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LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
ARIZONA ELEVATOR SOLUTIONS, INC.
THIS LINKING AGREEMENT (this “Agreement”) is entered into as of this day of
, 20 , between the City of Glendale, an Arizona municipal corporation (the “City”), and
Arizona Elevator Solutions Inc., a(n) Arizona corporation authorized to do business in Arizona
(“Contractor”), collectively, the “Patties.”
RECITALS
On January 16, 2023, under (S.A.V.E Cooperative Purchasing Agreement, the City of Mesa
entered into a contract with Contractor to purchase the goods and services described in the
Elevatox/Vertical Transportation Unit Maintenance Agreement , Contract No. 2023120
(“Cooperative Purchasing Agreement”), which is attached hereto as Exhibit A. The
Cooperative Purchasing Agreement permits its cooperative use by other governmental
agencies including the City.
Section 2-149 of the City’s Procurement Code permits the Materials Manager to procure goods
and services by participating with other governmental units in cooperative purchasing
agreements when the best interests of the City would be served.
Section 2-149 also provides that the Materials Manager may enter into such cooperative
agreements without meeting the formal or informal solicitation and bid requirements of
Glendale City Code Sections 2-145 and 2-146.
The City desires to contract with Contractor for supplies or services identical, or nearly
identical, to the supplies or services Contractor is providing other units of government under
the Cooperative Purchasing Agreement. Contractor consents to the City’s utilization of the
Cooperative Purchasing Agreement as the basis of this Agreement, and Contractor desites to
enter into this Agreement to provide the supplies and services set forth in this Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated by reference,
and the covenants and promises contained in this Linking Agreement, the parties agree as follows:
1.
Term _of Agreement. The City is purchasing supplies and/or services from Contractor
pursuant to the Cooperative Purchasing Agreement. According to the Cooperative
Purchasing Agreement, purchases can be made by governmental entities from the date of
award, which was January 16, 2023, until the date the contract expires on January 15, 2026
unless the term of the Cooperative Purchasing Agreement is extended by the mutual
agreement of the original contracting parties. The initial period of this Agreement, therefore,
is the period from the Effective Date of this Agreement until January 15, 2026. The City may
renew the term of this Agreement for up to a maximum of two years until the Cooperative
Purchasing Agreement expires on January 15, 2028. Glendale renewals are not automatic and
1/2/2020
shall only occur if the City gives the Contractor notice of its intent to renew. The City may
give the Contractor notice of its intent to renew this Agreement 30 days prior to the
anniversary of the Effective Date to effectuate such renewal.
Scope of Work: Terms, Conditions, and Specifications.
A. Contractor shall provide City the supplies and/or services identified in the Scope of
Work attached as Exhibit B.
B. Contractor agrees to comply with all the terms, conditions and specifications of the
Cooperative Purchasing Agreement. Such terms, conditions and specifications are
specifically incorporated into and are an enforceable part of this Agreement.
Compensation.
A. City shall pay Contractor compensation at the same rate and on the same schedule as
ptovided in the Cooperative Purchasing Agreement, which is attached hereto as
Exhibit C.
B. The total purchase price for the supplies and/or services purchased under this
Agreement shall not exceed Three Million dollars ($3,000,000) for the entire term of
the Agreement (initial term plus any renewals).
Cancellation. This Agreement may be cancelled pursuant to A.RS. § 38-511.
Non-disctimination. Contractor must not discriminate against any employee ot applicant for
employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual
orientation, gender identity or expression, genetic characteristics, familial status, U.S. military
veteran status or any disability. Contractor will require any Sub-contractor to be bound to the
same fequirements as stated within this section. Contractor, and on behalf of any
subcontractors, warrants compliance with this section.
Insurance Certificate. A certificate of insurance applying to this Agreement must be provided
to the City prior to the Effective Date.
E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the
requirements of A.R.S. § 41-4401.
No Boycott of Istael. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the
parties hereby certify that they are not currently engaged in and agtce for the duration of the
Agreement to not engage in, a boycott of goods or services ftom Israel, as that term is defined
in A.R.S § 35-393.
Attestation of PCI Compliance. When applicable, the Contractor will provide the City
annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of
compliance certificate signed by an officer of Contractor with oversight responsibility.
ised
4/29/2021
10. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’
respective authorized representatives at the address listed below:
City of Glendale
c/o Linda Musser
6210 W. Myrtle Ave. Suite 111
Glendale AZ 85301
And
Arizona Elevator Solutions, Inc.
c/o Scott Brugh
208 South River Drive
Tempe AZ 85281
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year
set forth above.
“City”
City of Glendale, an Arizona
municipal corporation
By:
Kevin R. Phelps
City Manager
ATTEST:
Julie K. Bower (SEAL)
City Clerk
APPROVED AS TO FORM:
Michael D. Bailey
City Attorney
“Contractor”
Arizona Elevator Solutions, Inc.,
an Arizona coporation
Let.
Name;-Scott B
Title: VP of Sales
4/29/2021
LINKING AGREEMENT
BETWEEN
THE CITY OF GLENDALE, ARIZONA
AND
ARIZONA ELEVATOR SOLUTIONS, INC.
EXHIBIT A
(CITY OF MESA AGREEMENT NO. 2023120
ELEVATOR/ VERTICAL TRANSPORTATION UNIT MAINTENANCE)
4/29/2021
yy ~\N
mesa:az
AGREEMENT PURSUANT TO SOLICITATION
CITY OF MESA AGREEMENT NUMBER 2023120
ELEVATOR / VERTICAL TRANSPORTATION UNIT MAINTENANCE
CITY OF MESA, Arizona (“City”) oe
| Department Name _ City of Mesa — Purchasing Division __
' Mailing Address P.O. Box 1466 7 -
i Mesa, AZ 85211-1466
‘Delivery Address 20 East Main St, Suite 450
i . | Mesa, AZ 85201 ee
: Attention | Jess Romney, NIGP-CPP, CPPB
_ Procurement Supervisor
Jess.Romney@MesaAZ.gov
(480) 644-5798
EMail _
| Phone _
With a copy to: City of Mesa - PROF
Attn: Brian Spoon
Facilities Maintenance Supervisor
P.O. Box 1466
Mesa, AZ 85211-1466
Brian.Spoon@MesaAZ.gov
AND
ARIZONA ELEVATOR SOLUTIONS, INC., (“Contractor”) _
_Mailing Address _ 208.'S. River Drive
= 7 _ Tempe, AZ 85288 .
