HomeMy WebLinkAboutE-11 Staff Report - EMCOR HVAC Maintenance AgreementCONSENT ITEM
E-11
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
VIA: SERGIO GONZALEZ, CITY MANAGER
FROM: ROBERT DELGADILLO, P.E., DIRECTOR OF PUBLIC WORKS/CITY
ENGINEER
DATE: NOVEMBER 6, 2023
SUBJECT: REQUEST TO ENTER INTO A PROFESSIONAL SERVICES AGREEMENT
WITH MESA ENERGY SYSTEMS, INC. DBA EMCOR SERVICES MESA
ENERGY FOR MAINTENANCE AND REPAIR SERVICES OF THE CITY’S
HVAC SYSTEMS
BACKGROUND:
The City of Azusa has been utilizing the services of Mesa Energy Systems, Inc. dba EMCOR
Services Mesa Energy (EMCOR) for ongoing maintenance of City HVAC systems over the past
year. EMCOR has provided responsive service with high quality workmanship that has led to a
reduced number of service requests. EMCOR has also replaced several systems throughout the
City that has created a more comfortable and energy efficient environment. This action approves
a professional services agreement with EMCOR in an amount not to exceed $109,608 per year for
routine preventative maintenance. Additionally, a blanket purchase order for miscellaneous repair
work will be established in the amount of $50,000 annually.
RECOMMENDATIONS:
Staff recommends that the City Council take the following actions:
1) Waive purchasing procedures as authorized under Azusa Municipal Code Section 2-521;
and
2)Approve a Professional Services Agreement with EMCOR for preventative maintenance
of the City’s HVAC systems in an amount not to exceed $109,608 per year; and
3) Authorize an annual blanket purchase order in the amount of $50,000 for miscellaneous
repair work; and
Approved
City Council
November 6, 2023
EMCOR HVAC Maintenance Professional Services Agreement
November 6, 2023
Page 2
4) Authorize the City Manager to execute the Professional Services Agreement, in a form
acceptable to the City Attorney, on behalf of the City.
ANALYSIS:
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy was able to provide the City with
a Sourcewell Contract (#CA-R7-HVAC02-123021-ES). As a result, the City can achieve the
benefits of a competitive bid without the additional costs and delays associated with the standard
procurement process.
FISCAL IMPACT:
The maintenance and repair of HVAC systems are budgeted in the annual Facilities budget.
$54,804 will be paid from the City’s Facilities General Fund (Account #10-55-666-000-6493) and
$54,804 will be paid from Light & Water Public Benefits Fund (Account # 24-40-739-082-
6625/MMUNIB-6625).
Prepared by: Fiscal Reviewed by:
Robert Delgadillo, P.E. Talika M. Johnson
Director of Public Works/City Engineer Director of Administrative Services
Reviewed and Approved by:
Sergio Gonzalez
City Manager
Attachments:
1) Professional Services Agreement with EMCOR
2) EMCOR Proposal
3) Sourcewell Contract
45635.01000\8520199.1
CITY OF AZUSA
AGREEMENT FOR MAINTENANCE SERVICES
1.PARTIES AND DATE.
This Agreement is made and entered into this 6th day of November, 2023 by and between
the City of Azusa, a municipal corporation of the State of California, located at 213 East Foothill
Boulevard, Azusa, California 91702, (“City”) and Mesa Energy Systems, Inc. dba: EMCOR
Services Mesa Energy with its principal place of business at 2 Cromwell, Irvine, CA 92618
(“Contractor”). City and Contractor are sometimes individually referred to as “Party” and
collectively as “Parties” in this Agreement.
2.RECITALS.
2.1 Contractor.
Contractor desires to perform and assume responsibility for the provision of certain
maintenance services required by the City on the terms and conditions set forth in this
Agreement. Contractor represents that it is experienced in providing HVAC systems services to
public clients, that it and its employees or subcontractors have all necessary licenses and permits
to perform the Services in the State of California, and that is familiar with the plans of City.
Contractor shall not subcontract any portion of the work required by this Agreement, except as
expressly stated herein, without prior written approval of City. Subcontracts, if any, shall
contain a provision making them subject to all provisions stipulated in this Agreement.
2.2 Project.
City desires to engage Contractor to render such services for the maintenance, monitoring
and repair project (“Project”) as set forth in this Agreement.
3.TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Contractor promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional HVAC maintenance services necessary
for the Project (“Services”). The Services are more particularly described in Exhibit “A”
attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from November 1, 2023 to
November 30, 2026, with two possible one-year extensions, unless earlier terminated as provided
herein. Contractor shall complete the Services within the term of this Agreement, and shall meet
any other established schedules and deadlines. The Parties may, by mutual, written consent,
Attachment 1
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extend the term of this Agreement if necessary to complete the Services.
3.2 Responsibilities of Contractor.
3.2.1 Control and Payment of Subordinates; Independent Contractor. The
Services shall be performed by Contractor or under its supervision. Contractor will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Contractor on an independent contractor basis and not as an employee.
Contractor retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Contractor shall also not be employees of City and shall at all times be under
Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Contractor shall be responsible for all reports and obligations
respecting such additional personnel, including, but not limited to: social security taxes, income
tax withholding, unemployment insurance, disability insurance, and workers’ compensation
insurance.
3.2.2 Schedule of Services. Contractor shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit “B” attached hereto and incorporated herein by reference.
Contractor represents that it has the professional and technical personnel required to perform the
Services in conformance with such conditions. In order to facilitate Contractor’s conformance
with the Schedule, City shall respond to Contractor’s submittals in a timely manner. Upon
request of City, Contractor shall provide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Contractor shall be subject to the approval of City.
3.2.4 City’s Representative. The City hereby designates Robert Delgadillo,
Director of Public Works/City Engineer, or his or her designee, to act as its representative for the
performance of this Agreement (“City’s Representative”). City’s Representative shall have the
power to act on behalf of the City for all purposes under this Agreement. Contractor shall not
accept direction or orders from any person other than the City’s Representative or his or her
designee.
3.2.5 Contractor’s Representative. Contractor hereby designates Patrick
O’Keefe, Account Manager, or his or her designee, to act as its representative for the
performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative
shall have full authority to represent and act on behalf of the Contractor for all purposes under
this Agreement. The Contractor’s Representative shall supervise and direct the Services, using
his/her best skill and attention, and shall be responsible for all means, methods, techniques,
sequences and procedures and for the satisfactory coordination of all portions of the Services
under this Agreement.
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3.2.6 Coordination of Services. Contractor agrees to work closely with City
staff in the performance of Services and shall be available to City’s staff, consultants and other
staff at all reasonable times.
3.2.7 Standard of Care; Performance of Employees. Contractor shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State of California. Contractor represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Contractor warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to
them. Finally, Contractor represents that it, its employees and subcontractors have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to perform the
Services, including a City Business License, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. As provided for in the indemnification
provisions of this Agreement, Contractor shall perform, at its own cost and expense and without
reimbursement from the City, any services necessary to correct errors or omissions which are
caused by the Contractor’s failure to comply with the standard of care provided for herein. Any
employee of the Contractor or its sub-contractors who is determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat
to the safety of persons or property, or any employee who fails or refuses to perform the Services
in a manner acceptable to the City, shall be promptly removed from the Project by the Contractor
and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.8 Period of Performance. Contractor shall perform and complete all Services
under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”).
Contractor shall perform the Services in strict accordance with any completion schedule or
Project milestones described in Exhibits “A” or “B” attached hereto, or which may be provided
separately in writing to the Contractor. Contractor agrees that if the Services are not completed
within the aforementioned Performance Time and/or pursuant to any such completion schedule
or Project milestones developed pursuant to provisions of this Agreement, it is understood,
acknowledged and agreed that the City will suffer damage.
3.2.9 Disputes. Should any dispute arise respecting the true value of any work
done, of any work omitted, or of any extra work which Contractor may be required to do, or
respecting the size of any payment to Contractor during the performance of this Contract,
Contractor shall continue to perform the Work while said dispute is decided by the City. If
Contractor disputes the City’s decision, Contractor shall have such remedies as may be provided
by law.
3.2.10 Laws and Regulations; Employee/Labor Certifications. Contractor shall
keep itself fully informed of and in compliance with all local, state and federal laws, rules and
regulations in any manner affecting the performance of the Project or the Services, including all
Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable
for all violations of such laws and regulations in connection with Services. If the Contractor
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performs any work knowing it to be contrary to such laws, rules and regulations and without
giving written notice to the City, Contractor shall be solely responsible for all costs arising
therefrom. City is a public entity of the State of California subject to certain provisions of the
Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It
is stipulated and agreed that all provisions of the law applicable to the public contracts of a
municipality are a part of this Contract to the same extent as though set forth herein and will be
complied with. These include but are not limited to the payment of prevailing wages, the
stipulation that eight (8) hours' labor shall constitute a legal day's work and that no worker shall
be permitted to work in excess of eight (8) hours during any one calendar day except as
permitted by law. Contractor shall defend, indemnify and hold City, its officials, directors,
officers, employees and agents free and harmless, pursuant to the indemnification provisions of
this Agreement, from any claim or liability arising out of any failure or alleged failure to comply
with such laws, rules or regulations.
