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Home My WebLink About13 C41630 - Quinn Company - Generator Preventative Maintenance 763-22CONTRACT NO. C41630 MEETING DATE: PREPARED BY: REQUEST: Recommendation STAFF REPORT CITY OF PALM DESERT PUBLIC WORKS DEPARTMENT June 10, 2020 Heather Horning, Senior Management Analyst Mariana Rios, Management Specialist I Authorize the award of Contract No. C41630 to Quinn Company, for Generator Preventative Maintenance Services in the amount of $45,215 annually for a three-year term, and authorize as needed extra repair work and services for an amount not to exceed $15,000 annually (Project 763-22). By Minute Motion: 1. Authorize the award of Contract No. C41630 to Quinn Company, for Generator Preventative Maintenance Services in the amount of $45,215 annually for a three- year term; 2. Authorize as needed extra repair work and services for an amount not to exceed $15,000 annually; and, 3. Authorize the City Manager to execute said agreement, extensions, and any change orders associated with this contract based on staff's recommendations. Funds are available in R/M Buildings Account No. 1104330-4331000, Corporation Yard. 1104340-4331000, City Hall, and 304220-4331000, Fire Stations. Strategic Plan Performing services on emergency generators is an ongoing operations function, and therefore not addressed in the Strategic Plan, General Plan, or City Managers Work Plan. Background Analysis The Public Works Facilities Division oversees the maintenance of eight (8) Caterpiller emergency generators that are located at City Hall, Joslyn Senior Center, Corporation Yard, and the three Fire Stations. In order to maintain them in good working condition, they require annual preventative maintenance services and tests including: multi -point inspection, load bank test, transfer switch test, and fuel polishing service. For more than ten years, the City's generator preventative maintenance services were performed by Johnson Power Systems. In 2017, the company was acquired by Quinn Group, Inc., dba Quinn Company. Staff has searched for other vendors who can perform said services, and found that the Quinn Company is the only vendor in this region certified to June 10, 2021 - Staff Report Award Contract for Generator Preventative Maintenance and Extra Repair Services to Quinn Company Page2of3 perform these type of services on Caterpillar generators. Quinn Company was approved by the City Manager last year to be a sole source vendor following Section 3.30.160 (J) of the Purchasing Ordinance, which states "when the city manager determines that there is only one source that provides the needed public project, contractual service, professional service or materials, supplies, and equipment or a product to ensure compatibility with other city products and equipment, the city shall work to procure these items in the best interest of the city". Due to the importance of maintaining the emergency generators in good and reliable working condition, and having a quick response time for emergency work, staff recommends approving a three-year contract, with the option of two one-year year extensions, with Quinn Company as a sole source vendor. Staff also recommends approving extra repair work and services in an amount not to exceed $15,000 annually to cover unforeseen issues/activities that may arise, and are in addition to the preventative maintenance services specified in the contract. Examples of these types of services include repairs or replacements of batteries, throttle and toggle switches, sensors, etc. Below is a table summarizing the last few years of expenditures and the next two years of proposed budgeted expenditures: Fiscal Year Expenditures for Expenditures for Total Contracted Additional Preventative Services Maintenance Services 18/19 $38,292.74 $6,202.13 $44,494.87 19/20 $35,717.94 $8,844.11 $44,562.05 20/21 (Estimated) $40,000.00 $8,500.00 $46,000.00 21/22 (Proposed) $45,215.00 $15,000.00 $60,215.00 22/23 (Proposed) $45,215.00 $15,000.00 $60,215.00 Fiscal Analysis The annual preventative maintenance contract amount of $45,215 includes parts and labor for regularly scheduled preventative maintenance services including multi -point inspection, load bank test, transfer switch test, and fuel polishing service. This contract amount and the extra services amount of $15,000 per year was included in the FY 2021/22 proposed budget; therefore, this action has no fiscal impact beyond these costs. Funds for extra services will only be expended to the extent necessary to complete unforeseen repairs and replacements in an amount not to exceed $15,000 annually. June 10, 2021 - Staff Report Award Contract for Generator Preventative Maintenance and Extra Repair Services to Quinn Company Page 3 of 3 LEGAL REVIEW DEPT. REVIEW N/A .Andy Firestine Robert W. Hargreaves City Attorney Andy Firestine Assistant City Manager FINANCIAL REVIEW Janet M. Moore Director of Finance City Manager, L. Todd Hileman: L. Todd H�Lewiavi VENDOR: Quinn Company 656 E. La Cadena Drive Riverside, California 92506 ATTACHMENTS: Maintenance Service Agreement Contractor's Quote CITY COUNCILAC)TION APPROVED V DENIED RECEIVED OTHER ASSISTANT CITY MANAGER .Andy Firestine Andy Firestine Assistant City Manager MEETING DATE 1 Q I n - AYES: /Vl1iKtDIY 1C4r),Nes/andel( ititan IIGj, 4 e//y NOES? None, ABSENT: None - ABSTAIN! None VERIFIED BY• M i S J S rS Original on File with City Clerk's Office [This page has intentionally been left blank.] CONTRACT NO. C41630 CITY OF PALM DESERT MAINTENANCE SERVICES AGREEMENT CONTRACT NO. C41630 1. PARTIES AND DATE. This Agreement is made and entered into this 10TH day of June, 2021 by and between the City of Palm Desert, a municipal corporation organized under the laws of the State of California with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California 92260- 2578, County of Riverside, State of California ("City") and Quinn Group, Inc. dba Quinn Company, a Corporation with its principal place of business at 665 E. La Cadena Drive, Riverside, California, 92506 ("Contractor"). City and Contractor are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. 2. RECITALS. 2.1 Contractor. Contractor desires to perform and assume responsibility for the provision of certain maintenance services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing maintenance services to public clients, that it and its subcontractors have all necessary licenses and permits to perform the services in the State of California, and that it is familiar with the plans of City. Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 2.2 Project. City desires to engage Contractor to render such services for the Preventative Maintenance and As Needed Extra Repair Work of City Generators project ("Project") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the maintenance services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from July 1, 2021 to June 30, 2024 unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two additional one-year terms. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services. Revised 11-2-20 BBK 72500.00001 \32374943.1 -1- Contract No. C41630 3.2 Responsibilities of Contractor. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee. Any personnel performing the Services under this Agreement on behalf of Contractor shall not be employees of City and shall at all times be under Contractor's exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Contractor shall perform the Services in a prompt and timely manner in accordance with the Schedule of Services set forth in Exhibit "A" attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City. 3.2.4 City's Representative. The City hereby designates Cyril Snake, Maintenance Worker, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Agreement except for increasing compensation. Contractor shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.5 Contractor's Representative. Contractor hereby designates Quinn Company, or his or her designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.6 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.7 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, Revised 11-2-20 BBK 72500.00001 \32374943.1 -2- Contract No. C41630 including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor's failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub -contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.8 Period of Performance. Contractor shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above ("Performance Time"). Contractor shall perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits "A" or "B" attached hereto, or which may be provided separately in writing to the Contractor. Contractor agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such completion schedule or Project milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage. 3.2.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of this Contract, Contractor shall continue to perform the Work while said dispute is decided by the City. If Contractor disputes the City's decision, Contractor shall have such remedies as may be provided by law. 3.2.10 Laws and Regulations: Employee/Labor Certifications. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. 3.2.10.1 Employment Eligibility: Contractor. Contractor certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Contractor certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. 3.2.10.2 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. Revised 11-2-20 BBK 72500.00001 \32374943.1 -3- Contract No. C41630 3.2.10.3 Equal Opportunity Emplovment. Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.2.10.4 Air Quality. Contractor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Contractor shall specifically be aware of the CARB limits and requirements' application to "portable equipment", which definition is considered by CARB to include any item of equipment with a fuel -powered engine. Contractor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement. 3.2.10.5 Water Quality Management and Compliance. To the extent applicable, Contractor's Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter -Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws, rules and regulations of the Environmental Protection Agency and the State Water Resources Control Board; the City's ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter -Cologne Water Quality Control Act, to any ground or surface water in the State. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Contractor to penalties, fines, or additional regulatory requirements. 3.2.11 Insurance. 3.2.11.1 Minimum Requirements. Without limiting Contractor's indemnification of City, and prior to commencement of the Services, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form that is satisfactory to City. (A) General Liability Insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. (B) Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non - owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each Revised 11-2-20 BBK 72500.00001 \32374943.1 -4- Contract No. C41630 accident. The City's Risk Manager may modify this requirement if it is determined that Consultant will not be utilizing a vehicle in the performance of his/her duties under this Agreement. (C) Umbrella or Excess Liability Insurance. Contractor may opt to utilize umbrella or excess liability insurance in meeting insurance requirements. In such circumstances, Contractor may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer's liability. Such policy or policies shall include the following terms and conditions: (a) A drop down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason; reimbursement; policies; and primary policies. (b) Pay on behalf of wording as opposed to (c) Concurrency of effective dates with primary (d) Policies shall "follow form" to the underlying (e) Insureds under primary policies shall also be insureds under the umbrella or excess policies. (D) Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives. (E) Fidelity Coverage. Reserved. (F) Cvber Liability Insurance. Reserved. (G) Pollution Liability Insurance. Reserved. 3.2.11.2 Other Provisions and Requirements. (A) Proof of Insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Revised 11-2-20 BBK 72500.00001 \32374943.1 -5- Contract No. C41630 (B) Duration of Coverage. 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 hereunder by Contractor, his/her agents, representatives, employees or subconsultants. (C) Primarv/Non-Contributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City's own insurance or self- insurance shall be called upon to protect it as a named insured. (D) Citv's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications, or is canceled and not replaced, City has the right, but not the duty, to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor, or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. (E) Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. (F) Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives, and shall require similar written express waivers and insurance clauses from each of its subcontractors. (G) Enforcement of Contract Provisions (non estoppel). Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (H) Requirements Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. Revised 11-2-20 BBK 72500.00001 \32374943.1 -6- Contract No. C41630 (I) Notice of Cancellation. Contractor agrees to oblige its insurance agent or broker and insurers to provide City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. (J) Additional Insured Status. General liability, automobile liability, and if applicable, pollution liability and cyber liability, policies shall provide or be endorsed to provide that the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives, shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (K) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (L) Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross -liability exclusions. (M) Pass Through Clause. Contractor agrees to ensure that its sub -consultants, sub -contractors, and any other party involved with the Project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the Project will be submitted to City for review. (N) Citv's Right to Revise Specifications. The City or its Risk Manager reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in cost to the Contractor, the City and Contractor may renegotiate Contractor's compensation. If the City reduces the insurance requirements, the change shall go into effect immediately and require no advanced written notice. (0) Self -Insured Retentions. Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. (P) Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. (Q) Additional Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. Revised 11-2-20 BBK 72500.00001 \32374943.1 -7- Contract No. C41630 3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.13 Bonds. 3.2.13.1 Performance Bond. If required by law or otherwise specifically requested by City in Exhibit "C" attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total, not -to -exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.2 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit "C" attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond in the amount of the total, not -to -exceed compensation indicated in this Agreement, and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until it has been received and approved by the City. 3.2.13.3 Bond Provisions. Should, in City's sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within ten (10) days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, upon request of the City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety. If the Contractor fails to furnish any required bond, the City may terminate this Agreement for cause. 3.2.13.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California -admitted surety with a current A.M. Best's rating no less than A:Vlll and satisfactory to the City. If a California -admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Revised 11-2-20 BBK 72500.00001 \32374943.1 -8- Contract No. C41630 Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City. 3.2.14 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.2.15 Work Sites. 3.2.15.1 Inspection Of Site. Contractor shall visit sites where Services are to be performed and shall become acquainted with all conditions affecting the Services prior to commencing the Services. Contractor shall make such examinations as it deems necessary to determine the condition of the work sites, its accessibility to materials, workmen and equipment, and to determine Contractor's ability to protect existing surface and subsurface improvements. No claim for allowances —time or money —will be allowed as to such matters after commencement of the Services. 3.2.15.2 Field Measurements. Contractor shall make field measurements, verify field conditions and shall carefully compare such field measurements and conditions and other information known to Contractor with the Contract, including any plans, specifications, or scope of work before commencing Services. Errors, inconsistencies or omissions discovered shall be reported to the City immediately and prior to performing any Services or altering the condition. 3.2.15.3 Hazardous Materials and Differing Conditions. Should Contractor encounter material reasonably believed to be polychlorinated biphenyl (PCB) or other toxic wastes, hazardous substances and hazardous materials as defined in California state or federal law at the site which have not been rendered harmless, the Contractor shall immediately stop work at the affected area and shall report the condition to the City in writing. The City shall contract for any services required to directly remove and/or abate PCBs, hazardous substances, other toxic wastes and hazardous materials, and shall not require the Contractor to subcontract for such services. The Services in the affected area shall not thereafter be resumed except by written agreement of the City and Contractor. 3.2.16 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City. 3.2.17 Warranty. Contractor warrants all Services under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non -conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Services or non-conformance Revised 11-2-20 BBK 72500.00001 \32374943.1 -9- Contract No. C41630 of the Services to the Agreement, commence and prosecute with due diligence all Services necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work (or work of other contractors) damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor's obligation hereunder to correct defective work shall be reinstated for an additional one (1) year period, commencing with the date of acceptance of such corrected work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non -conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand. 3.3 Fees and Payments. 3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "B" attached hereto and incorporated herein by reference. The total compensation shall not exceed Forty -Five Thousand Two Hundred and Fifteen Dollars and 00/100 ($45,215.00) without written approval of the City Council or City Manager, as applicable. 