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I-2 UB Staff Report - Waterworks Materials Purchase Agreement
UB CONSENT CALENDAR I-2 TO: HONORABLE CHAIRPERSON AND MEMBERS OF THE AZUSA UTILITY BOARD FROM: MANNY ROBLEDO, DIRECTOR OF UTILITIES DATE: JUNE 15, 2020 SUBJECT: APPROVAL OF A WATER DISTRIBUTION SYSTEM MATERIAL PURCHASE AND INTEGRATED SUPPLY SYSTEM AGREEMENT WITH UNITED WATER WORKS, INC. BACKGROUND: The Azusa Light & Water (ALW) Water Division maintains warehouse stores of water distribution system materials to ensure the prompt restoration of service in the event of equipment failure and to maintain and repair water distribution facilities on a routine basis. As such, purchasing of supplies is required as supplies are used. ALW utilizes an on-site integrated supply system (ISS) distributor that maintains a warehouse of specified items, and ALW purchases items out of the warehouse on an as-needed basis without inventory carrying or maintenance costs. The current ISS agreement is expiring on June 30, 2020, so a Request for Proposals (RFP) for a new ISS distributor was issued on April 2, 2020. The recommended action would award a Waterworks Materials Purchase Agreement to the low bidder, United Water Works, Inc., for a five year term, effective July 1, 2020. RECOMMENDATION: Staff recommends the Utility Board take the following action: 1)Approve a Waterworks Materials Purchase Agreement for an Integrated Supply System for Waterworks Materials and Fittings with United Water Works, Inc., in an annual amount not to exceed $280,000; and 2) Authorize the Mayor to execute the Waterworks Materials Purchase Agreement in a form acceptable to the City Attorney. APPROVED UTILITY BOARD 6/15/2020 Waterworks Materials Purchase Agreement June 15, 2020 Page 2 ANALYSIS: On an annual basis, ALW purchases approximately $280,000 of various water work material and supplies, in order to maintain water distribution pipeline and facilities. For the past 18 years, ALW has u tilized an Integrated Supply System (ISS) to house material at a Warehouse located at an ALW site, on consignment, from a water works supplier. This arrangement has proven to be an efficient and cost effective way to hold inventory of supplies. The contracted supplier is responsible for stocking and replenishing all supplies to minimum inventory levels, reducing ALW labor time. There is no direct cost to ALW associated with carrying the inventory, and supplies are paid for only when they are checked-out from the Warehouse. The supplier carries approximately $70,000 worth of supplies in the warehouse, at no expense to ALW, that are varied in nature to accommodate the variety of maintenance and repair tasks the Water Distribution crew perform daily. On April 2, 2020, ALW requested proposals from water work suppliers to re-evaluate the competitive market and update the ISS program. On April 28, 2020, ALW received two sealed bid proposals for the Integrated Supply System for Waterworks Materials and Fittings, which included United Water Works Inc. (United) and Western Water Works Supply Company (Western). Staff received verbal confirmation, via telephone, that Core and Main respectfully declined to bid. The bids are summarized as follows: Western Water Works, the current supplier of the ISS, submitted a proposal with the same pricing and conditions as the previous five years. Western’s proposed cost to ALW for all warehouse supplies is actual cost, plus a 25% markup. For supplies used as part of a Capital Improvement Project, the proposed cost is the actual cost, plus a 15 % markup. Markup includes initial supply of inventory, tracking and delivery of replenishment supplies, as needed, to minimum inventory levels, and free delivery to the Warehouse or other locations, 24 hours a day. In addition, there is a $400 a month charge for the use of a Western supplied forklift at the Warehouse. Items are checked-out of the Warehouse on handwritten “Pick Sheets,” which are then manually scanned and emailed the Western account representative. Western will provide the initial stock of supplies, and replenish inventory levels at no direct cost to ALW. ALW will only pay for supplies that are checked-out from the Warehouse. Historical performance over the term of the previous Agreement by Western has been adequate. United Water Works provided near identical terms, however, included time saving technology and a lower markup. United’s proposed cost to ALW for all warehouse supplies is actual cost, plus a 22.5% markup. For supplies used as part of a Capital Improvement Project, the proposed cost is the actual cost, plus a 15% markup. Markup includes initial supply of inventory and inventory management system, training, hardware and technical support for the inventory management system, delivery of replenishment supplies, as needed, to minimum inventory levels, and free delivery to the Warehouse or other locations, 24 hours a day United will supply and maintain a forklift for use in the Warehouse for the duration of the agreement, at no additional cost. United will provide the initial stock of supplies, and replenish inventory levels at no direct cost to ALW. ALW will only pay for supplies that are checked-out from the Warehouse. Waterworks Materials Purchase Agreement June 15, 2020 Page 3 Based on their experience with other satellite warehouses, United proposed to implement an electronic inventory management software and barcode system called Stockroom, which provides real-time checkout of materials, invoicing, and inventory control. United will provide the software, training and hardware necessary for ALW to utilize their inventory management system, at no additional cost. After a thorough review of both proposals, including evaluation criteria and weighting factors listed in the RFP, Staff determined United Water Works, Inc. was the lowest bidder at 22.5% markup, and they have the experience and qualifications to efficiently maintain the inventory management system . Staff recommends the award of a Waterworks Materials Purchase Agreement to United Water Works, Inc. for a five year term along with a corresponding purchase order. FISCAL IMPACT: Funding for the Waterworks Materials Purchase Agreement is available in Water Distribution - Supplies/Special, Account No. 32-40-723-751-6563. Supplies purchased, as necessary, under the Waterworks Materials Purchase Agreement, will not exceed $280,000 annually. Prepared by: Reviewed and Approved: Melissa Barbosa, P.E. Manny Robledo Senior Water System Engineer Director of Utilities Reviewed and Approved: Jared Macias Assistant Director of Utilities - Water Operations Reviewed and Approved: Sergio Gonzalez City Manager Attachment: 1) United Water Works Waterworks Materials Purchase Agreement CITY OF AZUSA WATERWORKS MATERIALS PURCHASE AGREEMENT This Waterworks Materials Purchase Agreement (“Agreement”) is entered into this 15th day of June, 2020, by and between the City of Azusa, a municipal corporation organized under the laws of the State of California with its principal place of business at 213 East Foothill Boulevard, Azusa, California 91702 (“City”), and United Water Works, Inc., a Corporation with its principal place of business at 1313 E. Hunter Avenue, Santa Ana, CA 92705 (“Supplier”). City and Supplier are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement. WITNESSETH WHEREAS, City is in the process of updating its Integrated Supply System (“ISS”) with a selected supplier to provide the majority of its waterworks materials requirements on an “as required” basis; WHEREAS, Supplier desires to sell to City and City desires to purchase from Supplier on an “as required” basis, waterworks fittings and materials, described more fully in Section 1A, upon the terms and conditions set forth herein; WHEREAS, Supplier submitted a written proposal in response to City’s RFP and was selected pursuant to Chapter 2, Article VII of the City of Azusa Municipal Code. NOW, THEREFORE, the parties, intending to be legally bound, hereby agree as follows: Section 1. DEFINITIONS A.“Supplies” means all materials, supplies, items, parts, labor or other services; including, Ductile-Iron Pipe, Pipe Fittings, Gate Valves and appurtenances, Fire Service parts and appurtenances, Service Line and appurtenances, Pipe Products, Air Relief Valves and Air/Vacuum Relief Valves, and all other items provided by Supplier as specified in Exhibit “A”. B.“Date of Agreement” means the date contained herein for identification purposes. C.“Delivery Date(s)” means that date or dates upon which the Supplies are to be delivered to City, ready for approval, testing and/or use. D.“RFP” means City’s Request for Proposals for Integrated Supply System (ISS) for Waterworks Material and Fittings. Section 2. SALE OF SUPPLIES Commencing upon the Date of Agreement, Supplier shall offer for sale to City Supplies as described in Exhibit “A” on an “as-required” basis as more fully described in Section 3. Attachment 1 United Water Works Purchase Agreement Page 2 of 11 Section 3. ORDER OF SUPPLIES AND PAYMENTS BY CITY A. City intends to maintain a perpetual “on-site” inventory of Supplies at its warehouse at the Gladstone Water Distribution Yard located at 710 W. Gladstone Street, Azusa CA 91702 (“Warehouse”), so that it may quickly respond to the operations, maintenance and repair needs of its water facilities. City shall notify Supplier of the stock item and quantity of Supplies required to be available for immediate use out of the Warehouse. Supplier shall deliver Supplies to City at the Warehouse in accordance with the Schedule set forth in Section 7 below. 1. Initial stocking of Supplies and the start-up of the Warehouse inventory system shall be coordinated with City to determine the initial stock items, quantities, and delivery schedule. 2. City shall have the sole discretion to add, remove, or change stock items and quantities of Supplies at any time, or from time to time, by written notice to Supplier. Supplier shall change, modify, or remove such items requested within 30 days of the written request. 3. City may specify stock items and distributors of Supplies at any time, or from time to time, by written notice to Supplier. B. The cost of Supplies delivered to City by the Supplier shall be regularly billed to City by the Supplier on a weekly basis; provided, however, the City may request immediate billing for project materials. In general, as City uses parts out of inventory, the quantities of parts used will be reported by City to the Supplier on a real-time basis using an integrated materials management software system (i.e. Stockroom) provided by the Supplier; provided, however, other methods of reporting such as e-mail, fax, etc. may be used on a daily basis. 1. There shall be no minimum quantity of materials or minimum delivery cost for any deliveries. C. As City uses and reduces parts in inventory, the Supplier will replace the used inventory to a level of parts in inventory to be determined in advance and agreed to by City and the Supplier. The Supplier will use the perceived normalized rate of shrinkage for each of the parts in inventory to determine the intervals at which the replacement of each part is required in order to maintain minimal inventory levels in the Warehouse. D. Acceptance by Supplier of payment shall constitute a waiver, release and discharge of any and all claims and demands of any kind or character which Supplier then has, or can subsequently acquire against City, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. However, final payment by City will not constitute a waiver, release or discharge of any claims or demands which City then has, or can subsequently acquire, against Supplier, its successors and assigns, for or on account of any matter or thing arising out of, or in any manner connected with, the performance of this Agreement. United Water Works Purchase Agreement Page 3 of 11 Section 4. PRICE AND ASSOCIATED COSTS The purchase price for Supplies sold under this Agreement to City shall be the prevailing market paid price for said Supplies by said Supplier, plus a 22.5% markup; provided, however, any Supplies determined by City to be used for capital improvement projects shall have a 15% markup (“Price”). In addition to the Price, City shall pay all applicable taxes and delivery fees at cost without a markup. Upon request by the City, Supplier shall provide documentation of costs to validate invoices presented to the City for payment and be subject to periodic audits by the City or its representative to substantiate the prevailing market price and applicable markups. Delivery of Supplies in accordance with pre-established lead times shall be Freight on Board (“FOB”) at the Warehouse or the job site specified by the City. Supplier shall be responsible for all handling costs up to the FOB point. Supplier may store Supplies at the Warehouse in minimum and maximum quantities as specified by the City; provided, however, the City shall not be responsible for the carrying costs associated with the inventory stocked at the Warehouse. Supplier shall provide access to online pricing, quotes, invoices, proof of deliveries, and purchase orders for Supplies. Minimum inventory quantities and replenishment shall be maintained by the Supplier. There shall be no additional charges for after-hour, emergency, weekend, or holiday, deliveries of Supplies as requested by the City. The Supplier shall be available 24 hours per day, and seven days a week, at no additional charge to City. An appropriately sized forklift shall be provided and maintained by Supplier at the Warehouse, for use by the City in handling Supplies, at no additional cost to City. Section 5. INSPECTIONS AND TESTS City shall have the right to inspect and/or test the Supplies prior to acceptance. If upon inspection or testing the Supplies or any portion thereof are found to be nonconforming, unsatisfactory, defective, of inferior quality or workmanship, or fail to meet any requirements or specifications contained in Exhibit “A”, then without prejudice to any other rights or remedies, City may reject the Supplies or exercise any of its rights under Section 6.C. The inspection, failure to make inspection, acceptance of goods, or payment for goods shall not impair City’s right to reject nonconforming goods, irrespective of City’s failure to notify Supplier of a rejection of nonconforming goods or revocation of acceptance thereof or to specify with particularity any defect in nonconforming goods after rejection or acceptance thereof. Section 6. WARRANTY A. Supplier warrants that the Supplies will be new, of merchantable quality and free from defects in design, material and workmanship when delivered, and for the period of any manufacturer’s warranty, or as otherwise agreed to by Supplier and City. Supplier further warrants that any services provided in connection with the Supplies will be performed in a professional and workmanlike manner and in accordance with the highest industry standards. B. Supplier further warrants that Supplies will meet any performance requirements and specifications specified in Exhibit “A” and shall be fit for the purpose intended. City’s inspection, testing, approval or acceptance of any Supplies will not relieve Supplier of its obligations under this Agreement. United Water Works Purchase Agreement Page 4 of 11 C. For any breach of the warranties contained in herein, Supplier will immediately, after receiving notice from City and at the option of City, and at Supplier’s own expense and without cost to City: 1. Replace the defective Supplies with conforming Supplies, FOB City’s Warehouse, office or other location where the Supplies were originally delivered; or 2. Repay to City the purchase price of any defective Supplies, if City has already made payment to Supplier for said Supplies. D. If City selects replacement, any defects will be remedied without cost to City, including, but not limited to, the costs of removal and replacement of the defective Supplies. All such defective Supplies that are replaced will be similarly warranted as stated above. E. Supplier also warrants that the Supplies are free and clear of all liens and encumbrances whatsoever, that Supplier has a good and marketable title to same, and that Supplier owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Supplies, if applicable. Supplier agrees to indemnify, defend and hold City harmless against any and all third party claims resulting from the breach or inaccuracy of any of the foregoing warranties. F. In the event of a breach by Supplier of its obligations under this Section, City will not be limited to the remedies set forth herein, but will have all the rights and remedies permitted by applicable law, including without limitation, all of the rights and remedies afforded to City under the California Commercial Code. Section 7. SCHEDULE FOR DELIVERY A. The time of Supplier’s performance is of the essence for this Agreement. Supplier must immediately notify City in writing any time a delivery is delayed or may not be completed on schedule. B. In the event that delivering the Supplies is part of a larger project or projects that require the coordination of multiple contractors or suppliers, then Supplier will fully cooperate in scheduling the delivery so that City can maximize the efficient completion of such project(s). C. Delivery shall be made during normal business hours at the Warehouse between 6:30 AM and 5:00 PM, Monday through Thursday. No deliveries will be made on national, state or local holidays, unless requested by City. D. City shall determine normal delivery frequency, based on need of replenishing Supplies to maintain minimum inventory levels. E. The Supplier shall be available to make material deliveries to job-sites or the warehouse, 24 hours a day. Deliveries shall be coordinated with City. F. Minimum data on the packing slip for each delivery of Supplies shall include: United Water Works Purchase Agreement Page 5 of 11 1. Item description; 2. Supplier/Manufacturer name; 3. Supplier/Manufacturer part number; 4. Purchase Order number; 5. Order quantity; 6. Shipped quantity; 7. Drop location; and 8. Requester’s name. Section 8. TECHNICAL SUPPORT The Supplier shall be responsible for implementing a new integrated materials management software system for the ordering and delivery of Supplies. City may, at its option, utilize the Supplier’s software system for placing orders as well as tracking deliveries and inventory or opt for a standard paper method. Supplier’s software system shall meet those requirements set forth in the RFP. The Supplier shall provide two (2) iPads with Otter Box shockproof protectors, screen protectors, chargers, and cellular capability, fully compatible with the Supplier’s system (with barcode reading capabilities), to City at no additional cost. The Supplier shall provide expeditious full technical support and training to all City staff for the integrated materials management software (i.e. Stockroom), as requested by City, throughout the term of this Agreement. Section 9. TERM The term of this Agreement shall be for five (5) years, starting July 1, 2020 and shall terminate on June 30, 2025. Upon termination of the Agreement, Supplier shall remove all unused Supplies stored in the Warehouse at no cost to City. City may purchase such unused Warehouse items from Supplier at a price mutually agreed to by the Parties; provided, however, such negotiated pricing shall not to exceed the regular pricing hereunder as specified in Section 4. Under no circumstance will the City be required to purchase unused Supplies following termination of the Agreement. Supplier shall remove all unused Supplies from the Warehouse within thirty (30) days of termination and coordinate such removal with the City. Section 10. TAXES A. Supplier agrees to timely pay all applicable sales and use tax (including any value added or gross receipts tax imposed similar to a sales and use tax) imposed by any federal, state or local taxing authority on Supplies and transfer title of Supplies to City free of any and all liens upon delivery. B. All other taxes, however denominated or measured, imposed upon the price of the Supplies provided hereunder, will be the responsibility of Supplier. In addition, all taxes assessed United Water Works Purchase Agreement Page 6 of 11 by any taxing jurisdiction based on Supplier property used or consumed in the provision of the Supplies such as and including ad valorem, use, personal property and inventory taxes will be the responsibility of Supplier. C. Supplier will, upon written request, submit to City written evidence of any filings or payments of all taxes required to be paid by Supplier hereunder. Section 11. INDEPENDENT CONTRACTOR Supplier enters into this Agreement as an independent supplier/contractor and not as an employee of City. Supplier shall have no power or authority by this Agreement to bind City in any respect. Nothing in this Agreement shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Supplier are employees, agents, contractors or subcontractors of the Supplier and not of City. City shall not be obligated in any way to pay any wage claims or other claims made against Supplier by any such employees, agents, contractors or subcontractors or any other person resulting from performance of this Agreement. Section 12. SUBCONTRACTS Unless otherwise specified, Supplier must obtain City’s written permission before subcontracting or transferring Supplier’s obligation to provide any portion of the Supplies. Except for the insurance requirements herein, all subcontracts and orders for the purchase or rental of supplies, materials or equipment, or any other part of the Supplies, will require that the subcontractor be bound by and subject to all of the terms and conditions of the Agreement. No subcontract or order will relieve Supplier from its obligations to City, including, but not limited to Supplier’s insurance and indemnification obligations. No subcontract or order will bind City. Section 13. TITLE AND RISK OF LOSS Unless otherwise agreed, City will have title to, and risk of loss of, the Supplies upon delivery to the Warehouse, except as set forth in Section 6 (“Warranty”). However, Supplier will be liable for any loss or damage to the Supplies caused by Supplier or its subcontractors, their agents or employees, and Supplier will replace or repair said Supplies or materials at its own cost to the complete satisfaction of City. Risk of loss for any Supplies which remain in the possession of Supplier shall remain with Supplier until such Supplies have been delivered to the Warehouse or City has otherwise taken possession thereof. In the event City elects to have Supplies removed pursuant to Section 3(A)(2) for which City has previously taken possession, title and risk of loss shall be transferred to Supplier at the time of said removal. Supplier will have the risk of loss or damage to Supplier’s property used in the delivery and stocking of the Supplies, but which does not become a part of the Supplies in inventory at the Warehouse or other City facilities. Section 14. INDEMNIFICATION A. Supplier shall defend, indemnify and hold City, its elected officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, United Water Works Purchase Agreement Page 7 of 11 including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence or willful misconduct of Supplier, its officials, officers, employees, agents, subcontractors and subconsultants arising out of or in connection with the Supplies or the performance of this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses except such loss or damage which was caused by the sole negligence or willful misconduct of City. B. Supplier’s defense obligation for any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its directors, officials, officers, employees, agents or volunteers shall be at Supplier’s own cost, expense and risk. Supplier shall pay and satisfy any judgment, award or decree that may be rendered against City or its elected officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Supplier shall reimburse City and its elected officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. C. Supplier’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City, its elected officials, officers, employees, agents or volunteers. Section 15. INSURANCE A. General. Supplier shall procure and maintain: 1. Commercial General Liability Insurance, of at least $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury and property damage, at least as broad as Insurance Services Office Commercial General Liability most recent Occurrence Form CG 00 01; 2. Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, of at least $1,000,000 per accident for bodily injury and property damage, at least as broad as most recent Insurance Services Office Form Number CA 00 01 covering automobile liability, Code 1 (any auto); 3. Workers’ Compensation in compliance with applicable statutory requirements and Employer's Liability Coverage of at least $1,000,000 per occurrence; and 4. If Supplier is also the manufacturer of any equipment included in the Supplies, Supplier shall carry Product Liability which covers said equipment with limits of not less than $1,000,000. B. Additional Insured; Primary; Waiver of Subrogation; No Limitation on Coverage. The policies required under this Section shall give City, its elected officials, officers, employees, agents or volunteers additional insured status. Such policies shall contain a provision stating that Supplier’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any additional insureds shall not be called upon to contribute to any loss, and shall contain or be endorsed with a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers. The limits set forth herein shall apply separately to United Water Works Purchase Agreement Page 8 of 11 each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement. C. Insurance Carrier. All insurance required under this Section is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. D. Evidence of Insurance. Supplier shall furnish City with original certificates of insurance and endorsements affecting coverage required by the Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by City. All certificates and endorsements must be received and approved by City before delivery commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. E. Subcontractors. All subcontractors shall meet the requirements of this Section before commencing work. In addition, Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. F. Freight. Supplier shall ensure that third party shippers contracted by Supplier have adequate insurance coverage for the shipped Supplies. Section 16. LIENS A. Supplier, subcontractors and suppliers will not make, file or maintain a mechanic’s or other lien or claim of any kind or character against the Supplies, for or on account of any labor, materials, fixtures, tools, machinery, equipment, or any other things furnished, or any other work done or performance given under, arising out of, or in any manner connected with the Agreement (such liens or claims referred to as “Claims”); and Supplier, subcontractor and suppliers expressly waive and relinquish any and all rights which they now have, or may subsequently acquire, to file or maintain any Claim and Supplier, subcontractor and suppliers agree that this provision waiving the right of Claims will be an independent covenant. B. Supplier will save and hold City harmless from and against any and all Claims that may be filed by a subcontractor, supplier or any other person or entity and Supplier will, at its own expense, defend any and all actions based upon such Claims and will pay all charges of attorneys and all costs and other expenses arising from such Claims. Section 17. TERMINATION OF AGREEMENT BY CITY A. Should Supplier at any time refuse or fail to deliver the Supplies with promptness and diligence in accordance with any established schedule, or to perform any of its other obligations under the Agreement, City may terminate Supplier’s right to proceed with the delivery United Water Works Purchase Agreement Page 9 of 11 of the Supplies by written notice to Supplier. In such event, City may obtain the Supplies by whatever method it may deem expedient, including the hiring of another contractor or other contractors. If City’s cost of obtaining the Supplies, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Agreement, Supplier will be liable for and will pay the difference to City. B.City may, for its own convenience, terminate Supplier’s right to proceed with the delivery of any portion or all of the Supplies by written notice to Supplier. Such termination will be effective in the manner specified in such notice, will be without prejudice to any claims which City may have against Supplier, and will not affect the obligations and duties of Supplier under the Agreement with respect to portions of the Supplies not terminated. C.On receipt of notice of termination, Supplier will, with respect to the portion of the Supplies terminated, unless the notice states otherwise, 1.Immediately discontinue such portion of the Supplies and the placing of orders in connection with the Supplies, 2. Unless otherwise directed by City, make every reasonable effort to procure cancellation of all existing orders or contracts upon terms satisfactory to City; and D.Upon termination of Agreement, Supplier will be paid for any portion of the terminated Supplies already delivered, that are not intended for the ISS Warehouse. Upon determination of the amount of said compensation, City will promptly pay such amount to Supplier upon delivery by Supplier of the releases of liens and affidavit. E.Upon termination of Agreement, the Supplier shall remove and take back all unused ISS Warehouse items at no cost to City. The Supplier may negotiate a price for unused ISS Warehouse items with City, and City may purchase, at its option, any unused materials and fittings. Under no circumstance will the City be required to purchase unused Supplies following termination of the Agreement. The Supplier shall remove all unused ISS Warehouse Supplies within thirty (30) days of the Agreement’s termination, to be coordinated with City. Section 18. MISCELLANEOUS PROVISIONS A.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: City: City of Azusa 729 North Azusa Avenue Azusa, California 91702 Attn: Director of Utilities Supplier: United Water Works, Inc. 1313 E. Hunter Avenue Santa Ana, CA 92705 Attn: Jerry Canada, President United Water Works Purchase Agreement Page 10 of 11 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. B.Assignment or Transfer. Supplier shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of City, which will not be unreasonably withheld. Provided, however, that claims for money due or to become due to Supplier from City under this Agreement may be assigned to a financial institution or to a trustee in bankruptcy, without such approval. Notice of any assignment or transfer, whether voluntary or involuntary, shall be furnished promptly to City. C.Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. D.Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. E.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. F.Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. G.Interpretation. 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. H.No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. I.Authority to Enter 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. J.Invalidity; Severability. 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. K.Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. EXHIBIT A INVENTORY LIST City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 24 AZUSA WATER PARTS INVENTORY Yellow Highlight = current ALW Inventory GROUP 1: DUCTILE IRON PIPE QTY PRICE TOTAL 4 CLASS 52 Dl TJ PIPE W/RING 1 27.290/ft 491.23 6 CLASS 52 Dl TJ PIPE W/RING 1 20.503/ft 369.06 8 CLASS 52 Dl TJ PIPE W/RING 1 28.877/ft 519.79 10 CLASS 52 Dl TJ PIPE W/RING 1 37.626/ft 677.26 12 CLASS 52 Dl TJ PIPE W/RING 1 47.368/ft 852.62 SUBTOTAL $2,909.96 GROUP 2: FITTINGS QTY PRICE TOTAL 10 Dl SSB MJXFLG ADAPTER C/L 1 144.774 144.77 12 Dl SSB MJXFLG ADAPTER C/L 1 185.652 185.65 4 Dl SSB MJ 11-1/4 BEND C/L 1 31.935 31.94 6 Dl SSB MJ 11-1/4 BEND C/L 1 53.226 53.23 8 Dl SSB MJ 11-1/4 BEND C/L 1 72.387 72.39 10 Dl SSB MJ 11-1/4 BEND C/L 1 117.097 117.10 12 Dl SSB MJ 11-1/4 BEND C/L 1 144.774 144.77 4 Dl SSB MJ 22-1/2 BEND C/L 1 33.213 33.21 6 Dl SSB MJ 22-1/2 BEND C/L 1 51.097 51.10 8 Dl SSB MJ 22-1/2 BEND C/L 1 79.626 79.63 10 Dl SSB MJ 22-1/2 BEND C/L 1 117.948 117.95 12 Dl SSB MJ 22-1/2 BEND C/L 1 154.568 154.57 10 Dl SSB MJ 90 BEND C/L 1 158.826 158.83 12 Dl SSB MJ 90 BEND C/L 1 213.755 213.75 4 Dl SSB MJ CAP 1 15.755 15.75 6 Dl SSB MJ CAP 1 28.103 28.10 8 Dl SSB MJ CAP 1 45.987 45.99 10 Dl SSB MJ CAP 1 57.484 57.48 12 Dl SSB MJ CAP 1 86.013 86.01 10X2 Dl SSB MJ CAP 1 74.090 74.09 12X2 Dl SSB MJ CAP 1 103.045 103.05 4 Dl SSB MJ PLUG 1 19.587 19.59 6 Dl SSB MJ PLUG 1 37.045 37.05 8 Dl SSB MJ PLUG 1 54.929 54.93 10 Dl SSB MJ PLUG 1 95.806 95.81 12 Dl SSB MJ PLUG 1 94.529 94.563 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 25 4X2 Dl SSB MJ TAPPED PLUG 1 36.194 36.19 6X2 Dl SSB MJ TAPPED PLUG 1 53.226 53.23 8X2 Dl SSB MJ TAPPED PLUG 1 71.535 71.54 10X2 DI SSB MJ TAPPED PLUG 1 112.413 112.41 12X2 DI SSB MJ TAPPED PLUG 1 110.284 110.28 8X4 DI SSB MJ CONC REDUCER C/L 1 54.929 54.93 10X4 DI SSB MJ CONC REDUCER C/L 1 88.994 88.99 10X6 DI SSB MJ CONC REDUCER C/L 1 74.942 74.94 10X8 DI SSB MJ REDUCER C/L 1 82.606 82.61 12X4 DI SSB MJ REDUCER C/L 1 113.265 113.26 12X6 DI SSB MJ REDUCER C/L 1 99.213 99.21 12X8 DI SSB MJ REDUCER C/L 1 101.342 101.34 12X10 DI SSB MJ REDUCER C/L 1 112.413 112.41 10X12 DI SSB MJ SOLID SLEEVE 1 120.929 120.93 12X12 DI SSB MJ SOLID SLEEVE 1 163.084 163.08 4X4 DI SSB MJXFLG TEE C/L 1 72.387 72.39 6X4 DI SSB MJXFLG TEE C/L 1 114.542 114.54 8X4 DI SSB MJXFLG TEE C/L 1 133.703 133.70 8X6 DI SSB MJXFLG TEE C/L 1 138.387 138.39 8X8 DI SSB MJXFLG TEE C/L 1 176.71 176.71 10X4 DI SSB MJXFLG TEE C/L 1 189.484 189.48 10X6 DI SSB MJXFLG TEE C/L 1 235.897 235.90 10X8 DI SSB MJXFLG TEE C/L 1 254.206 254.21 10X10 DI SSB MJXFLG TEE C/L 1 323.613 323.61 12X4 DI SSB MJXFLG TEE C/L 1 251.226 251.23 12X6 DI SSB MJXFLG TEE C/L 1 265.277 265.28 12X8 DI SSB MJXFLG TEE C/L 1 294.658 294.66 12X10 DI SSB MJXFLG TEE C/L 1 336.387 336.39 12X12 DI SSB MJXFLG TEE C/L 1 422.400 422.40 4 DI FLG 45 BEND C/L 2 69.406 138.81 6 DI FLG 45 BEND C/L 2 107.303 214.61 8 DI FLG 45 BEND C/L 2 163.084 326.17 10 DI FLG 45 BEND C/L 1 263.574 263.57 12 DI FLG 45 BEND C/L 1 344.477 344.48 4 DI FLG 90 BEND C/L 2 77.923 155.85 6 DI FLG 90 BEND C/L 2 120.503 241.01 8 DI FLG 90 BEND C/L 2 197.574 395.15 10 DI FLG 90 BEND C/L 1 313.394 313.39 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 26 12 DI FLG 90 BEND C/L 1 407.923 407.92 6X4 DI FLG CONC REDUCER C/L 1 83.032 83.03 8X4 DI FLG CONC REDUCER C/L 1 124.761 124.76 8X6 DI FLG CONC REDUCER C/L 1 135.406 135.41 10X4 DI FLG CONC REDUCER C/L 1 185.226 185.23 10X6 DI FLG CONC REDUCER C/L 1 176.710 176.71 10X8 DI FLG CONG REDUCER C/L 1 220.568 220.57 12X4 DI FLG CONC REDUCER C/L 1 259.316 259.32 12X6 DI FLG CONG REDUCER C/L 1 261.871 261.87 12X8 DI FLG CONC REDUCER C/L 1 292.529 292.53 12X10 DI FLG CONC REDUCER C/L 1 330.852 330.85 4X4 DI FLG TEE C/L 1 142.219 142.22 6X4 DI FLG TEE C/L 1 195.445 195.45 6X6 DI FLG TEE C/L 1 176.710 176.71 8X4 DI FLG TEE C/L 1 273.794 273.79 8X6 DI FLG TEE C/L 1 254.632 254.63 8X8 DI FLG TEE C/L 1 294.658 294.66 10X4 DI FLG TEE C/L 1 393.019 393.02 10X6 DI FLG TEE C/L 1 367.471 367.47 10X8 DI FLG TEE C/L 1 385.355 385.35 10X10 DI FLG TEE C/L 1 447.948 447.95 12X4 DI FLG TEE C/L 1 533.961 533.96 12X6 DI FLG TEE C/L 1 513.523 513.52 12X8 DI FLG TEE C/L 1 540.774 540.77 12X10 DI FLG TEE C/L 1 644.671 644.67 12X12 DI FLG TEE C/L 1 650.632 650.63 4 DI BLIND FLG 1 36.619 36.62 6 DI BLIND FLG 1 54.929 54.93 8 DI BLIND FLG 1 91.548 91.55 4 DI SSB MJ 45 2 34.916 69.83 6 DI SSB MJ 45 2 56.206 112.41 8 DI SSB MJ 45 2 81.755 163.51 4 DI SSB MJ 90 1 42.155 42.15 6 DI SSB MJ 90 1 68.981 68.98 8 DI SSB MJ 90 1 100.065 100.06 10 Dl SSB MJ 45 BEND C/L 1 118.374 118.37 12 Dl SSB MJ 45 BEND C/L 1 176.710 176.71 4 DI SSB MJXFLG ADAPTER 1 40.026 40.03 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 27 6 DI SSB MJXFLG ADAPTER 1 55.355 55.35 8 DI SSB MJXFLG ADAPTER 1 83.458 83.46 6X4 DI SSB MJ CON RED 1 40.026 40.03 8X6 DI SSB MJ RED 1 58.335 58.34 4X12 DI SSB MJ SOLID SLV 2 37.471 74.94 6X12 DI SSB MJ SOLID SLV 2 62.594 125.19 8X12 DI SSB MJ SOLID SLV 2 101.642 202.68 4X2 DI SSB MJ TAPPED CAP 1 32.787 32.79 6X2 DI SSB MJ TAPPED CAP 1 45.135 45.14 8X2 DI SSB MJ TAPPED CAP 1 62.594 62.59 4 DI SSB MJXFLG 90 1 48.116 48.12 6 DI SSB MJXFLG 90 1 85.161 85.16 8 DI SSB MJXFLG 90 1 147.755 147.75 6X6 DI SSB MJXFLG TEE 1 114.542 114.54 4 MEGA LUG ACC PACK 8 29.237 233.90 6 MEGA LUG ACC PACK 8 36.121 288.97 8 MEGA LUG ACC PACK 8 49.222 393.78 10 MEGA LUG ACC PACK 8 69.995 559.96 12 MEGA LUG ACC PACK 8 94.076 752.61 4 STD 45 WELD 2 11.548 23.10 6 STD 45 WELD 2 29.677 59.35 8 STD 45 WELD 2 40.000 80.00 4 STD LR 90 WELD 2 18.065 36.13 6 STD LR 90 WELD 2 43.871 87.74 8 STD LR 90 WELD 2 64.516 129.03 3 FS150 S/O WELD FLG FLAT FACE 2 14.194 28.39 4 FS150 S/O WELD FLG FLAT FACE 2 17.742 35.48 6 FS150 S/O WELD FLG FLAT FACE 2 29.303 58.61 6 FS150 6H S/O FLG FLAT FACE 2 37.419 74.84 8 FS150 S/O WELD FLG FLAT FACE 2 42.581 85.16 10 FS150 S/O WELD FLG FLAT FACE 2 90.323 180.65 12 FS150 S/O WELD FLG FLAT FACE 2 141.935 283.87 6X6 WELD NOZZLE 150# - BARE LESS PADS 1 296.774 296.77 SUBTOTAL $23,501.12 GROUP 3: GATE VALVES QTY PRICE TOTAL 4 FLG RW GATE VLV OL NDZ STEM 316 B/N 1 434.065 434.06 4 FLGXMJ RW GATE VLV OL NDZ STEM 316 B/N 1 417.974 417.97 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 28 4 MJ RW GATE VLV OL NDZ STEM 316 B/N 1 437.806 437.81 6 FLG RW GATE VLV OL NDZ STEM 316 B/N 1 580.000 580.00 6 FLGXMJ RW GATE VLV OL NDZ STEM 316 B/N 1 558.671 558.67 6 MJ RW GATE VLV OL NDZ STEM 316 B/N 1 558.671 558.67 8 FLG RW GATE VLV OL NDZ STEM 316 B/N 1 906.671 906.67 8 FLGXMJ RW GATE VLV OL NDZ STEM 316 B/N 1 872.994 872.99 8 MJ RW GATE VLV OL NDZ STEM 316 B/N 1 889.832 889.83 10 FXF RW GATE VLV UL/FM OL NDZ STEM 1 1440.645 1440.65 12 FXF RW GATE VLV UL/FM OL NDZ STEM 1 1739.626 1739.63 8 FXMJ RW GATE VLV UL/FM OL NDZ STEM 1 872.994 872.99 10 FXMJ RW GATE VLV UL/FM OL NDZ 1 1387.510 1387.51 12 FXMJ RW GATE VLV UL/FM OL NDZ 1 1675.265 1675.26 8 MJXMJ RW GATE VLV UL/FM OL NDZ 1 889.832 889.83 10 MXM RW GATE VLV UL/FM OL