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Agreement_General_11/10/2016 (6)
7XWE Building Services Trane Scheduled Service Agreement SERVICE PROPOSAL FOR; Tequesta Public Safety Facility 357 'Tequesta Dr. Tequesta. FL 33469 USA. art t SITE ADDRESS w Tequesta Fire Depa t 357 Tequesta Dr ti Tequesta, FL 33469 United Stites LOGAL TRANE OF '' p" F { F Trane U.S. Im. .T ? 6965 Vesta Parkway North 1#1 West Palm Beach. FL 33401 LOCAL TRANE REPRESENTATIVE' f Amar Sukhai Cell: (786) 423A196 Office: (561) 683 -1521 PROPOSAL ID J AGREEMENT NUMBER 2155909'' `. US COMMUNITIES CONTRACT; ` USC15-JLP -02 U3 COMMUNITIES PROPOSAL; 40- 4 39558 - 1 6-002 L DATE' i! ALFI.i4' 23 2016 n IYEl1AKF6tl�11�A1ffGS �K BFTlltl!i FQR Imo" rE Building Services TRANE SCHEDULED SERVICE AGREEMENT Executive Summary Thank you for choosing Trane Building Services as your HVAC support partner. We are committed to working with you to help you ensure your building serves the needs of your organization. The details of that commitment are in the following pages. A Trane Scheduled Service Agreement will provide planned maintenance for your HVAC systems. The agreement assures that factory recommended services are executed on scheduled intervals. Beyond the benefits of a typical service plan, a Trane Scheduled Service Agreement can deliver enhanced value through an optional Performance Package. Trane is continuously collecting data from your HVAC system that can be streamed into a report to provide insight into the overall performance of your building. Based on a professional analysis of the report's findings, we can demonstrate opportunities for improvement. and recommend actions to help you achieve performance objectives for energy usage. operational efficiency, environmental impact, air quality and more. Additionally. as a Trane customer you can count on. ® Priority Response - as a Trane Service Agreement customer you will have service priority, above time and materials customers. © Advanced Diagnostics - Trane proprietary applications and ! technologies equip technicians to analyze system performance and make actionable service recommendations. 0 Trane OEM Service Delivery - ensures the right services are completely ;. and consistently performed to keep your equipment running efficiently and reliably. M Dedicated Trans Service Team - a local service team consisting of a Service Coordinator, one or more Service Technicians and an Account Manager, all of whom will be familiar with your service requirements. your HVAC equipment and your facility. WE VALUE THE CONFIDENCE YOU HAVE PLACED IN TRANE AND LOOK FORWARD TO WORKING WITH YOU. ff MAKE BdJ1LDi W AI:D W SE77ER f7JW ltFt MANE Building Services TRANE SCHEDULED SERVICE AGREEMENT Added Value Proper maintenance can save an estimated 12 -18 %* of your budget compared to a run -to -fail approach. A Service Agreement is structured to help you capture those savings. Research has shown that regula• i1i ;wi,_'1'Jr ' - ,_,J11: Cut unexm*d breaWowrs �y Reduce downtime by .. ....... . ... .............. ... _..,,...,,. > Lower equipment repairs arid maintenance costs by ...... Reduce energy consumption by ..............,......... . •mown: F16� c;wa �,+rw - ary A1w In addition to financial value. when you partner with Trane you can expect: 19 Dependability and Consistency Assigned Service Team - Your service team will consist of our professional Service Coordinator. Service Technicians, and Account Manager with extensive HVAC experience. Our technicians have a thorough understanding of controls. heating, refrigeration. and airside systems. Priority Response - Royal Poinciana Chapel Inc will receive preferred service status. Priority Emergency Response is available on a 24- hour - per -day basis. Automated Scheduling System - Trane utilizes a computerized scheduling program to ensure that all services included in the agreement are performed. Superior Service Delivery Trane's OEM Service Delivery Process ensures consistent quality through: • Uniform service delivery • Pre -job parts planning • Documented work procedures • Efficient and economical delivery of services • Emphasis on Safety & Environments I'Aak AL Mf 11i4{1E RKDWGS PYGWM71JR/MriL"- 7XWE Building Services t Superior Service Delivery (continued) Service Work Flow - Trane's industry exclusive service flow process includes detailed procedures that identify steps for: safety, parts, materials. tools, and sequence for execution. Trane's procedures also include steps for safety. quality control, work validation, and environmental compliance. This process assures a complete service event. No critical steps are skipped or lost Systems serviced in this way offer a higher degree of reliability and operational longevity. Trane's exclusive service procedures deliver superior service and must reliable outcomes at the most cost- effective price l Where applicable, Trane's exclusive service process meets or exceeds 1 ASHRAE 180 -2008 Standard Practice for Inspection and Maintenance of .f Commercial Building HVAC Systems. r Trane's proprietary program is unequalled in the industry. t Knowledge Transfer Documentation - Work performed on your equipment will be documented by the technician and reviewed with you at the completion of each visit. Operational System Optimization - Trane Technicians will review operating sequences and practices for the equipment covered by the agreement and advise you of operational improvement opportunities. Training for Facility Staff - Concurrent with annual start-up, your Trane Technician will instruct your operator huv to operate the equipment covered by the agreement. Q Health and Safety Safety Management Program - Trane Building Services employs several full time Occupational Safety and Health Administration (OSHA) 30 -hr certified safety managers who are available to perform safety consultations related to the service performed at your site. Our Safety Management Program includes monthly safety training for all Trane Budding Services field personnel. field supervisor jobsrte audits, technician job safety analyses, and other key risk assessments and control strategies. Personal Safety - Trane service technicians are. at a minimum, OSHA 10 -hr certified, or equivalent with yearly retraining on all key occupational safety and health topics. Most of our technicians have participated in - Smith Safe" driver training and are Department of Transportation (DOT) Hazmat certified. They are provided with up to date personal protective equipment (PPE), training on its use and limitations, and FR protective apparel. Trane maintains an industry leading position in National Fire Protection Agency (NFPA) 70E Electrical Safety. technician ergonomics and fall protection programs. Drug -Free Workplace - Trane service maintains a Drug -Free Workplace, with a robust drug and alcohol testing program. 0 RWE Building Services 0 Environmental Management Refrigerant Policy - Trane Building Services practices and procedures are compliant with all Federal and State laws and regulations concerning the proper handling, storage. and repair of leaks of ozone - depleting refrigerants and their substitutes according to Environmental Protection Agency regulation 40 CFR Part 52. Trane service technicians are Universal- certified and use only certified recovery equipment. Refrigerant Management Program - Trane Building Services maintains and uses Trane Refrigerant Management Software (RMS) to capture. manage and report Refrigerant Activity. The Refrigerant Activity Report Form is used by the technician to record all refrigerant activity that has occurred on each piece of equipment. The form data is entered into RMS after it is submitted to and checked by central office personnel. Annually, Trane prints a report from RMS of all Refrigerant activity that has occurred at each site_ The report details all refrigerant activity performed by Trane Building Services Technicians for each piece of equipment, and can be used to satisfy reporting requirements Oil Disposal - Trane Building Services removes used oil from your refrigeration units and disposes of it in accordance with applicable environmental regulations. Trane has a national contract with a leading provider of used oil services to recycle used oil where allowed and properly dispose of used oil which does not meet recycling requirements (in states where used oil is a hazardous waste, Trane will remove used oil from refrigeration units for the customer to arrange disposal). 