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PW City Hall Parking Lot HVAC Installation; Essential FacilitiesCity of San Rafael * California Form of Agreement for Informal Bids Matrix HG Inc. This Agreement is made and entered into this 2 day of J-Vh e— . 2017 by and between the City of San Rafael (hereinafter called City) and Matrix HG Inc. (hereinafter called Contractor). Witnesseth, that the City and the Contractor, for the considerations hereinafter named, agree as follows: 1. Scope of the Work. The Contractor hereby agrees to furnish all of the materials, equipment, and labor necessary to perform the work for the project entitled "City Hall Parking Lot – HVAC installation ," all in accordance with Contractor's "Proposal for Services" dated May 31, 2017, attached hereto and incorporated herein by reference. 2. Prevailing Wages. Pursuant to the requirements of California Labor Code Section 1771, and San Rafael Municipal Code Section 11.50.180 (C), the general prevailing wage in the locality in which the work is to be performed, for each craft or type of worker needed to execute the contract, shall be followed. 3. Time of Completion. (a) The work to be performed under this Contract shall be commenced within FIVE (5) WORKING DAYS after the date of written notice by the City to the Contractor to proceed, after lead time as set forth in Contractor's bid attached hereto. (b) All work, including punchlist items, shall be completed within 10 WORKING DAYS. and with such reasonable extensions of time as may be requested by Contractor and approved by City. 4. Liquidated Damages. It is agreed that, if all the work required by the contract is not finished or completed within the number of working days as set forth in the contract, damage will be sustained by the City, and that it is and will be impracticable and extremely difficult to ascertain and determine the actual damage which the City will sustain in the event of and by reason of such delay; and it is therefore agreed that the Contractor will pay to the City, the sum of $500 for each and every working day's delay in finishing the work in excess of the number of working days prescribed above; and the Contractor agrees to pay said liquidated damages herein provided for, and further agrees that the City may deduct the amount thereof from any moneys due or that may become due the Contractor under the contract. 5. The Contract Sum. The City shall pay to the Contractor for the performance of the Contract the amounts determined for the total number of each of the units for work in the following scheduled completed at the unit price stated. The number of units contained in this schedule is approximately only, and the final payment shall be made for the actual number of units that are incorporated in or made necessary by the work covered by the Contract. BID ITEMS ITEM DESCRIPTION ESTIMATED UNIT UNIT PRICE TOTAL PRICE QUANTITY 1. Matrix HG Inc. 1 LS u $2,428.00 – $2,428.00 GRAND TOTAL BID $2.428.00 6. Progress Payments. (a) On not later than the 6th day of every month the Public Works Department shall prepare and submit an estimate covering the total quantities under each item of work that have been completed from the start of the job up to and including the 25th day of the preceding month, and the value of the work so completed determined in accordance with the schedule of unit prices for such items together with such supporting evidence as may be required by the City and/or Contractor . (b) As soon as possible after the preparation of the estimate, the City shall, after deducting previous payments made, pay to the Contractor 95% of the amount of the estimate as approved by the Public Works Department. Agreement • 1 (c) The Contractor may elect to receive 100% of payments due under the contract from time to time, without retention of any portion of the payment by the public agency, by depositing securities of equivalent value with the public agency in accordance with the provisions of Section 22300 of the Public Contract Code. Such securities, if deposited by the Contractor, shall be valued by the City's Finance Director, whose decision on valuation of the securities shall be final. 7. Acceptance and Final Payment. (a) Upon receipt of written notice that the work is ready for final inspection and acceptance, the Engineer shall within 5 days make such inspection, and when he finds the work acceptable under the Contract and the Contract fully performed, he will promptly issue a Notice of Completion, over his own signature, stating that the work required by this Contract has been completed and is accepted by him under the terms and conditions thereof, and the entire balance found to be due the Contractor, shall be paid to the Contractor by the City as soon as possible, (b) Before final payment is due the Contractor shall submit evidence satisfactory to the Engineer that all payrolls, material bills, and other indebtedness connected with work have been paid, except that in case of disputed indebtedness or liens the Contractor may submit in lieu of evidence of payment a surety bond satisfactory to the City guaranteeing payment of all such disputed amounts when adjudicated in cases where such payment has not already been guaranteed by surety bond. (c) The making and acceptance of the final payment shall constitute a waiver of all claims by the City, other than those arising from any of the following: (1) unsettled liens; (2) faulty work appearing within 12 months after final payment; (3) requirements of the specifications; or (4) manufacturers' guarantees. It shall also constitute a waiver of all claims by the Contractor, except those previously made and still unsettled. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of claims. 8. Insurance. (a). Scope of Coverage. During the term of this Agreement, Contractor shall maintain, at no expense to City, the following insurance policies: 1. A commercial general liability insurance policy in the minimum amount of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, for death, bodily injury, personal injury, or property damage. 2. An automobile liability (owned, non -owned, and hired vehicles) insurance policy in the minimum amount of one million dollars ($1,000,000) dollars per occurrence. 3. If it employs any person, Contractor shall maintain worker's compensation insurance, as required by the State of California, with statutory limits, and employer's liability insurance with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease. Contractor's worker's compensation insurance shall be specifically endorsed to waive any right of subrogation against City. (b) Other Insurance Requirements. The insurance coverage required of the Contractor in subparagraph (a) of this section above shall also meet the following requirements: 1. The insurance policies shall be specifically endorsed to include the City, its officers, agents, employees, and volunteers, as additionally named insureds under the policies. 2. The additional insured coverage under Contractor's insurance policies shall be primary with respect to any insurance or coverage maintained by City and shall not call upon City insurance or self-insurance coverage for any contribution. The "primary and noncontributory" coverage in Contractor's policies shall be at least as broad as ISO form CG20 01 04 13. 3. The insurance policies shall include, in their text or by endorsement, coverage for contractual liability and personal injury. Agreement • 2 4. By execution of this Agreement, CONTRACTOR hereby grants to CITY a waiver of any right to subrogation which any insurer of CONTRACTOR may acquire against CITY by virtue of the payment of any loss under such insurance. CONTRACTOR agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not CITY has received a waiver of subrogation endorsement from the insurer. 5. If the insurance is written on a Claims Made Form, then, following termination of this Agreement, said insurance coverage shall survive for a period of not less than five years. 6. The insurance policies shall provide for a retroactive date of placement coinciding with the effective date of this Agreement. 7. The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract or agreement) before City's own insurance or self-insurance shall be called upon to protect it as a named insured. 8. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be available to City or any other additional insured party. Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured; whichever is greater. (c ) Deductibles and SIR'S. Any deductibles or self-insured retentions in Contractor's insurance policies must be declared to and approved by the City, and shall not reduce the limits of liability. Policies containing any self-insured retention (SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City or other additional insured party. At City's option, the deductibles or self-insured retentions with respect to City shall be reduced or eliminated to City's satisfaction, or Contractor shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. (d) Proof of Insurance. Contractor shall provide to the City all of the following: (1) Certificates of Insurance evidencing the insurance coverage required in this Agreement; (2) a copy of the policy declaration page and/or endorsement page listing all policy endorsements for the commercial general liability policy, and (3) excerpts of policy language or specific endorsements evidencing the other insurance requirements set forth in this Agreement. City reserves the right to obtain a full certified copy of any insurance policy and endorsements from Contractor. Failure to exercise this right shall not constitute a waiver of the right to exercise it later. The insurance shall be approved as to form and sufficiency by City. 9. Indemnification. (a) Contractor shall, to the fullest extent permitted by law, indemnify, release, defend with counsel approved by City, and hold harmless City, its officers, agents, employees and volunteers (collectively, the "City Indemnitees"), from and against any claim, demand, suit, judgment, loss, liability or expense of any kind, including but not limited to attorney's fees, expert fees and all other costs and fees of litigation, (collectively "CLAIMS"), arising out of Contractor's performance of its obligations or conduct of its operations under this Agreement. The Contractor's obligations apply regardless of whether or not a liability is caused or contributed to by the active or passive negligence of the City Indemnitees. However, to the extent that liability is caused by the active negligence or willful misconduct of the City Indemnitees, the Contractor's indemnification obligation shall be reduced in proportion to the City Indemnitees' share of liability for the active negligence or willful misconduct. In addition, the acceptance or approval of the Contractor's work or work product by the City or any of its directors, officers or employees shall not relieve or reduce the Contractor's indemnification obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Contractor's performance of or operations under this Agreement, Contractor shall provide a defense to the City Indemnitees or at City's option reimburse the City Indemnitees their costs of defense, including reasonable attorneys' fees, incurred in defense of such claims. Agreement • 3 (b) The defense and indemnification obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement, and shall survive the termination or completion of this Agreement for the full period of time allowed by law. 10. Nondiscrimination. Contractor shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related to the performance of its duties and obligations under this Agreement. 11. Compliance with All Laws. Contractor shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Agreement. Contractor shall perform all services under this Agreement in accordance with these laws, ordinances, codes and regulations. Contractor shall release, defend, indemnify and hold harmless City, its officers, agents and employees from any and all damages, liabilities, penalties, fines and all other consequences from any noncompliance or violation of any laws, ordinances, codes or regulations. 12. No Third Party Beneficiaries. City and Contractor do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owed by one party, under the terms and conditions of this Agreement, to the other party. 13. Notices. All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: To City: Public Works Director City of San Rafael 1400 Fifth Avenue P.O. Box 151560 San Rafael, CA 94915-1560 To Contractor: Frank villa Matrix HG Inc. 27 Pamaron Way, Suite E Novato, CA 94949 14. Independent Contractor. For the purposes, and for the duration, of this Agreement, Contractor, its officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the City. Contractor and City expressly intend and agree that the status of Contractor, its officers, agents and employees be that of an Independent Contractor and not that of an employee of City. 15. Entire Agreement; Amendments. (a) The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. (b) This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the Contractor and the City. (c) No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. (d) The terms and conditions of this Agreement shall not be altered or modified except by a written amendment to this Agreement signed by the Contractor and the City. (e) If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. Agreement • 4 16. Waivers. The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. 17. City Business License; Other Taxes. Contractor shall obtain and maintain during the duration of this Agreement, a City business license as required by the San Rafael Municipal Code Contractor shall pay any and all state and federal taxes and any other applicable taxes. City shall not be required to pay for any work performed under this Agreement, until Contractor has provided City with a completed Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and Certification). 18. Warranty. (a) Except as otherwise expressly provided in the Agreement, and excepting only items of routine maintenance, ordinary wear and tear and unusual abuse or neglect by City, Contractor warrants and guarantees all work executed and all supplies, materials and devices of whatsoever nature incorporated in or attached to the work, or otherwise provided as a part of the work pursuant to the Agreement, to be absolutely free of all defects of workmanship and materials for a period of one year after final acceptance of the entire work by the City. Contractor shall repair or replace all work or material, together with any other work or material that may be displaced or damaged in so doing, that may prove defective in workmanship or material within this one year warranty period without expense or charge of any nature whatsoever to City. (b) In the event that Contractor shall fail to comply with the conditions of the foregoing warranty within ten (10) days after being notified of the defect in writing, City shall have the right, but shall not be obligated, to repair, or obtain the repair of, the defect and Contractor shall pay to City on demand all costs and expense of such repair. Notwithstanding anything herein to the contrary, in the event that any defect in workmanship or material covered by the foregoing warranty results in a condition that constitutes an immediate hazard to public health or safety, or any property interest, or any person, City shall have the right to immediately repair, or cause to be repaired, such defect, and Contractor shall pay to City on demand all costs and expense of such repair. The foregoing statement relating to hazards to health, safety or property shall be deemed to include both temporary and permanent repairs that may be required as determined in the sole discretion and judgment of City. (c) In addition to the above, the Contractor shall make a written assignment of any applicable manufacturers' and other product warranties to the City, prior to completion and final acceptance of the work by City. Agreement • 5 IN WITNESS WHEREOF, City and Contractor have caused their authorized representatives to execute this Agreement the day and year first written above. CITY OF SAN RAFAEL: Jim Schutz City Manager ATTEST: S Esther C. Beirne City Clerk APPROVED AS TO FORM: A A - A aV- �j L.* Robert F. Epstein 144 City Attorney File No.� Matrix HG Inc. By: Printed Nam Davi 1e�1 (pV Q,C SO ►� Title: C C 1— 25 lr-4 "t Agreement • 6 27 Pamaron Way, Suite E Novato, CA 94949 Phone: 707-586-9200 Far: 415-382-9301 Matrix HG, Inc. Proposal No. PROPOSAL FOR SERVICES 24-1531 Lic #812232 Kitchell May 31, 2017 Jorge Meza 2450 Venture Oaks Way Suite 500 Sacramento, CA 95833 Phone: (916) 648-9700 E-mail: jmeza@kitchell.com We are pleased to submit for your review our proposal for the project referenced below. Once approved and signed, we will arrange to schedule and execute directly. Project Name: Install Customer Provided Condenser for Trailer Job Site Address: 1400 5th Ave City: San Rafael Area(s) Affected: Trailer Base Project Amount: $ 2,428 See "Scope of Services"Attachment Add Alternate(s): 1 $ - Initial fa• acceptance 2 $ - Initialfor acceptance 3 $ - Initial for acceptance 4 $ - Initial for acceptance 5 $ - Initial for acceptance 6 $ - Initial for acceptance Submitted By: Fra ik V Lila. By Branch Manager Title Executed By: Signature Date Print Name Title Approved Project Amount This proposal is effective from the date noted above and will expire if not accepted within 30 days of proposal submission. Acceptance beyond the 30 days will be at the sole discretion of Matrix HG Inc. Attachments: Scope of Services Terms and Conditions Check ijreyuired: Certified Payroll Required Davis -Bacon Required Performance Bonds Required 1 of 4 27 Pamaron Way, Suite E Novato, CA 94949 Phone: 707-586-9200 Far: 41.5-382-9301 SCOPE OF SERVICES Base Scope of Work Install Customer Provided Condenser for Trailer • Set customer provided condensing unit outside on ground • Provide & install new line set to existing indoor unit • Pressure test & evacuate system • Provide & install new refrigerant drier • Provide & install new factory recommended refrigerant charge • Connect to existing electrical supply • Connect to existing thermostat • Start & test Cost Breakdown {For Accounting Purposes} Labor $2,120 Materials & Tax $308 Lic #812232 Excludes: Permit, electrical, roofing, overtime labor, painting or patching, repairs to existing equipment, fire life safety upgrades and repairs, mechanical and structural engineering and anything other than stated above Base Project Amount: 2,428 2of4 27 Pamaron Way, Suite E Novato, CA 94949 Phone: 707-586-9200 Fax: 415-382-9301 TERMS AND CONDITIONS GENERAL CONDITIONS A*Y;z nv. Lic #812232 A Each sentence or paragraph of the Terms and Conditions of the Agreement between Customer and Contractor - Proposal For Services shall be construed as an express tens or condition of this Contract 6 Issuance of Purchase Order or other communication by Customer authorizing Contractor to perform the Scope of Work will constitute acceptance of each and every term and condition of this Contract Any additional terms or conditions stated in Customers Purchase order, or other communication accepting this Contract shall not be valid under any circumstances unless specifically approved by written response of Contractor Failure to respond by Contractor shall be deemed a denial of any additional terms or conditions stated in Customers acceptance. C Contractor shall comply with Federal. State, and Local laws. D. Any claim against Contractor alleging any breach of this Contractor asserting negligence by Contractor must be initiated no later than one([) year after Contract Completion E Contract Completion shall be the date on which Contractors work is completed, as distinguished from the date of Customers .Acceptance thereof F Contractor shall advise Customer of the completion of the work Upon Customer's prompt inspection and notice to Contractor of any work not in accordance with this Contract, Contractor will correct such work Customer's inspections shall be performed in sequence with Contractors work progress, so as to avoid delay If Customer fails to give such notice to Contractor within seventy- two (72) hours from notice of Contract Completion, Contractors performance shall be deemed to be completed. ❑ If Contractor claims it is required to change the method, manner, or sequence of constmction, Contractor shall notify the Customer in writing of such claim and if requested, Contractor shall provide Customer with a brief report Contractor reserves the right to obtain a reasonable Change Order for costs or work associated with such changes. H Contractor shall maintain Worker's Compensation and General Liability insurance in limits required by state law Contractor will furnish appropriate Insurance Certificates as requested. Owner agrees that Contractor's total liability shall not exceed the total amount recoverable from the coverage specified by such Insurance Certificates. I Contractor accepts no liability to indemnify or hold Customer hamtless for c;aims or damages to persons or property, except to the extent that such damages occur during performance of Contractors work, and are the direct result of Contractors negligent error or omission Customer understands and agrees that Contractor shall have no responsibility at any time after completion of the work for damages army kind to persons or property ! Contractor assumes no responsibility for design, structural adequacy, or compliance of the structure with building codes If"professional" design services are necessary, Customer shall be responsible for the results of such services, whether or not such semices are provided in relation to this Contact K Contractor is not responsible for items not normally subject to mechanical maintenance including but not limited to duct work, casings, cabinets, fixtures, structural supports, grillage, water piping, steam piping, drain piping, cooling tower fill, boiler tubes, boder refractory, disconnect switches, and circuit breakers Contractor is not responsible for repairs, replacements, alterations, additions, adjustments, repairs by others, vandalism, obsolesce, building system design, damage due to freezing weather, chemical;electrochemical attack, corrosion, erosion, deterioration due to unusual wear and tear, any damages related to the presence of mold, fungi, and dew or bactena, damages caused by power reductions or any other cause beyond Contractors control Contractor shall not be required to repair or replace equipment that has not been properly maintained L Contractor is not responsible for the identification, detection, abatement, encapsulating or removal of asbestos, products or materials containing asbestos, similar hazardous substances, or mold, fungi, mildew or bacteria. In the event that Contractor encounters any of these hazardous materials in the course of performing the work, Contractor may suspend its work and remove its employees from the project until such product or hazardous material and any additional hazardous material connected with it are abated. Contractor shall receive an extension of time to compete its work and compensation for delays encountered as a result of such situation and its correction Contractor shall not be required to perform tests, install any items of equipment or make modifications that my be recommended or directed by insurance companies, government, state, municipal or other authority However, in the event any such recommendations occur, Contractor, at its option may submit a proposal for Customers consideration in addition to this Agreement Sf The price for this Contract includes Contractor's labor, trade work, supers ision, equipment, and materials necessary to perform the Contract according to conditions which could be reasonably anticipated by HVAC tradespersons visually examining thejob site If latent conditions cause delay or require unanticipated cost or expense in the performance of the Contract, Contractor shall promptly notify Customer of such conditions in writing Contractor shall charge for such additional services or rework, and be compensated as authorized by a Change Order to this Contract. y The Contract Price is based on Contractors estimated costs and expenses in effect as of this proposal date. Should costs or expenses not under the control of the Contractor increase during the performance of Contractors work, Contractor shall promptly notify Customer of its additional costs or expenses Contractor shall charge for such additional costs and expenses, and be compensated as if awhonzed by a Change Order to this Contract. O Customer shall not require Contractor to become a parry to or comply with any terms or conditions of any collective bargaining agreement DUTIES AND RESPONSIBILITIES OF OWNER P Customer represents to Contractor that the budding and the roof deck on wvInch the installation is to be made is in a sound, load-bearing condition, sufficient for the project conditions for Contrac work Customer represents that the building's structure will be adequate for Contractors work. Customer will inform Contractor in writing army latent or other conditions which could affect the Contractors work. Q Customer shall provide the following I Safe and reasonable equipment access and a safe work environment 2 Permit access to Customers site and use of building services including but not limned to water, elevators, receiving dock facilities, electnCal service and Iocal telephone service 3 Keep areas adjacent to equipment free of extraneous material, move any stock, fixtures, walls, partitions or furniture that may be necessary to perform the specified service 4 Promptly notify contractor of any unusual operating conditions 3 of 4 27 Pamaron Way, Suite E Novato, CA 94949 Phone: 707-586-9200 Far: 415-382-9301 TERMS AND CONDITIONS Lic #812232 DUTIES AND RESPONSIBILITIES OF OWNER 5 Upon agreement of a timely mutual schedule, allow Contractor to stop and start equipment necessary to perform service 6 Provide adequate water treatment 7 Provide the daily routine equipment operation (if not part of this Agreement) including availability of routine equipment log readings 8 Where Contractor's remote monitoring service is provided, provide and maintain a telephone line with long distance direct dial and answer capability 9 Promptly address any issues that arise related to mold, fungi, mildew or bacteria PAYMENT Payment shall be made net 30 days from date of invoice Contractor reserves the right to require cash payment or other alternative method of payment prior to completion of work if Contractor determines, in its sole discretion, that Customer or Customer's assignee's financial condition at any time does not justify continuance of the net 30 days payment term In addition to the Contract price, Customer shall pay Contractor any applicable taxes or government changes that may be required in connection with the service or material furnished under this Agreement WARRANTY Contractor warrants that all service provided under this Agreement shall be performed in a workmanlike manner Contractor also warrants that all parts or components supplied hereunder shall be free from defects in material and workmanship For parts or components determined to be defective within one year form date of installation, and in the case of service, determined to be defective within ninety (90) days of completion of that service, Contractor shall at its option repair, replace, or issue a credit for any such equipment, components or service, provided that they were not damaged, abused, or affected by chemical properties. Contractor shall not be liable for repairs required as a consequence of faulty installation, misapplication, abuse, improper servicing, unauthorized alteration or improper operation Any claim for defective workmanship must be provided to Contractor in writing. THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE Contractors obligations to repair, replace, or issue credit for any defective equipment, components or service shall be customer's exclusive remedy EQUIPMENT CONDITIONS & RECOMMENDED SERVICE Upon the initial scheduled preventive maintenance or annual maintenance, should Contractor determine the need for repairs or replacement, Contractor will provide Customer in writing an .'equipment condition" report including recommendations for corrections and the price for repairs in addition to this agreement In the event Contractor recommends certain services that are not included herein or upon initial inspection, and if Customer does not elect to have such services properly performed in a timely fashion, Contractor shall not be responsible for any equipment or control failures, operability, or any long -semi damage that may result. Contractor at its own option will either continue to maintain equipment and/or controls to the best of its ability, without any responsibility, or remove such equipment from this Agreement, adjusting the price accordingly EXCLUSIONS Unless specifically addressed in the Scope of Services, the following items will be excluded pre-existing conditions, code compliance improvements to the existing HVAC. permits, title 24 calculations, engineering, structural calculations or modifications, budding life -safety tie in, overtime labor, line voltage power wiring, gas/condensate piping, patehmg seahng of penetrations and anything other than state in the Scope of Services Anything not specifically listed as included herein shall be known by the parties as excluded form this proposal. CONTRACT EXECUTION This contract signed by both parties constitutes a final written expression of all the terms of this agreement and is a complete and exclusive statement of those terms, except as modified by written Change Orders agreed to by each parry to this agreement Should this contract conflict with project specifications, this Contract shall govem Should the Scope of Work conflict with the Manufacturers Specifications, the Scope of Work shall govern Should Drawings prepared by Contractor conflict with Manufacturers Standard Construction Details, the Contractors Drawings shall govern 4 of 4 CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Department of Public Works Project Manager: Cindy Ray Extension: x5326 Project Name: City Hall Parking Lot - HVAC Contractor Name: Matrix HG Inc. Contractor's Contact: Frank Villa Contact's Email: fvillaQmatrixhginc.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor 5/31/2017 ® CR b. Email contract (in Word) & attachments to City 05/312017 Atty c/o Laraine.Gittens@cityofsanrafael.org 2 City Attorney a. Review, revise, and comment on draft agreement 6/1/2017 ® LAG and return to Project Manager b. Confirm insurance requirements, create Job on 6/1/2017 ® LAG PINS, send PINS insurance notice to contractor 3 Project Manager Forward three (3) originals of final agreement to 6/1/2017 ❑ CR contractor for their signature 4 Project Manager When necessary, * contractor-siened agreement ® N/A agendized for Council approval *PSA > $20,000; or Purchase > $35,000; or Or ❑ CR Public Works Contract > $125,000 Date of Council approval Click here toenter a date. PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 5 Project Manager Forward signed original agreements to City 06/19/17 ❑ CR Attorney with printed copy of this routing form 6 City Attorney Review and approve hard copy of signed agreement 7 City Attorney Review and approve insurance in PINS, and bonds (for Public Works Contracts) 8 City Manager/ Mayor Agreement executed by Council authorized official I / 9 City Clerk Attest signatures, retains original agreement and I 3a I % I g d3 forwards copies to Project Manager