3.3.2 Payment of Compensation. Contractor shall submit to City monthly invoices which provides a detailed description of the Services and hours rendered by Contractor. City shall, within thirty (30) days of receiving such statement, review the statement and pay all non -disputed and approved charges. Contractor shall submit its final invoice to City within thirty (30) days from the last date of provided Services or termination of this Agreement and failure by the Contractor to submit a timely invoice shall constitute a waiver of its right to final payment. Payment shall not constitute acceptance of any Services completed by Contractor. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever. 3.4 Termination of Agreement. 3.4.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those Services which have been adequately rendered to City, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause. Revised 11-2-20 BBK 72500.00001 \32374943.1 - 10 - Contract No. C41630 3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5 General Provisions. 3.5.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Contractor: City: Quinn Group, Inc. dba Quinn Company 665 E. La Cadena Drive Riverside, California 92506 City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Attn: Cyril Snake, Maintenance Worker Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.2 Indemnification. 3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, "Claims") in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all expert witness fees, attorneys' fees and other related costs and expenses except such Claims caused by the sole or active negligence or willful misconduct of the City. 3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City's choosing and at Contractor's own cost, expense and risk, any and all Claims Revised 11-2-20 BBK 72500.00001 \32374943.1 - 11 - Contract No. C41630 covered by this section that may be brought or instituted against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City's attorney's fees and costs, including expert witness fees. Contractor shall reimburse the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the Contractor, the City, its elected or appointed officers, and their respective agents, officials, employees, volunteers and representatives. 3.5.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all Agreement requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against the City. 3.5.4 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.5 Citv's Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project. 3.5.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.8 Construction: References: Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to the City include its elected or appointed officers, and their respective agents, officials, employees, volunteers and Revised 11-2-20 BBK 72500.00001 \32374943.1 - 12 - Contract No. C41630 representatives except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. 3.5.9 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise. 3.5.11 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.5.7, there are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.12 Invalidity; Severabilitv. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.14 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.15 Authority to Enter Agreement. Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.17 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.18 Federal Provisions. Reserved. [SIGNATURES ON NEXT PAGE] Revised 11-2-20 BBK 72500.00001 \32374943.1 - 13 - SIGNATURE PAGE FOR MAINTENANCE SERVICES AGREEMENT BETWEEN THE CITY OF PALM DESERT AND QUINN GROUP, INC. DBA QUINN COMPANY IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written. CITY OF PALM DESERT By: L. Todd Hileman City Manager ATTEST: By: M. Gloria Sanchez Acting City Clerk APPROVED AS TO FORM: By: Best Best & Krieger LLP City Attorney REVIEWED BY: Andy Firestine Assistant City Manager Revised 11-2-20 BBK 72500.00001 \32374943.1 QUINN GROUP, INC., DBA QUINN COMPANY [IF CORPORATION, TWO SIGNATURES, PRESIDENT OR VICE PRESIDENT AND SECRETARY OR TREASURER REQUIRED] By: Its: Printed Name: By: Its: Printed Name: Contractor's License Number and Classification DIR Registration Number (if applicable) - 14 - Contract No. C41630 Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On , 20, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT Individual Corporate Officer Title(s) Partner(s) ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) Revised 11-2-20 BBK 72500.00001 \32374943.1 ❑ Limited n General - 15 - Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above Contract No. C41630 Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On , 20, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. CAPACITY CLAIMED BY SIGNER Individual Corporate Officer Partner(s) Title(s) ❑ Limited n General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) Revised 11-2-20 BBK 72500.00001 \32374943.1 - 16 - DESCRIPTION OF ATTACHED DOCUMENT Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above Contract No. C41630 EXHIBIT "A" SCOPE AND SCHEDULE OF SERVICES Extra Repair Work will be performed on an as needed basis as determined by the City at rates stated in Exhibit "B" below. Preventative Maintenance Work will be performed as stated in the Maintenance Agreement provided by Quinn Company and attached as Exhibit "D". Revised 11-2-20 BBK 72500.00001 \32374943.1 Exhibit A - 1 Contract No. C41630 EXHIBIT "B" COMPENSATION Extra Repair Work will be charged at $130 per hour for labor, and $195 per hour for overtime. The City will reimburse the contractor for materials at cost plus 15%. Total compensation for Extra Repair Work shall not exceed fifteen thousand dollars ($15,000) annually. Preventative Maintenance Work shall be compensated at an annual amount not to exceed forty- five thousand two hundred and fifteen dollars ($45,215.00) annually. Revised 11-2-20 BBK 72500.00001\32374943.1 Exhibit B - 1 Contract No. C41630 EXHIBIT "C" PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS That WHEREAS, the City of Palm Desert (hereinafter designated as the "City"), by action taken or a resolution passed June 10, 2021 has awarded to Quinn Group, Inc. hereinafter designated as the "Principal," a contract for the work described as follows: Preventative