_RemittoAddress §--§s»§ Zo’ Si “River Drive._. a -
a ~~ Lempe AR 8TH.
Attention Scott E rugh
VP of Sales
Scott@ArizonaElevatorSolutions.com
Page 1 of 30
CITY OF MESA AGREEMENT PURSUANT TO SOLICITATION
This Agreement pursuant to Solicitation (“Agreement”) is entered into this 28" day of February 2023, by
and between the City of Mesa, Arizona, an Arizona municipal corporation (“City”), and Arizona Elevator
Solutions, Inc., a(n) Arizona corporation (“Contractor”). The City and Contractor are each a “Party” to the
Agreement or together are “Parties” to the Agreement.
A.
B.
RECITALS
The City issued Solicitation number 2023120 (“Solicitation”) for Elevator / Vertical Transportation
Unit Maintenance, to which Contractor provided a response (“Response”); and
The City Selected Contractor's Response as being in the best interest of the City and wishes to engage
Contractor in providing the services/materials described in the Solicitation and Response.
In consideration of the reciprocal promises contained in the Agreement, and for other valuable and good
consideration, which the Parties acknowledge the receipt and sufficiency of, the Parties agree to the
following Terms & Conditions.
TERMS & CONDITIONS
Term. This Agreement is for a term beginning on January 16, 2023 and ending on January 15, 2026.
The use of the word “Term” in the Agreement includes the aforementioned period as well as any
applicable extensions or renewals in accordance with this Section 1.
1.1 Renewals. On the mutual written agreement of the Parties, the Term may be renewed up to a
maximum of two (2) years. Any renewal(s) will be a continuation of the same terms and
conditions as in effect immediately before the expiration of the then-current term.
1.2 Extension for Procurement Processes. Upon the expiration of the Term of this Agreement,
including any renewals permitted herein, at the City’s sole discretion this Agreement may be
extended on a month-to-month basis for a maximum of six (6) months to allow for the City’s
procurement processes in the selection of a vendor to provide the services/materials provided
under this Agreement. The City will notify the Contractor in writing of its intent to extend the
Agreement at least thirty (30) calendar days before the expiration of the Term. Any extension
under this Subsection 1.2 will be a continuation of the same terms and conditions as in effect
immediately before the expiration of the then-current term.
Scope of Work. The Contractor will provide the necessary staff, services, and associated resources
to provide the City with the services, materials, and obligations attached to this Agreement as Exhibit
A (“Scope of Work”) Contractor will be responsible for all costs and expenses incurred by Contractor
that are incident to the performance of the Scope of Work unless otherwise stated in Exhibit A.
Contractor will supply all equipment and instrumentalities necessary to perform the Scope of Work. If
set forth in Exhibit A, the City will provide Contractor's personnel with adequate workspace and such
other related facilities as may be required by Contractor to carry out the Scope of Work.
The Agreement is based on the Solicitation and Response which are hereby incorporated by reference
into the Agreement as if written out and included herein. In addition to the requirements specifically set
forth in the Scope of Work, the Parties acknowledge and agree that the Contractor shall perform in
accordance with all terms, conditions, specifications, and other requirements set forth within the
Solicitation and Response unless modified herein.
Orders. Orders are placed with the Contractor by either a: (i) Purchase Order when for a one-time
purchase; (ii) Notice to Proceed, or (iii) Delivery Order off of a Master Agreement for Requirement
Contract where multiple as-needed orders will be placed with the Contractor. The City may use the
Internet to communicate with Contractor and to place orders as permitted under this Agreement
Document Order of Precedence. In the event of any inconsistency between the terms of the body of
the Agreement, the Exhibits, the Solicitation, and Response, the language of the documents will control
in the following order.
a. Agreement
b. Exhibits
Page 2 of 30
C.
d.
1. Mesa Standard Terms & Conditions
2. Scope of Work
3. Other Exhibits not listed above
Solicitation including any addenda
Contractor Response
5. Payment.
5.1
5.2
5.3
5.4
General. Subject to the provisions of the Agreement, the City will pay Contractor the sum(s)
described in Exhibit B (“Pricing”) in consideration of Contractor's performance of the Scope of
Work during the Term.
Prices. All pricing shall be firm for the Term and all extensions or renewals of the Term except
where otherwise provided in this Agreement and include all costs of the Contractor providing
the materials/service including transportation, insurance, and warranty costs. No fuel
surcharges will be accepted unless allowed in this Agreement. The City shall not be invoiced
at prices higher than those stated in the Agreement.
The Contractor further agrees that any reductions in the price of the materials or services
covered by this Agreement will apply to the undelivered balance. The Contractor shall promptly
notify the City of such price reductions.
No price modifications will be accepted without proper request by the Contractor and response
by the City’s Purchasing Division.
Price Adjustment. Any requests for reasonable price adjustments must be submitted in
accordance with this Section 5.3. Requests for adjustment in the cost of labor and/or materials
must be supported by appropriate documentation. There is no guarantee the City will accept
a price adjustment therefore Contractor should be prepared for the Pricing to be firm over the
Term. of the Agreement. . The City is only willing to entertain price adjustments based on an
increase to Contractor's actual expenses or other reasonable adjustments in providing the
services/materials under the Agreement. If the City agrees to the adjusted price terms, the City
shall issue written approval of the change.
During the sixty (60) day period before Contract expiration date of the Agreement, the
Contractor may submit a written request to the City to allow an increase to the prices in an
amount not to exceed the twelve (12) month change in the Producer Price Index for Elevator
and moving stairway mfg 333921333921, Not Seasonally Adjusted as published by the U.S.