3.2.10.1 Employment Eligibility; Contractor. By executing this
Agreement, Contractor verifies that it fully complies with all requirements and restrictions of
state and federal law respecting the employment of undocumented aliens, including, but not
limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to
time. Such requirements and restrictions include, but are not limited to, examination and
retention of documentation confirming the identity and immigration status of each employee of
the Contractor. Contractor also verifies that it has not committed a violation of any such law
within the five (5) years immediately preceding the date of execution of this Agreement, and
shall not violate any such law at any time during the term of the Agreement. Contractor shall
avoid any violation of any such law during the term of this Agreement by participating in an
electronic verification of work authorization program operated by the United States Department
of Homeland Security, by participating in an equivalent federal work authorization program
operated by the United States Department of Homeland Security to verify information of newly
hired employees, or by some other legally acceptable method. Contractor shall maintain records
of each such verification, and shall make them available to the City or its representatives for
inspection and copy at any time during normal business hours. The City shall not be responsible
for any costs or expenses related to Contractor’s compliance with the requirements provided for
in Section 3.2.10 or any of its sub-sections.
3.2.10.2 Employment Eligibility; Subcontractors, Sub-
subcontractors and Consultants. To the same extent and under the same conditions as
Contractor, Contractor shall require all of its subcontractors, sub-subcontractors and consultants
performing any work relating to the Project or this Agreement to make the same verifications
and comply with all requirements and restrictions provided for in Section 3.2.10.1.
3.2.10.3 Employment Eligibility; Failure to Comply. Each person
executing this Agreement on behalf of Contractor verifies that they are a duly authorized officer
of Contractor, and understands that any of the following shall be grounds for the City to
terminate the Agreement for cause: (1) failure of Contractor or its subcontractors, sub-
subcontractors or consultants to meet any of the requirements provided for in Sections 3.2.10.1
or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with such
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requirements (including in those verifications provided to the Contractor under Section 3.2.10.2);
or (3) failure to immediately remove from the Project any person found not to be in compliance
with such requirements.
3.2.10.4 Labor Certification. By its signature hereunder, Contractor
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which
require every employer to be insured against liability for Workers’ Compensation or to undertake
self-insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.2.10.5 Equal Opportunity Employment. Contractor represents that
it is an equal opportunity employer and it shall not discriminate against any subconsultant,
employee or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities
related to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Contractor shall also comply with all relevant provisions of
City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs
or guidelines currently in effect or hereinafter enacted.
3.2.10.6 Air Quality. Contractor must fully comply with
all applicable laws, rules and regulations in furnishing or using equipment and/or providing
services, including, but not limited to, emissions limits and permitting requirements imposed by
the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources
Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad,
Contractor shall specifically be aware of their application to "portable equipment", which
definition is considered by SCAQMD and CARB to include any item of equipment with a fuel-
powered engine. Contractor shall indemnify City against any fines or penalties imposed by
SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable
laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is
responsible under its indemnity obligations provided for in this Agreement.
3.2.10.7 Water Quality.
(A) Management and Compliance. To the extent applicable,
Contractor’s Services must account for, and fully comply with, all local, state and federal laws,
rules and regulations that may impact water quality compliance, including, without limitation, all
applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the
California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws,
rules and regulations of the Environmental Protection Agency, the State Water Resources
Control Board and the Santa Ana Regional Water Quality Control Board; the City’s ordinances
regulating discharges of storm water; and any and all regulations, policies, or permits issued
pursuant to any such authority regulating the discharge of pollutants, as that term is used in the
Porter-Cologne Water Quality Control Act, to any ground or surface water in the State.
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(B) Liability for Non-Compliance. Failure to comply with the
laws, regulations and policies described in this Section is a violation of law that may subject
Contractor or City to penalties, fines, or additional regulatory requirements. Contractor shall
defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and
agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and
against any and all fines, penalties, claims or other regulatory requirements imposed as a result
of Contractor’s non-compliance with the laws, regulations and policies described in this Section,
unless such non-compliance is the result of the sole established negligence, willful misconduct or
active negligence of the City, its officials, officers, agents, employees or authorized volunteers.
(C) Training. In addition to any other standard of care
requirements set forth in this Agreement, Contractor warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to them
without impacting water quality in violation of the laws, regulations and policies described in
this Section. Contractor further warrants that it, its employees and subcontractors will receive
adequate training, as determined by City, regarding the requirements of the laws, regulations and
policies described in this Section as they may relate to the Services provided under this
Agreement. Upon request, City will provide Contractor with a list of training programs that
meet the requirements of this paragraph.
3.2.11 Insurance.
3.2.11.1 Time for Compliance. Contractor shall not commence
Work under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Contractor shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.11.2 Minimum Requirements. Contractor shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Contractor, its agents, representatives, employees or subcontractors.
Contractor shall also require all of its subcontractors to procure and maintain the same insurance
for the duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto);
and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as
required by the State of California and Employer’s Liability Insurance. The policy shall not
contain any exclusion contrary to the Agreement, including but not limited to endorsements or
provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24
26 or 21 29); or (2) cross liability for claims or suits by one insured against another.
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(B) Minimum Limits of Insurance. Contractor shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used including, but not limited to, form CG 2503, either the general
aggregate limit shall apply separately to this Agreement/location or the general aggregate limit
shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident
for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s
Liability: Workers’ Compensation limits as required by the Labor Code of the State of
California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.
Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least
fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance
coverage has been renewed or extended shall be filed with the City. If such coverage is
cancelled or reduced, Contractor shall, within ten (10) days after receipt of written notice of such
cancellation or reduction of coverage, file with the City evidence of insurance showing that the
required insurance has been reinstated or has been provided through another insurance company
or companies. In the event any policy of insurance required under this Agreement does not
comply with these specifications or is canceled and not replaced, the City has the right but not
the duty to obtain the insurance it deems necessary and any premium paid by the City will be
promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium
from Contractor payments. In the alternative, the City may suspend or terminate this Agreement.
3.2.11.3 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Contractor shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall include
or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or
endorsements providing the exact same coverage, the City of Azusa, its directors, officials,
officers, employees, agents and volunteers shall be covered as additional insured with respect to
the Services or ongoing and completed operations performed by or on behalf of the Contractor,
including materials, parts or equipment furnished in connection with such work; and (2) using
ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage
shall be primary insurance as respects the City, its directors, officials, officers, employees, agents
and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the
Contractor’s scheduled underlying coverage. Any excess insurance shall contain a provision that
such coverage shall also apply on a primary and noncontributory basis for the benefit of the City,
before the City’s own primary insurance or self-insurance shall be called upon to protect it as a
named insured. Any insurance or self-insurance maintained by the City, its directors, officials,
officers, employees, agents and volunteers shall be excess of the Contractor’s insurance and shall
not be called upon to contribute with it in any way. Notwithstanding the minimum limits set
forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified
minimum limits of coverage shall be available to the parties required to be named as additional
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insureds pursuant to this Section 3.2.11.3(A).
(B) Automobile Liability. The automobile liability policy shall
include or be endorsed (amended) to state that: (1) the City of Azusa, its directors, officials,
officers, employees, agents and volunteers shall be covered as additional insureds with respect to
the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased,
hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the
insurance coverage shall be primary insurance as respects the City, its directors, officials,
officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of
coverage excess of the Contractor’s scheduled underlying coverage. Any insurance or self-
insurance maintained by the City, its directors, officials, officers, employees, agents and
volunteers shall be excess of the Contractor’s insurance and shall not be called upon to
contribute with it in any way. Notwithstanding the minimum limits set forth in Section
3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of
coverage shall be available to the parties required to be named as additional insureds pursuant to
this Section 3.2.11.3(B).
(C) Workers’ Compensation and Employer’s Liability
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Contractor.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced
or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written
notice by certified mail, return receipt requested, has been given to the City; and (B) any failure
to comply with reporting or other provisions of the policies, including breaches of warranties,
shall not affect coverage provided to the City, its directors, officials, officers, employees, agents
and volunteers. Any failure to comply with reporting or other provisions of the policies
including breaches of warranties shall not affect coverage provided to the City, its officials,
officers, employees, agents and volunteers, or any other additional insureds.
3.2.11.4 Separation of Insureds; No Special Limitations; Waiver of
Subrogation. All insurance required by this Section shall contain standard separation of insureds
provisions. In addition, such insurance shall not contain any special limitations on the scope of
protection afforded to the City, its directors, officials, officers, employees, agents and volunteers.
All policies shall waive any right of subrogation of the insurer against the City, its officials,
officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically
allow Contractor or others providing insurance evidence in compliance with these specifications
to waive their right of recovery prior to a loss. Contractor hereby waives its own right of
recovery against City, its officials, officers, employees, agents, and volunteers, or any other
additional insureds, and shall require similar written express waivers and insurance clauses from
each of its subconsultants.
3.2.11.5 Deductibles and Self-Insurance Retentions. Any
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deductibles or self-insured retentions must be declared to and approved by the City. Contractor
shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate
such deductibles or self-insured retentions as respects the City, its directors, officials, officers,
employees, agents and volunteers; or (2) the Contractor shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and defense
expenses.
3.2.11.6 Subcontractor Insurance Requirements. Contractor shall
not allow any subcontractors to commence work on any subcontract relating to the work under
the Agreement until they have provided evidence satisfactory to the City that they have secured
all insurance required under this Section. If requested by Contractor, the City may approve
different scopes or minimum limits of insurance for particular subcontractors. The Contractor
and the City shall be named as additional insureds on all subcontractors’ policies of Commercial
General Liability using ISO form 20 38, or coverage at least as broad.
