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Agenda Report - December 21, 2022 C-07
CITY OF r 106 Zo z CALIFORNIA COUNCIL COMMUNICATION AGENDA ITEM C4s7 AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Amendment No. 3 to Professional Services Agreement with KONE, Inc., of Sacramento, for Monthly Inspection and Maintenance Services of Elevators in City Facilities ($60,000) MEETING DATE: December 21, 2022 PREPARED BY: Public Works Director RECOMMENDED ACTION: Adopt resolution authorizing City Manager to execute Amendment No. 3 to Professional Services Agreement (PSA) with KONE, Inc., of Sacramento, for monthly inspection and maintenance services of elevators in City facilities ($60,000). BACKGROUND INFORMATION: On December 18, 2019 City Council adopted a resolution authorizing City Manager to waive the bid process and execute Professional Services Agreement with KONE, Inc., of Sacramento, for monthly inspection and maintenance services of elevators in City facilities, utilizing U.S. Communities Contract No. EV2516. This service contract provides ongoing elevator services for both regularly scheduled maintenance and on - demand repair services on 11 elevators located at City Hall, Carnegie Forum, Police Facility, Lodi Station Parking Structure, City Hall Annex, and Hutchins Street Square. On December 2, 2020, Council authorized the City Manager to execute Amendment No. 1 to this contract. Amendment No. 1 updated the fee schedule and extended the contract term through December 31, 2021, On June 16, 2021, Council authorized Amendment No. 2, which added monthly phone monitoring services provided by KONE, facilitated the termination of more expensive AT&T monitoring services, added funds in the amount of $35,000 to the contract, and extended the contract through December 31, 2022. Amendment No. 3, if approved, will extend the contract to December 31, 2023 and add funds in the amount of $60,000 to facilitate elevator maintenance and anticipated repair costs through the remaining contract term. Staff recommends authorizing City Manager to execute Amendment No. 3 to Professional Services Agreement with KONE, Inc., of Sacramento, for monthly inspection and maintenance services of elevators in City facilities. FISCAL IMPACT: This work is required by the State of California to legally operate City -owned elevators. It is estimated that 90 percent of the contract work will be funded by the General Fund, with the remaining costs associated with the Lodi Station Parking Structure funded by the Transit Division. APPROVED: lJ Stephen Schwabauer, City Manager \\cvcfllv02\pubwka$\WP\COUNCIL\2022\CKONE PSA Amendment 03 doc 12/8/2022 Adopl Resolution Authorizing City Manager to Execute Amendment No. 3 to Professional Services Agreement with KONE, Inc., of Sacramento, for Monthly Inspection and Maintenance Services of Elevators In City Facilities ($60,000) December 21. 2022 Page 2 FUNDING AVAILABLE: Funds for elevator services will be funded by Facilities Services Operating (10051000), Hutchins Street Square Operations (20071402) and Transit Operations (60054105). Andrew Keys Andrew Keys Deputy City Manager/Internal Services Director cua-D Charles E. Swimley, Jr, Public Works Director CES/AC/cd Attachment Cc: Facilities Superintendent Parks, Recreation, & Cultural Services Director Transportation Manager Public Works Management Analyst Signature: afflAn&'r X&I Email: akeys@lodl.gov \lcvcfilv02\pubwks$\WP\COUNCIL\2022\CKONE PSA Amendment 03,doc 12/6/2022 AMENDMENT NO. 3 KONE, INC. PROFESSIONAL SERVICES AGREEMENT THIS AMENDMENT NO. 3 TO PROFESSIONAL SERVICES AGREEMENT, is made and entered this day of , 2022, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and KONE, INC., a Delaware corporation, qualified to do business in California (hereinafter "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Professional Services Agreement on February 4, 2020, and Amendment No. 1 on March 18, 2021, and Amendment No. 2 on September 3, 2021 (collectively the "Agreement'), as set forth in Exhibit 1, attached hereto and made part of; and 2. WHEREAS, CITY now requests to amend the Scope of Service and Fee Schedule, as set forth in Exhibit 2, attached hereto and made part of; and 3. WHEREAS, CITY requested to amend section 2.7 of the Professional Services Agreement to extend the term of the Agreement through December 31, 2023; and 4. WHEREAS, CITY requested to increase the fees by an amount not -to -exceed $60,000, for a total not -to -exceed amount of $170,000; and 5. WHEREAS, CONTRACTOR agrees to the amendment set forth above. NOW, THEREFORE, the parties agree to amend the Agreement as set forth above. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 2 on the date and year first above written. CITY OF LODI, a municipal corporation KONE, INC., a Delaware corporation hereinabove called "CITY" hereinabove called "CONTRACTOR" STEPHEN SCHWABAUER City Manager Attest: OLIVIA NASHED, City Clerk Approved as to Form: JANICE D. MAGDICH, City Attorney Name: Title: EXHIBIT 1 AMENDMENT NO.2 KONE, INC. PROFESSIONAL SERVICES AGREEMENT THIS AMENDMENT O 2 TO PROFESSIONAL SERVICES AGREEMENT, is made and entered this day of . 2021, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY'). nd KONE, INC., a Delaware corporation, qualified to do business in California (hereinafter "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Professional Services Agreement on February 4, 2020 and Amendment No. 1 on March 181 2021 (collectively the "Agreement"), as set forth in Exhibit 1, attached hereto and made part of; and 2_ WHEREAS, CITY now requests to amend the Scope of Service and Fee Schedule, as set forth in Exhibit 2, attached hereto and made part of; and 3. WHEREAS, CITY requested to extend the term of the Agreement through December 31, 2022; and 4. WHEREAS, CITY requested to increase the fees by an amount not to exceed $35,000, for a total not -to -exceed amount of $110,000; anti 5. WHEREAS, CONTRACTOR agrees to the amendment set forth above. NOW, THEREFORE, the parties agree to amend the Agreement as set forth above. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 2 on the date and year first above written. CITY OF LODI, a municipal corporation hereinabove called "CITY" STEPHEN �"',CHWABAUER City Manager Attest: , City Clerk as to Form. J DICE MAGDICH, City Attomey ti jdm KONE, INC., a Delaware corporation hereiab ve called YCONTRACTOR" i�hf@ ` Yssietemt General Gei;�t-' (�q�e y - Exhibit 1 AMENDMENT NO. 1 KONE, INC. PROFESSIONAL SERVICES AGREEMENT THIS A}�Eh 0MrfNT O. 1 TO OFESSiONAL SERVICES AGREEMENT, is made and entered thl3 -y �- day of ftrNO _ . 