NDZ STEM 1 1387.510 1387.51 12 MJXMJ RW GATE VLV UL/FM OL NDZ 1 1755.716 1755.72 SUBTOTAL $16,805.77 GROUP 4: FIRE SERVICES QTY PRICE TOTAL 6X1/8 6H FF CI RUBBER 4 2.877 11.51 5/8X3 BREAK-OFF B/N SET 6H 8 5.677 45.42 6X4 6H HYD EXT GROOVED 2 76.129 152.26 6X6 6H HYD EXT GROOVED 2 80.00 160.00 6X8 6H HYD EXT GROOVED 2 89.032 178.06 6X12 6H HYD EXT GROOVED 2 100.645 201.29 6X16 6H HYD EXT GROOVED 2 123.871 247.74 6X18 6H HYD EXT GROOVED 2 129.032 258.06 4X2-1/2 ANGLE FIRE VLV (JONES ONLY) 2 802.183 1604.37 6X4X2-1/2 HYD FLUTED SPOOL 6H (JONES ONLY) 2 3074.539 6149.08 6X4X(2)2-1/2 BRZ HYD 6 HOLE DRILL (JONES ONLY) 2 4237.461 8474.92 6X24 6H MJ HYD BURY 1 245.161 245.16 6X36 6H MJ HYD BURY 1 251.63 251.61 6X42 6H MJ HYD BURY 1 259.355 259.35 6X48 6H MJ HYD BURY 1 283.871 283.87 SUBTOTAL $18,522.70 GROUP 5: SERVICE LINE QTY PRICE TOTAL 1X1/16 POLY PLASTIC GASKET 200 0.348 69.68 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 29 1X1/8 CI RUBBER MTR GASKET 400 0.310 123.87 3/4X1/16 POLY PLASTIC GASKET 200 0.284 56.77 3/4X1/8 CI RUBBER GASKET 400 0.310 123.87 1-1/2 CI DROP-IN MTR GASKET 12 0.774 9.29 2 CI DROP-IN MTR GASKET 12 0.903 10.84 10X2 IP IRON SADDLE 1000-1110 1 62.968 62.97 12X2 IP IRON SADDLE 1200-1320 1 78.594 78.59 4X2 IP IRON SADDLE 400-450 1 38.168 38.17 10X1 IPT BRZ SADDLE 1110-1212 1 188.452 188.45 10X2 IPT BRZ SADDLE 1110-1212 1 222.290 222.29 12X1 IPT BRZ SADDLE 1320-1438 1 220.555 220.55 12X2 IPT BRZ SADDLE 1320-1438 1 253.245 253.25 4X1 IPT BRZ SADDLE 480-540 1 104.348 104.35 4X2 IPT BRZ SADDLE 510-540 1 132.471 132.47 6X1 IPT BRZ SADDLE 690-750 1 122.916 122.92 6X2 IPT BRZ SADDLE 690-750 1 154.406 154.41 8X1 IPT BRZ SADDLE 905-962 1 152.123 152.12 8X2 IPT BRZ SADDLE 905-962 1 174.342 174.34 3/4 GALV COMP CPLG 4 1.574 6.30 1 GALV COMP CPLG 4 2.595 10.38 1-1/2 GALV COMP CPLG 4 4.067 16.27 2 GALV COMP CPLG 4 5.937 23.75 MTR ADAPTER 5/8X3/4 TO 1 SHORT 12 14.761 177.14 MTR ADAPTER 3/4 TO 1 LONG 12 11.320 135.84 12X20 ARMORCAST 437 CVR WITH AMI TOP MOUNT 1 47.006 47.01 12X20 ARMORCAST 437 MTR BOX 4 70.800 283.20 13X24 ARMORCAST 438 CVR WITH AMI TOP MOUNT 1 75.342 75.34 13X24 ARMORCAST 438 MTR BOX 4 127.084 508.34 17X30 ARMORCAST 66 CVR WITH AMI TOP MOUNT 1 91.768 91.77 17X30 ARMORCAST 66 MTR BOX 4 160.942 643.77 3/4 BALL VLV FIP LW 2 63.587 127.17 1 BALL VLV FIP LW 2 97.458 194.92 2 BALL VLV FIP W/HANDLE 2 299.400 598.80 2 BALL VLV FIP LW 2 286.877 573.75 3/4 BALL MTR VLV FIP W/ HDL POINTED TO MTR 4 78.103 312.41 1 BALL MTR VLV FIP W/ HDL POINTED TO MTR 4 114.174 456.70 3/4 ANGLE BALL VLV PJ CTS 12 90.110 1081.32 1 ANGLE BALL MTR VLV PJ CTS 12 135.200 1622.40 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 30 2 BALL MTR VLV FIP W/ HDL POINTED TO MTR 2 338.452 676.90 2 ANGLE BALL MTR VLV FIP 2 316.284 632.57 1 3000 LB BLK HALF CPLG THREADED 2 5.161 10.32 2 3000 LB BLK HALF CPLG THREADED 2 12.903 25.81 2X1 BRZ BUSHING 2 13.881 27.76 1 BRZ CPLG 2 5.425 10.85 2 BRZ CPLG 2 18.965 37.93 3/4 BRZ CPLG 2 3.569 7.14 1 BRZ 90 2 6.809 13.62 2 BRZ 90 2 22.006 44.01 3/4 BRZ 90 2 4.417 8.83 1X2 BRZ NIPPLE 2 3.565 7.13 1XCLO BRZ NIPPLE 2 2.889 5.78 2X3 BRZ NIPPLE 2 10.756 21.51 2X4 BRZ NIPPLE 2 14.072 28.14 2X6 BRZ NIPPLE 2 20.775 41.55 2XCLO BRZ NIPPLE 2 8.631 17.26 3/4X1-1/2 BRZ NIPPLE 2 2.155 4.31 3/4X2 BRZ NIPPLE 2 2.468 4.94 3/4X2-1/2 BRZ NIPPLE 2 2.942 5.88 3/4X4 BRZ NIPPLE 2 4.306 8.61 3/4X5 BRZ NIPPLE 2 5.169 10.34 3/4XCLO BRZ NIPPLE 2 1.960 3.92 2 BRZ PLUG 2 10.188 20.38 3/4 ADAPTER FIPXPJ CTS 4 18.723 74.89 1 ADAPTER FIPXPJ CTS 4 25.406 101.63 3/4X2 MTR CPLG 6 11.561 69.37 3/4X2-3/4 MTR CPLG 6 12.877 77.26 1X2 MTR CPLG 6 17.297 103.78 1X2-5/8 MTR CPLG 6 17.794 106.76 3/4 CPLG PJ CTS 4 21.677 86.71 1 CPLG PJ CTS 4 24.794 99.17 2 CPLG PJ CTS 2 112.006 224.01 3/4 ADAPTER MIPXPJ CTS 4 17.794 71.17 3/4X1 ADAPTER MIPXPJ CTS 4 19.710 78.84 1 ADAPTER MIPXPJ CTS 4 21.077 84.31 2 ADAPTER MIPXPJ CTS 2 84.135 168.27 1-1/2 MTR FLG FIP 4 51.452 205.81 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 31 2 MTR FLG FIP 4 67.181 268.72 1-1/2 MTR FLG MIP 2 55.587 111.17 2 MTR FLG MIP 2 74.161 148.32 2 K SOFT COPPER TUBING 20FT LENGTH 60 ft 13.185 791.07 3/4 K SOFT COPPER TUBING 60FT COIL 120 ft 3.366 403.97 1 K SOFT COPPER TUBING 60FT COIL 180 ft 4.388 789.91 1 CORP CCXPJ CTS 2 75.535 151.07 4X1 IP IRON SADDLE 474-526 1 29.703 29.70 6X1 IP IRON SADDLE 600-663 1 36.645 36.65 3/4 CORP IPXPJ CTS 12 57.439 689.26 1 CORP IPXPJ CTS 12 75.535 906.43 6X1 IP IRON SADDLE 684-760 1 36.645 36.65 6X2 IP IRON SADDLE 684-760 1 44.632 44.63 8X1 IP IRON SADDLE 899-979 1 40.116 40.12 8X2 IP IRON SADDLE 899-979 1 50.052 50.05 2 BALLCORP CCXPJ CTS 1 279.987 279.99 2 BALLCORP IPXPJ CTS 2 279.987 559.97 3/4 BALLCORP IPXIP 2 49.523 99.05 1 BALLCORP IPXIP 2 65.690 131.38 2 BALLCORP MIPXMIP 4 264.929 1059.72 1-1/2 ANGLE MTR VLV FIP 2 179.987 359.97 2 ANGLE MTR VLV FIP 2 250.103 500.21 2 ANGLE MTR VLV PJ CTS 2 287.452 574.90 1 BRASS 45 2 7.448 14.90 2 BRASS 45 2 24.213 48.43 3/4 BRASS 45 2 4.417 8.83 1 BRASS 90 2 6.809 13.62 1-1/2 BRASS 90 2 13.521 27.04 2 BRASS 90 2 22.006 44.01 4 BRASS 90 2 158.413 316.83 3/4 BRASS 90 2 4.417 8.83 1X3/4 BRASS BUSHING 2 3.569 7.14 2X3/4 CI BRASS BUSHING 2 13.881 27.76 2X1 CI BRASS BUSHING 2 13.881 27.76 2X1-1/2 BRASS BUSHING 2 11.520 23.04 1 BRASS CAP 2 4.463 8.93 1-1/2 BRASS CAP 2 9.165 18.33 2 BRASS CAP 2 15.554 31.11 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 32 1/2 BRASS CAP 2 2.156 4.31 3/4 BRASS CAP 2 2.852 5.70 1 BRASS CPLG 2 5.425 10.85 1-1/2 BRASS CPLG 2 11.520 23.04 2 BRASS CPLG 2 18.965 37.93 3/4 BRASS CPLG 2 3.569 7.14 1X3 BRASS NIPPLE 4 4.788 19.15 1X6 BRASS NIPPLE 4 9.183 36.73 1X8 BRASS NIPPLE 4 12.244 48.98 1X10 BRASS NIPPLE 4 15.155 60.62 1X12 BRASS NIPPLE 4 18.074 72.29 1XCLO BRASS NIPPLE 4 2.889 11.56 2X4 BRASS NIPPLE 4 14.072 56.29 2X6 BRASS NIPPLE 4 20.775 83.10 2X12 BRASS NIPPLE 4 40.937 163.75 2XCLO BRASS NIPPLE 4 8.631 34.52 3/4X2-1/2 BRASS NIPPLE 4 2.942 11.77 3/4X3 BRASS NIPPLE 4 3.301 13.20 3/4X4 BRASS NIPPLE 4 4.306 17.22 3/4X6 BRASS NIPPLE 4 6.289 25.16 3/4X8 BRASS NIPPLE 4 8.299 33.20 3/4X10 BRASS NIPPLE 4 10.129 40.52 3/4X12 BRASS NIPPLE 4 12.053 48.21 3/4XCLO BRASS NIPPLE 4 1.960 7.84 1 BRASS PLUG 2 3.405 6.81 1-1/2 BRASS PLUG 2 6.462 12.92 2 BRASS PLUG 2 10.188 20.38 1/2 BRASS PLUG 2 2.254 4.51 3/4 BRASS PLUG 2 2.583 5.17 1X3/4 BRASS RED 2 3.569 7.14 1 BRASS ST 90 2 9.510 19.02 1-1/2 BRASS ST 90 2 18.965 37.93 2 BRASS ST 90 2 32.156 64.31 3/4 BRASS ST 90 2 5.747 11.49 3/4 CURB STOP LW 4 72.839 291.35 1 CURB STOP LW 4 108.910 435.64 3/4 ANGLE VLV FIP 4 36.955 147.82 1X3/4 ANGLE VLV FIP 4 39.439 157.75 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 33 1 ANGLE VLV FIP 4 56.658 226.63 3/4 ANGLE FLAIR 2 44.323 88.65 3/4 ANGLE VLV COPPER OLD STYLE 12 44.323 531.87 1 ANGLE VLV COPPER FLAIR 2 6.406 120.81 2 90 CPLG PJ CTS 2 233.768 467.54 1 LEAK REPAIR PLUG 25 10.694 267.35 3/8 LEAK REPAIR PLUG 15 4.774 71.61 1/2 LEAK REPAIR PLUG 15 4.774 71.61 5/8 LEAK REPAIR PLUG 15 5.031 75.46 3/4 LEAK REPAIR PLUG 15 9.548 143.23 4X1 CC DBL STRAP BRONZE SADDLE 1 104.348 104.35 6X1 CC DBL STRAP BRONZE SADDLE 1 122.916 122.92 8X1 CC DBL STRAP BRONZE SADDLE 1 152.123 152.12 10X1 CC DBL STRAP BRONZE SADDLE 1 188.452 188.45 12X1 CC DBL STRAP BRONZE SADDLE 1 220.555 220.55 4X2 CC DBL STRAP BRONZE SADDLE 1 132.471 132.47 6X2 CC DBL STRAP BRONZE SADDLE 1 154.406 154.41 8X2 CC DBL STRAP BRONZE SADDLE 1 174.342 174.34 10X2 CC DBL STRAP BRONZE SADDLE 1 222.290 222.29 12X2 CC DBL STRAP BRONZE SADDLE 1 253.245 253.25 4X1 CC DBL STN STL BRONZE SADDLE 1 123.239 123.24 6X1 CC DBL STN STL BRONZE SADDLE 1 145.148 145.15 8X1 CC DBL STN STL BRONZE SADDLE 1 179.665 179.66 10X1 CC DBL STN STL BRONZE SADDLE 1 222.594 222.59 12X1 CC DBL STN STL BRONZE SADDLE 1 247.471 247.47 4X2 CC DBL STN STL BRONZE SADDLE 1 148.645 148.65 6X2 CC DBL STN STL BRONZE SADDLE 1 173.239 173.24 8X2 CC DBL STN STL BRONZE SADDLE 1 195.587 195.59 10X2 CC DBL STN STL BRONZE SADDLE 1 249.406 249.41 12X2 CC DBL STN STL BRONZE SADDLE 1 284.181 284.18 1 FORD CORP STOP CSXGJ CTS 1 58.723 58.72 1 FORD BALL CORP STOP CSXGJ CTS 1 61.581 61.358 1 FORD CORP STOP IPXGJ CTS 1 61.581 61.58 2 FORD BALLCORP IPXGJ CTS 1 228.252 228.25 1 FORD ANGLE MTR VLV GJ CTS 1 64.671 64.67 2 FORD ANGLE MTR VLV GJ CTS 1 287.452 287.45 FORD MTR ADPTR 5/8X3/4 TO 1 1 11.320 11.32 1 FORD BALL METER VLV FIP WITH HANDLE 1 114.174 114.17 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 34 2 FORD BALL MTR VLV FIP WITH HANDLE 1 338.452 338.45 SUBTOTAL $30,283.32 GROUP 6: PIPE PRODUCTS QTY PRICE TOTAL 4 CENTER RING 5" LENGTH 4 43.862 175.45 6 CENTER RING 5" LENGTH 4 50.890 203.56 8 CENTER RING 5" LENGTH 4 65.192 260.77 10 "A" CENTER RING 6" LENGTH 4 86.733 246.93 10 "AB" CENTER RING 6" LENGTH 2 86.733 173.47 10 "B" CENTER RING 6" LENGTH 2 86.733 173.47 12 "A" CENTER RING 6" LENGTH 2 104.123 208.25 12 "AB" CENTER RING 6" LENGTH 2 104.123 208.25 12 "B" CENTER RING 6" LENGTH 2 104.123 208.25 4 RED END RING 4 16.030 64.12 4 BLK END RING 4 16.030 64.12 6 RED END RING 4 27.699 110.80 6 BLK END RING 4 27.699 110.80 8 RED END RING 4 34.017 136.07 8 BLK END RING 4 34.017 136.07 10 RED END RING 4 39.147 156.71 10 BLK END RING 4 39.177 156.71 12 RED END RING 4 47.065 188.26 12 BLK END RING 4 47.065 188.26 10X12 SS REPAIR CLAMP 995-1035 6 283.310 1429.86 10X8 SS REPAIR CLAMP 995-1035 6 151.794 910.76 10X12 SS REPAIR CLAMP 1070-1110 4 238.310 953.24 10X8 SS REPAIR CLAMP 1070-1110 4 151.794 607.17 10X12 SS REPAIR CLAMP 1104-1144 4 238.310 953.24 10X8 SS REPAIR CLAMP 1104-1144 4 151.794 607.17 12X12 SS REPAIR CLAMP 1210-1250 4 275.987 1103.95 12X8 SS REPAIR CLAMP 1210-1250 4 172.555 690.22 12X12 SS REPAIR CLAMP 1270-1310 4 275.987 1103.95 12X8 SS REPAIR CLAMP 1270-1310 4 172.555 690.22 12X12 SS REPAIR CLAMP 1315-1355 4 275.987 1103.95 4X12 SS REPAIR CLAMP 400-425 4 107.419 429.68 4X8 SS REPAIR CLAMP 400-425 4 74.232 296.93 4X12 SS REPAIR CLAMP 445-485 4 124.994 499.97 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 35 4X8 SS REPAIR CLAMP 445-485 4 78.090 312.36 4X12 SS REPAIR CLAMP 474-514 4 124.994 499.97 4X8 SS REPAIR CLAMP 474-514 4 78.090 312.36 6X12 SS REPAIR CLAMP 595-635 6 150.245 901.47 6X8 SS REPAIR CLAMP 595-635 6 93.987 563.92 6X12 SS REPAIR CLAMP 660-700 4 150.245 600.98 6X8 SS REPAIR CLAMP 660-700 4 93.987 375.95 6X12 SS REPAIR CLAMP 684-724 4 150.245 600.98 6X8 SS REPAIR CLAMP 684-724 4 93.987 375.95 8X12 SS REPAIR CLAMP 795-835 6 176.671 1060.03 8X8 SS REPAIR CLAMP 795-835 6 110.194 661.16 8X12 SS REPAIR CLAMP 860-900 4 176.671 706.68 8X8 SS REPAIR CLAMP 860-900 4 110.194 440.77 8X12 SS REPAIR CLAMP 900-940 4 176.671 706.68 8X8 SS REPAIR CLAMP 900-940 4 110.1964 440.77 12X16 SS REPAIR CLAMP 1371-1451 2 503.897 1007.79 3/4X3 WRAP CLAMP 105 4 25.665 102.66 1X3 WRAP CLAMP 132 4 27.174 108.70 2X3 WRAP CLAMP 238 4 31.148 124.59 4 380-405 RANGE GASKET 4 6.615 26.46 4 406-431 RANGE GASKET 4 66.15 26.46 4 450-470 RANGE GASKET 4 6.615 26.46 4 480-500 RANGE GASKET 4 6.615 26.46 4 474-510 RANGE GASKET 4 6.615 26.46 6 580-610 RANGE GASKET 4 9.405 37.62 6 605-630 RANGE GASKET 4 9.405 37.62 6 655-676 RANGE GASKET 4 9.405 37.62 6 690-710 RANGE GASKET 4 9.405 37.62 6 686-720 RANGE GASKET 4 9.405 37.62 8 780-810 RANGE GASKET 4 14.055 56.22 8 805-830 RANGE GASKET 4 14.055 56.22 8 855-875 RANGE GASKET 4 14.055 56.22 8 905-930 RANGE GASKET 4 14.055 56.22 8 899-940 RANGE GASKET 4 14.055 56.22 10 980-1010 RANGE GASKET 4 29.182 116.73 10 1070-1100 RANGE GASKET 4 29.182 116.73 10 1089-1140 RANGE GASKET 4 29.182 116.73 12 1181-1210 RANGE GASKET 4 37.316 149.26 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 36 12 1225 RANGE GASKET 4 37.316 149.26 12 1265-1295 RANGE GASKET 4 37.316 149.26 12 1315-1355 RANGE GASKET 4 37.316 149.26 3/4 STD X 3 SNAP ON CLAMP 105 4 15.110 60.44 1 STD X 3 SNAP ON CLAMP 132 4 8.206 32.83 1-1/4 X 3 SNAP ON CLAMP 166 4 8.503 34.01 1-1/2 X 3 SNAP ON CLAMP 190 4 9.097 36.39 1-1/2 X 6 SNAP ON CLAMP 190 4 17.148 68.59 2 STD X 3 SNAP ON CLAMP 238 4 9.948 39.79 2 STD X 6 SNAP ON CLAMP 238 4 18.000 72.00 3 STD X 3 SNAP ON CLAMP 350 4 13.019 52.08 4 OD X 3 SNAP ON CLAMP 400 4 14.065 56.26 4 STD X 3 SNAP ON CLAMP 450 4 15.084 60.34 4 STD X 6 SNAP ON CLAMP 450 4 28.000 112.00 6 OD X 3 SNAP ON CLAMP 600 4 17.729 70.92 6 STD X 3 SNAP ON CLAMP 663 4 18.000 72.00 5/8X10-1/2 TRACKHEAD B/N 24 9.906 237.74 5/8X8 TRACKHEAD B/N 24 8.475 203.40 4X4 FORD STN STL TAPPING SLV 4.80-5.10 0 648.065 648.06 6X4 FORD STN STL TAPPING SLV 6.90- 7.30 0 675.368 675.37 6X6 FORD STN STL TAPPING SLV 6.90-7.30 0 769.523 769.52 8X4 FORD STN STL TAPPING SLV 9.05-9.45 0 699.265 699.26 8X6 FORD STN STL TAPPING SLV 9.05-9.45 0 777.716 777.72 8X8 FORD STN STL TAPPING SLV 9.05-9.45 0 966.245 966.25 10X4 FORD STN STL TAPPING SLV 11.05-11.45 0 759.419 759.42 10X6 FORD STN STL TAPPING SLV 11.05-11.45 0 824.800 824.80 10X8 FORD STN STL TAPPING SLV 11.05-11.45 0 1045.819 1045.82 10X8 FORD STN STL TAPPING SLV 11.05-11.45 0 1045.819 1045.82 10X10 FORD STN STL TAPPING SLV 11.05-11.45 0 1733.045 1733.05 12X4 FORD STN STL TAPPING SLV 13.10-13.50 0 898.503 898.50 12X6 FORD STN STL TAPPING SLV 13.10-13.50 0 988.516 988.52 12X8 FORD STN STL TAPPING SLV 13.10-13.50 0 1195.213 1195.21 12X10 FORD STN STL TAPPING SLV 13.10-13.50 0 1882.465 1882.46 12X12 FORD STN STL TAPPING SLV 13.10-13.50 0 2242.619 2242.62 SUBTOTAL $44,464.32 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 37 GROUP 7: AIR VALVES QTY PRICE TOTAL 1 361-CAV564 COMBINATION AIR VALVE 1 500.439 500.44 2 362-CAV332 COMBINATION AIR VALVE 1 760.568 760.57 SUBTOTAL $1,261.01 GROUP 8: MISCELLANEOUS QTY PRICE TOTAL 16 OZ 14D PERMATEX THREAD SEALANT 4 13.819 55.28 6FT 17LB DIGGING BAR 1 110.961 110.96 RAZOR-BACK LNG HDL SQ PT SHOVEL 1 45.926 45.93 RAZOR-BACK LITTLE HOG SHOVEL 1 15.613 15.61 RAZOR-BACK LNG HDL RD PT SHOVEL 1 45.406 45.41 UNION DRAIN SPADE SHOVEL 1 38.865 38.86 3 BOLTED CPLG 1 92.387 92.39 3 BOLTED CPLG 1 92.387 92.39 16 INDUSTRIAL ST BROOM 60" HANDLE 1 36.826 36.83 4X50 PROTECTO WRAP 1 23.948 23.95 10.3 OZ CARTRIDGE PL PREMIUM 1 17.213 17.21 10-12 B/N SET 150# FLG 4 19.277 77.11 4 B/N SET 150# FLG 8 4.684 37.47 6-8 B/N SET 150# FLG 8 7.419 59.35 6FT 25LB DIGGING BAR 1 110.961 110.96 3 RING GASKET 1/16 NON-ASBESTOS 4 0.800 3.20 4 RING GASKET 1/16 NON-ASBESTOS 8 1.161 9.29 6 RING GASKET 1/16 NON-ASBESTOS 8 1.368 10.94 8 RING GASKET 1/16 NON-ASBESTOS 8 3.200 25.60 10 RING GASKET 1/16 NON-ASBESTOS 4 4.155 16.62 12 RING GASKET 1/16 NON-ASBESTOS 4 6.181 24.72 MULTI-PURPOSE LUBRICANT 16-OZ 1 3.381 3.38 MARKING PAINT BLUE 20-OZ 12 5.694 68.33 MARKING PAINT FLUOR GREEN 20-OZ 4 6.086 24.35 MARKING PAINT RED 20-OZ 4 4.372 17.49 MARKING PAINT WHITE 20-OZ 12 6.086 73.04 MARKING PAINT YELLOW 20-OZ 4 6.086 24.35 8 SCH40 PVC PIPE 60 7.303 438.19 BLUE MEDIUM BODIED FAST SETTING GLUE 1 PT 2 11.701 23.40 1 REDWOOD PLUG 10 2.568 25.68 2 REDWOOD PLUG 4 5.613 22.45 EXHIBIT A City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 38 3/4 REDWOOD PLUG 24 2.077 49.86 THD COMPOUND TEFLON 4 34.179 136.72 1/2X520 TEFLON PIPE TAPE 10 0.535 5.35 UTILITY MARKER BLUE W/AMBER V 60 22.155 1329.29 UTILITY MARKER YELLOW W/RED V 60 22.155 1329.29 6 64 CI GATE CAP MARKED "WATER" 8 19.355 154.84 8 86 CI GATE CAP MARKED "WATER" 12 23.226 278.71 6X12 GALV VLV BOX TOP 18 9.626 173.26 8X12 GALV VLV BOX TOP 18 10.594 190.68 5/8X2-1/2 ZINC PLATED B/N 100 2.890 289.03 BITUMASTIC PIPE COATING (GALLON) 4 gal 42.906 171.62 SUBTOTAL $5,779.39 SUBTOTAL $143,527.59 TAX $13,635.12 GRAND TOTAL $157,162.71 EXHIBIT A GROUP 6: PIPE PRODUCTS QTY PRICE TOTAL QTY PRICE TOTAL QTY PRICE TOTAL 10X12 SS REPAIR CLAMP 1070-1110 4 $207.560 $830.240 4 264.29 1,057.16 4 279.26 1,117.04 10X8 SS REPAIR CLAMP 1070-1110 4 $132.180 $528.720 4 183.04 732.16 4 179.79 719.16 10X12 SS REPAIR CLAMP 1104-1144 4 $207.560 $830.240 4 269.79 1,079.16 4 279.26 1,117.04 10X8 SS REPAIR CLAMP 1104-1144 4 $132.180 $528.720 4 173.69 694.76 4 179.79 719.16 12X12 SS REPAIR CLAMP 1210-1250 4 $240.340 $961.360 # 4 310.95 1,243.80 4 325.17 1,300.68 12X8 SS REPAIR CLAMP 1210-1250 4 $150.270 $601.080 4 190.34 761.36 4 202.74 810.96 12X12 SS REPAIR CLAMP 1270-1310 4 $240.340 $961.360 4 310.95 1,243.80 4 325.17 1,300.68 12X8 SS REPAIR CLAMP 1270-1310 4 $150.270 $601.080 4 190.34 761.36 4 202.74 810.96 12X12 SS REPAIR CLAMP 1315-1355 4 $240.340 $961.360 4 315.27 1,261.08 4 325.17 1,300.68 4X12 SS REPAIR CLAMP 400-425 4 $100.810 $403.240 4 160.24 640.96 4 146.51 586.04 4X8 SS REPAIR CLAMP 400-425 4 $67.630 $270.520 4 94.33 377.32 4 94.77 379.08 4X12 SS REPAIR CLAMP 445-485 4 $100.810 $403.240 4 164.87 659.48 4 166.38 665.52 4X8 SS REPAIR CLAMP 445-485 4 $67.630 $270.520 4 97.65 390.60 4 98.68 394.72 4X12 SS REPAIR CLAMP 474-514 4 $114.550 $458.200 4 165.63 662.52 4 166.38 665.52 4X8 SS REPAIR CLAMP 474-514 4 $71.580 $286.320 4 101.07 404.28 4 98.68 394.72 6X12 SS REPAIR CLAMP 595-635 6 $135.340 $812.040 6 184.51 1,107.06 6 186.31 1,117.86 6X8 SS REPAIR CLAMP 595-635 6 $84.280 $505.680 6 106.20 637.20 6 116.5 699.00 6X12 SS REPAIR CLAMP 660-700 4 $135.340 $541.360 4 188.03 752.12 4 186.31 745.24 6X8 SS REPAIR CLAMP 660-700 4 $84.280 $337.120 4 116.71 466.84 4 116.5 466.00 6X12 SS REPAIR CLAMP 684-724 4 $137.840 $551.360 4 242.28 969.12 4 186.31 745.24 6X8 SS REPAIR CLAMP 684-724 4 $86.150 $344.600 4 119.27 477.08 4 116.5 466.00 8X12 SS REPAIR CLAMP 795-835 6 $161.890 $971.340 6 211.58 1,269.48 6 219 1,314.00 8X8 SS REPAIR CLAMP 795-835 6 $101.050 $606.300 6 132.10 792.60 6 136.74 820.44 8X12 SS REPAIR CLAMP 860-900 4 $161.890 $647.560 4 221.72 886.88 4 219 876.00 8X8 SS REPAIR CLAMP 860-900 4 $101.050 $404.200 4 138.29 553.16 4 136.74 546.96 8X12 SS REPAIR CLAMP 900-940 4 $161.890 $647.560 4 228.50 914.00 4 219 876.00 8X8 SS REPAIR CLAMP 900-940 4 $101.050 $404.200 4 142.69 570.76 4 136.74 546.96 12X16 SS REPAIR CLAMP 1371-1451 2 $279.030 $558.060 2 404.72 809.44 2 500.27 1,000.54 SUBTOTAL $16,227.580 $22,175.540 $22,502.200 SMITH BLAIR ROMACFORD EXHIBIT A Ms. Barbosa, Thank you for the phone call today regarding the RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings. Below please see our responses to the additional questions regarding our proposal. 1)As the market fluctuates with pricing, United Water Works is committed to giving Azusa Light and Water the most competitive pricing. Because of the relationships we have established and pricing groups we are partnered with for better buying power, UWW backs this commitment. 2)United Waterworks will provide ALW a forklift with forklift maintenance for the Gladstone yard at no additional charge. 3)For our exit strategy, UWW will work with ALW to have a final inventory count to ensure final billing accuracy. If ALW is unable to purchase the unused material, UWW will remove all unused material using a UWW truck and return back to our Santa Ana yard with no re-stocking fees. At that time, UWW will schedule the return of the forklift. 4)UWW is happy to provide ALW with all-inclusive pricing. The material supplied will be billed at a 22.5% mark-up and 15% for Capital Improvement Projects, which is reflective in our submitted pricing. All-inclusive pricing includes but not limited to any location in Azusa, public work jobs, Stockroom training, Stockroom IPAD, and Forklift and its maintenance. By offering all inclusive pricing, this will streamline the billing process thus eliminating credits for the wrong pricing used. Once material is pulled from inventory through Stockroom, an invoice is generated using the all-inclusive pricing in the system, and a stock request is generated based upon a min/max that is established by ALW. 5)For a more detailed understanding of Stockroom, below is a link to view the product video. https://www.youtube.com/watch?feature=player_embedded&v=wHDsvx38yDQ EXHIBIT A EXHIBIT B SUPPLIER PROPOSAL TRANSMITTAL April 27, 2020 Melissa Barbosa, P.E. Senior Water Systems Engineer 729 North Azusa Avenue Azusa, CA 91702 Re: Integrated Supply Systems (ISS) for Waterworks Materials and Fittings RFP Dear Ms. Barbosa, Enclosed please find three (3) copies and an electronic copy of United Water Works response for Integrated Supply Systems (ISS) for Waterworks Materials and Fittings RFP. Should you have any questions, please feel free to contact me at (714) 542-0711. We look forward to a professional relationship with Azusa Light and Water. Sincerely, Jerry Canada President EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 1 • Integrated Supply Systems (ISS) for Waterworks Materials and Fittings RFP EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 2 April 28, 2020 Mrs. Melissa Barbosa, P.E. Senior Water System Engineer Azusa Light & Water 729 North Azusa Avenue Azusa, CA 91702 RE: Integrated Supply Systems (ISS) for Waterworks Materials and Fittings RFP Dear Mrs. Barbosa: On behalf of United Waterworks, Inc. we are pleased to submit this proposal in answer to the Integrated Supply System for Waterworks Materials and Fittings. This proposal will demonstrate that we are the preferred entity for Azusa Light and Water to partner with and exceed the overall objectives outlined in the RFP. Our team brings the depth of experience and knowledge in the waterworks industry and customer service which is needed to successfully execute this partnership. Pursuant to the RFP instructions on the proposal contents, the attached proposal will have the following components: ▪Organizational Strength (Stability / Quality of Corporation) ▪Experience in ISS and Startup Timeline & Exit Strategy ▪Information Systems Capability ▪Operations Expertise, Customer Service and Quality Assurance and Control ▪Pricing for the Term of the Contract ▪Other Factors Deemed Relevant and Applicable We thank you for the opportunity to present this proposal and look forward to a mutually beneficial, close working relationship. Sincerely, Jerry Canada President EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 3 SECTION A ORGANIZATIONAL STRENGTH ISS FOR WATERWORKS MATERIAL & FITTINGS EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 4 1. Introduction to the firm – size, office locations, service lines, ownership, years in service, what year did your business start/establish, etc. United Waterworks, Inc. was established in 1988 as Wells Supply Company. As the Company grew and the industry evolved, United Waterworks was “born”. Led by President Jerry Canada and our qualified team, United Water Works team members have more than 100 cumulative years of industry experience. Centrally located to serve all of Southern California, our clients can attest that we serve and operate from a foundation of our core values: • Provide Exceptional Service • Take Ownership in Everything We Do • Be The Best At Everything We Do • Be a Difference Maker Since 1988 we have formed invaluable relationships with our service lines. We are partnered with industry affiliations such as IWWG and WASDA, these types of relationships allow us to pass on the best product at the best prices. Additionally, we continue to partner with other services lines which gives us a greater resource to pull from. Such service lines include but are not limited to, US Pipe, Vinyltech, Clow Valve, MH Valve, Ford Meter Box, Star Pipe, SIP, Smith Blair, Custom Pipe, Zurn-Wilkins, Cla-Val, Cambridge Lee Centrally located in Orange County, we are able to service Los Angeles, Orange, Riverside, San Bernardino, San Diego and Ventura Counties along with Coachella Valley. By having one central location, we have a supply yard of approximately 2 acres that we keep fully stocked which allows us to quickly respond to our client’s needs. Located on the same premises is our corporate office which allows our management team, purchasing team, and project managers direct access to better serve our clients with their project needs. 2. What Are Your Corporate Goals and Objectives United Waterworks and its employees serve all our clients under one simple goal; Your success is our success. We have decades of experience that allows us to meet our company objectives of continuing to put our customers first while delivering the right product, at the right price at the right time. Combined, we have created customer loyalty and employee unity for total customer service satisfaction. 3. Provide your company's organizational chart for management and staff directly related to the waterworks industry in Southern California. See Attachment 1 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 5 4. What are your liquidity and debt ratios for the last five years? 2014 2016 2017 2018 2019 Ratio 1.31 1.33 1.33 1.38 1.47 Liability/Assets 75.78% 74.09% 77.87% 70.47% 74.28% 5. Provide audited financial statements or corporate tax returns for the last five years. All financial statements or returns will be considered proprietary during the evaluation process and returned once the evaluation has been completed. United Water Works, Inc. has a proven track record of funding and commencing whatever financial steps are necessary to fulfil its obligations. Due to the confidentiality of our financials and the potential of public records requests, at this time we are not supplying this information in this RFP, but we would make them available to mutually view. However, we have provided our bank reference letter attesting to our financial stability. Please see attachment 2 6. What were your total waterworks materials sales for the last five years in Southern California? United Waterworks sales over the last five years were $105 Million dollars. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 6 SECTION B EXPERIENCE IN ISS AND STARTUP AND TIMELINE & EXIT STRATEGY ISS FOR WATERWORKS MATERIAL & FITTINGS EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 7 1. What is your company's definition of an ISS? How long, if at all, have you practiced this concept in the Southern California water industry? An ISS is a partnership with our customer(s) whereas we work together, on a centralized system, to manage inventory needs, order process, track inventory, job usage and the replenishment process to optimize their collective performance. UWW used an ISS system successfully with two remote branches collectively for 15 years. These branches were located in Coachella Valley (11 years) and Perris, CA (4 years). Our inventory, shipping, receiving, transferring, purchasing, and accounting were all centralized on one system. Allowing continuity between all branches. The same continuity ALW has outlined in their objectives and goals. 2. What percent of your current business involves ISS customers in the Southern California water industry? How does your current level of ISS compare to your ultimate goals? Although we currently do not have customers that utilize our ISS system, a successful program as part of our core business would be a value-added tool for the water industry and our customers. Our Coachella and Perris branches made up approximately 14.96 % of total revenue over 5 years. As the market demand evolves and grows, we are prepared to meet this need and goals. 3. What are you doing to keep service to an acceptable level for: Current ISS Utility Customers and Current ISS Suppliers? Our system, Stockroom allows us to have remote professional support at any given time. We will regularly meet and have conference calls to communicate needs, i.e.: what was working, and what wasn’t working allowing us to move swiftly to make the changes. There is a balance of needs to meet, and the system and processes must flow to meet the needs of the ultimate goal(s), which are effective, timely, and accurate information with access to “just in time” material. 4. What programs do you have in place and please explain the details of each including an identifiable cost and/or savings associated with: Decreased customer stocking levels Improve purchasing efficiency; Improved staff productivity; Inventory consignment; Vendor consolidation; In connection with your Current ISS Utility Customers and in connection with your Current ISS Suppliers? EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 8 • Decreased customer stocking levels Improve purchasing efficiency Because UWW is supplying ALW a consignment inventory, this also allows ALW to have a supplied stock only being billed upon usage, thus saving money because ALW has no overstock or stale inventory. • Improved staff productivity Because UWW is supplying ALW a consignment inventory, this eliminates the need for a purchasing position. Because Stockroom has many inventory controls features, the need to have weekly cycle counts are minimized due to the stock level mode/ minimum and maximum on hand inventory control. This reduces the manpower and time for this weekly task. Together, this is a significant cost-savings to Azusa Light and Water. • Vendor consolidation Since UWW is supplying ALW with its inventory, we will pass on the purchasing power benefits we have built with our vendors in the industry. • In connection with your Current ISS Suppliers Not Applicable 5. List any specific benefits and associated cost savings, not already mentioned, that have resulted from your current ISS: for your company and for your customers. While practicing ISS with our remote branches, the biggest benefits was immediate access to shared information and current stock levels in real time with the ability to re-stock efficiently. Inventory levels, inventory accuracy and cost of goods are the areas you can see cost savings and time savings as Stockroom eliminates the need for ALW to shop suppliers for job specific items. 6. Provide examples of problems experienced in ISS and their resolution. For an ISS to flow properly, everyone must work together as a team . The steps associated with a certain step in the process should remain consistent every day. The goal is to create a standard operating procedure for each step: shipping, receiving, stocking, returns, purchasing. 7. How can your company's experiences with ISS enable the ALW Water Division to save money? United Waterworks system, Stockroom allows ALW along with your UWW project manager to manage the order process, track their inventory, job usage and order EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 9 process and manage “consignment inventory”. Since the inventory is on consignment, ALW will not be billed until the inventory is used. Together, these help ALW save money by offering “just in time” inventory, accurate ordering procedures with coordinated and District specific SKU’s, streamlined shipping and receiving paperwork, electronic invoicing, full visibility of inventory levels and usage. While all ISS systems can relatively provide these same features, United Waterworks’ product knowledge and customer service cannot be matched. 8. What is essential to create a successful ISS between the ALW Water Division and your company? Training on Stockroom and communication will be the most essential parts of this program. It is essential that we meet at start-up to outline the specific goals of the program and outline key personnel. Likely we will have bi-weekly meetings/conference calls, to discuss how things are progressing. As the days and weeks progress, priorities will adjust based on what is working smoothly and what is not. The goals will change and evolve as the program becomes more successful and robust. Due to social distancing guidelines, we are open to virtual meetings via zoom or another platform should it be the pleasure of ALW. 9. Provide a list of ISS customers, locations, contract lengths, scope of Service and reference names. Although we utilized an ISS system through our off-site branches and are capable of implementation and utilization of an ISS system, our current customer base has not elected to use this type of operating model. 10. How are your emergency priorities set for ISS? David Alcala, your personal account manager, Jerry Canada, product specialist / President/Owner, and Walter Vickery, purchasing and inventory control will work with your personnel to assess emergency priorities during weekly calls and create a plan to resolve. United Water Works is committed to being available 24/7 for Azusa Light and Water. 11. Describe your implementation plan for ISS, including: Start-up process; Training plan; People required (yours); Required interface with customer; and Anticipated time from start to implementation (normal) While this plan is fluid it is much likely to evolve as a better understanding of Azusa Light and Water’s needs develops, we have outlined what we believe is a great model to start: EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 10 • Start-up: o Determination of the immediate goals and needs of ALW o Gather information and reporting needed to import data to ERP o Schedule meetings with ERP (Eclipse) support to customize what is needed and assist with questions and concerns. • Training o With today’s climate of social distancing, we will schedule a virtual training with our vendor, ALW staff, and UWW staff. This can be performed via zoom or another platform to the districts pleasure. This expertise will allow all sides to get well versed in the system and the needs of the District. o If social distancing is lifted and the district policies allow, we can perform training face to face. • People Required from UWW: o David Alcala – Main Point of Contact / Municipal Sales o Walter Vickery – Purchasing & Inventory Manager o Jerry Canada – Product Specialist / President-Owner o Christin Deschenes – Controller, ERP Specialist o Danielle Jacobs – Day-to-Day trouble shooting contact / Manager o Warehouse Driver – Deliveries • Required Interface with Customer o We would want to hold a kick-off meeting and training sessions between ALW and UWW with key employees. However, in today’s climate of social distancing should it be the pleasure of ALW, we would set up a virtual meeting via zoom or like platform that would allow us to all log in to train on the Stockroom software. • Anticipated time from start to implementation o We are committed to take as much time the District and UWW staff needs to get aligned with the District’s goals. This training could be completed in stages of 1-10 days. 12. Describe the Exit Strategy, transition, requirements at the end of the Contract Term We will work with Azusa Light and Water to create a seamless and simple exit program. Our experience from running and exiting two branches we have the experience and confidence to make a seamless transition. We believe the key inlays EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 11 with the program that is created over the contract term. United Water Works will be able to prepare reporting to ALW that is needed for ALW to move their information to a new system. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 12 SECTION C INFORMATION SYSTEMS CAPABILITY ISS FOR WATERWORKS MATERIAL & FITTINGS EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 13 1. Do you currently use Electronic Date Interface/Interchange EDI? United Water Works currently uses Eclipse Software that uses EDI, that allows electronic trading relationships with our customers and vendors. 2. How many customers do you currently support with EDI and which transaction sets are you supporting? Approximately 70% of our customers use EDI. We can support 100% if needed. The 30% that do not use it is due to their preference. We use EDI for: invoices, statements, purchase orders, order acknowledgments, ship tickets, delivery notifications, and delivery confirmations. 3. What percentage of your Purchase Orders are processed via EDI? Do you have Electronic Data Transfer, Electronic Funds Transfer, and Evaluated Receipts Settlement available? 100% of our purchased orders are processed via EDI. Yes, we do have Electronic Data Transfer, Electronic Funds Transfer and Evaluated Receipts Settlement. 4. If you use a Value-Added Network (VAN), which one is it? United Waterworks has partnered with Stockroom and Signature Touch as value added networks to handle the exchange of data between trading partners. 5. What information is available over the Internet (i.e., current pricing, product specifications)? United Water Works does not have listed pricing available to the public. We take the one-on-one time with our customers to put pricing in place that allows them the best price with the right product for their job to be successful. We use an electronic in-house method that allows us to track all our product specifications, as every job is unique related to specification. This information is available to the customer only. 6. What are your plans for using the Internet to interface with customers? UWW strives to be customer-centric, providing the type of tools our customers objectives and goals. We have made and continue to make steps and changes to prepare ourselves for a customer web portal that will be utilized in the future. Currently, we provide web-based delivery tracking to our customers, through Innovo, our delivery app. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 14 7. Do you have a website with limited access via password for ISS customers? Describe the contents of the website section dedicated to ISS and the interactive functions available for customer use. By offering Stockroom to our customers, we are able to provide them with an internet-based tool that is matched to their specific product need. Through stockroom, our customers gain access to orders mode, stock levels mode, cycle count mode and a returns mode. This allows the customer to have a “consignment” inventory. Customers can order what they use or keep track of on-hand inventory and replenish based on a minimum or maximum they choose. Order details are broken down by individual job. Please see attachment 4 as a visual aide to the software. Data Processing Systems Assessment 1. Describe the platforms that support your company including hardware platform, the operating system software platform, and application software. United Waterworks IT Systems run on redundant Dell Power Edge servers and a Shared iSCSI Dell EMC Storage Network device. Operating systems include windows server 2008R2, windows server 2016 and Redhat Linux. United Waterworks has a mix of premise systems and cloud systems to support our business needs. Our primary business system is Eclipse through Epicor. Our IT systems include a managed multi-level security platform to protect our environment at the edge of the network through the end user systems. 2. What degree of integration exists between your accounting, purchasing, sales, and warehousing systems? Our accounting, purchasing, sales, and warehousing systems are 100% integrated in our network. 3. Can customers connect to your site to enter orders and gain access to information for order and inventory status? Yes, ALW would be supplied one IPAD with the Stockroom application integrated. This would be supplied at no charge. If additional IPAD’s are needed, we are open to working to accommodate this request. 