3.2.11.7 Acceptability of Insurers. Insurance 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.
3.2.11.8 Verification of Coverage. Contractor shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the City. 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 provided by the City if requested. All certificates and
endorsements must be received and approved by the City before work commences. The City
reserves the right to require complete, certified copies of all required insurance policies, at any
time.
3.2.11.9 Reporting of Claims. Contractor shall report to the City, in
addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in
connection with the Services under this Agreement.
3.2.12 Safety. Contractor shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Contractor shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed. Safety precautions as
applicable shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks,
confined space procedures, trenching and shoring, equipment and other safety devices,
equipment and wearing apparel as are necessary or lawfully required to prevent accidents or
injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety
measures.
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3.2.13 Bonds.
3.2.13.1 Performance Bond. If required by law or otherwise
specifically requested by City in Exhibit “C” attached hereto and incorporated herein by
reference, Contractor shall execute and provide to City concurrently with this Agreement a
Performance Bond in the amount of the total, not-to-exceed compensation indicated in this
Agreement, and in a form provided or approved by the City. If such bond is required, no
payment will be made to Contractor until it has been received and approved by the City.
3.2.13.2 Payment Bond. If required by law or otherwise specifically
requested by City in Exhibit “C” attached hereto and incorporated herein by reference,
Contractor shall execute and provide to City concurrently with this Agreement a Payment Bond
in the amount of the total, not-to-exceed compensation indicated in this Agreement, and in a
form provided or approved by the City. If such bond is required, no payment will be made to
Contractor until it has been received and approved by the City.
3.2.13.3 Bond Provisions. Should, in City’s sole opinion, any bond
become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or
replace the affected bond within 10 days of receiving notice from City. In the event the surety or
Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written
notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least
ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due
or will be made under this Agreement until any replacement bonds required by this Section are
accepted by the City. To the extent, if any, that the total compensation is increased in accordance
with the Agreement, the Contractor shall, upon request of the City, cause the amount of the
bonds to be increased accordingly and shall promptly deliver satisfactory evidence of such
increase to the City. To the extent available, the bonds shall further provide that no change or
alteration of the Agreement (including, without limitation, an increase in the total compensation,
as referred to above), extensions of time, or modifications of the time, terms, or conditions of
payment to the Contractor, will release the surety. If the Contractor fails to furnish any required
bond, the City may terminate this Agreement for cause.
3.2.13.4 Surety Qualifications. Only bonds executed by an admitted
surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The
surety must be a California-admitted surety with a current A.M. Best’s rating no less than A:VIII
and satisfactory to the City. If a California-admitted surety insurer issuing bonds does not meet
these requirements, the insurer will be considered qualified if it is in conformance with Section
995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.
3.2.14 Accounting Records. Contractor shall maintain complete and accurate
records with respect to all costs and expenses incurred under this Agreement. All such records
shall be clearly identifiable. Contractor shall allow a representative of City during normal
business hours to examine, audit, and make transcripts or copies of such records and any other
documents created pursuant to this Agreement. Contractor shall allow inspection of all work,
data, documents, proceedings, and activities related to the Agreement for a period of three (3)
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45635.01000\8520199.1
years from the date of final payment under this Agreement.
3.3 Fees and Payments.
3.3.1 Compensation. Contractor shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation
shall not exceed One Hundred Nine Thousand Six Hundred Eight and 0/100 Dollars ($109,608)
without written approval of the City Council. Extra Work may be authorized, as described
below, and if authorized, will be compensated at the rates and manner set forth in this
Agreement.
3.3.2 Payment of Compensation. Contractor shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by
Contractor. The statement shall describe the amount of Services and supplies provided since the
initial commencement date, or since the start of the subsequent billing periods, as appropriate,
through the date of the statement. City shall, within 45 days of receiving such statement, review
the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Contractor perform Extra Work. As used herein, “Extra Work” means any work
which is determined by City to be necessary for the proper completion of the Project, but which
the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Contractor shall not perform, nor be compensated for, Extra Work without written authorization
from City’s Representative.
3.3.5 Prevailing Wages. Contractor is aware of the requirements of California
Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations,
Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of
prevailing wage rates and the performance of other requirements on “public works” and
“maintenance” projects. Since the Services are being performed as part of an applicable “public
works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total
compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage
Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in
effect at the commencement of this Agreement. Contractor shall make copies of the prevailing
rates of per diem wages for each craft, classification or type of worker needed to execute the
Services available to interested parties upon request, and shall post copies at the Contractor’s
principal place of business and at the project site. Contractor shall defend, indemnify and hold
the City, its elected officials, officers, employees and agents free and harmless from any claim or
liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.4 Termination of Agreement.
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45635.01000\8520199.1
3.4.1 Grounds for Termination. City may, by written notice to Contractor,
terminate the whole or any part of this Agreement at any time and without cause by giving
written notice to Contractor of such termination, and specifying the effective date thereof, at least
seven (7) days before the effective date of such termination. Upon termination, Contractor shall
be compensated only for those services which have been adequately rendered to City, and
Contractor shall be entitled to no further compensation. Contractor may not terminate this
Agreement except for cause.
3.4.2 Effect of Termination. If this Agreement is terminated as provided herein,
City may require Contractor to provide all finished or unfinished Documents and Data and other
information of any kind prepared by Contractor in connection with the performance of Services
under this Agreement. Contractor shall be required to provide such document and other
information within fifteen (15) days of the request.
3.4.3 Additional Services. In the event this Agreement is terminated in whole
or in part as provided herein, City may procure, upon such terms and in such manner as it may
determine appropriate, services similar to those terminated.
3.5 General Provisions
3.5.1 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
CONTRACTOR:
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy
2 Cromwell
Irvine, CA 92618
Attn: Patrick O’Keefe, Account Manager
CITY:
City of Azusa
P.O. Box 880
Azusa, CA 91711
Attn: Robert Delgadillo. Director of Public Works/City Engineer
Such notice shall be deemed made when personally delivered or when mailed, forty-eight
(48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at
its applicable address. Actual notice shall be deemed adequate notice on the date actual notice
occurred, regardless of the method of service.
3.5.2 Indemnification
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy
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45635.01000\8520199.1
3.5.2.1 Scope of Indemnity. To the fullest extent permitted by law,
Contractor shall defend, indemnify and hold the City, its directors, 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 of any kind, in law or equity, to property or
persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any
alleged acts, errors or omissions of Contractor, its officials, officers, employees, subcontractors,
consultants or agents in connection with the performance of the Contractor’s Services, the
Project or this Agreement, including without limitation the payment of all consequential
damages, expert witness fees and attorneys fees and other related costs and expenses.
Notwithstanding the foregoing, to the extent Contractor's Services are subject to Civil Code
Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code
Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or
willful misconduct of the Contractor.
3.5.2.2 Additional Indemnity Obligations. Contractor shall defend, with
legal counsel chosen by the City and at Contractor’s own cost, expense and risk, any and all
claims, suits, actions or other proceedings of every kind covered by Section 3.5.2.1 that may be
brought or instituted against City or its directors, officials, officers, employees, volunteers or
agents. Contractor shall pay and satisfy any judgment, award or decree that may be rendered
against City or its directors, officials, officers, employees, volunteers and agents as part of any
such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of
any settlement paid by City or its directors, officials, officers, employees, agents or volunteers as
part of any such claim, suit, action or other proceeding. Such reimbursement shall include
payment for City’s attorney’s fees and costs, including expert witness fees. Contractor shall
reimburse City and its directors, 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. Contractor’s obligation to indemnify shall survive expiration or
termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received
by the City, its directors, officials officers, employees, agents or volunteers.
3.5.3 Governing Law; Government Code Claim Compliance. This Agreement
shall be governed by the laws of the State of California. Venue shall be in Los Angeles County.
In addition to any and all contract requirements pertaining to notices of and requests for
compensation or payment for extra work, disputed work, claims and/or changed conditions,
Contractor must comply with the claim procedures set forth in Government Code sections 900 et
seq. prior to filing any lawsuit against the City. Such Government Code claims and any
subsequent lawsuit based upon the Government Code claims shall be limited to those matters
that remain unresolved after all procedures pertaining to extra work, disputed work, claims,
and/or changed conditions have been followed by Contractor. If no such Government Code
claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as
specified herein, Contractor shall be barred from bringing and maintaining a valid lawsuit against
the City.
3.5.4 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy
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45635.01000\8520199.1
3.5.5 City’s Right to Employ Other Contractors. City reserves right to employ
other contractors in connection with this Project.
3.5.6 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties.
3.5.7 Assignment or Transfer. Contractor shall not assign, hypothecate, or
transfer, either directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
hypothecates or transferees shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
3.5.8 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Contractor include all personnel, employees, agents, and
subcontractors of Contractor, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
3.5.9 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.10 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.5.11 No Third Party Beneficiaries. Except to the extent expressly provided for
in Section 3.5.7, there are no intended third party beneficiaries of any right or obligation assumed
by the Parties.