Department of Labor, Bureau of Labor Statistics (http://www.bls.gov/ppi/home.htm). The City
shall review the request for adjustment and respond in writing; such response and approval
shall not be unreasonably withheld.
Renewal and Extension Pricing. Any extension of the Agreement will be at the same pricing
as the initial Term. If the Agreement is renewed in accordance with Section 1, pricing may be
adjusted for amounts other than inflation that represent actual costs to the Contractor based
on the mutual agreement of the parties. The Contractor may submit a request for a price
adjustment along with appropriate supporting documentation demonstrating the cost to the
Contractor. Renewal prices shall be firm for the term of the renewal period and may be adjusted
thereafter as outlined in the previous section. There is no guarantee the City will accept a price
adjustment.
5.5 Invoices. Payment will be made to Contractor following the City’s receipt of a properly
completed invoice. No terms set forth in any invoice, purchase order, or similar document
issued by Contractor will be deemed accepted by the City; the terms of the contractual
relationship between the Parties are as set forth in this Agreement. Any issues regarding billing
or invoicing must be directed to the City Department/Division requesting the service or material
from the Contractor. A properly completed invoice should contain, at a minimum, all of the
following:
a. Contractor name, address, and contact information;
b. City billing information;
Page 3 of 30
City contract number as listed on the first page of the Agreement;
Invoice number and date;
Payment terms;
Date of service or delivery;
Description of materials or services provided;
If materials provided, the quantity delivered and pricing of each unit;
Applicable Taxes;
If applicable, mileage or travel costs; and
Total amount due.
a Tame ao
5.6 Payment of Funds. Contractor acknowledges the City may, at its option and where available
use a Credit Card/Procurement Card to make payment for orders under the Agreement with
no additional charge/fee. Otherwise, payment will be through a traditional method of a check.
5.7 Disallowed Costs, Overpayment. If at any time the City determines that a cost for which
payment was made to Contractor is a disallowed cost, such as an overpayment or a charge for
materials/service not in accordance with the Agreement, the City will notify Contractor in writing
of the disallowance; such notice will state the means of correction which may be, but is not
limited to, adjustment of any future claim/invoice submitted by Contractor in the amount of the
disallowance, or to require repayment of the disallowed amount by Contractor. Contractor will
be provided with the opportunity to respond to the notice.
Insurance.
6.1 Contractor must obtain and maintain at its expense throughout the term of Contractor's
agreement, at a minimum, the types and amounts of insurance set forth in this Section 6 from
insurance companies authorized to do business in the State of Arizona; the insurance must
cover the materials/service to be provided by Contractor under the Agreement. For any
insurance required under the Agreement, Contractor will name the City of Mesa, its agents,
representatives, officials, volunteers, officers, elected officials, and employees as additional
insured, as evidenced by providing either an additional insured endorsement or proper
insurance policy excerpts.
6.2 Nothing in this Section 6 limits Contractor’s responsibility to the City. The insurance
requirements herein are minimum requirements for the Agreement and in no way limit any
indemnity promise(s) contained in the Agreement.
6.3 The City does not warrant the minimum limits contained herein are sufficient to protect
Contractor and subcontractor(s) from liabilities that might arise out of performance under the
Agreement by Contractor, its agents, representatives, employees, or subcontractor(s).
Contractor is encouraged to purchase additional insurance as Contractor determines may be
necessary.
6.4 Each insurance policy required under the Agreement must be in effect at or before the
execution of the Agreement and remain in effect for the term of the Agreement.
6.5 Before the execution of the Agreement, Contractor will provide the City with a Certificate of
Insurance (using an appropriate “ACORD” or equivalent certificate) signed by the issuer with
applicable endorsements. The City reserves the right to request additional copies of any or all
of the policies, endorsements, or notices relating thereto required under the Agreement.
6.6 When the City requires a Certificate of Insurance to be furnished, Contractor's insurance is
primary of alt other sources available. When the City is a certificate holder and/or an additional
insured, Contractor agrees no policy will expire, be canceled, or be materially changed to affect
the coverage available without advance written notice to the City.
6.7 The policies required by the Agreement must contain a waiver of transfer rights of recovery
(waiver of subrogation) against the City, its agents, representatives, officials, volunteers,
officers, elected officials, and employees for any claims arising out of the work of Contractor.
Page 4 of 30
10.
41.
6.8 All insurance certificates and applicable endorsements are subject to review and approval by
the City's Risk Management Division.
6.9 Types and Amounts of Insurance. Contractor must obtain and retain throughout the term of
the Agreement, at a minimum, the following:
6.9.1. Worker's compensation insurance in accordance with the provisions of Arizona
law. If Contractor operates with no employees, Contractor must provide the City
with written proof Contractor has no employees. If employees are hired during the
course of this Agreement, Contractor must procure worker's compensations in
accordance with Arizona law.
6.9.2 The Contractor shall maintain at all times during the term of this contract, a
minimum amount of $3 million per occurrence/$5 million aggregate Commercial
General Liability insurance, including Products and Contractual Liability. For
General Liability insurance, the City of Mesa, their agents, officials, volunteers,
officers, elected officials, or employees shall be named as additional insured, as
evidenced by providing an additional insured endorsement.
6.9.3 Automobile liability, bodily injury, and property damage with a limit of $1 million per
occurrence including owned, hired, and non-owned autos.
Requirements Contract. Contractor acknowledges and agrees the Agreement is a requirements
contract; the Agreement does not guarantee any purchases will be made (minimum or maximum).
Orders will only be placed when the City identifies a need and issues a purchase order or a written
notice to proceed. The City reserves the right to cancel purchase orders or a notice to proceed
within a reasonable period of time of issuance; any such cancellation will be in writing. Should a
purchase order or notice to proceed be canceled, the City agrees to reimburse Contractor for any
actual and documented costs incurred by Contractor. The City will not reimburse Contractor for
any avoidable costs incurred after the receipt of cancellation including, but not limited to, lost profits,
shipment of product, or performance of services.