0 Trane Intelligent Services With an active Trane service agreement and Tracer"" Building Automation System or other qualified controls, you are eligible for Trane Intelligent Services (TIS) A revolutionary integration of technology and Trane professionals. TIS monitors, analyzes and acts to improve the performance of building systems to support your business mission_ There are many TIS offers that serve a range of needs: Alarm Notification, Budding Performance, Energy Performance, Energy Assessment and Active Monitoring. These may be customized to meet your unique requirements. In addition to Alarm Notification. this proposal also includes the following Trane Intelligent Services offers: Tequesta Fire Dept, Scheduled Mechanical Service Agreement 3Yr Proposal ID' 2155909 B.dfdrry Services The Agreement TRANE SCHEDULED MECHANICAL SERVICE AGREEMENT SERVICE PROPOSAL FOR: Tequesta Public Sat+ety Facility r' 357 Tequesta Dr. I Tequesta, FL 33469 U.S.A. SITE ADDRESS: Tequesta Fire Department 357 Tequesta Dr. Tequesta, FL 33469 ' United States LOCAL TRANE OFFICE iR Trane U.S. Inc. �M ` 6965 Vista Parkway North :111 West Palm Beach, FL 33401 LOCH, TRANE REPRESENTATIVE. Amar Sukhai Call: (786) 423 -4196 Office: (561)683 -1521 PROPOSAL 101 AGREEMENT NUMBER 2155909 US COMMUNIT iES CON TRACT USC 15- JLP -02 US COIAMUNIT3ES PROPOSAL 40- 439658 - 16-002 DATE August 23. 2016 Alift 02016 Trane All rights reserved Page 1 of 11 Scheduled Service Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID 2155909 TRIG ME Building Services TRANE SCHEOt1LED SERVICE AGREEMENT Scope of Services — Standard Inclusions Provided in your Scheduled Service Agreement: Trane Scheduled Maintenance Scheduled number of specific service events and associated labor performed during Trane normal business hours as outlined in the Equipment Coverage and Services section of this Agreement. Basic materials and supplies determined necessary by the Trane Technician for the normal performance of Scheduled Adaintenance are covered by the annual fee and include grease, cleaning solvents, and wiping cloths. Refrigerant Management This scope includes: • Refrigerant Replacement at 05 of Charge per unit per year • Trane Technicians will capture and truck all refrigerant activity performed by Trane for each piece of Covered Equipment • Refrigerant Usage Reports can be generated annually Trane Laboratory Analysis The Trane Chemical Laboratory performs routine analysis and trending of oil, absorption solutions. and refrigerants as required. Equipped with this knowledge and Trane's extensive experience we can identify and head off potential system failures more definitively than service providers who depend on third party testing laboratories. Us Obtaining Service To obtain repair service within the Scope of Services, contact your local Trane District office identified on the first page of the Agreement by calling the telephone number stated on that page. The Trane District office identified on the first page of the Agreement is responsible for Trane's performance of this Agreement. Only Trane authorized personnel may perform service under this Agreement- For repair service covered under this Agreement. Trane will be responsible for the cost of transporting a part requiring service. Customer must reimburse Trane for services. repairs, and /or replacements performed by Trane at Customer's request beyond the Scope of Services or otherwise excluded under this Agreement. The reimbursement shall be at the then prevailing applicable regular, overtime, or holiday rates for labor, labour and prices for materials. Prior to Trane performing the additional services, repairs, andior replacements. Customer may request a separate written quote stating the work to be performed and the price to be paid by Customer for the work. (:02016 Trane All rights reserved Page 2 of 11 Scheduled Service Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal I0 2155909 MWEr Building Services The following is an overview of the scope of Trane's services to be performed on Covered Equipment. Items marked are included in this agreement. Annual Maintenance Inspection (1) on all equipment listed Operating inspections (3) on all equipment listed Scheduled Maintenance Labor Scheduled Maintenance Parts and Materials Emergency Repair Parts and Materials (labor provided at prevailing hourly rate) - included in full coverage option Emergency Repair Labor: Repairs will be performed on covered equipment during Trane regular business hours. - included in full coverage option Overtime Repair Labor for Emergency Failures (outside Trane regular business hours) - included in full coverage option Refrigerant Replacement 10`/0 of Charge per year- included in full coverage option Refriqerant Usage Reporting Please Note: Overtime Labor for Scheduled Maintenance, requested by customer, to be performed after regular Trane business hours, will be billed at $60.00 per hour, per technician. Specifically excluded under this agreement: • 10 Year Overhaul or 10 year'40.000 hour R'Newal Service if applicable • Repairs due to corrosion or erosion of equipment • Maintenance or repair of non - maintainable items (i.e. Piping, valves, insulation) • Power wiring. disconnect switches and circuit breakers • Crane or special rigging service required for repairs • Repairs resulting from acts of god (hurricanes. lightning etc) 072016 Trane A;1 rnlhts reserved Page 3 of t ; Scheduied Sefwce Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID 2155909 7 Buildirx� Services TRANE SCHEDULED MECHANICAL SERVICE AGREEMENT Equipment coverage and Services The following "Covered Equipment" will be serviced at: Tequesta Fire Department Mechanical System: E ui ment Qty Manufacturer Model Number Serial Number Condens Unit 1 Trane TTA 8o E, 3 0 _ 10485NEC Air Handler Unit 1 Trane MCCA012GA7 K02B24296 Condenser Unit Mini Split 1 nla n/a n/a Air Handler Unit Mini Split 1 n1a n/a n/a Description Quantity Per Term Annual Factory Recommended Maintenance 1 Quarterly Operational Inspeclicn 3 02016 Trane Ail rights reserved Page 4 of 11 Scheduled Servve Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID: 2155909 MWE BuildI Services TRANE SCHEDULED SERVICE AGREEMENT Customer Service Flows .