3.5.12 Invalidity; 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.
3.5.13 Prohibited Interests. Contractor maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration
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45635.01000\8520199.1
contingent upon or resulting from the award or making of this Agreement. Contractor further
agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic
Interest with the City’s Filing Officer as required under state law in the performance of the
Services. For breach or violation of this warranty, City shall have the right to rescind this
Agreement without liability. For the term of this Agreement, no member, officer or employee of
City, during the term of his or her service with City, shall have any direct interest in this
Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.5.14 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.5.15 Attorney’s Fees. If either party commences an action against the other
party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing party in such litigation shall be entitled to have and recover from the
losing party reasonable attorney’s fees and all other costs of such action.
3.5.16 Authority to Enter Agreement. Contractor has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.5.17 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.5.18 Entire Agreement. This Agreement contains the entire Agreement of the
parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a writing signed by
both parties.
[SIGNATURES ON NEXT PAGE]
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45635.01000\8520199.1
CITY OF AZUSA Mesa Energy Systems Inc. dba: EMCOR
Services Mesa Energy
By: By:
Sergio Gonzalez
City Manager
Name:
Attest:
Title:
Jeffrey Lawrence Cornejo, Jr.
City Clerk
Approved as to Form:
Best Best & Krieger LLP
City Attorney
45635.01000\8520199.1 A-1
EXHIBIT “A”
SCOPE OF MAINTENANCE SERVICES
See Attached Proposal from Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy
45635.01000\8520199.1 B-1
EXHIBIT “B”
SCHEDULE OF MAINTENANCE SERVICES
See Attached Proposal from Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy
45635.01000\8520199.1
C-1
EXHIBIT “C”
COMPENSATION
See Attached Proposal from Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energ
City of Azusa
213 E Foothill Blvd
Azusa, CA 91702
SUBMITTED BY:
Patrick O’Keefe
Account Manager
Mesa Energy Systems, Inc.
dba: EMCOR Services Mesa Energy
2 Cromwell, Irvine, California 92618
E-mail: pokeefe@emcor.net
PROFESSIONAL HVAC
MAINTENANCE SERVICES
Date: 11/1/2023
Quote #: 22-19926
Agreement Valid for 30 Days
Attachment 2
1 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
11/1/2023
Robert Delgadillo
Director of Public Works/City Engineer
213 E Foothill Blvd
Azusa, CA 91702
Dear Robert:
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy appreciates the opportunity to provide you with
our proposal for a best-in-class Maintenance program customized specifically for the HVAC equipment at the
City of Azusa. The benefits for the City of Azusa from a well-designed and implemented Maintenance program
such as the one we are offering often include:
•Reduction in unplanned down-time
•Reduction in costly emergency repairs
•Extension of equipment lives
•Improved ability to forecast repair & maintenance costs
Further, our commitment to documenting equipment condition, status, and service-work allows us to create
an operational baseline, which can then be compared to historical data. Over time, and with utilization of more
advanced analytics and predictive services, we can even begin to identify and correct problems before major
damage can occur. Our program is predicated and driven with this in mind.
As you review our proposal, you’ll see that it begins with a conceptual overview of the Maintenance Program
options, followed by pricing for your facilities. Within the Appendices you will find additional detail including
equipment schedules, specific tasking, rate schedules, and other information that you may find useful during
your review of our solution.
We at Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy look forward to working with you and your
staff in performing this Maintenance program. Should you have any questions or require additional information,
please contact me and these adjustments will be made immediately.
Sincerely,
Patrick O’Keefe
Account Manager
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy
2 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
1. LIST OF COVERED EQUIPMENT AND TASKS
List of Covered Preventive Maintenance Tasks
(X) Included Type of Service Frequency
X Preventive Maintenance Tasking Quarterly
X Filter Service Type: Pleated Monthly
X Belt Replacement Annually
X Coil Cleaning Annually
X Priority Service Year Round
X Preferred Customer Discount Year Round
X Wireless Dispatching and Documentation Year Round
List of Covered Equipment
Library – 729 N. Dalton
Description Model Number Notes
Boiler RayPak/H3-0502B
Condenser – 5 ton Trane/2TTB3060A1000AA Connected to non-operational Ice
Bear
Air handler – 5 ton Trane Connected to non-operational Ice
Bear
Condenser – 7.5 ton Carrier/38BA008540 Being replaced
Air handler – 7.5 ton Carrier/40RR-008-0502B Being replaced
Condenser – 30 ton Carrier/38AK034500 Being replaced
Air handler – 30 ton Carrier Being replaced
Package Unit/Gas – 5 ton Carrier/48HJL006-541 Undercharged/needs leak check
Package Unit/Gas – 5 ton Trane/YHC060A3RLA
Cartridge A/H – 3 ton Carrier/40QNC036-3
Cartridge A/H – 3 ton Carrier/40QNC036-3
Cartridge A/H – 3 ton Carrier/40QNC036-3
Cartridge A/H – 5 ton Carrier/40QAC036311
Cartridge A/H – 3 ton Carrier/40QACO36311
Cartridge A/H – 3 ton Carrier/40QAC036311
Cartridge A/H – 3 ton Carrier/40AC036311
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
3 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
Ice Bear Ice Energy/B600ACOM Non-operational
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Museum/Durrell House – 740 N. Alameda
Description Model Number Notes
Condenser - 2.5 ton Tempstar/CA3060VKA2
Air Handler/Gas – 2.5 ton Tempstar/NHGI100KK03
Sister City House – 795 N. Dalton Avenue
Description Model Number Notes
Package HP – 2.5 ton Tempstar/PHD430000K00E
Public Works – 809 N. Angeleno
Description Model Number Notes
Package HP – 4 ton Carrier/50JX-048-031
Condenser HP – 5 ton Payne/PH13NR060-H
Air Handler – 5 ton Radco/617ANA060-A Condensate drain clogged
Package HP – 2 ton Carrier/50JX-024-301 Missing filter rack
Package HP – 2 ton Carrier/50JX-024-301
City Hall – 213 E. Foothill Blvd.
Description Model Number Notes
Condenser HP – 3 ton Carrier/38BYC036340
Air Handler – 3 ton
Condenser HP – 4 ton Carrier/38YCC048-341 Undercharged/needs leak check
Air Handler – 4 ton
Condenser HP – 3 ton Rheem/RPKA-036JAZ Being replaced
Air Handler – 3 ton Being replaced
Condenser HP – 2 ton Carrier/38BY024340 Undercharged/needs leak check
Air Handler – 2 ton Condensate drain clogged
City Hall – 213 E. Foothill Blvd.
Description Model Number Notes
Condenser HP – 3 ton Carrier/38BYC036340
Air Handler – 3 ton
Package HP – 4 ton Carrier/50JX-048-301
Condenser HP – 2 ton Carrier/38BYC024340
Air Handler – 2 ton
Condenser HP – 3 ton Carrier/38BYC036340
4 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
Air Handler – 3 ton
Condenser – 1.5 ton Sanyo/CH1822
Air Handler M/S – 1.5
ton Sanyo/KHS1822
Condenser – 5 ton Carrier/38BRC060340
Air Handler – 5 ton Carrier/FB4ANF06000
Condenser – 5 ton Rheem/RAKA-060JAZ Being replaced
Air Handler – 5 ton G.E./RGWF960CiC02 Being replaced
Condenser – 2 ton Carrier/38BRC024310
Air Handler – 2 ton Data Air Inc
Condenser – 3 ton Carrier/38BRC0360330 Non-operational/bad capacitor
Air Handler – 3 ton Carrier/FB4ANF036000AF
Package HP – 2.5 ton Carrier/50JX-030-301
Package HP – 5 ton Payne/584APW060080 Being replaced
Package/gas – 5 ton BDP/588APW060080 Being replaced
Package Unit – 15 ton Carrier/50DY030
Ice Bear 30 Ice Energy/IB30-523
Duct Heaters 24
Woman’s Club – 1003 N. Azusa Avenue
Description Model Number Notes
Package/gas – 5 ton Carrier/48GSN060090301
Package/gas – 5 ton Carrier/48GSN060090301
Package/gas – 5 ton Carrier/48GSN060090301
Package/gas – 4 ton Carrier/48GSN048090301
Condenser HP – 3 ton Carrier/38HDC036321 Being replaced
Air Handler – 3 ton Being replaced
Memorial Park – 320 N. Orange Place
Description Model Number Notes
Package/gas – 3 ton Rheem/RRKA-A036JK-06X Being Replaced
Package/gas – 2 ton Carrier/48GXN024040311 Being Replaced
Package/gas – 5 ton Carrier/48GXN060090301 Condensate drain disconnected
Package HP – 3 ton Carrier/50JX036301 Undercharged/needs leak check
Package/gas – 3.5 ton Carrier/48GXN042060301 Missing filter rack