20P#py and between the CITY OF LODI, a munlcfpal car on (hereinafter "CITY"), and KDNE, INC., a Delaware corporation, quailfled to dv bualness in California (hereinafter "CONTRACTOR"), WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Professional Services Agreement on February 4, 2020 (the "Agreement"), as set forth In Exhibit 1, attached hereto and made part of; and 2. WHEREAS, CITY now requests to amend the Fee Schedule, as set forth in Extnbit 2, attached hereto and made part of; and 3. WHEREAS, CITY requested to extend the term of the Agreement through December 31, 2021; and 4. WHEREAS, CONTRACTOR agrees to the amendment set forth above NOW, THEREFORE, the parties agree to amend the Agreement as set forth above. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 1 on the date and year first above written. CITY OF LODI, a municipal corporation hereinabove called "CITY" Steve Schwabauer STEPHEN SCHWASAUER City Manager Attest; C41F�ER�USWMIR/-,Cily Clerk Approved as to Form. ` rjAN ic, MAGDiCH, City Attorney jdm KONE, lhrra Delaware corporation herainah a called "CONTRACTOR" JOE-KR1r�k�T'!N Sh4��r17 AssislrjntL3eneral �6ensLi I Exhibit 1 AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES ANl7 PURPOSE Section 1.1 Parties THIS AGREEMENT is entered Into on GnU . 4 , 20--zW, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and KONE. Inc., a Delaware corporation, qualified to do business in California (hereinafter "CONTRACTOR"). Section 1.2 CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and Incorporated by this reference. CITY wlshes to enter Into an agreement with CONTRACTOR for Monthly Inspection and Maintenance Services of Elevators in City Facilities (hereinafter "Project') as set forth in the Scope cf Services attached here as Exhibit A. CONTRACTt3R acknowledges that It Is qualified to provide such services to CITY. ARTICLE 2 SCOPE_OF SERVICES Section 2.1 ScAQg of Services CONTRACTOR, for the benefit and at the direction of CITY, shell perform the Scope of Services as set forth In Exhibit A. Saetron 2.2 Time 1"or Commenccx¢Eent a+ieJ G.Uf71j�letgon ur uyvfk CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated In the Scope or Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated In the Scope of Services. CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to weather, vandalism, acts of God, etc„ shall not be counted. CONTRACTOR shall 1 remain in contact with reviewing agencles and make all efforts to review and return all comments. Section 2.3 Meetings CONTRACTOR shall attend meetings as may be set forth In the Scope of Services, Section 2.4 StaRlna CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identitled In Its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change or Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it Is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that It has, or will have at the time this Agreement Is executed, all licenses, permits, qualifications, Insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep In effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be Imposed against CITY under this Agreement, Section 2.5 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter Into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Twrn The term of this Agreement commences on January 1, 2020 and terminates Upon the completion of the Scope of Services or an December 31, 2020, whichever occurs first. Section 2.7 O tiott t0 Extend Tuatrtt of Aaremutrt At its option, City may extend the terms of this Agreement for an additional two (2) one (1) -year extension; provided, City gives Contractor no less than thirty (30) days written notice of its intent prior to expiration of the existing term_ In the event City z exercises any option under this paragraph, all other terms and conditions of this Agreement continue and remain in full force and effect. The total duration of this Agreement, Including the exercise of any option under this paragraph, shall not exceed three (3) years. ARTICLE 3 COMPENSATfON Section 3.1 (:nntrrr_risatlon CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference, CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved In advance and in writing by CITY. Section 3,2 Prevaililra Wage The Contractor agrees to conform to the provisions of Chapter 1, Part 7, Division 2 of the Labor Code, The Contractor and any Subcontractor will pay the general prevailing wage rate and other employer payments for health and welfare, pension, vacation, travel time, and subsistence pay, apprenticeship or other training programs. The responslbility for compliance with these Labor Code requirements is on the prime contractor. Section 3.3 Cantraetor Retlistidlru!s I.alrur Code 1 T2 i. No contractor or subcontractor may be awarded a contract for public work an a Public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Section 3.4 Ilrietllod of pa• m0rit CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limltation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work Is attributable. CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal, Section 3.5 Costa The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable coats 3 considered to be over and above those inherent in the original Scope of services shall be approved in advanced and in writing, by CITY. Section 3.6 ALIditilla CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this AgreernenL Upon request, CONTRACTOR agrees to fumish CITY, -or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under Investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement ARTICLE 4 MISCELLANEOUS EROVISIONS Section 4A Mondiscrirnination In performing services under this Agreement, CONTRACTOR shall not discriminate In the employment of Ks employees or In the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. SOCtlon 4.3 Indoennhicaguis and RL-st e CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), for services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any subcontractor employed 4 directly by CONTRACTOR, anyone directly or Indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negilgenoe, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers, CITY may, at its election, conduct the defense or participate In the defense of any claim