� - �..., d< The following Customer Service Flows provide additional service description detail for Covered Equipment. Note: There may be differences per the agreement in the work being performed between sites and the equipment on those sites. Mechanical System: Condenser Annual Maintenance Description • Customer Notification • Initial Site Inspection • Review Diagnostics • Verify Line Voltage • Lock Out Tag Out where applicable • Acid Test • Electrical Inspection • Condenser Fan Check • Visual Condenser Coil Check • Low Temperature Sensor Calibration • Leak Test Inspection • hieg Compressor Motor(s) • Condenser Coil Cleaning • Remove Lock Out Tag Out and Restore Power • Start Unit • Complete Required Paper Work Q2016 Trane All rights reserved Page 5 of 11 Scheduler} Service Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID 2155909 TRIG NE Building Services Air Handler Annual Maintenance Description • Customer Notification • Initial Site Safety Inspection • Visual Equipment Inspection • Lock Out Tag Out • Electrical Inspection • Supply Fan and Motor Inspection • Meg Supply Fan • Condensate Drip Pan Treatment • Condensate Inspection • Air Handler Filter Inspection • Return Unit to Normal Operation • Manual Log With Electronic Device Air Handler Quarterly Maintenance Description • Check the general condition of the unit • Verity proper operation of the motor and starter. • Verify proper operation of the control circuit. • Verify smooth operation of the unit. • Provide a written report of completed work, operating log, and indicate any uncorrected deficiencies detected. Condenser Quarterly Maintenance Description • Check the general condition of the unit. • Verify proper operation of the condenser fan motor and compressor. • Verify proper operation of the control circuit. • Verify smooth operation of the unit. • Provide a written report of completed work, operating log, and indicate any uncorrected deficiencies detected. @2016 Trane All rights .reserved Page 6 of 11 Scheduied Serv.�c Agreement Tequesta Fire DepL Scheduled Mechanical Service Agreement 3Yr Proposal ID: 2155909 TRINE TRANE SCHEDULED SERVICE AGREEMENT Pricing and Acceptance Douglas Chambers Site Address: Superintendent Tequesta Fire Department Tequesta Public Safety Facility 357 Tequesta Drive 357 Tequesta Drive. Tequesta, FL 33469 Tequesta, FL 33469 U.S.A. United States Trane Service Agreement This Service Agreement consists of the pages beginning with the title page entitled `The Agreement, the consecutively numbered pages immediately following such title page, and includes and ends with the Trane Terms and Conditions (Service) (collectively, the 'Service Agreement" or 'Agreement"). Trane agrees to inspect and maintain the Covered Equipment according to the terms of this Service Agreement, including the 'Terms and Conditions," and "Scope of Services" sections. Trane agrees to give preferential service to Customer over non - contract customers. Service Fee As the fee(s) (the "Service Fees) ") for the inspection and maintenance services described in the Scope of Services section with respect to the Covered Equipment, Customer agrees to pay to Trane the following amounts, plus applicable tax, as and when due. OUR PRICING USES THE US COMMUNITIES CONTRACT 15-JLP -023 PRICING STRUCTURE AND APPROVED RATES. Mechanical I Straight Time S1321Hr 1 Cwerfrrrme S198IHr Holiday $264&& Contract Year Annual Amount l3i- Annual Contract T ype Year -1 $3,604 $1,802 Mechanical Inspection Onl Year -2 $3,604 $1,802 Mechanical Inspection Onl Year -3 $3,604 $1,802 Mechanical Inspection Onl 0 A one -time 3.00 % discount is offered for full payment of 1 year(s) in advance of the commencement of the Service Agreement. Invoice would be issued at start of the Agreement and is due net 15 days from date of invoice. Tax will be calculated based upon the pre - discounted price. The discount for advance payment is not applicable to credit card transactions. Please check the box for this option. In addition to any other amounts then due hereunder, if this Agreement is terminated or cancelled prior to its scheduled expiration, Customer shall pay to Company the balance of any amounts bitted to but unpaid by Customer and. if a "Service Project" is included in the Agreement, the Cancellation Fee set forth in - Exhibit A" Cancellation Schedule attached hereto and incorporated herein. which Cancellation Fee represents unbilled labor, non -labor expenses and parts materials and components. Term The Initial Term of this Service Agreement is 3 years, beginning October 1, 2016 and expiring September 30, 2019. However, Trane's obligation under this Agreement will not begin until authorized representatives --' I Dane and Customer have both signed this Agreement in the spaces provided below 02016 Trar►e All rights reserved Page 7 of 11 Scheduled Servee Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID: 2155909 MME B111/ding Services Following expiration of the initial term on September 30, 2019, this Agreement shall renew automatically for successive periods of 1 year (the "Renewal Tenn - ) until terminated as provided herein If you do not want to renew this Agreement for the Renewal Term, please notify Trans by telephone or by U.S. mail prior to the expiration date set forth in the preceding sentence. If any questions arise regarding this Service Agreement or how to cancel this Agreement. Trans can be reached either by telephone at or by direct mail addressed to: 2884 Corporate Way Miramar, Ft_ 33025. Renewal Pricing Adjustment The Service Fees for an impending Renewal Term shall be the current Service Fees (defined as the Service Fees for the initial Term or Renewal Term immediately preceding the impending Renewal Term) annually adjusted based on changes to the cost of service. The Service Fees for an impending Renewal Term shall be set forth in the service renewal letter furnished to Customer. Cancellation by Customer Prior to Services; Refund If Customer cancels this Agreement within (a) thirty (30) days of the date this Agreement was mailed to Customer or (b) twenty (20) days of the date this Agreement was delivered to Customer, if it was delivered at the time of sale, and if no Services have been provided by Company under this Agreement, the Agreement will be void and Company will refund to Customer, or credit Customers account, the full Service Fee of this Agreement that Customer paid to Company, if any. A ten percent (10°x) penalty per month will be added to a refund that is due but is not paid or credited within forty -five (45) days after return of this Agreement to Company. Customer's right to cancel this Agreement only applies to the original owner of this Agreement and only if no Services have been provided by Company under this Agreement prior to its return to Company. Cancellation by Company This Agreement may be cancelled during the Initial Term or, if applicable, a Renewal Term for any reason or no reason, upon written notice from Company to Customer no later than 30 days prior to the scheduled expiration date and Company will refund to Customer, or credit Customer's account, that part of the Service Fee attributable to Services not performed by Company. Customer shall remain liable for and shall pay to Company all amounts due for Services provided by Company and not yet paid. This AgnariwM is subject to Customer's acceptance of the attached Trane Terms and Conditions (Service). Submitted By: Amer Sukhai Cell: (786) 423 -4196 Office: (561) 683 -1521 Proposal Date: August 23, 2016 CUSTOMER ACCEPTAN E TRANE ACCEPTANCE Authoriz Repres tative Authored Representative Printed Name Title: Services - Acvount Manager Tale _ Mak D"' Signature Date: August 23. 