Maintenance and As Needed Extra Repair Work of City Generators (the "Project"); and WHEREAS, the work to be performed by the Principal is more particularly set forth in the Contract Documents for the Project dated June 10, 2021 ("Contract Documents"), the terms and conditions of which are expressly incorporated by reference; and WHEREAS, said Principal is required to furnish a bond in connection with said contract; providing that if said Principal or any of its Subcontractors shall fail to pay for any materials, provisions, provender, equipment, or other supplies used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the Unemployment Insurance Code or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of said Principal and its Subcontractors with respect to such work or labor the Surety on this bond will pay for the same to the extent hereinafter set forth. NOW THEREFORE, we, the Principal and as Surety, are held and firmly bound unto the City in the penal sum of Forty -Five Thousand Two Hundred and Fifteen and 00/100 Dollars ($45,215.00) lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH that if said Principal, his or its subcontractors, heirs, executors, administrators, successors or assigns, shall fail to pay any of the persons named in Section 9100 of the Civil Code, fail to pay for any materials, provisions or other supplies, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department or Franchise Tax Board from the wages of employees of the contractor and his subcontractors pursuant to Section 18663 of the Revenue and Taxation Code, with respect to such work and labor the Surety or Sureties will pay for the same, in an amount not exceeding the sum herein above specified, and also, in case suit is brought upon this bond, all litigation expenses incurred by City in such suit, including reasonable attorneys' fees, court costs, expert witness fees and investigation expenses. This bond shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code so as to give a right of action to such persons or their assigns in any suit brought upon this bond. It is further stipulated and agreed that the Surety on this bond shall not be exonerated or Revised 11-2-20 BBK 72500.00001 \32374943.1 Exhibit C - 2 Contract No. C41630 released from the obligation of this bond by any change, extension of time for performance, addition, alteration or modification in, to, or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement herein above described, or pertaining or relating to the furnishing of labor, materials, or equipment therefore, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or relating to any scheme or work of improvement herein above described, nor by any rescission or attempted rescission of the contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to recover under any such contract or agreement or under the bond, nor by any fraud practiced by any person other than the claimant seeking to recover on the bond and that this bond be construed most strongly against the Surety and in favor of all persons for whose benefit such bond is given, and under no circumstances shall Surety be released from liability to those for whose benefit such bond has been given, by reason of any breach of contract between the owner or City and original contractor or on the part of any obligee named in such bond, but the sole conditions of recovery shall be that claimant is a person described in Section 9100 of the Civil Code, and has not been paid the full amount of his claim and that Surety does hereby waive notice of any such change, extension of time, addition, alteration or modification herein mentioned and the provisions of sections 2819 and 2845 of the California Civil Code. [SIGNATURES ON NEXT PAGE] Revised 11-2-20 BBK 72500.00001 \32374943.1 Exhibit C - 3 Contract No. C41630 IN WITNESS WHEREOF, we have hereunto set our hands and seals this day of , 20 (Corporate Seal) (Corporate Seal) Contractor/ Principal By Title Surety By Attorney -in -Fact (Attach Attorney -in -Fact Certificate) Title Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached. A Power -of -Attorney authorizing the person signing on behalf of the Surety to do so much be attached hereto. NOTE: A copy of the Power -of -Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto. Revised 11-2-20 BBK 72500.00001 \32374943.1 Exhibit C - 4 Contract No. C41630 Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On . 20, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. CAPACITY CLAIMED BY SIGNER Individual Corporate Officer Partner(s) Title(s) ❑ Limited n General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) DESCRIPTION OF ATTACHED DOCUMENT Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above NOTE: This acknowledgment is to be completed for Contractor/Principal. Revised 11-2-20 BBK 72500.00001 \32374943.1 Exhibit C - 5 Contract No. C41630 Notary Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF On , 20, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT Individual Corporate Officer Partner(s) Title(s) ❑ Limited n General ❑ Attorney -In -Fact ❑ Trustee(s) ❑ Guardian/Conservator ❑ Other: Signer is representing: Name Of Person(s) Or Entity(ies) Title or Type of Document Number of Pages Date of Document Signer(s) Other Than Named Above NOTE: This acknowledgment is to be completed for the Attorney -in -Fact. The Power -of - Attorney to local representatives of the bonding company must also be attached Revised 11-2-20 BBK 72500.00001 \32374943.1 Exhibit C - 6 Contract No. C41630 EXHIBIT "D" PREVENTATIVE MAINTENANCE WORK Revised 11-2-20 BBK 72500.00001 \32374943.1 bOMEh 2A21EW2 aniinin bOMEI 2A21E1Al2 OaA■ IBM ■A CV1. MI bOMEI 2A21EIAI aniinii bOMEki 2A21E1A1 OTItA■■A■A 2021 Service Labor Rates Quinn Power Systems will provide "On -Call" emergency 24 hours per day, 7 days a week with a response of 4 hours or less. City of Industry, Oxnard, Riverside, Salinas , Santa Maria Branches: Standard Rates Shop Repair: Field Repair: Truck Shop: CVA Rate (Residential): CVA Rate (Commercial): AES Rate: Rental/ New Sales Shop: Rental/ New Sales Field: $160.00 $175.00 $160.00 $110.00 $130.00 $195.00 $100.00 $130.00 Premium Rates Shop Repair: Field Repair: Truck Shop: CVA Rate (Residential): CVA Rate (Commercial): AES Rate: Rental/ New Sales Shop: Rental/ New Sales Field: General Manager: Regional Service Manager (Metro): Product Support Sales Manager: Product Support Sales Representative: City of Industry: Orange County: Oxnard / Santa Maria: Riverside: Salinas: Overtime Rates Shop Repair: Field Repair: Truck Shop: CVA Rate (Residential): CVA Rate (Commercial): AES Rate: Rental/ New Sales Shop: Rental/ New Sales Field: $320.00 $350.00 $320.00 $220.00 $260.00 $390.00 $200.00 $260.00 Kevin Stratton: Walter Holt: Jake Lewis: (562) 463-6083 (562) 205-4121 (562) 463-6087 Jessica Lamboo: (310) 877-1200 Mark Shepherd: (562) 307-4645 Don Michaelson: (949) 433-0729 Geoffrey Matlock: (310) 883-8664 Tammy Madden: (562) 463-6041 Les Miller: (951) 712-7284 Robert Garcia: (951) 757-9229 Bridgette Francone: (951) 683-5960 Ext 2323 Open: Tammy Madden: (562) 463-6041 $240.00 $262.50 $240.00 $165.00 $195.00 $292.50 $150.00 $195.00 oriiinth rril oriiuuii ali•&ri&Ivi or ElmNom onunth MI &Whin MI thiwivi MI air onunth Mil Milan= Milan MI or DATE: 7/1/2021 PARTIES: First Party: Second Party: RECITALS: MAINTENANCE AGREEMENT CSA & Support Services (800) 789-9774 (562) 463-7150 Fax Customer # : 0053265 Agreement # : 6039 QUINN COMPANY, a California corporation, dba QUINN POWER SYSTEMS hereinafter referred to as "QUINN"; and City of Palm Desert hereinafter referred to as "OWNER". 1 . Quinn is a factory authorized Caterpillar dealer. 2 . Owner owns certain equipment and Owner desires to retain Quinn to perform periodic preventive maintenance on such equipment, and Quinn is willing to perform such periodic preventive maintenance, on the terms and subject to the conditions set forth in this Agreement. AGREEMENT: The parties hereto do hereby agree as follows: 1 . The Equipment. Owner now owns the following described engines and related equipment: Please see complete list of EQUIPMENT on Exhibit C ('PREVENTIVE MAINTENANCE SCHEDULE' - Page 5) All of the above -described item(s) are hereinafter collectively referred to as "the Equipment" and covered under this agreement. 2 . Term. Starting from: 7/1/2021 to 6/30/2024 This agreement is continuous until cancelled or non -renewed and shall commence on the date first written above and shall continue until the end of the coverage term as stated above or terminated by either party giving the other party thirty (30) days written notice of termination. The provisions of this Agreement relating to indemnification and limitation of Quinn's liability shall survive any termination of this Agreement. 3 . The Services. Owner hereby engages Quinn to render certain maintenance services to the Equipment during the term of this Agreement as indicated below and described on Exhibit "A" attached hereto ("CSA PM LEVEL DESCRIPTIONS" -Page 3). Additional PM coverage may be added anytime at customer's request. GUARANTEED PERFORMANCE PM Level 1 - Multi Point Inspection PM Level 2 - Annual Service PM Level 11 - ATS Maintenance PM Level 5 - Load Bank 2 hours test duration PM Level 8 - Fuel Sample Analysis FREQUENCY Three (3) visits per year. One (1) visit per year. One (1) visit per year. One (1) visit per year. One (1) sample per year. ANNUAL FEE $9,015.00 $10,811.00 $6,124.00 $12,200.00 included in PM 2 FACTORY RECOMMENDED SERVICES FREQUENCY PM Level 9 - Fuel Polishing As recommended by QPS Technician. SERVICE FEE $7,065.00 The following part(s) shall be replace for the above scope of work. Engine Oil, Oil Filter(s), Fuel Filter(s). Air Filters are not included (additional cost if needed) Page 1 Customer # : 005326E CONT. Agreement # : 6039 4. 5. 6. 7. Fee. During the term of this Agreement, owner shall pay Quinn: Total fee excluding optional LOADBANK TEST: $33,015.00 I Accept [ ] initial Total fee including optional LOADBANK TEST: $45,215.00 I Accept [ ] initial Quinn will invoice Owner in accordance with provisions of this Agreement, including all taxes, after each visit and Owner will pay each invoice within thirty (30) days of receipt. A service charge of one and one half percent (1.5%) per month (18% per annum) will accrue on any invoice that remains unpaid for more than thirty (30) days. Charges for labor performed after the first year of this Agreement shall be adjusted to reflect changes in Quinn's standard labor charges as in effect from time to time. At each twelve (12) month interval after the date on this document a 3% to 5% increase may be effective. If Quinn personnel arrive at the job site to perform the Maintenance Services, and are prevented from doing so through no fault of Quinn, Owner will be charged for the serviceman's time and mileage in each such instance. This Maintenance Agreement includes travel and mileage charges to and from the job site during normal business hour: Weekend and Off -Hours requests will incur additional Labor Charges according to Exhibit "B" Parts are estimated at time of quote and price may be subject to change at time of service. Standards of Performance. Quinn shall perform the Maintenance Services in accordance with the standard of care customarily employed in the heavy equipment maintenance industry. Quinn will cooperate with Owner in scheduling performance of the Maintenance Services and Quinn will perform the Maintenance Services in a manner to minimize interference with the Owner's normal business operations to the extent reasonably possible. Limited Duty and Liability. It is expressly agreed that the responsibility and liability of Quinn is strictly limited to performance of the Maintenance Services on the Equipment. Quinn has no responsibility or liability for failure to discover actual or potential problems in the condition or operation of the Equipment. Quinn makes no representations, warranties, or guaranties concerning the Equipment or the operation of the Equipment. Quinn shall have no liability for any consequential damages or lost profits suffered or incurred by Owner. It is expressly agreed that the total liability of Quinn to Owner whether such liability is based upon breach of contract, tort, or any other theory, shall be limited to an amount equal to the total fee payable by Owner to Quinn during the twelve (12) month period prior to such claim. It is further understood by Owner that Quinn would not enter into this Agreement or perform the Maintenance Services without obtaining the benefit of the above -described limitation on Quinn's liability to Owner. General Provisions. This Agreement sets forth the entire agreement of the parties hereto concerning the subject matter of this Agreement. This Agreement