related in any way to this Fndemnfficatlon, If CITY chooses at its own election to conduct its own defense, participate In its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification. CONTRACTOR shall pay all of the costs related thereto, Including without limitation reasonable attorney fees and costs. The defense and Indemnification obllgations required by this Agreement are undertaken in addition to, and shall not In any way be limited by the Insurance obligations set forth herein. In no event shall either party be liable to the other party for any consequential, special, punitive, exemplary, Incidental, or indirect damages (including, but not limited to, loss of profits or revenue, loss of goodwill, loss of use, increase in financing coals) (collectively, 'Consequential Damages") that arlse out of or relate to the Agreement. Section 4.4 Ivo Pcr vna! Lial�ili[ Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. SOCtlon 4.5 Respoo 'I)ilit ay i CITY CiTY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein, Section 4.6 Insurg-, Rcp�riron2unts Far CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and Incorporated by this reference. Section 4.7 Successors a11d A-Dsi�ns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any Interest In this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.0 NWcea Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been 5 given when the same is personally served or upon recelpt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: To CITY: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 85241-1910 Attn, Lyman Chang To CONTRACTOR: KONE, Inc. 10151 CRoydon Way, Suite 2 Sacramento, CA 85827 Attn: Connor Backus Sectlon 4.9 L oolloratiov of CITY CITY shall cooperate fully and in a timely manner in providing relevant information It has at its disposal relevant to the Scope of Services. Section 4.10 CONTRACTON is Not an Gnp,ioyee nl ciTY CONTRACTOR agrees that In undertaking the duties to be performed under this Agreement, it shall act as an Independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of the services and work to be performed hereunder_ CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least thirty (30) days written notice. Where phases are anticipated within the Scope of Services, at which an intermedlate decision is required concerning whether to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties In reliance upon this Agreement. Section 4.12 Garrirk3ntia1siv CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidentlal" or 6 "Proprietary', except to the extent otherwise required by law or permitted In writing by CONTRACTOR, CONTRACTOR acknowledges that CITY is subject to the California Public Records Act, Section 4.13 ApLlicablc Law.luristiirtiu�s, 5ganrahffitd A�ic�i 's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any pert of this Agreement Is found to conflict with applicable laws, such part shall be inoperative, null, and void Insofar as It is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party In any litigation of the dispute shall be entitled to reasonable attorney's fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 Clt 8ushwRs I.Ironse Rr.�r,:Irament CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Ca tions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. Section 4.18 I11t4nrat101'and M_nclifir._7_tinn This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder, This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terns of this Agreement shall prevail. 7 Section 4.18 Severability The invalidity In whole or In part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement, Section 4.19 Qwr:arshi of Unrtr�ne»ts All documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not In final form, which have been obtained or prepared under this Agreement, shall be deemed the praperty of CITY. Upon CITY's request, CONTRACTOR shall allow CITY to Inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all Information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any ffablllty resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. Section 4.20 Authority The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agruetnant. Section 4,21 Federal Transil_Fundir}p Cenditlons ❑ If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement, in the event of a conflict between the terms of this Agreement or any of its other exhiWts, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. S*etion 4.22 Safety City will provide a safe workplace for Contractor personnel and safe access to the equipment, property and machine room areas and keep ell machine rooms and pit areas free from water, stored materials and debris) remove and dispose of any hazardous materials, water or waste accordfng to applicable laws and regulations; post any and all Instructions and warnings related to the use of the equipment, Cfty will be solely responsible for proper use, for supervising the use of the equipment, and for taking such steps including but not limited to providing attendant personnel, warning signs and other controls necessary to ensure the safely of the user or safe operation of the equipment. Notwithstanding anything to the contrary In this Agreement, if in Contractor's sole Judgment the equipment presents a safety hazard to the riding public or Contractor's technicians (including but not limited to City's act of creating or allowing unsafe practices or conditions or City's failure to authorize necessary repairs or upgrades), Contractor e may Immediately terminate this Agreement In Its entirety upon written notice. To the extent that Contractor provides City with any oral or written account, report, information, or other statement identifying a safety Issue with the equipment that is the subject of the Agreement or otherwise makes any recommendation or proposal to make a safety Improvement or to address a safety issue related to such equipment, and City does not immediately approve Contractor's proposal or recommendation, Clty agrees to Indemntfy, defend, and hold Contractor harmless for any claims arising out of City's failure to comply with Contractar's recommendations and proposals, and any obilgatlon on the part of Contractor to Indemnify or defend City with regard to such claim shall be null and void. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agfeement as of the dab drat above written. CITY OF LODI, a municipal corporation ATTEST: JSNNIFI R l+R i�R,e,tOL� r 4SISEXM!