Package/gas – 2.5 ton Carrier/48GXN0300040301
Package HP – 3 ton Carrier/50JX036301 Undercharged/needs leak check
Condenser HP – 3 ton Carrier/24ABR360A0035010
Condenser HP – 3 ton Carrier/24ABR360A0035010
Air Handler – 3 ton Carrier/HB64040 Locked rotor on fan motor
5 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
Package/gas – 2 ton York/SA24G08066 Being Replaced
Package/gas – 2 ton York/SA24G08066 Being Replaced
Package/gas – 3 ton York SA36G08066 Being Replaced
Condenser HP – 3 ton Carrier/24ABR360A350
Condenser HP – 3 ton Carrier/24ABR360A350
Air Handler – 3 ton Magicaire/HBB40-4D
North Recreation Center – 340 N. Orange Place
Description Model Number Notes
Cartridge A/H – 2 ton Carrier/38HDF0243
Cartridge A/H – 1 ton Carrier/38MVC012301
Cartridge A/H – 2.5 ton Carrier/38HDF0303
Cartridge A/H – 2 ton Carrier 38HDF0243
Package HP – 5 ton Carrier/50HCA06A2A5AO
Package HP – 5 ton Carrier/50HCA06A2A5AO
Package HP – 5 ton Carrier/50HCA06A2A5AO
Cartridge A/H – 2 ton Carrier/38HDF0243
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Police Department – 725 N. Alameda
Description Model Number Notes
Package/gas – 5 ton ICP/PGD336060H00
Condenser – 3 ton McQuay/RCS12F150C
Package HWH – 23 ton Seasons 4/6MSE23-0232
Air Handler – 3 ton Scotts/HQ3OAHU35OOH30
Package HP – 7.5 ton Carrier/50TCQD08A2A5 Undercharged/needs leak
check/possible liquid line restriction
Package HP – 7.5 Ton Carrier/50TCQA08A2A5 Second stage not operating
Package HP – 5 Ton Carrier/50TCQA06A2A5
Package HP – 5 ton Carrier/50TCQA06A2A5
Police Department – 725 N. Alameda
Description Model Number Notes
Package HP – 3 ton Carrier/50TCQA04A2A5 Fan belt issue
Package HP – 4 ton Carrier/50TCQA05A3A5
Package HP – 4 ton Carrier/50TCQA05A3A5
Package HP – 5 ton Carrier/50TCQA06A2A5
6 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
Package HP – 4 ton Carrier/50TCQA05A3A5
Condenser – 2 ton Mitsubishi/MUY-GA24NA
Package – 2 ton Carrier/48GSN0240301 Being replaced
Air Handler/MS – 2 ton Mitsubishi/MSY-GA24NA
Air Handler – 1.5 ton Carrier/FX4CNF018
Condenser – 1.5 ton Puron/24ABB318W320
Air Handler – 3 ton McAvay/LML108EH
Boiler RayPak/H30502B
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Senior Center – 740 N. Dalton
Description Model Number Notes
Condenser HP – 2 ton Carrier/25HCE424A300 Undercharged/needs leak check
Air Handler – 2 ton Carrier/FB4CNP030000
Condenser HP – 2 ton Carrier/25HCE424A300 Undercharged/needs leak check
Air Handler – 2 ton Carrier/FB4CNP030000
Senior Center – 740 N. Dalton
Description Model Number Notes
Condenser HP – 2 ton Carrier/25HCE424A300 Undercharged/needs leak check
Air Handler – 2 ton Carrier/FB4CNP030000
Condenser HP – 2 ton Carrier/25HCE424A300 Undercharged/needs leak check
Air Handler – 2 ton Carrier/FB4CNP030000
Condenser HP – 2 ton Carrier/25HCE424A300 Undercharged/needs leak check
Air Handler – 2 ton Carrier/FB4CNP030000
Condenser HP – 5 ton Carrier/25HCE460A300 Undercharged/needs leak check
Air Handler – 5 ton
Condenser HP – 5 ton Carrier/25HCE460A300
Air Handler – 5 ton
Condenser HP – 10 ton Carrier/38AUQA12A0A5A Undercharged/needs leak check/TXV
bulb not mounted correctly
Air Handler – 10 ton Carrier/40RUQA12A1A6
W/I Refrigerator Unit Modern
W/I Freezer Unit Modern
Condenser HP – 3.5 ton Carrier/25HCE442A300 Non-operational/blown fuse
7 | P a g e Proprietary & Confidential
MAINTENANCE
PROPOSAL
Quote #: 22-19926
Air Handler – 3.5 ton Carrier/FB4CNP042000
Condenser HP – 7.5 ton Carrier/38AUQA08A0A5 Undercharged/needs leak check
Air Handler – 7.5 ton Carrier/4RUQA08A2A6
Condenser HP – 7.5 ton Carrier/38AUQA08A0A5 Undercharged/needs leak check
Air Handler – 7.5 ton Carrier/4RUQA08A2A6
Condenser HP – 7.5 ton Carrier/38AUQA08A0A5 Undercharged/needs leak check/TXV
bulb not mounted correctly
Air Handler – 7.5 ton Carrier/4RUQA08A2A6
Senior Center – 740 N. Dalton
Description Model Number Notes
Condenser HP/2.5 ton Carrier/38BYC030340 Being replaced
Air Handler – 2.5 ton Carrier/FB4ANF030 Being replaced
Condenser HP/2.5 ton Carrier/38BYC030340 Being replaced
Air Handler – 2.5 ton Carrier/FB4ANF030 Being replaced
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Ice Bear 30 Ice Energy/IB30-523
Slauson Park – 501 E. 5th
Description Model Number Notes
Condenser – 3.5 ton York/E1F8042S06A
Condenser EMI
Air Handler – 3.5 ton York/NZAHD14A06C
Air Handler EMI/TBH12D0600AOAOB
Scout House – 1320 Old San Gabriel Canyon Rd.
Description Model Number Notes
Package Gas – 3 ton Carrier/585HJ036060
Gateway Center – 1950 N. San Gabriel Canyon Road
Description Model Number Notes
Condenser HP – 3 ton Carrier/25HBA360A300
Air Handler – 3 ton
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MAINTENANCE
PROPOSAL
Quote #: 22-19926
Tasks
Annual cooling maintenance will at a minimum include:
• Changing all indoor air filters.
• Visually check evaporator and condenser coils for leaks.
• Cleaning condenser coils with low alkaline coil cleaner and water.
• Check condition of evaporator coils. Clean with low alkaline coil cleaner and water as required.
• Check refrigerant charge using superheat (non-TXV) or subcooling (TXV) and adjust as required to obtain
correct refrigerant charge.
• Check temperature split across indoor coil.
• Clean electrical control enclosures
• Check all electrical wiring, connections. Tighten as required.
• Check all motor starter contactor surfaces for wear.
• Check all start and run capacitors.
• Lubricate air handling unit motor bearings and fan bearings, if applicable.
• Check belt tension and sheave alignment.
• Check belts and change as required.
• Check and clean condensate drains, drain line, and pan. Clean and repair as required.
• Inspect air handling unit fan assembly.
• Lubricate condenser motors as required.
• Check structural integrity of unit.
• Check all mounting hardware, tighten as needed.
• Check and calibrate controls.
• Check operation of economizer dampers.
• Lubricate all dampers and linkages as necessary.
Annual heating maintenance for heat pumps will at a minimum include:
• Changing all indoor air filters.
• Visually check evaporator and condenser coils for leaks.
• Cleaning condenser coils with low alkaline coil cleaner and water.
• Check condition of evaporator coils. Clean with low alkaline coil cleaner and water as required.
• Check temperature split across indoor coil.
• Clean electrical control enclosures
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• Check all electrical wiring, connections. Tighten as required.
• Check all motor starter contactor surfaces for wear.
• Check all start and run capacitors.
• Lubricate air handling unit motor bearings and fan bearings, if applicable.
• Check belt tension and sheave alignment.
• Check belts and change as required.
• Check and clean condensate drains, drain line and pan. Clean and repair as required.
• Inspect air handling unit fan assembly.
• Lubricate condenser motors as required.
Annual heating maintenance for gas fired heating equipment will at a minimum include:
• Changing all indoor air filters.
• Check temperature split across heat exchanger.
• Check heat exchanger for wear/cracks. As required, perform heat exchanger integrity test.
• Check burners for proper alignment and flame patterns.
• Check and adjust burners for proper flames.
• Check for proper combustion and flue gas relief.
• Check and adjust operating and safety controls.
• Clean electrical control enclosures
• Check all electrical wiring, connections. Tighten as required.
• Check all motor starter contactor surfaces for wear.
• Check all start and run capacitors.
• Lubricate air handling unit motor bearings and fan bearings, if applicable.
• Check belt tension and sheave alignment.
• Check belts and change as required.
• Check and clean condensate drains, drain line and pan. Clean and repair as required.
• Inspect air handling unit fan assembly.
• Lubricate condenser motors as required.
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MAINTENANCE
PROPOSAL
Quote #: 22-19926
QUARTERLY MAINTENANCE
Quarterly maintenance will at a minimum include:
• Check all electrical wiring, connections. Tighten as required.
• Check all motor starter contactor surfaces for wear.
• Check all start and run capacitors.
• Lubricate air handling unit motor bearings and fan bearings, if applicable.
• Check belt tension and sheave alignment.
• Check belts and change as required.
• Check and clean condensate drains, drain line and pan. Clean and repair as required.
• Inspect air handling unit fan assembly.
• Lubricate condenser motors as required.
MONTHLY MAINTENANCE
Monthly maintenance will at a minimum include:
• Changing all indoor air filters.
