SERVICES
AGREEMENT BETWEEN CITY OF SUNNYVALE AND
OTIS WORLDWIDE CORPORATION FOR
DPS HEADQUARTERS ELEVATOR MODERNIZATION AND REPAIRS
THIS AGREEMENT, dated ______________, is by and between the CITY OF SUNNYVALE, a California chartered municipal corporation ("CITY"), and OTIS ELEVATOR COMPANY ("CONTRACTOR"), a Connecticut corporation.
WHEREAS, CITY is in need of modernization and repairs to the elevator in the Department of Public Safety (“DPS”) Headquarters; and
WHEREAS, CONTRACTOR represents that it, and its sub-contractors, if any, possess the professional qualifications and expertise to provide the required services and are licensed by the State of California in the required disciplines;
NOW, TH
EREFORE, THE PARTIES ENTER INTO THIS AGREEMENT.
1. Serv
ices by CONTRACTOR
CON
TRACTOR shall provide services in accordance with Exhibit "A" entitled “Scope of Work” and Exhibit “B”. To accomplish that end, CONTRACTOR agrees to assign Michal Randolph to this project, to act in the capacity of Project Manager and personally direct the services to be provided by CONTRACTOR.
All
exhibits referenced in this Agreement are attached hereto and are incorporated herein by reference. Except as specified in this Agreement, CONTRACTOR shall furnish all technical services, including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to satisfactorily complete the services required in this Agreement.
2. Contr
act Term
The
term of this Agreement shall be from the date of execution through completion, unless otherwise terminated in accordance with Section 17 below.
3. Pay
ment of Fees and Expenses
Total
compensation shall not exceed Four Hundred Fifty-Four Thousand One Hundred Fifty and No/100 Dollars ($454,150.00), unless upon written modification to this Agreement signed by both parties. CONTRACTOR shall submit progress payment invoices to CITY no more frequently than monthly to be paid in accordance with the procedures set forth in Exhibit "B".
All invoices, including detailed backup, shall be sent to City of Sunnyvale, attention Accounts Payable, P.O. Box 3707, Sunnyvale, CA 94088-3707 or [email protected]. Payment shall be made within thirty (30) days upon receipt of an accurate, itemized invoice by CITY’s Accounts Payable Unit.
4. No As
signment of Agreement
CON
TRACTOR shall bind themselves, their partners, successors, assigns, executors, and administrators to all covenants of this Agreement. Except as otherwise set forth in this Agreement, no interest in this Agreement or any of the work provided for under this Agreement shall be assigned or transferred, either voluntarily or by operation of law, without the prior written approval of CITY. However, claims for money due to or to become due to CONTRACTOR from CITY under this Agreement may be Attachment 1
as
signed to a bank, trust company or other financial institutions, or to a trustee in bankruptcy, provided tha
t written notice of any such assignment or transfer shall be first furnished to CITY. In case of the dea
th of one or more members of CON
TRACTOR's
firm, the surviving member or members shall
co
mplete the services covered by this Agreement. Any such assignment shall not relieve CON
TRACTOR fro
m any liability under the terms of this Agreement.
5. Indepe
ndent Contractor
CON
TRACTOR is
not an agent or employee of CITY but is an independent contractor with full rig
hts to manage its employees subject to the requirements of the law. All persons employed by CON
TRACTOR in
connection with this Agreement will be employees of CON TRACTOR and
not
emplo
yees of CITY in any respect. CON
TRACTOR is
responsible for obtaining statutory Workers'
Compens
ation coverage for its employees.
6. Stan
dard of Workmanship
CON
TRACTOR rep
resents and maintains that it is skilled in the professional calling necessary to
perform the services and its duties and obligations, expressed and implied, contained herein, and CITY
expressly relies upon CON
TRACTOR's
representations regarding its skills and knowledge.
CON
TRACTOR sh
all perform such services and duties in conformance to and consistent with the st
andards generally recognized as being employed by professionals in the same discipline in the State of Ca
lifornia.
7. Res
ponsibility of CON
TRACTOR
CON
TRACTOR sh
all be responsible for the professional quality, technical accuracy and the co
ordination of the services furnished by it under this Agreement. Neither CITY’s review, acceptance nor
payment for any of the services required under this Agreement shall be co nstrued to operate as a
waiv
er of any rights under this Agreement or of any cause of action arising out of the performance of thi
s Agreement, and CONT
RACTOR sh
all be and remain liable to CITY in accordance with applicable la
w for all damages to CITY caused by CONT
RACTOR’s
negligent performance of any of the services
furn
ished under this Agreement.