—C%M1—B)UER RSSrs 7�21-i f C'ty Cie,-fS APPROVED AS TO FORM; ' KONE, Inc., a Delaware corporation JANICE D. MAGOICH, City Attorney Name: lee � , Attachment' 1 Title: ,�..: ;eneral Counsel Exhibit A — Scope of Gervlcom Exhibit B — Fee Proposal ExNM C — inaurance RequIlremenut Exhibit D — Federal Transit Funding Conditions (B applicable) Funding Source: (Business Unit A Account No.) Doe ID;KAWPIPR0JECTSIPSA'a12Qte1KONE Elevator Mdlnt Pakdoc LA:RSWA1.2015 9 Exhlbit AIB Dedicated to People Flow- KONE Inc. Proposal to Supply Elevator, Escalator, Moving Walkway Maintenance, Repalr, Modernisation and Related, Product, Services and Solutions under the U.S. Communities Program f Locetkm i Address Parking Structure, Pine lit. 2 N Sacranrsnbo Padang StrucWm, Pine St 2N sac r.rnonto City Hat? 221 W. Pine St Carnegie Foram 305 W. Pow tit. PuWb Safety !*+u Ing 230 W. Eon St. PROF't]*Ei) UNI [:b_& E IJl MEiV7 P fCIM1IG: Typo of Tylia er>lervke aerAce can Testing Equipment Coverage MCE H1000 Police YYest Lobby Thyesenkrupp Tac 20 Hydraulic 215 W. Elm St Hydraulic Complete Straight time Annual Hydraulic Peseengertki Maintenance Coverage Test Stale tt126058 MCE H1000 Hydraulic 3 stop Complete f Straight time Annual Hydraulic Passenger #2 Maintenance Coverage Teat State #125803 ECI H800o Hydraulic 4 stop Complete passenger Irl Maintenance State # 105226 ESCo CII&Noe 1 Hydraulic 3 stop Complete Passenger 01 ' Maintenance Dover Fleetwood Hydraulic 3 stop Complete passenger#1 Maintenance 45743 Police Main Lobby Thyssenkrupp 2115 W. Islet ilt Tac 20 Hydraulic 2 stop Main lobby Police YYest Lobby Thyesenkrupp Tac 20 Hydraulic 215 W. Elm St 2 atop West lobby Complete Maintenance Pdcing 51801month $16OhTKWft 1 I Straight Orae Annual Hydraulic 5160/month Coverage Test I Straight lime Annual Hydraulic S100hnonth Coverage Teat l I Straight time Annual Hydraulic �160onth Coverage lmTest Straight lire !Annual Hydraulic Coverage Test Complete { Straight time Maintenance Covers" =150/morwh Annual Hydraulic ? $1801mvr th Teat IE 1 Pelt a Jail M Thysser*rupp 215 W. Elm St Tec 20 Hydraulic Maintenance 2 stop Taal Jail Hutchins Street US Elev. 200 Square, 125 S. Hydraulic Hutchins Street 2 Stop Mein lobby Main lobby HutdNns Street Dover DMC -I Square, 125 S. Hydraulic Hutchins Street 2 Stop Theater Theater Hutchins Suva Dover WRC Square. 125 S. Hydraulic Hutchins Street 2 atop Senior Center Senior Center ComPlete StraighOrne Annual Hydrawfc $160/monih Maintenance Coverage f Taal Complete Sbletghttime Annual Hydrauilo $1601month Maintenance Coverage Test Complete I Straight time Annual Hydraulic S1e01month Maintenance Coverage i Teat l i Complete StraigMtlme � Annual Hydraulic $160/month Maintenance Coverage Test TOT8L:11.7 0000/month The price is based upon monthly in advance payment. In the event Purehaserchooses one efthe foNowing payment options bylnKtlaling lite selection below, a discount will apply asotaned: pay„rcnI opaun "--I I R.I.W W-WItf Prrca ft ptaa. AMuWlnadv■nc*p4vawm 6%06e.r.ao trLMApar"KI Quodl ly to advan" pnym4mg Z% brcr sa 34724M px n,n,KH N07 TO EXCEED $75,000 PFlVP�Ep SCOPE IMORK. 1. KRY M Comps tlllsinfenance - (Equipment included per table on page 1) KONE wlll perform maintenance visits to examine, maintain, adjust, and lubricate the components listed below In addition, KONE will repalrorreplace the eomponerts Ifeted wow. unl(ssa 9xeF.1efon orlimf m rscope language exisle elsewhere in this Agreement. All other work related lathe ewprnont is Purchases responslbiility unless speclfically noted elsewhere in 1hisAgreement, oruNess Purchaserhas separately contracted with KONE for the work. w Hydraulic Ekvatiora t. Relay Logic Control System All control system aomponel". 2. Microprocessor Control System AN control system components. system performance exsminetlons vNA be Oonducled to ensure that d1apatch1mg and motion control systems are operating property a. Power Unit Pump, motor, valvas, and all related parte and accessories. 4. Holetway and Pit Equipment All elevator control equipment and buffers. * Rails and Guides Guide ralls, guide shoe gibs, and rollers a Wiring All elevator control wiring and all power wiring from the elevator equipment Input terminals to the motor, T. Door Equipment Automatic door operators, ttaietway and car door hpr gm, trdetv,Gy and car door contacts, door prolective devices, holstway door Interlocks, door gibs, and auxiliary door closing devices, L Manual Freight Door Equipment Sv$ches, retiring coma, interlocks, guide shoes, sheaves, rollers, chains, sprockets, tensioning devices, and counter -balancing equipment Power Freight DoorEquipment Controller, relays, contackxe. rectifiers, timers, resistors, sow state components, door motors, refiring came, Interlocks, 90 hes, guide shoes, sheaves, rollers, chains, sprockets, and teneloning devices. io. Hydraulic System Accessories Exposed piping. flltingsaccessorles between the pumping unitandthejack, Jackpacking, hydraulic IWol, and any healfng or cooling elements Installed by the original equip mentmanufacturer(" 0EM'j for controlling quid her nperature. ++. Signals and Accessories Cal r operat i ng panels, hall push button stations, hall lanterns, emergency lighting, car and hell position Indicators, car operating panels, finernan's service equipmentand all oth or signals, and acoessory WI fixtures Is Included only during KONE's malntenanoevis] is. Service requesss for re- lamping of signal fixtures will be billed separately at KO NE's them cu rrent labor rates. 