Notices. All notices to be given pursuant to the Agreement will be delivered to the Contractor as
listed on Page 1 of this Agreement. Notice will be delivered pursuant to the requirements set forth
in the Mesa Standard Terms and Conditions that is attached to the Agreement as Exhibit C.
Representations of Contractor. To the best of Contractor's knowledge, Contractor agrees that:
a. Contractor has no obligations, legal or otherwise, inconsistent with the terms of the Agreement
or with Contractor's undertaking of the relationship with the City;
b. Performance of the services called for by the Agreement do not and will not violate any
applicable law, rule, regulation, or any proprietary or other right of any third party;
c. Contractor will not use in the performance of Contractor’s responsibilities under the Agreement
any proprietary information or trade secret of a former employer of its employees (other than
City, if applicable); and
d. Contractor has not entered into and will not enter into any agreement, whether oral or written,
in conflict with the Agreement.
Mesa Standard Terms and Conditions. Exhibit C to the Agreement is the Mesa Standard Terms
and Conditions as modified by the Parties, which are incorporated by reference into the Agreement
as though fully set forth herein. In the event of any inconsistency between the terms of the
Agreement and the Mesa Standard Terms and Conditions, the language of the Agreement will
control. The Parties or a Party are referred to as a “party” or “parties” in the Mesa Standard Terms
and Conditions. The Term is referred to as the “term” in the Mesa Standard Terms and Conditions.
Counterparts and Facsimile or Electronic Signatures. This Agreement may be executed in two
(2) or more counterparts, each of which will be deemed an original and all of which, taken together,
will constitute one agreement. A facsimile or other electronically delivered signature to the
Page 5 of 30
12.
13.
14.
15.
Agreement will be deemed an original and binding upon the Party against whom enforcement is
sought.
Incorporation of Recitals and Exhibits. All Recitals and Exhibits to the Agreement are hereby
incorporated by reference into the Agreement as if written out and included herein. In the event of
any inconsistency between the terms of the body of the Agreement and the Exhibits, the language
of the Agreement will control.
Exhibits to this Agreement are the following:
(A) Scope of Work
(B) Pricing
(C) Mesa Standard Terms and Conditions
(D) Equipment Type and Performance Requirements
Attorneys’ Fees. The prevailing Party in any litigation arising out of the Agreement will be entitled
to the recovery of its reasonable attorney’s fees, court costs, and other litigation-related costs and
fees from the other Party.
Additional Acts. The Parties agree to execute promptly such other documents and to perform
such other acts as may be reasonably necessary to carry out the purpose and intent of the
Agreement.
Headings. The headings of the Agreement are for reference only and will not limit or define the
meaning of any provision of the Agreement.
Page 6 of 30
By executing below, each Party acknowledges that it understands, approves, and accepts all of the terms
of the Agreement and the attached exhibits.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.
CITY OF MESA, ARIZONA
Edward Quedens
cn=Edward Quedens, o=City
of Mesa, ou=Business
By: fa Services Director / City of
~ hora ———
email=ed quedens@mesaaz.
ARIZONA ELEVATOR SOLUTIONS, INC.
, C=US.
3023.02.28 13:25:22 -07 00 SS S 4 Peruse /
Printed Name Printed Name UV
VP we Shs
Title Title
Date Date /
REVIEWED BY:
By:
y
Jess Rontiey, NIGP-CPP,
Procurement Supervisor
Page 7 of 30
EXHIBIT A
SCOPE OF WORK
SCOPE OF WORK: Contractor shall maintain existing elevators/vertical lift units which includes
monthly preventive maintenance for all equipment covered by the Preventative Maintenance
Program ("PMP") to facilitate the following:
A.
oZEBrAL
zrommoo.e
Consistent safe operation of equipment
Maximum operational performance of equipment
Maximum beneficial usage of equipment
Maximum life cycle of equipment
Full coverage twenty-four (24) hours per day seven (7) days per week
Staffing levels
Maintenance schedule
Reporting (including how the City will receive/access reports and whether an online portal is
available)
Emergency response
Parts availability
Minimize unscheduled repairs and entrapments of passengers
Reduce overall liability and exposure as the result of proper maintenance being provided
Field technicians with proper training and product knowledge of various types of equipment
Field supervisors to both support and assist field technicians
At a minimum, quarterly meetings to review, all vertical transportation equipment, trouble
calls, and required scheduled repairs.
Monthly tests such as fire recall, emergency light, telephone testing, and recording test
results on preventative maintenance test log in the elevator equipment room.
Assistance with re-lamping of elevator pit lights and assist the City of Mesa fire alarm
Contractor with accessing devices located in the hoistway.
AGREEMENT INTENT:
A.
Provide monthly preventive maintenance and repair services for the equipment covered in this
Agreement to facilitate the following:
1. Full coverage twenty-four (24) hours per day, seven (7) days per week call back service
included at no extra charge.
2. Emergency Response — Technician on site within one (1) hour of notification.
3. Business Hours - Provide normal business hours.
Contractor expressly acknowledges that the City is relying on Contractor's professional
expertise in performance of services to achieve and maintain intent of Agreement.
For clarification:
1. The terms “units” or “equipment” are referring to elevators, escalators, moving walks, etc.
2. The term “Property” refers to the City location or site in which the equipment is in use.
3. The term “Agreement” refers to an Agreement made between the awarded Contractor and
the City of Mesa in direct correlation to the specifications, terms and conditions of this
Agreement.
Page 8 of 30
3.
CONTRACTOR SERVICES:
A.
Services shall include all labor, transportation, supplies, materials, parts, tools, scaffolding,
machinery, hoists, employee safety equipment, equipment, lubricants, supervision, applicable
taxes, and ail other work and materials expressly required in this Agreement or reasonably
inferred, whether or not expressly stated herein.