2016 Purchase Order _ Acceptance Date 11 1��1��Q License Number: CACO23495 02016 Trane All rights reserved Page 80f 11 Scheduled Service Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID 2155909 RWE 8urfding Services Terms and Conditions (Service) - Company" shall mean Trans U.8. Inc. for Company performance in the United States and Trans Canada ULC for Company performance in Canada, 1. Agrownent TrneSe tennis and condw"%i "e *fns') are an ntt!ryaf pan of Company offer and farm the basis of any agreement (the'Agreemenl ") resullrg from Company's proposal (the 'Propo -wwt for the following comm:roal services as RWAd in the Proposal (collectively. the'Servieas') Inspection, maintenance and repair (the Ab ritenance Services) on equipment (the 'Covered EquprrrYnt'), specified Additional Work (if any), and, M included in the Proposal, Intelligent Services, Energy Assessment, Energy Plerfbrmance Solutionhs, and arty other services using remote connectivity (collectively and individuality n*wred to in these Terms as 'Energy and &akting Performhanc& Services'). COMPANY S TERMS ARE SUILIECT TO PERIODIC CHAMW OR AMENDIAEW- 2 Acceptance. The Proposal is subrd to acceptance m *rang by the party to whom this offer is made or an authorized agent ( Custorner) delivered to Company watts 30 days from the date of die Proposal. If Cussoerer accepts the Proposal by planing an order, without the addiaon of any other terms and oondniom of sole or any other modfrcabort Customer's order shad be deemed acceptance of the Proposal subled to these Terms and Conditions. K Customer's order rs expressly conditioned upon Canpeny's acceptance or asserrl to terms arv" conditions other than those expressed herwn, return of such order by Company with Corpanys Terms and Conditions attacried or referenced serves as Company's notice of otlecaeon to Custanars termR and as Company's courder-offer to perform in accordance with the Proposal and Company Tams and Conditions. t Customer does not reject or obyect in writing to Company within 10 days, Company's counter -offer will be deemed accepted. Customer's acceptance of performance by Company wd in any evert constitute an acceptance by Customer of Company's Terms and Condtwis This Agreiemerd is sugesi to Credit approval try Company Upon dkapprovel of credit Company may delay or suspend performance a, at its option, renegotiate prices andror Terms and Concli6ons +doh Customer If Company end Customer are unable b agree on such revisions, this Agreement shell be cancelled without any Rabidity, other than Customers obligation to pay for Se4wi s provided by Company to the data of cancellation. 1 Feas and Taxes. Fees for the Set,, ices ithe 'Service Fees - are as set forth In the Proposal Except as Wtrenr,tse states in the Proposal Se4vhce Fees are based on perfonnarce during regular Wiliness hours. Charges for performance outside Company's normal busirhess hours ehek be Fred separately according to then prevadrrg overtime or emergency laborlabour rates In addition to the stated Service Fees, Customer shall pay 91 taxes not Rgaay required to be paid try Company a, alternatively, shall provide Company with an aca!ptable tax exemption cerbFKate. l Payment. Payment Is due upon receipt of Company's Invoice. Service Fees shall be paid no less frequently than quarterly and in advarice of performance of flhe Services Company reserves the right to add to any account outstanding for more than 30 days a service charge equal to the k±sswr of the maximum allowable legal interest rate or 1 5% of the principal amount due at the and of each month. Without liability to Customer. Cornparhy may discontinue perl0nnangC vufinenevcr paymhrrrtt is uvertXaer Customer shat pay sA Doers ('rrduriing attcrrreys• tees? incurred by Company in attempting b cc lecd amounts due of otherwise erdorcw g this Agreement. & Customer Breach. Each of the (drowning constitutes a breach by Customer and shall gyve Company the right. wUro.d an election cif rismedws, to suspend perfomair" or terroinate this Agreement bry delivery of written notice declaring termnaboin. Upon lerrninaton, Customer shall be sable to the Company for as Serooes funrshed to dale and ell damages sustained by Company (ndudoin lost profit and overhead): (a) Any ladtre by Customer to pay arnourtts when due. (b) any general assignment by Customer for the benefit of its creditors. Custaners baruniplcy. insolvency, or recewwership, (c) Any represanatian or warranty furnished by Customer in connection with this Agreement is false or misleading in any malenat respect when made. or (d) Any fature by Customer to perform or comply with any awAsdal provision of this Agreement. 8. PeAommnce. Company shalt perform nine Serv"S in accordant* with industry star iateS generally applicable in the slate of province wtiire the Services are performed under similar crcunstances rdmerh Company perkxrrs the Seraces. Cornpsrty muay refuse to pedio m where "king condtoaus could endanger property or put people at resk Untees otherwise agreed by Cusicaw and Company. at Customer's expense and before the Services begin. CuMomar will provide any necovsary access platforms, catwaiis to safely perform the Services in corrprance with OSHA, statet or provincial indu - trial satiny reguialtons or any other appltoege e4uslhal safety 3landards or guidelines This Agreement presupposes that all major pieces or Coined Equipment ere in prioper operating condition as of the date hereof. Services Gmshhed are premised on the Covered Equipment being in a maintainable condition. In no evwd shall Company have any obligation to repixe Covered Equipment that is no longer mar danable. During the h t 30 days of this Agreement, or upon initial irrsTiection. andbr upon aCasonal start-up If included in the Servitirs), t an ■hspecticn by Cor4mny of Covered Epuivre±d intkcatas rcpiirs or replacement is required, Company will provide a %wittirt Qtxunon for such repairs or reptaoernant. If Customer does not authorze such repairs or replacement, Company may remove the unacceptable equipmera from the Coveted Equipment and adjust the Semce Fees acowdr►gly Customer authorizes Company to utilize Customer's telephone Iine of nehhvxk Irikastruicture to connect b cocmafs, systems andar equipment provided or serviced by Company and to provide Services contracted for or otherwise tequested by Customer, including temole diagnostic and repair service. Customer acknowledges that Company Is not rtsporrS4!@ for any adverse impact to Customers communications and network infrastructure Company may elect to nvalllattach to Customer equipment or pro e4e portable devices (hardware and'ar saBwaie) for execution of control or diagnostic procedures. Such da•rices shall remain the personal proprietary property of Company and in no even shaft became a facture of Customer locations. Customer shall not acquire any interest We or equity in any hardware, so ovare, processes, and other inteledual cc prepxasary egMs to devices used in connection mw•h the Services on Cuslemer equhpment. Company may remove such devices at its discretion Parts used for any repairs made will be those selected by Company as suitable lot the repair and may be parts not manuifactured by Company T. Customer Obligations. Customer shall (a) Provide Com.parry reasonable and sate access to the Covered Equipment and areas where Company is to work: (b) Follow manufacturer reto mmendatimorts concerning leardvrvn and internal inspection, major overhaul, restoration or refurtxshiing of the Coveted Equipment: union expessly stated in the Scope of Servhoes suternent, Company is not podomwrg any manutackwor recommended leardown and Intemhar inspection, major overhaul, restoration or ref trbishing of the Covered Equipment and (c) Where applicable, unless .rater treatment is expressly included in Cie Services. provide professional cooing bower water Ireatment a accordance with any reasonable recommendations prupAded by Company 8. Exclusions. Urness expressly incliuded in the Covered EiVopment or tie Services, the Senoic is do not Include, and Company shalt not be responsible for or liable to the Customer for any claims, losses• damages or experses suffered by the Customer in any way carineded with, relating to a argng from, any of the following: (a) Any guotanlee of room conditions or system perfcrrnan". (b) Inspection, mairaenancis. repair, replacement of or services for chilled water and condenser water pumps and piping, elecrica disconnect switches or circuit txeakers, motor starling equipment that is nol factory mounted and interconnecting power wiring recofding or portable iron nrnh, gauges or thernronioAtim; non-moving parks or ntin maitNainads parts of the system, including but rid "Lod tit, storage tanks, pressure vessels. Rhels, calls. tubes. nouusings. casdirhgs, casings, dram pans, panels, duct work piping- hydraulic, hydranic. pneumalkr., gas. or refrigerant: insulation: pipe covering: refractory malenal: fuses, and