4. How is bar coding currently employed in your operations? What support can you provide in the Water Division's overall effort to employ bar coding? Through our ERP system, we use Location Touch which is tied to Eclipse. This system allows us to track our inventory for accuracy with cycle counts and make the EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 15 necessary inventory adjustments as needed. Through our system the customer has their unique bar code that is used as their personal code. This bar code system would be integrated with Stockroom. 5. What types of information/reports can you provide to assist with forecasting, planning and auditing and in what time frames? Through Stockroom consignment we can perform inventory counts, create consignment billing for product quantity changes in Eclipse, Consignment Auto Transfer. Through usage mode, the customer can scan the bar code of the item used which would electronically track the usages, allowing us to invoice for the material and have the ability to replenish the stock to the minimum inventory. With the guidelines or parameters, we can provide additional various reports for forecasting, planning and auditing. Many of these custom reports can be provided within 1 business day. • Please note: For a detailed overview of StockRoom, please use the attached link to view: https://www.youtube.com/watch?feature=player_embedded&v=wHDsvx38yDQ EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 16 SECTION D OPERATIONS EXPERTISE, CUSTOMER SERVICE, AND QUALITY ASSURANCE AND CONTROL ISS FOR WATERWORKS MATERIAL & FITTINGS EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 17 1. Quality Control and Assurance Program description. United Water Works strives for excellence which starts with a solid quality control assurance program. Starting with a quality process, United Water Works uses our electronic work order, which is double checked, then processed either in our warehouse or through an electronic purchase order. Finally, we continue with a quality delivery system, Once the order is out for delivery, the customer is electronically notified of the time of arrival. 2. Number of your company yard locations within a 30-mile radius of Azusa. United Water Works has one location that is within a 30-mile radius of Azusa. 3. Number and function of people per location in the each within the 30-mile radius locations: Categories include: Delivery, Billing, Customer Service, Management and Warehousing. We are committed to our entire team to assist as needed. Below are 8 team members that will act as main points of contact. Phone numbers will be supplied upon entering into an agreement. a. David Alcala – Municipal Sales b. Jerry Canada – Product Specialist / President/CEO c. Christin Deschenes – Controller, ERP Specialist d. Danielle Jacobs – Office Manager, Day-to-Day trouble shooting contact e. Walter Vickery – Purchasing & Inventory Manager f. Warehouse Driver – as assigned 4. What are your normal yard operating hours? • Monday thru Friday 6:00a.m. – 5:00p.m. • After hours available for emergency open • Saturday and Sunday – available for an emergency open 5. What is your minimum order for delivered waterworks materials? There will be no minimum order for delivery 6. Describe your definition of an emergency order. If our customer has an emergency, we have an emergency. UWW is committed to being available 24/7. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 18 7. What emergency services (in the event of natural disaster) can you provide for waterworks materials? Providing the infrastructure remains intact, United Water Works will be readily available to meet the needs of ALW. 8. What are your order fill rates from your waterworks inventory? The order fill rate is the percent of line items shipped complete divided by total number of line items. Only original or initial orders may be counted. Please document the number of line items shipped complete and total number of line items for an annual period. Fill rates are dependent upon being able to complete an entire order from stocked material. Using that method our fill rate would be 99%. 9. Will the price for an off-hours emergency order be the same as for a non- Emergency order? If not, what would the associated cost(s) before off-hours deliveries and normal working hours deliveries? Yes, there is no charge for off-hour emergency orders or non-emergency orders. 10. What percentage of orders are supplied on time? 1 week late? Longer? What are the usual reasons for late delivery? We have an on-time deliver rate of 98%. A late order is due to the manufacturer reasons / lead times or timing of a special-order item. 11. Do you have any shipping restrictions? If yes describe? We do not have shipping restrictions. The majority of our clients are located in the Southern California region, due to the professional relationships we have established, we have shipped internationally and statewide. 12. Please describe how you would propose to make arrangements for waterworks materials deliveries and off-loading to the ALW Water Division's main warehouse, service centers, and job sites, e.g. a truck borne forklift, this contact requires a forklift also provided at the Gladstone Yard for the term of the Contract to be utilized by ALW workforce. UWW has a fleet of delivery trucks and flatbeds used to deliver material to the main warehouse, service centers and job sites. The material would be off-loaded using the UWW supplied forklift. If a delivery was made to the jobsite the material would be off-loaded using the contractor supplied equipment that are on the job site. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 19 13. What are your average lead times for waterworks materials? If the item is stocked in the yard, we can fulfill the order the same day. If a part needs to be ordered through the manufacturer and it is in stock, depending on where it is shipping from it could be 1-7 days. If the item needs to manufactured, we would have to quote you a lead time based upon conditions. 14. Describe your system to track delivery problems and their resolution. At what level of management is this information reviewed? We use an electronic delivery system called Signature Touch/ Deliver. Not only does the track the delivery times and delivery times; it emails you with real time delivery updates. This allows us track any potential delivery time problems. If a problem does occur our warehouse manager in conjunction with our dispatch/warehouse supervisor are immediately notified and able to resolve the problem. 15. List the methods and relative costs of transporting the finished products to their final destination. We have a fleet of delivery trucks that we utilize for our deliveries. In some cases, product can be delivered “direct”. Azusa Light & Water will not be charged a delivery fee. 16. What is your company's strategy to assure your materials are supplied at competitive price levels? Having over 30 years in the water industry has allowed us to align with the best waterworks material suppliers in the industry. This long-lasting relationship has resulted in not only the best prices, but also the best quality and customer service in the industry. Additionally, United Water Works is aligned with IWWG allowing us to be a part of a water utilities buying power group which results in competitive pricing for us to offer our customers. 17. Furnish a list of major customers with their addresses, phone numbers and contact personnel, including 24-7 contact. Coachella Valley Water District City of Pomona 75515 Hovley Ln. East 148 N. Huntington Street Palm Desert, CA 92211 Pomona, CA 91768 Phone: (760) 398-2661 ext.2333 Phone: (626) 488-1095 Contact: Michael Gladish Contact: Danny Aceves EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 20 City of Compton City of Ontario 205 S. Willowbrook 1425 S. Bon View Avenue Compton, CA 90221 Ontario, CA 91761 Phone: (310) 605-5690 Phone: (909) 721-9403 Contact: August Thornton Contact: Joseph R. Speer Elsinore Valley Municipal Water District Long Beach Water 31315 Chaney Street 1800 East Wardlow Lake Elsinore, CA 92330 Long Beach, CA 90807 Phone: (951) 674-3146 ext.8285 Phone: (562) 708-6768 Contact: Rory Logue Contact: Justin Beck 18. How do you assure quality and on time delivery? Using our EPI programs in place it allows us to place an order, pull an order, confirm the orders accuracy and ship the order. Using our real time delivery system not only can the customer see the exact timing of their delivery we are notified of any delays during the delivery process. 19. In general, can you supply certified test reports for each type of waterworks materials? Yes, we are happy to provide our customers with this information. We also offer bi-directional BFV Hydro Testing at our Santa Ana yard. 20. What is the overall quality assurance philosophy of your company? Your success is our success. United Water Works delivers the right product, the right price with the right service the first time; simply because customer service is doing more than the customer expects to receive. 21. What QA/QC do you require from your manufacturers? In order to supply our customers with quality assurance and quality control with the product we offer, we must require the same standards from our manufactures as what we give our customers. 22. What is your Company's definition of total customer satisfaction? Well done is better than well said; at United Water Works customer service is defined by the very same core values we promote in everything we do for you, our customer. Provide value added services, demonstrate compassion and integrity through our actions by building a positive relationship with our attitude, and our ability to adapt to you, our customer and your needs. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 21 23. How will you handle: Problems with materials at delivery? (defective items supplied, problems due to transportation, etc.); Large quantity/bulk orders; Returned merchandise; Back Orders; Warehousing; and Requests for new items? If material is defective at the time of delivery, we will replace the material at no charge and redeliver the new material. Backorders are shipped as received unless a complete ship order is requested. All large quantity and bulk order items are handle the same as small orders unless otherwise instructed. We have the capability to ship all orders of all sizes. Stockroom has four separate modes; Orders mode, Stock Level Mode, Cycle Count Mode, and Return Mode: • Orders Mode: Enter desired order quantity or in usage mode replenish products used • Stock Levels Mode: Replenishes wen on-hand inventory is below min back to maximum level set by ALW • Cycle Count Mode: Creates a report of on-hand inventory, updates levels but does not create an order • Return Mode: create a return that will generate a credit sales order in the Eclipse system. 24. Can you schedule and provide just-in-time deliveries? Yes 25. State your capabilities for handling and delivering large and small orders, and state order cycles. Through our delivery fleet there is no order too small or large that we cannot handle. Through Stockroom, we can electronically track product usage. This is accomplished by the electronic control usage, the customer places an order, the material is pulled which automatically changes the on-hand number. Together, this will automatically create the order cycles through the minimum and maximum product desired and the material can be restocked. 26. Describe, in detail, technical support (including reports, publications and computer programs) that you will provide to the Water Division. We would provide ALW with one IPAD equipped with its unique Stockroom. From the software ALW would export all district specific part number including an on- hand values and job usage reports. These cost savings reports can assist in a cost savings. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 22 27. Should your product fail, can your company provide onsite failure analysis? Yes. Having over 100 years of combined experience brings extensive material knowledge and makes our team more than capable to identify product defects or failures and their causes in the field. Should a situation arise requiring the manufacturer’s input or testing UWW will provide a solution, monitor the situation and report findings in regard to warranty and or replacement parts. 28. Provide a detailed plan that can save both the Water Division, and your company, money, improve quality, and/or enhance communication. As outlined throughout our RFP response, United Water Works is aligned with water works material suppliers that deliver a cost effective and quality product that we pass on to you, our customer. Our team has over 100 years of cumulative experience that will provide Azusa Light & Water an improve quality product knowledge, customer service, and communication that will surpass the competition. 29. Do you maintain an inventory from which you distribute? What is its Approximate overall value? Yes, United Water Works has a supply yard of approximately 2 acres with a value of 2.4 Million Dollars. 30. Have you ever failed to honor commitments to your customers in the last five years? Describe the reason for the failure, and the corrective action taken. No, we have never failed to honor a commitment. 31. Do you have an Employee Handbook that contains statements of policy, practice and procedure relating to your employees? If so, please include a copy. See Attachment 4 32. Do you have general liability and workers compensation insurance? This contract requires general liability and workers compensation insurance, and naming City of Azusa additional insured please include all certificates of insurance. Yes. See Attachment 5 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 23 SECTION E PRICING FOR THE TERM OF THE CONTRACT ISS FOR WATERWORKS MATERIAL & FITTINGS EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 24 AZUSA WATER PARTS INVENTORY Yellow Highlight = current ALW Inventory GROUP 1: DUCTILE IRON PIPE QTY PRICE TOTAL 4 CLASS 52 Dl TJ PIPE W/RING 1 27.290/ft 491.23 6 CLASS 52 Dl TJ PIPE W/RING 1 20.503/ft 369.06 8 CLASS 52 Dl TJ PIPE W/RING 1 28.877/ft 519.79 10 CLASS 52 Dl TJ PIPE W/RING 1 37.626/ft 677.26 12 CLASS 52 Dl TJ PIPE W/RING 1 47.368/ft 852.62 SUBTOTAL $2,909.96 GROUP 2: FITTINGS QTY PRICE TOTAL 10 Dl SSB MJXFLG ADAPTER C/L 1 144.774 144.77 12 Dl SSB MJXFLG ADAPTER C/L 1 185.652 185.65 4 Dl SSB MJ 11-1/4 BEND C/L 1 31.935 31.94 6 Dl SSB MJ 11-1/4 BEND C/L 1 53.226 53.23 8 Dl SSB MJ 11-1/4 BEND C/L 1 72.387 72.39 10 Dl SSB MJ 11-1/4 BEND C/L 1 117.097 117.10 12 Dl SSB MJ 11-1/4 BEND C/L 1 144.774 144.77 4 Dl SSB MJ 22-1/2 BEND C/L 1 33.213 33.21 6 Dl SSB MJ 22-1/2 BEND C/L 1 51.097 51.10 8 Dl SSB MJ 22-1/2 BEND C/L 1 79.626 79.63 10 Dl SSB MJ 22-1/2 BEND C/L 1 117.948 117.95 12 Dl SSB MJ 22-1/2 BEND C/L 1 154.568 154.57 10 Dl SSB MJ 90 BEND C/L 1 158.826 158.83 12 Dl SSB MJ 90 BEND C/L 1 213.755 213.75 4 Dl SSB MJ CAP 1 15.755 15.75 6 Dl SSB MJ CAP 1 28.103 28.10 8 Dl SSB MJ CAP 1 45.987 45.99 10 Dl SSB MJ CAP 1 57.484 57.48 12 Dl SSB MJ CAP 1 86.013 86.01 10X2 Dl SSB MJ CAP 1 74.090 74.09 12X2 Dl SSB MJ CAP 1 103.045 103.05 4 Dl SSB MJ PLUG 1 19.587 19.59 6 Dl SSB MJ PLUG 1 37.045 37.05 8 Dl SSB MJ PLUG 1 54.929 54.93 10 Dl SSB MJ PLUG 1 95.806 95.81 12 Dl SSB MJ PLUG 1 94.529 94.563 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 25 4X2 Dl SSB MJ TAPPED PLUG 1 36.194 36.19 6X2 Dl SSB MJ TAPPED PLUG 1 53.226 53.23 8X2 Dl SSB MJ TAPPED PLUG 1 71.535 71.54 10X2 DI SSB MJ TAPPED PLUG 1 112.413 112.41 12X2 DI SSB MJ TAPPED PLUG 1 110.284 110.28 8X4 DI SSB MJ CONC REDUCER C/L 1 54.929 54.93 10X4 DI SSB MJ CONC REDUCER C/L 1 88.994 88.99 10X6 DI SSB MJ CONC REDUCER C/L 1 74.942 74.94 10X8 DI SSB MJ REDUCER C/L 1 82.606 82.61 12X4 DI SSB MJ REDUCER C/L 1 113.265 113.26 12X6 DI SSB MJ REDUCER C/L 1 99.213 99.21 12X8 DI SSB MJ REDUCER C/L 1 101.342 101.34 12X10 DI SSB MJ REDUCER C/L 1 112.413 112.41 10X12 DI SSB MJ SOLID SLEEVE 1 120.929 120.93 12X12 DI SSB MJ SOLID SLEEVE 1 163.084 163.08 4X4 DI SSB MJXFLG TEE C/L 1 72.387 72.39 6X4 DI SSB MJXFLG TEE C/L 1 114.542 114.54 8X4 DI SSB MJXFLG TEE C/L 1 133.703 133.70 8X6 DI SSB MJXFLG TEE C/L 1 138.387 138.39 8X8 DI SSB MJXFLG TEE C/L 1 176.71 176.71 10X4 DI SSB MJXFLG TEE C/L 1 189.484 189.48 10X6 DI SSB MJXFLG TEE C/L 1 235.897 235.90 10X8 DI SSB MJXFLG TEE C/L 1 254.206 254.21 10X10 DI SSB MJXFLG TEE C/L 1 323.613 323.61 12X4 DI SSB MJXFLG TEE C/L 1 251.226 251.23 12X6 DI SSB MJXFLG TEE C/L 1 265.277 265.28 12X8 DI SSB MJXFLG TEE C/L 1 294.658 294.66 12X10 DI SSB MJXFLG TEE C/L 1 336.387 336.39 12X12 DI SSB MJXFLG TEE C/L 1 422.400 422.40 4 DI FLG 45 BEND C/L 2 69.406 138.81 6 DI FLG 45 BEND C/L 2 107.303 214.61 8 DI FLG 45 BEND C/L 2 163.084 326.17 10 DI FLG 45 BEND C/L 1 263.574 263.57 12 DI FLG 45 BEND C/L 1 344.477 344.48 4 DI FLG 90 BEND C/L 2 77.923 155.85 6 DI FLG 90 BEND C/L 2 120.503 241.01 8 DI FLG 90 BEND C/L 2 197.574 395.15 10 DI FLG 90 BEND C/L 1 313.394 313.39 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 26 12 DI FLG 90 BEND C/L 1 407.923 407.92 6X4 DI FLG CONC REDUCER C/L 1 83.032 83.03 8X4 DI FLG CONC REDUCER C/L 1 124.761 124.76 8X6 DI FLG CONC REDUCER C/L 1 135.406 135.41 10X4 DI FLG CONC REDUCER C/L 1 185.226 185.23 10X6 DI FLG CONC REDUCER C/L 1 176.710 176.71 10X8 DI FLG CONG REDUCER C/L 1 220.568 220.57 12X4 DI FLG CONC REDUCER C/L 1 259.316 259.32 12X6 DI FLG CONG REDUCER C/L 1 261.871 261.87 12X8 DI FLG CONC REDUCER C/L 1 292.529 292.53 12X10 DI FLG CONC REDUCER C/L 1 330.852 330.85 4X4 DI FLG TEE C/L 1 142.219 142.22 6X4 DI FLG TEE C/L 1 195.445 195.45 6X6 DI FLG TEE C/L 1 176.710 176.71 8X4 DI FLG TEE C/L 1 273.794 273.79 8X6 DI FLG TEE C/L 1 254.632 254.63 8X8 DI FLG TEE C/L 1 294.658 294.66 10X4 DI FLG TEE C/L 1 393.019 393.02 10X6 DI FLG TEE C/L 1 367.471 367.47 10X8 DI FLG TEE C/L 1 385.355 385.35 10X10 DI FLG TEE C/L 1 447.948 447.95 12X4 DI FLG TEE C/L 1 533.961 533.96 12X6 DI FLG TEE C/L 1 513.523 513.52 12X8 DI FLG TEE C/L 1 540.774 540.77 12X10 DI FLG TEE C/L 1 644.671 644.67 12X12 DI FLG TEE C/L 1 650.632 650.63 4 DI BLIND FLG 1 36.619 36.62 6 DI BLIND FLG 1 54.929 54.93 8 DI BLIND FLG 1 91.548 91.55 4 DI SSB MJ 45 2 34.916 69.83 6 DI SSB MJ 45 2 56.206 112.41 8 DI SSB MJ 45 2 81.755 163.51 4 DI SSB MJ 90 1 42.155 42.15 6 DI SSB MJ 90 1 68.981 68.98 8 DI SSB MJ 90 1 100.065 100.06 10 Dl SSB MJ 45 BEND C/L 1 118.374 118.37 12 Dl SSB MJ 45 BEND C/L 1 176.710 176.71 4 DI SSB MJXFLG ADAPTER 1 40.026 40.03 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 27 6 DI SSB MJXFLG ADAPTER 1 55.355 55.35 8 DI SSB MJXFLG ADAPTER 1 83.458 83.46 6X4 DI SSB MJ CON RED 1 40.026 40.03 8X6 DI SSB MJ RED 1 58.335 58.34 4X12 DI SSB MJ SOLID SLV 2 37.471 74.94 6X12 DI SSB MJ SOLID SLV 2 62.594 125.19 8X12 DI SSB MJ SOLID SLV 2 101.642 202.68 4X2 DI SSB MJ TAPPED CAP 1 32.787 32.79 6X2 DI SSB MJ TAPPED CAP 1 45.135 45.14 8X2 DI SSB MJ TAPPED CAP 1 62.594 62.59 4 DI SSB MJXFLG 90 1 48.116 48.12 6 DI SSB MJXFLG 90 1 85.161 85.16 8 DI SSB MJXFLG 90 1 147.755 147.75 6X6 DI SSB MJXFLG TEE 1 114.542 114.54 4 MEGA LUG ACC PACK 8 29.237 233.90 6 MEGA LUG ACC PACK 8 36.121 288.97 8 MEGA LUG ACC PACK 8 49.222 393.78 10 MEGA LUG ACC PACK 8 69.995 559.96 12 MEGA LUG ACC PACK 8 94.076 752.61 4 STD 45 WELD 2 11.548 23.10 6 STD 45 WELD 2 29.677 59.35 8 STD 45 WELD 2 40.000 80.00 4 STD LR 90 WELD 2 18.065 36.13 6 STD LR 90 WELD 2 43.871 87.74 8 STD LR 90 WELD 2 64.516 129.03 3 FS150 S/O WELD FLG FLAT FACE 2 14.194 28.39 4 FS150 S/O WELD FLG FLAT FACE 2 17.742 35.48 6 FS150 S/O WELD FLG FLAT FACE 2 29.303 58.61 6 FS150 6H S/O FLG FLAT FACE 2 37.419 74.84 8 FS150 S/O WELD FLG FLAT FACE 2 42.581 85.16 10 FS150 S/O WELD FLG FLAT FACE 2 90.323 180.65 12 FS150 S/O WELD FLG FLAT FACE 2 141.935 283.87 6X6 WELD NOZZLE 150# - BARE LESS PADS 1 296.774 296.77 SUBTOTAL $23,501.12 GROUP 3: GATE VALVES QTY PRICE TOTAL 4 FLG RW GATE VLV OL NDZ STEM 316 B/N 1 434.065 434.06 4 FLGXMJ RW GATE VLV OL NDZ STEM 316 B/N 1 417.974 417.97 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 28 4 MJ RW GATE VLV OL NDZ STEM 316 B/N 1 437.806 437.81 6 FLG RW GATE VLV OL NDZ STEM 316 B/N 1 580.000 580.00 6 FLGXMJ RW GATE VLV OL NDZ STEM 316 B/N 1 558.671 558.67 6 MJ RW GATE VLV OL NDZ STEM 316 B/N 1 558.671 558.67 8 FLG RW GATE VLV OL NDZ STEM 316 B/N 1 906.671 906.67 8 FLGXMJ RW GATE VLV OL NDZ STEM 316 B/N 1 872.994 872.99 8 MJ RW GATE VLV OL NDZ STEM 316 B/N 1 889.832 889.83 10 FXF RW GATE VLV UL/FM OL NDZ STEM 1 1440.645 1440.65 12 FXF RW GATE VLV UL/FM OL NDZ STEM 1 1739.626 1739.63 8 FXMJ RW GATE VLV UL/FM OL NDZ STEM 1 872.994 872.99 10 FXMJ RW GATE VLV UL/FM OL NDZ 1 1387.510 1387.51 12 FXMJ RW GATE VLV UL/FM OL NDZ 1 1675.265 1675.26 8 MJXMJ RW GATE VLV UL/FM OL NDZ 1 889.832 889.83 10 MXM RW GATE VLV UL/FM OL NDZ STEM 1 1387.510 1387.51 12 MJXMJ RW GATE VLV UL/FM OL NDZ 1 1755.716 1755.72 SUBTOTAL $16,805.77 GROUP 4: FIRE SERVICES QTY PRICE TOTAL 6X1/8 6H FF CI RUBBER 4 2.877 11.51 5/8X3 BREAK-OFF B/N SET 6H 8 5.677 45.42 6X4 6H HYD EXT GROOVED 2 76.129 152.26 6X6 6H HYD EXT GROOVED 2 80.00 160.00 6X8 6H HYD EXT GROOVED 2 89.032 178.06 6X12 6H HYD EXT GROOVED 2 100.645 201.29 6X16 6H HYD EXT GROOVED 2 123.871 247.74 6X18 6H HYD EXT GROOVED 2 129.032 258.06 4X2-1/2 ANGLE FIRE VLV (JONES ONLY) 2 802.183 1604.37 6X4X2-1/2 HYD FLUTED SPOOL 6H (JONES ONLY) 2 3074.539 6149.08 6X4X(2)2-1/2 BRZ HYD 6 HOLE DRILL (JONES ONLY) 2 4237.461 8474.92 6X24 6H MJ HYD BURY 1 245.161 245.16 6X36 6H MJ HYD BURY 1 251.63 251.61 6X42 6H MJ HYD BURY 1 259.355 259.35 6X48 6H MJ HYD BURY 1 283.871 283.87 SUBTOTAL $18,522.70 GROUP 5: SERVICE LINE QTY PRICE TOTAL 1X1/16 POLY PLASTIC GASKET 200 0.348 69.68 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 29 1X1/8 CI RUBBER MTR GASKET 400 0.310 123.87 3/4X1/16 POLY PLASTIC GASKET 200 0.284 56.77 3/4X1/8 CI RUBBER GASKET 400 0.310 123.87 1-1/2 CI DROP-IN MTR GASKET 12 0.774 9.29 2 CI DROP-IN MTR GASKET 12 0.903 10.84 10X2 IP IRON SADDLE 1000-1110 1 62.968 62.97 12X2 IP IRON SADDLE 1200-1320 1 78.594 78.59 4X2 IP IRON SADDLE 400-450 1 38.168 38.17 10X1 IPT BRZ SADDLE 1110-1212 1 188.452 188.45 10X2 IPT BRZ SADDLE 1110-1212 1 222.290 222.29 12X1 IPT BRZ SADDLE 1320-1438 1 220.555 220.55 12X2 IPT BRZ SADDLE 1320-1438 1 253.245 253.25 4X1 IPT BRZ SADDLE 480-540 1 104.348 104.35 4X2 IPT BRZ SADDLE 510-540 1 132.471 132.47 6X1 IPT BRZ SADDLE 690-750 1 122.916 122.92 6X2 IPT BRZ SADDLE 690-750 1 154.406 154.41 8X1 IPT BRZ SADDLE 905-962 1 152.123 152.12 8X2 IPT BRZ SADDLE 905-962 1 174.342 174.34 3/4 GALV COMP CPLG 4 1.574 6.30 1 GALV COMP CPLG 4 2.595 10.38 1-1/2 GALV COMP CPLG 4 4.067 16.27 2 GALV COMP CPLG 4 5.937 23.75 MTR ADAPTER 5/8X3/4 TO 1 SHORT 12 14.761 177.14 MTR ADAPTER 3/4 TO 1 LONG 12 11.320 135.84 12X20 ARMORCAST 437 CVR WITH AMI TOP MOUNT 1 47.006 47.01 12X20 ARMORCAST 437 MTR BOX 4 70.800 283.20 13X24 ARMORCAST 438 CVR WITH AMI TOP MOUNT 1 75.342 75.34 13X24 ARMORCAST 438 MTR BOX 4 127.084 508.34 17X30 ARMORCAST 66 CVR WITH AMI TOP MOUNT 1 91.768 91.77 17X30 ARMORCAST 66 MTR BOX 4 160.942 643.77 3/4 BALL VLV FIP LW 2 63.587 127.17 1 BALL VLV FIP LW 2 97.458 194.92 2 BALL VLV FIP W/HANDLE 2 299.400 598.80 2 BALL VLV FIP LW 2 286.877 573.75 3/4 BALL MTR VLV FIP W/ HDL POINTED TO MTR 4 78.103 312.41 1 BALL MTR VLV FIP W/ HDL POINTED TO MTR 4 114.174 456.70 3/4 ANGLE BALL VLV PJ CTS 12 90.110 1081.32 1 ANGLE BALL MTR VLV PJ CTS 12 135.200 1622.40 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 30 2 BALL MTR VLV FIP W/ HDL POINTED TO MTR 2 338.452 676.90 2 ANGLE BALL MTR VLV FIP 2 316.284 632.57 1 3000 LB BLK HALF CPLG THREADED 2 5.161 10.32 2 3000 LB BLK HALF CPLG THREADED 2 12.903 25.81 2X1 BRZ BUSHING 2 13.881 27.76 1 BRZ CPLG 2 5.425 10.85 2 BRZ CPLG 2 18.965 37.93 3/4 BRZ CPLG 2 3.569 7.14 1 BRZ 90 2 6.809 13.62 2 BRZ 90 2 22.006 44.01 3/4 BRZ 90 2 4.417 8.83 1X2 BRZ NIPPLE 2 3.565 7.13 1XCLO BRZ NIPPLE 2 2.889 5.78 2X3 BRZ NIPPLE 2 10.756 21.51 2X4 BRZ NIPPLE 2 14.072 28.14 2X6 BRZ NIPPLE 2 20.775 41.55 2XCLO BRZ NIPPLE 2 8.631 17.26 3/4X1-1/2 BRZ NIPPLE 2 2.155 4.31 3/4X2 BRZ NIPPLE 2 2.468 4.94 3/4X2-1/2 BRZ NIPPLE 2 2.942 5.88 3/4X4 BRZ NIPPLE 2 4.306 8.61 3/4X5 BRZ NIPPLE 2 5.169 10.34 3/4XCLO BRZ NIPPLE 2 1.960 3.92 2 BRZ PLUG 2 10.188 20.38 3/4 ADAPTER FIPXPJ CTS 4 18.723 74.89 1 ADAPTER FIPXPJ CTS 4 25.406 101.63 3/4X2 MTR CPLG 6 11.561 69.37 3/4X2-3/4 MTR CPLG 6 12.877 77.26 1X2 MTR CPLG 6 17.297 103.78 1X2-5/8 MTR CPLG 6 17.794 106.76 3/4 CPLG PJ CTS 4 21.677 86.71 1 CPLG PJ CTS 4 24.794 99.17 2 CPLG PJ CTS 2 112.006 224.01 3/4 ADAPTER MIPXPJ CTS 4 17.794 71.17 3/4X1 ADAPTER MIPXPJ CTS 4 19.710 78.84 1 ADAPTER MIPXPJ CTS 4 21.077 84.31 2 ADAPTER MIPXPJ CTS 2 84.135 168.27 1-1/2 MTR FLG FIP 4 51.452 205.81 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 31 2 MTR FLG FIP 4 67.181 268.72 1-1/2 MTR FLG MIP 2 55.587 111.17 2 MTR FLG MIP 2 74.161 148.32 2 K SOFT COPPER TUBING 20FT LENGTH 60 ft 13.185 791.07 3/4 K SOFT COPPER TUBING 60FT COIL 120 ft 3.366 403.97 1 K SOFT COPPER TUBING 60FT COIL 180 ft 4.388 789.91 1 CORP CCXPJ CTS 2 75.535 151.07 4X1 IP IRON SADDLE 474-526 1 29.703 29.70 6X1 IP IRON SADDLE 600-663 1 36.645 36.65 3/4 CORP IPXPJ CTS 12 57.439 689.26 1 CORP IPXPJ CTS 12 75.535 906.43 6X1 IP IRON SADDLE 684-760 1 36.645 36.65 6X2 IP IRON SADDLE 684-760 1 44.632 44.63 8X1 IP IRON SADDLE 899-979 1 40.116 40.12 8X2 IP IRON SADDLE 899-979 1 50.052 50.05 2 BALLCORP CCXPJ CTS 1 279.987 279.99 2 BALLCORP IPXPJ CTS 2 279.987 559.97 3/4 BALLCORP IPXIP 2 49.523 99.05 1 BALLCORP IPXIP 2 65.690 131.38 2 BALLCORP MIPXMIP 4 264.929 1059.72 1-1/2 ANGLE MTR VLV FIP 2 179.987 359.97 2 ANGLE MTR VLV FIP 2 250.103 500.21 2 ANGLE MTR VLV PJ CTS 2 287.452 574.90 1 BRASS 45 2 7.448 14.90 2 BRASS 45 2 24.213 48.43 3/4 BRASS 45 2 4.417 8.83 1 BRASS 90 2 6.809 13.62 1-1/2 BRASS 90 2 13.521 27.04 2 BRASS 90 2 22.006 44.01 4 BRASS 90 2 158.413 316.83 3/4 BRASS 90 2 4.417 8.83 1X3/4 BRASS BUSHING 2 3.569 7.14 2X3/4 CI BRASS BUSHING 2 13.881 27.76 2X1 CI BRASS BUSHING 2 13.881 27.76 2X1-1/2 BRASS BUSHING 2 11.520 23.04 1 BRASS CAP 2 4.463 8.93 1-1/2 BRASS CAP 2 9.165 18.33 2 BRASS CAP 2 15.554 31.11 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 32 1/2 BRASS CAP 2 2.156 4.31 3/4 BRASS CAP 2 2.852 5.70 1 BRASS CPLG 2 5.425 10.85 1-1/2 BRASS CPLG 2 11.520 23.04 2 BRASS CPLG 2 18.965 37.93 3/4 BRASS CPLG 2 3.569 7.14 1X3 BRASS NIPPLE 4 4.788 19.15 1X6 BRASS NIPPLE 4 9.183 36.73 1X8 BRASS NIPPLE 4 12.244 48.98 1X10 BRASS NIPPLE 4 15.155 60.62 1X12 BRASS NIPPLE 4 18.074 72.29 1XCLO BRASS NIPPLE 4 2.889 11.56 2X4 BRASS NIPPLE 4 14.072 56.29 2X6 BRASS NIPPLE 4 20.775 83.10 2X12 BRASS NIPPLE 4 40.937 163.75 2XCLO BRASS NIPPLE 4 8.631 34.52 3/4X2-1/2 BRASS NIPPLE 4 2.942 11.77 3/4X3 BRASS NIPPLE 4 3.301 13.20 3/4X4 BRASS NIPPLE 4 4.306 17.22 3/4X6 BRASS NIPPLE 4 6.289 25.16 3/4X8 BRASS NIPPLE 4 8.299 33.20 3/4X10 BRASS NIPPLE 4 10.129 40.52 3/4X12 BRASS NIPPLE 4 12.053 48.21 3/4XCLO BRASS NIPPLE 4 1.960 7.84 1 BRASS PLUG 2 3.405 6.81 1-1/2 BRASS PLUG 2 6.462 12.92 2 BRASS PLUG 2 10.188 20.38 1/2 BRASS PLUG 2 2.254 4.51 3/4 BRASS PLUG 2 2.583 5.17 1X3/4 BRASS RED 2 3.569 7.14 1 BRASS ST 90 2 9.510 19.02 1-1/2 BRASS ST 90 2 18.965 37.93 2 BRASS ST 90 2 32.156 64.31 3/4 BRASS ST 90 2 5.747 11.49 3/4 CURB STOP LW 4 72.839 291.35 1 CURB STOP LW 4 108.910 435.64 3/4 ANGLE VLV FIP 4 36.955 147.82 1X3/4 ANGLE VLV FIP 4 39.439 157.75 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 33 1 ANGLE VLV FIP 4 56.658 226.63 3/4 ANGLE FLAIR 2 44.323 88.65 3/4 ANGLE VLV COPPER OLD STYLE 12 44.323 531.87 1 ANGLE VLV COPPER FLAIR 2 6.406 120.81 2 90 CPLG PJ CTS 2 233.768 467.54 1 LEAK REPAIR PLUG 25 10.694 267.35 3/8 LEAK REPAIR PLUG 15 4.774 71.61 1/2 LEAK REPAIR PLUG 15 4.774 71.61 5/8 LEAK REPAIR PLUG 15 5.031 75.46 3/4 LEAK REPAIR PLUG 15 9.548 143.23 4X1 CC DBL STRAP BRONZE SADDLE 1 104.348 104.35 6X1 CC DBL STRAP BRONZE SADDLE 1 122.916 122.92 8X1 CC DBL STRAP BRONZE SADDLE 1 152.123 152.12 10X1 CC DBL STRAP BRONZE SADDLE 1 188.452 188.45 12X1 CC DBL STRAP BRONZE SADDLE 1 220.555 220.55 4X2 CC DBL STRAP BRONZE SADDLE 1 132.471 132.47 6X2 CC DBL STRAP BRONZE SADDLE 1 154.406 154.41 8X2 CC DBL STRAP BRONZE SADDLE 1 174.342 174.34 10X2 CC DBL STRAP BRONZE SADDLE 1 222.290 222.29 12X2 CC DBL STRAP BRONZE SADDLE 1 253.245 253.25 4X1 CC DBL STN STL BRONZE SADDLE 1 123.239 123.24 6X1 CC DBL STN STL BRONZE SADDLE 1 145.148 145.15 8X1 CC DBL STN STL BRONZE SADDLE 1 179.665 179.66 10X1 CC DBL STN STL BRONZE SADDLE 1 222.594 222.59 12X1 CC DBL STN STL BRONZE SADDLE 1 247.471 247.47 4X2 CC DBL STN STL BRONZE SADDLE 1 148.645 148.65 6X2 CC DBL STN STL BRONZE SADDLE 1 173.239 173.24 8X2 CC DBL STN STL BRONZE SADDLE 1 195.587 195.59 10X2 CC DBL STN STL BRONZE SADDLE 1 249.406 249.41 12X2 CC DBL STN STL BRONZE SADDLE 1 284.181 284.18 1 FORD CORP STOP CSXGJ CTS 1 58.723 58.72 1 FORD BALL CORP STOP CSXGJ CTS 1 61.581 61.358 1 FORD CORP STOP IPXGJ CTS 1 61.581 61.58 2 FORD BALLCORP IPXGJ CTS 1 228.252 228.25 1 FORD ANGLE MTR VLV GJ CTS 1 64.671 64.67 2 FORD ANGLE MTR VLV GJ CTS 1 287.452 287.45 FORD MTR ADPTR 5/8X3/4 TO 1 1 11.320 11.32 1 FORD BALL METER VLV FIP WITH HANDLE 1 114.174 114.17 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 34 2 FORD BALL MTR VLV FIP WITH HANDLE 1 338.452 338.45 SUBTOTAL $30,283.32 GROUP 6: PIPE PRODUCTS QTY PRICE TOTAL 4 CENTER RING 5" LENGTH 4 43.862 175.45 6 CENTER RING 5" LENGTH 4 50.890 203.56 8 CENTER RING 5" LENGTH 4 65.192 260.77 10 "A" CENTER RING 6" LENGTH 4 86.733 246.93 10 "AB" CENTER RING 6" LENGTH 2 86.733 173.47 10 "B" CENTER RING 6" LENGTH 2 86.733 173.47 12 "A" CENTER RING 6" LENGTH 2 104.123 208.25 12 "AB" CENTER RING 6" LENGTH 2 104.123 208.25 12 "B" CENTER RING 6" LENGTH 2 104.123 208.25 4 RED END RING 4 16.030 64.12 4 BLK END RING 4 16.030 64.12 6 RED END RING 4 27.699 110.80 6 BLK END RING 4 27.699 110.80 8 RED END RING 4 34.017 136.07 8 BLK END RING 4 34.017 136.07 10 RED END RING 4 39.147 156.71 10 BLK END RING 4 39.177 156.71 12 RED END RING 4 47.065 188.26 12 BLK END RING 4 47.065 188.26 10X12 SS REPAIR CLAMP 995-1035 6 283.310 1429.86 10X8 SS REPAIR CLAMP 995-1035 6 151.794 910.76 10X12 SS REPAIR CLAMP 1070-1110 4 238.310 953.24 10X8 SS REPAIR CLAMP 1070-1110 4 151.794 607.17 10X12 SS REPAIR CLAMP 1104-1144 4 238.310 953.24 10X8 SS REPAIR CLAMP 1104-1144 4 151.794 607.17 12X12 SS REPAIR CLAMP 1210-1250 4 275.987 1103.95 12X8 SS REPAIR CLAMP 1210-1250 4 172.555 690.22 12X12 SS REPAIR CLAMP 1270-1310 4 275.987 1103.95 12X8 SS REPAIR CLAMP 1270-1310 4 172.555 690.22 12X12 SS REPAIR CLAMP 1315-1355 4 275.987 1103.95 4X12 SS REPAIR CLAMP 400-425 4 107.419 429.68 4X8 SS REPAIR CLAMP 400-425 4 74.232 296.93 4X12 SS REPAIR CLAMP 445-485 4 124.994 499.97 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 35 4X8 SS REPAIR CLAMP 445-485 4 78.090 312.36 4X12 SS REPAIR CLAMP 474-514 4 124.994 499.97 4X8 SS REPAIR CLAMP 474-514 4 78.090 312.36 6X12 SS REPAIR CLAMP 595-635 6 150.245 901.47 6X8 SS REPAIR CLAMP 595-635 6 93.987 563.92 6X12 SS REPAIR CLAMP 660-700 4 150.245 600.98 6X8 SS REPAIR CLAMP 660-700 4 93.987 375.95 6X12 SS REPAIR CLAMP 684-724 4 150.245 600.98 6X8 SS REPAIR CLAMP 684-724 4 93.987 375.95 8X12 SS REPAIR CLAMP 795-835 6 176.671 1060.03 8X8 SS REPAIR CLAMP 795-835 6 110.194 661.16 8X12 SS REPAIR CLAMP 860-900 4 176.671 706.68 8X8 SS REPAIR CLAMP 860-900 4 110.194 440.77 8X12 SS REPAIR CLAMP 900-940 4 176.671 706.68 8X8 SS REPAIR CLAMP 900-940 4 110.1964 440.77 12X16 SS REPAIR CLAMP 1371-1451 2 503.897 1007.79 3/4X3 WRAP CLAMP 105 4 25.665 102.66 1X3 WRAP CLAMP 132 4 27.174 108.70 2X3 WRAP CLAMP 238 4 31.148 124.59 4 380-405 RANGE GASKET 4 6.615 26.46 4 406-431 RANGE GASKET 4 66.15 26.46 4 450-470 RANGE GASKET 4 6.615 26.46 4 480-500 RANGE GASKET 4 6.615 26.46 4 474-510 RANGE GASKET 4 6.615 26.46 6 580-610 RANGE GASKET 4 9.405 37.62 6 605-630 RANGE GASKET 4 9.405 37.62 6 655-676 RANGE GASKET 4 9.405 37.62 6 690-710 RANGE GASKET 4 9.405 37.62 6 686-720 RANGE GASKET 4 9.405 37.62 8 780-810 RANGE GASKET 4 14.055 56.22 8 805-830 RANGE GASKET 4 14.055 56.22 8 855-875 RANGE GASKET 4 14.055 56.22 8 905-930 RANGE GASKET 4 14.055 56.22 8 899-940 RANGE GASKET 4 14.055 56.22 10 980-1010 RANGE GASKET 4 29.182 116.73 10 1070-1100 RANGE GASKET 4 29.182 116.73 10 1089-1140 RANGE GASKET 4 29.182 116.73 12 1181-1210 RANGE GASKET 4 37.316 149.26 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 36 12 1225 RANGE GASKET 4 37.316 149.26 12 1265-1295 RANGE GASKET 4 37.316 149.26 12 1315-1355 RANGE GASKET 4 37.316 149.26 3/4 STD X 3 SNAP ON CLAMP 105 4 15.110 60.44 1 STD X 3 SNAP ON CLAMP 132 4 8.206 32.83 1-1/4 X 3 SNAP ON CLAMP 166 4 8.503 34.01 1-1/2 X 3 SNAP ON CLAMP 190 4 9.097 36.39 1-1/2 X 6 SNAP ON CLAMP 190 4 17.148 68.59 2 STD X 3 SNAP ON CLAMP 238 4 9.948 39.79 2 STD X 6 SNAP ON CLAMP 238 4 18.000 72.00 3 STD X 3 SNAP ON CLAMP 350 4 13.019 52.08 4 OD X 3 SNAP ON CLAMP 400 4 14.065 56.26 4 STD X 3 SNAP ON CLAMP 450 4 15.084 60.34 4 STD X 6 SNAP ON CLAMP 450 4 28.000 112.00 6 OD X 3 SNAP ON CLAMP 600 4 17.729 70.92 6 STD X 3 SNAP ON CLAMP 663 4 18.000 72.00 5/8X10-1/2 TRACKHEAD B/N 24 9.906 237.74 5/8X8 TRACKHEAD B/N 24 8.475 203.40 4X4 FORD STN STL TAPPING SLV 4.80-5.10 0 648.065 648.06 6X4 FORD STN STL TAPPING SLV 6.90- 7.30 0 675.368 675.37 6X6 FORD STN STL TAPPING SLV 6.90-7.30 0 769.523 769.52 8X4 FORD STN STL TAPPING SLV 9.05-9.45 0 699.265 699.26 8X6 FORD STN STL TAPPING SLV 9.05-9.45 0 777.716 777.72 8X8 FORD STN STL TAPPING SLV 9.05-9.45 0 966.245 966.25 10X4 FORD STN STL TAPPING SLV 11.05-11.45 0 759.419 759.42 10X6 FORD STN STL TAPPING SLV 11.05-11.45 0 824.800 824.80 10X8 FORD STN STL TAPPING SLV 11.05-11.45 0 1045.819 1045.82 10X8 FORD STN STL TAPPING SLV 11.05-11.45 0 1045.819 1045.82 10X10 FORD STN STL TAPPING SLV 11.05-11.45 0 1733.045 1733.05 12X4 FORD STN STL TAPPING SLV 13.10-13.50 0 898.503 898.50 12X6 FORD STN STL TAPPING SLV 13.10-13.50 0 988.516 988.52 12X8 FORD STN STL TAPPING SLV 13.10-13.50 0 1195.213 1195.21 12X10 FORD STN STL TAPPING SLV 13.10-13.50 0 1882.465 1882.46 12X12 FORD STN STL TAPPING SLV 13.10-13.50 0 2242.619 2242.62 SUBTOTAL $44,464.32 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 37 GROUP 7: AIR VALVES QTY PRICE TOTAL 1 361-CAV564 COMBINATION AIR VALVE 1 500.439 500.44 2 362-CAV332 COMBINATION AIR VALVE 1 760.568 760.57 SUBTOTAL $1,261.01 GROUP 8: MISCELLANEOUS QTY PRICE TOTAL 16 OZ 14D PERMATEX THREAD SEALANT 4 13.819 55.28 6FT 17LB DIGGING BAR 1 110.961 110.96 RAZOR-BACK LNG HDL SQ PT SHOVEL 1 45.926 45.93 RAZOR-BACK LITTLE HOG SHOVEL 1 15.613 15.61 RAZOR-BACK LNG HDL RD PT SHOVEL 1 45.406 45.41 UNION DRAIN SPADE SHOVEL 1 38.865 38.86 3 BOLTED CPLG 1 92.387 92.39 3 BOLTED CPLG 1 92.387 92.39 16 INDUSTRIAL ST BROOM 60" HANDLE 1 36.826 36.83 4X50 PROTECTO WRAP 1 23.948 23.95 10.3 OZ CARTRIDGE PL PREMIUM 1 17.213 17.21 10-12 B/N SET 150# FLG 4 19.277 77.11 4 B/N SET 150# FLG 8 4.684 37.47 6-8 B/N SET 150# FLG 8 7.419 59.35 6FT 25LB DIGGING BAR 1 110.961 110.96 3 RING GASKET 1/16 NON-ASBESTOS 4 0.800 3.20 4 RING GASKET 1/16 NON-ASBESTOS 8 1.161 9.29 6 RING GASKET 1/16 NON-ASBESTOS 8 1.368 10.94 8 RING GASKET 1/16 NON-ASBESTOS 8 3.200 25.60 10 RING GASKET 1/16 NON-ASBESTOS 4 4.155 16.62 12 RING GASKET 1/16 NON-ASBESTOS 4 6.181 24.72 MULTI-PURPOSE LUBRICANT 16-OZ 1 3.381 3.38 MARKING PAINT BLUE 20-OZ 12 5.694 68.33 MARKING PAINT FLUOR GREEN 20-OZ 4 6.086 24.35 MARKING PAINT RED 20-OZ 4 4.372 17.49 MARKING PAINT WHITE 20-OZ 12 6.086 73.04 MARKING PAINT YELLOW 20-OZ 4 6.086 24.35 8 SCH40 PVC PIPE 60 7.303 438.19 BLUE MEDIUM BODIED FAST SETTING GLUE 1 PT 2 11.701 23.40 1 REDWOOD PLUG 10 2.568 25.68 2 REDWOOD PLUG 4 5.613 22.45 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 38 3/4 REDWOOD PLUG 24 2.077 49.86 THD COMPOUND TEFLON 4 34.179 136.72 1/2X520 TEFLON PIPE TAPE 10 0.535 5.35 UTILITY MARKER BLUE W/AMBER V 60 22.155 1329.29 UTILITY MARKER YELLOW W/RED V 60 22.155 1329.29 6 64 CI GATE CAP MARKED "WATER" 8 19.355 154.84 8 86 CI GATE CAP MARKED "WATER" 12 23.226 278.71 6X12 GALV VLV BOX TOP 18 9.626 173.26 8X12 GALV VLV BOX TOP 18 10.594 190.68 5/8X2-1/2 ZINC PLATED B/N 100 2.890 289.03 BITUMASTIC PIPE COATING (GALLON) 4 gal 42.906 171.62 SUBTOTAL $5,779.39 SUBTOTAL $143,527.59 TAX $13,635.12 GRAND TOTAL $157,162.71 EXHIBIT B GROUP 6: PIPE PRODUCTS QTY PRICE TOTAL QTY PRICE TOTAL QTY PRICE TOTAL 10X12 SS REPAIR CLAMP 1070-1110 4 $207.560 $830.240 4 264.29 1,057.16 4 279.26 1,117.04 10X8 SS REPAIR CLAMP 1070-1110 4 $132.180 $528.720 4 183.04 732.16 4 179.79 719.16 10X12 SS REPAIR CLAMP 1104-1144 4 $207.560 $830.240 4 269.79 1,079.16 4 279.26 1,117.04 10X8 SS REPAIR CLAMP 1104-1144 4 $132.180 $528.720 4 173.69 694.76 4 179.79 719.16 12X12 SS REPAIR CLAMP 1210-1250 4 $240.340 $961.360 # 4 310.95 1,243.80 4 325.17 1,300.68 12X8 SS REPAIR CLAMP 1210-1250 4 $150.270 $601.080 4 190.34 761.36 4 202.74 810.96 12X12 SS REPAIR CLAMP 1270-1310 4 $240.340 $961.360 4 310.95 1,243.80 4 325.17 1,300.68 12X8 SS REPAIR CLAMP 1270-1310 4 $150.270 $601.080 4 190.34 761.36 4 202.74 810.96 12X12 SS REPAIR CLAMP 1315-1355 4 $240.340 $961.360 4 315.27 1,261.08 4 325.17 1,300.68 4X12 SS REPAIR CLAMP 400-425 4 $100.810 $403.240 4 160.24 640.96 4 146.51 586.04 4X8 SS REPAIR CLAMP 400-425 4 $67.630 $270.520 4 94.33 377.32 4 94.77 379.08 4X12 SS REPAIR CLAMP 445-485 4 $100.810 $403.240 4 164.87 659.48 4 166.38 665.52 4X8 SS REPAIR CLAMP 445-485 4 $67.630 $270.520 4 97.65 390.60 4 98.68 394.72 4X12 SS REPAIR CLAMP 474-514 4 $114.550 $458.200 4 165.63 662.52 4 166.38 665.52 4X8 SS REPAIR CLAMP 474-514 4 $71.580 $286.320 4 101.07 404.28 4 98.68 394.72 6X12 SS REPAIR CLAMP 595-635 6 $135.340 $812.040 6 184.51 1,107.06 6 186.31 1,117.86 6X8 SS REPAIR CLAMP 595-635 6 $84.280 $505.680 6 106.20 637.20 6 116.5 699.00 6X12 SS REPAIR CLAMP 660-700 4 $135.340 $541.360 4 188.03 752.12 4 186.31 745.24 6X8 SS REPAIR CLAMP 660-700 4 $84.280 $337.120 4 116.71 466.84 4 116.5 466.00 6X12 SS REPAIR CLAMP 684-724 4 $137.840 $551.360 4 242.28 969.12 4 186.31 745.24 6X8 SS REPAIR CLAMP 684-724 4 $86.150 $344.600 4 119.27 477.08 4 116.5 466.00 8X12 SS REPAIR CLAMP 795-835 6 $161.890 $971.340 6 211.58 1,269.48 6 219 1,314.00 8X8 SS REPAIR CLAMP 795-835 6 $101.050 $606.300 6 132.10 792.60 6 136.74 820.44 8X12 SS REPAIR CLAMP 860-900 4 $161.890 $647.560 4 221.72 886.88 4 219 876.00 8X8 SS REPAIR CLAMP 860-900 4 $101.050 $404.200 4 138.29 553.16 4 136.74 546.96 8X12 SS REPAIR CLAMP 900-940 4 $161.890 $647.560 4 228.50 914.00 4 219 876.00 8X8 SS REPAIR CLAMP 900-940 4 $101.050 $404.200 4 142.69 570.76 4 136.74 546.96 12X16 SS REPAIR CLAMP 1371-1451 2 $279.030 $558.060 2 404.72 809.44 2 500.27 1,000.54 SUBTOTAL $16,227.580 $22,175.540 $22,502.200 SMITH BLAIR ROMACFORD EXHIBIT B Ms. Barbosa, Thank you for the phone call today regarding the RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings. Below please see our responses to the additional questions regarding our proposal. 