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MAINTENANCE
PROPOSAL
Quote #: 22-19926
BOILER OPERATIONAL MAINTENANCE
1. Visually inspect boiler pressure vessel for possible leaks and record condition.
2. Check hand valves and automatic feed equipment. Repack and adjust as required.
3. Check fuel piping for leaks and proper support.
4. Check burner sequence of operation and combustion air equipment.
5. Review manufacturer’s recommendation for boiler and burner start-up.
6. Check fuel supply.
7. Check auxiliary equipment operation.
8. Inspect burner, boiler and controls prior to start-up.
9. Start burner, check operating controls.
10. Test safety controls.
BOILER ANNUAL MAINTENANCE
1. Includes tasks 1-10 above.
2. Inspect fireside of boiler and record condition.
3. Brush soot and dirt from combustion chamber.
4. Inspect firebrick and refractory for defects.
5. Disassemble, inspect and clean low-water cutoff.
6. Inspect, clean and lubricate the burner and combustion air equipment.
AIR HANDLERS
1. Inspect fan assembly and report any abnormalities.
2. Lubricate fan bearings per manufacturer’s recommendation.
3. Lubricate motor bearings per manufacturer’s recommendation.
4. Check belts and sheaves. Replace and adjust when authorized.
5. Check motor mounts and vibration pads.
6. Check motor operating conditions.
7. Inspect electrical connections and contactors.
8. Lubricate and adjust associated dampers and linkage.
9. Check fan operation.
10. Clean outside air intake screen.
11. Check and clean drains and drain pans (when performing an annual service only).
12. Check heating and cooling coils for proper operation
13. Change filters per filter schedule.
14. Replace belts annually.
PACKAGED AIR CONDITIONING SYSTEMS – GAS/ELECTRIC
1. Lubricate fan bearings per manufacturer’s recommendation.
2. Lubricate motor bearings per manufacturer’s recommendation.
3. Check belts and sheaves. Replace and adjust when authorized.
4. Check coils for visible signs of leaks.
5. Lubricate and adjust dampers and linkages. If applicable.
6. Check and clean drain pan and clear condensate drain lines.
7. Check motor operating conditions.
8. Inspect electrical connections, contactors and relays.
9. Inspect all temperature, safety, and operational controls.
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10. Start compressor. Check operating conditions and report any abnormalities.
11. Secure unit panels, and inspect roof curb flashing.
12. Check for gas leaks.
13. Inspect pilot and clean pilot orifice. If applicable.
14. Inspect and clean flame sensor.
15. Inspect Hot Surface Igniter. If applicable.
16. Verify operation of all safety limit and operating controls.
17. Inspect flame condition.
18. Clean condenser coils annually.
19. Inspect filters and change per filter schedule.
20. Replace belts annually.
PACKAGED AIR CONDITIONING SYSTEMS – HEAT PUMPS
1. Lubricate fan bearings per manufacturer’s recommendation.
2. Lubricate motor bearings per manufacturer’s recommendation.
3. Check belts and sheaves. Replace and adjust when authorized.
4. Check coils for visible signs of leaks.
5. Lubricate and adjust dampers and linkages. If applicable.
6. Check and clean drain pan and clear condensate drain lines.
7. Check motor operating conditions.
8. Inspect electrical connections, contactors and relays.
9. Inspect all temperature, safety, and operational controls.
10. Start compressor. Check operating conditions in heating and cooling mode.
11. Secure unit panels, and inspect roof curb flashing.
12. Clean condenser coils annually.
13. Inspect filters and change per filter schedule.
14. Replace belts annually.
REFRIGERATION EQUIPMENT (Low Temp)
1. Visually inspect for leaks.
2. Check and clean condenser coil as needed
3. Inspect electrical connections, contactors, relays, and operating/safety controls.
4. Check and test all operating and safety controls.
5. Check operation of Defrost. Adjust as required
6. Check and test crankcase heater per manufacturer’s recommendation.
7. Inspect motor(s). Clean and lubricate.
8. Verify air flow at each fan.
9. Visually check for ice build up on evaporator coils.
10. Inspect, adjust, clean discharge air honeycomb.
11. Inspect condensate drain pan and pipe. Clean as required.
12. Verify condition of door seals and gaskets.
13. Check condition of door hinges for proper fit and closure where applicable.
14. Inspect door heaters for proper operation.
15. Prepare a report noting deficiencies and provide specific recommendations for repairs and preventive
maintenance.
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MAINTENANCE
PROPOSAL
Quote #: 22-19926
REFRIGERATION EQUIPMENT (Medium Temp)
1. Visually inspect for leaks.
2. Check and clean condenser coil as needed.
3. Inspect electrical connections, contactors, relays, and operating/safety controls.
4. Check and test all operating and safety controls.
5. Check and test crankcase heater per manufacturer’s recommendation.
6. Inspect motor(s). Clean and lubricate.
7. Verify air flow at each fan.
8. Visually check for ice build up on evaporator coils.
9. Inspect, adjust, clean discharge air honeycomb.
10. Inspect condensate drain pan and pipe. Clean as required.
11. Verify condition of odor seals and gaskets.
12. Check condition of door hinges for proper fit and closure where applicable.
13. Inspect door heaters for proper operation.
14. Prepare a report noting deficiencies and provide specific recommendations for repairs and preventive
maintenance.
SPLIT SYSTEM – CONDENSING UNITS
1. Review manufacturer’s recommendation for start-up.
2. Energize crankcase heater per manufacturer’s recommendation for warm-up.
3. Visually inspect for leaks.
4. Inspect electrical connections, contactors, relays, and operating/safety controls.
5. Check vibration eliminators.
6. Check compressor oil level. If applicable.
7. Check and test all operating and safety controls.
8. Check operating conditions. Report any abnormalities.
9. Clean Condenser coils annually.
DUCT HEATERS
1. Inspect pilot and clean pilot orifice if necessary.
2. Test combustion airflow safety circuit.
3. Verify operation of high operating limit controls.
4. Verify operation of operating controls and air proving switch.
5. Inspect flame condition.
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MAINTENANCE
PROPOSAL
Quote #: 22-19926
2. TERMS AND CONDITIONS (Maintenance Service Agreement)
This agreement (the “Agreement”) is made this 1 day of November 2022 between City of Azusa, located at 213 E Foothill Blvd, Azusa, CA 91702 (the “Customer”), and
Mesa Energy Systems, Inc. dba: EMCOR Services Mesa Energy, located at Irvine, California (the “Contractor”).
1. SERVICES:
1.1. Contractor will perform the mechanical maintenance services set forth in List of Covered Equipment and Tasks (Equipment List), attached hereto, for
Customer at Customer’s premises, located at Main Building.
1.2. Contractor will provide the Services at the Site for the equipment set forth in List of Covered Equipment and Tasks (the “Equipment”).
1.3. Contractor will perform the Services for the Equipment pursuant to the provisions of this Agreement, including the provisions set forth in Schedule I.
2. PRICING AND PAYMENT- Customer agrees to pay Contractor pursuant to the provisions of this Agreement, including the provisions set forth in Schedule II, Pricing,
Invoicing, and Payment, attached hereto, for the Term (as defined herein).
3. PRELIMINARY WORK AND ADDITIONAL WORK:
3.1. Prior to performing any Services, Contractor will conduct an initial inspection of the Equipment to determine if the Equipment is in good working order and in
suitable condition for the Services. If Contractor determines that initial repair, replacement, or other work is required for any Equipment prior to commencement
of the Services, such work shall not constitute a Service under this Agreement, and Contractor will provide Customer with a quotation for such work. If Customer
refuses to authorize such work, Contractor may, at its sole option, renegotiate the provisions of this Agreement for such Equipment or terminate this Agreement.
3.2. If Customer requests maintenance, repair, replacement, emergency services, or any other work that Contractor concludes is outside the scope of Services,
Customer will pay Contractor the rates and material charges then applicable to such labor and items at such time.
4. SITE ACCESS AND CUSTOMER OBLIGATIONS- Customer agrees to:
4.1 provide safe and reasonable access to the Equipment so that Contractor can perform the Services, and to remove any partitions, fixtures, or materials that
may impede Contractor’s ability to perform the Services;
4.2 allow Contractor to start and stop the Equipment as is necessary to perform the Services;
4.3 provide any other assistance as is reasonably necessary so that Contractor can perform the Services;
4.4 use and operate the Equipment in accordance with the manufacturer’s specifications and directions;
4.5 immediately notify Contractor in the event of any change in the normal use or operation of the Equipment, or any Equipment malfunction; and
4.6 take reasonable safety precautions to protect life and property including, but not limited to, fire watch and/or suppression, in the event of any emergency or
system failure during the period of time from when Contractor is first notified of the emergency or failure until such time that Contractor notifies Customer that
the emergency has cleared or the system is operational.
5. WARRANTY:
5.1. Contractor warrants that (i) the materials provided in performing the Services will be free from defects to the same extent as set forth in the warranty
provided by the manufacturer of such materials and (ii) the workmanship provided in performing the Services will be good and of a workman-like standard for sixty
(60) days from the date of the Services.
5.2. Contractor’s warranty in section 5.1. of this article (i) applies only to materials and labor furnished by Contractor in performing the Services and (ii) shall be null
and void if Customer subsequently has another contractor provide goods or services that relate to, concern, or otherwise affect the Equipment.
5.3. Contractor promptly shall repair or replace, at its sole option, any defective materials occurring within the applicable warranty period for such item, to the
extent of such warranty. If a manufacturer’s warranty excludes payment to Contractor for labor costs associated with removal, installation, repair, or other like or
similar costs to remedy defective materials, Contractor will provide such labor at its own expense during normal working hours for sixty (60) days from the date of
the Service, and if Customer requires warranty work at any other time outside normal hours, Customer will pay Contractor the rates then applicable to such labor
at such time. Thereafter, Customer will pay Contractor the rates then applicable to such labor at such time.