Contractor shall submit a written Maintenance Control Program (MCP) for each unit type to
be maintained under this Agreement, modified per specific unit based on location/property,
age, usage, environment, and condition of the unit at the time of commencement of the
preventative maintenance (PM) services. MCP shall be provided to the City of Mesa
representative for review and approval within thirty (30) days from an award of this
Agreement. The MCP shall define the planned PM procedures to facilitate Agreement
intent and "services" for all equipment included in this Agreement. Routine procedures
shall include any unique or product-specific procedures or methods required to adjust,
inspect, maintain, repair, or test equipment. MCP shall identify weekly, bi-weekly, monthly,
quarterly, and annual maintenance procedures, including statutory and other required
tests. Contractor shall include in the MCP, the amount of on-site labor time associated with
each routine procedure or test, in per month per unit increment. If at any time during the
course of this Agreement, the City or its representative deems the MCP to be insufficient in
maintaining an acceptable Mean Time Between Callbacks (MTBCB) for any unit under this
Agreement, the Contractor will be directed to adjust the MCP accordingly, which may
include an increase in the on-site labor time for that unit, at no additional cost to the City of
Mesa.
Coordinate and follow the directives of the City with respect to scheduling services and any
deliveries hereunder or at time or times further specified in other provisions of this Agreement.
Services shall be performed as follows:
1. {n conformance with all provisions of this Agreement.
In conformance with all legal statutes and code requirements.
2
3. In conformance with all applicable original equipment manufacturer's specifications.
4. In conformance with the written Maintenance Control Program (MCP).
5
in conformance with the City’s rules, policies, regulations, and requirements for work at the
Property, as modified and supplemented during the term of this Agreement.
6. In conformance with the City’s requirements for cleanup using containers supplied by
Contractor.
To the City’s satisfaction.
By qualified, careful, and efficient employees in conformity with best industry practices.
9. Diligently and in a first class, complete, and workmanlike manner, free of defect or
deficiency.
10. In such a manner as to minimize any annoyance, interference, or disruption to occupants
of Property and their invitees.
Materials: The term “materials” shall include all tangible property, whether designated as
materials, goods, parts, or otherwise. All such materials shall be:
1. New
2. Best quality and suitable for their intended uses.
3. Obtained from or recommended by the original manufacturer(s) of equipment for
replacement or repair, including parts redesigned by and recommended as replacement
parts by the original equipment manufacturer(s). Equivalent parts may be used upon prior
Page 9 of 30
written approval by the City.
4. Alllubricants shail be suitable for the purpose intended and shall meet or exceed minimum
requirements specified by the original manufacturer of the equipment to which the lubricant
is applied.
5. All materials delivered and stored at the Property which are intended to become part of the
completed services shall pass to the City upon installation.
6. Provide metal cabinets of suitable size for storage of materials in each machine room. No
open storage of materials shall be permitted. Contractor shall stock cabinets with adequate
renewal parts and lubricants to maximize beneficial usage of equipment covered by this
Agreement. Post all SDES documentation in the machine room.
7. Lubricants, cleaning fluids, and all combustible liquids shall be stored in a metal cabinet in
the machine room and shall be disposed of in accordance with federal or local jurisdiction
guidelines. A metal can with lid shall be provided in each machine room for the temporary
storage of oily rags. Post all SDES documentation in the machine room.
Proration of equipment or materials shall not be allowed.
Consideration shall be given in regard to obsolescence of systems, materials, or parts only
when both the original equipment manufacturer(s) and after-market elevator industry
suppliers no longer manufacture or rebuild required parts or assemblies. Rebuilt parts
and/or assemblies are acceptable when documentation is provided indicating parts and/or
assembly meets all design requirements of the original part and/or assembly. Parts
requiring repair shall be rebuilt to “like new” condition.
F. No parts or equipment requiring services may be removed from the property without written
approval of the City. This does not include renewal parts stocked on-site by Contractor, which
shall remain Contractor's sole property until installed on the equipment. Expeditiously replenish
parts/materials as utilized.
G. Initiate, maintain, and supervise all safety precautions and programs in connection with
services and comply with all applicable safety laws. Take all reasonable precautions for safety
of the City, City’s tenants, City’s employees, Contractor's employees, and other persons on or
about Property.
H. Repair, to satisfaction of the City, any damage to the Property and adjacent areas caused by
performance of services.
|. Additional services:
1. Performance of routine preventive maintenance procedures and scheduled repairs of
elevators, wheel-chair lifts, and dumbwaiters during other than the normal operating hours
of the Property.
2. Attendance and assistance to facilitate cleaning of the exterior glass surface of observation
elevator car enclosure(s) and the interior surface of the glass enclosed hoistways of
observation elevators.
3. Attendance and assistance to facilitate re-lamping of architectural lighting in equipment
pits, hoistways, or elevator car tops.
4. Attendance and assistance to facilitate maintenance, repair, or replacement of elevator car
air conditioning systems.
4. CONTRACTOR'S EMPLOYEES:
A. This Agreement is not one of agency, partnership, master-servant, or joint employer, but one
with Contractor engaged in the business of providing services hereunder as an independent
contractor. Contractor shall have sole responsibility for means, methods, techniques,
procedures, and safety precautions in connection with the performance of services.
Page 10 of 30
B. Contractor shall be responsible for the supervision and execution of services by its employees.
. Contractor shall employ a sufficient number of trained and capable employees to properly,
adequately, safely, and promptly provide services. All matters pertaining to employment,
training, supervision, compensation, promotion, and discharge of Contractor's employees are
the responsibility of the Contractor, who is in all respects the employer and the City shall have
no liability with respect thereto.
D. Contractor agrees each of its employees is properly qualified to perform elevator maintenance
and repairs and will use reasonable care in the performance of services. If the City, in the City’s
sole opinion, determines for any reason that the qualifications, actions, or conduct of any
particular Contractor employee has violated this Agreement by performing unsatisfactory
services, interfering with operation of property, bothering or annoying any occupants, other
contractors or subcontractors then at Property, or that such actions or conduct are otherwise
detrimental to the City, then upon receipt of the City’s written notice, Contractor shall
immediately provide qualified replacement person(s).