12 Car Equipment All elevator control system components on the ar i HOURS OF SERVICE All aerviceR described strove in this Agreement will be performed during the rsgurarworkiN hours oftha regular working days ofthe vievator oreuralstor trade in the location where'he services are performad, uniesa atharwlea sper•,IRed in the Agree men t. s SL-t3Vlr_E= REQUESFS_(QALLU81 IjSji Service requests are derinedas services that requireimmedialeaIle ntion and Ihat are within the sccpeaf services and not excludadfrnm the scope of services as provided below Service requests outside the scope of services wliI be billed separetoIV at KONE'sIhen current lab or cares andrtate naI prices plus mileage end Inoden taIs. Any rates and lump sum amounts are not subjecttoaudit. Service requests that require mnre than one teehniden orrnoro than two Fours to romplute will be treated asa rapairand schoduled In aotordancewili) the Flours of Service sectlon above. Purchaaeragrees that KONE may perform service requests made by any person that KONE believes is authorized by Purchaser to mako gush requests. Regular Time Coverage • (Equipment coverage per the table on page f 1 In addition to the work described in the Scope or Services sadion, thl a Agreement covers requests for service during theregulerworking hours of the regular working days of the elevator trade. Travel Time & Expenses Purchaser will not be billed for travel time or expenses to and from the site for service requests covered under the scope of work. .. TESTS KONE will perform khe following tests on the equipment as per the table on page 1 of this Agreement, KONE is not liable for any property damage or personal Injury, including death, resutting from any test. A pressure rellef test and a yearly leakage test as required by applicable code. s. EXCLUSt_QNS The following are excluded from the scope of services: A. GENERAL_ t. KONE Is not obligated to: removal of water or excessive debris from the pit; make replacements or repairs necessitated by fluctuations In the building power systems, adverse machine room or environmental conditions (including without limitation temperature variations below 50 degrees or above 9g degrees Fahrenheit) orhumiditygreatrarthan 959 relative hum idlly, prior water exposure, rust, fire, explosion, acts of God, misuse, vandal lam, theft', acts or mandates of government, labor disputes, strikes, lockouts, ortampering with the equipment by any person otherthana KONE representative, negligence aracts a omiaa!on s of the Purchaser or any third party, or any other cause beyond KONE's control. z. KONE agrees tomaintain the existing performance as designed and Installed. KONE Is not required under this Agreement to make changes in operation and/or control, subsequent to the date of this Agreeriant a. Notwithstanding anything contained to the contrary within this Agreement. KONE'a stork shall not Include any abatement or disturbance of asbestos containing material (ACM), presumed asbestos containing malerials (PALM), or other hazardous materials (i.e. lead, PCBs) (co llectivaly "HazMaC% Any work In the affected area where reasonable precautions w111 be inadequate to prevent Foreseeable bodily injury or death to persons resulting from the HazMat is exCLuded from KONE's scope of work without an applicable change order to reflect the additional costs and time. In accordance with OSHA req ufre m ants, P urchase r s ha I I inform KONE and its employeaawho will perform warm activities In areas which contain HazMat of the presence and location of HazMat In such areas which may be contacted du r ing work before a nt 9 6 ng i he area. Other than as expressly disclosed in writing, Purchaser warrants that KON E's wo rk area at a ItOrn esmesbaappficable 08HA permissible exposura Ilmks (PE Ls). KONE shall have the right to discontinua its work in any location wheresuspected HazMat is enoountore d ordisturbed Any HazMat removal or abatement, or delays caused by such, requl red In order for KONE to perform its work shall be Purehaaer'ssole responsibility and expense. Atter any remove$ or abatement, Purch a3r shall provtde do curnentaIion that the HazMat has bean abated from the KONE work area and air cfearanee reports shall be made avaiiabieupon request priortothe start of KONE'swork, 4. Nothing con tainadwith inthisagmement&heIIbeconstrued orinterpreted asrequiringKONEto a as ume the slatu a of an owner, op orator, ganerato r, store r, tranwrter, treater or dNpo nal fact 11 t as those terms appear with in RC RA or any IFaderes of, Stala statute orregulatlongovern Ing the generation, tranaportatlan, treatment, storage and disposal of pal lute his. Purchaser ahe11 be responsible to execute all waste manifests necessary to transport hazardous materials for disposal. & OBSOLESCENCE t. Component may become obsolete during the term of this Agreement. Obsolete components are not covered under this Agreement. KONEwill pmvi lePurchssarwith aseparate quotationforthe price toMID ISca 0bsoletecomponents. Equipment modifications necessary toaommmodate replacernent of obsolete components are at th a Purchsaer s expense. z. Components Include withoutlimRationany part. component, assembly, product, orfirmwere orsoftware module. Acomponent is obsolete when fl can no longer be economically produced due to the cessation of consistentsources for matedals, a Toes or termination of a manufacturing process occurs, product reliability analysis shows that It is not economically feasible to continue to produce the component, eacalatlon of componentcosts beyond acceptable industry expectations drivealtemafive equipment upgrades, the support of product safety programs or conformance to codes or standards mandates that use of a component be discontinued in its entirety, the OEM designates the component as obsolete, or such component has been Installed 20 or more years. No exception to the ahave wll I be made for a component designated as obsolete because it can be custom made or acquired at anyprice. KONE will not be required tofurnish reconditioned or used components. ARerthe component that replaces the obsolete component is installed, that component is covered under this Agreement unless it becomes obsolete. c. ELEVATOR i. Refinishing, reosiring, repiacng, or cleaning ofthe: car enclosure; gates ordoorpaneis;deorpull straps, Iraustwray enClos ura, rad aNgnrnsrd; holstway dons; door rranrac sills; holstwaygotes; flooring; power fs�.*ders, swichea. aril Iheir%Vdng and fusing; wr11ght diffusers; tatting asaemblias and attachments; smoke or hest sensors; fans; firemen's phone devices; Intercoms; phone lines; music systems; media displays; card -readers or other security Sys temr computer marl taring systems; light tubes and bulbs; pit pumps; emerg on cy po wer generators: hydraulic cylinder, unexposed piping; or disposal or clean-up orwasto oil or contamination caused by leaks in the hydra uiic cyilndor or unexposed piping. KONE is not be obligated to perform or keep records afilret?gMer's sefvice testing, unless specifically included in this Agreement. EXHIBIT C NOTE. The, City of Lodi Is naw ualng ft onlfna inaUMOCa prosram PENS Advanrago- Once YOU have avert 8"rded a contract you wflf racafva an amafl from the Cffy's onflne InsUranea program roqueafing you to rerward dte aman to your Inrur,11ncr provfdrrfr} to ffabmk the requkudinsuranco documen(aton ofactronrcarly I Illi lir.7 rico t u[lu llrrniti rn" til [:unlile glai,711 t:nlrI, tw-o , Ganteaclor shall ptoi:ure ind inainlaln 61I nlai •tur:uu,m of tiw-- rltilivi+:t instrhau;rtr against claims fur irtjuriUs io persons or damages to urnparty which noy a+,n-: 'ru nil or In oonuectlnn wilh the rc4r rrnrutce of rhe -mirk heroundar anal the rostilts of that work by the rnnl'arkrr, hilaagenta. ernp!oyorhs or subrmsbactors. MINIMUM SCOPE AND UMrT OF INSURANCE Coverage shall be at least as broad as: I Comrnnrrini Crnnrrli t.ia64rity;f:G1.