cabinets. electrical *kung, ductwork or corrmrlt eledricel distribution system. hydronic structural supports and vnilar items, the appearance of decorative casing or cabinets: damage sustained by other equipment or systems: and or any failure, misadjustment o g design deficiencies in other equipment or systems: (c) Damage, repairs or repboemerl of parts made necessary as a result of electrical power failure, row vatage. bumed out mein or branch fuses, low water pressure, vandalism, rrrsuse a abuse, wear and taw. end of We failure, WSW damage• improper operation. unauthorized alteration of equipment, accident. acts or omissions of CWomuer or others. damage due to freezing weather, rata ity. mafcious act. or any Evert of Force lit Vauro, (d) Any damage or maltuwbon resul" hen vitiraUcn, electr*toc action freezing, c ntarnambon. corrosion. eras or caused by scale or sludge on n,ramal tubes except where -valet tre•.atmant proloc:U3 h services are provided try Compan y as part of Otis Agreement: (e) Furnishing any items of equipment, aaenal, or laborhaboue, or performing sfecial tests recommended or required by insurance companies cc federal, state, or local govermrentsc (f) Fadure or inadequacy of any structure or flundation supporting or surrounding the equipment to be worked on or any patron thereof: (q) Buiidiny accts of olle+atdons that might be necessary to repave or replace Customer's eicistrhg equipmenr. (h) The normal function or Ujvting and stopping equipment or the op erung and dosing of waives, dampers or reguLV -.x•s normally Inslalpd to prolecl equipment against damage, (i) Valves dui are r it factory 0)2016 Trane Ad rights reserved Page 90f 11 Scheduled Service Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID 2155909 mounted. balance. slop, control, and other valves external to M device unless specicady included in the Agreement. () Any responsibility for design or redesign of the system or the Covered Equpmhent. obso49--cence safety tests or removal or reinstallation of valve bodies and dampers; tk► Any services, Gains, or damages arising out of Ctntornas faaure to comply wrVl is oNigrltions urn In thin Agreement p) Failure of Customer to WOO" mannufa curer recommendations concerning Wardown and internal inspection o.w i%3ul and relwUistwrg of equipment; (m) Any claims. damages, Tosses, or expenses, anwg tram or related to conditions that existed n. on. or upon the prarreses before the effective dale of this Agreement I Tre- Existing Conditions'). including, wiUwtA lim"tion. damages. losses, or expenses involving pre - existing bnclding envelope issues, mechanical issues, pkrnbwp issues, andbr rxlcor at Quality issues involving moleYnould ndror fungi: (n) RepawneM e( refrigerant is exr:lWed. unlgS repgaltmanl of mfrlgerart is expressly stated as included ioeon the Services, in wlrch case replacement shalt an no event exceed she stated percentage of rated system charge per year expressly stated in Vie Services; (o) crane or rigging costs; (p) Any Services. clams, cc damages arising art of reingerant not supplied by Trans. Customer shall be responsbie for (i► The cost of any additional replacement refrigerartt. (i) Opesabon of any equipment. and ;ii) Any claims- damages losses. or expenses arising from or teLite9 to work done by or services pro bW by individuals or entities OW are not empic by of hired by Company 9. Limited Warranty. Company warrants that (a) the material rnar0actnred by Company and provided to CustuTw in performance of ?w Sefioces is free Isom defects in rnalerial and manufacture for a period of 12 rnonins from the earlier of the date of equipment start-up or replacement and (W the laborrtabour portion of ttw I.+ arirnance Services and Additional Work has boen aropedy performed for a pe+tod d 90 days from dair of complelion (the Timsted W anaMy'1 Company obligations of equipment start -up. 9 any are stated in the Proposal, are coterminous with One Limited Warranty period. Defeats must be reported to Company within the Linifed Warranty pw+od. Company s atifigabon under the Limited erfarrenty is limited to repaiing a replacing the defer a +e part at its Option and to correctkg any Iahornabour improperly performed by Company No katilluy wthatsoever shall attach to Company until the Maintenar%re Servrces and Additional Wort fwre been paid ice in Out Extkusions from this Warranty include claims, bssas, damage.% and expenses in any way conowled with, related 10 or ansmg from failure or malfunction of equipment due to the falontig wear and tear: end of We failure: corrosion erosion; tietermoralion; Customers failwe to follow the Company- arovWed maintenance ptan; unauthorized or mpropee maintenance. unauthorized or imp+oper pans or material; rakngerant not supplied by Trans; and modsttcabom made by others 10 equipment Company shad not be obligated to pay for the cast Of lost reftVasant or lost product Some componerris of equipment rnartulaclured by Compvr may be wRxnanled drecty from the componenl svppiier, in which case this Limited Warranty shLad rror apply to those components and any warranty of ivr h components snap be the warranty giv% -n by robin ciompcmard supplier. Notmilh tanding the foregoing all hvarrartia; provided herein terminate upon termind4xx+ or canceIWOon of this Agrtdmert Equipm +nt materiel ardlor pals that are r..,l rnanufaciered by Company are nut warranted by Company and have such warranties as may be extended by the respecer a rnsncdacturer THE REMEDIES SET FORTH M 7it9 LIMITED WARRANTY ARE THE SOLE AND EXCLUSIVE REMEDIES FOR WARRANTY CLAIMS PROVIDED BY COMPANY TO CUSTOMER UNDER THIS AGREEMENT AND ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES, LIABILITIES, CONDITIONS AND REMEDIES, WHETHER IN CONTRACT. WARRANTY, STATUTE OR TORT (INCLUDING NEGUGENCE), EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ANWOR OTHERS ARISING FROM COURSE OF DEALING OR TRADE. COMPANY EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES ENDORSEMENTS OR CONDITIONS OF ANY KIND. EXPRESS OR IMPLIED. INCLUDING ANY IMPLIED WARRANTIES OF QUALITY. FITNESS MFRCHANTAFMI.TTY, DURABILITY AND'OR OTHERS ARISING FROM COURSE OF DEALING OR TRADE OR REGARDING PREVENTION BY THE SCOPE OF SERVICES. OR ANY COMPONENT THEREOF. OF MOLD-MOULD. FUNGUS, BACTERIA, MICROBIAL GROWTH. OR ANY OTHER CONTAMINATES. C04VPANY EXPRESSLY DISCLAIMS ANY LIABILITY IF THE SCOPE OF SERVICES OR ANY COMPONENT THEREOF IS USED TO PREVENT OR INHIBIT THE GROWTH OF SUCH MATERIALS. THE ENERGY AND BUILDING PERFORMANCE SERVICES ARE PROVIDED ON AN "AS IS" BASIS WiTHOUT WARRANTIES OF ANY KIND, 10. Indemnity. To the maximum extent permuted by law, Carr.: -y and Customer shad irnlamnlfy and hold harmless each utter from any and all clahnha, actions, costs, expenses, damages and liabilities, including reasonable attorneys' fees, ruing from death or bodily injury or damage b real or personal property, to the extent caused by the negiiaence or misconduct of the indemnifying pasty. andior its respective employees or other authorized egh!nts in cznnnnelion with theft "vhtie% within The scope of this Agreement. Neither party Shall indnemnify the other against claims, damages, expeOWS Or (ial dices to the extent attrtbuttable to the acts or omissions d the other party or third par!I". If the parties are both at fault the o06garbon to Ind emni fy shat be proportional to their relative fault The duty to indemnity and hold hamtless will conlirrue in full force and effect, notwithstanding the expiration or Party sermnathon of this Agreement, with respect t to any clams based on facts or cor"hons that incurred prior to e■pralnn of lerminabon of this Agreement. 