5.4. Contractor promptly shall repair or replace, at its sole option, any improper workmanship of its Work occurring within the applicable warranty period without
cost to Customer. Contractor will provide labor for the performance of this warranty work at its own expense only during normal working hours, and if Customer
requires warranty work at any other time, Customer will pay Contractor the rates then applicable to such labor at such time.
5.5. CUSTOMER’S SOLE AND EXCLUSIVE WARRANTY IS THE REPAIR OR REPLACEMENT SET FORTH IN THIS ARTICLE. THERE ARE NO WARRANTIES WHICH EXTEND
BEYOND THE DESCRIPTION ON THE FACE HEREOF, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, OR ANY OTHER IMPLIED WARRANTIES. CONTRACTOR’S TOTAL LIABILITY UNDER THIS WARRANTY IS LIMITED TO THE OBLIGATIONS SET FORTH IN THIS
ARTICLE. THIS IS CUSTOMER’S SOLE AND EXCLUSIVE REMEDY AND IT IS IN LIEU OF ANY AND ALL OTHER POSSIBLE REMEDIES, DAMAGES, CLAIMS, OR
WARRANTIES WHETHER EXPRESS OR IMPLIED. THE DAMAGE LIMITATION SET FORTH IN ARTICLE 7 ALSO SHALL APPLY TO THIS WARRANTY.
6. EXCUSED DELAY:
6.1. Contractor shall not be liable for any delay, or loss or damage arising therefrom, and shall be entitled to additional time for the Services, if the delay is caused
by an occurrence beyond the control of Contractor, or Contractor’s subcontractors, suppliers, or vendors, and without fault or negligence of any of them.
6.2. Contractor shall be entitled to additional compensation for any excused delay as set forth in section 6.1 of this article.
6.3. Contractor shall be entitled to additional compensation for any acceleration or compression of the schedule set forth in Schedule I, and for any out of
sequence or overtime work, except to the extent caused by Contractor’s own negligent acts or omissions.
7. LIMITATION OF LIABILITY:
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7.1. Under no circumstances, whether arising out of contract, tort (including negligence), strict liability, warranty or otherwise, shall either party be liable to the
other for special, indirect, incidental, consequential, exemplary or punitive damages of any nature.
7.2. In no event shall Contractor’s aggregate liability to Customer for such actual and direct damage exceed an amount, at Contractor’s sole option, that is equal to
(i) the amount of this Agreement, but if the Agreement is multi-year agreement or variable-priced agreement, an amount that is equal to the value of all Services
performed in the year of the event giving rise to the claim, or (ii) the cost to Contractor to repair or replace the Equipment giving rise to the claim.
8. GENERAL WASTE & HAZARDOUS MATERIALS:
8.1 All waste generated from work performed shall be considered the property of the customer and should be disposed of on site. Such items may include, Air
Filters, Belts, Contractors, Cleaning Rags, Wiring, and the like.
8.2. Contractor shall not perform any services of any sort that concerns hazardous materials, and shall have no responsibility for accumulation, storage,
transportation, or disposal of any hazardous materials or waste generated by Customer or present at the Site.
8.3. Contractor shall not be deemed an “operator” of the Site for purposes of current or pending federal, state, or local laws, rules, or regulations pertaining to
hazardous materials.
8.4. In no event shall Contractor be required to sign any manifests related to hazardous materials generated by Customer or present at the Site.
8.5. Customer shall disclose to Contractor in writing and in advance of Contractor performing any Services any known hazardous materials that are present at the
Site, including, but not limited to, the location and type of each such hazardous material, so that Contractor can inform and protect its employees from health risks
associated with such hazardous materials.
8.6. Contractor shall not be required to perform any Services in any part of the Site where hazardous materials are present or where Contractor suspects the
presence of hazardous materials, and Contractor immediately may stop providing Services in either instance and notify Customer of the circumstance giving rise to
the stoppage. Contractor’s nonperformance of Services due to such actual or potentially unsafe working conditions shall constitute an excused delay. Customer
will be responsible for taking any and all actions neces-sary to correct such condition in accordance with all applicable laws and regulations, and Contractor will
resume performance of the Services in the affected area only in the absence of hazardous materials and/or when the affected area has been rendered harmless
and safe for Contractor’s performance of the Services.
8.7. Customer shall defend, indemnify, and hold harmless Contractor from any claims, damages, losses or expenses, including, but not limited to, reasonable
attorneys fees, arising out of or resulting from this article.
8.8 Notwithstanding anything to the contrary in this agreement, the water treatment program and/or services provided by EMCOR or its sub-contractor expressly
exclude any detection or remediation of, prevention or protection from, or other form of treatment for micro-biological growth and/or biological hazards that may
be present in or enter customer's water, water works, and/or systems that contain water, specifically including, but not limited to, Legionella bacteria. Customer
and EMCOR agree that EMCOR or its Sub Contractor shall not be liable or responsible for any of the foregoing, or for any loss or damage arising therefrom.
9. TERM AND TERMINATION:
9.1. The term of this Agreement shall be for a period of Two year(s), commencing 11 / 01 / 2023 and terminating 10 / 31 /2025 (the
“Term”), unless sooner terminated as provided herein.
9.2. This Agreement automatically shall renew for successive one (1) year terms, commencing on the expiration of the Term, and renewing on each such yearly
anniversary thereafter, conditioned upon mutually acceptable provisions, as set forth in section 9.3. of this article.
9.3. The provisions set forth in Schedules I and II shall apply for the duration of the Term. If the Agreement is not terminated at the end of the Term, the parties
will endeavor to reach agreement on mutually acceptable prospective provisions, which will apply to the next yearly successive term. The parties will follow such
process for each successive yearly term until the Agreement is terminated. Failure to reach agreement on prospective provisions for any successive yearly term
shall render the Agreement terminated, which the parties shall confirm in writing.
9.4. Customer or Contractor may terminate this Agreement (i) for convenience upon sixty (60) days prior written notice to the other party or (ii) upon thirty (30)
days written notice prior to the commencement of any successive yearly term. In the event of either such termination, Customer will pay Contractor for all
Services performed through the date of termination and, in addition, in the event of termination for convenience by Customer, all other reasonable costs incurred
by Contractor that are associated with such termination.
9.5. Customer may terminate this Agreement for cause, but only upon seven (7) days written notice and, further, upon Contractor’s failure to commence curative
measures in such time and thereafter to proceed to effect such cure. In the event of such termination, Customer will pay Contractor all undisputed amounts due
Contractor for all Services performed through to the date of termination.
9.6. Contractor may suspend its performance of Services, without liability of any sort to Customer, if Customer fails to make payment to Contractor within thirty
(30) days after the date payment is due. Upon payment, Contractor will recommence performance, and shall be entitled to an extension of time equal to the
suspension and all reasonable costs associated with such suspension.
9.7. If, during the Term or successive terms of this Agreement, Customer utilizes an entity other than Contractor to perform any repair, replacement, modification,
or other work on any Equipment, Contractor may, at its sole option, renegotiate the provisions of this Agreement for such Equipment or terminate this Agreement.
10. NO ASSIGNMENT- Neither Customer nor Contractor shall assign any of its rights or obligations hereunder without the prior written approval of the other party.
11. CHOICE OF LAW AND JURISDICTION:
11.1. This Agreement shall be governed by, construed, and enforced for all purposes in accordance with the laws of the State where the Services are performed,
without giving effect to its conflict of laws provisions.
11.2. Any and all actions arising from, relating to, or concerning the subject matter of this Agreement shall be commenced in the United States Federal Court in the
appropriate district of such State or the State court of such State, either of which shall have exclusive jurisdiction over such actions.
11.3. Any such action shall be submitted TO THE COURT ONLY for resolution, WITHOUT TRIAL TO A JURY. THE PARTIES HEREBY WAIVE ANY RIGHT TO A JURY TRIAL
REGARDING ANY SUCH ACTION.
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11.4. Any such action also shall be commenced with one (1) year from the date of the Services giving rise to such claim, with the exception of any action by
Contractor for collection of amounts due to it.
11.5. Contractor shall be entitled to all fees and costs, including reasonable attorney’s fees, incurred by it in any action to collect amounts due to it from Customer.
12. ENTIRE AGREEMENT- This Agreement sets forth the entire agreement between the parties on the subject matter contained herein, and supersedes and renders
null and void any and all prior or contemporaneous oral or written understandings, negotiations, or promises relating to these issues. No agreement modifying this
Agreement shall be binding unless made in writing and signed by a duly authorized representative of the party to be bound.
SCHEDULE I (SERVICES, EQUIPMENT, AND SCHEDULE)
• SERVICES- Contractor will perform the services described by the specific equipment tasking lists and frequencies included in List of Covered Equipment and Tasks.
• EQUIPMENT- Contract will perform the Services for the following Equipment:
• SCHEDULE FOR SERVICES- Contractor will perform the Services on the following schedule:
• OTHER SERVICE TERMS:
1. Contractor will perform the Services during normal working hours, Monday through Friday, from 8 AM to 5PM, unless specified otherwise as follows:
2. Services do not include any labor for or during off-hours, overtime work, stand by time, or emergency services, unless specified otherwise as follows:
3. Contractor will perform the Services using electrical power from the Site.
4. Any (i) schedule issues (including, but not limited to, delays, access issues, or allowed work hours/off-hours work), (ii) overtime hours, or (iii) additional
protocols, altered working conditions, or extra costs relating thereto, that arise, either directly or indirectly, as a result of the COVID-19 pandemic or Corona virus
will entitle contractor to an equitable adjustment for time for performance and costs.