E. Contractor shall not engage any subcontractors or other parties to perform services unless first
approved in writing by the City. The City’s acceptance of subcontractors or other parties shall
not relieve, release, or affect in any manner any of Contractor’s duties, liabilities, or obligations
hereunder, and Contractor shall at all times be and remain fully liable hereunder.
CONTRACTORS HOURS AND MANNER OF WORK;
A. Services, except as otherwise noted under this Agreement, including unlimited emergency
callback service, shall be performed during City regular business/workdays/hours Monday
through Friday 6:30 a.m. - 5:00 p.m. Contractor shall provide a minimum of one (1) business
days’ notice, by email, prior to any scheduled Preventative Maintenance. If one (1) business
days’ notice is not given, the City may require the Contractor to return at a later date with proper
notification of the scheduled work at no additional cost to the City. In addition to regular working
hours Contractor shall provide overtime callback service at no additional cost under the
following conditions:
1. Passenger entrapments.
Elevator group control system malfunctions.
Two or more elevators out of service.in any elevator group.
When the property is served by a single elevator.
Provide twenty-four (24) hour callback service for all units indicated under this Agreement.
I> Ten Pe Gn IS
For any callback for any service, assistance, evaluation, inspection, test, review, or
analysis as determined by the City or City’s representative.
B. Response time for callback service:
1. During the hours identified in Item 5(A) above, Contractor shall arrive at Property within
sixty (60) minutes from time of notification of equipment problem or failure by the City.
2. During the hours identified in Item 5(A) above, Contractor shall arrive at Property in
response to passenger entrapment calls within thirty (30) minutes from time of notification
by the City.
3. After hours, Contractor shall respond to callback service within thirty (30) minutes from the
time of notification by the City and arrive at Property within one (1) hour.
4. The City, at its sole discretion, may reduce the monthly Agreement amount by $500 in non-
performance fees per occurrence for Contractor's repeated failure to meet callback
response time, The Contractor and City agree upon the proceeding non-performance fees
to be deducted from monies due or to become due to the Contractor. These sums are
fixed and agreed upon, not as a penalty, but because the parties agree that the actual loss
to the City and to the public caused by the omission of work or substandard performance
Page 11 of 30
Cc.
is impractical and extremely difficult to ascertain.
Callback is defined as any request for service, assistance, evaluation, inspection, test, review,
or analysis, by the City or the City’s representative when any unit is not available for beneficial
usage due to equipment shutdown, malfunction, suspected malfunction, or other reason as
determined by the City.
{fa unit is shut down due to equipment failure for more than seventy-two (72) continuous hours,
maintenance billing for that unit shall be suspended until the unitis restored to beneficial usage,
excluding scheduled equipment repairs.
Removal of units from beneficial usage to facilitate services shall be coordinated with and
approved by the City and identified in the MCP, unless removal is necessitated for emergency
repair or adjustment. The City agrees to permit Contractor to remove units from service for a
reasonable time during hours identified in Item 5(A) above to perform services.
CONTRACTOR'S EXECUTION OF SERVICES:
A.
Monthly clean, lubricate, adjust, and, as conditions warrant, repair, or replace all vertical
transportation equipment covered under this Agreement. Consistently maintain machine
rooms, hoistways, pits, car tops, and equipment in or on these areas in a clean condition.
Check and adjust individual and/or elevator group operational systems at planned intervals in
accordance with the MCP to ensure all contro! circuits and time settings are properly adjusted
to minimize system response time to the registered car and hall calls and maximize car and/or
group operational performance.
Lubricate equipment at intervals recommended by the original equipment manufacturer or
in accordance with the MCP as dictated by equipment use or adverse environmental
conditions. In the case of rouge of elevator suspension means, the Contractor shall adjust
the lubrication schedule accordingly to prevent the further deterioration of the suspension
means. If Contractor or City representative determines that an auto-lubrication device is
needed, one shall be installed at no additional cost to the City. Should a jurisdictional
inspector for the State of Arizona or City representative deem that replacement of the
suspensions is warranted, the suspension means shall be replaced at no additional cost to
the City.
Paint equipment and floors of machine rooms, machinery spaces, and pits on an annual basis
once during the first year of the three (3) year contract period or at an interval mutually agreed
upon between the City representative and Contractor, to maintain a consistent professional
appearance, prevent rusting and preserve the equipment. Floors in machine rooms, machinery
spaces, and pits shalt be painted "deck gray." All paint shall be suitable for the purpose
intended, of high quality, and shall not emit a noxious odor while curing. Schedule all painting
procedures with the City.
Provide replacement lamps and or LED fixtures and drivers for the LED lights for normal car
illumination to maintain adequate lighting in elevator machine room, secondary sheave levels,
overhead sheave spaces, and pits.
Repair damage to car and hoistway door finish, and car and hoistway door sills, when
caused by improper adjustment or maintenance of associated door equipment. Repair may
include painting, cladding, or replacement, as deemed necessary by the City
tepresentative, at no additional cost to the City.
When, as a result of examination or testing of the equipment, Contractor identifies corrective
action is required, Contractor shall proceed expeditiously to make required repairs,
replacements, and adjustments. If Contractor believes such work is not Contractor's
responsibility, a written report signed by Contractor shall be delivered to the City for further
action with exception of safety or potential safety situation, in which case, Contractor shall
expeditiously correct the problem.
Services shall be all-inclusive with the following exclusions only:
Page 12 of 30
1. Installation of new attachments or performance of newly mandated tests recommended or
directed by inspecting entities, insurance companies, and federal, state, or municipal
governmental authorities subsequent to the date of this Agreement. In the event of new or
retroactive requirements, required by such authorities, Contractor shall provide written
notice and proposal to the City within ten (10) working days of the effective date.
2. Callbacks, repairs, modifications, adjustments, or replacements required due to
negligence, vandalism, accident, or misuse of the equipment by anyone other than the
Contractor, its employees, subcontractors, servants or agents, or other causes beyond the
Contractor's control except ordinary wear.