11. UmltaUon of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY, NEITHER PARTY SHALL BE LIABLE FOR SPECIAL INCIDENTAL, INDIRECT. OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY KIND (INCLUDING HATHOUT LIMITATION REFRIGERANT LOSS. PRODUCT LOSS, LOST REVENUE OR PROFITS, OR LIABILITY TO THIRD PARTIES), OR PUNITIVE DAMAGES WHETHER BASED IN CONTRACT. WARRANTY, STATUTE, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, INDEMNITY OR ANY OTHER LEGAL THEORY OR FACTS. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE TOTAL AND AGGREGATE LIABILiry OF THE COMPANY TO THE CUSTOMER WITH RESPECT TO ANY AND ALL CLAIMS CONNECTED WITH, RELATED TO OR ARISING FROM THE PERFORMANCE OR NON - PERFORMANCE OF THIS AGREEMENT. WHETHER BASED IN CONTRACT, WARRANTY, STATUTE, TORT (INCLUDING NEGLIGENCE). STRICT LIABILITY, INDEMNITY OR ANY OTHER LEGAL THEORY OR FACTS, SHALL NOT EXCEED THE COMPENSATION RECEIVED BY COMPANY OVER THE 12 MONTH PERIOD PRECEDING THE DATE OF OCCURRENCE FOR THE SERVICES AND ADDITIONAL WORK FOR THE LOCATION WHERE THE LOSS OCCURRED. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DAMAGES (WHETHER DIRECT OR INDIRECT) RESULTING FROM MOLDAHOUL.D, FUNGUS, BACTERIA, MICROBIAL GROWTH, OR OTHER CONTAMINATES OR AIRBORNE BIOLOGICAL AGENTS TO THE MAXIMUM EXTENT ALLOWED BY LAW. COMPANY SHALL NOT BE LIABLE FOR ANY OF THE FOLLOWING IN CONNECTION WITH PROVIDING THE ENERGY AND BUILDING PERFORMANCE SERVICES: INTERRUPTION. DELETION. DEFECT, DELAY IN OPERATION OR TRANSMISSION. CUSTOMER'S NETWORK SECURITY; COMPUTER VIRUS: COMMUNICATION FAILURE; THEFT OR DESTRUCTION OF DATA. GAPS IN DATA COLLECTED; AND UNAU iHOR12ED ACCESS TO CUSTOMER'S DATA OR COMMUNICATIONS NETWORK 11. AslNilos and Hazardous Matenfab. The Services expressly exclude any ldvr I *KatK a:Datemtent, Ue,BrNp. OOnt(ol. deposal, rtnhpval or other work t:Unrv_�IE:d with ante- nos polychkxura/ad tipXhenyl ( ° PCB'), or r,tlhei hazardous rnalrroh ¢colaclwefy, 'Hazardous Halm#% "). Custxra3 warrants and represents that there are no Hazardous Mat mats on the premises that will in any way died Company's performance. except as set forth in a vatting signed by Company disclosing the existence acid location of any Hazardous EMaeasiats in all areas within which Company wi the performing. SAould Company become aware of or suit the Wesence of Hazardous MatedaJS. Company may immediately VAp +irk in the aftecfed aria and notify Customer Customer will be responsible for correcting the condition in accordance with ad applicable Laws and regulations Customer shag be exclusivety respoxhsible for and shall indemnify and hold harmless Company (irxludng its employees. agents and subcontractors) from and against any loss. claim, liability, fees, penallimm "Lary (including death) or iabky of any nature, and the paHrneril thereof, arising out of or relating to any Hazardous Materials on or about the premises. not brought onto the prem.s" by Company Company shall to required to resume performance cxdv in the absentia of Hazardous M,ateriafa cx when die affKled area has been rendered harmless. In no event shelf Company be otAgaled to transport or handle Hazardous Materiels, prwde any riat,tes to any gDeermtental agency, or examine the premises site for the presence of Hazardous Materials. 11 Insurance_ Company agrees to maintain the following Insurance during the term of ties Agreement wish hoWs not less than shown bekrw and will, upon request from Custornet. provide a Cerebcane, of evdencing bra foiawrg ccivi rage: Commercial General Uabdity $2,000,000 per ooxurrence Auhtomobile Li.abhily $2,000.000 CSL Workers Compensation Statutory Limits II Customer funs reep*n bed to be nanved as an addltfonal ruarn d under Company's neusance policy. Company nil do no t*A oil/ sutlect to Company's manuscript jddi tonal insured endorsernenl under as primary Camrnercyal General UaOMity peoliches. in no evert does Company or As insurer waive rights of subrogation 14. Force Maleura. Company's duty to perform under this Agrcrmhrrn A contingent wxn the non- occurrk nce of an Event of Force Ma(CUre If Comp any is unable to carry out any miate?nal obligation under this Agreement due to an Event of Forcer Maleure, this Agreement shelf at Companys etec% (i) remain in effect but ConVairi s obligations shall be suspended until the uncontrollable evert terminates or (ii) be tertrhnaled +pan 10 days notice to Customer, in which evert Customer she/ pay Company for all path of the Services furnished to the date of termmnaficn. An 'Ewri of Force Majeurs' that mean any cause or event beyond to co ntrhol of CPmpiiny Without trotting the tonego g "Event of Force Maleura' tnnlvdeK: acts Of (sod, .acts of tetrorlsm, war or the public esnem flood; earthquake: bghk*kg; tomado; storm. fie; n e; civil disobedience pandemic, insurrections. nofs. taborliabow drepu les, taborAebour or "m al shortages from the usual sources of supply, sebolwp: restraint by court order or ptd)bc authority (whefhrs valid or invalid) and "an or non- action by or rhabiity to obtain or keep in force the necessary govetdnmrertaf aAnorizations. Permits, icensas, 17ertificate5 or approvals if riot caused by Company, and the requirement of any appllrabte govenvrheni in any manner thal c*.rens aahter the rnalenal cc Uhe finished product to the direct or Indrert benefit of the governmeM 02016 Trane All rights !eserved Page 10 of i 1 Scheduled Service Agreement Tequesta Fire Dept. Scheduled Mechanical Service Agreement 3Yr Proposal ID 2155909 15. 6lainufutroce Servion tither Than Solely Scheduled Service. If Company's I.Lonter•rence Services hareunder are nor limited solely to Scheduled Service, the fttiowtng provisions shall also apply: (a) Required resWalion shall be perfomied by Customer at its cost prior to Company beeng obligated to perform hereunder (b) airy changes, adiusbrients, service or repairs made to the Equipment by any party other &ran Company. unless approved by Company in writing. may. at Cornparry's option terminate Company oblgatktn to render further service to Me Equipment so allecxed. in such case no refund of any portion of the Service Fees shell be made: and (c) Customer shall (i) promptly folly Company of any unusual performance of Equipment, (r) permit orgy Company personnel to repair or adjust Equipment arddor controls during the Term or a Renewal Term, and (w) utilize qpMed personnel to pnoparly operate the Equipment in accordance with the opgicatile operating marv3als and recommended procedures. 16. Ratnob Connectivity. Customer grants to Company the right to remotely connect (via phone modem. trhlarriiei it other agreF -d upon means) to Cvsktrnirs building automation system (BAS) and or MIAC equipment to vew, extract, or othervnse collect and retain data from the BAS, HVAC equipment or other building systems, and to diagnose and remotely make repairs at Q✓Aomees request. 'PQ Intelligent Services, Including any reports and Most information Company provides. are intended to provide operational assessnhdns and reaommemUscins. Electronic Manibortrhg Any electronic niortllofkg Company perf"" is undertaken solely to enable Company to collect the data and perform any analysis included in Companys Services Customer skeet Mqi Company is not kable for nabifAy to perform and'or losses that may occur in cases of malfunction or nonfunctioning of communications equtipmerLL "VAC and ocher equipment, the energy marmagement wystem. failure to identify equipment or system perrorhan ce issues, fallum to recommend corrective action. or ottherwtse related to the mhonitioring or Customers equipment and building systems. Daum Collected_ Customer hereby grants to Company the rrevocabte perpeluali nionexciusive, wcrs0mcle, royalty-free right all license to use, reproduce, display, distibute - riernally on e xlemagy and prepare dive works based upon any such data Corhpamy collect from CusLi mer. Company shall not use or publish such data on any way that identdies Castornmer as the source of that data without Customers prior written consent The data Company will collect from Customer will not