may only be modified or amended by an agreement in writing executed by each of the parties hereto. IN WITNESS WHEREOF, the undersigned have executed this Agreement on the date first written above. QUINN COMPANY, a California corporation dba QUINN POWER SYSTEMS BY: Oscar Rodriguez TITLE: CSA Technical Quoter Date: 7/1/2021 Owner: City of Palm Desert BY: TITLE: PO #: Date: Page 2 oriivivi = &niinth &ni&ivi *l ithvi = oriivivi oriivivi (irlll%IVI or iI,IVI orIIVIVI f'Vf111/IIA I A1111A1/1 I Af111A1/1 or or or CSA PM LEVEL DESCRIPTIONS CSA & SUPPORT SERVICES (800) 789-9774 (562) 463-7150 Fax EXHIBIT "A" Customer # : 0053265 Agreement # : 6039 PM Level 1 Multi Point Inspection * Comprehensive detailed inspection of units is performed. * Check/Adjust all fluid levels and pressures for correct operation. * Check and inspect air cleaner restriction gauge and air filter element. * Check primary source fuel tank for water with water finding paste. * Check Day tank, Fuel tank, Fuel line fittings for leaks. * Check Cooling System hoses, caps, clamps for brittleness, leaks, cracks and weakness. * Check battery voltages, charging rates, fluids, and specific gravities / ICV * Engine cranking Batteries will be tested under start up load for voltage dr * Block Heater elements and inlet/outlet t-stats are checked for proper output and operation. * Engine Fan Drive and Belts are inspected and adjusted for proper tension and condition. * Check Turbo Charger rotation / end play if so equipped. * Check generator brushes for proper tension/setting as equipped. * Check and document Control Panel instruments for proper operation and values. * Grease bearings, fan shafts, linkages, and equipment fittings as required. * Hot oil sample taken and submitted for analysis. * Test safety alarms and contacts. * Run unit under load for up to 15 minutes when authorized by site authority. * Submit report to customer. PM Level 2 Annual Service -Major w/ Multi Point Inspection * All items from PM Level 1 are performed, PLUS * Change crankcase oil, oil filter(s), fuel filter(s), water separator(s) as equipped. Air Filters are not included (additional cost if needed) < COVEREDPM Level 3 - Cooling System Service * Drain, contain and dispose of waste coolant. * Replace all coolant hoses and clamps. * Replaced the radiator pressure cap(s) * Replaced the engine thermostat(s) and associated gasket(s). * Replaced the engine fan belt(s) and alternator drive belt(s). * Refill system with proper amount of glycol antifreeze and conditioners. * Test run unit to operating temperature, under load when authorized by site personnel. op. * Return unit back to original mode of operation. * Submit report to customer. PM Level 7 - Starting Battery Replacement * Engine cranking batteries are removed and replaced. * Engine cranking batteries will be tested under start up load for voltage drop. * Old Battery disposal is provided. * Test run unit without load. * Return unit back to original mode of operation. * Submit report to customer. PM Level 11 - Automatic Transfer Switch Inspection * De -energize the transfer switch, when possible. * Clean unit of dust and dirt accumulations. * Clean open -type relays of dust/grease or oil. * Visually inspect unit for signs of arching, burning, hot spots, charring, < COVERED' or other damages. * Inspect for loose, broken or badly worn parts. " Check terminal lugs and trip units for tightness / signs of overheating. * Check main current carrying contacts for arching, pitting, and discoloration. * Clean main contacts if needed, check and re -tighten if needed. for analysis. * Check manual switches for free movement and contact continuity. * Check and adjust relay finger contacts if needed. I" Lubricate all components for proper operation as needed. * Check plug connections, if equipped. * Check door closure, locking bars and handle mechanism for proper operation. * Check exercise timer if equipped. quired. * Perform transfer test of ATS under load when authorized by site personnel. * Check all components/timers for proper operation and sequencing. P. * Check main power connections for heat build-up with infra -red gun or provide tion. optional PM Infra -Red scan. * Timers reset to customer specifications and placed in automatic mode. * Return unit back to original mode of operation. * Submit report to customer. PM Level 17 - Infra -Red Thermography Inspection * Problems can develop when electrical components generate excessive heat < COVERED' due to deterioration, loose connections, or overloads. An Infra -Red inspection is recommended to be performed on all of the following areas: generator output connections, cables, bus, and generator breakers, while system is energized. duration Inspection consist of: * Draw fuel system sample for analysis. * Draw engine coolant sample * Submit report to customer. PM Level 4 Minor Inspection * Perform general walk around inspection of unit. * Fluid levels are spot checked for correct operating range. * Inspect air filter element. * Fuel tank/engine fuel line fittings are inspected for leaks and tighten as re * Coolant hoses inspected for brittleness, leaks, cracks, and weakness. * Engine cranking batteries will be tested under start up load for voltage dro * Jacket water heater element & thermostats are checked for proper opera * Engine drive belts inspected for proper tension and condition. * Control panel instruments checked for proper operation. * Unit is run for 10 minutes, under no load. * Return unit back to original mode of operation. * Submit report to customer. PM Level 5 - Loadbank Test * Connect resistive load bank as applicable to generator. * Run Test with requested load for 2 hours test duration * Record reading every 15 minutes at 100% of name plate rating for above * Disconnect load bank from unit. * Return unit back to original mode of operation. * Provide recommendation based on test results. * Submit report to customer. PM Level 8 - Fuel Sampling * Draw fuel sample from fuel tank & submit to lab for analysis during PM Sevices * Provide report to customer. PM Level 9 - Fuel Polishing s. < COVERED' * Set-up of Thermo graphic Imaging Infra -Red camera. * Conduct infre-red scanning inspection. * High resolution photographs will accompany recommendations for corrective action or repair, and will assist overall as a critical part of any complete predictive or conditional based