1)As the market fluctuates with pricing, United Water Works is committed to giving Azusa Light and Water the most competitive pricing. Because of the relationships we have established and pricing groups we are partnered with for better buying power, UWW backs this commitment. 2)United Waterworks will provide ALW a forklift with forklift maintenance for the Gladstone yard at no additional charge. 3)For our exit strategy, UWW will work with ALW to have a final inventory count to ensure final billing accuracy. If ALW is unable to purchase the unused material, UWW will remove all unused material using a UWW truck and return back to our Santa Ana yard with no re-stocking fees. At that time, UWW will schedule the return of the forklift. 4)UWW is happy to provide ALW with all-inclusive pricing. The material supplied will be billed at a 22.5% mark-up and 15% for Capital Improvement Projects, which is reflective in our submitted pricing. All-inclusive pricing includes but not limited to any location in Azusa, public work jobs, Stockroom training, Stockroom IPAD, and Forklift and its maintenance. By offering all inclusive pricing, this will streamline the billing process thus eliminating credits for the wrong pricing used. Once material is pulled from inventory through Stockroom, an invoice is generated using the all-inclusive pricing in the system, and a stock request is generated based upon a min/max that is established by ALW. 5)For a more detailed understanding of Stockroom, below is a link to view the product video. https://www.youtube.com/watch?feature=player_embedded&v=wHDsvx38yDQ EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 39 SECTION F FACTORS DEEMED RELEVANT AND APPLICABLE ISS FOR WATERWORKS MATERIAL & FITTINGS EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 40 1. Experience on similar projects, including the agency/company, contact person and telephone number. As outlined in our proposal, United Water Works has over 11 years of experience in ISS systems. The requirements of the proposal match the operating procedures in which we implemented with our branch locations. 2. Resumes of the key personnel who may be assigned to this project, including specifics of experience on similar projects KEY TEAM MEMBERS Jerry Canada – Product Specialist / President & CEO Project Specialist: Jerry will serve as the product specialist that will assist in overseeing the supplied material, deliverables, and customer service of the team exceed the expectations of ALW. Jerry will also serve as a point of contact for emergency services. Experience: Jerry has played an integral part of the success of United Water Works. Starting with the company in 1988 his knowledge of waterworks material is immeasurable. RESUME: Mr. Canada possesses over 30 years of experience in underground utilities. During his career he has been a part of every role in the company. This experience equips him with the knowledge of knowing the importance of customer service, the quality of products delivered and the expertise of running a successful business as the President and CEO. KEY TEAM MEMBERS Walter Vickery – Purchasing & Inventory Manager Purchasing/Inventory: Walter will serve as the purchasing and inventory manager that will assist in the purchasing of supplied materials to ALW and adhering to ALW’s delivery schedule needs. Walter will also oversee the delivery and maintenance of the supplied on-site forklift. Walter EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 41 will also serve as a point of contact for emergency services. Experience: Walter brings over 30 years of experience with product inventory and product purchasing. This experience proves valuable in understanding competitive pricing structures and purchasing power. RESUME: Mr. Vickery has over 30 years of experience in the purchasing and inventory control of waterworks material. Having managed over 20 million of dollars’ worth of material he manages stock levels to a successful rotation procedure. By managing the purchasing contracts, incentives and rebates his expertise as an inventory control specialist has created an efficient utilization plan. KEY TEAM MEMBERS David Alcala – Project Manager Project Manager: David will serve as ALW project manager. He will be your main point of contact for material ordering questions and coordination of product deliveries. David will also serve as a point of contact for emergency services. Experience: David brings 10 years of experience in municipal sales. David manages all of our municipal customers. Having fostered great working relationships with many water municipalities and districts, David has gained a vast knowledge of government requirements. RESUME: Mr. Alcala brings over 10 years of experience in municipal underground utilities sales. He serves as our main point of contact for all over our municipal customers. His intimate knowledge of each cities requirements has given our clients the trust in his abilities to ensure their orders are accurate. This knowledge has given him a keen sense of knowing what material can save the district money while maintaining quality and meeting the municipalities requirements. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 42 KEY TEAM MEMBERS Danielle Jacobs – Operations Implementation Operations Manager: Danielle will serve as the day to day trouble shooting contact. Helping to implement the ISS system, she will be your contact for any issues that arise in the Stockroom system. Experience: Danielle brings over 20 years of experience in customer service. She has worked to implement many programs with various government agencies. Her knowledge of working with staff has given her the ability to deliver successful programs. RESUME: Mrs. Jacobs brings over 20 years of experience in customer service and with municipalities. Her knowledge in implementation of new programs and working with municipal customers has proved valuable. Using her computer knowledge, she has implemented cost savings and time efficient programs to assist in a smoother business process. 3. List of sub-consultants to be used and the items of work to be performed We are not proposing to use sub-consultants 4. Resume of key personnel and experience for each See above 5. Requested Exceptions or Revisions to the Sample Agreement United Water Works acknowledges the Waterworks Material Purchase Agreement and General Terms and Conditions with no proposed revisions. 6. City of Azusa Business License United Water Works agrees to the terms and conditions to possess a valid City of Azusa business license. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 43 Attachment 1 Company Organizational Chart EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 44 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 45 Attachment 2 Bank Reference Letter EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 46 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 47 Attachment 3 ISS System Stockroom Visuals EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 48 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 49 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 50 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 51 Attachment 4 Employee Handbook EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 52 Revised January- 2020 United Water Works, Inc. 1313 Hunter Ave – Santa Ana, CA 92705 www.unitedwaterworks.com EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 53 Table of Contents General Employment Policies .................................................................................................................... 56 Introductory Statement ............................................................................................................................ 56 Right to Revise ........................................................................................................................................ 56 At-Will Employment Status ..................................................................................................................... 56 Immigration Compliance ......................................................................................................................... 57 Harassment, Discrimination and Retaliation Prevention......................................................................... 57 Employment Status..................................................................................................................................... 61 Exempt Employees ................................................................................................................................. 61 Non-Exempt Employees ......................................................................................................................... 61 Full-Time Employees .............................................................................................................................. 61 Part-Time Employees.............................................................................................................................. 61 Inactive Status ......................................................................................................................................... 61 Job Duties ............................................................................................................................................... 61 Benefits ....................................................................................................................................................... 62 Benefits Overview ................................................................................................................................... 62 Holidays .................................................................................................................................................. 62 Vacation .................................................................................................................................................. 63 Paid Sick Leave ...................................................................................................................................... 64 Group Insurance Benefits ....................................................................................................................... 66 Health Insurance ................................................................................................................................. 66 401(k) Retirement Savings Plan ............................................................................................................. 66 Group Life Insurance............................................................................................................................... 66 Temporary Disability Insurance .............................................................................................................. 66 Paid Family Leave Insurance .................................................................................................................. 66 Unemployment Compensation ................................................................................................................ 67 Social Security ........................................................................................................................................ 67 Workers’ Compensation .......................................................................................................................... 67 Leaves of Absence ..................................................................................................................................... 68 Leave of Absence Overview ................................................................................................................... 68 Occupational Medical Leave ................................................................................................................... 68 Non-Occupational Medical Leave ........................................................................................................... 68 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 54 Pregnancy Disability Leave ..................................................................................................................... 69 Parental Leave ........................................................................................................................................ 69 Personal Leave of Absence .................................................................................................................... 70 Bereavement Leave ................................................................................................................................ 70 Jury Duty and Witness Leave ................................................................................................................. 70 Military Leave .......................................................................................................................................... 71 School Appearances Involving Suspension ............................................................................................ 71 Time Off for Voting .................................................................................................................................. 71 Miscellaneous Leave Laws ..................................................................................................................... 71 Management ............................................................................................................................................... 72 Open-Door Policy .................................................................................................................................... 72 Arbitration ................................................................................................................................................ 72 Names and Addresses ............................................................................................................................ 72 Performance Evaluations ........................................................................................................................ 73 Employee Records .................................................................................................................................. 73 Company Property ...................................................................................................................................... 74 Employer Property .................................................................................................................................. 74 Electronic and Social Media .................................................................................................................... 74 Monitoring of Company Property ......................................................................................................... 75 Prohibited Use ..................................................................................................................................... 75 Computer and Internet Use ................................................................................................................. 76 Social Media ........................................................................................................................................ 76 Employee-Owned Devices .................................................................................................................. 76 Smoking .................................................................................................................................................. 77 Employee Conduct ..................................................................................................................................... 78 Business Conduct and Ethics ................................................................................................................. 78 Confidential Information .......................................................................................................................... 78 Workplace Privacy .................................................................................................................................. 78 Conflicts of Interest ................................................................................................................................. 79 Dress Code and Other Personal Standards ........................................................................................... 79 Drug and Alcohol Abuse ......................................................................................................................... 79 Off-Duty Conduct .................................................................................................................................... 80 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 55 Other Employment .................................................................................................................................. 81 Prohibited Conduct.................................................................................................................................. 81 Prohibited Use of Company Cell Phone While Driving ........................................................................... 82 Punctuality and Attendance .................................................................................................................... 82 News Media Contacts ............................................................................................................................. 83 Solicitation and Distribution of Literature ................................................................................................ 83 Wages ......................................................................................................................................................... 84 Meal and Rest Periods ............................................................................................................................ 84 Overtime for Non-exempt Employees ..................................................................................................... 84 Payment of Wages .................................................................................................................................. 84 Business Expense Reimbursement ........................................................................................................ 85 Timekeeping Requirements .................................................................................................................... 85 Health and Safety ....................................................................................................................................... 86 Health and Safety.................................................................................................................................... 86 Recreational Activities and Programs ..................................................................................................... 86 Security ................................................................................................................................................... 86 Workplace Violence ................................................................................................................................ 86 Termination ................................................................................................................................................. 88 Employee References ............................................................................................................................. 88 Involuntary Termination and Progressive Discipline ............................................................................... 88 Voluntary Resignation ............................................................................................................................. 88 Final Pay ................................................................................................................................................. 88 Confirmation of Receipt .............................................................................................................................. 89 EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 56 General Employment Policies Introductory Statement Welcome! As an employee of United Water Works, Inc., (“United Water Works,” or the "Company"), you are an important member of a team effort. We hope that you will find your position with the Company rewarding, challenging, and productive. We have been in the waterworks business for over 30 years. Our staff consists of the best trained, most experienced professionals in the industry. United Water Works represents every major water works manufacturer in the industry. We value our relationship with our manufacturers as they provide the high-quality products we need to serve our customers’ needs. This employee handbook is intended to explain the terms and conditions of employment of all employees, managers and supervisors. Written employment contracts between United Water Works and some individuals may supers ede some of the provisions of this handbook. This handbook summarizes the policies and practices in effect at the time of publication. This handbook supersedes all previously issued handbooks and any policy or benefit statements or memoranda that are inconsistent with the policies described here. The Controller/Office Manager will be happy to answer any questions you may have. This Handbook applies to all Employees of United Water Works. Right to Revise This employee handbook contains the employment p olicies and practices of United Water Works in effect at the time of publication. All previously issued handbooks and any inconsistent policy statements or memoranda are superseded. The Company reserves the right to revise, modify, delete, or add to any a nd all policies, procedures, work rules, or benefits stated in this handbook or in any other document, except for the policy of at -will employment. However, any such changes must be in writing and must be signed by the President, Jerry Canada. Any written changes to this handbook will be distributed to all employees so that employees will be aware of the new policies or procedures. No oral statements or representations can in any way alter the provisions of this handbook. This handbook sets forth the entire agreement between you and the Company as to the duration of employment and the circumstances under which employment may be terminated. Nothing in this employee handbook or in any other personnel document, including benefit plan descriptions, creates or i s intended to create a promise or representation of continued employment for any employee. At-Will Employment Status The Company’s employees are employed on an at-will basis. Employment at-will means that the employment relationship may be terminated, with or without cause and with or without advance notice, at any time by the employee or the Company. Nothing in this handbook shall limit the right to terminate at -will employment. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 57 No manager, supervisor, or employee of the Company has any authority to enter into an agreement for employment for any specified period of time or to make an agreement for employment on other than at -will terms. Only the President, Jerry Canada of United Water Work s has the authority to make any such agreement, which is binding only if it is in writing. Nothing in this at-will statement is intended to interfere with an employee's rights to communicate or work with others toward altering the terms and conditions of their employment. Immigration Compliance United Water Works will comply with applicable federal immigration laws. As a condition of employment, every individual must complete the Employment Eligibility Verification form (I-9 Form) and, within three (3) days, present documentation that establishes identity and employment eligibility to work in the United States. Failure to do so will result in termination of employment. Any employee whose right to work in the United States expires must recertify their right to work in the U.S. on the I-9 Form in advance of the expiration of the authorization. Harassment, Discrimination and Retaliation Prevention United Water Works is an equal opportunity employer. United Water Works is committed to providing a work environment free of harassment, discrimination, retaliation, and disrespectful or other unprofessional conduct based on: • Race • Religion (including religious dress and grooming practices) • Color • Sex/gender (including pregnancy, childbirth, breastfeeding or related medical conditions), sex stereotype, gender identity/gender expression/transgender (including whether or not you are transitioning or have transitioned) and sexual orientation • National origin (including language use restrictions and possession of a driver's license issued to persons unable to prove their presence in the United States is authorized under federal law [Vehicle Code section 12801.9]) • Ancestry • Physical or mental disability • Medical condition • Genetic information/characteristics • Marital status/registered domestic partner status • Age (40 and over) • Sexual orientation • Military or veteran status • Any other basis protected by federal, state or local law or ordinance or regulation United Water Works also prohibits discrimination, harassment, disrespectful or unprofessional conduct based on the perception that anyone has any of those characteristics, or is associated with a person who has or is perceived as having any of those characteristics. In addition, the Company prohibits retaliation against individuals who raise complaints of discrimination or harassment or who participate in workplace investigations. All such conduct violates Company policy. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 58 Harassment Prevention The Company's policy prohibiting harassment applies to all persons involved in the operation of the Company. The Company prohibits harassment, disrespectful or unprofessional conduct by any employee of the Company, including supervisors, managers and co-workers. The Company's anti-harassment policy also applies to vendors, customers, independent contractors, unpaid interns, volunteers, persons providing services pursuant to a contract and other persons with whom you come into contact while working. Prohibited harassment, disrespectful or unprofessional conduct includes, but is not limited to, the following behavior: • Verbal conduct such as epithets, derogatory jokes or comments, slurs or unwanted sexual advances, invitations, comments, posts or messages; • Visual displays such as derogatory and/or sexually -oriented posters, photography, cartoons, drawings or gestures; • Physical conduct including assault, unwanted touching, intentionally blocking normal movement or interfering with work because of sex, race or any other protected basis; • Threats and demands to submit to sexual requests or sexual advances as a condition of continued employment, or to avoid some other loss and offers of employment benefits in return for sexual favors; • Retaliation for reporting or threatening to report harassment; and • Communication via electronic media of any type that includes any conduct that is prohibited by state and/or federal law or by company policy. Sexual harassment does not need to be motivated by sexual desire to be unlawful or to violate this policy. For example, hostile acts toward an employee because of theirr gender can amount to sexual harassment, regardless of whether the treatment is motivated by sexual desire. Prohibited harassment is not just sexual harassment but harassment based on any protected category. Non-Discrimination The Company is committed to compliance with all applicable laws providing equal employment opportunities. This commitment applies to all persons involved in Company operations. The Company prohibits unlawful discrimination against any job applicant, employee or unpaid intern by any employee of the Company, including supervisors and coworkers. Pay discrimination between employees of the opposite sex or between employees of another race or ethnicity performing substantially similar work, as defined by the California Fair Pay Act and federal law, is p rohibited. Pay differentials may be valid in certain situations defined by law. Employees will not be retaliated against for inquiring about or discussing wages. However, United Water Works is not obligated to disclose the wages of other employees. Anti-Retaliation We encourage all employees to raise any concerns of harassment or discrimination to our attention as soon as possible, by bringing it to the Controller/Office Manager, Christin Deschenes, even if you are not the subject of the complaint. The Company will not retaliate against you for filing a complaint or participating in any workplace investigation or complaint process, and will not tolerate or permit retaliation by management, employees or co - workers. Reasonable Accommodation Discrimination can also include failing to reasonably accommodate religious practices or qualified individuals with disabilities where the accommodation does not pose an undue hardship. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 59 To comply with applicable laws ensuring equal employment opportunities to qualified individuals with a disability, the Company will make reasonable accommodations for the known physical or mental limitations of an otherwise qualified individual with a disability who is an applicant or an employee unless undue hardship would result. Any job applicant or employee who requires an accommodation in order to perform the essential functions of the job should contact their Manager to request such an accommodation and discuss the need for an accommodation. The Company will engage in an interactive process with the employee to identify possible accommodations, if any, which will help the applicant or employee perform the job. An applicant, employee or unpaid intern who requires an accommodation of a religious belief or practice (including religious dress and grooming practices, such as religious clothing or hairstyles) should also contact their Manager to request such an accommodation and discuss the need for an accommodation. If the accommodation is reasonable and will not impose an undue hardsh ip, the Company will make the accommodation. The Company will not retaliate against you for requesting a reasonable accommodation and will not knowingly tolerate or permit retaliation by management, employees or co-workers. Complaint Process If you believe that you have been the subject of harassment, discrimination, retaliation or other prohibited conduct, bring your complaint to the Controller/Office Manager, Christin Deschenes, as soon as possible after the incident. If you need assistance with your complaint, contact the Controller/Office Manager. Please provide all known details of the incident or incidents, names of individuals involved and names of any witnesses. It would be best to communicate your complaint in writing, but this is not mandatory. The Company encourages all individuals to report any incidents of harassment, discrimination, retaliation or other prohibited conduct forbidden by this policy immediately so that complaints can be quickly and fairly resolved. Managers must refer all complaints involving harassment, discrimination, retaliation or other prohibited conduct to the Controller/Office Manager of the Company so the Company can try to resolve the complaint. You also should be aware that the Federal Equal Employment Opportunity Commission and the California Department of Fair Employment and Housing investigate and prosecute complaints of prohibited harassment, discrimination and retaliation in employment. If you think you have been harassed or discriminated against or that you have been retaliated against for resisting, complaining or participating in an investigation, you may file a complaint with the appropriate agency. The nearest office can be found by visiting the agency websites at www.dfeh.ca.gov and www.eeoc.gov. When the Company receives allegations of misconduct, it will immediately undertake a fair, timely, thorough and objective investigation of the allegations in accordance with all legal requirements. The Company will reach reasonable conclusions based on the evidence collected. The Company will maintain confidentiality to the extent possible. However, the Company cannot promise complete confidentiality. The employer's duty to investigate and take corrective action may require the disclosure o f information to individuals with a need to know. Complaints will be: • Responded to in a timely manner • Kept confidential to the extent possible • Investigated impartially by qualified personnel in a timely manner • Documented and tracked for reasonable progress • Given appropriate options for remedial action and resolution • Closed in a timely manner EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 60 If the Company determines that harassment, discrimination, retaliation or other prohibited conduct has occurred; appropriate and effective corrective and remedial action will be taken in accordance with the circumstance s involved. The Company also will take appropriate action to deter future misconduct. Any employee determined by the Company to be responsible for harassment, discrimination, retaliatio n or other prohibited conduct will be subject to appropriate disciplinary action, up to, and including termination. Employees should also know that if they engage in unlawful harassment, they can be held personally liable for the misconduct. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 61 Employment Status Exempt Employees Exempt employees are those whose job assignments meet the Federal and State requirements for exemption from overtime, meals, and rest period regulations. Exempt employees are compensated on a salary basis. Non-Exempt Employees Non-Exempt employees are paid hourly, subject to daily timekeeping requirements and are eligible for overtime compensation in accordance with state and federal Wage and Hour laws. Full-Time Employees Regular full-time employees are those who are scheduled for and do work 40 hours or more per week. Regular full- time employees are eligible for most employee benefits described in this handbook. Benefit eligibility may depend on length of continuous service. Benefit eligibility requirements may also be imposed by the plans themselves or by law. Part-Time Employees Part-time employees work fewer than 40 hours a week, as directed by Management. Employees who regularly work fewer than 40 hours per week will not be eligible to participate in health or other benefits stated herein, unless mandated by applicable law. Inactive Status Employees who are on any type of leave of absence, work -related or non-work-related, that exceeds any protected state or federal leave of absence will be placed on inactive status. Unless health benefits extension is covered by state or federal law, benefits will terminate according to our insurance carrier's policy. Employees on inactive status may be eligible under the Consolidated Omnibus Budget Reconciliation Act (COBRA) to elect to continue their health care coverage at the employee's expense. Contact the Controller/Office Manager for more information. Job Duties Your Manager will explain your job responsibilities and the performance standards expected of you. Be aware that your job responsibilities may change at any time during your employm ent. From time to time, you may be asked to work on special projects, or to assist with other work necessary or important to the operation of your department or the Company. Your cooperation and assistance in performing such additional work is expected. United Water Works reserves the right, at any time, with or without notice, to alter or change job responsibilities, reassign or transfer job positions, or assign additional job responsibilities. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 62 Benefits Benefits Overview United Water Works is committed to providing the following benefits for eligible employees. Benefit eligibility may be dependent upon your employee classification (full-time or part-time, for example) and on length of continuous employment with the Company. Benefit eligibility requirements may also be imposed by the plans themselves. Upon becoming eligible for certain employee benefit plans, you will receive Summary Plan Descriptions which describe the benefits in greater detail. For information regarding employee benefits and to answer any questions you may contact the Controller/Office Manager. The Company reserves the right to modify, amend or terminate benefits and to modify or amend benefit eligibility requirements at any time and for any reason, subject to any legal restrictions. Holidays For the current calendar year, the Company observes the following holidays, which are paid for full -time employees: Holiday Date New Year's Day January 1 Memorial Day Last Monday in May Independence Day July 4 Labor Day 1st Monday in September Thanksgiving Day 4th Thursday in November Day after Thanksgiving Day 4th Friday in November Christmas Eve December 24 Christmas Day December 25 In addition to the holidays listed above, employees will also receive 1 floating holiday, to be applied as desired. You must work with your Manager to schedule the floating holiday. Holiday observance will be announced in advance. When a holiday falls on a Saturday or Sunday, it is usually observed on the preceding Friday or the following Monday, respectively. However, the Company may grant another day off in lieu of closing. To be eligible for holiday pay, you must be regularly scheduled to work on the da y on which the holiday is observed and must work your regularly scheduled working days imme diately preceding and immediately following the holiday, unless an absence on either day is approved in advance by your supervisor. If an observed holiday occurs on your scheduled work day, you will be paid at your regular rate of pay, for the regularly scheduled amount of time you work. If an observed holiday occurs during your scheduled paid time off, full-time employees will be paid for the observed holiday and not charged with a Vacation day for the day the holiday is observed. If an employee is on a leave of absence for any reason or is taking time off without pay, the employee is ineligible for paid holiday benefits, unless otherwise required by law. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 63 Vacation United Water Works, Inc provides paid vacation benefits to all regular, full -time employees, to provide opportunities for rest, relaxation and personal pursuits. Employees will begin to accrue vacation time each pay period upon hire and may begin to use the time after completion of 90 days of employment. Vacation time can be used in minimum increments of 4 hours. Vacation time is provided to eligible employees as follows: Length of Service Accrual per Pay Period Annual Amount Maximum Vacation Cap 0 - 36 months 1.54 hours 40 hours (5 days) 60 hours (7.5 days) 36-60 months 3.08 hours 80 hours (10 days) 120 hours (15 days) 60 – 120 months 4.62 hours 120 hours (15 days) 180 hours (22.5 days) 120 months or more 6.15 hours 160 hours (20 days) 240 hours (30 days) United Water Works encourages employees to use their Vacation time to help provide better work/life balance. Unused Vacation time may be carried over to the following calendar year, to the maximum Vacation cap amount. In order to allow the employee "reasonable time" to use their accrued vacation benefits, the maximum vacation accrual benefit that an employee may have at any time can equal one and one-half (1.5) year's (or 18 months) worth at the employee's current annual vacation time amount. For example, an employee with 7 years of service earns 120 hours (15 days) of vacation in a year . If left completely unused, the employee would be allowed to continue to accrue up to 180 hours (22.5 days), at which point accruals will freeze and not increase until the employee starts to use vacation time. Employees must request approval from their Manager for scheduled vacations in writing at least 30 days in advance. Requests will be reviewed based on a number of factors, including business needs and staffing requirements. To balance business needs, employees cannot take more than two weeks off at o ne time. Vacation is paid at the employee’s base rate of pay and does not factor into the calculation of overtime. If a company- recognized holiday falls during your approved Vacation, and you are eligible for holiday pay, you will receive holiday pay for the day. Employees are strongly discouraged from performing any work for the Company while taking approved Vacation, unless your Manager provides advance approval for an extenuating circumstance. Employees will not accrue vacation when they are in an unpaid status, including during a leave of absence. Upon termination, eligible employees will be paid for unused Vacation. Required Use of Vacation before Unpaid Leave If you are taking an unpaid leave of absence, there are circumstances where you may be requi red to use your accrued and unused Vacation before having unpaid absences. It will depend on the type of leave you are taking and/or federal and state leave requirements. If you are absent for a reason that qualifies you for Paid Family Leave (PFL) or because of a disability that qualifies you for State Disability Insurance (SDI) benefits, please contact the Controller/Office Manager to discuss coordination of your benefits. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 64 Paid Sick Leave California law provides for mandatory paid sick leave under the Healthy Workplaces, Healthy Families Act (the "Act"). This paid sick leave policy is intended to comply with the requirements of the Act. Employees cannot be discriminated or retaliated against for requesting or using accrued paid sick time. If you hav e any questions about paid sick leave, please contact the Controller/Office Manager. Eligible Employees All employees who have worked in California for the same employer for 30 or more days within a year from the start of their employment will be entitled to paid sick time. However, employees are not eligible to apply paid sick time until they have worked for the Company for 90 days from their date of hire. Sick Pay Amount United Water Works will provide eligible employees with five days or 40 hours of paid sick time each year. New hires will receive a prorated amount and will need to meet the 90 day employment requirement before taking any leave. At a minimum, employees will have at least 24 hours of paid sick time by the 120th calendar day of employment. Unused paid sick time will not carry over from year to year. However, United Water Works will place five days or 40 hours of paid sick time into your leave bank at the start of each calendar year. The Company does not pay employees for unused paid sick time. Qualifying Reasons for Paid Sick Leave Paid sick time can be used for the following reasons: • Diagnosis, care or treatment of an existing health condition for an employee or covered family member, as defined below. • Preventive care for an employee or an employee's covered family member. • For certain, specified purposes when the employee is a victim of domestic violence, sexual assault or stalking. For purposes of paid sick leave, a covered family member includes: • A child defined as a biological, foster or adopted child; a stepchild; or a legal ward, regardless of the age or dependency status of the child. A "child" also may be someone for whom you have accepted the duties and responsibilities of raising, even if they are not your legal child. • A "parent" defined as a biological, foster or adoptive parent ; a stepparent; or a legal guardian of an employee or the employee's spouse or registered domestic partner. A parent may also be someone who accepted the duties and responsibilities of raising you when you we re a minor child, even if they are not your legal parent. • A spouse. • A registered domestic partner. • A grandparent. • A grandchild. • A sibling. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 65 Use of Paid Sick Leave If the need for paid sick leave is foreseeable, employees shall provide advance oral or writte n notification to your Manager. If the need for paid sick leave is not foreseeable, employees shall provide notice to your Manager as soon as practicable. An employee's use of paid sick time may run concurrently with other leaves under local, state or fede ral law. Paid sick leave may be used in increments as little as 2 hours at a time. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 66 Group Insurance Benefits Health Insurance The Company’s medical plans provide regular full-time employees, who work 30 hours or more, and their eligible dependents access to certain insurance benefits. Regular full-time employees become eligible to participate in these benefits the first of the month following 30 days of employment. The Company contributes toward the premium cost for our employees’ coverage. Your contrib ution towards the insurance premium occurs through pre-tax payroll deductions each pay period. For more detailed information regarding these benefits contact the Controller/Office Manager. You may only add dependent coverage at the time of hire, once per year during open enrollment or within thirty- one (31) days of a birth, marriage or loss of primary coverage. You will be able to drop dependent coverage if there is a change in family status or hardship. 401(k) Retirement Savings Plan The Company offers a retirement savings plan to provide eligible employees the potential for future financial security for retirement. Eligibility to participate for full-time employees occurs after completion of 90 days of employment. The plan follows IRS guidelines. Employees may make pre-tax contributions to the plan and the Company provides a Safe Harbor contribution. In addition, a discretionary Profit Sharing contribution may be made to the plan periodically dependent upon company performance. More informatio n about this benefit is provided at time of eligibility. Group Life Insurance United Water Works recently added a group life policy that covers each of our employees up to $25,000. New hires are eligible to be covered under this policy after completing 9 0 days of employment. Temporary Disability Insurance California employees are eligible for State Disability Insurance (SDI) as mandated by applicable law in California. SDI is payable when you cannot work because of illness or injury not caused by employ ment at the Company, and is funded through payroll taxes. Specific rules and regulations governing disability are available from the Controller/Office Manager. Paid Family Leave Insurance In California, an additional payroll tax funds the state’s Paid Family Leave (PFL) program, and provides partial wage replacement for absences related to care of a family member, or bonding with a new child. PFL provides limited compensation for up to six weeks when an employee needs to take leave from work to care for a parent, parent-in- law, grandparent, child, grandchild, spouse or registered domestic partner, or sibling who is seriously ill, or for a working parent who wants time to bond with their newborn, foster child or newly adopted child. The PFL program EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 67 does not provide employees with a right to a leave of absence; it is limited to a state -mandated wage replacement benefit. Unemployment Compensation The Company contributes to the California State Unemployment Insurance Funds on behalf of its employees. Social Security Social Security is an important part of every employee’s retirement benefit. The Company pays a matching contribution to each employee’s Social Security taxes. Workers’ Compensation You are protected by the Company’s workers’ compensation insurance policy while employed by United Water Works, at no cost to you. The policy covers you in case of a work -related injury or illness. To receive workers' compensation benefits, you must imme diately report any work-related injury to management and submit a written claim form. You must follow the instructions of the Company’s insurance carrier to receive the benefits for which you may be entitled to receive. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 68 Leaves of Absence Leave of Absence Overview The Company may grant leaves of absence to employees in certain circumstances. You must request any leave in writing as far in advance as possible, stay in touch with your Manager during your leave, and provide prompt notice of any change in your anticipated return date. If your leave expires and you fail to return to work without contacting your Manager, the Company will assume that you do not plan to return and that you have abandoned your employment. Holiday time will not be paid, nor will Vacation or Paid Sick time accrue, when you are in an unpaid status including during a leave of absence. The Company may temporarily suspend, postpone, or it may proceed with any counseling, performance review, or disciplinary action, including discharge, that was contemplated prior to any employee’s request for or receipt of a leave of absence or that has come to Company’s attention during the leave. If any action is temporarily suspended or postponed during the leave of absence, the Company reserves the right to proceed with the action upon the employee’s return. Requesting or receiving a leave of absence in no way relieves employees of their obligation while on the job to perform their job responsibilities capably and up to Company expectations and to observe all company policies, rules, and procedures. COBRA will be offered to employees to maintain certain Company benefits during an unpaid leave of absence. Occupational Medical Leave Employees with occupational illnesses, injuries, or disabilities will be granted an occupational medical leave. As an alternative, United Water Works may offer the employee modified work. Upon the submission of a medical certification that the employee is able to return to work, the employee will be reinstated in accordance with applicable law. If an employee is disabled due to an occupational injury, the Company will attempt to accommodate the employee. Non-Occupational Medical Leave An unpaid medical leave of absence may be granted for non-work-related medical disabilities with a doctor's written certificate of disability. Extended disability leaves will also be considered on a case-by-case basis, consistent with the Company's obligations under federal and state disability laws. Employees should request any leave in writing as far in advance as possible. If you are granted a medical leav e, you will be required to use your accrued Vacation/paid sick leave. A medical leave begins on the first day your doctor certifies that you are unable to work, and ends when your doctor certifies that you are able to return to work. Your Manager will supply you with a form for your doctor to complete, showing the date you were disabled and the estimated date you will be able to return to work. An employee returning from a medical disability leave must present a doctor's certificate declaring fitness to r eturn to work. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 69 If, upon your return from leave, neither the same nor a comparable position is available, your return to work will depend on job openings existing at the time of you r scheduled return. United Water Works makes no guarantees of reinstatement, and your return will depend on your qualifications for existing openings. Pregnancy Disability Leave Pursuant to California state law, United Water Works provides up to four mo nths (the working days you normally would work in one-third of a year or 17 1/3 weeks) of unpaid, job-protected disability leave for an employee who is disabled due to pregnancy, childbirth, or a related medical condition. The amount of time may be less than four months, with the exact amount of time dependent on the period of actual disability as determined by the health care provider. Pregnancy Disability Leave (PDL) is unpaid leave, but an employee may use their accrued a nd unused Vacation, and will be required to use any unused Paid Sick Leave. The Company will also reasonably accommodate medical needs related to pregnancy, childbirth, or related conditions or temporarily transfer you to a less strenuous or hazardous position (where one is available) or duties if medically needed because of your pregnancy. Leave will be granted for pregnancy-related disabilities upon the submission of a valid and acceptable health care provider's certification that an employee is disabled and unable to perform the functions of their position. The health care provider's written certification must also state when the disability will begin and when the employee is expected to be able to return to work. An employee should submit their request for PDL at least 30 days in advance. If 30 days' advance notice is not possible, notice must be given as soo n as practicable. Failure to give reasonable advance notice may result in delay of leave, reasonable accommodation, or transfer. Employees on pregnancy disability leave will be allowed to continue to participate in group health insurance coverage for up to a maximum of four months of disability leave (if such insurance was provided before the leave was taken) at the level and under the conditions that coverage would have been provided if the employee had continued in employment continuously for the duration of the leave. Prior to returning to work, employees are required to provide a medical certification from a health care provider that the employee is able to return to work. In most circumstances, the employee will be offered the same position held at the time of the leave or an equivalent position. Parental Leave California's New Parent Leave Act provides an employee with up to a maximum of 12 weeks of unpaid Parental Leave within one year of a child’s birth, adoption or foster care placement if you meet all of the following eligibility requirements: • You have been employed with the company for a total of at least 12 months prior to the commencement of leave; • You have worked at least 1,250 hours during the previous 12-month period before the need for leave; and • You are employed at a worksite where there are 20 or more employees within a 75-mile radius. If you are eligible for Parental Leave, you need to be aware of the following important information: • You have the right to take up to a maximum of 12 weeks of unpaid, job-protected Parental Leave within one year of the child’s birth, adoption or foster care placement. • You are guaranteed employment in the same or comparable position at the end of your Parental Leave. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 70 • Your group health benefits will be maintain ed during your Parental Leave at the same level and under the same conditions as if you continued to work (not to exceed 12 weeks over the course of a 12 -month period for Parental Leave). If you currently contribute to the payment of benefits, you must con tinue to do so while on leave. • If you do not return to work after your Parental Leave, you may be required to reimburse the Company for its share of any group health insurance premium paid on your behalf during your Parental Leave — unless your failure to return is due to the continuation, recurrence, or onset of a serious health condition or other circumstances beyond your control. You can choose to use vacation, sick leave or other accrued paid time off during your Parental Leave. Please advise the Controller/Office Manager if you wish to use any of your accrued leave benefits during your Parental Leave. In addition, you may be eligible for Paid Family Leave (PFL) wage replacement benefits or other forms of wage replacement during your Parental Leave. Contact the Controller/Office Manager for more information regarding wage replacement. Personal Leave of Absence A personal leave of absence without pay may be granted at the discretion of the Company. Requests for personal leave should be limited to unusual circumstances requiring an absence of longer than two weeks. Approved personal absences of shorter duration are not normally treated as leaves, but rather as excused absences without pay. Bereavement Leave The Company grants leave of absence to regular , full-time employees, in the event of the death of the employee's current spouse, registered domestic partner, child, parent or in-law or step-, legal guardian, brother or sister including step-, and grandparents. An employee may take up to three (3) consecutive scheduled workdays off, paid, with Manager approval. The employee's Manager may approve additional unpaid time off. Employees may apply Vacation to any unpaid time. Jury Duty and Witness Leave The Company recognizes employees may be called to s erve on jury duty. Non-exempt employees will receive full pay while serving up to 1 day of Jury Duty, and may apply accrued, unused Vacation to any unpaid time off. Exempt employees will receive full salary unless they are absent from work for a full week and perform no work. You should notify your Manager of the need for time off for jury duty as soon as a notice or summons from the court is received. You may be requested to provide written verification fr om the court clerk of performance of jury service. If an employee is on "jury standby," they are expected to work until being called to the court. If the employee is dismissed by the court on any workday, they must return to work if they can return to wor k at least two (2) hours before the workday ends. If an employee is on jury duty for more than one (1) day, they will not accrue Vacation. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 71 Military Leave Employees who wish to serve and take military leave should contact the Controller/Office Manager fo r information about their rights before and after such leave. You are entitled to reinstatement upon completion of military service, provided you return or apply for reinstatement within the time allowed by law. School Appearances Involving Suspension If an employee who is the parent or guardian of a child facing suspension from school is summoned to the school to discuss the matter, the employee should alert their Manager as soon as possible before leaving work. No discriminatory action will be taken against an employee who takes time off for this purpose. Time Off for Voting If an employee does not have sufficient time outside of working hours to vote in an official state-sanctioned election, the employee may take off enough working time to vote. Such time off shall be taken at the beginning or the e nd of the regular working shift, whichever allows for more free time, and the time taken off shall be combined with the voting time available outside of working hours to a maximum of two hours combined. Under these circumstances, an employee will be allowed a maximum of two hours of time off during an election day withou t loss of pay. When possible, an employee requesting time off to vote shall give their Manager at least two days’ notice. Miscellaneous Leave Laws In addition to providing the types of leave discussed above, the Company will comply with all other state and federal laws providing for leaves of absence. Employees who believe they are entitled to any form of leave not discussed above should consult with the Controller/Office Manager. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 72 Management Open-Door Policy Suggestions for improving United Water Works are always welcome. At some time, you may have a complaint, suggestion, or question about your job, your working conditions, or the treatment you are receiving. Your good -faith complaints, questions, and suggestions also are of concern t o the Company. We ask you to first discuss your concerns with your supervisor, following these steps: • Within a week of the occurrence, bring the situation to the attention of your immediate supervisor, who will then investigate and provide a solution or explanation. • If the problem persists, you may present it to the Controller/Office Manager, who will investigate and provide a solution or explanation. While a written complaint will assist us in investig ating your concerns, it is not required that you put your complaint in writing. If you need assistance with your complaint, or you prefer to make a complaint in person, contact the any of the Company’s managers/supervisors or the Controller/Office Manager. We encourage you to bring the matter to the Controller/Office Manager as soon as possible after you believe that your immediate supervisor has failed to resolve it. • If the problem is not resolved, you may present the problem to the President of the Compan y who will attempt to reach a final resolution. This policy, which we believe is important for both you and the Company, cannot guarantee that every problem will be resolved to your satisfaction. However, the Company values your observations and you should feel free to raise issues of concern, in good faith, without the fear of retaliation. Arbitration United Water Works believes that potential disputes can almost always be successfully resolved by early and open communication among the parties. However, it also recognizes that sometimes communication and discussion cannot resolve a claim and that, as a result, time consuming and costly litigation can result. In order to save all parties from the time and expense associated with court litigation, the Comp any utilizes a form of alternative dispute resolution known as “arbitration,” where the matter is presented to a neutral third party (the “arbitrator”), instead of a court or jury, to make a final and binding decision. The Company has provided an Agreement to each employee to agree to arbitration for unresolved individual claims. Arbitration is not a mandatory condition of employment at the Company however, and an employee may submit a statement notifying that they wish to opt out and not be subject to this Agreement. Names and Addresses The Company is required by law to keep current all employees’ legal names and valid home or mailing addresses. Employees are responsible for notifying the Company in the event of a name or address change. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 73 Performance Evaluations Managers and employees are strongly encouraged to discuss job performance and goals on an informal, day -to- day basis. A periodical formal evaluation may be conducted, generally annually, at the discretion of your Manager, with more informal discussions occurring regularly. These evaluations will be conducted to provide both Manager and employee the opportunity to discuss job tasks, identify and correct weaknesses, encourage and recognize strengths, and discuss positive, purposeful approaches for meeting goals. Employee Records You have a right to inspect or receive a copy of the employee records that the Company maintains relating to your performance or to any grievance concerning you. Certain documents may be excluded or redacted from your employee file by law, and there are legal limitations on the number of requests that can be made. Any request to inspect or copy employee records must be made in writing to the Controller/Office Manager. You can obtain a form for making such a written request from the Controller/Office Manager. You may designate a representative to conduct the inspection of the records or receive a copy of the records. However, any designated representative must be authorized by you in writing to inspect or receive a copy of the records. The Company may take reasonable steps to verify the identity of any representative you have designated in writing to inspect or receive a copy of your employee records. The employee records may be made available to you either at the place wh ere you work or at a mutually agreeable location (with no loss of compensation for going to that location to inspect or copy the records). The records will be made available no later than 30 calendar days from the date the Company receives your written request to inspect or copy your employee records (unless you/your representative and the Company mutually agree in writing to a date beyond 30 calendar days but no later than 35 calendar days from receipt of the written request). Disclosure of personnel information to outside sources, other than your designated representative, will be limited. However, the Company will cooperate with request from authorized law enforcement or local, state, or federal agencies conducting official investigations and as otherwis e legally required. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 74 Company Property Employer Property All Company property, including tools, vehicles, desks, storage areas, work areas, file cabinets, computer systems, data processing equipment/software, office telephones, cell phones, fax machines, and duplicating machines, must be used properly and maintained in good working order. The Company reserves the right, at all times and without prior notice, to inspect and search any and all of its property for the purpose of determining whether this policy or any other policy of the Company has been violated, or when an inspection and investigation is necessary for purposes of promoting safety in the workplace or compliance with state and federal laws. These inspections may be conducted during or aft er business hours and in the presence or absence of the employee. Lost, stolen, abused or damaged Company -owned equipment, tools and inventory will be the responsibility of the employee. The Company has the right to recoup monetary damages for all lost, stolen, abused or damaged items from responsible parties. Employees have no right of privacy as to any information or file maintained in or on Company property or transmitted through the Company. For purposes of inspecting, investigating, or searching employees' files or documents, the Company may override any applicable passwords, codes, or locks in accordance with the best interests of the Company, its employees, its customers, or its visitors. All bills and other documentation related to the use of Company equipment or property are the property of United Water Works may be reviewed and used for purposes that the Company considers appropriate. Employees may access only files or documents that they have permission to enter. Unauthorized review, duplication, dissemination, removal, damage, or alteration of files, or other Company property, or improper use of information obtained by unauthorized means, may be grounds for disciplinary action, up to and including termination of employment. Electronic and Social Media This policy is intended to protect the Company's computer systems and electronic information. For purposes of these policies, the following definitions apply. "Computers" are defined as desktop computers, laptops, handheld devices (including, but not limited to iPhones, Androids, smart phones, iPads, and all other electronic tablets and cell phones), computer software/hardware and servers, and other related electronic devices. The Company also uses various forms of "electronic communication." "Electronic communications" includes e-mail, text messages, telephones, cell phones and other handheld devices (such as cell phones, Androids, smart phones, writing tablets or iPads), fax machines, and online services including the Internet. "Electronic info rmation" is any information created by an employee using computers or any means of electronic communication, including but not limited to, data, messages, multimedia data, and files. The following general policies apply: • Computers and all data transmitted through Company servers are Company property owned by the Company for the purpose of conducting Company business. These items must be maintained according to the Company’s rules and regulations. Computers must be kept clean and employees must exercise EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 75 care to prevent loss and damage. Prior authorization must be obtained before any Company property may be removed from the premises. • All electronic communications also remain the sole property of United Water Works and are to be used for Company business. For example, email messages are considered Company records. • Electronic information created by an employee using any computer or any means of electronic communication is also Company property and remains the property of United Water Works • Information stored in Company computers and file servers, including without limitation Proprietary Information, is the property of the Company and may not be distributed outside the Company in any form whatsoever without the written permission of the President of the Company. • Excessive personal use of telephones, including cell phones, is prohibited. • Personal use of telephones, including cell phones, while in the Warehouse is prohibited. • Violation of any of the provisions of this policy, whether intentional or not, will subject employees to disciplinary action, up to and including termination. Monitoring of Company Property The Company reserves the right to inspect all Company property to ensure compliance with its rules and regulations, without notice to the employee and at any time, not necessarily in the employee's presence. Company computers and all electronic communications and electronic information are subject to monitoring and no one should expect privacy regarding such use. The Company reserves the right to access, review and monitor electronic files, information, messages, text messages, e-mail, Internet history, browser-based webmail systems and other digital archives and to access, review and monitor the use of computers, software, a nd electronic communications to ensure that no misuse or violation of Company policy or any law occurs. E-mail may be monitored by the Company and there is no expectation of privacy. Assume that e-mail may be accessed, forwarded, read or heard by someone other than the intended recipient, even if marked as "private." Employee passwords may be used for purposes of security but the use of a password does not affect the Company's ownership of the electronic information or ability to monitor the information. The Company may override an employee's password for any reason. Employees are not permitted to access the electronic com munications of other employees or third parties unless directed to do so by Company management. Prohibited Use All existing Company policies apply to employee use of computers, electronic communications, electronic information, and the Internet. This includes policies that deal with misuse of Company assets or resources. It is a violation of Company policy to use computers, electronic communications, electronic informat ion, or the Internet, in a manner that is discriminatory harassing or obscene; constit utes copyright or trademark infringement; violates software licensing rules; is illegal; or is against Company policy. It is also a violation of policy to use computers, electronic communications, electronic information, or the Internet to communicate conf idential or sensitive information or trade secrets. The display of any kind of sexually explicit multimedia content, message, or document on any Company computer is a violation of the Company's policy against sexual harassment. This description of prohi bited usage is not exhaustive and it is within the Company’s discretion to determine if there has been a violation. Employees that engage in prohibited use will be subject to discipline, up to and including termination. This policy is not intended to limit the ability of employees to discuss with other employees the terms and conditions of their employment, including such topics as wages, job performance, workload, Manager s, or staffing. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 76 Computer and Internet Use The Company provides computers, electron ic communications, electronic information, and information technology resources, including the Internet, to its employees to help them do their job. Generally, these Comp any resources should be used for business related purposes; excessive personal use is prohibited. Usage may not interfere with the employee's work performance, take away from work time, consume supplies, slow other users, slow the servers or computer systems, or tie up printers or other shared resources, or violate any Company policy, including policies against harassment, discrimination and disclosure of confidential or trade secret information. This policy is not intended to limit the ability of employees to use Company email systems to communicate with other employees regarding the terms and conditions of their employment, including such topics as wages, job performance, workload, Managers, or staffing. All policies relating to monitoring usage of Company property apply. United Water Works reserves the right to adjust this policy on a case by case basis as it deems appropriate. Company-Owned Information Held on Third-Party Websites: If you produce, collect and/or process business- related information in the course of your work, the information remains the property of United Water Works. This includes such information stored on third-party websites such as webmail service providers and social networking sites, such as Facebook, Twitter and LinkedIn. Social Media Social media is a set of Internet tools that aid in the facilitation of interaction between people online. If you have specific questions about which programs the Company deems to be social media, consult with your Manager. Usage must not interfere with the employee's work performance, take away from work time, consume supplies, slow other users, slow the servers or computer systems, or tie up printers or other shared resources, or violate any Company policy, including policies against harassment, discrimination and disclosure of confidential or trade secret information. Excessive use of social media during working time is prohibited. All policies relating to monitoring usage of Company property apply. United Water Works reserves the right to adjust this policy on a case by case basis as it deems appropriate. Employees can use their own personal devices to engage in social media during breaks and meal periods; however, all other Company policies against inappropriate usage, including the Company 's no tolerance for discrimination, harassment or retaliation in the workplace, and protection of confidential or trade secret information, apply. Nothing in the Company's social media policy is designed to interfere with, restrain or prevent employee com munications regarding wages, hours or other terms and conditions of employment. If you create or manage a social media page on behalf of United Water Works, all information contained on the social media page, including friends, contacts, followers, likes, and any other proprietary or sensitive information, will be considered property of United Water Works. No employee will have any ownership rights over such materials. These social media websites, include, but are not limited to: Facebook; Twitter; Instagra m; MySpace; LinkedIn; YouTube; Pinterest; and Google+. Employee-Owned Devices United Water Works recognizes that occasional use of the employee's own computers (including hand held devices) and electronic communications may occur in the workplace. The Company allows such occasional personal use as long as the usage does not interfere with the employee's work performance, take away from work time or violate any Company policy. Excessive personal use while on working time is prohibited. All other Company pol icies, including the Company's no tolerance for discrimination, harassment or retaliation in the workplace apply. United Water Works reserves the right to adjust this policy on a case by case basis as it deems appropriate. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 77 Smoking Smoking is prohibited at this workplace. The smoking prohibition applies to all smoking devices, including, but not limited to, the use of electronic smoking devices, such as electronic cigarettes, pipes, hookahs, and vaping devices. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 78 Employee Conduct Business Conduct and Ethics The successful business operation and reputation of United Water Works is built upon the principles of fair dealing and ethical conduct of our employees. Our reputation for integrity and excellence requires careful observance of the spirit and letter of all applicable laws and regulations, as well as regard for the highest standards of conduct and personal integrity. The Company will comply with all applicable laws and regulations and expects its Managers, officers, and employees to conduct business in accordingly. The continued success of the Company is dependent upon our customer’s trust and we are dedicated to preserving that trust. Employees owe a duty to the Company and its customers to act in a way that will merit the continued trust and confidence of the public. Customers are among our organization’s most valuable assets. Every single employee represents United Water Works to our customers, vendors, and the public. The way we do our jobs presents an image of our entire organization. Our first business priority is to assist any customer or potential customer. Nothing is more important than being courteous, friendly, helpful, and prompt in the attention you give customers. The use of good judgment, based on high ethical principles, will guide you with respect to lines of acceptable conduct. You should first approach your Manager for guidance in situations where you are not certain how to determine the proper course of action. If your Manager is unavailable, then you may consult the Controller /Office Manager for advice and consultation. Confidential Information Each employee is responsible for safeguarding the confidential information obtained during employment. In the course of your work, you may have access to confidential information regar ding United Water Works, its suppliers, its customers, or perhaps even fellow employees. You have a responsibility to prevent revealing or divulging any such information unless it is necessary for you to do so in the performance of your duties. Access to confidential information should be on a "need-to-know" basis and must be authorized by your Manager. Any breach of this policy will not be tolerated and legal action may be taken by the Company. Workplace Privacy Due to concerns regarding the potential for invasion of privacy, sexual or other harassment, and protection of proprietary or confidential information, employees may not use any audio or video recording devices while on working time. Employees also may not use any audio or video recordings in work areas that the Company has identified as confidential, secure or private, unless the employee is engaged in protected activity related to improving the terms and conditions of their employment, such as documenting health and safety issues. Please note that the Company uses or may use video surveillance with sound recording in the Warehouse and lobby areas. Video surveillance may also be used in other public areas (not in restrooms, locker rooms or changing areas) that does not include sound recording. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 79 Conflicts of Interest All employees must avoid situations involving actual conflict of interest. Personal or romantic involvement with a competitor, supplier, or subordinate employee of United Water Works, which impairs an employee's ability to exercise good judgment on behalf of the Company, can create an actual conflict of interest. Manager-subordinate romantic or personal relationships also can lead to supervisory problems, possible claims of sexual harassment, and morale problems. An employee involved in any of the types of relationships or situations described in this policy should immediately and fully disclose the relevant circumstances to their immediate Manager, or any other appropriate Manager, for a determination about whether an actual conflict exists. If an actual conflict is determined, the Company may take whatever corrective action appears appropriate according to the circumstances. Failure to disclose facts shall constitute grounds for disciplinary action. In addition, the Company prohibits employees from offering an individual consultation arrangement with current, former or prospective customers in a manner that would compete with the Company’s business. Dress Code and Other Personal Standards Employees are expected t o wear the Company-issued shirt, along with clothing appropriate for the nature of our business and the type of work performed. All employees required to wear uniforms provided by United Water Works must take care of their uniforms and report any wear or damage to their supervisors. Certain employees may be required to wear safety equipment or clothing. Any deviations from these guidelines must be approved by your supervisor. Along with the Company-issued shirt, employees may wear pants that are not baggy, do not have rips or holes, and do not reveal bare skin. Shorts may be worn in the summer. Shoes may not be open, with the exception of our Administration employees in the office. Warehouse employees must wear hard-hats and steel-toed shoes. Because each employee is a representative of United Water Works in the eyes of the public, each employee must report to work properly groomed and wearing appropriate clothing. Employees are expected to dress neatly and in a manner consistent with the nature of the work performed. Clothing should be neat, clean and tasteful. Avoid clothing that can create a safety hazard and dress appropriately for the office. Employees who report to work inappropriately dressed may be asked to clock out and return in acceptable attire . This dress code policy will not be enforced in a manner that discriminates against anyone based on a protected class, such as race, sex, gender identity or gender expression, religion, national origin or any other class protected by federal, state or local law. For more information, see the Harassment, Discrimination and Retaliation Prevention policy. Employees who need a reasonable accommodation because of religious beliefs, observances or practices should contact their Manager and discuss the need for accommodation. Drug and Alcohol Abuse United Water Works is concerned about the use of alcohol, illegal drugs, or controlled substances as it affects the workplace. Use of these substances, whether on or off the job can detract from an employee's work performance, efficiency, safety, and health, and therefore seriously impair the employee's value to the Company. In addition, the use or possession of these substances on the job constitutes a potential danger to the welfare and safety of other employees and exposes the Company to the risks of property loss or damage, or injury to other persons. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 80 Furthermore, the use of prescription drugs and/or over-the-counter drugs also may affect an employee's job performance and may seriously impair the employee's value to the Company. The following rules and standards of conduct apply to all employees either on Company property or during the workday (including meals and rest periods). Behavior that violates Company policy includes: • Possession or use of an illegal or controlled substance, or being under the influence of an illegal or controlled substance while on the job; • Driving a Company vehicle while under the influence of alcohol; and • Distribution, sale, or purchase of an illegal or controlled substance while on the job. Violation of these rules and standards of conduct will not be tolerated. United Water Works also may bring the matter to the attention of appropriate law enforcement authorities. In order to enforce this policy, United Water Works reserves the right to conduct searches of Company property or employees and/or their personal property, and to implement other measures necessary to deter and detect abuse of this policy. An employee's conviction on a charge of illegal sale or possession of any controlled substance while off Company property will not be tolerated because such conduct, even though off duty, reflects adversely on United Water Works. In addition, the Company must keep people who sell or possess controlled substances off Company premises in order to keep the controlled substances themselves off the premises. Any employee who is using prescription or over -the-counter drugs that may impair the employee's ability to safely perform the job, or affect the safety or well-being of others, must notify a Manager of such use im mediately before starting or resuming work. United Water Works will encourage and reasonably accommodate employees with alcohol or drug dependencies to seek treatment and/or rehabilitation. Employees desiring such assistance should request a treatment or rehabilitation leave. The Company is not obligated, however, to continue to employ any person whose performance of essential job duties is impaired because of drug or alcohol use, nor is the Company obligated to re -employ any person who has participated in treatment and/or rehabilitation if that person's job performance remains impaired as a result of dependency. Additionally, employees who are given the opportunity to seek treatment and/or rehabilitation, but fail to successfully overcome their dependency or problem, will not automatically be given a second opportunity to seek treatment and/or rehabilitation. This policy on treatment and rehabilitation is not intended to affect the Company's treatment of employees who violate the regulations described previ ously. Rather, rehabilitation is an option for an employee who acknowledges a chemical dependency and voluntarily seeks treatment to end that dependency. Off-Duty Conduct While the Company does not seek to interfere with the off-duty and personal conduct of its employees, certain types of off-duty conduct may interfere with the Company's legitimate business interests. For this reason, employees are expected to conduct their personal affairs in a manner that does not adversely affect the Company's or their own integrity, reputation or credibility. Off-duty conduct by an employee that directly conflicts with the Company's essential business interests and disrupts business operations will not be tolerated. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 81 Other Employment While employed by United Water Works, employees are expected to devote their energies to their jobs with the Company. Employment that directly conflicts with the Company's essential business interests and disrupts business operations is strictly prohibited. Employees who wish to engage in additional employment that may create a real conflict of interest must submit a written request to United Water Works explaining the details of the additional employment. If the additional employment is authorized, the Company assumes no responsibility for it. The Company shall not provide workers' compensation coverage or any other benefit for injuries occurring from or arising out of additional employment. Authorization to engage in additional employment can be revoked at any time. Prohibited Conduct Employees are expected to conduct themselves in a manner to further the Company's objectives. The following conduct is prohibited and will not be tolerated by United Water Works This list of prohibited conduct is illustrative only; other types of conduct that threaten security, personal safety, employee welfare and Company operations also may be prohibited and will result in disciplinary action up, to and including termination. • Falsifying employment records, employment information, or other Company records; • Inefficient or careless performance of job responsibilities or inability to perform job duties satisfactorily; • Recording the work time of another employee or allowing any other employee to record your work time, or falsifying any time card, either your own or another employee's; • Theft and deliberate or careless damage or destruction of any Company property, or the property of any employee or customer; • Removing or borrowing Company property without prior authorization; • Unauthorized use or misuse of Company equipment, time, materials, or facilities; • Provoking a fight or fighting during working hours or on Company property; • Participating in horseplay or practical jokes on Company time or on Company premises; • Carrying firearms or any other dangerous weapons on Company premises at any time; • Causing, creating or participating in a disruption of any kind during working hours on Company property; • Insubordination, including but not limited to failure or refusal to obey the orders or i nstructions of a supervisor or member of management, or the use of abusive or threatening language toward a supervisor or member of management; • Using abusive, threatening or intimidating language at any time on Company premises; • Violation of Company punctuality and attendance polic ies. Absences protected by state or federal law do not count as violations of this policy. Protected paid sick time under California law does not count as a violation of this policy; • Failing to obtain permission to leave work for any reason during normal working hours, not including meal periods; • Failing to observe working schedules, including rest and lunch periods; • Sleeping or malingering on the job; EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 82 • Making or accepting excessive personal telephone calls, including cell phone cal ls, during working hours, except in cases of emergency or extreme circumstances; • Making or accepting personal telephone calls while in the Warehouse; • Working overtime without authorization or refusing to work assigned overtime; • Violation of dress standards; • Violating any safety, health, security or Company policy, rule, procedure or violation of the Company's drug and alcohol policy; • Committing a fraudulent act or a breach of trust under any circumstances; • Violating the Company's anti-harassment or equal employment opportunity policies; and • Failing to promptly report work-related injury or illness. This statement of prohibited conduct does not alter the Company's policy of at -will employment. Either you or the Company remain free to terminate the employment relationship at any time, with or without reason or advance notice. Prohibited Use of Company Cell Phone While Driving In the interest of the safety of our employees and other drivers, United Water Works employees are prohibited from using cell phones (including all smart phones) or other wireless communication devices (including laptops) while driving on Company business and/or Company time. This prohibition includes any use of the cell phone or other wireless communications device, such as answering or placing calls, engaging in conversations, texting, Web browsing or using any smart phone application while driving. If your job requires that you keep your cell phone or other wireless communication device turned on while you a re driving, you must use a hands-free, voice-operated device at all times. Under no circumstances should employees place phone calls while operating a motor vehicle while driving on Company business and/or Company time. Violating this policy is a violation of law and a violation of Company rules. Punctuality and Attendance The Company expects employees to report to work on a reliable and punctual basis. Absenteeism, early departures from work, and late arrivals burden our customers, as well as your fellow employees and the Company. If you cannot avoid being late to work or are unable to work as scheduled or agreed upon, you must call inform your supervisor at least one (1) hour in advance. If the circumstances for your tardiness or absence were unforeseen, inform the customer and your Manager as soon as practicable of the reason for the tardiness or absenteeism Excessive absenteeism may lead to corrective action, up to and including termination of employment. Continuing patterns of absences, early departures or tardiness, regardless of the exact number of days, may warrant disciplinary action. Employees who are absent due to illness for more than three (3) business days must present certification from a medical provider to their Manager. Employees absent from work due to illness five (5) calendar days or longer must present a release from a medical provider before returning to work. If you fail to report for work for two (2) business days or longer without any notification to your Manager, you may be conside red to have abandoned your employment. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 83 Individuals with disabilities may be granted reasonable accommodation in complying with these policies if undue hardship does not affect company operations. However, regular attendance and promptness are considered part of each employee's essential job functions. Absences protected by local, state and federal laws do not count as a violation of the punctuality and attendance policy. Paid Sick Leave protected under California law does not count as a violation of this policy. News Media Contacts Employees may be approached for interviews or comments by the news media. Only contact people designated by the President may comment to news reporters on Company policy or events relevant to the Company. This policy does not limit an employee's right to discuss the terms and conditions of their employment, or to try and improve these conditions. Solicitation and Distribution of Literature In order to ensure efficient operation of the Company's business and to prevent disruption to employees, we have established control of solicitations and distribution of literature on Company property. The Company has enacted rules applicable to all employees governing solicitation, distribution of written material, and entry onto the premises and work areas. All employees are expected to comply strictly with these rules. Any employee who is in doubt concerning the application of these rules should consult with their Manager. No employee shall solicit or promote support for any cause or organization during their working tim e or during the working time of the employee or employees at whom such activity is directed. No employee shall distribute or circulate any written or printed material in work areas at any time, or during their working time or during the working time of the employee or employees at whom such activity is directed. Under no circumstances will non-employees be permitted to solicit or to distribute written material for any purpose on Company property. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 84 Wages Meal and Rest Periods Employees who are scheduled to work more than five hours in a workday are provided at least a thirty -minute unpaid meal period. Employees will be relieved of all active responsibilities and work duties during meal periods and will not be compensated for that time. Non-exempt employees must begin lunch prior to the end of the fifth hour worked, away from their immediate workstation, and are permitted to leave the premises. Employees must record their meal period per daily timekeeping. Employees working no longer than six hours in a workday may waive their meal period by signing a waiver form available from the Controller/Office Manager. Employees who work more than ten hours per day must take a second unpaid meal period of not less than 30 minutes. However if the total hours worked in the day is no more than twelve, the second meal period may be waived by mutual consent of the employee and the Company (so long as the first meal period was not waived). Employees who work at least three and one-half (3½) hours in any work day are entitled to one (1) paid rest period of at least ten (10) minutes. Employees who work at least seven (7) hours in any work day are entitled to two (2) paid rest periods of at least ten (10) minutes each, one (1) during each half of the work day. Employees may not combine rest and meal breaks. Your Manager may schedule meal periods and rest breaks in accordance with applicable law. Lactation Break: In accordance with state law, employees needing to express breast milk for an inf ant child may do so during their break period in a private location other than the bathroom. Please inform your Manager if you need to discuss this type of accommodation. Overtime for Non-exempt Employees Non-exempt employees may be required to work overtime as necessary. Only actual hours worked in a given workday or workweek can apply in calculating overtime. Non-exempt employees will be paid according to applicable Federal and State wage and hour laws for all overtime hours worked. All overtime must be scheduled and approved in writing in advance by your Manager. Overtime pay is based on hours worked in a week. Vacation, Paid Sick Leave, and holidays are not considered hours worked for the purposes of calculating overtime. California non-exempt employees are eligible for overtime at a rate of 1-1/2 times regular rate of pay for hours worked in excess of 8 per day and 40 per week or on the 7th consecutive day worked. Double-time is paid at a rate of 2 times regular rate of pay for hours worked in excess of 12 per day and after 8 hours w orked on the 7th consecutive day. Payment of Wages The workweek begins at 12:01 a.m. Sunday and ends at midnight on Saturday. Regular business hours are Monday through Friday, 6:00 a.m. to 5:00 p.m., though our Warehouse employees may have different schedules. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 85 Employees are paid bi-weekly on Wednesdays, covering the previous two-week period. When a regular payday falls on a holiday, employees will be paid on the previous workday. Business Expense Reimbursement Employees will be reimbursed for expenses incurred while traveling or otherwise performing services for the Company. Prior supervisor authorization is required for reimbursement. Please contact the Controller/ Office Manager regarding specific questions. Timekeeping Requirements All non-exempt employees are required to use a timeclock to report time worked for payroll purposes. All tim e worked must be accurately reported using the timeclock. Employees must record their own time at the start and at the end of each work period. Employees must c lock out for their meal period and record the start and end of the meal period. Employees are not allowed to work "off the clock." Working off the clock violates Company policy. Any work performed before or after a regularly scheduled shift must be approved in advance by your Manager. If you perform any off-the-clock work, please report the work to your Manager. Employees must also report their time whenever they leave the building for any reason other than Company business. Employees will be required to certify that their time record is accurate. Once your time is recorded, any changes/adjustments must be made b y your Manager. Inputting another employee’s time, allowing another employee to input time for you, or altering your time report in any way is not permissible and is subject to disciplinary action, up to and including termination. Any errors on your time report should be reported immediately to your Manager. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 86 Health and Safety Health and Safety The health and safety of employees and others on Company or customer property are of critical concern to the Company. We strive to attain the highest possibl e level of safety in all activities and operations. The Company will comply with all state and federal health and safety laws applicable to our bu siness and employees are required to follow our customer’s safety practices while on site. Towards this end, the Company must rely upon employees to ensure that work areas are kept safe and free of hazardous conditions. Employees should be conscientious about workplace safety, including proper operating methods and known dangerous conditions or hazards. You should report any unsafe conditions or potential hazards to any manager, immediately, even if you believe you have corrected the problem. Any workplace injury, accident, or illness must be reported to your Manager as soon as possible, regardless of the severity of the injury or accident. If medical attention is required immediately, a Manager will assist employees in obtaining medical care, after which the details of the injury or accident must be reported. Recreational Activities and Programs The Company, or its insurer, will not be liable for payment of workers' compensation benefits for any injury that arises out of an employee's voluntary participation in any off-duty recreational, social, or athletic activity that is not part of the employee's work-related duties. Security Be aware of persons loitering for no apparent reason in parking areas, walkways, entrances and exits, and service areas. Report any suspicious persons or activities to a Company manager. Secure your desk or office at the end of the day. When called away from your work area for an extended length of time, do not leave valuable and/or personal articles in or around your workstation that may be accessible. The security of facilities as well as the welfare of our employees depends upon the alertness and sensitivity of every individual to potential security risks. You should immediately notify yours or another manager when unknow n persons are acting in a suspicious manner in or around the facilities, or when keys, security passes, or identification badges are missing. Workplace Violence The Company has adopted the following workplace violence policy to ensure a safe working e nvironment for all employees. The Company has zero tolerance for acts of violence and threats of violence. Without exception, acts and threats of violence are not permitted. All such acts and threats, even those made in apparent jest, will be taken seriou sly, and will lead to discipline up to and including termination. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 87 Possession of non-work related weapons on Company premises and at Company-sponsored events shall constitute a threat of violence. It is every employee's responsibility to assist in establ ishing and maintaining a violence-free work environment. Therefore, each employee is expected and encouraged to report any incident which may be threatening to you or your co-workers or any event which you reasonably believe is threatening or violent. You may report an incident to any manager. A threat includes, but is not limited to, any indication of intent to harm a person or damage Company property. Threats may be direct or indirect, and they may be communicated verbally or nonverbally. The following are examples of threats and acts that shall be considered violent - this list is in no way all-inclusive: Example Type of Threat Saying, "Do you want to see your next birthday?" Indirect Writing, "Employees who kill their supervisors have the right ide a." Indirect Saying, "I'm going to punch your lights out." Direct Making a hitting motion or obscene gesture Nonverbal Displaying weapons Extreme Stalking or otherwise forcing undue attention on someone, whether romantic or hostile Extreme Taking actions likely to cause bodily harm or property damage Acts of violence EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 88 Termination Employee References All requests for references must be directed to the Controller/Office Manager. No other manager or employee is authorized to release references for current or former employees. By policy, the Company discloses only the dates of employment and the title of the last position held of former employees. Involuntary Termination and Progressive Discipline Violation of Company policies and rules may warrant disciplinary action. The Company may, at its sole and absolute discretion, utilize whatever form of discipline is deemed appropriate under the circumstances, up to, and including, immediate termination of employment. The Company’s approach to discipline in no way limits or alters the at-will employment relationship. Voluntary Resignation Voluntary resignation results when an employee voluntarily quits their employment at United Water Works or fails to report to work for two consecutively scheduled workdays without notice to, or approval by, their Manager (unless the absence is protected by law). All Company-owned property, including vehicles, keys, uniforms, identification badges, and credit cards, must be returned immediately upon termination of employment. Final Pay The Company will process and pay final paycheck to terminating employees in compliance with all state -specific and federal laws. EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 89 Confirmation of Receipt I acknowledge having received a copy of United Water Works, Inc.’s Employee Handbook. I understand and agree that it is my responsibility to read and familiarize myself with the policies and procedures contained in the Handbook. I understand that except for employment at-will status, any and all policies or practices can be changed at any time by the Company. United Water Works reserves the right to change my hours, wages, and working conditions at any time. I understand and agree that other than the President of the Company no manager, supervisor, or representative of the Company has authority to enter into any agreement, express or implied, for employment for any specific period of time, or to make any agreement for employment other than at-will; only the President has the authority to make any such agreement and even then only in writing and signed by the President. I understand and agree that nothing in the Employee Handbook creates or is intended to create a promise or representation of continued employment and that my employment with United Water Works is at-will, meaning that my employment may be terminated at the will of either the Company or myself. My signature certifies that I understand that the foregoing agreement on at-will status is the sole and entire agreement between the Company and myself concerning the duration of my employment and the circumstances under which my employment may be terminated. It supersedes all prior agreements, understandings, and representations concerning my employment with United Water Works Employee's Signature______________________________________________ Employee's Printed Name __________________________________________ Date ____________________________ EXHIBIT B City of Azusa Azusa Light & Water – RFP Integrated Supply System (ISS) for Waterworks Materials and Fittings RESPONSE TO REQUEST FOR PROPOSAL │ April 28, 2020 │ Page 90 Attachment 5 Certificates of Insurance EXHIBIT B SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 4/22/2020 SIP Insurance Services 750 The City Drive South. Ste 450 Orange, CA 92868 626-214-7902 AMCO Insurance Company 19100 StarStone Specialty Insurance Company 44776 Insurance Company of the West 27847 A 1,000,000ACPBPW301840483310/1/2019 10/1/2020 300,000 3 5,000 3 1,000,000 2,000,000 1,000,000 B A75165192ALI 10/1/2019 10/1/2020 1,000,0003 1,000,0003 3 3 0 C WSD503913402 1/1/2020 1/1/2021 3 1,000,000Y 1,000,000 1,000,000 Gary Champlin SIP Insurance Services katherine@sipbrokers.com 3 United Waterworks, Inc. 1313 E Hunter Ave. Santa Ana CA 92705 55146355 3 City of Azusa 729 Nor th Azusa Ave. Azusa CA 91702 City of Azusa is included as additional insured per the attached form. 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 1 of 24 EXHIBIT B BUSINESSOWNERS PB 00 06 11 14 PREMIER BUSINESSOWNERS LIABILITY COVERAGE FORM TABLE OF CONTENTS I.COVERAGES ................................ ................................................................................................ ......................2 COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY ................................ ......................2 INSURING AGREEMENT................................................................................................ ............................2 EXCLUSIONS ................................................................ ..............................................................................3 TENANTS PROPERTY DAMAGE LEGAL LIABILITY................................................................ .................9 COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY ................................ ............................9 INSURING AGREEMENT................................................................................................ ............................9 EXCLUSIONS ................................................................ ................................................................ ...........10 COVERAGE C MEDICAL PAYMENTS ................................................................................................ ..........13 INSURING AGREEMENT................................................................................................ .........................13 EXCLUSIONS ................................................................ ................................................................ ...........13 SUPPLEMENTARY PAYMENTS COVERAGES A AND B................................................................ ............14 II.WHO IS AN INSURED ................................................................ ................................................................ ......15 Automatic Additional Insureds ................................ ................................................................ ...........................16 Co-Owners of Insured Premises................................................................................................ ...................16 Controlling Interest................................................................................................ ........................................16 Grantor of Franchise or License ................................................................................................ ...................16 Lessors of Leased Equipment ................................................................ ......................................................16 Managers or Lessors of Leased Premises ................................................................ ...................................17 Mortgagee, Assignee or Receiver ................................ ................................................................ ................17 Owners or Other Interest from Whom Land has been Leased................................................................ .....17 State or Political Subdivisions -Permits Relating to Premises................................................................ .....17 III.LIMITS OF INSURANCE AND DEDUCTIBLE ................................................................ ..................................17 General Aggregate Limit of Insurance (Other than Products-Completed Operations)......................................17 Products-Completed Operations Aggregate Limit of Insurance ................................ ........................................17 Personal and Advertising Injury Limit of Insurance............................................................................................18 Each Occurrence Limit of Insurance................................................................ ..................................................18 Tenants Property Damage Legal Liability Limit of Insurance ................................................................ ............18 Medical Payments Limit of Insurance ................................ ................................................................ ................18 Property Damage Deductible ................................................................ .............................................................18 IV.LIABILITY CONDITIONS ................................ ................................................................ ..................................18 Bankruptcy ................................ ................................................................................................ .........................18 Duties In The Event Of Occurrence,Offense,Claim Or Suit ................................ .............................................18 Legal Action Against Us ................................ .....................................................................................................19 Separation Of Insureds ................................................................ ......................................................................19 V.DEFINITIONS ................................ ................................................................................................ ...................19 PB 00 06 11 14 Page 1 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21817 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 2 of 24 EXHIBIT B PB 00 06 11 14 PREMIER BUSINESSOWNERS LIABILITY COVERAGE FORM Various provisions in this policy restrict coverage.Please read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words "you"and "your"refer to the Named Insured shown in the Declarations,and any other person or organization qualifying as a Named Insured under this policy.The words "we","us"and "our"refer to the Company providing this insurance.The word "insured"means any person or organization qualifying as such under Section II.WHO IS AN INSURED.Other words and phrases that appear in quotation marks have special meaning.Please refer to Section V.DEFINITIONS. I.COVERAGES (2)The "bodily injury"or "property damage"occurs during the policyA.COVERAGE A BODILY INJURY AND period;andPROPERTYDAMAGELIABILITY (3)Prior to the policy period,no insured1.INSURING AGREEMENT listed under Paragraph1.of Section II. a.We will pay those sums up to the WHO IS AN INSURED andno applicable Limit of Insurance that the "employee"authorizedby you to give insured becomes legally obligated to pay or receive notice of an "occurrence"or as damages because of "bodily injury"or claim,knew that the "bodilyinjury"or "property damage"to which this "propertydamage"had occurred,in insurance applies.We will have the right wholeor in part.If such a listed insured and duty to defend the insured against or authorized"employee"knew,prior to any "suit"seeking those damages for the policy period,that the "bodilyinjury" which there is coverage under this policy.or "propertydamage"occurred,then any continuation,changeor resumptionHOWEVER,we will have no duty to of such "bodily injury"or "propertydefendthe insured against any "suit" damage"during or after the policyseekingdamagesfor"bodily injury"or period will be deemedto have been"property damage"to which this known prior to the policy period.insurance does not apply. We may,at our sole discretion,c."Bodily injury"or "property damage" which occurs during the policy period andinvestigateany"occurrence"and settle any claim or "suit"that may result.But:was not,prior to the policy period,known to have occurred by any insured listed(1)The amount we will pay for damages under Paragraph 1. of Section II.WHO ISis limited as described in Section III. AN INSURED or any "employee"LIMITS OF INSURANCE;and authorized by you to give or receive(2)Our right and duty to defend end notice of an "occurrence"or claim,when we have used up the applicable includes any continuation,change orlimitofinsuranceinthepaymentofresumptionof that "bodily injury"orjudgmentsorsettlementsunder"property damage"after the end of theCOVERAGESAorBor medical policy period.expenses under COVERAGE C. d."Bodily injury"or "property damage"willNootherobligationorliabilitytopaysumsbedeemedtohavebeenknowntohaveor perform acts or services is covered occurred at the earliest time when anyunlessexplicitlyprovidedforunderinsuredlistedunderParagraph1. ofSUPPLEMENTARYPAYMENTSSectionII.WHO IS AN INSURED or anyCOVERAGESAANDB."employee"authorized by you to give or b.This insurance applies to "bodily injury"receive notice of an "occurrence"or and "property damage"only if:claim: (1)The "bodily injury"or "property (1)Reports all,or any part,of the "bodily damage"is caused by an injury"or "property damage"to us or "occurrence"that takes place in the any other insurer; "coverage territory";and Page 2 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21818 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 3 of 24 EXHIBIT B PB 00 06 11 14 (2)Receives a written or verbal demand has also been assumed in the or claim for damages because of the same "insured contract";and "bodily injury"or "property damage";(b)Such attorney fees and litigation or expenses are for defense of that (3)Becomes aware by any other means party against a civil or alternative that "bodily injury"or "property dispute resolution proceeding in damage"has occurred or has begun to which damages to which this occur.insurance applies are alleged. e.Damages because of "bodily injury"c.Liquor Liability include damages claimed by any person "Bodily injury"or "property damage"forororganizationforcare, loss of services which any insured may be held liable byordeathresulting at any time from the reason of: "bodily injury".(1)Causing or contributing to the 2.EXCLUSIONS intoxication of any person; This insurance,including any duty we have to (2)The furnishing of alcoholic beverages to a personunder the legal drinking age or under the influence of alcohol;a.Expected Or Intended Injury or"Bodily injury"or "property damage" (3)Any statute,ordinance or regulationwhichisexpectedorintendedbythe relating to the sale,gift,distribution orinsured. use of alcoholic beverages.This exclusion applies even if the resulting This exclusion applies even if the claims"bodily injury"or "property damage": (1)Is of a different kind,quality or degree allege negligence or other wrongdoing in: than initially expected or intended;or (a)The supervision,hiring,employment, (2)Is sustained by a different person,entity,training or monitoring of others by an real property, or personal property than insured; or that initially expected or intended.(b) Providing or failing to provideHOWEVER,this exclusion does not transportation with respect to anyapplyto"bodily injury"resulting from the person that may be under theuseofreasonableforcetoprotect persons or property.influence of alcohol; b.Contractual Liability if the "occurrence"which caused the "Bodily injury"or "property damage"for which "bodily injury"or "property damage", the insured is obligated to pay damagesby involved that which is described in reason of the assumption of liability in a Paragraph (1),(2)or (3)above. contract or agreement.This exclusion does This exclusion applies only if you: not apply to liability for damages:(1)Manufacture,sell or distribute (1)That the insured would have in the alcoholic beverages; absence of the contract or (2)Serve or furnish alcoholic beverages agreement;or for a charge whether or not such (2)Assumed in a contract or agreement activity: that is an "insured contract",provided (a)Requires a license;orthe"bodily injury"or "property damage" (b)Is for the purpose of financial gainoccurssubsequenttotheexecutionof or livelihood;orthecontract or agreement.Solely for the purposes of liability assumed in an (3)Serve or furnish alcoholic beverages "insured contract",reasonable attorney without a charge,if a license is fees and necessary litigation expenses required for such activity. incurred by or for a party other than an For the purposes of this exclusion,insured are deemed to be damages permitting a person to bring alcoholicbecauseof"bodily injury"or "property beverages on your premises,fordamage",provided:consumption on your premises,whether (a)Liability to such party for,or for or not a fee is charged or a license is the cost of,that party's defense required for such activity,is not by itself PB 00 06 11 14 Page 3 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21819 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 4 of 24 EXHIBIT B PB 00 06 11 14 considered the business of selling,This exclusion does not apply to liability serving or furnishing alcoholic beverages.assumed by the insured under an "insured contract".d.Laws f.PollutionAnyliabilityorlegal obligation of any insured with respect to "bodily injury"or (1)"Bodily injury"or "property damage" "property damage"arising out of any of arising out of the actual,alleged or the following:threatened discharge,dispersal, seepage,migration,release or(1)Any federal,state,county,municipal escape of "pollutants":or local law,ordinance,order, directive or regulation barring (a)At or from any premises,site or discrimination,including but not location which is or was at any limited to those based on race,color,time owned or occupied by, or national origin,ancestry,citizenship,rented or loaned to,any insured. gender, sexual orientation,marital HOWEVER,this subparagraphstatus,religion or religious belief,age,does not apply to:economic status,income, medical (i)"Bodily injury"if sustainedcondition,pregnancy,parenthood or within a building and causedmental or physical disability;by smoke,fumes,vapor or(2)Any workers'compensation,soot produced by orunemploymentcompensation,originating from equipmentdisabilitybenefitslaw,or any other that is used to heat,cool orstatutorybenefitslaw;dehumidify that building,or (3)The Migrant and Seasonal equipment that is used to Agricultural Worker Protection Act;heat water for personal use, (4)Any state,federal or governmental antitrust statute or regulation,including their guests; but not limited to the Racketeer (ii)"Bodily injury"or "property Influenced and Corrupt Organizations damage"for which you may Act (RICO),the Securities Act of 1933,be held liable,if you are a the Securities Exchange Act of 1934,contractor and the owner or or any state Blue Sky law;lessee of such premises,site (5)The Employees'Retirement Income or location has been added to Security Act (E.R.I.S.A.)of 1974;or your policy as an additional insured with respect to your(6)Any other similar statutes,ordinances, ongoing operationsorders,directives or regulations. performed for that additionale.Employer's Liability insured at that premises,site "Bodily injury"to:or location and such premises,site or location is(1) An "employee"of the insured arising out of and in the course of:not and never was owned or occupied by, or rented or(a)Employment by the insured; or loaned to,any insured,other(b) Performing duties related to the than that additional insured;conduct of the insured's orbusiness;or (iii)"Bodily injury"or "property(2)The spouse,child,parent,brother or damage"arising out of heat,sister of that "employee"as a smoke or fumes from aconsequenceofParagraph(1)above."hostile fire"; This exclusion applies:(b)At or from any premises,site or (1)Whether the insured may be liable as an location which is or was at any employer or in any other capacity;and time used by or for any insured or others for the handling, storage,(2)To any obligation to share damages disposal,processing or treatmentwithorrepaysomeoneelsewhomust of waste;pay damages because of the injury. Page 4 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21820 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 5 of 24 EXHIBIT B PB 00 06 11 14 (c)Which are or were at any time connection with operations transported,handled,stored,being performed by you or on treated,disposed of,or your behalf by a contractor or processed as waste by or for any subcontractor;or insured or any person or (iii)"Bodily injury"or "property organization for whom you may damage"arising out of heat, be legally responsible;or smoke or fumes from a (d)At or from any premises,site or "hostile fire". location on which any insured or (e)At or from any premises,site or any contractors or subcontractors location on which any insured or working directly or indirectly on any contractors or subcontractors any insured's behalf are working directly or indirectly on performing operations if the any insured's behalf are "pollutants"are brought on or to performing operations if the the premises,site or location in operations are to test for,monitor, connection with such operations clean up, remove,contain,treat, by such insured, contractor or detoxify or neutralize,or in any subcontractor.way respond to,or assess the HOWEVER,this subparagraph effects of,"pollutants". does not apply to:(2)Any loss,cost or expense arising out (i)"Bodily injury"or "property of any: damage"arising out of the (a)Request,demand,order or escape of fuels,lubricants or statutory or regulatory other operating fluids which requirement that any insured or are needed to perform the others test for,monitor,clean up, normal electrical,hydraulic or remove,contain,treat,detoxify or mechanical functions neutralize,or in any way respond necessary for the operation to,or assess the effects of, of "mobile equipment"or its "pollutants";or parts,if such fuels,lubricants (b)Claim oorotheroperatingfluidsagovernmental authority forescapefromavehiclepartdamagesbecauseof testing for,designed to hold,store or monitoring,cleaning up,receive them.This exception removing, containing,treating,does not apply if the "bodily detoxifying or neutralizing,or ininjury"or "property damage"any way responding to,orarisesoutoftheintentionalassessingtheeffectsof,discharge,dispersal or "pollutants".release of the fuels, HOWEVER,this paragraph does notlubricantsorotheroperating apply to liability for damages becausefluids,or if such fuels, of "property damage"that the insuredlubricantsorotheroperating would have in the absence of suchfluidsare brought on or to the request,demand,order or statutorypremises,site or location with or regulatory requirement, or suchtheintentthattheybe claim or "suit"by or on behalf of adischarged,dispersed or governmental authority.released as part of the operations being performed g.Aircraft,Auto Or Watercraft by such insured, contractor or "Bodily injury"or "property damage" subcontractor;arising out of the ownership, (ii)"Bodily injury"or "property maintenance,use or entrustment to damage"sustained within a others of any aircraft,"auto"or watercraft building and causedby the owned or operated by or rented or loaned release of gases,fumes or to any insured.Use includes operation vapors from materials and "loading or unloading". brought into that building in PB 00 06 11 14 Page 5 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21821 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 6 of 24 EXHIBIT B PB 00 06 11 14 This exclusion applies even if the claims prepared for,any prearranged racing, allege negligence or other wrongdoing in speed,demolition,or stunting activity. the supervision,hiring,employment,i.War training or monitoring of others by an "Bodily injury"or "property damage", however caused,arising, directly or indirectly,out of:involved the ownership,maintenance, (1)War,including undeclared or civiluseor entrustment to others of any war; (2)Warlike action by a military force,or operated by or rented or loaned to any including action in hindering orinsured. defending against an actual orHOWEVER,this exclusion does not apply expected attack,by any government,to:sovereign or other authority using(1)A watercraft while ashore on military personnel or other agents;or premises you own or rent;(3)Insurrection,rebellion,revolution, (2)A watercraft you do not own that is:usurped power, or action taken by (a)Less than 26 feet long;and government authority in hindering or defending against any of these.(b)Not being used to carry persons or property for a charge;j.Damage To Property (3)Parking an "auto" on,or on the ways "Property damage"to: next to,premises you own or rent,(1)Property you own,rent,or occupy; provided the "auto"is not owned by or (2)Premises you sell,give away or rented or loaned to you or the insured;abandon,if the "property damage" (4)Liability assumed under any "insured arises out of any part of those premises; contract"for the ownership,(3)Property loaned to you; maintenance or use of aircraft or (4)Personal property in the care, watercraft;or custody or control of the insured; (5)"Bodily injury"or "property damage"(5)That particular part of real property on arising out of:which you or any contractors or subcontractors working directly or(a)The operation of machinery or indirectly on your behalf are performingequipmentthatisattachedto,or operations,if the "property damage"part of,a land vehicle that would arises out of those operations;orqualifyunderthedefinitionof (6)That particular part of any property subject to a compulsory or that must be restored,repaired or financial responsibility law or replaced because "your work"was other motor vehicle insurance or incorrectly performed on it. motor vehicle registration law Other than damage by the Covered Causes where it is licensed or principally of Loss provided under Tenants Property garaged;or Damage Legal Liability,paragraphs (1),(3) and (4) of this exclusion do not apply to(b)The operation of any of the "property damage"to premises, includingequipmentlisted in Paragraph the contents of such premises,rented tof.(2)or f.(3)of the definition of you for a period of 7 or fewer consecutive"mobile equipment". days.A separate limit of insurance appliesh.Mobile Equipment to Tenants Property Damage Legal Liability"Bodily injury"or "property damage"as described in Section III.LIMITS OFarisingoutof:INSURANCE. (1)The transportation of "mobile Paragraph (2) of this exclusion does not equipment"by an "auto"owned or apply if the premises are "your work"and operated by or rented or loaned to were never occupied,rented or held for any insured; or rental by you. (2)The use of "mobile equipment"in,or Paragraphs (3), (4),(5)and (6) of this while in practice for,or while being exclusion do not apply to liability assumed under a sidetrack agreement. Page 6 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21822 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 7 of 24 EXHIBIT B PB 00 06 11 14 Paragraph (6) of this exclusion does not p.Bodily Injury To Any Insured apply to "property damage"included in "Bodily injury"to: the "products-completed operations (1)hazard". k.Damage To Your Product (2)Any insured whenever the ultimate "Property damage"to "your product",benefits of any indemnification will arising out of it or any part of it.accrue directly or indirectly to any l.insured or the heirs of any insured.Damage To Your Work "Property damage"to "your work"arising q.Damage To Named Insured's Property out of it or any part of it and included in Any claim or "suit"for "property damage" the "products-completed operations by you or on your behalf against any hazard".other person or organization that is also a HOWEVER,this exclusion does not apply Named Insured under this policy. if the damaged work,or the work out of r.Abuse or Molestation which the damage arises,was performed "Bodily injury"or "property damage"on your behalf by a subcontractor.arising out of: m.Damage To Impaired Property Or (1)The actual or threatened abuse orPropertyNotPhysicallyInjuredmolestationbyanyoneofanyperson "Property damage"to "impaired property"while in the care,custody or control of or property that has not been physically any insured, or injured,arising out of:(2)The negligent: (1)A defect, deficiency,inadequacy or (a)Employment;dangerous condition in "your product" (b) Investigation;or "your work";or (c)Supervision;(2)A delay or failure by you or anyone acting on your behalf to perform a (d)Reporting to the proper contract or agreement in accordance authorities,or failure to so report; with its terms.or This exclusion does not apply to the loss (e) Retention; of use of other property arising out of of a person for whom any insured is sudden and accidental physical injury to or ever was legally responsible and "your product"or "your work"after it has whose conduct would be excluded by been put to its intended use.Paragraph (1)above. n.Recall Of Products, Work Or Impaired s.Asbestos,Electromagnetic, Lead or Property Radon Damages claimed for any loss,cost or expense incurred by you or others for the arising out of: loss of use,withdrawal, recall,inspection,(1)Asbestos including but not limited torepair,replacement,adjustment,removal any injury or damage related to,arisingordisposalof:or alleged to have arisen out of any (1)"Your product";use,exposure,existence,detection, (2)"Your work";or removal,elimination,avoidance,act, error,omission,failure to disclose or(3)"Impaired property"; warn of the presence of asbestos orifsuchproduct,work,or property is any other duty involving asbestos;withdrawn or recalled from the market or (2)Electromagnetic emissions orfromuse by any person or organization radiation including but not limited tobecauseofaknownorsuspecteddefect, any injury or damage related to,deficiency,inadequacy or dangerous arising or alleged to have arisen outconditioninit. of any use,exposure,existence,o.Personal And Advertising Injury detection, removal,elimination, "Bodily injury"arising out of "personal and avoidance,act, error,omission, advertising injury".failure to disclose or warn of the PB 00 06 11 14 Page 7 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21823 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 8 of 24 EXHIBIT B PB 00 06 11 14 presence of electromagnetic (3)To any obligation to share damages emissions or radiation or any other with or repay someone else who must duty involving electromagnetic pay damages because of the injury. emissions or radiation;u.Fiduciary Responsibility (3)Lead including but not limited to any injury or damage related to,arising or arising out of the ownership,maintenance alleged to have arisen out of any use,or use,including all related operations,of exposure,existence,detection,property in relation to which you or any removal,elimination,avoidance,act,insured is acting in any fiduciary or error,omission,failure to disclose or representative capacity.This exclusion warn of the presence of lead or any does not apply if you are;a trust,as other duty involving lead;or described in Section II.WHO IS AN (4)Radon or any other radioactive INSURED. emissions,manmade or natural,v.Professional Services including but not limited to any injury "Bodily injury"or "property damage"thatordamagerelatedto,arising or arises out of or is a result of the renderingallegedtohavearisenoutofanyuse,of,or failure to render,any professionalexposure,existence,detection,service,treatment,advice or instruction.removal,elimination,avoidance,act,This exclusion includes,but is not limitederror,omission,failure to disclose or to,any:warn of the presence of radon or any (1)Legal,accounting,insurance,realotherradioactiveemissionsorany estate,financial,advertising orotherdutyinvolvingradonorother consulting service,advice or instruction;radioactive emissions. (2)Preparing,approving,or failing tot.Employment Practices prepare or approve maps,drawings,"Bodily injury"to:opinions,reports,surveys,change (1)A person arising out of any:orders,designs or specifications; (a)Refusal to employ that person;(3)Supervisory, inspection,engineering, or architectural service,advice or(b) Termination of that person's instruction;employment;or (4) Medical, surgical, psychiatric,(c) Employment-related practices, chiropractic,chiropody,policies,acts or omissions,such physiotherapy,osteopathy,as coercion,demotion, acupuncture,dental,x-ray,nursing orevaluation,reassignment, any other health service,treatment,discipline,defamation, advice or instruction;harassment,humiliation or discrimination directed at that (5)Any psychological therapy or any other person;or counseling or mental health service, treatment,advice or instruction;(2)The spouse,child, parent,brother or (6)Any service,treatment,advice orsisterof that person as a instruction for the purpose ofconsequenceof"bodily injury"to that appearance or skin enhancement,person at whom any of the hair removal or replacement oremployment-related practices personal grooming,including but notdescribedinParagraphs(a), (b),or limited to cosmetology,tonsorial,(c)above is directed. tattooing,tanning or massage;This exclusion applies: (7)Optometry or optical or hearing aid(1)Whether the injury-causing event service,treatment,advice ordescribedinParagraphs(a),(b)or (c)instruction,including the prescribing,above occurs before employment,preparation,fitting,demonstration orduring employment or after distribution of ophthalmic lenses andemploymentof that person;similar products or hearing aid devices; (2)Whether the insured may be liable as (8)Ear or other body piercing service,an employer or in any other capacity;treatment,advice or instruction;orand Page 8 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21824 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 9 of 24 EXHIBIT B PB 00 06 11 14 (9)Service,treatment,advice or Damages arising out of the loss of,loss of instruction in the practice of pharmacy.use of,damage to,corruption of,inability to access,or inability to manipulate(10)Electronic data processing, computer electronic data.consulting or computer programming services,advice or instruction.As used in this exclusion,electronic data means information,facts or computerThisexclusionapplieseveniftheclaims programs stored as or on,created orallegenegligenceorotherwrongdoingin used on,or transmitted to or fromthesupervision,hiring,employment, computer software (including systemstrainingormonitoringofothersbyan and applications software),on hard or floppy disks,CD-ROMs,tapes,drives, cells,data processingdevices or anyinvolvedthe rendering or failure to render other repositories of computer softwareofanyprofessionalservice. which are used with electronicallyw.Testing,Evaluating or Consulting controlled equipment.The term computer programs,referred to in the foregoingarisingoutof:description of electronic data,means a (1) An error,omission,defect or set of related electronic instructions which deficiency:direct the operations and functions of a (a) In any test performed, or any computer or device connected to it,which evaluation,consultation or advice enable the computer or device to receive, given by or on behalf of you or process,store, retrieve or send data. any insured; or However,this exclusion does not apply to (b) In experimental data or the liability for damages because of "bodily injury".data. 3.TENANTS PROPERTY DAMAGE LEGAL(2)The reporting of or reliance upon any LIABILITYsuchtest,evaluation, consultation or Certain Exclusions Not Applicableadvice. Exclusions c.through n., p., q.,r.,t.,u.,v.andx.Recording And Distribution Of Material Or Information In Violation Of Law premises while rented to you or temporarily occupied by you with permission of the owner,ifarisingdirectlyorindirectlyoutofany action or omission that violates or is Cause Of Loss provided under theallegedtoviolate:BUSINESSOWNERS PROPERTY COVERAGE(1)The TelephoneConsumer Protection FORM.A separate limit of insurance,calledAct(TCPA),including any amendment Tenants Property Damage Legal Liability Limit,of or addition to such law;applies to this coverage as described in Section(2)The CAN-SPAM Act of 2003,III.LIMITS OF INSURANCE.including any amendment of or B.COVERAGE B PERSONAL ANDadditiontosuchlaw; ADVERTISING INJURY LIABILITY(3)The Fair Credit Reporting Act (FCRA),and any amendment of or 1.INSURING AGREEMENT addition to such law,including the a.We will pay those sums up to the Fair and Accurate Credit Transaction applicable Limit of Insurance that theAct(FACTA);or insured becomes legally obligated to pay (4)Any federal,state or local statute,as damages because of "personal and ordinance or regulation,other than the advertising injury"to which this insurance TCPA,CAN-SPAM Act of 2003 or applies.We will have the right and duty to FCRA and their amendments and defend the insured against any "suit" additions,that addresses,prohibits or seeking those damages for which there is limits the printing,dissemination,coverage under this policy. disposal,collecting, recording,sending,HOWEVER,we will have no duty totransmitting,communicating or defend the insured against any "suit"distribution of material or information.seeking damages for "personal and y.Electronic Data PB 00 06 11 14 Page 9 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21825 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 10 of 24 EXHIBIT B PB 00 06 11 14 advertising injury"to which this insurance For which the insured has assumed liability does not apply.in a contract or agreement.HOWEVER, this exclusion does not apply to liability forWemay,at our sole discretion, damages that the insured would have in theinvestigateanyoffenseandsettleany absence of the contract or agreement.claim or "suit"that may result.But: f.Breach of Contract(1)The amount we will pay for damages is limited as described in Section III.Arising out of a breach of contract,except LIMITS OF INSURANCE;and an implied contract to use another's advertising idea in your "advertisement".(2)Our right and duty to defend end when we have used up the applicable g.Quality Or Performance Of Goods limit of insurance in the payment of Failure To Conform To Statements judgments or settlements under Arising out of the failure of goods, COVERAGES A or B or medical products or services to conform with any expenses under COVERAGE C.statement of quality or performance made No other obligation or liability to pay sums in your "advertisement". or perform acts or services is covered h.Wrong Description Of Price unless explicitly provided for under Arising out of the wrong description of theSUPPLEMENTARYPAYMENTSpriceofgoods,products or servicesCOVERAGESAANDB.stated in your "advertisement". b.This insurance applies to "personal and i.Infringement Of Copyright,Patent,advertising injury"caused by an offense Trademark Or Trade Secretarisingoutofyour business but only if the Arising out of the infringement of copyright,offense was committed in the "coverage patent, trademark,trade secret or otherterritory"during the policy period. intellectual property rights.Under this2.EXCLUSIONS exclusion,such other intellectual property This insurance,including any duty we have to ersonal and advertising injury:HOWEVER,this exclusion does not apply a.Knowing ViolationOf Rights Of Another to infringement,in your "advertisement", Caused by or at the direction of the insured of copyright,trade dress or slogan. with the knowledge that the act would j.Insureds In Media And Internet Type violate the rights of another and would Business inflict "personal and advertising injury".Committed by an insured whose business is: b.Material Published With Knowledge Of (1)Advertising,broadcasting,publishingFalsityortelecasting. Arising out of oral or written publication of (2)Designing or determining content ofmaterial,if done by or at the direction of web-sites for others; orthe insured with knowledge of its falsity. (3) An Internet search,access,contentc.MaterialPublishedPrior To Policy Period or service provider. Arising out of oral or written publication of HOWEVER,this exclusion does not applymaterialwhosefirstpublicationtookplacetoParagraphsa.,b.and c.of thebefore the beginning of the policy period.definition of "personal and advertising d.Criminal Act injury"under Section V.DEFINITIONS. Arising out of a criminal act committed by k.ElectronicChatroomsOr Bulletin Boards or at the direction of any insured or a Arising out of an electronic chatroom orcriminalactcommittedbyanotherforbulletinboardthe insured hosts,owns orwhichanyinsuredisheldtobeoverwhichthe insured exercises control.vicariously liable. l.HOWEVER,this exclusion does not apply Or Product Arising out of the unauthorized use ofofreasonableforcetoprotectpersonsor another's name or product in your e-mailproperty. address, domain name or metatags, ore.Contractual Liability Page 10 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21826 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 11 of 24 EXHIBIT B PB 00 06 11 14 any other similar tactics to mislead (4)Any federal,state or local statute, another's potential customers.ordinance or regulation,other than the TCPA,CAN-SPAM Act of 2003 orm.Pollution FCRA and their amendments andArisingoutoftheactual,alleged or additions,that addresses,prohibits orthreateneddischarge,dispersal,limits the printing,dissemination,seepage,migration,release or escape of disposal,collecting,recording,sending,"pollutants"at any time.transmitting,communicating or n.Pollution-Related distribution of material or information. With respect to any loss,cost or expense q.Laws arising out of any:Any liability or legal obligation of any (1)Request,demand or order that any insured arising out of any of the following: insured or others test for,monitor,clean (1)Any federal,state,county,municipalup, remove,contain,treat,detoxify or or local law,ordinance,order,neutralize,or in any way respond to,or directive or regulation barringassesstheeffectsof,"pollutants";or discrimination,including but not (2)limited to those based on race,color, governmental authority for damages national origin,ancestry,citizenship, because of testing for,monitoring,gender, sexual orientation,marital cleaning up,removing, containing,status,parenthood,religion or treating,detoxifying or neutralizing,or religious belief,age,economic status, in any way responding to,or income, medical condition,pregnancy, assessing the effects of,"pollutants".or mental or physical disability; o.War (2)Any workers'compensation, unemployment compensation,However caused,arising, directly or disability benefits law,or any otherindirectly,out of: statutory benefits law;(1)War,including undeclared or civil war;(3)The Migrant and Seasonal Agricultural Worker Protection Act;(2)Warlike action by a military force, including action in hindering or (4)Any state,federal or governmental antitrust statute or regulation,includingdefendingagainstanactual or but not limited to the Racketeerexpectedattack,by any government, Influenced and Corrupt Organizationssovereignorotherauthorityusing military personnel or other agents;or Act (RICO),the Securities Act of 1933, the Securities Exchange Act of 1934,(3)Insurrection,rebellion,revolution, or any state Blue Sky law;usurped power, or action taken by (5)The Employees'Retirement Incomegovernmentauthorityinhinderingor Security Act (E.R.I.S.A.)of 1974;ordefendingagainstanyofthese. (6)Any other similar statutes,ordinances,p.Recording and Distribution Of Material In Violation Of Law orders,directives or regulations; r.Abuse or MolestationArisingdirectlyorindirectlyoutofany action or omission that violates or is Arising out of: alleged to violate:(1)The actual or threatened abuse or (1)The TelephoneConsumer Protection molestation by anyone of any person Act (TCPA),including any amendment while in the care,custody or control of of or addition to such law;any insured, or (2)The CAN-SPAM Act of 2003,(2)The negligent: including any amendment of or (a)Employment;addition to such law; (b)Investigation;(3)The Fair Credit Reporting Act (c)Supervision;(FCRA),and any amendment of or addition to such law,including the (d)Reporting to the proper Fair and Accurate Credit Transaction authorities,or failure to so report; Act (FACTA);or or PB 00 06 11 14 Page 11 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21827 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 12 of 24 EXHIBIT B PB 00 06 11 14 (e) Retention;existence,detection, removal, elimination,avoidance,act, error,of a person for whom any insured is omission,failure to disclose or warn oforeverwaslegallyresponsibleand the presence of electromagneticwhose conduct would be excluded by emissions or radiation or any other dutyParagraph(1)above; involving electromagnetic emissions ors.Employment Practices radiation; To:(3)Lead including but not limited to any (1)A person arising out of any:injury or damage related to,arising or alleged to have arisen out of any use,(a)Refusal to employ that person; exposure,existence,detection,(b) Termination of that person's removal, elimination,avoidance,act,employment;or error,omission,failure to disclose or(c) Employment-related practices,warn of the presence of lead or anypolicies,acts or omissions,such other duty involving lead;orascoercion,demotion, (4)Radon or any other radioactiveevaluation,reassignment, emissions,manmade or natural,discipline,defamation, including but not limited to any injuryharassment,humiliation or or damage related to,arising ordiscriminationdirectedat that alleged to have arisen out of any use,person;or exposure,existence,detection,(2)The spouse,child,parent,brother or removal,elimination,avoidance,act,sister of that person as a error,omission,failure to disclose orconsequenceof"personal and warn of the presence of radon or anyadvertisinginjury"to that person at other radioactive emissions or anywhomanyoftheemployment-related other duty involving radon or otherpracticesdescribedinParagraphsradioactive emissions;(a),(b),or (c)above is directed. u.Fiduciary ResponsibilityThisexclusionapplies: That arises out of the ownership,(1)Whether the injury-causing event maintenance or use,including all relateddescribedinParagraphs(a),(b)or (c)operations,of property in relation to whichaboveoccursbeforeemployment,you or any insured is acting in anyduring employment or after fiduciary or representative capacity Thisemploymentof that person;exclusion does not apply if you are;a (2)Whether the insured may be liable as trust,as described in Section II.WHO IS an employer or in any other capacity;AN INSURED.; and v.Professional Services (3)To any obligation to share damages That arises out of or is a result of thewithorrepaysomeoneelsewhomustrenderingof,or failure to render,anypay damages because of the injury;professional service,treatment, advice or t.Asbestos,Electromagnetic, Lead or instruction.This exclusion includes,but is Radon not limited to any: Arising out of:(1)Legal,accounting,insurance,real estate,financial,advertising or(1)Asbestos including but not limited to consulting service,advice oranyinjuryordamagerelatedto,arising instruction;or alleged to have arisen out of any use,exposure,existence,detection,(2)Preparing,approving,or failing to removal,elimination,avoidance,act,prepare or approve maps,drawings, error,omission,failure to disclose or opinions,reports,surveys,change warn of the presence of asbestos or orders,designs or specifications; any other duty involving asbestos;(3)Supervisory, inspection,engineering, (2)Electromagnetic emissions or radiation or architectural service,advice or including but not limited to any injury or instruction; damage related to,arising or alleged to (4)Medical, surgical, psychiatric,have arisen out of any use,exposure,chiropractic,chiropody, Page 12 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21828 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 13 of 24 EXHIBIT B PB 00 06 11 14 physiotherapy,osteopathy,1.INSURING AGREEMENT acupuncture,dental,x-ray,nursing or a.We will pay medical expenses as any other health service,treatment,described below for "bodily injury"caused advice or instruction;by an accident: (5)Any psychological therapy or any (1)On premises you own or rent; other counseling or mental health (2)On ways next to premises you own orservice,treatment,advice or rent;orinstruction; (3)Because of your operations;(6)Any service,treatment,advice or provided that:instruction for the purpose of appearance or skin enhancement,(1)The accident takes place in the hair removal or replacement or "coverage territory"and during the personal grooming,including but not policy period; limited to cosmetology,tonsorial,(2)The expenses are incurred and tattooing,tanning or massage.reported to us within one year of the (7)Optometry or optical or hearing aid date of the accident;and service,treatment, advice or (3)The injured person submits to instruction,including the prescribing,examination,at our expense,by preparation,fitting,demonstration or physicians of our choice as often as distribution of ophthalmic lenses and we reasonably require. similar products or hearing aid b.We will make these payments regardlessdevices;of fault.These payments will not exceed (8)Ear or other body piercing service,the applicable limit of insurance.We will treatment,advice or instruction;or pay reasonable expenses for: (9)Service,treatment,advice or (1)First aid administered at the time of instruction in the practice of an accident; pharmacy;or (2)Necessary medical, surgical,x-ray (10)Electronic data processing, computer and dental services, including consulting or computer programming prosthetic devices;and services,advice or instruction.