ncfide any personal or individual Information . Upon Customer's written request. Company har7 endeavor to pcivx* sin electronic copy of data collected Irom Custcrieo, subject to availability For Energy and Duk!iirig PeAormance Services (exnept Energy Assessments and digital assessments). Company wUl use comc tchaly reaso nabhe efforts to store Customers data for up to 18 months. Company carnal guarantee the a,raitabikty of the data Data Privacy and Security. Company has implemented various security measuves for the purpose of protecting Customeor s data against accidental or unlawful access, unauthorized dhsciosure, loss, destruction, and alb! a on. Customer is responsible for maintaining the coMidentlality of Custoner's tile names) and password(s) Customer is responsible tot ail uses of Customer's pa ssword(s), vowther or not authorized by Customer. Customer must rdorm Company Immedretety of any unaudxAzed use of Customer's user name(s) or passvvads). Transmission of data over the Internal by its nature entails the use of systems under the control of third parties, and as a result Cahrrpany cannot erhsta•e total control of the security of such srstams. Company mil take commercially reasonable olli to &%sure that data and other rtxmigural;srh parameters are not wsible or accessed by other customers Customer acknowledges inert me very nature of communication vsa the Internet restricts Company from offering any guarantee of the privacy or contdentuaiity of Information retatng to Customer passing over the Intemet. In gaining access via the Internet Customer also acknowledges and accepts that elecirorrc communication may not be free from interference by unautoohzed persons and may not remain coo onMial. Cuslooner therefore accepts that accezis and savage d data is at Customer's own risk Comtar y will notify Custarmw of any breach in security d which Company became aware. Any breach In privacy of which Customer become aware should be reported by Customer to Company imrne0iatety. Company dues not dosciose Customer's information to third parties for their marrke" purposes. twit Company does use third party software and senithes to assist Company arch collecting and analyzing inf7n+a40n Company may also disclose Ctmlorner's nbrmaidon it required M do so by law, In which case, Company would inform Customer of such disclosure 17. General. Except as provided below, to the maximum extent provided by taw. this Agreement is made and ages be interpreted and anio ntsd in accordance with the laws of the state or province in which Company performs the Services. Any rtiisprla_ arising under or Mating to this Agreement shall be decided by litigation n a court of competent prisdumn bcaied in the state a pwmce in which the Services are performed To the extent the pr emises are owned arid�or operated by any agency of the United Slams Federal Goveavnenl. determination of any subslantrve issue of taw shai be acrordng to the Lvwed stalls Federal common law of Government c ontracts as ero nclated Bind applied by United Stales Federal judicial bodies and boards of contract appeals of the United States Federal Goverirment This Agreement contains all of the agreements, representation and understandings of the parties and supersedes ant previous understandings, cammitiments or agreements, pat or written. related to the Setrotces. K any term or condition of ithzs Agirsam ent is invallid, illegal or incapable of being anfome-d by any rule of law, all other Terms of this Agreemrnt will nevarhein7Rs remain in fug forma and effect as long as the economic or legal substance of the transaction contemplated hereby is riot affected in a manner adverse to sty party hereto. Customer may not assign, transfer, or convey this Agreement, or any part hereof. without Ve written consent of Company. Subject Io the foregoing. this Agreemrntt shall bind and inure to the benefd of the Imes hereto and their permitted successors and assigns This Agraerm may be executed in several counterparts. each of which when executed sha be deemed to bean ongnal, but all together ;hail constitute but one and the same Agreement A fugy executed facsimile copy hereof or the se &wal counterparts shall suffice as an anginal. Customer may not assign, transter. or convey this Agreement, or any part hereof, or as right, title or interest herein, without the written consent of Company. Subject to the foregoing. this Agreement shag be binding upon and aura to the benefit of the parties' respectrve successors and assigns. No failure or delay by the Company in enforeKr4 any right or exeldsing any remedy under this Agreemenl shams be deemed to be a waiver by it* Company of all, rW or remedy. fa. Equal Employment Opporltst"Affirmabve Action Clause. Company is a federal contractor that complies fully with Executrve Cider 11248, as amended, and the applicable regulations crrvainad in 41 C.F.R. Parts 60 throagh 60-60, 29 U.S.G. Saoion 793 and the applicable regutaoans contained in 41 C F R Pert 60.741; and 38 U.S.C. Section 4211 and the appEtads teg"ienf contained in 41 C F.R. Part 60.250 Ewubve Order t 3496 all Section 29 CFR 471, apperift A lo subpar A, regarding the notroe of employee nghhts In the Unwed Stars and with Canadian Chaner of fights and Freedoms Schedule B to the Canada Act 1982 (U-K) 11682_ c 11 and applicable Provincial Hurnan Rights Codes and t4rooymerd law in Canada. it U.S. Goverramrit Services. The fbgowing provision opppes only to direct sits by Company to 1M US G*vornmont, The Paar6" ec*mk%%dge that all hems or saroces ordered and delivered > rider Mrs Agreement are Cunmerclal gems wi defrw_d under Part 12 of ttw- Feel; -cal Aoquiscitgn Ragufation (FAR) In particular, Companty agrees to be bound only by those Federal contracting clauses that apply to 'eommercrai' acid that are co r ained in FAR 52 212 - 5(e)(1). Canparry complies with 52.2185 or 52 219-9 in its ser-me and installation contracting business The following provision applies only to Indirect Wes by Company fo the US Governinerit. As a Comrneresal them Subcontractor. Crwrg - any accepts only I mandatory tow 3owm provisiord 52.219.8. 52.222.26; 52.222.35, 52222.36. 52.222.39; 52,247 -64 it the Services are n connection with a U S Go.c+nment contract. Customer certifies that it has provided and will provide current, accuurafe, and eompiete inform anion. representations and certifications to all gcvemment officials, ndurirg but not hailed to the conlacling officer and officials of the Smal Business Admrrsaralton, on all matters rotated to the prime cowjwt including but not smiled Po all aspects of 4s ownership, eligibility, and peAormance A"hing Irervin rtQtvritrti8 yy ig. Company viii harm, too obligations to 0-vomw unless and carte Ou provides Company woth a true, coned and conipiep executed copy of the prime contract. Upon request, Customer will pro+ade copies to Corr -Kiny of all requested written commuroottoft with any goverrvhenl official related to &rte prime contract prior to or concunent with tie exe':ution thereof, inciud�h j belt not hinited to any commuracabons related to Customer's ownership, a igibhhty or performance of the prime contract. Customer wt chain written authorinotron and approval loom Company prof Io providing any government official any idiom nation about Company's performance of the Seances that are the subyKt all the Proposal a this Agreement odw than the Proposal or trvs Agreement. 20. UmNted Waivior of Sovereign Immunity. K Customer is an lr dra-h tnbe (in the U S ) of a Forst Nation or Band Couaia7 (n Canada). Customer, whether acting in its capacoy as a governmert, go oorirntadai entity, a duty oroanized corporate entry cr otiherwise. for itself and For its agents. successors. and assigns: (1) hereby prveides &mfrs lir>nited w ter or As sovereign immunity as to any damages, Bairns, l aws uit, or cause d lotion (herein - Action`) brought against Customer by Com;%any and arising of alleged to arse out of the kadshing by Company of ar, y product or service under this Agreement, wtether such Action Is based in contract Port, strict liability, civil (mobility or any other legal theory. 