8. Righ
t of CITY to Inspect Records of CON
TRACTOR
CITY,
through its authorized employees, representatives, or agents, shall have the right, at any and
all reasonable times, to audit the books and records including, but not limited to, invoices, vouchers, ca
nceled checks, time cards of CON
TRACTOR f
or the purpose of verifying any and all charges made
by
CON
TRACTOR in
connection with this Agreement. CONT
RACTOR sh
all maintain for a minimum
per
iod of three (3) years from the date of final payment to CON TRACTOR or
for any longer period
req
uired by law, sufficie nt
books and records in accordance with generally accepted accounting pra
ctices to establish the correctness of all charges submitted to CITY by CONT RACTOR.
Any
ex
penses not so recorded shall be disallowed by CITY.
9. No Pl
edging of CITY’s Credit
Unde
r no circumstances shall CON
TRACTOR h
ave the authority or power to pledge the credit
of CIT
Y or incur any obligation in the name of CITY.
Attachment 1
10. Owners
hip of Material
All
material, including information developed on computer(s), which shall include, but not be li
mited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, pro
posals, tests, maps, calculations, photographs, reports and other material developed, collected,
pre
pared or caused to be prepared, under this Agreement shall be the property of CITY, but CON
TRACTOR may re
tain and use copies thereof.
CITY
shall not be limited, in any way, in its use of said material, at any time, for work associated with
Project. However, CON
TRACTOR sh
all not be responsible for damages resulting from the use of sa
id material for work other than Project, including, but not limited to the release of this material to third par
ties for work other than on Project.
11. Ind
emnity
To the
fullest extent permitted by law, CONTRACTOR shall hold harmless, defend at its own ex
pense, and indemnify the City and its officers, officials, employees, agents, and volunteers, against any
and all liability, claims, losses, damages, or expenses, includi ng reasonable attorney’s fees, arising
from
all acts or omissions of CONTRACTOR or its officers, agents, or employees in rendering services und
er this Agreement; excluding, however, such liability, claims, losses, damages, or expenses arising from
the C ity
’s sole negligence or willful acts. The
defense and indemnification obligations of this
agr
eement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations
contained in this agreement. CONTRACTOR’s responsibility for such defense and in
demnity obligations
shall survive the termination or completion of this agreement.
12. Ins
urance Requirements
The
City requires that CONTRACTOR maintain insurance requirements on the electronic in
surance verification system. C
ONTRACTOR shall procure and maintain, at its own expense, during t
he life of this Agreement, policies of insurance as specified in Exhibit "C" attached and incorporated herein b
y reference and shall provide all certificates and endorsements as specified in Exhibit "C" for
approval
by
the CITY Ris
k Manager or
authorized designee prior
to CONTRACTOR (or subcontractor)
co
mmencing any work under thi
s Agreement.
13. Wag
e Rates
Purs
uant to Sections 1770, 1771, 1774 -177
6, 1777.5, 1813, and 1815 of the California Labor
Code
, or
as amended hereafter, the
successful bidder shall pay not less than the prevailing rate of per di
em wages as determined by the Director of the State of California Department of Industrial Relations.
Copi
es of such prevailing wage rates are available for review at the office of CITY’ s Director of Public
Wor
ks, 456 West Olive Avenue, Sunnyvale, California 94086. Wage rates can also be obtained through the
California Department of Industrial Relations
website at:
http://
www.dir.ca.gov/OPRL/DPreWageDetermination.htm
Bid
ders shall promptly notify the person identified on the cover page of this bid invitation, in writi
ng, about all labor classifications not listed in the prevailing wage determinations but necessary for the perfo
rmance of the work described in the bid docu
ments.
The
successful bidder/contractor, and each subcontractor shall keep accurate payroll records, and
comply in all respects with Labor Code Sec
tion 177
6, including the timely response to written
not
ices requiring copies of such records, as provided for in such section. In the event the contractor or su
bcontractor fails to comply within the ten day period, that contractor or subcontractor shall forfeit one hun
dred dollars ($100.00) for each calendar day, or portion thereof, for each worker, until strict Attachment 1
co
mpliance is effectuated, as provided by Labor Code section 1776(h).
Neit
her the notice inviting bids nor this Agreement shall constitute a representation of fact as to the
prevailing wage rates upon which the CONTRACTOR or any subcontractor may base any claim aga
inst CITY.
It
shall be mandatory upon CONTRACTOR and upon any subcontractor to pay not less than the
specified rates to all laborers, workers, and mechanics employed in the execution of the Contract.
It
is further expressly stipulated that CONTRACTOR shall, as a pena lty to CITY, forfeit two hundred
dol
lars ($200.00) for each calendar day, or portion thereof, for each laborer, worker, or mechanic paid le
ss than the stipulated prevailing rates for any work done under this Contract by CONTRACTOR or by any
subcontractor; and CONT
RAC
TOR agrees to comply with all provisions of Section 1775 of the Lab
or Code.