(3)Necessaryambulance,hospital, This exclusion applies even if the claims professional nursing and funeral allege negligence or other wrongdoing in services. the supervision,hiring,employment,2.EXCLUSIONStrainingormonitoringofothersbyan We will not pay expenses for "bodily injury":insured,if the offense which caused the involved a.Any Insured the rendering or failure to render of any professional service. w.Testing,Evaluation or Consulting b.Hired Person Arising out of:To a person hired to do work for or on (1) An error,omission,defect or behalf of any insured or a tenant of any deficiency:insured. (a) In any test performed, or any c.Injury On Normally Occupied Premises evaluation, consultation or advice To a person injured on that part ofgivenbyoronbehalfofyouorpremisesyouownorrentthatthepersonanyinsured; or normally occupies. (b) In experimental data or the d.Workers Compensation And Similar Lawsdata.To a person,whether or not an(2)The reporting of or reliance upon any "employee"of any insured,if benefits forsuchtest,evaluation, consultation or the "bodily injury"are payable or must be advice.provided under a workers'compensation or disability benefits law or a similar law.C.COVERAGE C MEDICAL PAYMENTS PB 00 06 11 14 Page 13 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21829 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 14 of 24 EXHIBIT B PB 00 06 11 14 e.Athletic Activities a party to the "suit",we will defend that indemnitee if all of the following conditions areToapersoninjuredwhilepracticing, met:instructing or participating in any physical exercises or games,sports or athletic a.The "suit"against the indemnitee seeks contests.damages for which the insured has assumed the liability of the indemnitee inf.Products-Completed Operations a contract or agreement that is anHazard "insured contract";Included within the "products-completed b.This insurance applies to such liabilityoperations hazard". assumed by the insured;g.Coverage A Exclusions c.The obligation to defend,or the cost ofExcludedunderCOVERAGEA.the defense of,that indemnitee,has also D.SUPPLEMENTARY PAYMENTS been assumed by the insured in the same COVERAGES A AND B "insured contract"; 1.We will pay,with respect to any claim we d.The allegations in the "suit"and the information we know about theinvestigateorsettle,or any "suit"against an "occurrence"are such that no conflictinsuredwedefend: appears to exist between the interests ofa.All expenses we incur. the insured and the interests of theb.Up to $250 for cost of bail bonds required indemnitee;because of accidents or traffic law e.The indemnitee and the insured ask us toviolationsarisingoutoftheuseofany conduct and control the defense of thatvehicletowhichtheBodilyInjuryLiability indemnitee against such "suit"and agreeCoverageapplies.We do not have to that we can assign the same counsel tofurnishthese bonds. defend the insured and the indemnitee;c.The cost of bonds to release andattachments,but only for bond amounts f.The indemnitee:within the applicable limit of insurance. We do not have to furnish these bonds.(1)Agrees in writing to: (a)Cooperate with us in thed.All reasonable expenses incurred by the insured at our request to assist us in the investigation,settlement or defense of the "suit";investigation or defense of the claim or "suit",including actual loss of earnings up (b) Immediately send us copies of to $250 a day because of time off from any demands,notices, work.summonses or legal papers received in connection with thee.All court costs taxed against the insured in the "suit". HOWEVER,these payments do "suit"; (c)Notify any other insurer whose expenses taxed against the insured.coverage is available to the indemnitee;andf.Prejudgment interest awarded against the insured on that part of the judgment we (d)Cooperate with us with respect to pay.If we make an offer to pay the coordinating other applicable applicable limit of insurance,we will not insurance available to the pay any prejudgment interest based on indemnitee;and that period of time after the offer.(2)Provides us with written authorization g.All interest on the full amount of any to: judgment that accrues after entry of the (a)Obtain records and otherjudgmentandbeforewehavepaid,information related to the "suit";offered to pay,or deposited in court the andpartofthe judgment that is within the (b)Conduct and control the defenseapplicablelimitofinsurance. of the indemnitee in such "suit".These payments will not reduce the limits of So long as the above conditions are met,insurance. attorneys'fees incurred by us in the defense2.If we defend an insured against a "suit"and of that indemnitee,necessary litigationanindemniteeofthe insured is also named as expenses incurred by us and necessary Page 14 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21830 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 15 of 24 EXHIBIT B PB 00 06 11 14 litigation expenses incurred by the indemnitee partnership,joint venture or limited liability at our request will be paid as Supplementary company)or your managers (if you are a Payments.Notwithstanding the provisions of limited liability company),but only for acts Paragraph 2.b.(2) of Section I.COVERAGE,within the scope of their employment by A.COVERAGE A BODILY INJURY AND you or while performing duties related to PROPERTY DAMAGE LIABILITY,such the conduct of your business. payments will not be deemed to be damages HOWEVER,none of these "employees" for "bodily injury"and "property damage"and insured for: will not reduce the limits of insurance.(1)"Bodily injury"or "personal and Our obligation to defend an insured's advertising injury": indemnitee and to pay for attorneys'fees and (a)To you,to your partners ornecessarylitigationexpensesasmembers(if you are a partnershipSupplementaryPaymentsendswhen:or joint venture),to your members a.We haveused up the applicable limit of (if you are a limited liability insurance in the payment of judgments or company),or to a co-"employee" settlements;or while in the course of his or her b.The conditions set forth above,or the employment or performing duties terms of the agreement described in related to the conduct of your Paragraph f.above,are no longer met.business,or to your other II.WHO IS AN INSURED performing duties related to the 1.If you are:conduct of your business; a. An individual,you and your spouse are (b)To the spouse,child,parent, insureds,but only with respect to the brother or sister of that co- conduct of a business of which you are " the sole owner.as a consequence of Paragraph (1)(a)above;b.A partnership or joint venture,you are an insured.Your members,your partners,and (c)For which there is any obligation their spouses are also insureds,but only to share damages with or repay with respect to the conduct of your business.someone else who must pay damages because of the injuryc.A limited liability company,you are an described in Paragraphs (1)(a)orinsured.Your members are also insureds, (b)above;orbutonlywithrespecttotheconductof your business.Your managers are (d)Arising out of his or her providing insureds,but only with respect to their or failing to provide professional duties as your managers.health care services. d.A trust,you are an insured.Your trustee (2)"Property damage"to property: or co-trustees are also insureds,but only (a)Owned,occupied or used by;orwithrespecttotheirdutiesasatrusteein (b)Rented to,in the care,custody orconnectionwithyourproperty,operations control of,or over which physicalandactivities. control is being exercised for anye. An organization other than a partnership,purpose by;joint venture or limited liability company, you,any of your "employees",you are an insured.Your "executive officers"and directors are insureds,but member (if you are a partnership oronlywithrespecttotheirdutiesasyour joint venture), or any member (if youofficersordirectors.Your stockholders are a limited liability company).are also insureds,but only with respect to their liability as stockholders.b.Any person (other than your "employee" 2.Each of the following is also an insured: organization while acting as your reala.estate manager.performing duties related to the conduct of c.Any person or organization having properyourbusiness,or your "employees",other temporary custody of your property if youthaneitheryour"executive officers"(if you die,but only:are an organizationother than a PB 00 06 11 14 Page 15 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21831 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 16 of 24 EXHIBIT B PB 00 06 11 14 (1)With respect to liability arising out of HOWEVER,their status as additional the maintenance or use of that insured under this policy ends when you property;and cease to co-own such premises with that person or organization.(2)Until your legal representative has been appointed.b.Controlling Interest d.Your legal representative if you die,but Any person or organization that has a only with respect to duties as such.That controlling interest in you is an additional representative will have all your rights insured,but only with respect to liability and duties under this policy.arising out of: 3.Any organization you newly acquire or form,(1)Their financial control of you;or other than a partnership,joint venture or (2)Their ownership,maintenance or limited liability company,and over which you control of premises you lease or maintain ownership or majority interest,will occupy; qualify as a Named Insured if there is no other subject to the following additionalsimilarinsuranceavailableto that exclusion:organization. This insurance,including any duty weHOWEVER:have to defend "suits",does not apply to a.Coverage under this provision is afforded structural alterations,new construction or only until the 90th day after you acquire demolition operations performed by or for or form the organization or the end of the such person or organization. policy period,whichever is earlier;HOWEVER,their status as additional b.COVERAGE A does not apply to "bodily insured under this policy ends when they injury"or "property damage"that occurred cease to have such controlling interest in before you acquired or formed the you. organization;and c.Grantor of Franchise or License c.COVERAGE B does not apply to Any person or organization that has"personal and advertising injury"arising granted you a franchise or license byoutofanoffensecommittedbeforeyouwrittencontract or agreement is anacquiredorformedtheorganization.additional insured,but only with respect 4.No person or organization is an insured with to their liability as the grantor of a respect to the conduct of any current or past franchise or license to you. partnership,joint venture or limited liability HOWEVER,their status as additionalcompanythatisnotshownasaNamedinsuredunderthispolicyendswhentheirInsuredintheDeclarations.contract or agreement with you granting 5.Automatic Additional Insureds the franchise or license ends. Any of the following persons or organizations d.Lessors of Leased Equipment are automatically insureds when you and Any person or organization from whomsuchpersonororganizationhaveagreedinayoulease equipment by written contractwrittencontract or agreement that such or agreement is an additional insured,butpersonororganizationbe added as an only with respect to liabilityadditionalinsuredonyourpolicyproviding general liability coverage. HOWEVER,the insurance afforded to any of or in part,by your maintenance, operation the following additional insureds only applies or use of the equipment leased to you by to the extent permitted by law and will not be that person or organization,subject to the broader than that which you are required by following additional exclusion: the contract or agreement to provide for any This insurance,including any duty weofthefollowingadditionalinsureds.have to defend "suits",does not apply to a.Co-Owners of Insured Premises "bodily injury"or "property damage" Any person or organization with whom arising out of,in whole or in part,or results you co-own a premises insured under this from,in whole of in part,the active policy is an additional insured,but only negligence of such person or with respect to their liability as the co-organization. owner of such premises. Page 16 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21832 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 17 of 24 EXHIBIT B PB 00 06 11 14 HOWEVER,their status as additional HOWEVER,their status as additional insured under this policy ends when their insured under this policy ends when you contract or agreement with you for such cease to lease that land. leased equipment ends.h.State or Political Subdivisions - e.Managers or Lessors of Leased Permits Relating to Premises Premises Any state or political subdivision which Any person or organization from whom has issued a permit in connection with you lease premises is an additional premises insured by this policy which you insured,but only with respect to their own,rent,or control is an additional liability arising out of your use of that part insured,but only with respect to the of the premises leased to you,subject to following hazards: the following additional exclusion:(1)The existence,maintenance,repair, This insurance,including any duty we construction,erection,or removal of have to defend "suits",does not apply to advertising signs, awnings,canopies, structural alterations,new construction or cellar entrances,coal holes, demolition operations performed by or for driveways,manholes,marquees, such person or organization.hoistaway openings,sidewalk vaults, street banners,or decoration andHOWEVER,their status as additional similar exposures;insured under this policy ends when you cease to be a tenant of such premises.(2)The construction,erection,or removal of elevators;orf.Mortgagee,Assignee or Receiver (3)The ownership,maintenance,or useAnypersonororganizationwhohas of any elevators covered by thisstatusasmortgagee,assignee or insurance.receiver of your property is an additional insured,but only with respect to their HOWEVER,their status as additional liability as mortgagee,assignee or insured under this policy ends when the receiver arising out of your ownership,permit ends. maintenance,or use of such premises,III.LIMITS OF INSURANCE AND DEDUCTIBLEsubjecttothefollowingadditional 1.The Limits of Insurance shown in theexclusion: Declarations and the rules below fix the mostThisinsurance,including any duty we we will pay regardless of the number of:have to defend "suits",does not apply to a.Insureds;structural alterations,new construction or demolition operations performed by or for b.Claims made or "suits"brought;or such person or organization.c.Persons or organizations making claims HOWEVER,their status as additional or bringing "suits". insured under this policy ends when their 2.General Aggregate Limit of Insurance status as mortgagee,assignee or (Other than Products-Completed Operations) receiver ends.The General Aggregate Limit is the most we g.Owners or Other Interest from Whom will pay for the sum of: Land has been Leased a.Medical expenses under COVERAGE C; Any person or organization from whom you b.Damages under COVERAGE A,exceptleasepremisesisanadditionalinsured,but damages because of "bodily injury"oronlywithrespecttotheirliabilityarisingout"property damage"included in theofyourmaintenanceoruseof that part of "products-completed operationshazard";the land leased to you,subject to the andfollowingadditionalexclusion: c.Damages under COVERAGE B.This insurance,including any duty we The General Aggregate Limit applieshavetodefend"suits",does not apply to separately to each of your describedstructuralalterations,new construction or premises.For the purposes of this provision,demolition operations performed by or for premises means involving the same orsuchpersonor organization. connecting lots,or premises whose connection is interrupted only by a public PB 00 06 11 14 Page 17 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21833 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 18 of 24 EXHIBIT B PB 00 06 11 14 street,roadway or waterway,or railroad right-If a deductible amount is shown in the Liability of-way.Declarations,the following provisions apply: 3.Products-Completed Operations a.If a deductible amount for Property Damage Aggregate Limit of Insurance is shown in the Liability Declarations,any obligation by us under this policy to payTheProducts-Completed Operations Aggregate Limit is the most we will pay under COVERAGE A for damages because of the deductible amount shown in the"bodily injury"and "property damage" included in the "products-completed operations hazard".b.If a deductible amount for Car Wash Property Damage is shown in the Liability4.Personal and Advertising Injury Limit of Declarations,any obligation by us under thisInsurance policy to pay sums on your behalf becauseSubject to paragraph 2.above,the Personal and Advertising Injury Limit is the most we will in excess of the deductible amount shown inpayunderCOVERAGEBforthesumofalltheDeclarationsforanyoneclaim.damages because of all "personal and c.If we pay all or any part of a deductible toadvertisinginjury"sustained by any one person or organization. of such payment by us,you shall5.Each Occurrence Limit of Insurance promptly reimburse us for the amount of Subject to paragraph 2.or 3.above,the deductible that has been paid by us. whichever applies,the Each Occurrence Limit IV. LIABILITY CONDITIONSisthemost we will pay for the sum of: a.Damages under COVERAGE A;and The following conditions apply in addition to the COMMON POLICY CONDITIONS.b.Medical expenses under COVERAGE C 1.Bankruptcybecauseofall"bodily injury"and "property damage"arising out of any one "occurrence".Bankruptcy or insolvency of the insured or of the insured's estate will not relieve us of our6.Tenants Property Damage Legal Liability obligations under this policy.Limit of Insurance 2.Duties In The Event Of Occurrence,Subject to paragraph 5.above,the Tenants Offense,Claim Or SuitPropertyDamageLegalLiabilityLimitisthe most we will pay under COVERAGE A for a.You and any insured must see to it that damages because of all "property damage"to we are notified as soon as practicable of premises,while rented to you or temporarily an "occurrence"or an offense that may occupied by you with permission of the result in a claim.To the extent possible, owner,notice should include: 7.Medical Payments Limit of Insurance (1)How,when and where the "occurrence"or offense took place;Subject to paragraph 5.above,the Medical Payments Limit is the most we will pay under (2)The names and addresses of any COVERAGE C for all medical expenses injured persons and witnesses;and because of "bodily injury"sustained by any (3)The nature and location of any injury one person.or damage arising out of the 8.The Limits of Insurance of this policy apply "occurrence"or offense. separately to each consecutive annual period b.If a claim is made or "suit"is brought and to any remaining period of less than 12 against any insured,you must: months,starting with the beginning of the policy (1) Immediately record the specifics ofperiodshownintheDeclarations,unless the the claim or "suit"and the datepolicyperiodisextendedafterissuanceforanreceived;andadditionalperiodoflessthan12months.In that (2)Notify us as soon as practicable.case,the additional period will be deemed part of the last preceding period for purposes of You must see to it that we receive written determining the Limits of Insurance.notice of the claim or "suit"as soon as practicable.9.Property Damage Deductible c.You and any other involved insured must: Page 18 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21834 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 19 of 24 EXHIBIT B PB 00 06 11 14 (1) Immediately send us copies of any in this policy to the first Named Insured,this demands,notices,summonses or insurance applies: legal papers received in connection a.As if each Named Insured were the only with the claim or "suit";Named Insured;and (2)Authorize us to obtain records and b.Separately to each insured against whom other information;claim is made or "suit"is brought. (3)Cooperate with us in the investigation V.DEFINITIONSorsettlementoftheclaimordefense against the "suit";The (4)Assist us,upon our request,in the Coverage Form.The following words or phrases,enforcement of any right against any which appear in quotation marks throughout thispersonororganizationthatmaybe Coverage Form and any of its endorsements,areliabletothe insured because of injury defined as follows:or damage to which this insurance may also apply;and 1.means a notice that is"Advertisement" broadcast or published to the general public(5)Agree to be examined under oath, or specific market segmentsabout yourwhilenotinthepresenceofanyother goods,products or services for the purpose ofinsuredandatsuchtimesasmaybe attracting customers or supporters.For thereasonablyrequired,about any purposes of this definition:matter relating to this insurance or the claim or "suit".At our option and a.Notices that are published include expense,any examination under oath material placed on the Internet or on may be video or audio taped as well similar electronic means of as being recorded by stenographic communication;and record.In the event of an b.Regarding websites,only that part of a examination,an insured's answers web-site that is about your goods, must be signed.products or services for the purposes of d.attracting customers or supporters is own cost,voluntarily make a payment,considered an advertisement. assume any obligation,or incur any 2.means:"Auto" expense,other than for first aid, without a.A land motor vehicle,trailer or semitrailerourconsent.designed for travel on public roads, 3.Legal Action Against Us including any attached machinery or No person or organization has a right under equipment;or this policy:b.Any other land vehicle that is subject to a a.To join us as a party or otherwise bring us compulsory or financial responsibility law into a "suit"asking for damages from an or other motor vehicle insurance or motor insured; or vehicle registration law where it is licensed or principally garaged.b.To sue us on this policy unless all of its terms have been fully complied with.HOWEVER,"auto"does not include "mobile equipment".A person or organization may sue us to recover on an agreed settlement or on a final 3.means bodily injury,sickness"Bodily injury" judgment against an insured;but we will not or disease sustained by a person,including be liable for damages that are not payable death resulting from any of these at any time. under the terms of this policy or that are in 4.means:"Coverage territory" excess of the applicable limit of insurance.An a.The United States of America (includingagreedsettlementmeansasettlementanditsterritoriesandpossessions),Puertoreleaseofliabilitysignedbyus,the insured Rico and Canada;and the claimant or the claimant's legal b.International waters or airspace,but onlyrepresentative. if the injury or damage occurs in the4.Separation Of Insureds course of travel or transportation between Except with respect to the Limits of Insurance,any places included in paragraph a. and any rights or duties specifically assigned above;or PB 00 06 11 14 Page 19 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21835 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 20 of 24 EXHIBIT B PB 00 06 11 14 c.All other parts of the world if the injury or c.Any easement or license agreement,except damage arises out of:in connection with construction or demolition operations on or within 50 feet of a railroad;(1)Goods or products made or sold by d. An obligation,as required by ordinance,you in the territory described in to indemnify a municipality,except inparagrapha.above;or connection with work for a municipality;(2)The activities of a person whose e. An elevator maintenance agreement;home is in the territory described in paragraph a.above,but is away for a f.That part of any other contract or agreement short time on your business;or pertaining to your business (including an indemnification of a municipality in(3) connection with work performed for aoffensesthattakeplace through the municipality)under which you assume theInternetorsimilarelectronicmeansof tort liability of another party to pay for "bodilycommunication; injury"or "property damage"to a thirdprovidedtheinsured's responsibility to pay person or organization.Tort liability means adamagesisdeterminedina"suit"on the liability that would be imposed by law in themerits,in the territory described in paragraph absence of any contract or agreement.a.above or in a settlement we agree to. Paragraph f.does not include that part of5.includes a "leased worker"."Employee"any contract or agreement:"Employee"does not include a "temporary (1)That indemnifies a railroad for "bodilyworker".injury"or "property damage"arising6.means a person holding"Executive officer"out of construction or demolitionanyoftheofficerpositionscreatedbyyouroperations,within 50 feet of anycharter,constitution,by-laws or any other railroad property and affecting anysimilargoverningdocument.railroad bridge or trestle,tracks,road- 7.means one which becomes"Hostile fire"beds,tunnel,underpass or crossing; uncontrollableor breaks out from where it (2)That indemnifies an architect, was intended to be.engineer or surveyor for injury or 8.means tangible"Impaired property"damage arising out of: property,other than "your product"or "your (a)Preparing,approving,or failing to work", that cannot be used or is less useful prepare or approve,maps,shop because:drawings,opinions,reports, a.It incorporates "your product"or "your surveys,field orders,change work"that is known or thought to be orders or drawings and defective,deficient,inadequate or specifications;or dangerous;or (b) Giving directions or instructions, b.You have failed to fulfill the terms of a or failing to give them,if that is contract or agreement;the primary cause of the injury or damage;orifsuchpropertycanberestoredtouseby: (3)Under which the insured,if an architect,a.The repair,replacement, adjustment or engineer or surveyor,assumes liabilityremovalof"your product"or "your work";or for an injury or damage arising out of theb.Your fulfilling the terms of the contract or insured's rendering or failure to renderagreement.professional services, including those 9.means:"Insured contract"listed in paragraph (2)above and a.A contract for a lease of premises.supervisory,inspection,architectural or engineering activities.HOWEVER,that portion of the contract for a lease of premises that indemnifies any 10.means a person leased to"Leased worker" person or organization for damage by fire to you by a labor leasing firm under an premises while rented to you or temporarily agreement between you and the labor leasing occupied by you with permission of the firm,to perform duties related to the conduct owner is not an "insured contract";of your business."Leased worker"does not include a "temporary worker".b.A sidetrack agreement; 11.means the handling"Loading or unloading" of property: Page 20 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21836 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 21 of 24 EXHIBIT B PB 00 06 11 14 a.After it is moved from the place where it is (1)Equipment designed primarily for: accepted for movement into or onto an (a)Snow removal; aircraft,watercraft or "auto";(b)Road maintenance, but not b.While it is in or on an aircraft,watercraft construction or resurfacing; or or "auto"; or (c)Street cleaning;c.While it is being moved from an aircraft,(2)Air compressors,pumps andwatercraftor"auto"to the place where it generators,including spraying,is finally delivered;welding,building cleaning, but "loading or unloading"does not include geophysical exploration,lighting andthemovementofpropertybymeansofawellservicingequipment;andmechanicaldevice, other than a hand truck,(3)Cherry pickers and similar devicesthatisnotattachedtotheaircraft,watercraft mounted on automobile or truck chassisor "auto".and used to raise or lower workers.12.means any of the"Mobile equipment" following types of land vehicles,including any include land vehicles that are subject to aattachedmachineryorequipment:compulsory or financial responsibility law ora. Bulldozers,forklifts,farm machinery,farm other motor vehicle insurance or motorimplementsandother vehicles designed vehicle registration law where they are for use or used principally off public licensed or principally garaged.Land vehiclesroads.This includes motorized golf carts,subject to a compulsory or financial snowmobiles,and other land vehicles responsibility law or other motor vehicledesignedforrecreationaluse;insurance law or motor vehicle registration b.Vehicles maintained for use solely on or next to premises you own or rent;13.means an accident, including"Occurrence" c.Vehicles,other than snowmobiles,that continuous or repeated exposure to substantially travel on crawler treads;the same general harmful conditions. d.Vehicles,whether self-propelled or not,14.means"Personal and advertising injury" maintained primarily to provide mobility to injury,including consequential "bodily injury", permanentlymounted:arising out of one or more of the following offenses:(1) Power cranes,shovels,loaders, diggers or drills;or a. False arrest,detention or imprisonment; (2)Road construction or resurfacing b.Malicious prosecution; equipment such as graders,scrapers c.The wrongful eviction from,wrongful entryorrollers;into,or invasion of the right of private e.Vehicles not described in paragraphs a.,occupancy of a room,dwelling or b.,c.or d.above that are not self-premises that a person occupies, propelled and are maintained primarily to committed by or on behalf of its owner, provide mobility to permanently attached landlord or lessor; equipment of the following types:d.Oral or written publication,in any manner, (1)Air compressors,pumps and of material that slanders or libels a person generators,including spraying,or organization or disparages a person's or welding,building cleaning,organization's goods,products or services; geophysical exploration,lighting and e.Oral or written publication,in any manner,well servicing equipment;or of material that violates a person's right of(2)Cherry pickers and similar devices privacy;used to raise or lower workers;f.The use of another's advertising idea inf.Vehicles not described in paragraphs a.,your "advertisement";orb.,c.or d.above maintained primarily for g. Infringing upon another's copyright,tradepurposesotherthanthetransportationofdressorsloganinyour"advertisement".persons or cargo. 15.mean any solid,liquid,gaseous"Pollutants"HOWEVER,self-propelled vehicles with or thermal irritant or contaminant, includingthefollowingtypesofpermanentlybut not limited to smoke,vapor,soot,fumes,attached equipment are not "mobile acids,alkalis,petroleum products and theirequipment"but will be considered "autos": PB 00 06 11 14 Page 21 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21837 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 22 of 24 EXHIBIT B PB 00 06 11 14 derivatives,chemicals and waste.Such unloading"of that vehicle by any insured; or whether or not they have any function in your (2)The existence of tools,uninstalled business,operations,premises,sites or equipment or abandoned or unused locations.materials. Waste includes but is not limited to materials 17.means:"Property damage" to be recycled,reconditioned or reclaimed and a. Physical injury to tangible property,livestock,poultry or other animal excrement.including all resulting loss of use of that 16.:"Products-completed operations hazard"property.All such loss of use shall be a.Includes all "bodily injury"and "property deemed to occur at the time of the damage"occurring away from premises physical injury that caused it;or you own or rent and arising out of "your b.Loss of use of tangible property that is not product"or "your work"except:physically injured.All such loss of use (1)Products that are still in your physical shall be deemed to occur at the time of possession;or the "occurrence"that caused it. (2)Work that has not yet been For the purposes of this insurance,electronic completed or abandoned.data is not tangible property. HOWEVER,"your work"will be As used in this definition,electronic data deemed completed at the earliest of means information,facts or programs stored the following times:as,created or used on,or transmitted to or from computer software,including systems(a)When all of the work called for in and applications software,hard or floppyyourcontracthasbeen disks,CD-ROMs,tapes,drives,cells,datacompleted. processingdevices or any other media which(b)When all of the work to be done are used with electronically controlledatthejobsitehasbeenequipment.completed if your contract calls 18.means a civil proceeding in which"Suit"for work at more than one job damages because of "bodily injury","propertysite. damage"or "personal and advertising injury"(c)When that part of the work done to which this insurance applies are alleged.at a job site has been put to its "Suit"includes:intended use by any person or a. An arbitration proceeding in which suchorganization other than another damages are claimed and to which thecontractor or subcontractor insured must submit or does submit withworkingonthesameproject. our consent;orWorkthatmayneedservice, b.Any other alternative dispute resolutionmaintenance,correction, repair or proceeding in which such damages arereplacement,but which is otherwise claimed and to which the insured submitscomplete,will be treated as completed. with our consent.HOWEVER,if your business includes the 19.means a person who is"Temporary worker" furnished to you to substitute for a permanent "employee"on leave or to meet seasonal or short-term workload conditions. 20.means a person who is have relinquished possession of those her work and acts at the direction of and products.within the scope of duties determined by you, and is not paid a fee,salary or otherb.Does not include "bodily injury"or compensation by you or anyone else for their"property damage"arising out of: work performed for you.(1)The transportation of property,unless 21."Your product":the injury or damage arises out of a condition in or on a vehicle not owned a.Means: or operated by you,and that condition (1)Any goods or products, other than was created by the "loading or real property,manufactured,sold, Page 22 of 23 PB 00 06 11 14Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21838 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 23 of 24 EXHIBIT B PB 00 06 11 14 handled,distributed or disposed of by:c.Does not include vending machines or other property rented to or located for the(a) You; use of others but not sold.(b)Others trading under your name; 22.:"Your work"or a.Means:(c)A person or organization whose business or assets you have (1)Work or operations performed by you acquired;and or on your behalf;and (2)Containers (other than vehicles),(2)Materials,parts or equipment materials,parts or equipment furnished in connection with such furnished in connection with such work or operations. goods or products.b.Includes: b.Includes:(1)Warranties or representations made (1)Warranties or representations made at any time with respect to the fitness, at any time with respect to the fitness,quality,durability,performance or use quality,durability,performance or use of "your work";and of "your product";and (2)The providing of or failure to provide warnings or instructions.(2)The providing of or failure to provide warnings or instructions. All terms and conditions of this policy apply unless modified by this endorsement. PB 00 06 11 14 Page 23 of 23Includescopyrighted material of Insurance Services Office,Inc.,with its permission. ACP BPW 3008404833 INSURED COPY 47 21839 55146355 | 20-21 WC & 19-20 GL & XS | Brigitte Leber | 4/22/2020 6:49:46 AM (PDT) | Page 24 of 24 EXHIBIT B EXHIBIT B Capability Statement www.unitedwaterworks.com DELIVER THE RIGHT PRICE, RIGHT PRODUCT, RIGHT SERVICE, RIGHT NOW! PROFILE AND CORE COMPETENCIES PAST PERFORMANCE PUBLIC AND PRIVATE SECTOR Your Success Is Our Success United Water Works sets up clients to win. For more than three decades, our team has served underground contractors, water districts and municipalities with unmatched expertise and a complete range of products to serve the under- ground water industry. Led by President Jerry Canada and our qualified team, United Water Works team members have more than 100 cumulative years of industry experience. Centrally located to serve all of South- ern California, our clients can attest that we serve and operate from a foundation of core beliefs: Provide Exceptional Service Whether you’re a customer, supplier or coworker, there is no deadline we can’t meet, no problem we can’t tackle. Our company is integral in building infrastructure, but we’re most proud of the relationships we build. We foster, encourage and model positive relationships, attitudes, and a mindset that helps your company and your staff grow. Take Ownership You have our support from start to finish. We anticipate your needs. We have answers to all your questions readily available. Your Best Interest Comes First We’ve been successful for more than 30 years because we put the best interests of our customers, vendors and employees before our own. You will have no doubt that we strive to meet and exceed your expectations. Do the Right Thing Compassion and integrity are non-negotiables for United Water Works, through our words and actions with each other, our customers, employees, families, stakeholders and even our competition. Adaptive To Change As the industry evolves, so do we. But what won’t change is the incomparable service United Water Works provides. GUARNTEED CUSTOMER SATISFICATION United Water Works is a proud supplier of underground water, sewer, and fire protection needs for municipalities water districts and industry professionals. EXHIBIT B Capability Statement www.unitedwaterworks.com DELIVER THE RIGHT PRICE, RIGHT PRODUCT, RIGHT SERVICE, RIGHT NOW! DIFFERENTIATORS United Water works not only takes pride in having served the underground water utilities industry for over 30 years; but also, for always putting our customers needs first. Our difference is in our Core Values. PROVIDE EXCEPTIONAL SERVICE TAKE OWNERSHIP IN EVERYTHING WE DO BE THE BEST AT EVERYTHING WE DO ALWAYS DO THE RIGHT THING BE A DIFFERENCE MAKER SAMPLE LISTING OF SUPPLIERS COMPANY DATA & AFFILIATIONS United Water Works is located in Santa Ana, CA, and services Los Angeles, Orange, Riverside, San Bernardino, San Diego Ventura Counties and the Coachella Valley. We are currently in the process of obtaining our MBE as a Native American Owned Small Business. Industry affiliations include WASDA and IWWG We offer a complete range of products to serve the underground water industry. KEY COMPANY CONTACTS President: Jerry Canada V.P of Operations:Steve Hagman Sales Manager:Bill Harrel Office Manager:Danielle Jacobs 1313 E. Hunter Avenue Santa Ana, CA 92705 Phone: (714) 542-0711 Fax: (714) 542-4570 E-mail: info@unitedwaterworks.com Web: www. unitedwaterworks.com SIC and NICS CODES SIC CODE: 5085 5074 NAICS CODES 423850 423720 423840 423830 UNITED WATER WORKS: TRADITIONAL VALUES OPTIMIZED FOR TODAYS WATER INDUSTRY INSURANCE COVERAGE LIMITS United Water Works, Inc. carries the required insurance policy limits to work with our customers. We are able to work with you should there be a requirement of additional endorsements. EXHIBIT B