insured:

The following persons or organizations qualify as
an insured:
a. The named insured stated in Item 1 of the
Declarations; and
b. Any other person or organization qualifying
as an insured under the "underlying
insurance" but not beyond the extent of any
limitation imposed under any contract or
agreement.

If coverage provided to an Additional Insured
is required by contract or agreement, the
most we will pay on behalf of the Additional
Insured is the amount of insurance required
by the contract, less any amounts payable
by "underlying insurance".

Additional Insured coverage provided by this
insurance will not be broader than
coverage provided by the "underlying
insurance". The inclusion of Additional
Insureds does not increase the Limit of
Insurance.

2. Coverage B - Umbrella Liability Who Is An
Insured:
a. If you are designated in the Declarations as:
(1) An individual, you and your spouse are
insureds, but only with respect to the
conduct of a business of which you are
the sole owner.
(2) A partnership or joint venture, you are an
insured. Your members, your partners,
and their spouses are also insureds, but
only with respect to the conduct of your
business.
(3) A limited liability company, you are an
insured. Your members are also
insured's, but only with respect to the
conduct of your business. Your
managers are insureds, but only with
respect to their duties as your managers.
(4) An organization other than a
partnership, joint venture or limited
liability company, you are an insured.

Your "executive officers" and directors
are insureds, but only with respect to
their duties as your officers or directors.

Your stockholders are also insureds,
but only with respect to their liability as
stockholders.
(5) A trust, you are an insured. Your
trustees are also insureds, but only with
respect their duties as trustees.
b. Each of the following is also an insured:
(1) Your "volunteer workers" only while
performing duties related to the conduct
of your business, or your "employees",
other than your "executive officers" (if
you are an organization other than a
partnership, joint venture or limited
liability company) or your managers (if
you are a limited liability company), but
only for acts within the scope of their
employment by you or while performing
duties related to the conduct of your
business. However, none of these
"employees" or "volunteer workers" is
an insured for:
(a) "Bodily injury", "personal injury" or
"advertising injury":

475-0001 12 22 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

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UHA J530564 00 2909783
Restricted
(i) To you, to your partners or
members (if you are a
partnership or joint venture), to
a co-"employee" while in the
course of his or her employment
or performing duties related to
the conduct of your business, or
to your other "volunteer
workers" while performing
duties related to the conduct of
your business;
(ii) To the spouse, child, parent,
brother or sister of the
"employee" or "volunteer
worker" as a consequence of
paragraph (a)(1) above;
(iii) For which there is any
obligation to share damages
with or repay someone else
who must pay damages
because of the injury described
in paragraphs (a)(1) or (a)(2)
above; or
(iv) Arising out of his or her
providing or failing to provide
professional health care
services.
(b) "Property Damage" to property:
(i) Owned, occupied or used by;
(ii) Rented to, in the care, custody
or control of, or over which
physical control is being
exercised for any purpose by;
you, any of your "employees",
"volunteer workers", any partner or
member (if you are a partnership or
joint venture), or any member (if you
are a limited liability company).
(2) Any person (other than your "employee"
or "volunteer worker"), or any
organization while acting as your real
estate manager.
(3) Any person or organization having
proper temporary custody of your
property if you die, but only:
(a) With respect to liability arising out of
the maintenance or use of that
property; and
(b) Until your legal representative has
been appointed.
(4) Your legal representative if you die, but
only with respect to duties as such. That
representative will have all your rights
and duties under this Coverage Part.
c. Any organization you newly acquire or form,
other than a partnership, joint venture or
limited liability company, and over which you
maintain ownership or a majority interest, will
qualify as a Named Insured if there is no
other similar insurance available to that
organization. However,
(1) Coverage under this provision is
afforded only until the 90th day after you
acquire or form the organization or the
end of the policy period, whichever is
earlier.
(2) Coverage does not apply to "bodily
injury" or "property damage" that
occurred before you acquired or formed
the organization; and
(3) Coverage does not apply to "personal
injury" and "advertising injury" arising
out of an offense committed before you
acquired or formed the organization.

No person or organization is an insured with
respect to the conduct of any current or past
partnership, joint venture or limited liability
company that is not shown as a Named
Insured in the Declarations.

IV. COVERAGE TERRITORY

1. Coverage A - Follow Form Excess Liability:

With respect to Coverage A - Follow Form
Excess Liability, this insurance applies
anywhere that the applicable "underlying
insurance" applies.

2. Coverage B - Umbrella Liability :

With respect to Coverage B - Umbrella
Liability, this insurance applies anywhere in the
world, with the exception of any country or
jurisdiction subject to sanctions or embargo by
the United States of America.

V. SUPPLEMENTAL PAYMENTS
Applicable to Both Coverage A - Follow Form
Excess Liability and Coverage B - Umbrella
Liability

1. We will pay the following expenses in addition to
the Limit of Insurance with respect to any claim
we investigate or settle, or any "suit" against an
insured we defend, to the extent such expenses
are not covered by "underlying insurance" or
"other insurance":
a. All expenses we incur.
b. Up to $2,000 for cost of bail bonds required
because of accidents or traffic law violations
arising out of the use of any vehicle to which
this coverage applies. We do not have to
furnish these bonds.

UHA J530564 00 2909783
475-0526 01 18 Page 1 of 1Includes copyrighted material of Insurance Services Office, Inc. with its permission.

Copyright 2017 The Hanover Insurance Group, Inc. All Rights Reserved.

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THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET WAIVER OF TRANSFER OF RIGHTS OF RECOVERY

AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:

HANOVER COMMERCIAL FOLLOW FORM EXCESS AND UMBRELLA POLICY The following is added to section VIII. CONDITIONS, 19. Transfer of Your Rights and Duties Under this Policy:

To the extent required by contract, we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" for that person or organization and included in the "products-completed operations hazard".

ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED.

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W2AJ489408 2909783

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.)
This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.

Schedule

AZ, GA, IL, ID, IA, LA, NE

THIS ENDORSEMENT APPLIES AS A BLANKET WAIVER

OF SUBROGATION FOR THOSE PARTIES HAVING A WRITTEN

CONTRACT WITH THE POLICYHOLDER REQUIRING A WAIVER

OF SUBROGATION FOR WORKERS COMPENSATION COVERAGE OF THE POLICYHOLDERS EMPLOYEES.

This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.)

KKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKKK
000417
WC 00 03 13
(Ed. 4-84) Copyright 1983 National Council on Compensation Insurance.

Endorsement Effective Policy No. Endorsement No.

Insured
Insurance Company Countersigned by
Premium

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8. RFQ# 240021

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CITY OF TUCSON

REQUEST FOR QUALIFICATIONS
240021

JOC FOR DESIGN, INSTALLATION AND MAINTENANCE OF POINT-

TO-POINT/POINT-TO-MULTIPOINT WIRELESS BACKHAUL
Due Date: Tuesday, November 14, 2023
City of Tucson
255 W Alameda St
Tucson, AZ 85701
Procurement portal
https://secure.procurenow.com/portal/tucson-az
Public Portal https://secure.procurenow.com/portal/tucson- az/projects/61377
PUBLISH DATE: October 18, 2023

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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Attachments:

A - OFFER_AND_ACCEPTANCE_RFQ
B - SBE Provisions

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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A. Notice
A.1. CITY OF TUCSON
NOTICE OF REQUEST FOR QUALIFICATIONS NO 240021
JOC for Design, Installation and Maintenance of Point-to-Point/Point-to-Multipoint Wireless Backhaul The City of Tucson is conducting a competitive One-Step Process to retain approximately up to two (2)contractors for a Job Order Contract (JOC) to provide JOC for Design, Installation and Maintenance of Point-to-Point/Point-to-Multipoint Wireless Backhaul. Individual job orders should not exceed two- hundred and fifty thousand dollars ($250,000) and the estimated budget for the first year is six-hundred thousand dollars ($600,000). The term of this contract will be one year with FOUR (4) one-year renewal options. Services will be requested on an as-needed, if-needed basis and the resultant contract is neither exclusive nor a commitment by COT that the Contractor’s services will be required.

COT invites interested firms to submit written Statements of Qualifications (SOQ’s) relating to this solicitation. A Screening Committee will evaluate firms’ qualifications and experience with similar projects.

SUBMITTAL DUE DATE: Tuesday, November 14, 2023 AT 2:00 P.M. LOCAL AZ TIME PRE-SUBMITTAL CONFERENCE DATE: Wednesday, November 1, 2023 TIME: 11:00 am LOCAL AZ TIME
LOCATION: Microsoft Teams meeting Join on your computer, mobile app or room device Meeting ID:
212
689 645 976 Passcode: 6CByeT Download Teams | Join on the web tel:+1 213 293- 2303,,434079341#
Microsoft Teams Link
QUESTIONS SHALL BE DIRECTED TO: Casey Adams
(520) 837-4128
[email protected]
Publication Dates: Wednesday, October 18, 2023 and Wednesday, October 25, 2023 Posted Date: Wednesday, October 18, 2023

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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B. Introduction
B.1. Summary
The City of Tucson Information Technology Department is seeking proposals for the design, installation, monitoring and maintenance of licensed and unlicensed point-to-point and point-to-multipoint wireless links. These links will provide an extension of the City's network to locations where there is no fiber, or redundancy to locations with existing connections both inside and outside city limits.

B.2. Contact Information
Casey Adams
Senior Contract Officer
Email: [email protected]
Phone: (520) 837-4128
Department:

Information Technology

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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C. Scope of Work
C.1. Required Services
Bidder shall provide complete end-to-end point-to-point or point-to-multipoint wireless solutions which may require the following:
 Site surveys and field investigation to verify installation requirements and path obstructions/line-of-site.
 Survey reports which may include path maps, terrain profiles, link budgets, antenna heights, path reliability calculations, etc.
 Design drawings which may include installation diagrams, tower elevations, equipment specifications, etc.
 Record drawings ("as-builts") following a final inspection and resolution of any punch list items.  Installation, including masts, mounts, ballast blocks, grounding and lightning protection, conduit and roof support blocks for conduit, hardware, network and fiber cable, etc.  Installation of monopoles or free-standing towers, including foundations and any required permits.
 Tower climbing and the use of aerial lifts.
 Remote monitoring. City of Tucson will support remote connectivity to individual IP addresses by VPN.
 Filing for FCC licensing, under City of Tucson's FRN, if applicable.

C.2. Equipment Requirements
 Vendor will offer various equipment options to provide appropriate and cost-effective solutions for differing requirements (path distance, licensed or unlicensed, bandwidths of 100 Mbps to >1 Gbps, reliability).
 Equipment must support out of band network management.

C.3. Maintenance and Support
 Include a minimum of a one-year full warranty for any newly installed link.  All warranty items, issues, and concerns shall be resolved at no charge to the City of Tucson.

This shall include, but not limited to, parts, freight, travel, labor, etc.  Include an option to renew maintenance services for all active links on an annual basis.

Maintenance fees are not expected to include equipment spares/replacement costs.  Warranty all parts and services provided by any subcontractor as if supplied by the bidder.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
 All equipment furnished under the scope of this contract shall be new, current technology, and not approaching end-of-life. Equipment shall be a standard product of the manufacturer of the component to be furnished.
 Provide standard maintenance services from 8 AM to 4 PM Mountain Standard Time, Monday through Friday (excluding City of Tucson holidays), with a response time of 4 business hours and a restoration time of 24 hours.
 Provide an option for 24/7/365 maintenance services on select critical links, with a response time of 2 hours and a restoration time of 6 hours.
 Maintain a local supply of critical equipment spares.  Bidders are encouraged to separately offer information and pricing regarding products and services related to this proposal.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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D. Instruction to Offerors
D.1. DEFINITION OF KEY WORDS USED IN THE SOLICITATION:

For purposes of this solicitation and subsequent contract, the following definitions shall apply:

City (COT): The City of Tucson, Arizona
Contract: The legal agreement executed between the City and the Contractor/Contractor.

Contractor/Consultant: The individual, partnership, or corporation who, as a result of the competitive solicitation process, is awarded a contract by the City.

Contract Representative: The City employee or employees who have specifically been designated to act as a contact person or persons to the Contractor, and is responsible for monitoring and overseeing the Contractor's performance under this Contract.

Director of Business Services: The contracting authority for the City, authorized to sign contracts and addenda thereto on behalf of the City.

May: Indicates something that is not mandatory but permissible.

Offeror: The individual, partnership, or corporation who submits a proposal in response to a solicitation.

Shall, Will, Must: Indicates a mandatory requirement. Failure to meet these mandatory requirements, if they constitute a substantive requirement, may, at the City’s sole discretion, result in the rejection of a proposal as non-responsive.

Should: Indicates something that is recommended but not mandatory. If the Offeror fails to provide recommended information, the City may, at its sole option, ask the Offeror to provide the information or evaluate the proposal without the information.

D.2. PRE-SUBMITTAL CONFERENCE:

If scheduled, the date and time of a Pre-submittal conference is indicated in Notice. Attendance at this conference is not mandatory. Written minutes and/or notes will not be available, therefore attendance is encouraged. If an Offeror is unable to attend the Pre-submittal Conference questions may be submitted in writing. Offerors are encouraged to submit written questions, via electronic mail or through the question and answer portal, at least nine days prior to the Request for Qualifications due date to the Contract Officer listed above. The purpose of this conference will be to clarify the contents of this Request for Qualifications in order to prevent any misunderstanding of the City's position. Any doubt as to the requirements of this Request for Qualifications or any apparent omission or discrepancy should be presented to the City at this conference. The City will then determine the appropriate action necessary, if any, and may issue a written addendum to the Request for Qualifications. Oral statements or instructions will not constitute an addendum to this Request for Qualifications.

D.3. INQUIRIES:

Any question related to the Request for Qualifications shall be directed to the Contract Officer whose name appears above. An offeror shall not contact or ask questions of the department for whom the requirement is being procured. The Contract Officer may require any and all questions be submitted in

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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writing. Offerors are encouraged to submit written questions via electronic mail or through the question and answer portal, at least nine days prior to the submittal due date. Any correspondence related to a solicitation should refer to the appropriate Request for Qualifications number, page and paragraph number. Oral interpretations or clarifications will be without legal effect. Only questions answered by a formal written addendum to the Request for Qualifications will be binding.

D.4. ADDENDUM OF REQUEST FOR QUALIFICATIONS:

The Offeror shall acknowledge receipt of a Request for Qualifications Addendum by signing and submitting the document through the City’s online bidding system by the specified due date and time.

D.5. FAMILIARIZATION OF SCOPE OF WORK:

Before submitting a statement of qualifications, each Offeror shall familiarize itself with the Scope of Work, laws, regulations and other factors affecting contract performance. The Offeror shall be responsible for fully understanding the requirements of the subsequent Contract and otherwise satisfy itself as to the expense and difficulties accompanying the fulfillment of contract requirements. The submission of a statement of qualifications will constitute a representation of compliance by the Offeror.

There will be no subsequent financial adjustment, other than that provided by the subsequent Contract, for lack of such familiarization.

D.6. PREPARATION OF STATEMENT OF QUALIFICATIONS:

A. All submittals shall be on the forms provided in this Request for Qualifications package. It is permissible to copy these forms as required. Facsimiles or electronic mail proposals shall not be considered.

B. At a minimum, your statement of qualification should include the signed Offer form, acknowledge any solicitation addenda and your response to all evaluation criteria.

C. The Offer page shall be signed by a person authorized to submit an offer. An authorized signature on the Offer Page, solicitation Addendum(s), or cover letter accompanying the submittal documents shall constitute an irrevocable offer to sell the good and/or service specified herein. Offeror shall submit any additional requested documentation, signifying intent to be bound by the terms of the agreement.

D. The authorized person signing the submittal shall initial erasure, interlineations or other modifications on the submittal.

E. It is the responsibility of all offerors to examine the entire Request for Qualification package and seek clarification of any requirement that may not be clear and to check all responses for accuracy before submitting a response. Negligence in preparing a submittal confers no right of withdrawal after due date and time.

F. The City shall not reimburse the cost of developing, presenting, submitting or providing any response to this solicitation.

G. Offeror must list any subcontractors to be utilized in the performance of the services specified herein. For each subcontractor, details on respective qualifications must be included.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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D.7. SUBMITTAL FORMAT:

A statement of qualifications should be submitted on the forms and in the format specified in the solicitation. Any information that the offeror requested to be held as confidential shall be clearly marked as such. The material should be in sequence and related to the solicitation. The sections of the submittal should be organized, clearly identifiable, and should include a minimum of the following sections: the completed Offer Form, all signed addenda, and the offeror’s response to the Evaluation Criteria. Failure to include the requested information may have a negative impact on the evaluation of the offeror's submittal.

D.8. EXCEPTIONS TO CONTRACT PROVISIONS:

A response to any Request for Qualifications is an offer to contract with the City based upon the contract provisions contained in the City's Request for Qualifications, including but not limited to, the specifications, scope of services and any terms and conditions. Offerors who wish to propose modifications to the contract provisions must clearly identify the proposed deviations and any proposed substitute language in their submittal. However, the provisions of the Request for Qualifications cannot be modified without the express written approval of the Director or his designee. Proposed modifications or exception to the indemnification language herein shall not be considered. If an offer is returned with modifications to the contract provisions that are not expressly approved in writing by the Director or his designee, the contract provisions contained in the City’s Request for Qualifications shall prevail.

D.9. PUBLIC RECORD:

All statements of qualifications submitted in response to this Request for Qualifications shall become the property of the City and shall become a matter of public record available for review subsequent to the award notification.

D.10. CONFIDENTIAL INFORMATION:

The City of Tucson is obligated to abide by all public information laws. If an Offeror believes that any portion of a submittal, offer, specification, protest or correspondence contains information that should be withheld, a statement advising the Contract Officer of this fact should accompany the submission and the information shall be so identified wherever it appears. The City shall review all requests for confidentiality and may provide a written determination to designate specified documents confidential or the request may be denied. If the confidential request is denied, such information shall be disclosed as public information, unless the offeror submits a formal written objection.

D.11. CERTIFICATION:

By signature on the Offer page, solicitation Addendum(s), or cover letter accompanying the submittal documents, Offeror certifies:

A. The submission of the offer did not involve collusion or other anti-competitive practices.

B. The Offeror shall not discriminate against any employee or applicant for employment in violation of Federal or State law.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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C. The Offeror has not given, offered to give, nor intends to give at any time hereafter, any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, meal or service to a public servant in connection with the submitted offer.

D. The Offeror hereby certifies that the individual signing the submittal is an authorized agent for the Offeror and has the authority to bind the Offeror to the Contract.

D.12. WHERE TO SUBMIT STATEMENT OF QUALIFICAITONS:

In order to be considered, Offeror must, no later than the Offer Submittal Deadline, submit its Offer electronically through the City’s online bidding system, https://procurement.opengov.com/portalucson- az.

NOTE: THE ENTIRE OFFER MUST BE IN "“SUBMITTED"” STATUS IN THE CITY’S ONLINE BIDDING SYSTEM IN ORDER TO BE CONSIDERED. RESPONSES THAT HAVE BEEN CREATED IN THE SYSTEM, BUT THAT ARE NOT IN "“SUBMITTED"” STATUS BY THE OFFER SUBMITTAL DEADLINE WILL NOT BE CONSIDERED.

D.13. LATE SUBMITTALS:

Late submittals will be rejected.

D.14. OFFER PERIOD:

In order to allow for an adequate evaluation, the City requires an offer in response to this solicitation to be valid and irrevocable for ninety (90) days after the submittal due date and time.

D.15. OFFER & EXECUTION
Offerors shall submit the Offer & Acceptance page located in this RFQ with their submittal, acknowledging (i.e. signature) their intent to enter into negotiations on this solicitation. In addition, Offerors are reminded that if awarded a contract they will be required to agree to the Standard Terms and Conditions for Construction. As such, any exceptions to the Terms and Conditions shall be identified in the Offerors submittal.

D.16. WITHDRAWAL OF SUBMITTAL:

At any time prior to the specified solicitation due date and time, an offeror may formally withdraw the submittal by a written letter, facsimile or electronic mail from the Offeror or a designated representative.

Telephonic or oral withdrawals shall not be considered.

D.17. CONTRACT NEGOTIATIONS:

At the completion of the evaluation process, the City may enter into negotiations with the top ranked Offeror to determine fees, and to negotiate any other portion of the Contract deemed by the City to be necessary. In the event that the City is not able to negotiate successfully with the top ranked Offeror, the City shall cease negotiations with that Offeror and either begin negotiations with the next ranked Offeror or may choose to cancel the solicitation in its entirety. In the event that the City is not able to

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
negotiate successfully with the next ranked Offeror, the City shall cease negotiations with that Offeror and either begin negotiations with the third ranked Offeror or may choose to cancel the solicitation in its entirety. Award shall be made to the Offeror whose submittal and subsequent negotiation is most advantageous to the City
D.18. VENDOR APPLICATION:

Prior to the award of a Contract, the successful offeror shall register with the City’s Business Services Department. Registration can be completed at http://www.tucsonprocurement.com/ by clicking on Vendor Services. Please note that email notifications of newly published solicitations and addenda will be provided to those vendors that select email as their preferred delivery method in their vendor record.

D.19. CITY OF TUCSON BUSINESS LICENSE:

It is the responsibility of the Contractor to have a City of Tucson Business License throughout the life of this contract or a written determination from the City's Business License Section that a license is not required. At any time during the contract, the City may request the Contractor to provide a valid copy of the business license or a written determination that a business license is not required. For questions contact the City's Business License Section at (520) 791-4566 or email at [email protected] D.20. UPON NOTICE OF INTENT TO AWARD:

The apparent successful offeror shall sign and file with the City, within five (5) days after Notice of Intent to Award, all documents necessary to the successful execution of the Contract.

D.21. AWARD OF CONTRACT:

Notwithstanding any other provision of the Request for Qualification, the City reserves the right to:

A. waive any immaterial defect or informality; or
B. reject any or all proposals, or portions thereof; or C. reissue the Request for Qualifications.

A response to this solicitation is an offer to enter into negotiations and contract with the City based upon the terms, conditions, and specifications contained in the City's solicitation. Submittals do not become contracts unless and until they are executed by the City's Director of Business Services and the City Attorney. All of the terms and conditions of the solicitation shall be incorporated in the Contract, unless any of the terms and conditions are modified by a solicitation addendum, a contract addendum, or by mutually agreed terms and conditions in the final contract documents D.22. SUBMITTAL RESULTS:

The name(s) of the successful offeror(s) will be posted on the Business Services Department’s Internet site at https://procurement.opengov.com/portalucson-az/contracts upon issuance of a Notice of Intent to Award or upon final contract execution.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
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D.23. PROTESTS:

A protest shall be in writing and shall be filed with the Director of Business Services. A protest of a Request for Qualification shall be received at the Business Services Department not less than five (5) working days before the Request for Qualification due date. A protest of a proposed award or of an award shall be filed within ten (10) days after issuance of notification of award or issuance of a notice of intent to award, as applicable. A protest shall include:

A. The name, address, and telephone number of the protestant; B. The signature of the protestant or its representative; C. Identification of the Request for Qualification or Contract number; D. A detailed statement of the legal and factual grounds of protest including copies of relevant documents; and
E. The form of relief requested.

D.24. EVALUATION PROCESS OVERVIEW:

All submittals shall be evaluated in accordance with Arizona Revised Statutes Title 34 Chapter 6 and the evaluation criteria stated herein. The evaluation process and contract award shall include:

D.25. REQUEST FOR QUALIFICATION
A. An appropriately qualified selection committee shall evaluate the statements of qualifications and performance data that are submitted in response to the City’s request for qualifications for the proposed contract.

B. If determined by the City and included by the City in the request for qualifications, conduct discussions with at least the number of persons or firms to be included on the short list as stated in the request for qualifications but not more than the number of persons or firms to be included on the short list plus two as specified in the request for qualifications regarding the contract and the relative methods of approach for furnishing the required professional services or construction services.

C. In order of preference, based on criteria established and published by the selection committee and included in the request for qualifications, select a short list of persons or firms the selection committee deems to be the most qualified to provide the professional services or construction services. The number of persons or firms on the short list shall be the number of persons or firms specified in the request for qualifications. Those firms may then be asked to provide Presentations/Interviews with the selection committee. Criteria for the Presentation/Interviews may be different than those listed in the RFQ with the Interviewees being provided the criteria and weighting prior to the Presentations/Interviews.

D. The City shall enter into negotiations for a contract with the highest qualified person or firm for the professional services or for the construction services. The negotiations shall include consideration of compensation and other contract terms that the City determines to be fair and reasonable to the City. In making this decision, the City shall take into account the estimated value, the scope, the complexity and the nature of the professional services or construction

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
services to be rendered. If the City is not able to negotiate a satisfactory contract with the person or firm considered to be the most qualified at compensation and other contract terms the City determines to be fair and reasonable, the City shall formally terminate negotiations with that person or firm. The City may undertake negotiations with the next most qualified person or firm in sequence until an agreement is reached or a determination is made to reject all persons or firms on the short list. If a contract for construction services is entered into pursuant to this subsection, construction shall not commence until the City and contractor agree in writing on a fixed price or a guaranteed maximum price for the construction to be commenced.

E. The contract file shall contain the basis on which the award is made.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
E. Selection Process
E.1. ONE-STEP - STATEMENT OF QUALIFICATIONS (SOQ)
For One-Step solicitations, a qualified committee will evaluate the SOQ’s submitted and determine the offeror(s) most qualified to enter into negotiations for a contract.

E.2. STATEMENT OF QUALIFICATIONS (SOQ)
All submittals shall include any and all forms provided in this solicitation package. It is permissible to copy these forms as required. The offer form shall be submitted with a signature by the person authorized to sign the submittal. Erasures, interlineations, or other modifications in the submittal shall be initialed by the person authorized to sign the submittal. Periods of time, stated as a number of days, shall be in consecutive calendar days. It is the responsibility of all offerors to examine the entire solicitation package and seek clarification of any requirement that may not be clear and to check all responses for accuracy before sending in a submittal. Negligence in preparing a submittal confers no right of withdrawal after due date and time.

Submittals for the project shall be limited to the items listed below. Firms are advised to follow guidelines and submit only the requested information.

A. Cover Letter
B. Statement of Qualification in response to the Evaluation Criteria C. Signed Offer Page
D. Acknowledgement of any and all RFQ Addenda
E.3. COVER LETTER
Expressing interest in the project and identifying a single individual as point of contact for any future correspondence. (Suggested 2 Pages maximum)
E.4. EVALUATION CRITERIA :

Firms will be screened based on evaluation of the following criteria, which are listed in relative order of importance:

A. Qualifications and Experience of the Firm
B. Experience and Qualifications of the Team
C. Method of Approach and Available resources to Complete Work D. Subcontractor Selection Plan

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
E.5. OFFER PAGE
Providing contact information and signed requiring that the selected firm agree to enter into negotiations with the City to provide the material or service in compliance with all terms, scope of work, conditions, specifications, and addenda in the solicitation.

E.6. ACKNOWLEDGEMENT OF ANY AND ALL RFQ ADDENDA
Pursuant
to Instruction to Offerors, "Addendum of Request for Qualifications":.

E.7. GENERAL
A. Additional Investigations:

The City reserves the right to make such additional investigations as it deems necessary to establish the competency and financial stability of any firm submitting a response to this Request for Qualifications.

B. Prior Experience:

Experiences with the City and entities that evaluation committee members represent shall be taken into consideration when evaluating qualifications and experience.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
F. Special Terms and Conditions
F.1. City of Tucson Construction Services Agreement
The City’s Construction Services Agreement is included and will be incorporated into the resulting contract. The Contractor will be required to sign and comply with the requirements.

F.2. Basis for Awarding Individual Job Orders
In the event the City awards more than one contract for these services, individual job orders will be awarded based upon consideration of the firm’s ability to complete the work expeditiously and the proposed cost. The City intends to request price and schedule proposals from all contracted firms for each individual job order. However, when quoting individual job orders is impracticable, the City reserves the right to award job orders as it deems to be in its best interest. Scope, schedule, price, and liquidated damages (if applicable) are agreed upon in a fully executed Notice to Proceed letter prior to Contractor beginning the work.

The Contractor shall be available on a five-day work basis throughout the term of the contract unless notified in writing by the City that this requirement may be temporarily waived due to the Contractor's approved written request or a reduced need by the City. The Contractor must be available to commence work on assignments within one week from award of an individual job order.

F.3. Contract Term and Renewal
The term of this contract shall commence upon award and shall remain in effect for a period of one (1) year, unless terminated, canceled or extended as otherwise provided herein. The Contractor agrees that the City of Tucson shall have the right, as its sole option, to renew the Contract for one year with FOUR (4) one-year renewal options, or portions thereof. If the City chooses to exercise this option, all terms, conditions, and provisions of the original contract shall remain the same and apply during the renewal period with the possible exception of fee basis and minor scope additions and/or deletions.

F.4. Price Adjustment
The City will review fully documented requests for fee basis adjustments after any contract has been in effect for one (1) year. Adjustments will only be made at the time of contract renewal or extension, except for financial emergencies, and will be a factor in the renewal/extension review process. The City will determine whether the requested adjustment or an alternate option is in the best interest of the City.

Any adjustment will be effective on the first day of the contract renewal or extension.

F.5. Compensation and Method of Payment
In consideration of the performance of the services described in the Scope of Services of each individual job order and pursuant to the master Scope of Work herein, the City shall pay the Contractor in accordance with the negotiated contract rates, and the Contractor shall charge the City only in accordance with those same rates.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
Compensation under this contract should not exceed two-hundred and fifty thousand dollars ($250,000) per individual job order unless a waiver is requested of and granted by the Business Services Department.

The City of Tucson reserves the right to adjust the individual job limit at time of annual contract renewal upon written approval from the Director of Business Services. The City will pay the Contractor following the submission of itemized invoice(s) for the service rendered. No payment shall be issued prior to receipt of material or service and correct invoice.

All requests for payment shall follow a format to be approved by the City Representative. Invoices shall be submitted monthly on a job-by-job basis.

F.6. Bonding Requirements
Contractor shall file with the City, prior to the time of execution of the contract and annually, if the term of this contract is extended by the City, payment and performance bonds in the forms prescribed by the City. The bonds must cover all construction performed under job orders. The amount of the bonds provided by the Contractor must always be at least equal to the total amount of the contract prices for construction work under job orders issued and not complete. Contractor agrees to provide such additional bonding as may be required to satisfy this requirement, as provided under A.R.S. 34-610.

Bonds may be provided as follows: annual bonds in the amount designated by the agency, or bonding per each individual job. Successful contractor(s) will designate bonding methodology prior to contract award.

F.7. Small Business Enterprise (SBE) Program Requirements The Job Order Contractor shall be required to comply with SBE Program requirements, if goals are applicable, on projects that meet or exceed the Formal Solicitation Threshold established by the Tucson Procurement Code, currently at one hundred thousand dollars ($100,000). Program requirements are codified in Chapter 28, Article XIII of the Tucson Procurement Code. The Job Order Contractor shall submit to the Department of Procurement, Business Enterprise & Compliance Program via the city’s Project Manager, after the project proposal phase, either a completed offeror’s statement of proposed SBE Participation Plan or an Affidavit of Good Faith Efforts indicating whether the request is for a full or partial waiver.

The SBE Plan must include:

A. The name of the SBE subcontractors/suppliers;
B. The type and scope of work or service each SBE will perform; C. The dollar value of each SBE’s subcontract;
D. The dollar value of the prime contractor’s self-performed work if claiming SBE credit; E. The total dollar value of SBE work performed and percentage of the contract value.

F. If the contract goal is not met, evidence of good faith efforts.

G. An approved plan or waiver request must be in place prior to issuance of the Notice To Proceed (NTP) for individual project construction.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
A signed offer in response to this RFQ represents the offerors’s intent to comply with the SBE program.

Also see: SBE Program Provisions for Alternative Project Delivery Method (APDM) for Construction Services.

F.8. Performance Rating
At
the completion of each term or termination of this contract, the City may evaluate the Contractor based on performance under this Contract. This rating may be used in the overall evaluation of the Contractor when applying for future work with the City.

F.9. Right To Audit
The City and its authorized representatives shall have the right, upon reasonable written notice to Contractor, to cause an audit to be made of the Contractor's books and records which relate to its operations under this Contract. The audit shall be limited to the term of this Contract. The City shall have the right to examine and to make copies of or extracts from all financial and related records (in whatever form they may be kept, whether written, electronic, or other) relating to or pertaining to this Contract kept by or under the control of the Contractor, including, but not limited to those kept by the Contractor, its employees, agents, assigns, successors and subcontractors. Such records shall include, but not be limited to, accounting records, subcontractor records, payment vouchers and invoices.

The Contractor shall at any time requested by City, whether during or after completion of this Contract, and at Contractor’s own expense make such records available for inspection and audit (including copies and extracts of records as required) by City. Such records shall be made available to City during normal business hours at the Contractor’s office, place of business, an agreed to location, mailed or provided electronically. If, as a result of such audit, the Contractor is liable to the City for the payment of any sum, Contractor shall promptly pay such sum to the City together with interest thereon at the rate of one percent (1%) per month from the date such sums should have been paid. Payment shall be made within
90 days from presentation of City’s findings to Contractor.

If the audit discovers substantive findings related to fraud, misrepresentation, or non‐performance, City may recoup the costs of the audit work from the Contractor. The City's rights under this provision shall survive the expiration or termination of the Contract.

F.10. Contract Addenda
The Procurement Department has the sole authority to:

A. Amend the contract or enter into supplemental verbal or written agreements; B. Grant time extensions or contract renewals;
C. Otherwise modify the scope or terms and provisions of the contract.

The contract shall only be modified with the approval of the Department of Procurement. Except in the case of documented emergency, approval must be granted prior to performance. Any contract modification not explicitly approved by the Department of Procurement through a written contract addenda or change order is performed at the sole risk of the Contractor and may not be eligible for payment by the City.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
F.11. Pre-award Meeting
A pre-award meeting may be held (and may be mandatory) with successful offerors where City representatives will review the terms and conditions of the contracts and final awards will be made.

Award for any firm out of compliance with the DBE/SBE requirements under another JOC will be delayed until requirements are met.

F.12. Child/Sweat-Free Labor Policy
The Contractor shall comply with all applicable provisions of the United States Federal and State Child Labor and Worker's Right laws and agrees if called upon to affirm in writing, that they, and any subcontractor involved in the provision of goods to the City, are in compliance.

F.13. Federal Immigration Laws and Regulations
Contractor warrants that it complies with all Federal Immigration laws and regulations that relate to its employees and complies with A.R.S. § 23-214(A) and that it requires the same compliance of all subcontractors under this Contract. Contractor acknowledges that pursuant to A.R.S. § 41-4401 and effective September 30, 2008, a breach of this warranty is a material breach of this Contract subject to penalties up to and including termination of this Contract. The City retains the legal right to audit the records of the Contractor and inspect the papers of any employee who works for the Contractor to ensure compliance with this warranty and the Contractor shall assist in any such audit. The Contractor shall include the requirements of this paragraph in each contract with subcontractors under this Contract.

If the Contractor or subcontractor warrants that it has complied with the employment verification provisions prescribed by sections 274(a) and 274(b) of the Federal Immigration and Nationality Act and the E-verify requirements prescribed by A.R.S. § 23-214(A), the Contractor or subcontractor shall be deemed to be in compliance with this provision. The City may request proof of such compliance at any time during the term of this Contract by the Contractor and any subcontractor.

F.14. City of Tucson Business License
It is the responsibility of the Contractor to have a City of Tucson Business License throughout the life of this contract or a written determination from the City's Business License Section that a license is not required. At any time during the contract, the City may request the Contractor to provide a valid copy of the business license or a written determination that a business license is not required. Application for a City Business License can be completed at http://www.tucsonaz.gov/etax. For questions contact the City's Business License Section at (520) 791-4566 or email at tax- [email protected].

F.15. Cooperative Purchasing
Any Contract resulting from this solicitation shall be for the use of the City of Tucson. In addition, public and nonprofit agencies that have entered into a Cooperative Purchasing Agreement with the City of Tucson's Department of Procurement are eligible to participate in any subsequent Contract. See https:/ucsonprocurement.com/coop_partners.aspx and click on Cooperatives for a list of the public and

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
nonprofit agencies that have currently entered into Cooperative Purchasing Agreements with the City of Tucson. Additionally, this contract is eligible for use by the Strategic Alliance for Volume Expenditures (SAVE) cooperative. See https://www.mesaaz.gov/business/purchasing/save for a listing of participating agencies. The parties agree that these lists are subject to change.

The City, as a lead agency, accrues costs to solicit, award and administer cooperative contracts. As part of the negotiation process, the City will be requesting Offerors to consider providing the City a cooperative administrative fee or rebate in the form of a percentage of sales based upon other agencies spend. The City's spend would not be included in the administrative fee consideration. The successful contractor's will have the ability to market this contract to all of the City's cooperative partners which results in a cost savings to the contractor by not having to compete on separate solicitations. The administrative fee should not be a cost added to the contract pricing but a cost sharing of the marketing savings the contractor receives by not having to participate in additional solicitation processes. Any orders placed to, or services required from, the successful Contractor(s) will be requested by each participating agency. Payment for purchases made under this agreement will be the sole responsibility of each participating agency. The Contractor may negotiate additional expenses incurred as a result of participating agencies’ usage of this contract (i.e., freight charges, travel related expenses, etc.). The City shall not be responsible for any disputes arising out of transactions made by others. The Contractor(s) will provide an electronic copy of the complete Contract to the City of Tucson Department of Business Services upon receipt of the Notice of Intent to Award. At the City's request, the successful Contractor(s) may also be requested to provide an electronic copy of the complete Contract to a participating agency.

F.16. Constituent CLAIMS:

With regard to claims arising out of or related to this contract that are filed against the Contractor, the Contractor or Contractor’s representative is required to provide notice to the City’s Procurement Department and Risk Manager within 60 calendar days following the date of the receipt by the Contractor of such claim. The notice to the City must include the following information: (1) the date of the incident or occurrence that is the basis of the claim; (2) the damages identified in the claim; (3) the date of the Contractor’s written response to the claim; and (4) a copy of Contractor’s written response to the claim. Notification shall be deemed sufficient if given by (a) registered or certified mail, postage prepaid, return receipt requested, (b) private courier service, or (c) facsimile addressed to the respective addresses of the parties as first above written or at such other addresses as the respective parties may designate by like notice from time to time.

City of Tucson
Business Services Department Risk Management
255 W. Alameda, 6th floor 255 W. Alameda, 5th floor
Tucson, Arizona 85701 Tucson, Arizona 85701
Facsimile: 520-791-4735 Facsimile: 520-624-2061
The Contractor acknowledges that the City may use contract performance, including performance of the requirements of this paragraph, in the City’s consideration of future contract awards; and that in connection with future contracting opportunities with the City, Contractor may be required to provide documentation demonstrating compliance with this paragraph.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
F.17. CONFIDENTIALITY OF RECORDS:

The Contractor shall establish and maintain procedures and controls that are acceptable to the City for the purpose of assuring that no information contained in its records or obtained from the City or from others in carrying out its functions under the Contract shall be used by or disclosed by it, its agents, officers, or employees, except as required to efficiently perform duties under the Contract. Persons requesting such information should be referred to the City. Information pertaining to individual persons shall not be divulged other than to employees or officers of Contractor as needed for the performance of duties under the Contract, unless otherwise agreed to in writing by the City.

F.18. HUMAN RELATIONS:

Contractor shall abide by the provisions of the Tucson City Code Chapter 28, Article XII.

F.19. LICENSES:

Contractor shall maintain in current status all Federal, State, and local licenses and permits required for the operation of the business conducted by the Contractor as applicable to this Contract.

F.20. NON-EXCLUSIVE CONTRACT:

Any contract resulting from this solicitation shall be awarded with the understanding and agreement that it is for the sole convenience of the City of Tucson. The City reserves the right to obtain like goods or services from another source when necessary.

F.21. EMPLOYMENT OF ALIENS ON PUBLIC WORKS PROHIBITED:

Contractor and all subcontractors shall warrant that it complies with A.R.S §34-301 as follows:

A. A person not a citizen or ward of the United States shall not be employed upon or in connection with any state, county or municipal works for employment.

B. This section shall not be construed to prevent the working of prisoners by the state or a county or municipality thereof on street, road or other public work, nor shall the provision of this section apply to the employment of any teacher, instructor or professor authorized to teach in the United States under the teacher exchange program as provided by federal statutes or the employment of university or college faculty members.

F.22. DUPLEXED/RECYCLED PAPER:

In accordance with efficient resource procurement and utilization policies adopted by the City of Tucson, the Contractor shall ensure that, whenever practicable, all printed materials produced by the Contractor in the performance of this Contract are duplexed (two-sided copies), printed on recycled paper and labeled as such.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
F.23. Americans with Disabilities Act (ADA)
The Contractor shall comply with all applicable provisions of the Americans with Disabilities Act of 1990 (Public Law 101-336, 42 U.S.C. 12101-12213, 47 U.S.C. 225 and 611, and all regulations thereto), and the Arizonans with Disabilities Act of 1992 (A.R.S. 41-1492 et seq., and all regulations pertaining thereto.

F.24. Applicable Law
This Contract shall be governed, and the City and Contractor shall have all remedies afforded to each, by the Tucson Procurement Code and the law of the State of Arizona. State law claims shall be brought only in Pima County Superior Court.

F.25. Assignment Delegation
No right or interest in this Contract shall be assigned by the Contractor without prior written permission of the City, and no delegation of any duty of the Contractor shall be made without prior written permission of the City's Director of Business Services. The City shall not unreasonably withhold approval and shall notify the Contractor of the City's position by written notice.

F.26. CHILD/SWEAT-FREE LABOR POLICY
The Contractor shall comply with all applicable provisions of the United States Federal and State Child Labor and Worker's Right laws and agrees if called upon to affirm in writing, that they, and any subcontractor involved in the provision of goods to the City, are in compliance.

F.27. CONTRACT DOCUMENTS
The following listed documents constitute the Contract Documents and they are all as fully a part of this Agreement as if repeated herein:

A. This Request for Qualifications (including Appendices and Addenda) B. General Conditions for Construction
C. Statement of Qualifications
D. Insurance Certifications
E. Performance and Payment Bonds
In the event of any inconsistency between any of the terms of the documents enumerated above, such inconsistency shall be resolved by giving precedence to the terms of the above documents in the order listed. Anything in these Contract Documents to the contrary notwithstanding, the provisions of all pertinent general public laws of the State of Arizona in effect at the time of the execution of the Contract shall be a part of the Contract between the parties and shall take precedence over all of the other Contract Documents.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
F.28. EMPLOYMENT OF ALIENS ON PUBLIC WORKS PROHIBITED
Contractor and all subcontractors shall warrant that it complies with A.R.S §34-301 as follows:

A. A person not a citizen or ward of the United States shall not be employed upon or in connection with any state, county or municipal works for employment.

B. This section shall not be construed to prevent the working of prisoners by the state or a county or municipality thereof on street, road or other public work, nor shall the provision of this section apply to the employment of any teacher, instructor or professor authorized to teach in the United States under the teacher exchange program as provided by federal statutes or the employment of university or college faculty members.

F.29. FEDERALLY FUNDED PROJECTS
For projects that are identified as being federally funded, Federal Labor Standards will be applicable to that project. All Federal forms are attached and will be incorporated into any resulting contract(s)*. It shall be mandatory upon the Contractor(s) to whom the contract is awarded, and upon subcontractors working on this project to comply with the following:

A. Davis Bacon Act: (AZ Wage Decision) Minimum wage rate, withholding, payroll, apprentice, subcontracting, and termination provisions.

B. Work Hour and Safety Standards Act: overtime pay and safety.

C. Mandatory Preconstruction meeting for Prime Contractor and all listed subcontractors D. HUD Maintenance Wage Rates
F.30. GUARANTEE
The Contractor shall guarantee all work under the Contract against defects of material workmanship for a minimum of two years from the date of completion.

F.31. NUMBER OF CONTRACTS TO BE AWARDED
The City intends to award approximately up to two (2) contracts for the services described herein F.32. WRITTEN CERTIFICATION PURSUANT TO A.R.S. §35-394
If Contractor engages in for-profit activities and has at least ten full time employees, Contractor certifies that Contractor does not currently, and agrees for the duration of the contract that it will not, use: 1) the forced labor of ethnic Uyghurs in the People’s Republic of China; 2) any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China; and 3) any contractors, subcontractors or suppliers that use the forced labor or any goods or services produced by the forced labor of ethnic Uyghurs in the People’s Republic of China. If Contractor becomes aware during the term of the contract that it is not in compliance with the written certification, it must notify the City within five business days after becoming aware of the noncompliance. This Contract will be automatically terminated 180 days after the date of the notice unless Contractor has, before the end of that period, notified the City that the noncompliance has been remedied.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
G. Insurance Requirements
G.1. The Contractor agrees to:

A. Obtain insurance coverage of the types and amount required in this section and keep such insurance coverage in force throughout the life of this contract. All policies will contain an endorsement providing that written notice be given to the City at least thirty (30) calendar days prior to termination, cancellation, or reduction in coverage in any policy.

B. The Commercial General Liability, Commercial Automobile Liability and umbrella policies where applicable will include the City as an additional insured with respect to liability arising out of the performance of this contract. Such additional insured shall be covered to the full limits of liability purchased by the Contractor, even if those limits of liability are in excess of those required by this Contract. The Contractor agrees that the insurance hereunder will be primary and that any insurance carried by the City will be excess and not contributing.

C. Provide and maintain minimum insurance limits as applicable.

G.2. Commercial General Liability
Policy shall include Bodily Injury, Property Damage, Personal Injury and Broad Form Contractual Liability:

Each Occurrence: $1,000,000
General Aggregate: $2,000,000
Products & Completed Operations Aggregate: $2,000,000
Personal and Advertising Injury: $1,000,000
Blanket Contractual Liability: $1,000,000
G.3. Commercial Automobile Liability
Policy shall include Bodily Injury and Property Damage, for any owned, Hired, and/or Non-owned vehicles used in the operation, installation and maintenance of facilities under this agreement.

Combined Single Limit: $1,000,000
G.4. Worker's Compensation (Applicable to the State of Arizona) Per Occurrence: Statutory
Employer's Liability: $1,000,000
Disease Each Employee: $1,000,000
Disease Policy Limit: $1,000,000
*Sole Proprietor/Independent Contractor designation is given to those who desire to waive their rights for workers’ compensation coverage and benefits as outlined in ARS§ 23-901 and specifically ARS §

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
23-961 (O). If applicable, please request the Sole Proprietor/Independent Contractor form from the Contract Officer listed in the solicitation.

G.5. Professional Liability (Errors & Omissions)
Each Claim: $1,000,000
Annual Aggregate: $2,000,000
G.6. Claims Made Insurance Coverage
If any or part of the required insurance is written on a claims-made basis, any policy retroactive date must precede the date of the contract and the Contractor must maintain such coverage for a period not less than three (3) years following contract expiration, termination or cancellation.

G.7. Additional Insurance Requirements
All Policies, excluding Employment Practices Liability and Professional Liability (Errors & Omissions), shall include or be endorsed to include the following provisions:

A. A waiver of subrogation endorsement in favor of the City of Tucson, for losses arising from work performed by or on behalf of the Contractor (Including Worker’s Compensation).

B. The insurance afforded the contractor shall be primary insurance and that any insurance carried by the City of Tucson and its agents, officials or employees shall be excess and not contributory.

C. Coverage provided by the Contractor shall not be limited to the liability assumed under the indemnification provisions of this Contract.

G.8. Notice of Coverage Modifications
Any changes material to compliance with this contract in the insurance policies above shall require (10) days written notice from the contractor to the City of Tucson. Such notice shall be sent directly to the Procurement Division.

G.9. Acceptability of Insurers
Contractors insurance shall have an “A.M. Best” rating of not less than A-VII. The City of Tucson in no way warrants that the required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.

G.10. Verification of Coverage
Contractor shall furnish the City of Tucson with certificates of insurance (ACORD form or equivalent approved by the City of Tucson) as required by this Contract. The certificates for each insurance policy are to be signed by an authorized representative.

All certificates and endorsements are to be received and approved by the City of Tucson before work commences. Each insurance policy required by this Contract must be in effect at or prior to

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
commencement of work and remain in effect for the duration of the contract and two (2) years after completion. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal upon the City’s request, is a material breach of contract.

All certificates required by this Contract shall be sent directly to the Procurement Division.

The City of Tucson project/contract number and project description shall be noted on the certificate of insurance. The City of Tucson reserves the right to require complete copies of all insurance policies required by this Contract at any time.

G.11. Subcontractors
Contractors’ certificate(s) shall include all subcontractors as insureds under its policies or Contractor shall furnish to the City of Tucson separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to the minimum requirements identified above.

G.12. Exceptions
In the event the Contractor or sub-contractor(s) is/are a public entity, then the Insurance Requirements shall not apply. Such public entity shall provide a Certificate of Self- Insurance.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
H. Standard Terms and Conditions for Construction
H.1. DEFINITIONS
Wherever used in these General Conditions or in the other Contract Documents, the following terms have the meanings indicated which are applicable to both the singular and plural thereof: Addendum - written or graphic instrument issued prior to the due date which clarifies, corrects or changes the Solicitation.

Architect/Engineer - the person licensed to practice architecture/engineering by the State of Arizona and who is identified as the Architect/Engineer of Record by affixing his/her seal upon the Contract plans, drawings, specifications and related documents. May be utilized to provide construction administration services.

Bonds - bid, performance and payment bonds and other instruments of security.

Change Order - a document approved by the City Contract Representative and which is signed by the Contractor and the City’s Director of Procurement or duly authorized designee and authorizes an addition, deletion or revision in the Work, or an adjustment in the Contract Price or the Completion time, issued on or after the effective date of the Contract.

City - means the City of Tucson, Arizona, a municipal corporation.

City Contract Representative - the City official administering the Contract for the City of Tucson.

Completion Time - the number of consecutive calendar days agreed to by the City and Contractor for completion of the Work, which may be revised by written Change Order.

Construction – the process of building, altering, repairing, improving or demolishing any public structure or building or other public improvements of any kind to any real public property.

Construction Services – either of the following for construction-manager-at-risk, design-build and job- order-contracting project delivery methods:
a) construction, excluding services, through the construction-manager-at-risk or job-order-contracting project delivery methods;
b) a combination of construction and, as elected by the City, one or more related services, such as finance services, maintenance services, operations services, design services and preconstruction services.

Contract - the written agreement and all associated attachments, drawings, addenda and change orders executed between the City and the Contractor covering the Work to be performed.

Contract Price - the amount payable by the City to the Contractor for satisfactory completion of the Work, and as specified in the Contract as may be amended by written Change Order, or, in the case of a job-order contract, in the Notice to Proceed.

Contract Officer - the City official who conducts the solicitation process to secure a Contractor for the Work and who acts under the authority and direction of the City’s Director of Procurement and in accordance with the Tucson Procurement Code.

Contractor - the person, firm or corporation with whom the City has entered into the Contract.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
Design-Build – the process of entering into and managing a contract between the City and a contractor in which the Contractor agrees to both design and build a structure and in which design and construction services may be in sequential or concurrent phases, and which may include finance services, maintenance services, operations services, design services and preconstruction services.

Design Services – architect services, engineer services or landscape architect services. Director of Procurement – the person acting as Director of the City’s Department of Procurement and who has authority to award and revise City solicitations and contracts for construction, construction services, and construction-related services as necessary.

Drawings - the graphic and pictorial portions of the contract, wherever located and whenever issued, showing the configuration, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams.

Estimate for Payment - a form furnished by the City or an approved form submitted by the Contractor in lieu of city furnished form, and is required to be used when submitting requests for payments for work actually performed and materials supplied during a an agreed-to preceding period of time.

Field Order - a written order or directive issued by the City Contract Representative that orders minor changes in the Work.

Final Completion Date - the calendar date when the Work is one hundred percent (100%) complete as determined by the City.

Finance Services – financing services for the Work.

Job-Order-Contracting – a project delivery method in which the contract is a requirements contract for indefinite quantities of construction and in which specified job orders are issued during the contract and may include finance services, maintenance services, operations services, preconstruction services and design services.

Liquidated Damages – a sum set forth in the Contract documents that will be deducted from any monies due to the Contractor, not as a penalty, but in lieu of actual damages for late completion of the work.

Maintenance Services – routine maintenance, repair and replacement of existing facilities, structures, buildings or real property.

Notice to Proceed - a written notice given by the City to the Contractor fixing the date on which the Completion time will commence and upon which the Contractor shall start to perform the Contractor's obligations under the Contract. In the case of a job order, it may also contain the specifications exclusive to the job order as well as consideration for the Contractor.

Operations Services – routine operation of existing facilities, structures, buildings or real property.

Preconstruction Services – services during the design stage of the Work.

Contract
Public Inspector(s) - that person or persons provided by the public authorities having code jurisdiction and who perform day-to-day inspections of the Work for compliance with applicable codes.

Schedule of Values - a schedule submitted by the Contractor setting forth the values allocated to various portions of the Work, prepared in such form and supported by such data to substantiate its accuracy as the City Contract Representative may require. This schedule must be submitted before the

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
Contractor submits its first application for progress payment and shall be used as a basis for reviewing and approving payments to the Contractor.

Shop Drawings - drawings, diagrams, illustrations, schedules and other data which are specifically prepared by or for the Contractor to illustrate, in detail, how some portion of the Work shall be fabricated and/or installed, and all illustrations, brochures, standard schedules, performance charts, instructions, diagrams and other information prepared by a supplier and submitted by the Contractor to illustrate material or equipment for some portion of the Work.

Specifications - those portions of the Contract, or Notice to Proceed if a Job Order, consisting of written technical descriptions of materials, equipment, construction systems, standards and workmanship as applied to the Work and certain administrative details applicable thereto.

Substantial Completion – a written declaration of the date upon which the City, in its sole discretion, determines the Work is substantially complete such that the City has beneficial use and/or occupancy.

Upon substantial completion, the right of the City to assess liquidated damages for time after the date of substantial completion ceases, except as allowed for failure to meet final completion within thirty days of substantial completion.

Tucson Procurement Code – in addition to applicable State statutes and applicable Federal regulations and requirements, the municipal ordinance that governs the construction services contracting process as well as contract administration processes including the resolution of contract claims, disputes and controversies.

The Work - the entire completed construction or the various separately identifiable parts thereof required to be furnished under the Contract, or, in the case of a job-order contract, within individual Notices to Proceed. Work is the result of performing services, furnishing labor and furnishing and incorporating materials and equipment into the construction, all as required by the Contract and/or Notice to Proceed, as appropriate.

H.2. THE CONTRACT
A. The documents in the Contract include any addenda, drawings, change orders and approved Contractor submittals.

B. The Contract comprises the entire agreement between the City and the Contractor concerning the Work and supersedes any prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by an instrument in writing and fully executed by the authorized parties to the Contract.

H.3. INTENT OF THE CONTRACT
A. The intent of the Contract is to include all labor, materials, equipment, transportation and all other costs and expenses necessary for the proper execution and completion of the Work by the Contractor.

B. The Contractor shall take no advantage of any apparent error or omission in the plans, estimated quantities or specifications. In the event the Contractor discovers such an error or omission after contract award, the Contractor shall immediately notify the City Contract

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
Representative. The City Contract Representative shall then make such corrections and interpretations as may be deemed necessary for fulfilling the intent of the contract.

C. The Contract shall be construed in accordance with the laws of the State of Arizona, and all such laws regulating the construction of public works by the City are hereby incorporated herein by reference and made a part hereof.

D. Materials or work described in words, which have a well-known technical or trade meaning, shall be held to refer to such recognized standards.

E. The organization of the Contract into divisions, sections or articles is merely for the purpose of convenient reference, and neither the headings nor divisions shall have any legal or Contractual significance and shall not control the division of the Work by the Contractor among the various subcontractor or trades.

F. The Contractor shall include all utility fees, permits, licenses, etc. including sewer connection fees in each estimate or proposal submitted.

H.4. EXECUTION
Execution of the Contract by the Contractor is a representation that the Contractor has thoroughly examined the Contract.

H.5. OWNERSHIP OF THE CONTRACT
The Contract, including, but not limited to, the drawings and specifications, is the property of the City and is not to be used by the Contractor or any subcontractor on other projects outside the scope of the Work without the express written consent of the City.

H.6. LINES OF AUTHORITY AND COMMUNICATIONS
A. The City's Director of Procurement is the City official with overall authority and responsibility for the award and administration of City Contracts. The Director of Procurement or his designated Procurement Department representative after consultation with the City Contract Representative has the ultimate authority to resolve disputes concerning Contract performance and to stop the Work whenever such stoppage may be necessary to ensure the proper execution of the Work.

B. The City Contract Representative is the designated representative of the particular City department for which the Work is being constructed (the “user department”) or the City department which is responsible for the oversight of the work.

C. Day-to-day administration of the Contract is the responsibility of the City Contract Representative. The City Contract Representative is the City’s representative during the prosecution of the Work and shall act as surveillance and technical advisor for the City. The City Contract Representative duties are more fully described in "City Contract Representative's General Authority and Responsibilities".

D. The Contractor shall supervise and direct the Work and shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures, and

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
for coordinating all portions of the Work, unless the Contract gives other specific instructions concerning these matters. The Contractor's duties and responsibilities are more fully described in Article 4 of these Contract conditions.

E. Except where the Contract otherwise provides or where direct communication has been specifically authorized, the Contractor shall initially communicate with the City Contract Representative.

H.7. CITY CONTRACT REPRESENTATIVE'S GENERAL AUTHORITY AND

RESPONSIBILITIES
A. Unless the Contractor is responsible for the design of the Work, the City Contract Representative shall furnish to the Contractor, free of charge unless it is provided otherwise in the Contract, up to three copies of drawings, specifications and instructions available for the execution of the Work. The City Contract Representative may furnish additional clarifications or interpretations in writing or by drawings as may be necessary for the proper progress and execution of the Work. Such additional clarifications and interpretations shall be furnished with reasonable promptness, and the Contractor shall not do work without drawings or written clarifications where needed. All drawings, specifications and copies thereof furnished by the City Contract Representative are City property. They are not to be used on other work and, with the exception of the signed Contract, and are to be returned to the City Contract Representative at the completion of the Work.

B. The City Contract Representative shall make general surveillance of the Work. By making sufficient periodic visits to the site of the Work, the City Contract Representative will become thoroughly familiar with the progress and quality of completed portions of the Work, and will assess if the Work is being performed in a manner indicating that the Work, when completed, will be in accordance with the Contract.

C. The City Contract Representative will decide all questions which may arise as to the quality and acceptability of materials furnished and Work performed and as to the rate of progress of the Work, and all questions which may arise as to the interpretation of the drawings and specifications.

D. The City Contract Representative shall have the authority to reject work that is not in conformity with the Contract and to order additional inspections and testing of the Work. The City Contract Representative's failure during the progress of work to discover or reject materials or work not in accordance with the plans, specifications or contract documents shall not be considered an acceptance of the work or materials or a waiver of defects. Neither the failure of the City Contract Representative to properly perform inspections, tests or approvals required by the contract documents nor the activities or duties of the City Contract Representative in the administration of this contract shall relieve the Contractor from the contractor's responsibility for the means, methods, techniques, sequences or scheduling of the construction or the obligation to perform the work in strict accordance with the contract documents.

E. The City Contract Representative shall conduct an initial review of, and approve or deny, written Change Orders submitted by the Contractor, and may prepare Change Orders and provide field clarifications and corrections. All Change Orders shall be approved by the

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
Director of Procurement or his designee prior to any work being done. However, in emergencies endangering life or property, the City Contract Representative may take action and issue orders which are deemed necessary to avert the loss of life or property.

F. The City Contract Representative, pursuant to Article 10 of these General Conditions, shall make recommendations to the Contract Officer as to all claims of the Contractor.

G. The City Contract Representative will review and process the Contractor's monthly Estimates for Payment, as more fully set forth in Article 7 of these General Conditions.

H. The City Contract Representative will conduct inspections to determine the dates of Substantial Completion and Final Completion and will certify such dates to the Contract Officer.

I. The City Contract Representative will not have control over or charge of, and will not be responsible for, construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's responsibility.

H.8. PUBLIC INSPECTIONS
A. Unless otherwise specifically provided in the Contract, Public Inspectors who perform day-to- day inspections of the Work for compliance with applicable codes will have authority to require compliance with drawings, specifications and applicable codes, and may provide clarification of any unspecified or unclear item or situation.

B. If the drawings or specifications, laws, ordinances, or any public authority requires any work to be specially tested or approved, the Contractor shall give the City Contract Representative timely notice of its readiness for inspection. If the inspection is by an individual, authority or entity other than the City Contract Representative or the Public Inspectors, the Contractor shall advise the City Contract Representative of the date fixed for such inspection.

C. All tests, inspections or approvals required to be performed by the City Contract Representative, Public Inspectors, or other authorities or entities shall not relieve the Contractor of their obligation to perform the Work in accordance with the Contract.

H.9. SPECIAL INSPECTIONS AND TESTING OF MATERIALS
A. All equipment and materials used in the construction of the Work, especially those upon which the strength and durability of the structure may depend, will be subject to adequate inspection and testing in accordance with accepted standards, to establish conformance with specifications and suitability for the use intended, as determined by the City Contract Representative.

B. The performance of tests and the engagement of testing laboratories or agencies must have the prior approval of the City Contract Representative. Except as provided in this section, the City will pay for approved tests and services rendered by the approved laboratory or agency in addition to the Contract price for construction.

C. When initial tests indicate that any portion of the Work is not in conformance with the Contract because of faulty workmanship, the Contractor shall be required to pay for necessary re-tests.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
When initial tests indicate that the work is in conformance with the Contract, any re-testing that’s ordered by the City shall be paid for by the City.

H.10. CONTRACTOR'S REVIEW OF CONTRACT AND SITE CONDITIONS A. It shall be the duty of the Contractor to carefully study and compare all drawings, specifications and instructions. If any discrepancies, errors, omissions or inconsistencies are discovered in the drawings or specifications, or between the drawings and specifications, or there are any conflicts between existing site conditions and the requirements of the drawings and specifications, the Contractor shall immediately call all such discrepancies to the attention of the City Contract Representative.

B. The Contractor shall be required to use, for data and dimensions, figures marked on the drawings in preference to what the drawings may measure to scale; but in the absence of figured dimensions, scale dimensions may be used with the prior written concurrence of the City Contract Representative. The Contractor shall verify all dimensions shown and check all measurements in connection with any present building or buildings, level or grades, walks, driveways or other existing conditions before executing any work. Errors or inconsistencies shall be reported to the City Contract Representative immediately. It is the responsibility of the Contractor to provide BLUESTAKE verification of underground utilities on and off the construction site.

C. Change orders will not be issued to cover any cost, loss or expense for additional labor or materials required to rectify any error or inconsistency in the drawings and specifications unless prior notification is given by the Contractor to the City Contract Representative.

D. The Contractor shall perform the Work in accordance with the Contract and with shop drawings, product data and samples that have been approved by the City Contract Representative.

E. Notwithstanding the above provisions, if the Contractor is responsible for the design of the Work, the Contractor shall ensure the accuracy and completeness of the drawings, specifications and instructions. If any discrepancies, errors, omissions or inconsistencies are discovered in the drawings or specifications, or between the drawings and specifications, or there are any conflicts between existing site conditions and the requirements of the drawings and specifications, the Contractor shall immediately call all such discrepancies to the attention of the City Contract Representative and shall be responsible for any required corrective action.

H.11. CONTRACTOR'S SUPERVISION
A. The Contractor shall efficiently and continuously supervise and direct the Work, using its best skill and attention. Unless the Contract specifically provides otherwise, the Contractor shall be solely responsible for and shall exercise control over construction means, methods, techniques and procedures and shall coordinate the sequences of all portions of the Work.

B. The Contractor shall ensure that the key personnel submitted in response to the Request for Qualifications and assigned to this Contract are available throughout the term of the Contract.

In the event that the Contractor requests substitution of key personnel, the Contractor shall

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
obtain prior approval from the City for key personnel substitution. The Contractor shall ensure that substituted personnel are equally qualified and capable. Information on the qualifications of proposed substitutes shall be provided to the City for its consideration and approval prior to substitution taking place.

C. The Contractor agrees that it is as fully responsible to the City for the acts and omissions of its subcontractors and of persons, either directly or indirectly employed by the Contractor, as it is for the acts and omissions of persons directly employed by the Contractor.

H.12. MATERIALS AND LABOR; WARRANTY
A. Unless otherwise stipulated, the Contractor shall provide and pay for all materials, labor, equipment, tools, construction equipment and machinery, water, gas, heat, utilities, transportation, and other facilities and services necessary for the execution, completion and delivery of the Work within the specified Completion Time.

B. The Contractor shall pay all applicable taxes associated with the Work 4.3.3 The Contractor warrants to the City that all materials and equipment furnished under the Contract will be new unless otherwise specified, and that all of the Work will be of good quality, free from faults and defects and in conformance with the Contract. All Work not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective.

C. The Contractor shall furnish all materials required to complete the work, except those specified to be furnished by the Agency. The Contractor shall receive, inventory, store, inspect, protect, distribute, and install Agency furnished material unless otherwise specified. The cost of handling and placing all materials after they are delivered to the Contractor shall be considered as included in the contract price for the item in connection with which they are used. The Contractor shall be held responsible for all material delivered to the contractor. Deductions shall be made from any monies due the Contractor to make good any shortages or deficiencies, from any cause whatsoever and for any damage which may occur after such delivery, and for any late delivery charges.

D. The Contractor will be held to furnish all work as specified in the Contract. After a price proposal for the Work has been accepted by the City, changes of brand named, trade named, trademarked, patented articles, or any other substitutions will be allowed only by written order signed by the City Contract
Representative. Unless otherwise agreed to via Change Order, the City shall receive all benefits of the difference in costs.

E. Materials not conforming to the requirements of the specifications, whether in place or not, shall be rejected and shall be promptly removed from the site of the work, unless otherwise directed by the City Contract Representative. No rejected material, the defects of which have been corrected, shall be returned to the work site until such time as approval for its use has been given by the City Contract Representative.

H.13. CONSTRUCTION SCHEDULES AND SUBMITTALS
A. Before commencing the Work, the Contractor shall provide the City Contract Representative with a construction schedule for the Work, fixing the dates at which various pre-determined

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
events shall occur in order to promote a timely completion of the various parts of the Work in accordance with the Contract. The schedule may be revised from time to time as may be required by conditions of the Work, but shall not exceed time limits, or any extensions thereof, set forth in the Contract or in the individual job order, as appropriate.

B. The Contractor shall prepare and keep current for the City Contract Representative's approval, a schedule of submittals which shall be coordinated with the Contractor's construction schedule and allow the City Contract Representative reasonable time to review such submittals.

C. After review, the City Contract Representative, with reasonable promptness, shall approve these shop or setting drawings, product data, samples and sequences for conformance with the design concept of the project, the approved construction schedule, and other requirements of the Contract.

D. The Contractor shall make any corrections required by the City Contract Representative and re-submit such corrected materials to the City Contract Representative for approval. Any correction or change that will result in a design or function change or in an increase or decrease in the Contract price must also receive the prior approval of the City’s Director of Procurement or his designee.

E. The Contractor shall perform no portion of the Work requiring submittal and review of shop drawings, product data, samples or schedules until the respective submittals have been approved by the City Contract Representative, and shall not deviate from such submittals after final approval by the City Contract Representative.

F. As-builts documents must be provided to the City by the Contractor within thirty days of substantial completion. The City reserves the right to withhold final payment until complete as- builts have been received in good order by the City Contract Representative.

H.14. DOCUMENTS AND SAMPLES AT THE WORK SITE
Unless otherwise directed by the City’s Contract Representative, the Contractor shall maintain at the Work site a complete file of the drawings, specifications, addenda, change orders and other approved modifications, in good order and marked to reflect changes and selections made during construction, together with all approved shop drawings, product data, samples and similar required submittals. Such files shall be made available to the City Contract Representative and Public Inspectors upon request.

H.15. PROTECTION AND USE OF SITE - (SIGNS, UTILITIES, WATER, SANITATION, TRAFFIC, ETC.)
A. The City will provide land, rights-of-way and easements for all work specified in the Contract.

The Contractor shall confine their apparatus, the storage of materials and the operations of its workmen to limits indicated by law, ordinances, permits or directions of the City Contract Representative, and shall not unreasonably encumber the premises with their material and equipment.

B. Contractor shall prevent any damage to pipes, sewers, computer and phone lines, conduits or other structures, including public and/or private lawns, gardens, shrubbery and trees

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
encountered in the Work, and shall hold the City harmless from damages for any injury done to such pipes, structures or property during the course of the Work.

C. Work shall be accomplished so that there will be a minimum of traffic interruption and inconvenience, discomfort or damage to the public.

D. The Contractor shall supply safe drinking water for all Contractor employees at the Work site.

Water from existing fire hydrants may be made available to the Contractor upon his request to the City’s Water Department through the City’s Contract Representative. In such cases where the City elects to provide hydrant water, the Contractor will be provided a meter for the fire hydrant and will be charged the City's current rate for all water used. A deposit for the meter will be required by the City’s Water Department.

E. If archaeological, historical or paleontological features are encountered or discovered during any activity related to the Work, the Contractor shall stop work immediately at that location and shall take all reasonable steps to secure the preservation of those features. The City Contract Representative will make arrangements for the proper treatment of the affected portion of the Work site. The Contractor shall not resume work in the affected portion without the prior approval of the City Contract Representative.

Extensions in the Completion time for delays resulting from the discovery of archaeological, historical or paleontological features, if such discovery results in a delay to the progress of the Work, may be claimed by the Contractor in accordance with Article 10 of these General Conditions.

H.16. CLEANING UP
A. The Contractor shall at all times keep the construction site and surrounding area free from accumulations of waste material or rubbish caused by operations under the Contract. Upon completion of the Work, the Contractor shall remove all rubbish, tools, equipment, scaffolding and surplus materials from the site and surrounding areas and leave the area “broom clean” or its equivalent, unless otherwise instructed by the City Contract Representative.

B. If the Contractor fails to clean up as provided in the Contract, the City may do so and the cost thereof shall be charged against the Contractor.

H.17. EMERGENCIES
A. In an emergency affecting the safety of life or property, the Contractor, without special instruction or authorization from the City Contract Representative, is hereby permitted, authorized and directed to act at its own discretion to prevent threatened loss or injury.

B. Except in the case of an emergency requiring immediate remedial work, any work performed after regular working hours, on Saturdays, Sundays or legal holidays shall be performed without additional expense to the City unless such work has been specifically requested and approved by the City Contract Representative.

C. The Contractor shall file with the City Contract Representative the names, addresses and telephone numbers of their employees who can be contacted at any time in case of emergency. These Contractor representatives must be fully authorized and equipped to correct

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
unsafe or excessively inconvenient conditions on short notice by the City or the Public Inspectors.

H.18. PERMITS, FEES AND NOTICES
A. The Contractor shall, at their expense, obtain all necessary permits and licenses for work performed under the Contract, and shall give all necessary notices required by laws, ordinances, rules, regulations and lawful orders of public authorities pertaining to performance of the Work, public health and safety.

B. If the Contractor knowingly performs work which is not in compliance with such laws, ordinances, rules, regulations or orders, without such notice to the City Contract Representative, the Contractor shall assume full responsibility for such Work and shall bear all costs attributable thereto.

H.19. ROYALTIES AND PATENTS
A. The Contractor shall pay all royalties and license fees.

B. The Contractor and the surety shall defend any suit or proceeding brought against the procuring agency, during the prosecution or after the completion of the work, based on a claim that manufacture, sale, or use of any method, process, machine, technique, design, living thing, genetic material, or composition of matter, or any part thereof, furnished or used under this Contract constitutes an infringement of any patent, trademark, or copyright, and the Contractor shall pay all damages and costs awarded therein, against the procuring agency and any affected third party or political subdivision. If manufacture, sale, or use of said method, process, machine, technique, design, living thing, genetic material, or composition of matter, or any part thereof, is in such suit held to constitute infringement and if manufacture, sale, or use of said method, process, machine, technique, design, living thing, genetic material, or composition of matter, or part thereof, is enjoined, the Contractor shall, at its own expense, either procure for the procuring agency the right to continue manufacture, sale, or use of said method, process, machine, technique, design, living thing, genetic material, or composition of matter, or part thereof, or, subject to Engineer's approval, replace same with noninfringing method, process, machine, technique, design, living thing, genetic material, or composition of matter, or part, or modify it so it becomes noninfringing.

C. If appropriate, the Contractor shall furnish the City Contract Representative satisfactory evidence of patent licenses or patent releases covering City-specified proprietary materials, equipment, devices or processes, as the case may be.

H.20. PROTECTION OF PERSONS AND PROPERTY
A. The Contractor shall be responsible for initiating, maintaining, supervising and directing all safety precautions and programs in connection with the performance of the Contract.

B. The Contractor shall be responsible for the protection of all Work until completion and final payment is made, including any material or equipment to be incorporated whether in storage on or off the Work site.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
C. The Contractor shall, at their own expense, replace damaged or lost material, or repair damaged parts of the Work or of other property at the work site or adjacent thereto, and the Contractor and their sureties shall be liable therefore.

D. The Contractor shall assume all risks from floods and casualties and shall make no claim for damages for delay from such causes. However, a reasonable extension of time on account of such delays may be allowed, subject to the conditions contained in Article 6 of these General Conditions.

E. In the event the Contractor encounters on the work site material reasonably believed to be a hazardous material, such as asbestos or polychlorinated biphenyl (PCB), the Contractor shall immediately stop work in the area affected and report the condition to the City Contract Representative.

F. The Contractor shall take all necessary precautions for the safety of employees on the work site and other persons who may be affected thereby, and shall comply with all applicable provisions of Federal, State and Municipal safety laws and building codes to prevent accidents or injury to persons on, about or adjacent to the premises where the Work is being performed.

The Contractor shall erect and properly maintain at all times, as required by the condition and progress of the Work, all necessary safeguards for the protection of workmen and the public and shall post danger signs warning against the hazards created by such features of construction as protruding nails, hod hoists, well holes, elevator hatchways, scaffolding, window openings, stairways and falling materials.

G. The Contractor warrants it is fully familiar and shall comply with all of the safety requirements of the Occupational Safety and Health Act (29 U.S.C. Sections 641-678, or as amended or recodified from time to time). Also the Hazard Communication Act relating to the use of hazardous materials (29 C.F.R. 1910-1200, or as amended or recodified from time to time), as promulgated by the Federal Government and as implemented by the State of Arizona, and that it will be solely responsible for all fines and penalties provided for by law for any violation of such Act and, furthermore, shall require all subcontractors to comply with such Acts and with the provisions of this section. Any claims arising out of alleged violations of such Acts are covered by the indemnification set forth in "Indemnification".

H.21. INDEMNIFICATION
To the fullest extent permitted by law, Contractor, its successors, assigns and guarantors, will indemnify and hold harmless the City and its officials, employees, volunteers, and agents, from and against all allegations, demands, proceedings, suits, actions, claims (including but not limited to claims of patent, trademark, or copyright infringement), liability, damages, losses, expenses (including but not limited to attorney fees and court costs, including the cost of appellate proceedings, and all claim-adjusting-and- handling expenses) or disbursements of any kind or nature, that may be asserted against, imposed on, or incurred by any of them, to the extent caused by the negligent, reckless, or intentional wrongful acts or omissions of Contractor or any subcontractor or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable relating to work, services and/or products provided under this Contract.

If a court of law determines that this section is void because the language used does not comply with A.R.S. § 34-226, then the words or phrases that cause the provision to violate the statute will be deemed

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
to have been retroactively modified in a way that complies with the statute but retains Contractor’s indemnity obligations to the fullest extent not inconsistent with the statute.

H.22. SUBCONTRACTS
A. The Contractor shall ensure that the assigned to this Contract are available throughout the term of the Contract. In the event that the Contractor requests substitution of subcontractors, the Contractor shall obtain prior approval from the City for subcontractor substitution. The Contractor shall ensure that substituted subcontractors are equally qualified and capable.

Information on the qualifications of proposed substitutes shall be provided to the City for its consideration and approval prior to substitution taking place.

B. In job-order-contracting, by appropriate written agreement, the Contractor agrees that each subcontractor has been notified in writing of the negotiated amount or coefficient agreed to for billing purposes. Furthermore, by appropriate written agreement, the Contractor agrees that each subcontractor shall be bound to the Contractor by the terms of this Contract. In the event of a conflict between the substance of a written subcontract and the language of this Contract, the language of this Contract shall prevail.

C. Contractor shall ensure that each subcontract shall preserve and protect the rights of the City under the Contract with respect to the work to be performed by the subcontractor. Where appropriate, the Contractor shall require each subcontractor to enter into similar agreements with sub-subcontractors. In this connection, the Contractor shall make available to each subcontractor, prior to execution of any subcontract, copies of the Contract provisions to which the subcontractor will be bound. Subcontractors shall also make copies of applicable portions of the Contract available to their respective subcontractors.

D. Each subcontract will require the subcontractor to submit to the Contractor applications for payment in such reasonable time as to enable the Contractor to apply for payment to the City in a timely manner, including any claims for extras, extensions of time, and damages for delays or otherwise to the Contractor in the manner provided in the Contract for like claims by the Contractor upon the City.

E. The Contractor further agrees:

1. To be bound to the subcontractor by all the obligations that the City assumes to the Contractor under this Contract, and by all provisions thereof affording remedies and redress to the Contractor from the City.

2. To promptly pay the subcontractor in accordance with applicable State statute.

3. That, at all times, the subcontractors’ total payments shall be proportionate to the value of the labor and materials provided by them. Payment may be preconditioned upon the subcontractors providing the Contractor with requested significant partial or final lien waivers.

4. To pay the subcontractor to such extent as may be provided by the Contract or the subcontract, if either of these provides for earlier or larger payments than the above.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted

5. To ensure timely payment to subcontractors for their work as performed and for materials fixed in place, less any applicable retention, despite any delay by the City in making payments to the Contractor for any cause not the fault of the subcontractor.

6. To share or forward, as appropriate, with its subcontractors or, as appropriate, with the City, any fire
insurance money received by the Contractor under the insurance provisions of the Contract.

7. That no claim for services rendered or materials furnished by the Contractor to the subcontractor shall be valid unless written notice thereof is given by the Contractor to the subcontractor during the first ten (10) days of the calendar month following that in which the claim originated.

8. To give the subcontractor an opportunity to be present and to submit evidence in any Contractual claim, controversy or dispute.

F. Nothing in this Article shall create any obligation on the part of the City to pay to, or to see to the payment of, any sums to any subcontractor, except as may otherwise be required by law.

G. Each subcontract agreement for a portion of the Work is hereby assignable by the Contractor to the City provided that:

1. Assignment is effective at the sole option of the City and only upon termination of the Contract for cause pursuant to Article 9 of these General Conditions, and only for those subcontract agreements which the City determines to accept by notifying the subcontractor in writing, and

2. Assignment is subject to the prior rights of the surety obligated under the Bonds relating to the Contract.

H.23. SEPARATE CONTRACTS
A. The City reserves the right to perform construction or operations related to the Work with the City's own forces and to let separate Contracts in connection with other portions of the Work or other construction or operations on the Work site.

B. The Contractor shall afford other Contractors on the Work site reasonable opportunity for the introduction and storage of their materials and the execution of their work, and shall properly connect and coordinate its work with theirs.

C. The City Contract Representative shall coordinate the activities of the City's own forces and of each separate Contractor with the work of the Contractor. The Contractor and all other Contractors on the Work site shall be required to review their construction schedules and cooperate with the City Contract Representative in coordinating the various portions of the Work with the schedules of such separate contractors.

D. If any part of the Contractor's work depends, for proper execution or results, upon the work of any other contractor, the Contractor shall inspect and promptly report to the City Contract Representative any defects in such work that render it unsuitable for continuance of the Contractor's Work. Failure to inspect and report may constitute an acceptance of the other

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
contractor's work as fit and proper for the reception of the Contractor's Work, except as to defects not then reasonably discoverable.

E. Costs caused by the Contractor because of delays or by improperly timed activities or defective construction shall be borne solely by the Contractor.

F. If the Contractor causes damage to any separate contractor on the site, the Contractor, upon due notice, agrees to settle with such separate contractor by agreement or arbitration, if he will so settle. If such separate contractor sues the City on account of any damage alleged to have been so sustained, the City shall notify the Contractor, who shall defend such proceedings and, if any judgment against the City arises therefrom, the Contractor shall pay or satisfy it.

G. Should separate contractors on the Work cause any damage, cost or loss to the Contractor, the City shall not be held responsible or liable therefore in any way other than extensions of completion time in accordance with Article 6 of these General Conditions.

H.24. TIME
A. Unless otherwise provided in the Contract, the Completion Time is the number of calendar days, including authorized time extensions, specified for completion of the Work.

B. Completion Time shall commence on the day specified in the Notice to Proceed. The date shall not be postponed on account of the failure of the Contractor, or of any of its subcontractors to take any action required to commence the Work.

C. The date of Substantial Completion is the date certified by the City Contract Representative pursuant to "Substantial Completion" of these General Conditions. It is expressly agreed that the time for completion is a reasonable time, considering average climatic conditions and usual industrial conditions prevailing in the Tucson area.

D. The term “day” as used in the Contract shall mean calendar day.

E. By execution of the Contract documents, or by concurrence with the Notice to Proceed in the case of a job order, the Contractor acknowledges that the time described is a reasonable period for a competent Contractor to complete the Work.

F. The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the agreed upon time frame. If the Contractor is delayed on any portion of the Work for any reason whatsoever, it shall expeditiously proceed on other portions of the Work which are not affected by such delay.

H.25. LIQUIDATED DAMAGES
A. The amount of liquidated damages shall be as specified in the Contract documents, or, in the case of a joborder, in the Notice to Proceed.

B. The Contractor has been put on notice that the City shall enforce the liquidated damages set forth in the Contract documents or Notice to Proceed.

C. The Contractor agrees that the City will incur damages if the Contractor fails to complete the Work within the Completion time or any approved extensions thereof and that the liquidated damages specified in the Contract or, in the case of a job-order, in the Notice to Proceed,

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
represents a fair and equitable approximation of the City's damages. Each calendar day that the Contractor shall fail to achieve Substantial Completion after the calendar date agreed to for the completion of the Work provided for in the Contract, the sum set forth in the Contract documents will be deducted from any monies due the Contractor, not as penalty, but as liquidated damages; provided however, that due account will be taken of any adjustments of the Completion time for the completion of the work allowed under the Contract.

Permission allowing the Contractor to continue and finish any part of the Work after the time fixed for its completion or after the date to which the time for completion may have been extended shall in no way operate as a waiver on the part of the City of any of its rights under the Contract.

Once substantial completion is granted, the Contractor shall achieve final completion within thirty (30) calendar days, unless otherwise agreed upon. If final completion does not occur within the agreed upon number of days, liquidated damages will commence on the first day after the agreed days, until final completion occurs.

H.26. DELAYS AND TIME EXTENSIONS
A. It is agreed that the City's only liability for any delay from any cause shall be limited to granting a time extension to the Contractor and that no extended general conditions for any delay will be applicable unless agreed to by the City. There is no other obligation, express or implied, on the part of the City to the Contractor for delay from any cause.

B. Force Majeure

1. Except for payment of sums due, neither party shall be liable to the other nor deemed in default under this Contract if and to the extent that such party's performance of this Contract is prevented by reason of Force Majeure. The term "Force Majeure" means a major occurrence that is beyond the control of the parties affected and occurs without its fault or negligence. Force Majeure shall not include late performance by a sub-contractor unless the delay arises out of a Force Majeure occurrence in accordance with this Force Majeure term and condition.

2. If either party is delayed at any time in the progress of the work by Force Majeure, the delayed party shall immediately notify the other party in writing of such delay of the commencement thereof, and shall specify the causes of such delay in such notice. Such notice shall be hand-delivered or mailed certified-return receipt and shall make a specific reference to this article, thereby invoking its provisions. The delayed party shall cause such delay to cease as soon as practicable and shall notify the other party in writing when it has done so. The time of completion shall be extended by contract modification for a period of time equal to the time that results or effects of such delay prevent the delayed party from performing in accordance with this Contract.

C. The completion time shall be extended when delay in completion of the Work by either the Contractor or the subcontractors is due to any preference, priority or allocation order duly issued by the Federal Government.

D. Time extensions shall only be granted for delays caused by the City, changes authorized in accordance with "Uncovering and Correction of Work; Changes in the Work" section of this agreement, or delays pursuant to this section.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
E. Should a dispute arise between the Contractor and the City regarding a delay or time extension, the Contractor shall continue progress on the Work until the dispute is resolved.

H.27. CONTRACT PRICE; REQUEST FOR PAYMENT; SCHEDULE OF VALUES A. The Contract amount or coefficient stated in the Contract documents or, in the case of a job order, in the Notice to Proceed, plus or minus any authorized adjustments, is the amount payable by the City to the Contractor for performance of the Work under the Contract or for a specific job order.

B. During the course of construction, the Contractor shall request payment for work actually performed during the preceding month or some other time period as mutually agreed to, using “ESTIMATE FOR PAYMENT” forms, which are furnished by the City or a City approved form submitted by the Contractor. Completed forms shall be submitted to the City Contract Representative. A schedule of values and an updated project schedule shall accompany the request for payment.

H.28. SUBSTANTIAL COMPLETION
A. When the Contractor considers that the Work, or a portion thereof which the City has agreed to accept separately, is ready for its intended use, it shall notify the City Contract Representative in writing that the Work, or the agreed upon portion thereof, is substantially complete and request the City Contract Representative to issue a Certificate of Substantial Completion.

Within a reasonable time thereafter, the City Contract Representative will make an inspection of the Work, or the designated portion thereof, to determine the status of completion. If the inspection discloses any item that is not in accordance with the Contract, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item.

The Contractor shall then submit a request for a re-inspection by the City Contract Representative. When the Work or designated portion thereof is determined to be substantially complete, the City Contract Representative will prepare a Certificate of Substantial Completion for signature of the parties, fixing therein the date of Substantial Completion and establishing the responsibilities of the City and Contractor, pending final payment by the City, for security, maintenance, utilities, damage to the Work, and insurance, and shall fix the time within which the Contractor shall finish all items on the punch list attached to the certificate.

B. Warranties required by the Contract shall commence on the date of Final Completion for a period of two years, except where a specific provision of the Contract provides otherwise.

H.29. CERTIFICATION AND PAYMENT
A. The City by mutual agreement may make progress payments on Contracts of less than ninety days and shall make monthly progress payments on all other Contracts as provided for in this paragraph. Payment to the Contractor on the basis of a duly certified and approved estimate for payment of the work performed during the preceding calendar month under the Contract may include payment for material and equipment. An estimate of the work submitted shall be deemed approved and certified for payment after seven days from the date of submission unless before that time the City or the City’s designee prepares and issues a specific written finding setting forth those items in detail in the estimate of the work that are not approved for

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
payment under the Contract. The City may withhold an amount from the progress payment sufficient to pay the expenses the City reasonably expects to incur in correcting the deficiency set forth in the written finding. The progress payments shall be paid on or before fourteen days after the estimate of the work is certified and approved. The estimate of the work shall be deemed received by the City on submission to any person designated by the City for the submission, review or approval of the estimate of the work.

B. On completion and acceptance of each separate building, public work or other division of the Contract on which the price is stated separately in the Contract, except as qualified in paragraph 7.2.5, payment may be made in full, less authorized deductions. In preparing estimates, the material and equipment delivered on the site to be incorporated in the job shall be taken into consideration in determining the estimated value by the architect, engineer or other person, as specified in the Contract.

C. The Contractor shall pay to the Contractor's subcontractors or material suppliers and each subcontractor shall pay to the subcontractor's subcontractor or material supplier, within seven days of receipt of each progress payment, unless otherwise agreed in writing by the parties, the respective amounts allowed the Contractor or subcontractor on account of the work performed by the subcontractors, to the extent of each subcontractor's interest, except that no Contract for construction services may materially alter the rights of any Contractor, subcontractor or material supplier to receive prompt and timely payment as provided under this section. The payments to subcontractors or material suppliers shall be based on payments received pursuant to this section. Any diversion by the Contractor or subcontractor of payments received for work performed on a Contract, or failure to reasonably account for the application or use of those payments, constitutes grounds for disciplinary action by the Registrar of Contractors. The subcontractor or material supplier shall notify the Registrar of Contractors and the City in writing of any payment less than the amount or percentage approved for the class or item of work as set forth in this section.

D. A subcontractor may notify the City in writing requesting that the subcontractor be notified by the City in writing within five days from payment of each progress payment made to the Contractor. The subcontractor's request remains in effect for the duration of the subcontractor's work on the project.

E. Nothing in this section prevents the Contractor or subcontractor, at the time of application and certification to the City or Contractor, from withholding the application and certification to the City or Contractor for payment to the subcontractor or material supplier for unsatisfactory job progress, defective construction work or materials not remedied, disputed work or materials, third party claims filed or reasonable evidence that a claim will be filed, failure of a subcontractor to make timely payments for labor, equipment and materials, damage to the Contractor or another subcontractor, reasonable evidence that the subcontract cannot be completed for the unpaid balance of the subcontract sum or a reasonable amount for retention.

F. If any payment to a Contractor is delayed after the date due interest shall be paid at the rate of one per cent per month or fraction of a month on the unpaid balance as may be due.

G. If any periodic or final payment to a subcontractor is delayed by more than seven days after receipt of the periodic or final payment by the Contractor or subcontractor, the Contractor or subcontractor shall pay the subcontractor or material supplier interest, beginning on the eighth

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
day, at the rate of one per cent per month or fraction of a month on the unpaid balance as may be due.

H. Notwithstanding anything to the contrary in this section, this section applies only to amounts payable in a construction services Contract for construction and does not apply to amounts payable in a construction services Contract for design services, preconstruction services, finance services, maintenance services, operations services and other related services.

I. The City Contract Representative, with reasonable dispatch, will review the contents of the ESTIMATE FOR PAYMENT submitted by the Contractor, determine the sufficiency of the estimate, satisfy himself that the City has received full value, certify the estimate and submit it through normal channels for payment.

J. Neither the certification nor payment made to the Contractor, nor partial or entire use or occupancy of the Work by the City shall constitute an acceptance of any portion of the Work.

H.30. FINAL COMPLETION AND FINAL PAYMENT
Upon receipt of notice from the Contractor that the Work is ready for final inspection and upon receipt of a request for final payment, the City Contract Representative will determine that all items on the punch list have been completed or corrected and the City will make payment for such work or portion thereof as provided for in the Contract.

H.31. PAYMENT WITHHELD
A. If the City Contract Representative is unable to certify a request for payment in whole or in part because, after observing the Work and the data comprising the ESTIMATE FOR PAYMENT, the City Contract Representative determines that the Work has not progressed or the quality of the Work is not in accordance with the Contract, the City Contract Representative shall promptly notify the Contractor. If the City Contract Representative and the Contractor cannot agree on a revised amount, the City Contract Representative will promptly issue a certificate for payment in an amount they determines is justified.

B. The City Contract Representative or other City official, as a result of subsequently discovered evidence, may also withhold or nullify the whole or a part of any certification to such extent as may be necessary to protect the City from loss on account of:

1. Defective work not remedied.

2. Third party claims filed or reasonable evidence indicating probable filing of such claims.

3. Failure of the Contractor to make payments properly to subcontractors or for labor, materials, or equipment.

4. Reasonable doubt that the Work can be completed for the unpaid balance of the Contract amount, or reasonable evidence that the Work will not be completed within the Completion time and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay.

5. Damage to another contractor or to the City.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted

6. Damage to the real or personal property of another and failure to repair or replace the same.

7. Persistent failure to carry out the Work in accordance with the Contract.

C. When the grounds for withholding payment have been corrected to the satisfaction of the City Contract Representative or other City official concerned, the City shall proceed to process any amounts due.

H.32. CONSENT OF SURETY/LIEN WAIVERS AND AS-BUILT DRAWINGS Final payment shall become due when the Contractor provides to the Contract Officer a Consent of Surety Certificate from their bonding company, or lien waivers, at the Contract Officer’s discretion and all completed as-built drawings.

H.33. PARTIAL UTILIZATION
A. The City may occupy or use any portion of the Work which the City and the Contractor agree constitutes a separately functioning and usable part of the Work that can be used by the City without significant interference with the Contractor's performance of the remainder of the Work.

Such use or occupancy may commence whether or not the portion is substantially complete, provided the City and the Contractor have accepted in writing their mutual responsibilities regarding the used portion, including but not limited to insurance coverage, maintenance and utilities.

B. Partial use or occupancy of the Work by the City shall not constitute acceptance of Work not complying with the requirements of the Contract.

H.34. UNCOVERING OF WORK
A. Piping, wiring, ducts, etc., shall not be covered up before proper inspection, approval and certificates, if required, are issued. Should any work that is designated for inspection by the City Contract Representative or the Contract before covering is covered before such inspection, it must be uncovered by the Contractor at their expense when examination is ordered by the City Contract Representative.

B. If a portion of the Work not designated by the City Contract Representative or the Contract for inspection has been covered and the City Contract Representative or a Public Inspector orders such work uncovered for inspection, the Contractor shall immediately uncover such work. If such uncovered work is found to be in accordance with the Contract, an appropriate Change Order shall be issued to compensate the
Contractor for the expense of uncovering and replacing the work. If such work is found to be not in compliance with the Contract, the Contractor shall pay such costs, unless the condition was caused by the City or a separate Contractor.

C. The City shall not be responsible for or bear the cost of any re-examination and replacement occasioned by defects in the work caused by subcontractors.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
H.35. CORRECTION OF WORK
A. Correction of Work Before Final Payment: The Contractor shall promptly remove from the site of the Work all materials and/or associated portions of the Work rejected by the City Contract Representative as failing to conform to the Contract, whether incorporated or not, and the Contractor shall promptly replace and reexecute the Work in accordance with the Contract, without expense to the City, and shall bear the expense of making good the work of other contractors destroyed or damaged by such removal or replacement. If the Contractor does not remove such rejected Work and/or materials within a reasonable time, fixed by written notice, the City may remove it and may store the materials at the expense of the Contractor.

B. Should the Contractor fail to repair such defective material and/or workmanship or to make replacements within five (5) calendar days after written notice by the City, it is agreed that the City may, at its sole discretion, make such repairs and replacements and the actual cost of the required labor and materials shall be chargeable to and payable by the Contractor or his surety.

H.36. CHANGES IN THE WORK
A. The City Contract Representative may order extra work or make changes by altering, adding to or deducting from the Work, the Contract price being adjusted accordingly by Change Order without invalidating the Contract. All such work shall be executed under the conditions of the original Contract except that any claim for extension of time caused thereby shall be adjusted at the time of ordering such change.

B. If, instead of requiring corrections or removal of work not conforming to the requirements of the contract, the work is determined to be acceptable with diminished value in the sole judgment of the City Contract Representative, a change order shall be issued incorporating the necessary revisions in the contract, including an appropriate reduction in the contract price. Such a change order does not require the signature or
approval of the Contractor. Such acceptance of non-conforming work shall not constitute a waiver of any other work required under this contract.

C. The value of any extra work or change ordered under the Contract shall be determined in one or more of the following ways:

1. By estimate and acceptance in a lump sum.

2. By unit prices in the Contract or subsequently agreed upon prices.

3. By a fixed fee.

H.37. SUSPENSION OF THE WORK FOR CAUSE; CITY'S RIGHT TO PERFORM

THE WORK
A. If the Contractor fails to correct Work which is not in accordance with the Contract, or persistently fails to carry out the Work in accordance with the Contract, the Contract Officer, after consultation with the City Contract Representative, may order the Contractor in writing to stop the Work, or any portion of the Work, until the cause for such order has been eliminated.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
B. If the Contractor fails to prosecute the Work properly or fails to perform any provision of this Contract, the City may, five (5) days after written notice to the Contractor, and without prejudice to any other remedy the City may have, make good such deficiencies and may deduct the cost thereof from the payment then or thereafter due the Contractor. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor and its surety shall be liable to the City for such deficiency.

H.38. TERMINATION BY THE CITY FOR CAUSE
A. The City, upon certification by the City Contract Representative, without prejudice to any other right or remedy of the City and after giving the Contractor seven (7) days written notice, may terminate this Contract as to all or any part of the Work for any of the following reasons:

1. If the Contractor abandons the Work, or unnecessarily delays the Work.

2. If the Contractor should persistently or repeatedly refuse or fail to supply enough properly skilled workers or proper materials or competent subcontractor.

3. If the Contractor fails to make payment to subcontractor for materials or labor in accordance with the respective agreements between the Contractor and the subcontractor or as expressly set forth herein.

4. If the Contractor persistently disregards laws, ordinances, or rules, regulations or orders of a public authority having jurisdiction, or persistently violates the conditions or covenants of this Contract.

5. If the Contractor should be adjudged bankrupt.

6. If the Contractor should make a general assignment for the benefit of its creditors, or if a receiver should be appointed on account of its insolvency.

7. If the Contractor is otherwise in substantial breach of a provision of the Contract as determined by the City.

B. Upon termination of the Contract for any of the above reasons, the City, subject to any prior rights of the
surety, may:

1. Take possession of the Work and of all materials, equipment, tools, and construction equipment and machinery at the Work site or adjacent thereto belonging to the Contractor.

2. Accept assignment of subcontracts pursuant to Subsection 5.1.8 of Article 5 of these General Conditions.

3. Finish the Work by whatever reasonable method the City may deem expedient. In completing the Work by a new contractor or by doing the Work itself, the City may use such equipment, materials, supplies, machinery, implements, tools and plant of the Contractor in the City's possession and may make all necessary repairs and replacements thereto.

C. If the City terminates the Contract for one of the reasons stated in this section, the Contractor shall not be entitled to receive any further payment.