42 agrees that ju nsdretion and venue ter arty such Action shat be paper and valid (a) it Customer is in the U.S, in any state or United States cart booed in the state in wttich Comparry is performing this Agreement or (b) if Customer is in Canada. in the superior court of rho province or tenstory In which the work was performed (3) expressly consents to such Action, and wanes any objection to )Irtsotcllon our vents- (4) waives any requirement of exhaustion of U bal court or admihistratue remedies for arty Acton ansing out of or related to this Agreement, arrd t5) expressly ackrawied9as and agrees that Company is not subject to the junsdm:boh of Customer's tnbd court or any similar tribal forum, that Cuatorner will rvot fang ainy action against Company in tnbah coven. and that Customer will not avail itU f of any ruing or dreCtion of the may court permitting or dteciing it to suspend Is payment of other obligations under this Agreement The ind dkial signing on behall of C rsfsxner warrants and iepfrewiti that such individual is AAy au&horized to provide Ih><s warier and enter into this Agreement and that trvs Agreement cor>saitutes she valid and tecpilly btrdirq obligation of Customer, entcrceable in accordance with its terms. 1.26.13p -7 (0415) Superted" 1.26 130 - 7(1114) 02016 Thane All rights reserved Page 11 of i t Scheduled Service Agreement 7W Appendix 8u�it� l�cr�ss COMTEMTS: Safety d dfi 7R/WE' Safety Building Services F Trane's Safety Standard Trane is committed to providing a safe work environment for all employees and to preventing accidents in its business operations. To accomplish our objectives Trane has instituted safety programs, procedures and training that incorporate a progressive approach to injury prevention. Proven Safety Success Trane's safety culture in North America is unparalleled in the building services industry and has demonstrated proven results via continuous reduction of injury rates. Trane Injury Rates v. Industry Competitors Since 2003 the US Bureau of labor Statistics records reflect Trane s Total Recordable Rate (TRIM and Days away from work (DAFW) rate have been significantly lower than HVAC repair and maintenance contractors and Specialty Trade contractors (construction) Trane's safety culture in America is unparalleled in the building services industry and has demonstrated proven results via continuous reduction of injury rates. Trane's incident (OSHA) rates are consistently 50 -70% below the industry average - This outstanding safety achievement is the end result of the rigorous team oriented approach to our safety program that creates accountability and empowerment in all employees and management and fuels our institutional safety culture. This is the key to our continual improvement. Safety Tools, Training & Expertise Trane's service and contracting technicians are not only among the most skilled in the industry they are also extensively trained in safe work procedures. Our technicians receive safety training. equipment. tools. procedures, and management support to identify jobsite hazards and take appropfiale measures to prevent personal injuries. The resources available to Trane technicians include: Safety Training - 20 hrs per year, including classroom and web -based platforms. - Topics include, but are not limited to, LockouL'Tagout, Confined Space Entry, Hazard Communication, Respiratory Protection, Hearing Conservation. Excavations, Scaffolding, Rigging, Powered Industrial Truck operation. Ladders, Vehicle Safety, Fire Protection, PPE, Emergency Response. First Aid / CPR. • Electrical Safety - NFPA 70E compliant -- electrical PPE: flame- resistant clothing training. • Fall Protection - full complement of fall arrest and fall restraint equipment for each technician. • Ergonomics - custorn- designed for HVAC field technicians. includes training, material handling equipment and procedures. NF MME &M DiNCis MXK amm FOR LWE 7X WE 8u l;ff, ^r, Services Safety Tools, Training & Expertise (continued) • Smith System Safe Driving Program - Trane s safety Managers are certified instructors; safety Managers tram technicians: 1 -800 - How's My Driving?' stickers are located on the back of service vehicles. • USDOT compliance - technicians scheduled within Material of Trade and Hours of Service limits and are fully qualified under Department of Transportation rules for driving commercial motor vehicles with GVWR X10,000 and 26,000 lbs. • Refrigerant Management - Service technicians are trained to manage refrigerant in accordance with U.S. EPA rules using a sophisticated electronic tracking system developed by Trane. • Empowerment - Technicians are empowered with full management support to address safety hazards as they see fit. If ever in doubt about how to do a job or task safely. the technician is required to ask a qualified person for assistance before proceeding with work. Management Leadership and Commitment Accident prevention is a primary responsibility of management at Trane. Trane's safety culture is based on the following management principles: • Leadership at the local level manages the local organization's safety performance. • Management is financially accountable for safety performance. • Local management is actively engaged in risk reduction activities and training and manages safety performance outcomes. • Management clearly communicates to all Trane employees their safety expectations and strongly enforces compliance with those expectations. • Employees are held accountable when they fail to meet safety expectations. Local management and supervisory personnel at the local level are responsible for implemen4abon of the following safety program elements • The Safety Management System developed by Trane - developed in accordance with OHSAS 18001. • Audits and Inspections - Supervisors, Middle and Upper Managers must conduct field inspections. Corporate Safety conducts detailed compliance and management systems audits • Company safety compliance programs - ensure that they are fully implemented. • Safety and environmental performance - tracked using a Balanced Scorecard with leading and lagging indicators and metrics. • Subcontractor Qualification - implement this process to promote safety and safety plan compliance on multi - employer job sites. • Six Sigma and Lean - use these productivity tools to enhance safety on job sites. • Drug and Alcohol Policy - mandatory DOT required for -cause and post- accident testing after recordable injuries and property damage. • Motor Vehicle Records Search - annual checking of driving records of employees driving company vehicles. Jobsite Safety Equals Customer Value At Trane safety is part of our culture for every employee. What this means to our customers is fewer job site accidents and the delays and liability concerns that come along with them. What this means to our staff is greater confidence in the practices and procedures they use on the job and the pride that comes from working for one of the premier service organizations in the world. Tighter safety standards and fewer accidents can also lead to better on -time project completion and higher quality results. When you use Trane Building Services to install, maintain or upgrade your building systems you will take full advantage of our superior safety program, low incident rates and subcontractor safety management procedures. These help you manage project risk more effectively than you could using multiple contractors or even a single prime contractor with a less impressive safety record. i IV[ MAKE BtAlDiNGS WOO BtTTM FOR UFF