In
case it becomes necessary for CONTRACTOR or any subcontractor to employ on the project und
er this Agreement any
person in a trade or occupation (except executives, supervisory, admin
istrative, clerical, or other non-manua
l workers as such) for which no minimum wage rate is herein sp
ecified, CONTRACTOR shall immediately notify CITY who will promptly thereafter de termin e the
pre
vailing rate for such additional trade or occupation and shall furnish CONTRACTOR with the mini
mum rate based thereon. The minimum rate
thus furnished shall be applicable as a minimum for
su
ch trade or occupation from the time of the initial employment of the person affected and during the co
ntinuance of such employment.
14. Confl
ict of Interest
CON
TRACTOR sh
all avoid all conflicts of interest, or appearance of conflict, in performing the se
rvices and agrees to immediately notify CITY of any facts that may give rise to a conflict of interest.
CON
TRACTOR is
aware of the prohibition that no officer of CITY shall have any interest, direct or in
direct, in this Agreement or in the proceeds thereof. During the term of this Agreement CON
TRACTOR sh
all not accept employment or an obligation which is inconsistent or incompatible with CON
TRACTOR’S o
bligations
under this Agreement.
15. Gove
rning Law, Jurisdiction and Venue
Thi
s Agreement shall be governed by and construed in accordance with the laws of the State of
California, without regard to conflict of law or choice of law principles. Proper venue for legal actions wil
l be exclusively vested in a state court in the Count y of Santa Clara. The parties agree that subject
matter
and personal jurisdiction are proper in state court in the County of Santa Clara, and waive all ve
nue objections.
16. Rec
ords, Reports and Documentation
CON
TRACTOR sh
all maintain complete and accurate records of its operation, including any and
all additional records required by CITY in writing. CON TRACTOR sh
all submit to CITY any and all
rep
orts concerning its performance under this Agreement that may be requested by CITY in writing.
CON
TRACTOR agr
ees to assist CITY in meeting CITY's reporting requirements to the state and other age
ncies with respect to CONT
RACTOR's
work hereunder. All records, reports and documentation rel
ating to the work performed under t
his Agreement shall be made available to City during the term of thi
s Agreement.
Attachment 1
17. Termin
ation of Agreement
A. If C
ONTRACTOR d
efaults in the performance of this Agreement, or materially breaches any o
f its provisions, CITY at its option may terminate this Agreement by giving written notice to CON
TRACTOR.
In the event of such termination, CONT
RACTOR s
hall be compensated in
p
roportion to the percentage of satisfactory services performed or materials furnished (in r
elation to the total which would have been performed or furnished) through the date of receipt o
f notification from CITY to terminate. C
ONTRACTOR s
hall present CITY with a
ny work
p
roduct completed at that point in time.
B. W
ithout limitation to such rights or remedies as CITY shall otherwise have by law, CITY also s
hall have the right to terminate this Agreement for any reason upon ten (10) days' written n
otice to C
ONTRACTOR.
In the event of such termination, C
ONTRACTOR s
hall be
c
ompensated in proportion to the percentage of services performed or materials furnished (in r
elation to the total which would have been performed or furnished) through the date of receipt o
f notification from CITY to terminate. C
ONTRACTOR s
hall pres
ent CITY with any work
p
roduct completed at that point in time.
C. I
f CITY fails to pay C
ONTRACTOR, CONT
RACTOR a
t its option may terminate this
A
greement if the failure is not remedied by CITY within 30 days after written notification of f
ailure to pay.
18. Subc
ontracting
None
of the services covered by this Agreement shall be subcontracted without the prior written co
nsent of CITY. Such consent may be issued with notice to proceed if subcontract CON TRACTORs
are
listed in the project work plan.
19. Compli
ance with Laws
A. CON
TRACTOR shall not discriminate against, or engage in the harassment of, any City emplo
yee or volunteer or any employee of CONTRACTOR or applicant for employment bec
ause of an individual’s race, religi
ous creed, color, national origin, ancestry, physical
di
sability, mental disability, medical condition, genetic information, marital status, sex, gen
der, gender identity, gender expression, age, sexual orientation, or veteran or military st
atus, or a
ny protected characteristic in violation of federal or st ate
law.
This prohibition
sh
all apply to all of CONTRACTOR’s employment practices and to all of CONTRACTOR’s ac
tivities as a provider of services to the City.
B. CON
TRACTOR shall comply with all federal, state and city laws, statutes, ordinances, rules and
regulations and the orders and decrees of any courts or administrative bodies or tri
bunals in any manner affecting the performance of the Agreement.
20. Chan
ges
CITY
or CONT
RACTOR may,
from time to time, request changes in the terms and conditions of
this Agreement. Such changes, which are mutually agreed upon by CITY and CONT
RACTOR,
shall
be
incorporated in amendments to this Agreement in
accordance with Section 24 below.
Attachment 1
21. Other Ag
reements
Thi
s Agreement shall not prevent either Party from entering into similar agreements with others.
22. Sev
erability Clause
In
case any one or more of the provisions contained herein shall, for any reason, be held invalid, illegal or un
enforceable in any respect, it shall not affect the validity of the other provisions which shall remain
in full force and effect.
23. Capti
ons
The
captions of the various sections, paragraphs and subparagraphs, of the contract are for co
nvenience only and shall not be considered nor referred to for resolving questions of interpretation.
24. Enti
re Agreement; Amendment
Thi
s writing constitutes the entire agreement between the parties relating to the services to be per
formed or materials to be furnished hereunder. No modification of this Agreement shall be effective unl
ess and until such modification is evidenced by writing as an amendment to this Agreement si
gned
by
all parties. If
the amendment is signed electronically, the digital signatures must comply with the req
uirements of California Government Code Section 16.5.
25. Misc
ellaneous
Ti
me shall be of the essence in this Agreement. Failure on the part of either party to enforce any
provision of this Agreement shall not be construed as a waiver of the right to compel enforcement of s
uch provision or any other provision.
IN WIT
NESS WHEREOF, the parties have executed this Agreement.
CITY OF S
UNNYVALE ("CITY") OTIS WO
RLDWIDE CORPORATION
("CONT
RACTOR")
By_
_________________________ By_
__________________________
City
Manager
_____________________________
ATTEST: Name an
d Title
By_
__________________________ By_
__________________________
_____________________________
APPR
OVED AS TO FORM: Name an
d Title
By_
__________________________
City
Attorney
Attachment 1
Exhib
it A
SCOPE OF
WORK
Phas
e 1 – Cylin
der Replacement
Thi
s phase will address the elevator’s critical repair needs to ensure safe operation and compliance with
ASME A17.1. Sco
pe of work shall include:
• Remove
the existing hydraulic cylinder, plunger, and liner assembly. • Dril
l and prepare the existing well hole for installation of a new PVC-enc ased hydraulic cylinder.
• Furn
ish and install a new double -bot
tom hydraulic cylinder with sealed PVC protection,
des
igned to prevent corrosion and contain oil leakage.
• Ins
tall a new cylinder head with drip ring, internal guide ring, and self-adjus ting packing.
• Furn
ish and install a new polished steel plunger with welded stop ring. • Repl
ace packing, buffer springs, shut-off
valves (pit and machine room), and rupture valve.
• Perfo
rm full -lo
ad safety testing and assist the California Department of Industrial Relations el
evator inspector during final inspection.
• Prov
ide protection of adjacent finishes and coordinate with building staff for temporary access res
trictions.
• Remove
and properly dispose of spoils, debris, and non-contaminated materials generated during drilling operations.
All work shall be
performed Monday through Friday between the hours of 7:00 a.m. and 5:00 p.m.
Phase 2 – Modernization and Cab Interior Remodel
Following successful completion of Phase 1 - Cylinder Replacement, Phase 2 - Modernization and Cab Interior Remodel will modernize elevator systems for improved performance, safety, and reliability. All work in Phase 2 shall be performed Monday through Friday between the hours of 7:00 a.m. and 5:00 p.m. Scope of work shall include:
A.
Machine Room Equipment
• Repl
ace existing controller with a microprocessor -bas
ed HydroFit MOD control system and
so
lid-st
ate soft starter.
• Repl
ace pump motor and power unit with new submersible hydraulic power unit, incorporating an integral 4-co
il control valve.
• Ins
tall an AUT -O-S
AFE® emergency return unit (ERU) to automatically return the elevator to the
main landing during power loss.
B.
Door Equipment
• Ins
tall new closed-lo
op door operator for consistent door performance.
• Add
solid-state i
nfrared passenger protection sensors on car doors.
• Retai
n and inspect existing interlocks, door tracks, hangers, and restrictors.
C.
Hoistway and Car Equipment
• Prov
ide new hoistway operating devices, terminal stopping devices, and pit switch. • Retai
n car guides and spring buffers.
• Ins
tall new car operating panel with LED -il
luminated buttons, emergency lighting, and
co
mmunication system.
Attachment 1
• Ins
tall new hall call buttons and position indicators at all landings.
D. Cab
Interior Remodel
• Remove existing cab finishes and furnish a new interior including:
o Stainless steel ceiling and base reveals.
o Vertical plastic laminate wall panels (standard finish). o Replacement ADA-compliant stainless handrail.
• Retain existing flooring unless otherwise directed.
DI. Work by Others
• Provide electrical power, lighting, smoke/heat detection interfaces, and code-compliant disconnects.
• Maintain dry and secure storage near the elevator shaft. • Provide disposal of removed elevator components and fluids per environmental regulations.
DII. Testing and Turnover
• Perform all required safety and code inspections.
• Provide documentation and coordination with the State elevator inspector. • Turn over elevator for public use upon final acceptance.
Attachment 1
OTIS SERVICE AND REPAIR ORDER
Otis
Service and Repair Order
We propose to furnish the necessary material and labor on the following units:
Unit Customer
Designation
Z094
86 PASSENGER
SCOPE
OF WORK
NEW CYLINDER WITH SEALED PVC PROTECTION
The cylinder shall be of a double bottom design constructed of steel pipe of sufficient thickness and suitable for the operating pressure as prescribed by the latest revision of the ASME A17.1 or CAN3-B44 codes. The top of the cylinder shall be equipped with a new cylinder head with a drip ring to collect any oil seepage as well as an internal guide ring and self-adjusting packing. The cylinder exterior shall be covered with a protective coating. Sealed PVC Protection helps protect the cylinder from corrosion, permits monitoring and evacuation of liquids to make sure the cylinder does not come in contact with water, and helps contain oil should the cylinder leak. The sealed PVC Protection can help protect your property against possible environmental contamination and clean-up costs.
NEW PLUNGER
The plunger shall be constructed of selected steel tubing or pipe of proper diameter machined true and smooth with a fine polished finish. The plunger shall be provided with a stop ring electrically welded to it to prevent the plunger from leaving the cylinder.
INSTALLATION
The plunger and new cylinder shall be installed plumb and shall operate freely with minimum friction.
CYLINDER HEAD SUPPORT REMOVAL
Otis will remove the existing cylinder-head support for cylinder replacement. After installation of the new cylinder and sealed PVC Protection System is complete, Otis will provide a new cylinder-head support.
This proposal includes removing the existing cylinder from the original well hole. Otis will be responsible for removal of spoils resulting from hole clean out in drums. Drilling work is not included in this proposal. If a drilling company is needed this will be quoted as a separate work order. Cost of project includes one day of clean out of existing hole of debris with a standard vacuum truck. If any physical obstruction, hindrance, ground water, or cave-in is encountered below the ground, we shall be provided with written authorization to proceed with the excavation utilizing any additional special hoisting or excavating equipment required. 10/1
0/2025
CUSTOMER
NAME
City of Sunnyvale
650 West Olive
Sunnyvale, CA 94086
OTIS
ELEVATOR COMPANY
1070 Commercial St. Ste 106,
San Jose,
CA 94085
OTIS
CONTACT
Michal Randolph
Phone:
Email:
PROJECT L
OCATION
700 ALL AMERICAN WAY *
700 ALL AMERICAN WAY
SUNNYVALE, CA 94086
PROPOSAL
NUMBER
QTE-002283682
Exhibit B
Compensation and Description of Work
Attachment 1
OTIS SERVICE AND REPAIR ORDER
Otis
Elevator Company shall be reimbursed for all additional costs incurred subsequent to encountering the physical obstruction or hindrance, including the costs of the special equipment. In addition, if existing cylinder is not freed from current impacted condition within an eight (8) hour period then a supplemental proposal shall be provided for any additional labor to remove the cylinder from its impacted condition.
WORK NOT INCLUDED IN THE ELEVATOR CONTRACT
When needed, we will provide protection for floors, walls and elevator entrances for normal activities associated with this work. If special drilling or excavation of contaminant material equipment is required, the owner will be responsible for all building protection and alterations needed to bring this equipment in, use and take off of the premises.
To complete this installation, the following items must be performed or furnished by the owners or their agent according to governing codes. The price and installation schedule of the elevator contractor is based on the following conditions prevailing at the beginning and during installation of the elevator equipment and includes the following:
Provide electric power for light, tools, hoists, welding, drilling rig (if necessary), etc. required for the duration of this project.
Owner will provide full access to the work area for the contractors works and their agents at all times during the agreed upon work hours for the duration of the project.
The owner will provide on-site storage space adequate to store cylinder, PVC, oil, tools, etc. during the project. The storage space should be close proximity to the work area.
It shall remain the owner’s responsibility that the well hole is free of contaminants and clear of any obstructions. The owner will provide all necessary permits for welding, gas burning and cutting in the elevator hoistway.
The owner is responsible for deactivating and reactivating all fire, smoke and/or combustion sensors in the work area that may be activated by the effects of the operations required to complete this work.
Hole Clean Out is not covered under this contract, in the event after the cylinder is removed and the hole will need to be cleaned out, Otis will sub-contract with a third party vendor and provide a proposal in the event this is needed.
Pricing includes oil, and permit needed for the alteration.
Material provided shall be installed in accordance with the ASME A17.1 Safety Code for Elevators and Escalators.
The customer will be responsible for paying local inspection fees if applicable.
Your account representative will contact you to schedule the work. All work will be performed during regular working days and hours of the Elevator Trade unless otherwise specified above. The price quoted below does not include sales tax and is valid for 30 days from the date specified above. The work will be scheduled based on the availability of material and manpower to complete the job efficiently.
The scope proposed herein represents the entire scope that we are contracted for, if additional work is required by others to allow for completion of this work and/or for the inspection to occur, that work is not included. If additional labor and material are needed, a supplemental proposal will be sent.
Attachment 1
OTIS SERVICE AND REPAIR ORDER
PRICE
$16
5,000.00
One hundred sixty-five thousand dollars
This price is based on a twenty-five percent (25%) downpayment in the amount of $41,250.00.
PAYMENT TERMS:
• The
downpayment amount is due in full prior to Otis ordering material and/or mobilizing. • If
you choose the alternative downpayment amount listed below, the corresponding adjustment shall be applied to the base contract amount.
In the event 100% of the contract price is not paid up front, we must be paid the remaining balance no later than the completion of work. Final invoice will be submitted once work is scheduled.
This proposal, including the provisions printed on the pages following, shall be a binding contract between you, or the party identified below for whom you are authorized to contract (collectively referred to herein as "you"), and us when accepted by you through execution of this proposal by you and approved by our authorized representative; or by your authorizing us to perform work for the project and our commencing such work.
Accepte
d in Duplicate
Ci
ty of Sunnyvale Oti
s Elevator Company
D
ate:
Signed:
D
ate:
Signed:
Print
Name: Print
Name: Andrea Koch
Title: Title:
Director & GM, San Jose
Email
: Email
:
C
ompany Name: City of Sunnyvale
□ Principal, Owner or Authorized Representative of
Principal or Owner
□ Agent __________________________________
(Name of Principal or Owner)
Attachment 1
©
OTIS ELEVATOR COMPANY, 2025 All Rights Reserved
Total: $
289,150
MODERNIZATION ONL
Y...........................................................................$168,000
CAB INTERIOR
.............................................................................................$39,150
WORK BY OTHERS.......................................................................................$85,000 SCHEDULE OF VALUES:
S
CHEDULE OF VALUES
Base Contract Amount:
$289,150
D
UE DATE D
ESCRIPTION %
VA
LUE
0 2/28/2025_CLC Version (Hydro Proposal)
Due within 30 days
from date of invoice
or prior to release of
factory orders,
whichever occurs
first.
Engineering/Drawings/Mobilization
“Initial Payment”
25% $ 72,287.50
D
ue within 30 days
from date of invoice
or prior to installation,
whichever occurs
first. Installation will
not commence until
this material
payment is made.
Materials for project
“Material Delivery Payment”
25% $
72,287.50
D
ue within 30 Days
from substantial
completion of each
elevator.
Installation labor
“Labor Progress Payments”
25% $
72,287.50
2 5%
Due prior to release
post-completion of
each elevator.
Completion and Release
"Final Payment" $ 72,287.50
Attachment 1
©
OTIS ELEVATOR COMPANY, 2025 All Rights Reserved
DOWN
PAYMENT (OPTION)
☐ DISCOUNT SCHEDULE
Pre-Payment Discount - Otis will offer the below discount schedule for larger pre-payment amounts:
o 75% Pre-Payment 2% discount off base bid
o 90% Pre-Payment 3% discount off base bid
aDue to current market conditions the availability of elevator installation labor is limited. If this proposal is not ccep ted within 30 days, prior to acceptance of any award Otis reserves the unilateral right to decline the award based on a review of the project schedule and our labor availability/commitments.
LEAD TIME AND DURATION
We anticipate approximately 22 weeks manufacturing time from receipt of approvals and down p
ayment.
Thereafter, we expect the modernization to take approximately 5 weeks for the Cylinder and 5 for the Mod..
All work will be performed during our regular working hours of our regular working days.
SC
HEDULE
Our proposal is based on a delivery date of 3/4/2025. If the delivery date is delayed 90 calendar days or greater
, customer agrees to pay applicable factory material price increases. A fully executed change order and full payment of the price increase, in addition to full payment of the required down
payment
Cus
tomer is required prior to the factory material being ordered and released. Additionally, if your project schedule changes and extends installation or completion of labor into a future year or year(s), Customer agrees to pay applicable labor escalation price increases. A fully executed change order regarding the labor escalation price increase must be executed prior to mobilization and the start of any work.
CODE CLARIFICATIONS
ASME A17.1 / CSA B44 (2016 or earlier): It is our understanding the International Building Code (IBC), 2018 Edition is NOT applicable to this project. Otis has included an emergency communication system that conforms to ASME A17.1 / CSA B44 (2016 or earlier), Requirement 2.27.1.1. It should be noted that at the present time there is a potential conflict concerning the emergency communication system requirements between IBC 2018 and ASME A17.1 / CSA B44 (Safety Code for Elevators and Escalators) and you agree to to hold Otis harmless for any claim, loss, cost, or damage in connection with any such conflict.
Work By Others
Customer or owner will provide one (1) dedicated outside telephone line to the elevator machine room as described in the “Work by Others” section.
Attachment 1
©
OTIS ELEVATOR COMPANY, 2025 All Rights Reserved Page 18 of 22 S
ection 11
A
LTERNATES
ALTERNATE
S
ALTERNATIVE #1 Work BY Others: Muscio Electric Details TBD ALTERNATE #2
– Cab interior
• Shop Drawings: Shop Drawings are included
• Demolition: Remove necessary material and properly dispose • Ceiling: New #4 stainless steel
•
Finishes: Seven vertical standard 1/2" plastic laminate panels on three walls, also includes #4 stainless steel base and reveals
• Handrail: Replace the existing ADA handrail, to meet ADA standard ADD: Thirty Nine Thousand One H
undred Fifty dollars and 0/100 cents: $39,150.00
Please indicate your intention to choose this option by initialing here: ______ Attachment 1
Modernization OTIS
©
OTIS ELEVATOR COMPANY, 2025 All Rights Reserved
Attachment 1
© OT
IS ELEVATOR COMPANY, 2025 All Rights Reserved
We
do not agree under our warranty to bear the cost of repairs or replacements due to vandalism, abuse, misuse, neglect, normal wear and tear, modifications not performed by us, improper or insufficient maintenance by others, or any cause beyond our control.
Attachment 1
0 2/28/2025_CLC Version (Hydro Proposal)
©
OTIS ELEVATOR COMPANY, 2025 All Rights Reserved
0 2/28/2025_CLC Version (Hydro Proposal)
Please indicate your intention to choose this option by initialing here: ______ The extent of the work to be performed is either described above or in the attached specification which is incorporated into and made a part of this document.
Price: $289,150
PRICE TBD “Cost w/Tax” Or “Cost w/o Tax”
Dollars Type Dollar Amount
T
his proposal, including the provisions printed on the pages following, shall be a binding contract between you, or the party identified below for whom you are authorized to contract, and us when accepted by you and our authorized representative through execution of this proposal; or by your authorizing us to perform work for the project and our commencing such work. The purchase price in the Contract is subject to increase caused by any reason beyond Otis’ reasonable control including but not limited to commodity, fuel, tariff, and/or shipping transportation cost increases.
This quotation is valid for thirty (30) days from the date of submission unless changed by us prior to a fully executed contract.
Accepted in Duplicated Submitted by: Michal Randolph
CUSTOMER
OTIS ELEVATOR COMPANY
Approved by Authorized Representative
Approved by Authorized
Representative
Date: Date:
Signed: X Signed: X
Print Name: Print Name:
Title: Title:
Name of Company:
Attachment 1
RM – Rev. 10/2025
Exhibit C
INSURANCE REQUIREMENTS
Contractor
shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work by the Contractor, their agents, representatives, or employees.
Minimum Scope and Limits of Insurance. Contractor shall maintain limits not less than:
1. Commercial General Liability : coverage written on an occurrence basis with limits not less than $2,000,000 per occurrence and $4,000,000 aggregate for bodily injury, personal injury and property damage. ISO Occurrence Form shall be at least as broad as CG 0001.
2. Automobile Liability: coverage with a combined single limit of not less than $2,000,000 per occurrence applying to all owned, non-owned, or hired vehicles used in conjunction with this contract for bodily injury and property damage. ISO Form shall be at least as broad as CA 0001.
3. Workers’ Compensation: Statutory Limits and Employer's Liability : $1,000,000 per accident for bodily injury or disease.
Industry Specific Coverages. If checked below, the following insurance is also required:
☐ Professional Liability / Errors and Omissions Liability coverage with limits not less than $2,000,000 per claim.
☐ Valuable Papers and Electronic Data Processing with limits not less than $10,000 each. ☐ Pollution Liability coverage with limits not less than $2,000,000 per occurrence. ☐ MCS-90 Endorsement to Business Automobile insurance for transportation of hazardous materials and pollutants.
☐ Builder’s Risk / Course of Construction coverage written on an “all risk” basis with limits equal to the completed value of the project and no coinsurance penalty provisions. ☐ Installation Floater coverage written on an “all risk” basis with limits equal to the completed value of the project and no coinsurance penalty provisions.
Deductibles, Self-Insured Retentions and Other Coverages:
Any deductibles or self-insured retentions must be declared and reviewed by the City of Sunnyvale, Risk Manager. The Contractor shall guarantee payment of any losses and related investigations, claim administration and defense expenses within the deductible or self-insured retention. Policies containing any self-insured retention provision shall provide, or be endorsed to provide, that the SIR may be satisfied by either the Named Insured or the City.
Attachment 1
RM – Rev. 10/2025
The aforementioned insurance requirements can be met through any combination of self-insured, primary and excess/umbrella policies that fulfill the stipulated coverage as cited above.
Other Insurance Provisions:
1. During the term of the contract, the City of Sunnyvale, its officers, officials, employees, agents, and volunteers are to be covered as an additional insured in the Contractor’s commercial general liability policy (and if industry specific coverage box is indicated above, valuable papers, electronic data processing, pollution liability, builder’s risk, and installation floater policies) with respect to liability arising out of activities performed by or on behalf of the Contractor; products and completed operations of the Contractor; premises owned, occupied or used by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City of Sunnyvale, its officers, officials, employees, agents, or volunteers.
Additional Insured Endorsement for ongoing operations at least as broad as ISO CG 20 10 Scheduled, or automatic CG 20 38 and completed operations shall be at least as broad as ISO CG 20 37 scheduled or automatic ISO CG 20 40.
2. During the term of the contract, the Contractor’s Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Sunnyvale.
3. For all Architects, Engineers and Design Professionals - If Industry Specific Coverage box is checked above and if the Contractor’s Professional Liability/Errors and Omissions coverage is written on a claims made basis:
a. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.
b. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Dat e prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of three (3) years after completion of contract work
4. If Industry Specific Coverage box is checked above, during the term of the contract, the Contractor’s Builder’s Risk / Course of Construction policy shall provide coverage for any building, structures, machinery or equipment that is damaged, impaired, broken or destroyed during the performance of the Work, including during transit, installation and testing. The policy shall name the City of Sunnyvale as a Loss Payee with respect to any repairs or replacement of any damaged property or other amounts payable under the policy.
5. If Industry Specific Coverage box is checked above, during the term of the contract, the property installation floater shall insure project material and equipment intended to become a part of the installation against risks of direct physical loss while in transit, in temporary storage, and while at the installation site. The coverage shall be in the amount of the value of the completed project.
Attachment 1
RM – Rev. 10/2025
6. For any claims related to this project, the Contractor’s insurance shall be primary. Any insurance or self-insurance maintained by the City of Sunnyvale, its officers, officials, employees, agents and volunteers shall be excess of the Contractor’s insurance and shall not contribute with it and shall be at least as broad as ISO CG 20 01 04 13.
7. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Sunnyvale, its officers, officials, employees, agents or volunteers.
8. The Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.
9. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, cancelled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by email to [email protected], has been given to the City.
10. Any umbrella or excess Insurance Liability policies shall be true “following form” of the underlying policy coverage, terms, conditions, and provisions and shall meet all of the insurance requirements stated in this document, including the additional insured, SIR, and primary and non-contributory insurance requirements for the benefit of City (if agreed to in a written contract or agreement) until all coverage carried by or available to the Contractor’s primary and excess liability policies are exhausted and before the City’s own Insurance or self-insurance shall be called upon to contribute to a loss.
11. The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated above shall not serve to reduce the Contractor’s policy limits of coverage. Therefore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this agreement, or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured and also available to the Additional Insured, whichever is greater.
Acceptability of Insurers:
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than Superior or Excellent, and who are admitted and authorized to do business and in good standing in California unless otherwise acceptable to the City of Sunnyvale’s Risk Manager.
Verification of Coverage:
City utilizes an electronic insurance verification system to track and verify all insurance related documents. City no longer accepts insurance documents by mail and will only accept electronic insurance documents. City will email the Contractor requesting proof of insurance for this Agreement through an electronic insurance verification system, which includes instructions on how to upload insurance documents electronically. Contractor shall furnish the City with an electronic Certificate of Insurance effecting the coverage required. The certificates are to be signed Attachment 1
RM – Rev. 10/2025
by a person authorized by that insurer to bind coverage on its behalf and name City of Sunnyvale, Attn: Risk Management, 456 W. Olive Ave, Sunnyvale, CA 94088 as the certificate holder. All certificates are to be received and approved by the City, Risk Manager prior to commencement of work.
The Contractor shall provide certificate(s) evidencing renewals of all insurance required herein prior to the expiration date of any such insurance. Contractor shall submit insurance certificates, reflecting the policy renewals through the City’s electronic insurance verification system. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
Subcontractors:
Contractor shall require and verify that all subcontractors or other parties hired for this Work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in Subcontractors Minimum scope, Limits and Provisions of Insurance herein, to the extent they apply to the scope of the subcontractor’s work with the same Certificate of Insurance requirements and naming as additional insureds all parties to this Contract. Failure of Contractor to verify existence of subcontractor’s insurance shall not relieve Contractor from any claim arising from subcontractors work on behalf of Contractor.
Contractor shall include the following language in their agreement with Subcontractors:
“Subcontractors hired by Contractor agree to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under the Agreement Documents and provide a valid certificate of insurance and the required endorsements included in the Agreement as proof of compliance prior to commencement of any work and to include this same requirement for any subcontractors they hire for this work. A copy of the Insurance provisions will be furnished to the Subcontractor upon request.” Contractor shall provide proof of such Compliance and verification to the City upon request.
Attachment 1