D. The cost of fully completing the Work provided for under any new contract shall include the sum or sums of money to be paid by the City to other Contractors, all costs of repairs and

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
replacements of machinery, implements, tools and plant of the Contractor hereunder, and also all sums of money paid for additional management and administrative services, including but not limited to the cost of the City Contract Representative's additional services and added expenses made necessary by the termination of the Contract.

E. If the unpaid balance of the Contract price exceeds costs of finishing the Work, such excess may, at the City’s discretion, be paid to the Contractor. If such costs exceed the unpaid balance, the City may sell all materials, supplies, machinery, implements, tools and plant of the Contractor's then on hand, at public sale, on giving the Contractor twenty (20) days notice of the time and place of such sale, and the net proceeds
derived from the sale of said property shall be applied against such costs. Should the amount received from the sale be insufficient to pay such deficiency, the Contractor and its surety shall be liable to pay the amount of the deficiency.

H.39. SUSPENSION BY THE CITY FOR CONVENIENCE
A. The City may, without cause, order the Contractor in writing to suspend or interrupt the Work in whole or in part for such period of time as the City may determine whenever such suspension or interruption would be in the best interest of the City.

B. If the City suspends the Work for convenience, an adjustment shall be made for substantiated increases in the cost of performance of the Contract, if any, including profit on the increased cost of performance, caused by suspension or interruption. No adjustment shall be made to the extent:

1. That performance is, was or would have been so suspended or interrupted by another cause for which the Contractor is responsible, or

2. That an equitable adjustment is made or denied by the City.

H.40. TERMINATION BY THE CITY FOR CONVENIENCE
A. The performance of the Work under this Contract may be terminated by the City, in whole or in part, in accordance with this clause whenever the City reasonably determines that such termination is in the best interest of the City. Any such termination shall be effected by delivery to the Contractor of a written Notice of Termination specifying the extent to which performance of the Work is terminated, and the date upon which such termination becomes effective.

B. If the Contract is terminated by the City as provided herein, the Contractor shall receive compensation for any Work performed and accepted, together with profit in proportion to the Work performed and accepted.

The compensation shall include payment for contractual obligations reasonably incurred prior to termination. No amount shall be allowed for anticipated profit on unperformed Work.

C. In the event the City terminates the Work, in whole or in part, for cause pursuant to "Termination by the City for Cause" and the termination is later deemed to be unjustified, then such termination shall be automatically deemed a termination for convenience and the provisions of this Section shall apply.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
D. Termination of the Contract or portion thereof by the City for convenience shall not relieve the Contractor of their contractual responsibilities for the Work completed, nor shall it relieve the surety of its obligation for and concerning any just claim arising out of the Work completed.

H.41. CONTRACTOR'S RIGHT TO TERMINATE CONTRACT
A. The Contractor may terminate the Contract for any of the following reasons:

1. If the Work should be stopped under an order of any court of competent jurisdiction or other public authority for a period in excess of one (1) month through no act or fault of the Contractor or of anyone directly or indirectly employed by him.

2. If the City has failed to pay the Contractor within sixty (60) days after the date when any sum is certified for payment by the City Contract Representative, or

3. If repeated suspensions or interruptions ordered by the City pursuant to "Suspension by the City for Convenience" total in the aggregate
more than one hundred percent (100%) of the total number of days scheduled for completion, or one
hundred twenty (120) days in any three hundred sixty-five (365) day period, whichever is less.

B. If one of the above reasons exists, the Contractor may, upon seven (7) additional days, written notice to the City Contract Representative, stop Work and terminate the Contract and recover payment from the City for all Work executed and accepted by the City and any loss sustained upon any plant or materials and reasonable profit and damages.

H.42. CLAIMS AND DISPUTES
A. City Contract Representative's Resolution of Claims and Disputes; Review by Contract Officer

10.1.1 This Article relates to claims for additional compensation and any other differences between the parties arising under and by virtue of the Contract. Such claims are to be resolved at the earliest possible time and at the first responsible level so as to increase the possibility that such matters will be resolved without the vexation of an administrative hearing process, arbitration or litigation.

B. All claims, including but not limited to, claims relating to adjustments or interpretations of the Contract, payments of money, or other relief with respect to the terms of the Contract, shall be referred initially in writing to the City Contract Representative for action. The responsibility to substantiate claims shall rest with the party making the claim.

C. Claims by either party must be made within twenty-one (21) days after the event giving rise to the claim or within twenty-one (21) days after the claimant first becomes aware of the condition giving rise to the claim, whichever is later.

D. Pending final resolution of a claim, the Contractor shall proceed diligently with performance of the Contract and the City shall continue to make payments in accordance with the Contract.

E. The City Contract Representative shall, within twenty-one (21) days of receipt of a claim, issue one of the following:

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted

1. Issue a decision either rejecting or approving the claim.

2. Suggest an equitable compromise of the claim.

3. Provide a schedule to the Contractor indicating when they expect to be able to take action, which shall be within a reasonable time.

F. The City Contract Representative may require the submission of additional documentation from the Contractor to facilitate a decision.

G. The Contractor shall have ten (10) days from the date of the City Contract Representative's final decision rejecting or approving a claim, or suggesting a compromise, within which to accept or object to the decision.

Failure of the Contractor to accept or object to the decision in writing within such ten (10) day period shall be deemed an acceptance of the decision. If the Contractor rejects the decision of the City Contract Representative in writing within such ten (10) day period, the matter shall be referred to the Contract Officer for de novo review.

H. The Contract Officer shall have sixty (60) days from receipt of a written objection by the Contractor to the City Contract Representative’s final decision, or such longer period as the parties may stipulate in writing, to review the matter and issue a response in accordance with Article IX of the Tucson Procurement Code. During such period, the Contract Officer may require such additional documentation or testimony as deemed necessary to support his/her response.

H.43. GOVERNING LAW
This Contract shall be governed, and the City and Contractor shall have all remedies afforded to each, by the Tucson Procurement Code and the law of the State of Arizona. State law claims shall be brought only in Pima County Superior Court.

H.44. WRITTEN NOTICE
Written notice shall be deemed to have been duly served if delivered in person to the individual or a member of the firm or entity or to an officer of the corporation for which it was intended, or if delivered at or sent by registered or certified mail to the last known business address known to the party giving notice.

H.45. CONFLICT OF INTEREST
The City shall also have the right to terminate this Contract pursuant to the conflict-of-interest provisions of A.R.S. Sec. 38-511 and to exercise any and all remedies provided in such statute. The City may cancel this Contract if any person significantly involved in negotiating, drafting, securing or obtaining this Contract for or on behalf of the City of Tucson becomes an employee in any capacity of any other party or a consultant to any other party with reference to the subject matter of this Contract.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
H.46. INDEPENDENT CONTRACTOR
A. It is understood that each party shall act in its individual capacity and not as an agent, employee, partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to be the employee or agent of the other party for any purpose (current as of 10-29-14).

B. The Contractor shall not be entitled to compensation in the form of salaries, holidays, paid vacation, sick days, or pension contributions by the City. The City of Tucson will not provide any insurance coverage to the Contractor, including Worker's Compensation coverage. The Contractor is advised that taxes, social security payments, and other withholdings shall not be withheld from a City payment issued under this Contract and that Contractor should make arrangements to directly pay such expenses. Contractor is responsible for compliance with the Affordable Care Act for Contractor and any of Contractor’s employees (current as of 10-29-14).

H.47. GRATUITIES
The City may, by written notice to the Contractor, cancel this Contract if it is found that gratuities, in the form of entertainment, gifts or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor, to any officer or employee of the City amending, or the making of any determinations with respect to the performing of such contract. In the event this Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold from the Contractor the amount of the gratuity.

H.48. PROVISIONS REQUIRED BY LAW
Each and every provision of law and any clause required by law to be in the Contract shall be read and enforced as though it were included herein, and if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party the Contract shall forthwith be physically amended to make such insertion or correction.

H.49. SEVERABILITY
The provisions of this Contract are severable to the extent that any provision or application held to be invalid shall not affect any other provision or application of the Contract which may remain in effect without the invalid provision or application.

H.50. INTERPRETATION - PAROL EVIDENCE
This Contract is intended by the parties as a final expression of their agreement and is intended also as a complete and exclusive statement of the terms of this agreement. No course of prior dealings between the parties and no usage of the trade shall be relevant to supplement or explain any term used in this Contract. Acceptance or acquiescence in a course of performance rendered under this Contract shall not be relevant to determine the meaning of this Contract even though the accepting or acquiescing party has knowledge of the nature of the performance and opportunity to object.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
H.51. RIGHTS AND REMEDIES
No provision in this document or in the Contractor’s response shall be construed, expressly or by implication as a waiver by either party of any existing or future right and/or remedy available by law in the event of any claim or default or breach of contract. The failure of either party to insist upon the strict performance of any term or condition of the contract or to exercise or delay the exercise of any right or remedy provided in the Contract, or by law, or the acceptance of materials or services, obligations imposed by this Contract or by law, and shall not be deemed a waiver of any right of either party to insist upon the strict performance of the Contract.

H.52. RIGHT TO ASSURANCE
Whenever one party to this Contract in good faith has reason to question the other party's intent to perform, the former party may demand that the other party give a written assurance of this intent to perform. In the event that a demand is made and no written assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation with this Contract.

H.53. MISCELLANEOUS PROVISIONS
A. Advertising Contractor shall not advertise or publish information concerning this Contract without prior written consent of the City’s Director of Business Services.

B. Affirmative Action Contractor shall abide by the provisions of the Tucson Procurement Code Chapter 28, Article XII.

C. Americans with Disabilities Act The Contractor shall comply with all applicable provisions of the Americans with Disabilities Act (Public Law 101-336, 42 U.S.C. 12101, et seq.) and applicable Federal regulations under the Act.

D. Equal Pay The Contractor shall comply with the applicable provisions of the Equal Pay Act of 1963 (Pub.L. 88-38, 29 U.S.C. section 206(d)); Title VII of the Civil Rights Act of 1964 (Pub.L. 88-352, 42 U.S.C. 2000e et.seq.; and, the Lily Ledbetter Fair Pay Act of 2009 (Pub.L. 111-2).

E. Exclusive Possession All services, information, computer program elements, reports and other deliverables created under this Contract are the sole property of the City of Tucson and shall not be used or released by the Contractor or any other person except with prior written permission by the City.

F. Israel Boycott – Acceptance of the contract warrants that the vendor is in compliance with A.R.S. § 35-393 and does not participate in a boycott of Israel as that term is defined within A.R.S. § 35-393.

G. Liens All materials, services, and other deliverables supplied to the City under this Contract shall be free of all liens other than the security interest. Security interest shall extinguish upon full payment made by the City. Upon the City’s request, the Contractor shall provide a formal release of all liens.

H. Overcharges by Antitrust The City maintains that, in actual practice, overcharges resulting from antitrust violations are borne by the purchaser. Therefore, to the extent permitted by law, the Contractor hereby assigns to the City any and all claims for such overcharges as to the materials or services used to fulfill the Contract.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
I. Right to Inspect The City may, at reasonable times, and at the City's expense, inspect the place of business of a Contractor or subcontractor which is related to the performance of any Contract as awarded or to be awarded.

J. Subsequent Employment The City may terminate this Contract without penalty or further obligation pursuant to A.R.S. Section 38-511 if any person significantly involved in initiating, negotiating, securing, drafting, or creating the Contract, on behalf of the City, is or becomes, at any time while the Contract or any extension of the Contract is in effect, an employee of, or a contractor to, any other party to this Contract with respect to the subject matter of the Contract.

Termination shall be effective when written notice from the City's Director of Business Services is received by the parties to this Contract, unless the notice specifies a later time.

H.54. WAGE COMPLIANCE
Contractor shall pay their eligible employees the highest of:

A. the City of Tucson minimum wage
B. the State of Arizona minimum wage
C. if applicable, the prevailing wage required by Davis-Bacon and Related Acts Contractor shall cooperate with all efforts of the City of Tucson’s Labor Standards Unit (LSU) to monitor and ensure compliance with applicable labor standards to include, but not be limited to, the following:
 Providing copies of pertinent documentation upon request  Cooperating with audits and interviews
 Abiding by deadlines and adhering to due dates for determinations and appeals filings Contractor agrees to educate their employees on the applicable wage(s) that law requires them to minimally be paid.

All timely complaints that are received by the LSU will be evaluated in accordance with the procedures posted on the LSU’s webpage: www.tucsonaz.gov/minimumwage

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
I. Evaluation Phases
No. Evaluation Criteria Scoring Method Weight (Points)

1. QUALIFICATIONS AND EXPERIENCE
OF THE FIRM: (45 points)
A. Submit qualifications of the firm
and explain why your firm is
especially well qualified to perform
the required services.

B. Describe your firm’s ability to
provide the required performance
and payment bonds.

C. List the Arizona contractor
licenses held by the firm.

D. Provide the experience of the
proposed firm on similar contracts.

Identify type and location of
similar work and provide specific
references that may be
contacted.

Points Based 10
(25% of Total)

2. EXPERIENCE AND QUALIFICATIONS
OF THE TEAM: (35 points)
A. Provide experience and
qualifications of key team
members including any licenses,
registrations or certifications
applicable to the proposed work.

Include resumes.

Points Based 10
(25% of Total)

3. Method of Approach and Available
Resources to Complete the Work: (15
points)
A. Provide a brief synopsis of the
firm’s QA/QC & Safety Plans.

B. Describe the firm’s Training Plan
for Lift Platforms and Fall
Protection.

C. Describe the firm’s Training Plan
for Excavation Protection
D. List/describe the test and
operating equipment that will be
used.

Points Based 10
(25% of Total)

4. Subcontractor Selection Plan: (5 points)
A. Submit a proposed Subcontractor
Selection Plan pursuant to ARS
34-603. The plan must describe
procedures to be used in selecting
subcontractors, and that selection
shall be based on a combination
of qualifications and price. Include
information on how compliance
with SBE/DBE subcontractor
participation goals will be met.

Points Based 10
(25% of Total)

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted
J. Vendor Questionnaire
J.1. Forms to be Filled Out
Cover Letter
Technical Proposal
Offer Page
Cover Letter*
Please upload your cover letter
*Response required
Technical Proposal*
Please upload your technical proposal per the evaluation criteria. *Response required
Offer Page*
Please upload the Offer page.
*Response required
J.2. City of Tucson Business License
Do you have a City of Tucson Business License?
☐ Yes
☐ No
If yes, please upload the business license here.

CITY OF TUCSON

BUSINESS SERVICES DEPARTMENT

SHARED SERVICES PROCUREMENT DIVISION
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ 85701
REQUEST FOR QUALIFICATIONS NO. 240021

RESPONSIBLE CONTRACT OFFICER: Casey Adams
PH: (520) 837-4128
Restricted

OFFER AND ACCEPTANCE
OFFER
TO THE CITY OF TUCSON:

The Undersigned hereby offers and shall furnish the material or service in compliance with all terms, scope of work, conditions, specifications, and amendments in the Request for Qualifications which is incorporated by reference as if fully set forth herein.

For clarification of this offer, contact:

Name:

Company Name
Title:

Address
Phone:

City State Zip
Fax:

Signature of Person Authorized to Sign
E-mail:

Printed Name
Title

ACCEPTANCE OF OFFER
The Offer is hereby accepted. The Contractor is now bound to sell the materials or services specified in the Contract. This Contract shall be referred to as Contract No. .

CITY OF TUCSON, a municipal corporation
Approved as to form: Awarded:

This day of 20 This day of 20
As Tucson City Attorney and not personally As Director of Business Services and not personally

Office of the City Manager

CONSENT CALENDAR
October 29, 2024
To: Honorable Mayor and Members of the City Council
From: Paul Buddenhagen, City Manager
Submitted by: Scott Ferris, Director, Parks Recreation and Waterfront Subject: Contract: American Debris Box Services, Inc. for Portable Toilet Service

RECOMMENDATION
Adopt a Resolution authorizing the City Manager or his designee to execute a contract and any amendments with American Debris Box Services, Inc. for portable toilet service in an amount not to exceed $360,000 for a period of two years, with an option to extend up to three additional 12-month periods for a total amount not to exceed $900,000.

FISCAL IMPACTS OF RECOMMENDATION
Funding for this contract is included in the FY 2025 and FY 2026 Parks Tax Fund (Fund 138) and General Fund (Fund 011) for ongoing rental and service of portable toilets in City parks, special events and emergency orders. Funding is subject to appropriation in future fiscal years in the Parks Tax Fund and General Fund.

CURRENT SITUATION AND ITS EFFECTS
The current contract for portable toilet service with United Site Services of California, Inc. ends on December 31, 2024. The City issued a Request for Proposal on August 8, 2024 for portable toilet service (Spec No. 24-11670-C) and received six proposals on August 27, 2024. A review panel comprised of City staff identified American Debris Box Services, Inc. (doing business as American Portables) as the most responsive proposal to the requirements specified in the RFP. Staff therefore recommends approval of a contract with American Debris Box Services, Inc., to provide portable toilet service to the City for a two-year period, with options to extend up to three additional years.

BACKGROUND
Since 2014, the Parks, Recreation and Waterfront Department has contracted with United Site Services of California, Inc. for portable toilet service at City parks, special events, and other needed City locations. Units are located in heavily used parks that do not have appropriate alternative restroom facilities or the existing restrooms do not meet American with Disabilities Act requirements. Additional units are placed as needed for

11

Contract: American Debris Box Services, Inc. CONSENT CALENDAR for Portable Toilet Services October 29, 2024
special events, as well as other City emergency needs. In August 2024, City staff conducted a competitive RFP process to obtain proposals for a new contract.

ENVIRONMENTAL SUSTAINABILITY AND CLIMATE IMPACTS
American Debris Box Services, Inc. uses several methods to reduce the impact of its operations on the environment, and therefore comply with the City’s environmental sustainability policies. To reduce fuel usage and carbon emissions in all service vehicles, American Debris Box Services, Inc. has installed automatic idle limiters in all vehicles. To eliminate the use of harmful chemicals, American Debris Box Services, Inc. uses the following “green” materials in their portable toilets: formalehyde-free toilet deodorizers; citrus-based non-caustic, non-flammable cleaning solutions; and refillable hand pump dispensers instead of aerosol cans. All materials are purchased in bulk to reduce package waste. The toilet paper and paper towels are made from recycled paper.

RATIONALE FOR RECOMMENDATION
On August 27, 2024 the City received six proposals. A review panel comprised of City staff identified American Debris Box Services, Inc. as the most responsive proposal to the requirements specified by the RFP

ALTERNATIVE ACTIONS CONSIDERED
None.

CONTACT PERSON
Scott Ferris, Director, Parks, Recreation and Waterfront, 981-6700 Attachments:
1: Resolution

RESOLUTION NO. ##,###-N.S.

CONTRACT WITH AMERICAN DEBRIS BOX SERVICES, INC.

FOR PORTABLE TOILET SERVICE
WHEREAS, since 2014, the Parks, Recreation and Waterfront Department has contracted with United Site Services of California, Inc. for portable toilet service at City parks and special event locations; and
WHEREAS, portable toilet units are located in heavily used parks that do not have appropriate alternative restroom facilities or the existing restrooms do not meet American with Disabilities Act requirements, and additional units are placed as needed for special events and other emergency needs; and
WHEREAS the contract with United Site Services expires on December 31, 2024; and WHEREAS, the City issued a Request for Proposal on August 8, 2024 for portable toilet service (Spec No. 24-11670-C) and received six proposals on August 27, 2024. A review panel comprised of City staff identified American Debris Box Services, Inc. as the most responsive proposal to the requirements specified in the RFP; and WHEREAS, funding for this contract is included in the FY 2025 and FY 2026 Parks Tax Fund (Fund 138) and General Fund (Fund 011) for ongoing rental and service of portable toilets in City parks, special events and emergency orders. Funding is subject to appropriation in future fiscal years in the Parks Tax Fund and General Fund.

NOW THEREFORE BE IT RESOLVED by the Council of the City of Berkeley that the City Manager or his designee are authorized to execute a contract and any amendments with American Debris Box Services, Inc. for portable toilet service in an amount not to exceed $360,000 for a period of two years, with an option to extend up to three 12-month periods for a total amount not to exceed $900,000. A record signature copy of said contract and any amendments to be on file in the Office of the City Clerk.

Office of the City Manager
2180 Milvia Street, Berkeley, CA 94704 ● Tel: (510) 981-7000 ● TDD: (510) 981-6903 ● Fax: (510) 981-7099 E-Mail: [email protected] Website: https://berkeleyca.gov/your-government/about-us/departments/city- managers-office

CONSENT CALENDAR
October 29, 2024
To: Honorable Mayor and Members of the City Council
From: Paul Buddenhagen, City Manager
Submitted by: Scott Ferris, Director, Parks Recreation & Waterfront Subject: Contract: Redwood Engineering Construction for Martin Luther King Jr. Civic Center Park - Upper Plaza Improvements Project

RECOMMENDATION
Adopt a Resolution:

1. Approving the plans and specifications for the Martin Luther King Jr. Civic Center Park Upper Plaza Improvements Project; and

2. Accepting the bid of the lowest responsive and responsible bidder, Redwood Engineering Construction; and

3. Authorizing the City Manager to execute a contract and any amendments, extensions or other change orders until completion of the project in accordance with the approved plans and specifications, with Redwood Engineering Construction, for the Martin Luther King Jr. Civic Center Park Upper Plaza Improvements Project at 2135 Martin Luther King Jr Way, in an amount not to exceed $1,042,139 which includes a contract amount of $868,449 and a 20% contingency in the amount of $173,690.

FINANCIAL IMPLICATIONS
Funding will be recommended for appropriation through the first amendment to the appropriations ordinance in the Measure T1 Phase 2 Fund (Fund 511) and the Clean California Grant (One-time Grant Fund 336), and Parks Tax (Fund 138). Funds are carryover of FY 2024 project budget.

Construction
Redwood Engineering Construction (lowest bid) $ 868,449 20% Contingency $ 173,690
Total Construction Cost $ 1,042,139
Funding
Measure T1 Phase 2 (Fund 511) $ 458,128
Parks Tax (Fund 138) $ 173,690

12

Contract: Redwood Engineering Construction for CONSENT CALENDAR Civic Center Park Upper Plaza Improvements Project October 29, 2024

Clean California Local Grant Program Fund (Fund 336) $ 410,321 Total Funding $ 1,042,139

CURRENT SITUATION AND ITS EFFECTS
This improvement project is at Martin Luther King Jr. Civic Center Park, located at 2135 Martin Luther King Jr. Way, at the upper plaza terrace. Civic Center Park was dedicated in 1942, and was designated as a City of Berkeley Landmark in 1997.

The existing upper plaza needs renovations. The fountain and terrace area have significant deferred maintenance and non-ADA-compliant surfacing. The fountain has not worked in over fifty years, and is regularly subjected to illegal dumping of trash and human waste. The City annually removes more than 270 tons of garbage from the fountain and terrace area. The neglected appearance of this one-time symbol of civic pride deters thousands of students, workers, visitors, and residents who pass by the park regularly.

This is the first phase of improvements to the upper plaza. This project will renovate the deteriorated uneven flagstone terrace, facilitate the repair of the World Peace Wall, install sleeves for future irrigation and utility connections, provide planting and irrigation in the immediate vicinity outside of the plaza area, improve ADA accessibility around the plaza, and other related site improvements in preparation for the next phase of improvements. The second phase will include the final design and installation of artworks to create the Turtle Island Monument envisioned since the 1990’s.

The contract will include a 20% contingency to cover related unexpected or miscellaneous construction services. The term of the contract is 180 calendar days, which includes a performance period of 150 days and an additional 30 days for project closeout.

BACKGROUND
The project was advertised for bids on Tuesday, August 20, 2024, and bids were opened on Tuesday, September 26, 2024. The City received 7 bids, from a low base bid of $868,449 to a high base bid of $ 1,268,600. The determination of the lowest responsive and responsible bidder was based on the price for base bid work, as indicated in the bid documents.

Redwood Engineering Construction was the apparent lowest bidder at $868,449.

Evaluation of bids were conducted as outlined in the Project Manual, Document 00 2113 Instructions to Bidders – Paragraph 3.02 “Evaluation of Bids.” Redwood Engineering Construction was the lowest responsive and responsible bidder.

Staff conducted references checks and received satisfactory feedback. Staff recommends that a contract for this project be awarded to Redwood Engineering Construction.

Contract: Redwood Engineering Construction for CONSENT CALENDAR Civic Center Park Upper Plaza Improvements Project October 29, 2024

The Living Wage Ordinance does not apply to this project since construction contracts are, pursuant to City policy, subject to State prevailing wage laws. The contractor will need to submit a certification of Compliance for the Equal Benefits Ordinance. The contract will be subject to the Community Workforce Agreement.

ENVIRONMENTAL SUSTAINABILITY AND CLIMATE IMPACTS
The construction contract includes requirements to comply with the City’s Environmentally Preferable Purchasing Policy and Construction and Demolition Waste program. The project is a renovation of a developed urban site and therefore will not negatively affect natural habitat.

RATIONALE FOR RECOMMENDATION
The Martin Luther King Jr. Civic Center Park Upper Plaza is needed as part of the City’s ongoing program to repair, renovate, and improve accessibility at non-compliant or aging park facilities. The City does not have in-house labor or equipment resources to complete this renovation project.

ALTERNATIVE ACTIONS CONSIDERED
None

CONTACT PERSON
Scott Ferris, Director, Parks Recreation & Waterfront, 510-981-6700 Evelyn Chan, Supervising Civil Engineer, Parks Recreation & Waterfront, 510-981-6430 Attachments:
1: Resolution
2: Bid Results

RESOLUTION NO. ##,###-N.S.

CONTRACT: Redwood Engineering Construction FOR MARTIN LUTHER KING JR.

CIVIC CENTER PARK UPPER PLAZA IMPROVEMENTS PROJECT
WHEREAS, the Upper Plaza at Martin Luther King Jr. Civic Center Park is in need of renovation; and
WHEREAS, the City has neither the in-house labor nor the equipment necessary to undertake this project; and
WHEREAS, invitation for bids was duly advertised on August 20, 2024, bids were opened on September 24, 2024, and the City received 7 bids; and WHEREAS, Redwood Engineering Construction was determined to be the lowest responsive and responsible bidder, and references for Redwood Engineering Construction were provided and checked out satisfactorily; and WHEREAS, funding will be recommended for appropriation through the first amendment to the appropriations ordinance in the Measure T1 Phase 2 Fund (Fund 511) and the Clean California Grant (One-time Grant Fund 336). Funds are carryover of FY 2024 project budget.

NOW THEREFORE, BE IT RESOLVED by the Council of the City of Berkeley that the Plans and Specifications for Specification No. 24-11658-C for the Martin Luther King Jr.

Civic Center Park – Upper Plaza Improvements Project are approved; and BE IT FURTHER RESOLVED that that the construction contract is awarded to Redwood Engineering Construction as the lowest responsive and responsible bidder for a total contract amount of $868,449, which includes the base bid and no additive alternates; and BE IT FURTHER RESOLVED that the Council of the City of Berkeley authorizes the City Manager to execute a contract and any amendments, extensions, or change orders until completion of the project in accordance with the approved plans and specifications with Redwood Engineering Construction for the Martin Luther King Jr. Civic Center Park – Upper Plaza Improvements Project in an amount not to exceed $1,042,139, which includes a contract amount of $868,449 and a 20% contingency in the amount of $173,690 for unforeseen circumstances. A record signature copy of the agreement and any amendments to be on file in the Office of the City Clerk.

Office of the City Manager
2180 Milvia Street, Berkeley, CA 94704 ● Tel: (510) 981-7000 ● TDD: (510) 981-6903 ● Fax: (510) 981-7099 E-Mail: [email protected] Website: http://www.CityofBerkeley.info/Manager

CONSENT CALENDAR
October 29, 2024
To: Honorable Mayor and Members of the City Council
From: Paul Buddenhagen, City Manager
Submitted by: Scott Ferris, Director, Parks Recreation & Waterfront Department Subject: Donation from Berkeley Echo Lake Camp Association for Echo Lake Camp Youth Scholarships and Programming

RECOMMENDATION
Adopt a Resolution accepting a cash donation of up to $25,000 from the Berkeley Echo Lake Camp Association (BELCA) for Echo Lake Camp youth scholarships and programming.

FISCAL IMPACTS OF RECOMMENDATION
This cash donation in the amount of up to $25,000 from BELCA will be deposited into the Camps Fund donation revenue budget code 125-52-543-582-0000-000-000- 481110.

CURRENT SITUATION AND ITS EFFECTS
The Berkeley Echo Lake Camp Association wishes to provide a donation of up to $25,000 for Echo Lake Camp youth scholarships and to fund a special collaborative work weekend for scholarship participants and UC Berkeley students at Echo Lake Camp. The City’s Open Governance Ordinance (OGO) requires City Council approval of any gift to the City in excess of $1,000 (BMC Section 2.06.150, Ord. 7,166- N.S.)

BACKGROUND
Since 1922, Tuolumne and Echo Lake Camps have provided unique ways for Berkeley youth and families to experience family camp in the beautiful Sierra Mountain setting.

The Berkeley Echo Lake Camp Association (BELCA) is dedicated to preserving and enhancing the Berkeley Echo Lake Camp experience for all campers of the Berkeley community. Their efforts focus on financial support, general advocacy, and enhancements to the programs and facilities at Berkeley Echo Lake Camp. Their goal is to contribute to Berkeley’s environmental and social awareness through the continued success of the camp, and the preservation of the camp’s history and natural beauty.

ENVIRONMENTAL SUSTAINABILITY AND CLIMATE IMPACTS
There are no identifiable environmental effects or opportunities associated with the subject of this report.

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Donation – Berkeley Echo Lake Camp Association CONSENT CALENDAR October 29, 2024

RATIONALE FOR RECOMMENDATION
This donation will cover the cost of scholarship programming at Berkeley Echo Lake Camp in the 2024 season.

ALTERNATIVE ACTIONS CONSIDERED
None

CONTACT PERSON
Stephanie Chu, Recreation and Youth Services Manager, 510-981-5123 Attachments:
1: Resolution

RESOLUTION NO. ##,###-N.S.

ACCEPTING A DONATION OF UP TO $25,000 TO THE CITY OF BERKELEY FROM

THE BERKELEY ECHO LAKE CAMP ASSOCIATION
WHEREAS, the Berkeley Echo Lake Camp Association (BELCA) is dedicated to preserving and enhancing the Berkeley Camps experience for all campers of the Berkeley community; and
WHEREAS, the Berkeley Echo Lake Camp Association wishes to donate up to $25,000 to support the Berkeley Echo Lake Youth Camp Scholarship program and programming; and
WHEREAS, the cash donation in the amount of up to $25,000 from BELCA will be deposited into the Camps Fund donation revenue budget code 125-52-543-582-0000- 000-000-481110; and
WHEREAS, the City’s Open Governance Ordinance (OGO) requires City Council approval of any gift to the City in excess of $1,000 (BMC Section 2.06.150, Ord. 7,166- N.S.).

NOW THEREFORE, BE IT RESOLVED by the Council of the City of Berkeley to accept a cash donation of up to $25,000 from the Berkeley Echo Lake Camp Association for Echo Lake Camp youth scholarships and programming.

Office of the City Manager

CONSENT CALENDAR
October 29, 2024
To: Honorable Mayor and Members of the City Council
From: Paul Buddenhagen, City Manager
Submitted by: Scott Ferris, Director, Parks Recreation and Waterfront Subject: Council Referral and Contract: Green Pocket Forest for Miyawaki Forest Design and Installation

RECOMMENDATION
Adopt a Resolution authorizing the City Manager or their designee to execute a contract with Green Pocket Forest for the design and installation of a Miyawaki forest in an amount not to exceed $142,775.

FISCAL IMPACTS OF RECOMMENDATION
FY 2025 funding is available in the Parks Tax Fund (Fund 138). Funding will be recommended for appropriation in the first amendment to the appropriations ordinance in the General Fund (Fund 011). The General Fund portion is a carryover of project funds allocated by Council in FY 2024. No other funding is required, and no other projects will be delayed due to this expenditure.

CURRENT SITUATION AND ITS EFFECTS
At the intersection of Martin Luther King Jr. Way and 63rd Street there is a fenced area adjacent to the BART tracks. This is BART property and there is a maintenance agreement with the City of Berkeley. Previously this was a city irrigated lawn with some coast redwood trees (Sequoia sempervirens) growing here. In 2015, California Executive Order B-29-15 was implemented, banning the watering of ornamental grass on public street medians and restricting watering of other non-essential grass. In 2016 irrigation at this location was stopped, resulting in a gradual decline of the grass and trees, and a deterioration of the existing soil structure. Installation of a Miyawaki forest will improve the soil structure in this area, including increased organic content and improved water retention, and an improved growing environment for the existing trees.

The new plantings will be native plants that are expected to thrive without supplemental watering after the establishment period.