maintenance program. * Submit report to customer after technical review has been completed. < COVERED PM Level 22 - UPS Service * Services include manufacturer recommended equipment service & inspection for it and rotary type systems < COVERED * Performance will be based upon the specific manufacturer scopes of work * Restores fuel to optimum condition by eliminating entrained & suspended contaminants and whether or not the equipment is energized or de -energized. * All particulates filtered down to 10 microns * Removal & disposal of all bottom water, kills bacteria & fungus, apply diesel treatment * Provide report to customer. PM Level 10 - Megohmmeter Alternator Winding * This test should be performed as part of periodic maintenance in order to detect the deterioration of the winding insulation. * Perform megohmmeter test on generator winding and measure winding insulation resistance. * Submit report to customer. * All services are performed only as unit is equipped and as our technician is authorized. * Submit report to customer. Page 3 oriiinth rril oriiuuii Elmoriivivi or Elmmom &niinvi MI &nunvi CM &iiii ivi IMI or or unth Mil Milan �1= i riivivi �1�Eli �i iii Customer Support Agreement Contact Info CSA & SUPPORT SERVICES (800) 789-9774 (562) 463-7150 Fax Customer # : 0053265 EXHIBIT "B" Agreement # : 6039 EMERGENCY NUMBERS RIVERSIDE BRANCH 656 E. La Cadena Drive, Riverside, CA 92507 Quinn Power Systems will provide "On Call" emergency service 24 hours per day, 7 days a week with a response time of 4 hours or less. For regular or emergency service, please call the following numbers: During normal working hours (7:OOAM to 05:OOPM Monday — Friday) call: Customer Service (800) 789-9774 Sales Representative Robert Garcia (951) 757-9229 Service Manager Walter Holt (562) 205-4121 CSA Coordinator Lee Hayward (951) 686-2131 After hours, Saturdays, Sundays and holidays, call (951) 712-7259 All call outs requested OFF normal business hours; Monday through Friday, Saturdays, Sundays, and Holidays will be required to pay an hourly minimum of four (4) hours according to the prevailing billable rates within Exhibit "B". The above discounted labor rates will remain in effect until annual addendum review or upon termination of this agreement as covered in paragraph 2 under the general agreement terms. EFFECTIVE JANUARY 01, 2020 Page 4 onlivivi onliiiliiii onlivlivli Eli orilivivi &Whin' aiiilivlivli or fXf111Ar6f+ff111A1A Rf111A IA fXf Customer: City of Palm Desert Address: 73510 Fred Waring Dr Palm Desert Attention: Carlos Hernandez Perform Preventive Maintenance Service and Inspections on the Following. Engine Description 6039AA - City Hall Generator # 1 Caterpillar 3412, SN 081Z12134 CA 92260 PREVENTIVE MAINTENANCE SCHEDULE CSA & SUPPORT SERVICES (800) 789-9774 Customer # : 0053265 EXHIBIT "C" Agreement#: 6039 PM Levell PM Level 2 MultiPoint Annual PM Level 11 PM Level 5 Fuel Inspection Service ATS Inspection Loadbank Test Polishing LABOR: $1,074.00 $1,196.00 SATURDAY SERVICE $1,240.00 $2,650.00 $728.00 #1: 73510 Fred Waring Dr, Palm Desert CA EST. PARTS: $75.00 $740.00 $264.00 6039AB - Corporate Yard #373 Generator # 2 Generac 93109-86213, SN 73398 LABOR: $1,074.00 $845.00 $814.00 $1,150.00 $585.00 #2: 74-705 Avenue 42, Palm Desert CA EST. PARTS: $75.00 $354.00 $264.00 6039AC - Corporate Yard #374 Generator # 3 John Deere 6125HF070, SN RG6125H053954 LABOR: $1,074.00 $936.00 $814.00 $1,700.00 $728.00 #3: 74-705 Avenue 42, Palm Desert CA EST. PARTS: $75.00 $568.00 $264.00 6039AD - Corporate Yard #375 Generator # 4 Caterpillar 3406B, SN 02WB04221 LABOR: $1,074.00 $936.00 $1,800.00 $728.00 #4: 74-705 Avenue 42, Palm Desert CA EST. PARTS: $75.00 $497.00 $264.00 6039AE - Fire Station #71 Generator #5 Generac SD030, SN 817403 LABOR: $897.00 $728.00 $814.00 $1,150.00 $507.00 #5: 73995 Country Club Drive, Palm Desert CA EST. PARTS: $75.00 $343.00 $264.00 6039AF - Fire station #67 Generator #6 Cummins DGCA-5753579, SN C060892393 LABOR: $1,074.00 $806.00 $814.00 $1,150.00 $507.00 #6: 73200 Mesa View Drive, Palm Desert CA EST. PARTS: $75.00 $366.00 $264.00 6039AG - Fire Station #33 Generator #7 Caterpillar 3208, SN 029A00584 LABOR: $1,074.00 $806.00 $814.00 $1,250.00 $585.00 #7: 44 400 Town Center St, Palm Desert CA EST. PARTS: $75.00 $406.00 $264.00 6039AH - Joslyn Senoir Center Generator #8 John Deere 6068HFG82, SN PE606NN003671 LABOR: $1,074.00 $806.00 $814.00 $1,350.00 $585.00 #8: 73510 Fred Waring Dr, Palm Desert CA EST. PARTS: $75.00 $478.00 $264.00 Note: Parts are estimated at time of quote and price may be subject to change at time of service. Date: 7/1/2021 Phone No. 760-346-0611 Fax No. Prepared by: Oscar Rodriguez (562) 463-6086 ANNUAL COST $7,967.00 $5,161.00 $6,159.00 $5,374.00 $4,778.00 $5,056.00 $5,274.00 $5,446.00 $9,015.00 $10,811.00 Page 5 $6,124.00 $12,200.00 $7,065.00 $45,215.00 bOMEh 2A21EW2 aniinin bOMEI 2A21E1Al2 OaA■ IBM ■A CV1. MI bOMEI 2A21EIAI aniinii bOMEki 2A21E1A1 OTItA■■A■A 2021 Service Labor Rates Quinn Power Systems will provide "On -Call" emergency 24 hours per day, 7 days a week with a response of 4 hours or less. City of Industry, Oxnard, Riverside, Salinas , Santa Maria Branches: Standard Rates Shop Repair: Field Repair: Truck Shop: CVA Rate (Residential): CVA Rate (Commercial): AES Rate: Rental/ New Sales Shop: Rental/ New Sales Field: $160.00 $175.00 $160.00 $110.00 $130.00 $195.00 $100.00 $130.00 Premium Rates Shop Repair: Field Repair: Truck Shop: CVA Rate (Residential): CVA Rate (Commercial): AES Rate: Rental/ New Sales Shop: Rental/ New Sales Field: General Manager: Regional Service Manager (Metro): Product Support Sales Manager: Product Support Sales Representative: City of Industry: Orange County: Oxnard / Santa Maria: Riverside: Salinas: Overtime Rates Shop Repair: Field Repair: Truck Shop: CVA Rate (Residential): CVA Rate (Commercial): AES Rate: Rental/ New Sales Shop: Rental/ New Sales Field: $320.00 $350.00 $320.00 $220.00 $260.00 $390.00 $200.00 $260.00 Kevin Stratton: Walter Holt: Jake Lewis: (562) 463-6083 (562) 205-4121 (562) 463-6087 Jessica Lamboo: (310) 877-1200 Mark Shepherd: (562) 307-4645 Don Michaelson: (949) 433-0729 Geoffrey Matlock: (310) 883-8664 Tammy Madden: (562) 463-6041 Les Miller: (951) 712-7284 Robert Garcia: (951) 757-9229 Bridgette Francone: (951) 683-5960 Ext 2323 Open: Tammy Madden: (562) 463-6041 $240.00 $262.50 $240.00 $165.00 $195.00 $292.50 $150.00 $195.00