• EXCLUSIONS:
1. Unless otherwise stated within the proposal document or its appendices, services do not include the following:
(i) maintenance, repair, or replacement of stationary and/or non-maintainable parts of the Equipment, including, but not limited to, cabinets, enclosures,
casings, insulating materials, electrical wiring, structural supports, pressure vessels, tubes, door seals, floor drains, thermometers, gauges, flues, ductwork,
grilles, heat transfer tubes and coils, refractories, oil or gas heat exchangers, fan housings, ductwork, and like or similar other non-moving parts;
(ii) maintenance, repair, replacement, or other work that is necessitated by (a) circumstances beyond the normal, customary, and anticipated operating
environment for the Equipment, including, but not limited to, vandalism, flooding, fire, lightning, roof leaks, or power failure or (b) Customer’s improper acts or
omissions, including, but not limited to, installation of incompatible equipment, improper operating procedures, and improper or inadequate water treatment
or filter service; and
(iii) any other goods or services not set forth in the Services that any governmental authority, insurance company, or other entity may require that has the
authority to direct Customer to take certain actions concerning the Equipment.
2. Any goods or services for, or concerning, the following items:
(i) piping, other than refrigerant piping;
(ii) maintenance, repair, replacement, or other work due to damage to Equipment caused by freezing weather or corrosion;
(iii) valves;
(iv) electrical supply, disconnect switches, circuit breakers; and
(v) monitoring/recording devices affixed to Equipment.
SCHEDULE II (PRICING, INVOICING, AND PAYMENT)
• PRICING- Customer agrees to pay Contractor for the Services in accordance with the following rates and material charges:
• INVOICING AND PAYMENT- Customer agrees to pay Contractor in accordance with the following requirements:
o Customer also shall pay Contractor, in addition to the pricing set forth above, all excise, sales, use, occupation or other similar taxes imposed on Contractor
by any governmental authority or in any way connected with Contractor’s performance of its obligations under this Agreement;
o Contractor will invoice Customer as follows:
o Customer’s payment on invoices is due net 30 days from date of invoice; and late payment to Contractor shall be subject to simple interest at the rate of one
and one-half percent (1½ %) per month, not to exceed the maximum amount allowed by applicable law, calculated from the date payment was due until the date
payment is received by Contractor.
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3. PROGRAM PRICING
Maintenance Solution Pricing
Our services will be performed as outlined for an annual cost of $109,608
This annual cost will be billed Monthly at $9,134
This agreement shall begin on November 1st, 2023, unless checked, initialed and noted otherwise here:
£ Month/Year: / 2023 Customer Initials EMCOR / Mesa Initials
and continue for a period of Two (2) years. This agreement will automatically renew and may increase (subject to review) on anniversary date,
unless either party gives at least thirty (30) days written notice to terminate agreement. The above pricing is valid for 30 days from date of proposal.
Thank you for the opportunity to work with City of Azusa.
4. ACCEPTANCE
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, including the Program Option selected in
Section 3 (above), as of the date and year written below.
Customer:
City of Azusa
By:
Name:
Title:
Date:
Contractor:
Mesa Energy Systems, Inc.
By:
Name:
Title:
Date:
Our fee for the above program is payable per Month in advance, for a period of 2 years and in accordance with the included
terms and conditions. In addition, please note the following:
• This proposal is made contingent upon the work addressed herein not being adversely affected, either directly or indirectly, by the COVID-
19 pandemic and/or the Corona virus, and is further conditioned upon the parties agreeing, prior to beginning of any work and in writing
as part of any contract, that any (i) schedule issues (including, but not limited to, delays, access issues, or allowed work hours/off-hours
work), (ii) overtime hours, or (iii) additional protocols, altered working conditions, or extra costs relating thereto, that arise as a result of
the COVID-19 pandemic or Corona virus will entitle contractor to an equitable adjustment for time for performance and costs.
• Company information will be found in Appendix A.
• Out-of-scope repair and reactive work will be provided at our preferred contract labor rates, which are 10% less than our regular labor
rates.
• This proposal is valid for thirty (30) days and becomes binding after acceptance by both the Customer and an authorized representative
from EMCOR. This is the proprietary property of EMCOR Group and its operating companies and is provided for Customer’s use only.
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APPENDIX A: WE ARE PART OF THE EMCOR FAMILY
An Industry Leader
• A Fortune 500® leader in building services, mechanical and electrical
construction, and industrial and energy infrastructure, we provide services for
75% of the other Fortune 500® Companies and other organizations- working in
virtually every market segment, facility type and size.
• National coverage with 170 locations and 34,000+ employees in the U.S. and
UK. More than 4,200 skilled technicians are trained to work on virtually any
brand of equipment in every type of facility in nearly every major U.S. market.
• The Power of Financial Strength: EMCOR’s strong financial position enables it
to attract and retain the best talent, undertake and complete the most
ambitious projects, and redefine and shape the future of the industries in
which it works.
• The EMCOR Values of “Mission First, People Always” have become inculcated
across all EMCOR subsidiaries and employees. These simple yet powerful
words explain and describe the fundamental beliefs by which we operate.
Awards Include
• “World’s Most Admired” in the Engineering and Construction Industry by Fortune
Magazine. For 10 consecutive years EMCOR has been named amongst the Top 5 “World’s
Most Admired” Companies
• #1 Book of Giants: 13 consecutive years, Contractor Magazine
• #1 or #2 Top 600 Specialty Contractors: 26 consecutive years, Engineering News Record
• Top 20 Electrical Contractors: 17 consecutive years, EC&M
• Named one of Forbes’ “America’s Best Large Employers”
Strong Safety Culture
• Safety Record: EMCOR’s safety performance is far better than the Bureau of Labor
Statistics industry averages, with a rate of injury that is consistently 60%–75% lower than
our competitors.
• Industry Leading Safety Programs: EMCOR’s award winning “Be There For Life —ZERO
Injury” program is an industry leader in reducing lost time injuries.
Driving Innovation
• The Changing the Way We Work (CW3) Program enables our operating companies to
collaborate with one another by sharing information about good work practices and new
products and processes that have been proven to reduce risk, improve quality, and satisfy
customers
• From BIM and CAD, to electronic technology applications in the field, we embrace new technology and processes
that drive efficiency and superior performance for our clients.
• Because we are “Brand Neutral”, we select the right equipment for the application and are equipped to service
them, as well.
• With hundreds of LEED certified engineers across EMCOR, we design and construct facilities and retrofit buildings
to make them energy-efficient and sustainable.
AGREEMENT TO
MODIFY AND EXTEND
SOURCEWELL CONTRACT #CA-R7-HVAC02-123021-ES
THIS AGREEMENT TO MODIFY AND EXTEND, Sourcewell Contract #CA-R7-HVAC02-123021-ES, is
effective upon the date of the last signature below.
Sourcewell and Mesa Energy Systems, Inc. dba EMCOR Services (“Contractor”) have entered into an
Indefinite Quantity Construction Contract, Contract Number CA-R7-HVAC02-123021-ES, with an initial
term ending January 31, 2023, and three bilateral options to extend for an additional one-year term
(“Contract”). The parties agree that the Contractor’s Adjustment Factors will be modified, and that
Sourcewell’s offer of a one-year extension term will be accepted by Contractor.
MODIFICATION: OPTION PERIOD
Pursuant to the Contract, the following are the Adjustment Factors for the term ending January 31,
2024:
Base Year Index First Year Index
Date Index Date Index
1 December 2020 11625.95 1 December 2021 12481.82
2 January 2021 11627.94 2 January 2022 12555.55
3 February 2021 11698.79 3 February 2022 12683.97
4 March 2021 11749.75 4 March 2022 12791.43
5 April 2021 11849.32 5 April 2022 12898.96
6 May 2021 11989.91 6 May 2022 13004.47
7 June 2021 12112.05 7 June 2022 13110.50
8 July 2021 12237.69 8 July 2022 13167.84
9 August 2021 12463.13 9 August 2022 13171.07
10 September 2021 12464.55 10 September 2022 13173.43
11 October 2021 12464.94 11 October 2022 13174.92
12 November 2021 12467.32 12 November 2022 13174.98
Base Year Average 12062.6116 First Year Average 12830.9416
Adjustment: First Year Index Average = 12949.0783 = 1.0735
Base Year Index Average 12062.6116
Attachment 3
CA-R7-HVAC02-123021-ES
Original
Adjustment
Factor x Adjustment =
Adjustment Factor
02/01/23
through
01/31/24
Normal Working Hours – Prevailing Wage 1.4005 1.0735 1.5034
Other Than Normal Working Hours –
Prevailing Wage 1.8209 1.0735 1.9547
Secured/Medical Facilities – Prevailing Wage
Rate 1.5420 1.0735 1.6553
All-Union Wage 1.4005 1.0735 1.5034
Non Pre-Priced 1.1970 1.0000 1.1970
EXERCISE OF OPTION: EXTENSION
Contractor and Sourcewell hereby desire and agree to extend the Contract, with the above modification,
for the period February 1, 2023 through January 31, 2024.
Sourcewell Mesa Energy Systems, Inc. dba EMCOR Services
By: __________________________ By: __________________________
Jeremy Schwartz Harry Archung
Title: Chief Procurement Officer Title: Senior Vice President
Date: Date: