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HomeMy WebLinkAboutResolution - 2021-R0253 - Contract 15967 with ThyssenKrupp Elevator Corp 7.27.21Resolution No. 2021-R0253 Item No. 6.13 July 27, 2021 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to approve and ratify the signatures of the City Manager or his designee and execute for and on behalf of the City of Lubbock, Contract No. 15967 for the modernization of elevator equipment at Lubbock Preston Smith International Airport, by and between the City of Lubbock and ThyssenKrupp Elevator Corporation, and related documents. Said Contract is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on ATTEST: Rebec,4Darza, City Secr APPROVED AS TO CONTENT: 10 Bill Howerton, Deputy City Manager APPROVED AS TO FORM: N Z X 1, Ke li Leisure, Assistant City Attorney ccdocs/RES.Ratify ThyssenKrupp Airport 07.23.21 July 27, 2021 L,& DANIEL M. POPE, MAYOR Resolution No. 2021-R0253 Contract 15967 CONTRACT BETWEEN THE CITY OF LUBBOCK AND THYSSENKRUPP ELEVATOR CORPORATION. STATE OF TEXAS § COUNTY OF LUBBOCK § This contract, (the "Contract"), effective as of the 27th day of July , 2021, (the "Effective Date"). is by and between the City of Lubbock, (the "City"). a Texas municipal corporation, and ThyssenKrupp Elevator Corporation ("Contractor"). WITNESSETH WHEREAS, City is in need of modernization of elevator equipment at the Lubbock Preston Smith International Airport (the "Services") WHEREAS, the parties enter into this agreement in accordance with Title 7, Texas Government Code §791, and Texas Local Government Code §271.102; and WHEREAS, Contractor has the materials, experience and skill required for the Services described above; and WHEREAS, City desires to contract with ThyssenKrupp Elevator Corporation to perform said services utilizing Omnia Partners Contract R200502; NOW THEREFORE, for and in consideration of the terms, covenants and conditions set forth in this Contract, the City and CONTRACTOR hereby agree as follows: ARTICLE I. TERM The term of this Contract commences on the Effective Date and continues without interruption for a term of one hundred forty (140) days from and after the Effective Date. ARTICLE II. COMPENSATION CONTRACTOR shall receive not to exceed amount of $207,499.00, as detailed in Exhibit D. ARTICLE III. TERMINATION A. General. City may terminate this Contract, for any reason, upon thirty (30) days written notice to CONTRACTOR. B. Termination and Remedies. In the event CONTRACTOR breaches any term and/or provision of this Contract the City shall be entitled to exercise any right or remedy available to it at law or equity, including without limitation, termination of this Contract and assertion of action for damages and/or A`( injunctive relief. The exercise of any right or remedy shall not preclude the concurrent or subsequent exercise of any other right or remedy and all other rights and remedies shall be cumulative. City or CONTRACTOR may, in its sole discretion, terminate this Agreement at any time, with or without cause upon thirty (30) days written notice. ARTICLE IV. REPRESENTATIONS AND WARRANTIES A. Existence. CONTRACTOR is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and is qualified to carry on its business in the State of Texas. B. Corporate Power. CONTRACTOR has the corporate power to enter into and perform this Contract and all other activities contemplated hereby. C. Authorization. Execution, delivery, and performance of this Contract and the activities contemplated hereby have been duly and validly authorized by all the requisite corporate action on the part of CONTRACTOR. This Contract constitutes legal, valid, and binding obligations of the CONTRACTOR and is enforceable in accordance with the terms therof. D. Contractor. CONTRACTOR maintains a professional staff and employs, as needed, other qualified specialists experienced in providing Services and are familiar with all laws, rules, and regulations, both state and federal, including, without limitation the applicable laws, regarding the activities contemplated hereby. E. Performance. CONTRACTOR will and shall conduct all activities contemplated by this Contract in a good and workmanlike manner, and comply with all laws, rules, and regulations, both state and federal, relating to predictive maintenance services, as contemplated hereby. If any of the activities of CONTRACTOR, or omissions of the activities required herein, shall cause, in whole or in part, liability or loss on the part of the City, it shall be deemed that CONTRACTOR did not perform said activities (or omitted the performance of said activities) in a good and workmanlike manner. F. Use of Copyrighted Material. CONTRACTOR warrants that any materials provided by CONTRACTOR for use by City pursuant to this Contract shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other similar law. CONTRACTOR shall be solely responsible for ensuring that any materials provided by CONTRACTOR pursuant to this Contract satisfy this requirement and CONTRACTOR agrees to hold City harmless from all liability or loss to which City is exposed on account of CONTRACTOR's failure to perform this duty. ARTICLE V. SCOPE OF WORK Responsibilities. CONTRACTOR, ThyssenKrupp Elevator Corporation agrees to provide all Services at above said location, and described in Exhibit D which is attached hereto and incorporated herein as if fully set forth. ARTICLE VI. INDEPENDENT CONTRACTOR STATUS CONTRACTOR and City agree that CONTRACTOR shall perform the duties under this Contract as an independent contractor. CONTRACTOR has the sole discretion to determine the manner in which the services are to be performed. ARTICLE VII. PREVAILING WAGE RATES CONTRACTOR comply with Texas Government Code, Chapter 2258, Prevailing Wage Rates, with respect to the payment of prevailing wage rates for the construction of a public work, including a building, highway, road, excavation, and repair work or other project development or improvement, paid for in whole or in part from public AT funds, without regard to whether the work is done under public supervision or direction. A worker is employed on a public work if the worker is employed by the contractor or any subcontractor in the execution of the contract for the project A worker employed on a public work by or on behalf of the City of Lubbock shall be paid not less than the general prevailing rate of per diem wages for the work of a similar character in the locality in which the work is performed, and not less than the general prevailing rate of per diem wages for legal holiday and overtime work. A contractor or subcontractor who violates Texas Government Code Section 2258.023 shall pay to the City of Lubbock sixty dollars ($60) for each worker employed for each calendar day or part of the day that the worker is paid less than the wage rates stipulated in the contract. ARTICLE VIII. EMPLOYMENT OF AGENTS CONTRACTOR may employ or retain agents, consultants, contractors, or third parties, to perform certain duties of CONTRACTOR under this Contract provided that CONTRACTOR is in no event relieved of any obligation under this Contract. Any such agents, contractors, or third parties retained and/or employed by CONTRACTOR shall be required to carry, for the protection and benefit of the City and CONTRACTOR and naming said third parties as additional insureds, insurance as described above in this Contract. ARTICLE IX. CONFIDENTIALITY CONTRACTOR shall retain all information received from or concerning the City and the City's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the City, unless otherwise required by law. ARTICLE X. INDEMNITY CONTRACTOR shall indemnify and save harmless the City of Lubbock and its officers, agents, and employees from all suits, actions, losses, damages, claims, or liability of any character, type, or description, including without limiting the generality of the foregoing all expenses of litigation, court costs, and attorney's fees for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, the acts of CONTRACTOR, its agents or employees, in the execution of this Contract. ARTICLE XI. COMPLIANCE WITH APPLICABLE LAWS CONTRACTOR shall comply with all applicable federal, state and local laws, statutes. ordinances, rules and regulations relating, in any way, manner or form, to the activities under this Contract, and any amendments thereto. ARTICLE XII. NOTICE A. General. Whenever notice from CONTRACTOR to City or City to CONTRACTOR is required or permitted by this Contract and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand, (2) facsimile, or other reasonable means (in which case such notice shall be effective upon delivery), or (3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited. B. CONTRACTOR's Address. CONTRACTOR's address and numbers for the purposes of notice are: ThyssenKrupp Elevator Corporation. Attn: Zach Rogers Telephone: (432) 683-1488 Email: zach.rogers@tkelevator.com C. City's Address. The City's address and numbers for the purposes of notice are: City of Lubbock Attn: Kelly Campbell, Director of Lubbock Preston Smith International Airport 5401 N Martin L King Blvd. Lubbock, Texas 79403 Telephone: (806) 775 - 2275 Email: KCampbell@mylubbock.us D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party, referring specifically to this Contract, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective. ARTICLE XIII. MISCELLANEOUS A. Captions. The captions for the articles and sections in this Contract are inserted in this Contract strictly for the parties' convenience in identifying the provisions to this Contract and shall not be given any effect in construing this Contract. B. Audit. CONTRACTOR shall provide access to its corporate books and records to the City. The City may audit, at its expense and during normal business hours, CONTRACTOR's books and records with respect to this Contract between CONTRACTOR and City. C. Records. CONTRACTOR shall maintain records that are necessary to substantiate the services provided by CONTRACTOR D. Assignability. CONTRACTOR may not assign this Contract without the prior written approval of the City. E. Successor and Assigns. This Contract binds and inures to the benefit of the City, CONTRACTOR, and their respective successors, legal representatives, and assigns. F. Construction and Venue. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THE PARTIES HERETO HEREBY IRREVOCABLY CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS CONTRACT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. G. Severability. If any provision of this Contract is ever held to be invalid or ineffective by any court of competent Jurisdiction with respect to any person or circumstances, the remainder of this Contract and the application of such provision to persons and/or circumstances other than those with respect to which it is held invalid or ineffective shall not be affected thereby. H. Amendment. No amendment, modification, or alteration of the terms of this Contract shall be binding unless such amendment, modification, or alteration is in writing, dated subsequent to this Contract, and duly executed by CONTRACTOR and City. I. All funds for payment by the City under this Agreement are subject to the availability of an annual appropriation for this purpose by the City. In the event of non -appropriation of funds by the City Council of the City of Lubbock for the services provided under the Agreement, the City will terminate the Agreement, without termination charge or other liability, on the last day of the then -current fiscal year or when the appropriation made for the then -current year for the services covered by this Agreement is spent, whichever event occurs first (tile "Non -Appropriation Date"). If at any time funds are not appropriated for the continuance of this Agreement, cancellation shall be accepted by the Engineer on thirty (30) days prior written notice, but failure to give such notice shall be of no effect and the City shall not be obligated under this Agreement beyond the Non -Appropriation Date. J. The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. K. Contracts with Companies Engaged in Business with Iran, Sudan, or Foreign Terrorist Organization Prohibited. Pursuant to Section 2252.152 of the Texas Government Code, prohibits the City from entering into a contract with a vendor that is identified by The Comptroller as a company known to have contracts with or provide supplies or service with Iran. Sudan or a foreign terrorist organization. L. No Boycott of Israel. Pursuant to Section 2271.002 of the Texas Government Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2271.002; or (ii) it does not boycott Israel and will not boycott Israel during the term of the contract resulting from this solicitation. Respondent shall state any facts that make it exempt from the boycott certification in its Response. M. Texas Public Information Act. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the contractor or vendor agrees that the contract can be terminated if the contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter N. To the extent Subchapter J, Chapter 552. Government Code applies to this agreement, Contractor agrees to: (1) preserve all contracting information related to the contract as provided by the records retention requirements applicable to the governmental body for the duration of the contract; (2) promptly provide to the governmental body any contracting information related to the contract that is in the custody or possession of the entity on request of the governmental body; and (3) on completion of the contract, either: (A) provide at no cost to the governmental body all contracting information related to the contract that is in the custody or possession of the entity; or (B) preserve the contracting information related to the contract as provided by the records retention requirements applicable to the governmental body. O. Entire Agreement. This Contract, contains the Entire Contract between the City and CONTRACTOR, and there are no other written or oral promises, conditions, warranties, or representations relating to or affecting the matters contemplated herein. 'AT REMAINDER OF PAGE LEFT BLANK INTENTIONALLY AT EXECUTED as of the Effective Date hereof. CITY OF LUBBOCK DANIEL M. POPE, MAYOR ATTEST: Di -I,? Reb cca Garza, City Secret APPROVED AS TO CONTENT: Aia' r".,Ag- Kelly Campbell, irector of Lubbock Preston Smith International Airport Cy Py: upp Elevator Corporation The Attactod p nWdrr�orrt No 1 � Hereby Madc a Part ofThis AgM&T*At Alpay Turker, Contract Analyst TITLE AT INSURANCE REQUIREMENTS `,YT- 1. INSURANCE REQUIREMENTS 1.1. Prior to the approval of this contract by the City, the Contractor shall furnish a completed Insurance Certificate to the City, which shall be completed by an agent authorized to bind the named underwriter(s) to the coverages, limits, and termination provisions shown thereon, and which shall furnish and contain all required information referenced or indicated thereon. THE CITY SHALL HAVE NO DUTY TO PAY OR PERFORM UNDER THIS CONTRACT UNTIL SUCH CERTIFICATE SHALL HAVE BEEN DELIVERED TO THE CITY. 1.2. The City reserves the right to review the insurance requirements of this section during the effective period of the contract and to require adjustment of insurance coverages and their limits when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, or the claims history of the industry as well as the Contractor. 1.3. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Contractor shall not relieve the Contractor of full responsibility or liability for damages and accidents as set forth in the contract documents. Neither shall the bankruptcy, insolvency, or denial of liability by the insurance company exonerate the Contractor from liability. n7 TYPE OF INSURANCE GENERAL LIABILITY ® Commercial General Liability ❑ Claims Made ® Occurrence ❑ W/Heavy Equipment ® To Include Products of Complete Operation Endorsements PROFESSIONAL LIABILITY AUTOMOTIVE LIABILITY ® Any Auto ❑ Scheduled Autos ❑ Non -Owned Autos ❑ All Owned Autos ❑ Hired Autos COMBINED SINGLE LIMIT General Aggregate $1,000,000 Products-Comp.Op AGG X Personal & Adv. Injury X Contractual Liability X Fire Damage (Any one Fire) X Med Exp (Any one Person) X General Aggregate Per Occurrence $1,000,000 EXCESS LIABILITY ® Umbrella Form Each Occurrence $4,000,000 Aggregate GARAGE LIABILITY ❑ Any Auto Auto Only - Each Accident ❑ Other than Auto Only: Each Accident Aggregate ❑ Bi.'ILDER'S RISK ❑ 1000o of the Total Contract Price ❑ INSTALLATION FLOATER ❑ 100% of the Total Material Costs ❑ CARGO ® WORKERS COMPENSATION - STATUTORY AMOUNTS OR OCCUPATIONAL MEDICAL AND DISABILITY ® EMPLOYERS' LIABILITY $1,000,000 OTHER: COPIES OF ENDOSEMENTS ARE REQt'IRED ® City of Lubbock named as additional insured on Auro: General Liability on a primary and non-contributory bases. ® To include products of completed operations endorsement. ® Waiver of subrogation in favor of the City of Lubbock on all coverages, except IMPORTANT: POLICY ENDORSEMENTS The Contractor will provide copies of the policies without expense, to the City and all endorsements thereto and may make any reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding upon either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Contractor shall exercise reasonable efforts to accomplish such changes in policy coverages, and shall pay the cost thereof. Any costs will be paid by the Contractor. REQUIRED PROVISIONS The Contractor agrees that with respect to the above required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following required provisions: a. Name the City of Lubbock and its officers, employees, and elected representatives as additional insureds, (as the interest of each insured may appear) as to all applicable coverage; AT b. Provide for 30 days' notice to the City for cancellation, nonrenewal, or material change; c. Provide for notice to the City at the address shown below by registered mail; The Contractor agrees to waive subrogation against the City of Lubbock, its officers, employees, and elected representatives for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance; e. Provide that all provisions of this contract concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. NOTICES The Contractor shall notify the City in the event of any change in coverage and shall give such notices not less than 30 days prior the change, which notice must be accompanied by a replacement CERTIFICATE OF INSURANCE. All notices shall be given to the City at the following address: Marta Alvarez, Director of Purchasing & Contract Management City of Lubbock 1314 Avenue K, Floor 9 Lubbock, Texas 79401 1.4. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Contractor shall not relieve the Contractor of full responsibility or liability for damages and accidents as set forth in the contract documents. Neither shall the bankruptcy, insolvency, or denial of liability by the insurance company exonerate the Contractor from liability. ATF CITY OF LUBBOCK WAGE DETERMINATIONS AS � EXHIBIT A City of Lubbock Building Construction Prevailing Wage Rates Craft Hourly Rate Automatic Fire Sprinkle Fitter, Certified 28.00 Block, Brick, and Stone Mason 23.00 Carpenters -Acoustical Ceiling Installation 16.00 Carpenter -Rough 13.00 Carpenter -All other work 16.50 Caulker/Sealers 12.00 Cement & Concrete Finishers 16.67 Commercial Truck Drivers 10.26 Crane & Heavy Equipment Operator 20.00 Door & Hardware Specialist 16.00 Drywall and Ceiling Tile Installers 16.00 Drywall Finishers & Tapers 12.00 Electrician 21.21 Floor Layers -Carpet and Resilient 18.00 Floor Layers -Specialty 18.00 Floor Layers -Wood 18.00 Glaziers 17.00 Heating, Air Conditioning & Refrigeration Svc. Tech 21.31 HVAC Mechanic Helper 13.62 HVAC Sheet metal Ductwork Installer 19.30 HVAC Sheet metal Ductwork Installer Helper 13.85 Insulation Workers -Mechanical 12.00 Irrigator -Landscape Certified 13.50 Laborer: Common or General 11.65 Laborer: Mason Tender -Brick 17.00 Laborer: Mason Tender-Cement/Concrete 16.92 Laborer: Roof Tear off 11.09 Roofer 17.44 Painters (Brush, Roller & Spray) 12.00 Paper Hanger 13.00 Pipe Fitters & Steamfitters 24.10 Plaster, Stucco, Lather and EIFS Applicator 17.00 Plumber/Medical Gas Installer 22.83 Plumber Helper 14.20 EXHIBIT B City of Lubbock Heavy and Highway Prevailing Wage Rates Craft Hourly Rate Power Equipment Operator -Tower Crane 30.00 Hydraulic Crane Operators 60 tons & above 32.00 Operator Backhoe/Excavator/Truck hoe 20.25 Bobcat/Skid Steer/Skid Loader 15.22 Drill 16.00 Grader Blade 18.00 Loader 18.00 Mechanic 22.85 Paver (Asphalt, Aggregate, & Concrete) 17.00 Roller 15.00 Reinforcing Iron & Rebar Workers 14.33 Sheet Metal Workers, Excludes HVAC Duct Installation 21.38 Structural Iron & Steel Workers/Metal Building Erector 15.00 Asphalt Distributor Operator 16.50 Asphalt Paving Machine Operator/Spreader Box Operator 18.75 Backhoe Operator 18.00 Cement Mason/Concrete Finishers (Paving Structures) 15.00 Crane Operator (Hydraulic) 25.00 Electrician 17.50 Laborer 13.50 Laborer, Common 15.64 Laborer, Utility 13.50 Crane, Lattice Boom 80 Tons or Less 30.00 LoaderBackhoe 18.00 Roller/Other 15.00 Welder Certified/Structural Steel Weld 25.00 AT EXHIBIT C City of Lubbock Overtime Legal Holiday Prevailing Wage Rates The rate for overtime (in excess of forty hours per week) shall be as required by the Fair Labor Standards Act. The rate for legal holidays shall be as required by the Fair Labor Standards Act. AT Exhibit D SCHEDULING AND PRODUCTION Please Remit To: TK Elevator REQUEST FOR PAYMENT PO Box 3796 Carol Stream, IL 60132-3796 Ntll-City Of Lubbock 5401 N Martin Luther King Lubbock TX, 79403-9714 Date Terms Reference ID CustomerP• June 10, 2021 Immediate ACIA-1UC32XG Total Contract Price: $110,166.00 Initial progress payment: (50%) $55,083.00 For inquiries regarding your contract or services provided by TK Elevator, please contact your local account manager at +1 432 6831488. To make a payment by phone, please call 678-424- 5642 with the reference information provided below. Current and former service customers can now pay online at: https://gecure.biitrust.com/thyssenkrul2pelevator/ig/one-time-payment Thank you for choosing TK Elevator. We appreciate your business. Please detach the below section and provide along with payment. ------------------------------------------------------- Customer Name: Ntll-City Of Lubbock Remit To: Location Name: Lubbock Preston Smith Airport TK Elevator Customer Number: 411673 PO Box 3796 Carol Stream, IL 60132- Quote Number: 2021-2-1100461 3796 Reference ID: ACIA-1UC32XG Remittance $55,083.00 Amount: 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 Al Modernization Proposal Lubbock Preston Smith Airport Purchaser: Ntll-City Of Lubbock Address: 5401 N Martin Luther King Lubbock, TX 79403-9714 Location: Lubbock Preston Smith Airport Address: 5401 N Martin Luther King Lubbock, TX 79403-9714 June 10, 2021 TK Elevator Corporation (hereinafter 7K Elevator') is dedicated to delivering Ntll-City Of Lubbock (hereinafter "Purchaser") the safest, highest quality vertical transportation solutions. I am pleased to present this customized Proposal (the "Proposal") in the amount of $110,166.00 plus any applicable sales tax to modernize the elevator equipment described in the pages that follow at the above -referenced location. Our modernization package is engineered specifically for your elevator system and will include the elevator mechanical and electrical components being replaced, refurbished or retained. Benefits of Modernization include: • Increased durability and reliability • Improved fire and life safety features • Decreased waiting times • Reduced energy consumption • Reduced operational cost • Reduced troubleshooting time This Proposal shall remain in effect for the ninety (90) days unless it is revoked earlier by TK Elevator in writing. The price above is subject to escalation - even after Purchaser's acceptance of this Proposal - under certain circumstances including the possibility that TK Elevator may be subjected to increased charges by its suppliers for any of the applicable materials and/or components due to the imposition of new or increased taxes, tariffs, or other charges imposed by applicable governmental authorities or the possibility that the work described in this Proposal is not completed by December 31, 2021. In the event you have any questions regarding the content of this Proposal, please do not hesitate to contact me. We appreciate your consideration. Sincerely, Zach Rogers Modernization Sales zach.rogers@tkelevator.com +1432 6831488 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 Priced out as Per Omnia Partners contract R200502 act Modernization Proposal SCOPE OF WORK Grouping Name: Operation Units Included Equipment Type: Hydraulic Speed: 150 fpm 4 Stops (3 Front A Rear) Capacity: 3500 lbs. Building Nickname OEM Serial # TKE Serial # Legal ID Lubbock FAG437 US93094 070090 Preston Smith Airport Description of Work Controller - TAC 32 Controller (Includes Options listed below) - eMax Monitoring Device Provisions - Battery Lowering in Controller - Solid State Starters (6 or 12 leads) 460 / 575 VAC - Viscosity Control (Required over 150 FPM) Power Unit - EP-170 Power Unit (Submersible) - Viscosity Control (Required over 150 FPM) - 5 gallon drum of Biodegradable oil (Citgo NZ) - 55 gallon drum of Biodegradable oil (Citgo NZ) - 2" Shutoff Valve Kit - Isolation Couplings - Overspeed Valve Kits for 2" (less than 150 GPM) Jack - Pipe Stands Car - 21" Toe guard - Guide shoe mounting plates (set of 4 - only with shoe purchase from tkE) - 4" Car roller guides (set of 4) (spring loaded) - Fan: Two Speed - Car Top Exit Switch Hoistway 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 2 Modernization Proposal 'I'M - HN Boxes (per each 2 cars, grouped) - Steel Tape with Mounting hardware, Selector and magnets (terminal limits included) - Final Limit Switch Package (Cam, Switches £t mounting material) - TAC 32 Field Friendly Wiring Package Includes single traveling cable, hoistway wiring, interlock wiring, interlock connectors, and serial wiring. - Hoistway Duct Kit Pit -Retain Cab - Car Door (SSSS, #4 S/S (441)) - Car Door (SSSS, #4 S/S (441)) Door Equipment - Interlock / Pick up Assemblies for existing Dover Operators. Includes closers. Front - Interlock / Pick up Assemblies for existing Dover Operators. Includes closers. Rear - LD-16 Plus Door Operator with Complete carside equipment (FRONT) • includes Adapter kit (Tracks £t Hangars), Clutch (w/ Car Door Lock latch fr contact), Et Car Top Inspection station (w/ alarm signal) - Micro Light 3D (Front) - Micro Light 3D (Rear) - LD-16 Plus Door Operator with Complete carside equipment (REAR) • includes Adapter kit (Tracks If Hangars), Clutch (w/ Car Door Lock latch Ft contact) Car Fixtures Main Car Station Includes Options Below • Applied Panel Debranded Car Station (No Logo) Vandal Resistant Floor Buttons Cast Braille Plates for Car Features Standard Key Switch Package • Fan • Light • Independent • Stop • Inspection/Hoistway Enable) Emergency Light mounted in COP 2004 and later Fire Service Phase II Features (includes instructions signage) Handicap Signal (Passing signal) - Position Indicator (2" CE Segmented) - ADA Phone System integral with COP (Rath) - Speaker Pattern for Intercom System/ADA Phone - No Smoking (Engraved) Pj 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 3 Modernization Proposal - Locked Service Cabinet - Certificate Window - Default Engravings - GFIOutlet - #4 Stainless Steel Finish (441) - Door Open rear / Door Close rear - Emergency Light Test Button (constant pressure) - Car Riding Lantern (Standard) #4 S/S (441) - Car Riding Lantern (Standard) REAR #4 S/S (441) Hall Fixtures - Hoistway Access Switch (in Hall Station) - Fire Service Phase I Key Switch - Fire Service Phase I Engraved Instructions - Hoistway Jamb Braille (Pair of Cast Plates) (# of Floors) - Terminal Hall Stations (Surface Mounted) with • Appendix O (Polycarbonate insert flame with engraved verbiage) • Fusion (#4 S/S (304)) - 2009 & 2010 Elevator Communications Failure add - Intermediate Hall Stations (Surface Mounted) with • Appendix O (Polycarbonate insert flame with engraved verbiage) • Fusion (#4 S/S (304)) 1. Key Tasks and Approximate Lead Times Key Tasks to be performed to be performed by Purchaser prior to equipment fabrication: a. Execution of this Proposal b. Payment for pre -production and engineering c. Approval of layout (if applicable) d. Execution of TK Elevator's Material Release Form Approximate Durations/Lead Times Contract execution Varies (can run concurrently with layout drawing package preparation and approval) Survey and Order of Materials (additional time required for cab, signal, entrance preparation and approval, if 3-4 Weeks applicable) Fabrication time 6-7 Weeks (from receipt of all approvals, fully executed contract, Material Release Form and initial progress payment) Modernization of elevator system (Per Unit): 5 - 7 Weeks (Upon completion of all required preparatory work by others) Y 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 4 Modernization Proposal 'I VE The durations or lead times listed above are strictly approximations that can vary due to factors both within and outside of TK Elevator's control, are subject to change without notice to Purchaser and shall not be binding on TK Elevator. 2. Payment Terms 50% of the price set forth in this Proposal as modified by options selected from the section entitled "Value Engineering Opportunities & Alternates" (if applicable) will be due and payable as an initial progress payment within 30 days from TK Elevator's receipt of a fully executed copy of this Proposal. This initial progress payment will be applied to project management, permits, engineering and shop drawings, submittals, drilling mobilization (if required) and raw material procurement. Material will be ordered once this payment is received and the parties have both executed this Proposal and the Material Release Form. 25% of the price set forth in this Proposal as modified by options selected from the section entitled "Value Engineering Opportunities If Alternates" (if applicable) shall be due and payable when the material described above has been furnished. Material is considered furnished when it has been received at the jobsite or TK Elevator staging facility. Supporting documentation of materials stored shall be limited to stored materials certificates of insurance and bills of lading. Receipt of this payment is required prior to mobilization of labor. 25% of the price set forth in this Proposal shall be made as progress payments throughout the life of the project. In the event TK Elevator fails to receive payment within thirty (30) days of the date of a corresponding invoice, TK Elevator reserves the right to demobilize until such a time that the payments have been brought up to date, and TK Elevator has the available manpower. It is agreed that there will be no withholding of retainage from any billing and by the customer from any payment. The payment terms breakdown above shall be considered the Schedule of Values for the project as written. Billing shall be submitted on or before the 25th day of the month according to the payment schedule above and accompanied by a form of G702-703 pay application/schedule of values and a conditional waiver, the format of which is hereby acknowledged and accepted. The use of online Portals for the submission of billing shall follow the terms of the Proposal and Customer agrees to permit billing in accordance with the executed contract terms. Portal access and usage is to be provided free of additional charge to TK Elevator and any additional cost for such use is to be reimbursed to TK Elevator via a reimbursable change order immediately upon acceptance. Purchaser agrees that TK Elevator shall have no obligation to complete any steps necessary to provide Purchaser with full use and operation of the installed equipment until such time as TK Elevator has been paid 100% both of the price reflected in this Proposal and for any other work performed by TK Elevator or its subcontractors in furtherance of this Proposal. Purchaser agrees to waive any and all claims to the turnover and/or use of that equipment until such time as those amounts are paid in full. 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 Modernization Proposal Proposal price: $110,166.00 Initial progress payment: (50%) $55,083.00 Material furnished: (25%) $27,541.50 Total of remaining progress (25%) $27,541.50 payments: 3. Warranty TK Elevator warrants any equipment it installs as described in this Proposal against defects in material and workmanship for a period of one (1) year from the date of Purchaser's execution of TK Elevator's "Final Acceptance Form" on the express conditions that all payments made under this Proposal and any mutually agreed -to change orders have been made in full and that such equipment is currently being serviced by TK Elevator. In the event that TK Elevator's work is delayed for a period greater than six (6) months, the warranty shall be reduced by the amount of the delay. This warranty is in lieu of any other warranty or liability for defects. TK Elevator makes no warranty of merchantability and no warranties which extend beyond the description in this Proposal, nor are there any other warranties, expressed or implied, by operation of law or otherwise. Like any piece of fine machinery, the equipment described in this Proposal should be periodically inspected, lubricated, and adjusted by competent personnel. This warranty is not intended to supplant normal maintenance service and shall not be construed to mean that TK Elevator will provide free service for periodic examination, lubrication, or adjustment, nor will TK Elevator correct, without a charge, breakage, maladjustments, or other trouble arising from normal wear and tear or abuse, misuse, improper or inadequate maintenance, or any other causes other than defective material or workmanship. In order to make a warranty claim, Purchaser must give TK Elevator prompt written notice at the address listed on the cover page of this Proposal and provided all payments due under the terms of this Proposal and any mutually agreed to written change orders have been made in full, TK Elevator shall, at its own expense, correct any proven defect by repair or replacement. TK Elevator will not, under any circumstances, reimburse Purchaser for cost of work done by others, nor shall TK Elevator be responsible for the performance of any equipment that has been the subject of service, repair, replacement, revisions or alterations by others. If there is more than one (1) unit which is the subject of work described in this Proposal, this section shall apply separately to each unit as accepted. 4. Preventative Maintenance Program This Proposal does not include any maintenance, service, repair or replacement of the equipment or any other work not expressly described herein. TK Elevator will submit a separate proposal to Purchaser covering the maintenance and repair of this equipment to be supplied to Purchaser at an additional cost. 5. Work Not Included There are certain items that are not included in this Proposal, many of which must be completed by Purchaser prior to and as a condition precedent to TK Elevator's performance of its work as described in this Proposal. In order to ensure a successful completion of this project, it shall be solely Purchaser's responsibility to coordinate its own completion of those items with TK Elevator. The following is a list of those items that are not included in this Proposal: A. Hoistways and Equipment Rooms 1. Purchaser shall provide the following: 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 Modernization Proposal 7 VE a. A dry legal hoistway, properly framed and enclosed, and including a pit of proper depth and overhead. This is to include steel safety beam, inspection or access platforms, access doors, sump pump, lights, waterproofing and venting as required; dewatering of pit(s) and required permanent screening/ b. A legal machine/control room, adequate for the elevator equipment, including floors, trap doors, gratings, access platforms, ladders, railings, foundations, lighting, ventilation sized per the TK Elevator shop drawings. Purchaser must maintain machine/control room temperature between 55 and 90 degrees Fahrenheit, with relative humidity less than 95% non -condensing at all times. c. Adequate bracing of entrance frames to prevent distortion during wall construction. d. All grouting, fire caulking, cutting, x-ray and removal of walls and floors, patching, coring, setting of sleeves/knockouts, penetrations and painting (except as specified) and removal of obstructions required for elevator work; along with all proper trenching and backfilling for any underground piping and/or conduit. e. All labor and materials necessary to support the full width of the hoistway at each landing for anchoring or welding TK Elevator sill supports, steel angles, sill recesses; f. The furnishing, installing and maintaining of the required fire rating of elevator hoistway walls, including the penetration of firewall by elevator fixture boxes; g. Ensuring that the elevator hoistways and pits are dewatered, cleaned and properly waterproofed; B. Electrical and Life Safety: 1. Purchaser shall provide a dedicated, analog telephone or data line to the elevator telephone or communication device; one additional data line per group of elevators for diagnostic capability wired to designated controller; 2. Purchaser shall provide the following: a. suitable connections from the power main to each controller and signal equipment feeders as required, including necessary circuit breakers and fused mainline disconnect switches per N.E.C. prior to installation. Suitable power supply capable of operating the new elevator equipment under all conditions; b. piping and wiring to controller for mainline power, car lighting, and any other building systems that interface with the elevator controls per N.E.C. Articles 620-22 and 620-51; c. any required hoistway / wellway, machine room, pit lighting and/or 110v service outlets; d. conduit and wiring for remote panels to the elevator machine room(s) and between panels. Remote panels required by local jurisdictions are not included in this proposal; e. a bonded ground wire, properly sized, from the elevator controller(s) to the primary building ground; and all remote wiring to the outside alarm bell as requested by all applicable code provisions; f. installed sprinklers, smoke/heat detectors on each floor, machine room and hoistways / wellways, shunt trip devices (not self -resetting) and access panels as may be required as well as normally open dry contacts for smoke/heat sensors, which shall be terminated by Purchaser at a properly marked terminal in the elevator controller; g. a means to automatically disconnect the main line and the emergency power supply to the elevator prior to the application of water in the elevator machine room that shall not be self -resetting; h. emergency power supply including automatic time delay transfer switch and auxiliary contacts with wiring to the designated elevator controller and along with electrical cross connections between elevator machine rooms for emergency power purposes; i. the following emergency power provisions are not included: interface in controller, pre -testing and testing, emergency power keyswitches; j. emergency power operation is included as part of the design of the elevator control system and based on each car in the group only, to properly sequence, one at a time to the programmed landing, and park. The design requires that the generator, transfer switch, and related circuitry are sufficient to run this function or any otherA� 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 Modernization Proposal 'FM function for any building other system that is associated with this project. In the event that the generator, transfer switch, and related circuitry are not sufficient, TK Elevator will provide Purchaser with a written change order for Purchaser's execution. k. a dry set of contacts which close 20 seconds prior to the transfer from normal power to emergency power or from emergency power to normal power whether in test mode or normal operating conditions in the event that an emergency power supply will be provided for the elevator; I. confirmation that the emergency standby power generator and/or building can accept the power generated to and from the elevator during both Hi -Speed and Deceleration. In cases where the generator and/or building load is not electrically sized to handle the power return from the regen drive, additional separate chopper and resistor units are available for purchase but not included in this proposal. The additional chopper and resistor units allow regenerated power to be dissipated in the resistor bank and not sent back into the building grid. C. Miscellaneous: 1. Purchaser shall provide all work relating to the finished cab flooring including, but not limited to, the provision of materials and its installation to comply with all applicable codes; 2. Hydraulic jack replacement: a. the excavation of the elevator cylinder well hole in the event drilling is necessary through soil that is not free from rock, sand, water, building construction members and obstructions. Should obstructions be encountered, TK Elevator will proceed only after written authorization has been received from the Purchaser. The contract price shall be increased by the amount of additional labor at TK Elevator's standard labor rates as per the local office along with any additional expenses and materials required; b. adequate ingress and egress, including ramping, for rail -mounted or truck -mounted drill rig; c. Purchaser is responsible for pumping truck contractor to remove and dispose of spoils from the site. In the event that unforeseen and unfavorable below ground conditions are encountered, including but not limited to concrete around the cylinder, construction debris, adverse water and/or soil conditions, erosion, cavitations, oil contamination, or circumstances necessitating increased hole depth, etc., which require the employment of specialized contractors, TK Elevator shall immediately advise the Purchaser and costs will be extra to the contract; d. in ground protection systems other than TK Elevator's standard HDPE or PVC protection system with bottomless corrugated steel casing; e. any required trenching and backfilling for underground piping or casings, and conduit as well as any compaction, grouting, and waterproofing of block -out; f. engineering, provision and installation of methane barriers or coordination/access; g. access to 2" pressurized water supply within 100'-0" of the jack hole location; h. a safe, accessible storage area for placement of D.O.T. 55 gallon containers for the purpose of spoils containment; obtaining of local environmental or disposal permits i. any spoils or water testing; 6. Working Hours, Logistics and Mobilization a. All work described in this Proposal shall be performed during TK Elevator's regular working days - defined as Monday thru Friday and excluding IUEC recognized holidays - and regular working hours - defined as those hours regularly worked by TK Elevator modernization mechanics at the TK Elevator branch office that will provide labor associated with the performance of the work described in this Proposal - unless otherwise specified and agreed to in writing by both TK Elevator and Purchaser (hereinafter TK Elevator's regular working days and ./\ regular working hours shall be collectively defined as "normal working hours"). TK Elevator shall be provided 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 Modernization Proposal 'I'M with uninterrupted access to the elevator hoistway and machine room areas to perform work during normal working hours. b. Purchaser shall provide on -site parking to all TK Elevator personnel at no additional cost to TK Elevator. c. Purchaser shall provide traffic control, lane closures, permits and flagmen to allow suitable access/unload of tractor trailer(s). d. Purchaser agrees to provide unobstructed tractor -trailer access and roll -able access from the unloading area to the elevator or escalator hoistways or wellways (as applicable). e. Purchaser will be required to sign off on the Material Release Form, which will indicate the requested delivery date of equipment to the site. If Purchaser is not ready to accept delivery of the equipment within ten (10) business days of the agreed upon date, Purchaser will immediately make payments due for equipment and designate an area adjacent to the elevator shaft where Purchaser will accept delivery. If Purchaser fails to provide this location or a mutually agreeable alternative, TK Elevator is authorized to warehouse the equipment at the TK Elevator warehouse or designated distribution facility at Purchaser's risk and expense. Purchaser shall reimburse TK Elevator for all costs due to extra handling and warehousing. Storage beyond ten (10) business days will be assessed at a rate of $100.00 per calendar day for each unit listed in this Proposal, which covers storage and insurance of the elevator equipment and is payable prior to delivery. f. Purchaser agrees to provide a dry and secure area adjacent to the hoistway(s) at the ground level for storage of the elevator equipment and tools within ten (10) business days from receipt at the local TK Elevator warehouse. Any warranties provided by TK Elevator for vertical transportation equipment will become null and void if equipment is stored in any manner other than a dry, enclosed building structure. Any relocation of the equipment as directed by Purchaser after initial delivery will be at Purchaser's expense. g. TK Elevator includes one mobilization to the jobsite. A mobilization fee of $2,500.00 per crew per occurrence will be charged for pulling off the job or for any delays caused by others once material has been delivered and TK Elevator's work has commenced. h. Access for this project shall be free and clear of any obstructions. A forklift for unloading and staging material shall also be provided by Purchaser at no additional cost. i. Purchaser shall provide an on -site dumpster. TK Elevator will be responsible for cleanup of elevator/ escalator packaging material; however, composite cleanup participation is not included in this Proposal. j. The hiring of a disposal company which MUST be discussed prior to any material being ordered or work being scheduled. TK Elevator will provide environmental services ONLY if this is specifically included under the "Scope of Work" section above. TK Elevator assumes no responsibility and/or liability in any way whatsoever for spoils or other contamination that may be present as a result of the cylinder breach and/or other conditions present on the work site. k. One or more of the units described in this Proposal will be out of service and unavailable to move passengers and/or property during entire duration of the performance of the work described in this Proposal until re -certified by the applicable authority(ies) having jurisdiction and in good standing with payment schedules. 7. Temporary Use, Inspection and Turnover a. Unless required by specification, TK Elevator will not provide for "temporary use" of the elevator(s) described in this Proposal prior to completion and acceptance of the complete installation. Temporary use shall be agreed to via a change order to this Proposal which shall require Purchaser's execution of TK Elevator's standard Temporary Use Agreement. Cost for temporary use of an elevator shall be $200.00 per calendar day per hydraulic elevator and $250.00 per calendar day for each traction elevator for rental use only, excluding personnel to operate. All labor and parts, including callbacks required during the temporary use period will be billed at TK Elevator's standard local billing rates. In the event that an elevator must be provided for temporary use, TK Elevator will require 30 days to perform final adjustments and re -inspection after the elevator has been 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 A7 Modernization Proposal returned to TK Elevator with all protection, intercoms and temporary signage removed. This duration does not include any provisions for finish work or for repairs of same, which shall be addressed on a project -by -project basis. Cost for preparation of controls for temporary use, refurbishment due to normal wear and tear, readjustment and re -inspection is $3,500.00 per elevator up to 10 floors. For projects above 10 stops, an additional cost of $1,500.00 / 10 floors shall apply. These costs are based on work performed during normal working hours. Temporary use excludes vandalism or misuse. Any required signage, communication devices, elevator operators, and protection are not included while temporary use is being provided. All overtime premiums for repairs during the temporary use period will be billed at TK Elevator's local service billing rates. b. The Proposal price set forth above includes one (1) inspection per unit by the applicable authority having jurisdiction if required by the government of the locality where the equipment is located. In the event the equipment fails that inspection due to no fault of TK Elevator, TK Elevator will charge Purchaser for both the cost of each re -inspection which shall be $1,500.00 and a remobilization fee which shall be $2,500.00 via change order prior to scheduling a re -inspection. c. Upon notice from TK Elevator that the installation and/or modernization of the equipment is complete, Purchaser will arrange to have present at the jobsite a person authorized to make the final inspection and to execute TK Elevator's "Final Acceptance Form." The date and time that such person will be present at the site shall be mutually agreed upon but shall not be more than ten (10) business days after the date of TK Elevator's notice of completion to Purchaser unless both TK Elevator and Purchaser agree to an extension of that ten (10) day period in writing. Such final inspection and execution of TK Elevator's "Final Acceptance Form" shall not be unreasonably delayed or withheld. d. Should the Purchaser or the local authority having jurisdiction require TK Elevator's presence at the inspection of equipment installed by others in conjunction with the work described in this Proposal, Purchaser agrees to compensate TK Elevator for its time at TK Elevator's current billing rate as posted at its local office. e. At the conclusion of its work, TK Elevator will remove all equipment and unused or removed materials from the project site and leave its work area in a condition that, in TK Elevator's sole opinion, is neat and clean. f. Purchaser agrees to accept a live demonstration of equipment's owner -controlled features in lieu of any maintenance training required in the bid specifications. g. Purchaser agrees to accept TK Elevator's standard owner's manual in lieu of any maintenance, or any other, manual(s) required in the bid specifications. 8. MAX MAX is a cloud based Internet of Things (IoT) platform that we, at our election, may connect to your elevators and escalators by means of installation of a remote -monitoring device or modem (each a "device"). MAX will analyze the unique signal output of your equipment 24/7 and when existing or potential outages are identified, MAX will automatically communicate with our dispatch centers. When appropriate, the dispatch center will alert our technicians during normal working hours. These MAX alerts provide the technician with precise diagnostics detail, which greatly enhances our ability to fix your equipment right the first time, MAXimizing the equipment uptime. a. Purchaser authorizes TK Elevator and its employees to access purchaser's premises to install, maintain and/or repair the devices and, upon termination of the service agreement, to remove the same from the premises if we elect to remove. b. TK Elevator is and shall remain the sole owner of the devices and the data communicated to us by the devices. The devices shall not become fixtures and are intended to reside where they are installed. TK Elevator may remove the devices and cease all data collection and analysis at any time. 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 10 Modernization Proposal ,M c. If the service agreement between TK Elevator and Purchaser is terminated for any reason, TK Elevator will automatically deactivate the data collection, terminate the device software and all raw data previously received from the device will be removed and/or expunged or destroyed. d. Purchaser consents to the installation of the devices in your elevators and to the collection, maintenance, use, expungement and destruction of the daily elevator data as set forth in this agreement. e. The devices installed by TK Elevator contain trade secrets belonging to us and are installed for the use and benefit of our personnel only. f. Purchaser agrees not to permit purchaser personnel or any third parties to use, access, tamper with, relocate, copy, disclose, alter, destroy, disassemble or reverse engineer the device while it is located on purchaser's premises. g. The installation of this equipment shall not confer any rights or operate as an assignment or license to you of any patents, copyrights or trade secrets with respect to the equipment and/or any software contained or imbedded therein or utilized in connection with the collection, monitoring and/or analysis of data. 9. Additional Terms and Conditions a. In no event shall TK Elevator be responsible for liquidated, consequential, indirect, incidental, exemplary, and special damages associated with the work described in this Proposal. b. This Proposal is made without regard to compliance with any special purchasing, manufacturing or construction/installation requirements including, but not limited to, any socio-economic programs, such as small business programs, minority or woman owned business enterprise programs, or local preferences, any restrictive sourcing programs, such as Buy American Act, or any other similar local, state or federal procurement regulations or laws that would affect the cost of performance. Should any such requirements be applicable to the work described in this Proposal, TK Elevator reserves the right to modify this Proposal or rescind it altogether. c. TK Elevator is an equal opportunity employer. d. TK Elevator's performance of the work described in this Proposal is contingent upon Purchaser furnishing TK Elevator with any and all necessary permission or priority required under the terms and conditions of government regulations affecting the acceptance of this Proposal or the manufacture, delivery or installation of the equipment. All applicable sales and use taxes, permit fees and licenses imposed upon TK Elevator as of the date of the Proposal are included in the price of the Proposal. Purchaser is responsible for any additional applicable sales and use taxes, permit fees and licenses imposed upon TK Elevator after the date of the Proposal or as a result of any law enacted after the date of the Proposal. e. All taxes, tariffs, duties, permit and/or license fees imposed upon TK Elevator as of the date of the execution of this Proposal are included in the price of the Proposal. Purchaser is responsible, in addition to the Proposal price, to pay TK Elevator for any additional (or any increase in) applicable taxes, tariffs, duties, permit and/or license fees imposed upon TK Elevator after the date of acceptance of this Proposal by any governmental authority or by any of TK Elevator's suppliers of the materials and/or components required in connection with this Proposal. f. Purchaser agrees to provide TK Elevator's personnel with a safe place in which to work and TK Elevator reserves the right to discontinue work at the jobsite whenever, in TK Elevator's sole opinion, this provision is being violated. g. The pricing set forth in this Proposal assumes that the elevator pits will not be classified as a confined space. TK Elevator will follow its standard safety policy and procedures. Any job specific safety requirements over and above TK Elevator's standard practices and policies may require additional costs. h. TK Elevator will furnish and install all equipment in accordance with the terms, conditions, scope and equipment nomenclature as noted herein. Requested changes or modifications to such provisions will require a 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 11 Modernization Proposal written change order issued on the Purchaser's letterhead and accepted by TK Elevator in writing prior to the execution of such work. This change order shall detail the current contract price, the amount of the change, and new contract value. i. This Proposal does not include a schedule for the work described and any such schedule shall be mutually agreed upon by an authorized representative of both TK Elevator and Purchaser in writing before becoming effective. j. In the event asbestos material is knowingly or unknowingly removed or disturbed in any manner at the jobsite, Purchaser shall monitor TK Elevator's work place and prior to and during TK Elevator's manning of the job, Purchaser shall certify that asbestos in the environment does not exceed .01 fibers per cc as tested by NIOSH 7400. In the event TK Elevator's employees or those of TK Elevator's subcontractors are exposed to an asbestos hazard, PCP's, lead or other hazardous substances, Purchaser agrees, to the fullest extent permitted by law, to indemnify, defend, and hold TK Elevator harmless from all damages, claims, suits, expenses, and payments resulting from such exposure. Identification, notification, removal and disposal of asbestos containing material, PCP's lead or other hazardous substances are the responsibility of the Purchaser. k. TK Elevator retains title to and a security interest in all equipment it supplies - which TK Elevator and Purchaser agree can be removed without material injury to the real property - until all payments including deferred payments and any extensions thereof, are made. In the event of any default by Purchaser on any payment, or any other provision of this Proposal, TK Elevator may take immediate possession of the equipment and enter upon the premises where it is located - without legal process - and remove such equipment or portions thereof, irrespective of the matter of its attachment to the real estate or the sale, mortgage or lease of the real estate. Pursuant to the Uniform Commercial Code, and at TK Elevator's request, Purchaser agrees to execute any financial or continuation statements which may be necessary for TK Elevator to file in public offices in order to perfect TK Elevator's security interest in such equipment. I. TK Elevator reserves the right to assign payments owed to TK Elevator under this Proposal. m. TK Elevator shall not be liable for any loss, damage or delay caused by acts of government, labor troubles, strikes, lockouts, fire, explosion, theft, floods, riot, civil commotion, war, malicious mischief, acts of God or any cause beyond its control. n. The rights of TK Elevator under this Proposal shall be cumulative and the failure on the part of the TK Elevator to exercise any rights hereunder shall not operate to forfeit or waive any of said rights. Any extension, indulgence or change by TK Elevator in the method, mode or manner or payment or any of its other rights shall not be construed as a waiver of any of its rights under this Proposal. o. In the event TK Elevator engages a third party to enforce the terms of this Proposal, and/or to collect payment due hereunder, either with or without suit, Purchaser agrees to pay all costs thereof together with reasonable attorney's fees. Purchaser does hereby waive trial by jury and does hereby consent to the venue of any proceeding or lawsuit under this Proposal to be in the county where the work covered by this Proposal is located. p. TK Elevator can furnish Certificate of Workers' Compensation, Bodily Injury and Property Damage Liability Insurance coverage to Purchaser upon written request. q. Should loss of or damage to TK Elevator's material, tools or work occur at the project site, Purchaser shall compensate TK Elevator for such loss, unless such loss or damage results from TK Elevator's own acts or omissions. r. Purchaser, in consideration of TK Elevator performing the services set forth in this Proposal, to the fullest extent permitted by law expressly agrees to indemnify, defend, save harmless, discharge, release and forever acquit TK Elevator Corporation, TK Elevator Manufacturing, Inc., their respective employees, officers, agents, insurers, affiliates, and subsidiaries (hereinafter singularly a "TK Elevator party" and collectively the "TK Elevator parties") from and against any and all claims, demands, suits, and proceedings for loss, property damage (including damage to the equipment which is the subject matter of this Proposal), personal injury or A� 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 12 Modernization Proposal 0 death that are alleged to either have arisen out of or be connected with the sale, marketing, presence, use, misuse, maintenance, installation, removal, modernization, manufacture, design, operation or condition of the equipment that is the subject matter of this Proposal or the labor and materials furnished in connection with this Proposal. Purchaser's duty to indemnify a TK Elevator party does not apply to the extent that the loss, property damage (including damage to the equipment which is the subject matter of this Proposal), personal injury or death is determined to be caused by or resulting from the negligence of that TK Elevator party. Purchaser recognizes that its obligation to defend the TK Elevator parties under this clause, which is separate and apart from its duty to indemnify the TK Elevator parties, includes payment of all attorneys' fees, court costs, judgments, settlements, interest and any other expenses of litigation arising out of such claims, demands, suits or proceedings. s. Purchaser further expressly agrees to name Tk Elevator Corporation and TK Elevator Manufacturing, Inc. along with their respective officers, agents, affiliates and subsidiaries as additional insureds in Purchaser's liability and any excess (umbrella) liability insurance policy(ies). Such insurance must insure TK Elevator Corporation and TK Elevator Manufacturing, Inc. for those claims and/or losses referenced in the above paragraph and those claims and/or or losses arising from the negligence of TK Elevator Corporation and TK Elevator Manufacturing, Inc. Such insurance must specify that its coverage is primary and non-contributory. Purchaser hereby waives its right of subrogation. t. TK Elevator's participation in any controlled insurance program is expressly conditioned upon review and approval of all controlled insurance program information and documentation prior to enrollment. Any insurance credits if applicable, will be provided at that time. u. Unless so mutually agreed upon in a separate signed agreement, TK Elevator shall not be required to interact or correspond with any third party with whom Subcontractor is not in privity of contract concerning matters pertinent to this Agreement. AT 2021-2-1100461 1 ACIA-1UC32XG I June 10, 2021 13 Exhibit D SCHEDULING AND PRODUCTION Please Remit To: TK Elevator REQUEST FOR PAYMENT PO Box 3796 Carol Stream, IL 60132-3796 Ntll-City Of Lubbock 5401 N Martin Luther King Lubbock TX, 79403-9714 Date Terms Reference ID Customer'• June 10, 2021 Immediate ACIA-1UC2SYR Total Contract Price: $97,333.00 Initial progress payment: (50%) $48,666.50 For inquiries regarding your contract or services provided by TK Elevator, please contact your local account manager at +1432 6831488. To make a payment by phone, please call 678-424- 5642 with the reference information provided below. Current and former service customers can now pay online at: https://secure.billtrust.com/thyssenkruppelevator/ig/one-time, ,payment Thank you for choosing TK Elevator. We appreciate your business. Please detach the below section and provide along with payment. ------------------------------------------------------------------- Customer Name: Ntll-City Of Lubbock Remit To: Location Name: Lubbock Preston Smith Airport TK Elevator PO Box 3796 Customer Number: 411673 Carol Stream, IL 60132- Quote Number: 2021-2-1100454 3796 Reference ID: ACIA-1UC2SYR Remittance $48,666.50 Amount: 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 AT Modernization Proposal Lubbock Preston Smith Airport Purchaser: Ntll-City Of Lubbock Address: 5401 N Martin Luther King Lubbock, TX 79403-9714 Location: Lubbock Preston Smith Airport Address: 5401 N Martin Luther King Lubbock, TX 79403-9714 June 10, 2021 TK Elevator Corporation (hereinafter 7K Elevator") is dedicated to delivering Ntll-City Of Lubbock (hereinafter "Purchaser") the safest, highest quality vertical transportation solutions. I am pleased to present this customized Proposal (the "Proposal") in the amount of $97,333.00 plus any applicable sales tax to modernize the elevator equipment described in the pages that follow at the above -referenced location. Our modernization package is engineered specifically for your elevator system and will include the elevator mechanical and electrical components being replaced, refurbished or retained. Benefits of Modernization include: • Increased durability and reliability • Improved fire and life safety features • Decreased waiting times • Reduced energy consumption • Reduced operational cost • Reduced troubleshooting time This Proposal shall remain in effect for the next ninety (90) days unless it is revoked earlier by TK Elevator in writing. The price above is subject to escalation - even after Purchaser's acceptance of this Proposal - under certain circumstances including the possibility that TK Elevator may be subjected to increased charges by its suppliers for any of the applicable materials and/or components due to the imposition of new or increased taxes, tariffs, or other charges imposed by applicable governmental authorities or the possibility that the work described in this Proposal is not completed by December 31, 2021. In the event you have any questions regarding the content of this Proposal, please do not hesitate to contact me. We appreciate your consideration. Sincerely, Priced out as per Omnia Partners contract R200502 Zach Rogers Modernization Sales zach.rogers@tkelevator.com +1432 6831488 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 Modernization Proposal SCOPE OF WORK Grouping Name: Admin #4 Units Included Equipment Type: Hydraulic Speed: 150 fpm 3 Stops (3 Front /0 Rear) Capacity: 3500 lbs. Building Nickname OEM Serial # TKE Serial # Legal ID Lubbock FX2009 US93097 062231 Preston Smith Airport Description of Work Controller - TAC 32 Controller (Includes Options listed below) - eMax Monitoring Device Provisions - Battery Lowering in Controller - Solid State Starters (6 or 12 leads) 460 / 575 VAC - Viscosity Control (Required over 150 FPM) Power Unit - EP-190 Power Unit (Submersible) - Viscosity Control (Required over 150 FPM) - 5 gallon drum of Biodegradable oil (Citgo NZ) - 55 gallon drum of Biodegradable oil (Citgo NZ) - 2" Shutoff Valve Kit - Isolation Couplings - Overspeed Valve Kits for 2" (less than 150 GPM) Jack Car - Pipe Stands - 21" Toe guard - Guide shoe mounting plates (set of 4 - only with shoe purchase from tkE) - 4" Car roller guides (set of 4) (spring loaded) - Fan: Two Speed - Car Top Exit Switch Hoistway 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 2 Modernization Proposal IM - HN Boxes (per each 2 cars, grouped) - Steel Tape with Mounting hardware, Selector and magnets (terminal limits included) - Final Limit Switch Package (Cam, Switches Et mounting material) - TAC 32 Field Friendly Wiring Package Includes single traveling cable, hoistway wiring, interlock wiring, interlock connectors, and serial wiring. - Hoistway Duct Kit Pit -Retain Cab - Car Door (SSSS, #4 S/S (441)) Door Equipment - Interlock / Pick up Assemblies for existing Dover Operators. Includes closers. Front - LD-16 Plus Door Operator with Complete carside equipment (FRONT) • includes Adapter kit (Tracks I* Hangars), Clutch (w/ Car Door Lock latch £r contact), & Car Top Inspection station (w/ alarm signal) - Micro Light 3D (Front) Car Fixtures - Main Car Station Includes Options Below • Applied Panel Debranded Car Station (No Logo) Vandal Resistant Floor Buttons Cast Braille Plates for Car Features Standard Key Switch Package • Fan • Light • Independent • Stop • Inspection/Hoistway Enable) Emergency Light mounted in COP 2004 and later Fire Service Phase II Features (includes instructions signage) Handicap Signal (Passing signal) - Position Indicator (2" CE Segmented) ADA Phone System integral with COP (Rath) - Speaker Pattern for Intercom System/ADA Phone - No Smoking (Engraved) Locked Service Cabinet Certificate Window - Default Engravings - GFI Outlet - #4 Stainless Steel Finish (441) � 4 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 3 Modernization Proposal 'I JQ - Emergency Light Test Button (constant pressure) - Car Riding Lantern (Standard) #4 S/S (441) Hall Fixtures - Hoistway Access Switch (in Hall Station) - Fire Service Phase I Key Switch - Fire Service Phase I Engraved Instructions - Hoistway Jamb Braille (Pair of Cast Plates) (# of Floors) - Terminal Hall Stations (Surface Mounted) with • Appendix O (Polycarbonate insert flame with engraved verbiage) • Fusion (#4 S/S (304)) - 2009 & 2010 Elevator Communications Failure add - Intermediate Hall Stations (Surface Mounted) with • Appendix O (Polycarbonate insert flame with engraved verbiage) • Fusion (#4 S/S (304)) 1. Key Tasks and Approximate Lead Times Key Tasks to be performed to be performed by Purchaser prior to equipment fabrication: a. Execution of this Proposal b. Payment for pre -production and engineering c. Approval of layout (if applicable) d. Execution of TK Elevator's Material Release Form Approximate Durations/Lead Times Contract execution Varies (can run concurrently with layout drawing package preparation and approval) Survey and Order of Materials (additional time required for cab, signal, entrance preparation and approval, if 3-4 Weeks applicable) Fabrication time 6-7 Weeks (from receipt of all approvals, fully executed contract, Material Release Form and initial progress payment) Modernization of elevator system (Per Unit): 4 - 6 Weeks (Upon completion of all required preparatory work by others) The durations or lead times listed above are strictly approximations that can vary due to factors both within and outside of TK Elevator's control, are subject to change without notice to Purchaser and shall not be binding on TK Elevator. 2. Payment Terms /\ i 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 4 Modernization Proposal 'I NZ 50% of the price set forth in this Proposal as modified by options selected from the section entitled "Value Engineering Opportunities If Alternates" (if applicable) will be due and payable as an initial progress payment within 30 days from TK Elevator's receipt of a fully executed copy of this Proposal. This initial progress payment will be applied to project management, permits, engineering and shop drawings, submittals, drilling mobilization (if required) and raw material procurement. Material will be ordered once this payment is received and the parties have both executed this Proposal and the Material Release Form. 25% of the price set forth in this Proposal as modified by options selected from the section entitled "Value Engineering Opportunities £t Alternates" (if applicable) shall be due and payable when the material described above has been furnished. Material is considered furnished when it has been received at the jobsite or TK Elevator staging facility. Supporting documentation of materials stored shall be limited to stored materials certificates of insurance and bills of lading. Receipt of this payment is required prior to mobilization of labor. 25% of the price set forth in this Proposal shall be made as progress payments throughout the life of the project. In the event TK Elevator fails to receive payment within thirty (30) days of the date of a corresponding invoice, TK Elevator reserves the right to demobilize until such a time that the payments have been brought up to date, and TK Elevator has the available manpower. It is agreed that there will be no withholding of retainage from any billing and by the customer from any payment. The payment terms breakdown above shall be considered the Schedule of Values for the project as written. Billing shall be submitted on or before the 25th day of the month according to the payment schedule above and accompanied by a form of G702-703 pay application/schedule of values and a conditional waiver, the format of which is hereby acknowledged and accepted. The use of online Portals for the submission of billing shall follow the terms of the Proposal and Customer agrees to permit billing in accordance with the executed contract terms. Portal access and usage is to be provided free of additional charge to TK Elevator and any additional cost for such use is to be reimbursed to TK Elevator via a reimbursable change order immediately upon acceptance. Purchaser agrees that TK Elevator shall have no obligation to complete any steps necessary to provide Purchaser with full use and operation of the installed equipment until such time as TK Elevator has been paid 100% both of the price reflected in this Proposal and for any other work performed by TK Elevator or its subcontractors in furtherance of this Proposal. Purchaser agrees to waive any and all claims to the turnover and/or use of that equipment until such time as those amounts are paid in full. Proposal price: $97,333.00 Initial progress payment: (50%) $48,666.50 Material furnished: (25%) $24,333.25 Total of remaining progress (25%) $24,333.25 payments: 3. Warranty ® C P Q 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 5 Modernization Proposal TK Elevator warrants any equipment it installs as described in this Proposal against defects in material and workmanship for a period of one (1) year from the date of Purchaser's execution of TK Elevator's "Final Acceptance Form" on the express conditions that all payments made under this Proposal and any mutually agreed -to change orders have been made in full and that such equipment is currently being serviced by TK Elevator. In the event that TK Elevator's work is delayed for a period greater than six (6) months, the warranty shall be reduced by the amount of the delay. This warranty is in lieu of any other warranty or liability for defects. TK Elevator makes no warranty of merchantability and no warranties which extend beyond the description in this Proposal, nor are there any other warranties, expressed or implied, by operation of law or otherwise. Like any piece of fine machinery, the equipment described in this Proposal should be periodically inspected, lubricated, and adjusted by competent personnel. This warranty is not intended to supplant normal maintenance service and shall not be construed to mean that TK Elevator will provide free service for periodic examination, lubrication, or adjustment, nor will TK Elevator correct, without a charge, breakage, maladjustments, or other trouble arising from normal wear and tear or abuse, misuse, improper or inadequate maintenance, or any other causes other than defective material or workmanship. In order to make a warranty claim, Purchaser must give TK Elevator prompt written notice at the address listed on the cover page of this Proposal and provided all payments due under the terms of this Proposal and any mutually agreed to written change orders have been made in full, TK Elevator shall, at its own expense, correct any proven defect by repair or replacement. TK Elevator will not, under any circumstances, reimburse Purchaser for cost of work done by others, nor shall TK Elevator be responsible for the performance of any equipment that has been the subject of service, repair, replacement, revisions or alterations by others. If there is more than one (1) unit which is the subject of work described in this Proposal, this section shall apply separately to each unit as accepted. 4. Preventative Maintenance Program This Proposal does not include any maintenance, service, repair or replacement of the equipment or any other work not expressly described herein. TK Elevator will submit a separate proposal to Purchaser covering the maintenance and repair of this equipment to be supplied to Purchaser at an additional cost. 5. Work Not Included There are certain items that are not included in this Proposal, many of which must be completed by Purchaser prior to and as a condition precedent to TK Elevator's performance of its work as described in this Proposal. In order to ensure a successful completion of this project, it shall be solely Purchaser's responsibility to coordinate its own completion of those items with TK Elevator. The following is a list of those items that are not included in this Proposal: A. Hoistways and Equipment Rooms 1. Purchaser shall provide the following: a. A dry legal hoistway, properly framed and enclosed, and including a pit of proper depth and overhead. This is to include steel safety beam, inspection or access platforms, access doors, sump pump, lights, waterproofing and venting as required; dewatering of pit(s) and required permanent screening/ b. A legal machine/control room, adequate for the elevator equipment, including floors, trap doors, gratings, access platforms, ladders, railings, foundations, lighting, ventilation sized per the TK Elevator shop drawings. Purchaser must maintain machine/control room temperature between 55 and 90 degrees Fahrenheit, with relative humidity less than 95% non -condensing at all times. c. Adequate bracing of entrance frames to prevent distortion during wall construction. \:� I 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 Modernization Proposal 'i W. d. All grouting, fire caulking, cutting, x-ray and removal of walls and floors, patching, coring, setting of sleeves/knockouts, penetrations and painting (except as specified) and removal of obstructions required for elevator work; along with all proper trenching and backfilling for any underground piping and/or conduit. e. All labor and materials necessary to support the full width of the hoistway at each landing for anchoring or welding TK Elevator sill supports, steel angles, sill recesses; f. The furnishing, installing and maintaining of the required fire rating of elevator hoistway walls, including the penetration of firewall by elevator fixture boxes; g. Ensuring that the elevator hoistways and pits are dewatered, cleaned and properly waterproofed; B. Electrical and Life Safety: 1. Purchaser shall provide a dedicated, analog telephone or data line to the elevator telephone or communication device; one additional data line per group of elevators for diagnostic capability wired to designated controller; 2. Purchaser shall provide the following: a. suitable connections from the power main to each controller and signal equipment feeders as required, including necessary circuit breakers and fused mainline disconnect switches per N.E.C. prior to installation. Suitable power supply capable of operating the new elevator equipment under all conditions; b. piping and wiring to controller for mainline power, car lighting, and any other building systems that interface with the elevator controls per N.E.C. Articles 620-22 and 620-51; c. any required hoistway / wellway, machine room, pit lighting and/or 110v service outlets; d. conduit and wiring for remote panels to the elevator machine room(s) and between panels. Remote panels required by local jurisdictions are not included in this proposal; e. a bonded ground wire, properly sized, from the elevator controller(s) to the primary building ground; and all remote wiring to the outside alarm bell as requested by all applicable code provisions; f. installed sprinklers, smoke/heat detectors on each floor, machine room and hoistways / wellways, shunt trip devices (not self -resetting) and access panels as may be required as well as normally open dry contacts for smoke/heat sensors, which shall be terminated by Purchaser at a properly marked terminal in the elevator controller; g. a means to automatically disconnect the main line and the emergency power supply to the elevator prior to the application of water in the elevator machine room that shall not be self -resetting; h. emergency power supply including automatic time delay transfer switch and auxiliary contacts with wiring to the designated elevator controller and along with electrical cross connections between elevator machine rooms for emergency power purposes; i. the following emergency power provisions are not included: interface in controller, pre -testing and testing, emergency power keyswitches; j. emergency power operation is included as part of the design of the elevator control system and based on each car in the group only, to properly sequence, one at a time to the programmed landing, and park. The design requires that the generator, transfer switch, and related circuitry are sufficient to run this function or any other function for any building other system that is associated with this project. In the event that the generator, transfer switch, and related circuitry are not sufficient, TK Elevator will provide Purchaser with a written change order for Purchaser's execution. k. a dry set of contacts which close 20 seconds prior to the transfer from normal power to emergency power or from emergency power to normal power whether in test mode or normal operating conditions in the event that an emergency power supply will be provided for the elevator; I. confirmation that the emergency standby power generator and/or building can accept the power generated to and from the elevator during both Hi -Speed and Deceleration. In cases where the generator and/or buildiN7-i'd Ai 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 7 Modernization Proposal TM is not electrically sized to handle the power return from the regen drive, additional separate chopper and resistor units are available for purchase but not included in this proposal. The additional chopper and resistor units allow regenerated power to be dissipated in the resistor bank and not sent back into the building grid. C. Miscellaneous: 1. Purchaser shall provide all work relating to the finished cab flooring including, but not limited to, the provision of materials and its installation to comply with all applicable codes; 2. Hydraulic jack replacement: a. the excavation of the elevator cylinder well hole in the event drilling is necessary through soil that is not free from rock, sand, water, building construction members and obstructions. Should obstructions be encountered, TK Elevator will proceed only after written authorization has been received from the Purchaser. The contract price shall be increased by the amount of additional labor at TK Elevator's standard labor rates as per the local office along with any additional expenses and materials required; b. adequate ingress and egress, including ramping, for rail -mounted or truck -mounted drill rig; c. Purchaser is responsible for pumping truck contractor to remove and dispose of spoils from the site. In the event that unforeseen and unfavorable below ground conditions are encountered, including but not limited to concrete around the cylinder, construction debris, adverse water and/or soil conditions, erosion, cavitations, oil contamination, or circumstances necessitating increased hole depth, etc., which require the employment of specialized contractors, TK Elevator shall immediately advise the Purchaser and costs will be extra to the contract; d. in ground protection systems other than TK Elevator's standard HDPE or PVC protection system with bottomless corrugated steel casing; e. any required trenching and backfilling for underground piping or casings, and conduit as well as any compaction, grouting, and waterproofing of block -out; f. engineering, provision and installation of methane barriers or coordination/access; g. access to 2" pressurized water supply within 100'-0" of the jack hole location; h. a safe, accessible storage area for placement of D.O.T. 55 gallon containers for the purpose of spoils containment; obtaining of local environmental or disposal permits i. any spoils or water testing; 6. Working Hours, Logistics and Mobilization a. All work described in this Proposal shall be performed during TK Elevator's regular working days - defined as Monday thru Friday and excluding IUEC recognized holidays - and regular working hours - defined as those hours regularly worked by TK Elevator modernization mechanics at the TK Elevator branch office that will provide labor associated with the performance of the work described in this Proposal - unless otherwise specified and agreed to in writing by both TK Elevator and Purchaser (hereinafter TK Elevator's regular working days and regular working hours shall be collectively defined as "normal working hours"). TK Elevator shall be provided with uninterrupted access to the elevator hoistway and machine room areas to perform work during normal working hours. b. Purchaser shall provide on -site parking to all TK Elevator personnel at no additional cost to TK Elevator. c. Purchaser shall provide traffic control, lane closures, permits and flagmen to allow suitable access/unload of tractor trailer(s). d. Purchaser agrees to provide unobstructed tractor -trailer access and roll -able access from the unloading area to the elevator or escalator hoistways or wellways (as applicable). e. Purchaser will be required to sign off on the Material Release Form, which will indicate the requested liv ry date of equipment to the site. If Purchaser is not ready to accept delivery of the equipment within ten 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 Modernization Proposal 7M business days of the agreed upon date, Purchaser will immediately make payments due for equipment and designate an area adjacent to the elevator shaft where Purchaser will accept delivery. If Purchaser fails to provide this location or a mutually agreeable alternative, TK Elevator is authorized to warehouse the equipment at the TK Elevator warehouse or designated distribution facility at Purchaser's risk and expense. Purchaser shall reimburse TK Elevator for all costs due to extra handling and warehousing. Storage beyond ten (10) business days will be assessed at a rate of $100.00 per calendar day for each unit listed in this Proposal, which covers storage and insurance of the elevator equipment and is payable prior to delivery. f. Purchaser agrees to provide a dry and secure area adjacent to the hoistway(s) at the ground level for storage of the elevator equipment and tools within ten (10) business days from receipt at the local TK Elevator warehouse. Any warranties provided by TK Elevator for vertical transportation equipment will become null and void if equipment is stored in any manner other than a dry, enclosed building structure. Any relocation of the equipment as directed by Purchaser after initial delivery will be at Purchaser's expense. g. TK Elevator includes one mobilization to the jobsite. A mobilization fee of $2,500.00 per crew per occurrence will be charged for pulling off the job or for any delays caused by others once material has been delivered and TK Elevator's work has commenced. h. Access for this project shall be free and clear of any obstructions. A forklift for unloading and staging material shall also be provided by Purchaser at no additional cost. i. Purchaser shall provide an on -site dumpster. TK Elevator will be responsible for cleanup of elevator/ escalator packaging material; however, composite cleanup participation is not included in this Proposal. j. The hiring of a disposal company which MUST be discussed prior to any material being ordered or work being scheduled. TK Elevator will provide environmental services ONLY if this is specifically included under the "Scope of Work" section above. TK Elevator assumes no responsibility and/or liability in any way whatsoever for spoils or other contamination that may be present as a result of the cylinder breach and/or other conditions present on the work site. k. One or more of the units described in this Proposal will be out of service and unavailable to move passengers and/or property during entire duration of the performance of the work described in this Proposal until re -certified by the applicable authority(ies) having jurisdiction and in good standing with payment schedules. 7. Temporary Use, Inspection and Turnover a. Unless required by specification, TK Elevator will not provide for "temporary use" of the elevator(s) described in this Proposal prior to completion and acceptance of the complete installation. Temporary use shall be agreed to via a change order to this Proposal which shall require Purchaser's execution of TK Elevator's standard Temporary Use Agreement. Cost for temporary use of an elevator shall be $200.00 per calendar day per hydraulic elevator and $250.00 per calendar day for each traction elevator for rental use only, excluding personnel to operate. All labor and parts, including callbacks required during the temporary use period will be billed at TK Elevator's standard local billing rates. In the event that an elevator must be provided for temporary use, TK Elevator will require 30 days to perform final adjustments and re -inspection after the elevator has been returned to TK Elevator with all protection, intercoms and temporary signage removed. This duration does not include any provisions for finish work or for repairs of same, which shall be addressed on a project -by -project basis. Cost for preparation of controls for temporary use, refurbishment due to normal wear and tear, readjustment and re -inspection is $3,500.00 per elevator up to 10 floors. For projects above 10 stops, an additional cost of $1,500.00 / 10 floors shall apply. These costs are based on work performed during normal working hours. Temporary use excludes vandalism or misuse. Any required signage, communication devices, elevator operators, and protection are not included while temporary use is being provided. All overtime premiums for repairs during the temporary use period will be billed at TK Elevator's local service billing rates. t. A"'I i 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 Modernization Proposal b. The Proposal price set forth above includes one (1) inspection per unit by the applicable authority having jurisdiction if required by the government of the locality where the equipment is located. In the event the equipment fails that inspection due to no fault of TK Elevator, TK Elevator will charge Purchaser for both the cost of each re -inspection which shall be $1,500.00 and a remobilization fee which shall be $2,500.00 via change order prior to scheduling a re -inspection. c. Upon notice from TK Elevator that the installation and/or modernization of the equipment is complete, Purchaser will arrange to have present at the jobsite a person authorized to make the final inspection and to execute TK Elevator's "Final Acceptance Form." The date and time that such person will be present at the site shall be mutually agreed upon but shall not be more than ten (10) business days after the date of TK Elevator's notice of completion to Purchaser unless both TK Elevator and Purchaser agree to an extension of that ten (10) day period in writing. Such final inspection and execution of TK Elevator's "Final Acceptance Form" shall not be unreasonably delayed or withheld. d. Should the Purchaser or the local authority having jurisdiction require TK Elevator's presence at the inspection of equipment installed by others in conjunction with the work described in this Proposal, Purchaser agrees to compensate TK Elevator for its time at TK Elevator's current billing rate as posted at its local office. e. At the conclusion of its work, TK Elevator will remove all equipment and unused or removed materials from the project site and leave its work area in a condition that, in TK Elevator's sole opinion, is neat and clean. f. Purchaser agrees to accept a live demonstration of equipment's owner -controlled features in lieu of any maintenance training required in the bid specifications. g. Purchaser agrees to accept TK Elevator's standard owner's manual in lieu of any maintenance, or any other, manual(s) required in the bid specifications. 8. MAX MAX is a cloud based Internet of Things (IoT) platform that we, at our election, may connect to your elevators and escalators by means of installation of a remote -monitoring device or modem (each a "device"). MAX will analyze the unique signal output of your equipment 24/7 and when existing or potential outages are identified, MAX will automatically communicate with our dispatch centers. When appropriate, the dispatch center will alert our technicians during normal working hours. These MAX alerts provide the technician with precise diagnostics detail, which greatly enhances our ability to fix your equipment right the first time, MAXimizing the equipment uptime. a. Purchaser authorizes TK Elevator and its employees to access purchaser's premises to install, maintain and/or repair the devices and, upon termination of the service agreement, to remove the same from the premises if we elect to remove. b. TK Elevator is and shall remain the sole owner of the devices and the data communicated to us by the devices. The devices shall not become fixtures and are intended to reside where they are installed. TK Elevator may remove the devices and cease all data collection and analysis at any time. c. If the service agreement between TK Elevator and Purchaser is terminated for any reason, TK Elevator will automatically deactivate the data collection, terminate the device software and all raw data previously received from the device will be removed and/or expunged or destroyed. d. Purchaser consents to the installation of the devices in your elevators and to the collection, maintenance, use, expungement and destruction of the daily elevator data as set forth in this agreement. e. The devices installed by TK Elevator contain trade secrets belonging to us and are installed for the use and benefit of our personnel only. f. Purchaser agrees not to permit purchaser personnel or any third parties to use, access, tamper with, relocate, copy, disclose, alter, destroy, disassemble or reverse engineer the device while it is located on purchaer,°�_ premises. 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 10 Modernization Proposal 'I VE g. The installation of this equipment shall not confer any rights or operate as an assignment or license to you of any patents, copyrights or trade secrets with respect to the equipment and/or any software contained or imbedded therein or utilized in connection with the collection, monitoring and/or analysis of data. 9. Additional Terms and Conditions a. In no event shall TK Elevator be responsible for liquidated, consequential, indirect, incidental, exemplary, and special damages associated with the work described in this Proposal. b. This Proposal is made without regard to compliance with any special purchasing, manufacturing or construction/installation requirements including, but not limited to, any socio-economic programs, such as small business programs, minority or woman owned business enterprise programs, or local preferences, any restrictive sourcing programs, such as Buy American Act, or any other similar local, state or federal procurement regulations or laws that would affect the cost of performance. Should any such requirements be applicable to the work described in this Proposal, TK Elevator reserves the right to modify this Proposal or rescind it altogether. c. TK Elevator is an equal opportunity employer. d. TK Elevator's performance of the work described in this Proposal is contingent upon Purchaser furnishing TK Elevator with any and all necessary permission or priority required under the terms and conditions of government regulations affecting the acceptance of this Proposal or the manufacture, delivery or installation of the equipment. All applicable sales and use taxes, permit fees and licenses imposed upon TK Elevator as of the date of the Proposal are included in the price of the Proposal. Purchaser is responsible for any additional applicable sales and use taxes, permit fees and licenses imposed upon TK Elevator after the date of the Proposal or as a result of any law enacted after the date of the Proposal. e. All taxes, tariffs, duties, permit and/or license fees imposed upon TK Elevator as of the date of the execution of this Proposal are included in the price of the Proposal. Purchaser is responsible, in addition to the Proposal price, to pay TK Elevator for any additional (or any increase in) applicable taxes, tariffs, duties, permit and/or license fees imposed upon TK Elevator after the date of acceptance of this Proposal by any governmental authority or by any of TK Elevator's suppliers of the materials and/or components required in connection with this Proposal. f. Purchaser agrees to provide TK Elevator's personnel with a safe place in which to work and TK Elevator reserves the right to discontinue work at the jobsite whenever, in TK Elevator's sole opinion, this provision is being