} ns,w.rnr.r Snrv.eas Olh<:e Form CG00 01 ceveringCpL on an "acrurrenee" bass. EnrJsrdrrvU prnvul:ts And romptelao nf:orali,,i[c proparty iiilnlano amlily INUry and personal A eduer1Kfng 4yuly •,h1h omits no lose iron 52,000,0(10 pep occurrence if a genefal 41)gnr9rll1! limit aplifles. eahor the general agaragnte limil Ahall apply aoparstaiy R? this projeclllocallon IISC CQ 25 03 dr 25 04) or tha getiaral aggmgal i Ilmit shwa ba twice the mquirad occurrence limit. 2. Automobile LTabglty: IS6 form Nunbar CA 00 01 cow ring any auto Or ifContracky ties no owned autos, then hired, and non- awnad autos with Ilmit no lass IhoM $2,000,000 per ncridont fol -bodily Injury and property damage. 3 Workers' Compensation: as regiarad by the Stale of California, with Statutory Units, and Employer's Uabillty Insurance with limlt of no Lass than 11,000,000 per accident for bodily Injury or disease_ 4. SuBders Risk (Course of Construction) Insurance utilizing an 'All Risk' (Special Pa111E) coverage farm, with limits equal to the camplatoo value nt the project and no colnaurance penalty provisions. 5. Profaeaidn2l Ultbigry (if 40819hflkilld), with flrt1Ns no less then $1,000,000 per occurrence or claim. Other lnsurascc ProvlAl oris: (e� rr,dltlS:cuh;11 Pf:urn!+! Ith'gn�d SlillllK the City of LIti alocted and swofntad hoards. commissions, officers. ngnnia. amntoyanx, and v64 rr+toom ore 1e be coynr4d as additional trlsumlra rn the CGI. and auto policy witli rrranacl to IkablUly airs log out of work or dperatlons porlarnted by or on Deltaff of tha Canlr lelor including materials- parts, or erlararticiIit furnished in ccnnoGlon u7th aunh work a floerarions- Gomm[ I 121111111 00-m rip can be provided In Ifo: Ierm of an andorseri[ent to dull C.nsirhlrJors lnsuen co (al least as broad aA ISO Farm CG 20 10 1 186 or if not available, through the addition of troth CG 20 10, CG 2D 26- CG 20 33, or CG 20 38, ad CC 21) 3r if a later od tion Is used (b) 1'un! ry .1nri klnvS.rrnk+tn!Ivrr rnaludr+rc C1Sp;Yn?pulnl rhe arrrna of r SOnlincs coverage WO lied may be satisfied ay It wmbineWn of primary and unrbronat or uxraao insurance- For any clalmS related to :his contract, the Convector's Instrrnnrs coverage shall be primary coverczgo at lonstae broad as ISO CO 20 of 04 13 as respects the Entity, its oRrrmi, afflfloln, acnployees, find vnlunteers Any v+alrra M! dt self• risurance malwalned by Ola Entity, Ila ofPcers officials, arnpfoyerin, or volunlorsrs slialf be e)ccess of the Contractor s Insumnce ano sf[al not rorttnblrls Arm k (c) U'ru•nu rrr ;A1llru,x, qa! Contractor freretay grants to City of Lodi a waiver of any right 10 suhtogatlon which any i"wer cit said Confliwiar may aoqulre against the City of Lois by virtue of the payment of any bs6 uWer such insurarina Conlfactor agfees to obtain any endomernont that mey be necessary to affect ihls waiver of 3ubrogalton, but this Pravi:lkm appllet; regsrdiess ofwhelher or not the City of Lodi has re cefvad a waive r ofau brogalion sndol sa ul ant fern the -aw war NOTE (1) the, abeei addraas of the ayY t7f�-oar enua( be ehOwn along w1h (a) and (nj and (C) abova 211 West Plne Strwt I.odl• Catifomta. 95240: (2) The i-tirrrnrrr cen1ficare ritual state, on Ila face or as an endorsornent, s dvRcdplion of them that itia Insrlrind (d) i99.0Id111111y 01I1Itvlusl_4laure Rte tem, "Insuted" is used ar:•,ar,lly and not collecilvely, but the Inclusion herein of ranee vran one jn&ured shall not operate to nrroase the Ilmd of the conivel ,y's liability under the Contrrrders arnme,clal goraral unlahty amu eularnubdn Itablllty ponces Page 1 I of 2 pages 1 Rlak; rev. 3/112010 (e) N(kti(!O of Cincefllallun -11 (<Ji tjl Clu i(1 r: ty vllr;1l-K.j•nJw%IIIp!nll This policy may rot be cmvia9 d nor the coverage reduced by the company wllhout 30 daysprior written notice of such cancellation or reduction In Witeruge, to the Risk Manager. City of Lodi, 221 West Pine St., Lodi, CA 95240. (f) EM II(y tiLl e"( c+ All polMes st i be In etfecl an or before the first day of the Term of Ih;s Agreement. At !Pari thirty (30) days prior to the expirallon of oaM Insurance polloy, Contractor shall furnish a cartifieale(s) showing that a rmw or #Wundad policy has been obtained which meets the minimum requirements of this Agreement. Contractor shati provide proof of continuing Insurance on at :eaat an arinuat hasis dutlnp the Tram, Ir Con Ire: I'R insurnme lapses or is disepntinued for any reason. Contractor shall wnmodalely nolify the City and immedialaily abialn repiacameat insurance Contractor agrees and sfiputatas that any irevr¢ece coverage provkiW to the City of Lodi all all provide for a claims period following lermination of coverage which is at feast consistent wllh the d4lMa perlod of statutes of limitations found In the California Tort Claims Act (California Government Code Section 310 ef (g) Lai 1tira Iq tj1rly If Ccnhaclor fairs Or tafuses to Oblain dad fllnInto ln ilte rgquked Inatuance, or calfs to provide 11mof of coverargo- the City may obtain Iha lnauranca Co ntrarlor shall m(mburso the Clly her premitims paid, with interest an Iha pre mit.rrt paid by d>,s City at the maxima m allswsule 'eget rata than +n aifeC} In G:11,lnrnla. The City snail noidy rontroclal of anch payntssit of piamiums wiUsfrn INny (70) pays OF p:tyrrlOrtt Sialing Iho all uunt pail. !be s+arna(S) of the 1n5tirnn(S) and •Ale of in latest. Coidractor shell pay such mini" rsanrel>t s,nd -ntoroal r n tha first (tat) day of the ntonlh following the City's notice. Notwlthoto riding any other p;"Ilicn oflhfs Agreement, If CotrtraMr Will or refvsea to oblaln ormaktteIn Insurance as required by this SUM elnenI. or fan's In prnado proof Of IruµifaoCOt Oe City may term Ina to this Agreement upon such breach. Upon such tortrination, Contractor shall itsinlwjiately cease use of Ills Site ar fadlilfes and rnmmnnre and dfligantty puratia Ute removal of any and all of its