3. Repair or replacement of property items, such as hoistway or machine room walls, floors,
car interior finishes, car finish floor material, hoistway entrance frames, car and hoistway
door panels, car and hoistway door sills, signal fixture faceplates, and fire alarm initiating
devices. Exception: see Item 6(F).
4. Mainline and auxiliary disconnecting means, fuses, and electrical feeders to equipment
control panels in machine rooms.
5. Lamps for normal car illumination.
6. Failure or fluctuations of property electric power, air conditioning, or humidity control.
7. Ingress by water or other material into machine room, hoistway, car enclosure, or pit.
8. The City loading unit in excess of its rated car capacity or load classification.
9. Audio and visual devices.
10. Shrinkage, settlement, or movement of building.
11. Underground hydraulic piping and cylinders.
12. Above exclusions shall apply except to the extent that they arise out of or are caused by
the negligence, breach of contract, or breach of statutory duty of the Contractor, his
employees, agents, subcontractors, or others for whom he is responsible.
7 MATERIAL NOT COVERED UNDER GENERAL SERVICES:
A. Solid State Motor Starter Replacements: Twenty-three (23) elevators, other sites may be added
at the City’s discretion. Replacement of solid-state motor starters shall be Siemens or approved
equal. Contractor shall dispose of the old motor starters following all state and federal
requirements.
B. Infra-Red Door Detectors: Fourteen (14) elevators, other sites may be added at the City’s
discretion. Remove and dispose of the existing mechanical safety edges and install the new
infra-red door detectors.
8. CONTRACTOR COMPLIANCE WITH LAWS:
A. Contractor agrees to comply with all existing laws, codes, rules, and regulations set forth by
appropriate authorities having jurisdiction in the location where services are performed. In the
event of differing testing requirements between the Agreement requirements and local codes
or ordinances, the more stringent requirement shall prevail.
B. Schedule, coordinate, and complete statutory and other equipment tests including, but not
limited to:
4. Annual no load slow speed test of car and counterweight safeties, governors, and buffers.
2. Five (5) year, full load, full speed test of car and counterweight safeties, governors, and
buffers.
Monthly firefighters’ service operational tests.
Annual pressure relief tests on hydraulic elevators.
Page 13 of 30
Annual standby power operation tests on elevators.
Monthly operational tests: battery pack car emergency lighting, battery pack car emergency
air conditioner, monthly car emergency communication device, and battery pack car
lowering devices or car rescue devices.
C. Provide the City with a minimum of five (5) working days’ prior notification of tests so a
representative of the City may witness all tests. Submit written reports to the City within ten
(10) working days of completion of tests, confirming findings including corrective actions
required and taken. Affix and maintain governmental jurisdiction number designations on all
unit equipment in the machine rooms and pits including hoist machine, pump unit, controller,
car crosshead, electrical disconnect switches, buffers, etc.
D. Affix metal tags to the tested devices and provide the City with written documentation clearly
indicating the type of test, date of test, Contractor performing test, and applicable code rule.
E. Contractor’s failure to execute statutory tests mandated by national, state or local jurisdictions
codes or regulations within thirty (30) calendar days of required time constraint shall subject
Contractor to non-performance fees of $200.00 per calendar day on each unit for each
infraction beginning on the 30th day subsequent to the required date and continuing until the
City receives written notification from Contractor of completion of required test(s). Statutory
tests include, but are not limited to, Items 6 (B) 1-6. Contractor shall attempt to schedule said
tests in the presence of local enforcing authority and/or persons designated by the City.
Scheduling difficulties shall not exempt Contractor from performing tests in compliance with
applicable code or regulatory requirements. The Contractor and City agree upon the
proceeding non-performance fees to be deducted from monies due or to become due to the
Contractor. These sums are fixed and agreed upon, not as a penalty, but because the parties
agree that the actual loss to the City and to the public caused by the omission of work or
substandard performance is impractical and extremely difficult to ascertain.
9. SPECIAL CONDITIONS:
A. Upon arrival and departure from Property, all Contractor employees shall report to designated
Property personne! (location) and manually sign a logbook indicating name of person, time of
arrival, purpose of visit (i.e. callback, preventive maintenance, scheduled repair, Supervisor's
inspection, etc.), a brief description of work accomplished (including car and/or group
designation), and time of departure. The manual log will be provided by the City.
B. Conspicuously post written Maintenance Control Program (MCP) and work log in each machine
room or instructions for locating the MCP in or on the car controller(s). Maintain preventive
maintenance history and testing !ogs in accordance with the MCP either in the machine room
or building management office. All maintenance logs will be provided to the City in email format
with seventy-two (72) hours of completion. Data shall be accessible by the City via manual log
or web access and hard copy printout at all times. Log or electronic printout shail include all
entries for routine preventive maintenance, repairs, tests, callbacks, and supervisor's
inspection. Entries shall include the date work is completed, mechanic’s or supervisor's name,
brief description of work completed (including unit number and number of units serviced,
repaired, or inspected), and the approximate time required for work excluding travel time to and
from property. The City shall be allowed to inspect and copy log or electronic printout and
maintenance history and schedule at any time.
C. Atleast quarterly, or more often if requested, Contractor shall provide summary and review of
all callbacks and unit downtime with the City. The intent of this review is to minimize callbacks
by developing consistent communication between the Contractor and the City relative to
callback trends, unit downtime, and their causes.
D. Maintain the City’s complete set of straight-line wiring diagrams in good condition. Drawings
shall be consistently updated and properly noted with “as built" conditions with any changes or
modifications to circuits resulting from control modifications, parts replacement, or equipment
upgrades made by Contractor during the term of the Agreement. The City shall be allowed to
Page 14 of 30
reproduce these “as built” drawings and retain sole possession of these drawings in the event
the Agreement is cancelled. If Agreement is cancelled, the City will withhold final payment due
to the Contractor until all as built/as modified set(s) of wiring diagrams are delivered to the City.
E. Equipment manufacturer's electronic diagnostic devices required to facilitate services,
including fixed and hand-held devices, shall be maintained, and upgraded by Contractor during
the term of this Agreement.
F. Local or national inspection fees regarding operation of equipment covered by this Agreement
shall be paid by the City. Fees for re-inspection due to Contractor's failure to expeditiously
eliminate deficiencies covered by services shall be paid by Contractor.
G. The City may provide information to enable Contractor to render services hereunder, or
Contractor may learn information about Property or develop such information from the City.
Contractor agrees:
1. To treat and to obligate Contractor's employees, subcontractors, and suppliers to treat as
confidential all such information, whether or not identified by the City as confidential.
2. Not to disclose any such information or make available any reports, recommendations,
and/or conclusions which Contractor may make on behalf of the City to any person, firm,
or corporation or use the same in any manner, whatsoever, without first obtaining the City’s
written approval, except to the extent necessary in connection with performing services or
when required by law.
3. Contractor shall not, in the course of performance of this Agreement or thereafter, use or
permit the use of the City’s name or the name of any affiliate of the City, or the name,
address, or any picture or likeness of or reference to the Property in any advertising,
promotional, or other materials prepared by or on behalf of Contractor without the prior
written approval of the City.
H. The Contractor shall provide a copy of their Quality Control Program (QCP) that will be used
in the execution of this Agreement. The Contractor shall designate individual/individuals,
approved by the City, to perform an Annual Quality Audit inspection. The Contractor must
use qualified regional representatives that do not have involvement in the day to day
execution of the Agreement. Notwithstanding the Contractor's obligation for a QCP and
Annual Quality Audit, the City or a third party may, at the City’s discretion and cost, audit
the work of Contractor under the Agreement.
|. The Contractor shall designate a single point of contact who will be responsible for
managing all work under this Agreement. This representative shall meet with the City
representative at a minimum of once per month to review the PM, scheduled repair
maintenance, and callback summary for the previous month, as well, as the PM and repair
maintenance schedule for the upcoming month.
1. Scheduled PM's, for all sites, shall be invoiced on one (1) monthly invoice.
EQUIPMENT PERFORMANCE REQUIREMENTS:
A. Equipment listing, type, and individual car performance requirements are covered under Exhibit
D of this document. Equipment performance requirements indicated are the minimum standard
and are not the sole criteria for judging Contractor's performance. Consistent failure to meet
performance requirements shall be grounds for cancellation of this Agreement.
B. Measured noise levels in a moving car outside the leveling zone shall not exceed 55 dBA under
any condition including car ventilation blower or fan at highest speed. Measured noise levels
in car within the leveling zone or when car is stopped shall not exceed 60 dBA. There shall be
no discernible sound in the elevator car from hoist machine, suspension means, sheaves,
counterweight, pump unit, electrical power conversion units, platforms, car enclosure walls, or
car and counterweight guide assemblies unless it is mutually determined by Contractor and the
City that such sounds are attributable to the design of the equipment, provided such design
exception shall not apply to the extent that Contractor has provided design or redesign services
Page 15 of 30
411.
12.
13.
14,
Cc.
under this Agreement or related Agreement.
Contractor shall maintain a quiet and comfortable car ride with smooth acceleration,
deceleration, and accurate stop. Door operation shall be smooth and quiet.
EQUIPMENT USAGE CRITERIA:
A.
Mean Time Between Callbacks (MTBCB) non-performance fees: The Contractor and City
agree upon the non-performance fees in this Section to be deducted from monies due or to
become due to the Contractor. These sums are fixed and agreed upon, not as a penalty, but
because the parties agree that the actual loss to the City and to the public caused by the
omission of work or substandard performance is impractical and extremely difficult to ascertain.
1. Average MTBCB shall not be less than ninety (90) days for all units covered by this
Agreement. If average MTBCB on all covered units falls below ninety (90) days, lump sum
non-performance fee of $100/unit shall be deducted from the Agreement amount due
Contractor and for each subsequent month in which MTBCB is not achieved.
2. The minimum allowable MTBCB rate shall be forty-five (45) days for any individual unit
within a Property. Non-performance fees for units less than forty-five (45) days: $400.00
per occurrence.
3. MTBCB applies immediately to units Contractor had under contract prior to the effective
date of this Agreement and after one hundred eighty (180) days for those units not under
Agreement prior to this Agreement.
Penalty: Contractor's failure to meet the unit availability provision for two (2) consecutive three
(3) month periods shall trigger an automatic maintenance audit by the City’s Elevator
Consultant or other representative of the City on the non-qualifying elevators. Contractor
agrees to expeditiously take corrective action in regard to identified deficiencies. Further,
Contractor acknowledges the City’s right to deduct cost of said audit from amount due
Contractor.
CITY’S RESPONSIBILITIES:
A.
B.
Provide clear, safe, and convenient access to property and equipment rooms.
Maintain car lighting, telephone lines to controller terminal(s), equipment room electrical
switchgear, and electrical feeders to unit controllers.
Maintain equipment room heating and air conditioning systems.
Maintain fire alarm initiating devices in elevator lobbies, machine rooms, hoistways, etc.
Prevent storage of property or other contractors’ equipment or supplies in unit equipment rooms
and obstruction of equipment room access corridors and doors.
Maintain standby power generator systems and related switch gear and feeders.
Maintain equipment rooms, hoistways and pits in code-compliant, dry condition.
Coordinate with Contractor in regard to equipment retrofits such as security systems, new car
interior finishes, car interior TV systems, etc.
During Property construction and/or modernization, make provisions to limit infiltration of dust
and debris into equipment and equipment spaces.
BUILDINGS SCHEDULED FOR ELEVATOR RENOVATION/MODERNIZATION:
A.
Should any elevator under this Agreement be renovated, modernized, or replaced, that elevator
will be removed from this maintenance Agreement until their warranty period expires.
KEYS:
A.
All keys used on the elevators for the purpose of maintenance or service are the property of
the City’s Facilities Maintenance Department, and, upon termination of this Agreement shall be
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