violated. g. The pricing set forth in this Proposal assumes that the elevator pits will not be classified as a confined space. TK Elevator will follow its standard safety policy and procedures. Any job specific safety requirements over and above TK Elevator's standard practices and policies may require additional costs. h. TK Elevator will furnish and install all equipment in accordance with the terms, conditions, scope and equipment nomenclature as noted herein. Requested changes or modifications to such provisions will require a written change order issued on the Purchaser's letterhead and accepted by TK Elevator in writing prior to the execution of such work. This change order shall detail the current contract price, the amount of the change, and new contract value. i. This Proposal does not include a schedule for the work described and any such schedule shall be mutually agreed upon by an authorized representative of both TK Elevator and Purchaser in writing before becoming effective. j. In the event asbestos material is knowingly or unknowingly removed or disturbed in any manner at the jobsite, Purchaser shall monitor TK Elevator's work place and prior to and during TK Elevator's manning of the job, Purchaser shall certify that asbestos in the environment does not exceed .01 fibers per cc as tested by NIOSH 7400. In the event TK Elevator's employees or those of TK Elevator's subcontractors are exposed to an asbestos 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021 11 Modernization Proposal TM hazard, PCP's, lead or other hazardous substances, Purchaser agrees, to the fullest extent permitted by law, to indemnify, defend, and hold TK Elevator harmless from all damages, claims, suits, expenses, and payments resulting from such exposure. Identification, notification, removal and disposal of asbestos containing material, PCP's lead or other hazardous substances are the responsibility of the Purchaser. k. TK Elevator retains title to and a security interest in all equipment it supplies - which TK Elevator and Purchaser agree can be removed without material injury to the real property - until all payments including deferred payments and any extensions thereof, are made. In the event of any default by Purchaser on any payment, or any other provision of this Proposal, TK Elevator may take immediate possession of the equipment and enter upon the premises where it is located - without legal process - and remove such equipment or portions thereof, irrespective of the matter of its attachment to the real estate or the sale, mortgage or lease of the real estate. Pursuant to the Uniform Commercial Code, and at TK Elevator's request, Purchaser agrees to execute any financial or continuation statements which may be necessary for TK Elevator to file in public offices in order to perfect TK Elevator's security interest in such equipment. I. TK Elevator reserves the right to assign payments owed to TK Elevator under this Proposal. m. TK Elevator shall not be liable for any loss, damage or delay caused by acts of government, labor troubles, strikes, lockouts, fire, explosion, theft, floods, riot, civil commotion, war, malicious mischief, acts of God or any cause beyond its control. n. The rights of TK Elevator under this Proposal shall be cumulative and the failure on the part of the TK Elevator to exercise any rights hereunder shall not operate to forfeit or waive any of said rights. Any extension, indulgence or change by TK Elevator in the method, mode or manner or payment or any of its other rights shall not be construed as a waiver of any of its rights under this Proposal. o. In the event TK Elevator engages a third party to enforce the terms of this Proposal, and/or to collect payment due hereunder, either with or without suit, Purchaser agrees to pay all costs thereof together with reasonable attorney's fees. Purchaser does hereby waive trial by jury and does hereby consent to the venue of any proceeding or lawsuit under this Proposal to be in the county where the work covered by this Proposal is located. p. TK Elevator can furnish Certificate of Workers' Compensation, Bodily Injury and Property Damage Liability Insurance coverage to Purchaser upon written request. q. Should loss of or damage to TK Elevator's material, tools or work occur at the project site, Purchaser shall compensate TK Elevator for such loss, unless such loss or damage results from TK Elevator's own acts or omissions. r. Purchaser, in consideration of TK Elevator performing the services set forth in this Proposal, to the fullest extent permitted by law expressly agrees to indemnify, defend, save harmless, discharge, release and forever acquit TK Elevator Corporation, TK Elevator Manufacturing, Inc., their respective employees, officers, agents, insurers, affiliates, and subsidiaries (hereinafter singularly a "TK Elevator party" and collectively the "TK Elevator parties") from and against any and all claims, demands, suits, and proceedings for loss, property damage (including damage to the equipment which is the subject matter of this Proposal), personal injury or death that are alleged to either have arisen out of or be connected with the sale, marketing, presence, use, misuse, maintenance, installation, removal, modernization, manufacture, design, operation or condition of the equipment that is the subject matter of this Proposal or the labor and materials furnished in connection with this Proposal. Purchaser's duty to indemnify a TK Elevator party does not apply to the extent that the loss, property damage (including damage to the equipment which is the subject matter of this Proposal), personal injury or death is determined to be caused by or resulting from the negligence of that TK Elevator party. Purchaser recognizes that its obligation to defend the TK Elevator parties under this clause, which is separate and apart from its duty to indemnify the TK Elevator parties, includes payment of all attorneys' fees, court costs, judgments, settlements, interest and any other expenses of litigation arising out of such claims, demands, suits or proceedings. 2021-2-11004541 ACIA-1UC2SYR I June 10, 2021 I 12 Modernization Proposal 7 VE s. Purchaser further expressly agrees to name Tk Elevator Corporation and TK Elevator Manufacturing, Inc. along with their respective officers, agents, affiliates and subsidiaries as additional insureds in Purchaser's liability and any excess (umbrella) liability insurance policy(ies). Such insurance must insure TK Elevator Corporation and TK Elevator Manufacturing, Inc. for those claims and/or losses referenced in the above paragraph and those claims and/or or losses arising from the negligence of TK Elevator Corporation and TK Elevator Manufacturing, Inc. Such insurance must specify that its coverage is primary and non-contributory. Purchaser hereby waives its right of subrogation. t. TK Elevator's participation in any controlled insurance program is expressly conditioned upon review and approval of all controlled insurance program information and documentation prior to enrollment. Any insurance credits if applicable, will be provided at that time. u. Unless so mutually agreed upon in a separate signed agreement, TK Elevator shall not be required to interact or correspond with any third party with whom Subcontractor is not in privity of contract concerning matters pertinent to this Agreement. 2021-2-1100454 1 ACIA-1UC2SYR I June 10, 2021ii 13 ff Modernization Proposal 'I WE Acceptance Purchaser's acceptance of this Proposal and its approval by an authorized manager of TK Elevator will constitute exclusively and entirely the agreement between the parties for the goods and services herein described and full payment of the sum of One Hundred Ten Thousand One Hundred Sixty Six Dollars ($110,166.00). All other prior representations or regarding this work, whether written or verbal, will be deemed to be merged herein and no other changes in or additions to this Proposal will be recognized unless made in writing and properly executed by both parties as a change order. Should Purchasers acceptance be in the form of a purchase order or other similar document, the provisions of this Proposal will exclusively govern the relationship of the parties with respect to this transaction. No agent or employee shall have the authority to waive or modify any of the terms of this Proposal without the prior written approval of an authorized TK Elevator manager. By. By. (Signature of (Print or Type Name) (Signature of Branch Representative) Branch Manager (Print or Type Title) Mayor July 27, 2021 (Date of Acceptance) (Date of Execution) ATTPH: I V ' Rebecca Garza, City Secretary AT 2021-2-11004611 ACIA-1UC32XG I June 10, 2021 14 Modernization Proposal 'I M Acceptance Purchaser's acceptance of this Proposal and Its approval by an authorized manager of TK Elevator will constitute exclusively and entirely the agreement between the parties for the goods and services herein described and full payment of the sum of Ninety Seven Thousand Three Hundred Thirty Three Dollars ($97,333.00). All other prior representations or regarding this work, whether written or verbal. will be deemed to be merged herein and no other changes in or additions to this Proposal will be recognized unless made in writing and properly executed by both parties as a change order. Should Purchasers acceptance be in the form of a purchase order or other similar document, the provisions of this Proposal will exclusively govern the relationship of the parties with respect to this transaction. No agent or employee shall have the authority to waive or modify any of the terms of this Proposal without the prior written approval of an authorized TK Elevator manager. By: By: (Signature of (Print or Type Name) (Print or Type THIe) ayor (Signature of Branch Representative) Branch Manager July 27, 2021 (Date of Acceptance) (Date of Execution) ATTEST: V Aut4-t' 2021-2-11004541 ACIA-A1C2SYR I June 10, 2021 LUBROCK PRESTON SMITH UNITED (143102&14308S) City of Lubbock AMENDMENT NO.1 This Amendment No 1 shag be made a part of this Agreement, and in the event of conW with other articles, terms, conditions or contract documents, this Amendment No.1 shall be final The Parties acknowledge that Thyssenkrupp Elevator CorpomgoWs name has changed to TK Elevator Corporation. ARTICLE I. TERM Amend by adding the following sentence. 'The parties agree that the final protect schedule will be provided by the Contractor based on the durations listed under Exhibit D. Contractor's proposal. ARTICLE III_ TERMINATION A. Amend by adding the following sentence at the end of this section In the event of termination City agrees to pay Contractor the proportional contract value of work performed including contract value of materials in process of fabrication, in transit or stored ARTICLE X. INDEMNITY Replace the entire section with the following. CONTRACTOR shall indemnify and save harmless the City of Lubbock and its officers, agents. and employees from all suits, actions, losses, damages, claims, or liability of any character. type, or description. Including without limiting the generality of the foregoing all expenses of litigation, court costs, and attorneys fees for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, but ordy to the extent such suits, actions, losses, damages, claims, or liability are caused by or arising out of, or occasioned by, the acts of CONTRACTOR, its agents or employees, in the execution of this Contract. The parties specifically waive any claim from each other for indirect, special, liquidated, incidental, exemplary or consequential damages, or for loss of use, loss of income, loss of opportunity, of other similar remote damages INSURANCE REQUIREMENTS The following items apply to the insurance coverage: i).The additional Insured coverage to be provided by Contractor shall only apply to the extent any damages covered by the policy are determined to be caused by Contractors acts, actions. omissions or neglects, and shall not apply to the extent caused by the additional insured's own acts, actions, omissions, or ne#Wcts, or for bare allegations. u). b. Certificate of Insurance III suffice in lieu of copies of nsurance policies unless there is an actual claim, 1 All tifications pertain to nsurance shall be provided per policy provisions which may not be via registered mail. Gbh d evi3O�,orS a cm ert�5 y � ,� 01 OCK TK ELEVATOR CORPORATION Alpay Turker City of Lubbock Marta Alvarez Purchasing & Contract Management Contract Analyst Page 1 of 1 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING Certificate Number: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 2022-960118 TK Elevator Fort Worth, TX United States Date Filed: 12/01/2022 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Sul Ross Date Acknowledged: 12/22/2022 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 15967 Elevator Service, repair and modernization 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary Sul Ross Alpine, TX United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is and my date of birth is My address is (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in County, State of on the day of , 20 (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.eb87ef42 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING Certificate Number: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 2022-960118 TK Elevator Fort Worth, TX United States Date Filed: 12/01/2022 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Sul Ross Date Acknowledged: 12/22/2022 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 15967 Elevator Service, repair and modernization 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary Sul Ross Alpine, TX United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is and my date of birth is My address is (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in County, State of on the day of , 20 (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.eb87ef42