pmsunW ornparty from The alto or facilitles. (h) VerlllcaUun of _Qgyernge Consultant shall fuINsh the City who a copy of the aoltcy dtloaratlon and 0ndOMemcn( pagirls 1, 0119,091 celtrRcaUes and arnondafary andorssments or coplea of the apiok3bie policy tanguago affeCfjnq coverage rsqutred by th.s OAusee All 4:efdlicalas duff ettdorsomel ils are ra ue received mill aporcued Dy rile City before work : rill mrnces. Nrrrnvyr. failure to abIniIb Uta 1met I wfit I dccunienls pilot to ilia walk beginning shall net ',valve Ilia ConSuitanl'S ablig. itcn !o provide 111Pnn The Ckty reserves the right la rogwre complete cerlifrarl males of all rentilred insurance sttileies. •r.rludinq endoraemenus rrsqu(rml by thj gw spaclrinntionR, at any time Failure to exercise this right shall not constitute a waiver of the City's right to exotvlao after the oftelive date. (t) Self- hrsrneti Retynhr,ns Still- insured lbntions must be declared to and approved by the City file City nrav ra((uira the ConsnRan! to provide proof of ability le pa{ looses sail rnlu[enl investl9alrrsns, Clairtr aanllRlgifntitin, a1xS deif:'iSr�e$pP.raeS'.Y+Ihq! the iH[BfrSlen 1"0,1 policy I'rrtqu;uJ(t shalt provide, or be endorsed to provide, that the self -Insured ratention may be selisRed by ofthitr the framed mrsuMU -m City QI Iryuran :a I,Inrils Thee limits of+neuranue descnoed Norern shall nal limit the Natyrttty of the Conbactar and Contractor's i ff wo, employeoa, agents, reprosenlntivas at subcorttlrrctals CnntfeCtal's obligation to defend, indemr+dy, and hold Ilia City and its officers, officials, amployli0s, agents and volunlaors hamtlass tinder the provisions of nhls OwNraph Is not IhnlMd to or wiricted oy any requirement in the Agroament for Contractor to procure and main ialIF a policy of Insurance (k) Hullrfin : fN!ti6 tt'rity_2.,n7S:_ilggiin,(iuir) Iiryngnr. Contractor may submit svlderics of &iilder's Risk insurance in the form of Course of Construction coverage. Such coverage shall name the City as a loss payee as their interest may appear IF the timiat.t ani:: not Imvrslve ,saw qr -.at(v reconstinr.iron. at the opt:an +rr+ho Carty, an Iismal xl:on i-towof rnay be actVlarria For such Fitn)tar:Is a Preps try, thralls[ ton Frotfor shall bra ab Lalrea that pr-1wart s for ;he Imps oval nnnt ryatortH. modification- al tiernt!on, convarson zr adjustment to ULSling buildingsstructures, processes. rllachrrtery arld equlpn;arlt, The Property Installation Floater shall provide nropany dnmagn coverage for any building, stnuSura, machinery ar agt!lpmenl damaged, impaired. broken, of dealmyed ourirtq the performance of Iha Wfuk, inrhldjng during transit, inatallslion, anal Itisling at the City's sjirr 0) IiaUt.!'ttryits:�y Consultant shell require and verify that all subcontractors maintain oirsuranoo meeting all the requirements stated herein, and Consultant shall ensure that City Is an additlanal Insured on Insurance required from subcontractors (m) i u I ILeu ns r(J All insurance requiter] by aha terms of this Agre:ument munt be providod by maumrs lmortseo to do bus(nues n the Slnir, -if Calilornle which are rated at least 'A-. VI' by Ute AM ties( Rag riga Guidp- and whish am acrieptable In the 0(y r+Fon•adaidted surphie lines carriers rrrey beiacooptad pnrvkInd thuy are indtxled oh rho roust regia "I Get tlf Ca]Ifeirua et{gjtay swplus Ihtes Innurers (LESLt list) and Otherwise meat City rnqulr[emonts. Page 2 1 of 2 pages E - - Risk: rev 311/201B`• Dedicated to People Flow" October 27, 2M City of Lodi Various Lodi, Calfromts Loealione REFERENCE: EFFECTrdE DATE: KONE $nErereMW 10161 Croydon Way, Suite 2 Phone: 019-717.000 ca!rner_i;a,AirrAknrr_rQ'I e AGREEMENT FOR PROFESft(OP(AL SERVICES— KOM Elevaper WWOM pries adjustment 2021 .tarauary 1+, 2021 exhibit 2 EffectiveJan 1, 2021, Kane w111 impie mrsent a 3.85%prize incroase for seryices rendarad undor the wdating Hlevefor Main ton ance Agreamnmt. Chy of Lodl will he 090rclafng We contra cluaf option to extend thaoxlmeng CIevat0rMaInlana rlCe Agreement through December 31 2021. The now monthly price for zervteas under this zgrcement shalt be 11,824.24. All othor jean, and conditions of the agmemarrt VA 11 MMain tmchangod, Agreed: CIV of Loa W rtiftre of Authorised Repnut WV&) (Print Name) Thin Data Respecawbj aebadnoa, Connoremirm KONE Inc. (Approved try) Authorized Repreee ftdoe Tits Data Exhibit 2 Dedicated to People Flow"' April 1, 2021 KONE CITY OF LODI Sacramento 221 W PINE ST 3727 Bradview Drive, Suite 200 LODI, California 95240 Sacramento, CA 95827 Phone: 916-719-0308 Fax: connor.backus@kone.com REFERENCE: Value -Added Services Rider No. 1 to the KONE INC. PROFESSIONAL SERVICES AGREEMENT dated February 4, 2020 ("Agreement") City of Lodi 40031316 EFFECTIVE DATE: April 26, 2021 In order for KONE Inc. ("KONE") to be able to provide the Value -Added Services to the Customer, the Agreement is hereby amended as follows: 1. KONE to provide the Services set forth below at a cost of $740.00 per month as well as a onetime installation fee of $1,900.00 The KONE Care 2417 Connected Services & phone services are performed for the followinq equipment at the indicated monthly rates & install fees: Equipment Name KONE Equipment # Wireless Phone line Phone Monitoring 2417 Connect One time Install fee City Hall 44072172 35 20 $200.00 Parking Structure #1 44072164 35 20 $200.00 Parking Structure #2 44072166 35 20 $200.00 Carnegie Forum 20048704 35 20 $200.00 Public Safety 20045656 35 20 $200.00 Police Main 44072212 35 20 $200.00 Police Lobby 44072220 35 20 $200.00 Police Jail 44072224 35 20 $200.00 Hutchins Square Theater 44072242 20 is 65 $100.00 Hutchins Square Lobby 44072233 20 15 fi5 ;10D.00 Hutchins Square Sr. Ctr. 44072246 20 15 65 ;100.OD 2. KONE will commence billing the 2417 Connected Services on the date shown in this rider/contract with an understanding that the 2417 Connected Services may be active in advance of the date shown, or may not be active on the date shown, due to variability in the time required to procure material and complete the installation and provisioning of the devices. 3. KONE shall provide and install the necessary device(s) to perform KONE 2417 Connected Services on the equipment below. Unless otherwise provided for in the Agreement, any callouts, repairs, or maintenance prompted by the KONE 2417 Connected Services shall be performed during regular working hours of regular working days, Monday to Friday, statutory holidays excluded, of the International Union of Elevator Constructors (IUEC.) All response times generated by KONE 2417 Connected Services shall be calculated starting at 8:00 a.m. local time the next business day. Repair and maintenance needs identified through the Services shall be performed based on the repair coverage agreed in the Agreement. Under no circumstances shall any indicators or predictions be cause for immediate services, but shall be determined and completed upon the next scheduled maintenance visit, or otherwise at the sole discretion of KONE. 4. KONE shall program the elevator phone(s) listed above to call the KONE Customer Care Center and will monitor the elevator phone(s). The Customer shall provide names and phone numbers of at least two (2) of its representatives for the KONE Service Center to contact on a 24 hour basis, and at least one (1) police, fire or local 911 agency name and phone number and notify KONE immediately in writing of any changes in these names or numbers. In the event of a call from the elevator, the KONE Customer Care Center will contact the points of contact in the order given by Customer. The local authorities will be contacted only if the previously mentioned point of contacts cannot be reached. If KONE does not provide Wireless Phone Provider Service, Customer shall provide an analog phone line to the elevator machine room (to be terminated on the appropriate phone jacks). If phone line is an extension off an existing phone system, a backup City of Lodi VAS Version: 6.01 Revised Date: 10/12/2020 CONFIDENTIAL 0 2019 KONE INC. Page 1 of 3 power source must also be provided. An extension, if applicable, must be a direct inward dial (DID) extension. All phones and associated equipment shall be in compliance with the requirements of ASME A17.1, local codes and applicable law, as amended. Customer shall also provide the elevator phone numbers) andlor extension(s) forthe phone(s) being programmed. Upon termination of the Agreement a $500 decommissioning and transfer fee shall apply for any elevator phone that needs reprograming to a different number for emergency monitoring. 5. If Wireless Phone Provider Service is selected, then KONE provides the phone connection via a KONE provided wireless service device and the phone connection must be programmed to the KONE Customer Care Center. KONE Care Emergency Phone Monitoring is required. Customer shall bear the responsibility to reactivate the analog phone line in the event KONE can no longer provide wireless service. Customer shall also provide KONE access to the appropriate location where the building telecommunications devices are located. KONE reserves the right to remove the wireless hardware in the event KONE no longer provides the wireless service or maintains the equipment. S. The remote monitoring devices are provided to the Customer as part of the Services. Customer gives KONE the right to utilize 2417 Connected Services to collect, export and use data generated by the use and operation of the equipment. Customer will not use the 2417 Connected Services device, except in connection with the use and operation of the equipment. Customer will not reverse engineer or otherwise attempt to obtain the source code of any software in object code form. Customer has no ownership or proprietary rights to such data, nor the device or software that monitors, analyzes, translates, reports or compiles such data. KONE 2417 Connected Services, including any data collected, the device(s) to perform the service, and any software related thereto shall be the exclusive property of KONE. 7. If any or all Services are terminated, upon KONE's request the Customer shall give KONE access to the equipment to remove any remote monitoring devices owned by KONE along with any other equipment which remains KONE's property at the facility or otherwise at KONE's expense. Such right shall survive the expiration or termination of the Agreement. Upon termination for any reason of the KONE 2417 Connected Services, no further data will be collected. In the event this 2417 Connected Services contract is cancelled within 5 years of this contract effective date, KONE will be reimbursed $3500 per unit. Upon any termination or expiration of the Agreement, no further services will be provided, including phone services or data collection. KONE shall have no obligation to any party to either collect, export or analyze any data, or to provide the source code of any software in object code form. 8. KONE MAKES NO EXPRESS OR IMPLIED WARRANTY; DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON -INFRINGEMENT; AND DISCLAIMS ANY WARRANTIES ARISING BY USAGE OF TRADE OR BY COURSE OF DEALING. KONE MAKES NO WARRANTY THAT SERVICES WILL BE UNINTERRUPTED OR ERROR - FREE. KONE IS NOT LIABLE FOR ANY DAMAGES RELATING TO LACK OF NETWORK COVERAGE AT THE SITE OF THE EQUIPMENT, DUE TO TAMPERING WITH THE REMOTE MONITORING DEVICE, INTEROPERABILITY, SERVICE DEFECTS, SERVICE LEVELS, DELAYS, SERVICE ERRORS, INTERRUPTIONS OR ANY OTHER REASON OUTSIDE OF KONE'S REASONABLE CONTROL. KONE DISCLAIMS ANY LIABILITY FOR DAMAGES OR INJURIES (INCLUDING DEATH) ARISING FROM OR IN CONNECTION WITH THE OPERATION OR USE OF THE SERVICES SET FORTH HEREIN. If the terms contained in this amendment conflict with terms contained in the Agreement, the terms contained in this amendment shall supersede and prevail. All other terms contained in the Agreement shall remain in full force and effect. Agreed: CITY OF LODI Respectfully submitted, Connor Backus -- --- - ------ ..........................•............... (Signature of Authorized Representative) KONE Inc. (Print Name) Title ---...... -------------------------•---•--.... (Approved by) Authorized Representative ........................................... Title ------------------•--------------•-----------•--- ......... -------------------------------------- ............. Data Date City of Lodi VAS Version: 6.01 Revised Date: 1011212020 Page 2 of 3 CONFIDENTIAL © 2019 KONE INC. Remote Monitoring Service Voice Link and Wireless Phone Service I I Elevator Phone # and Extension for Caller ID (if (Elevator Description(Equipment # KONE does not provide wireless service) 44072172 — KONE to provide wireless service 1 City Hall 44072164 KONE to provide wireless service 2 Parking Structure #1 44072166 KONE to provide wireless service 3 Parking Structure #2 20048704 KONE to provide wireless service 4 Carnegie Forum 20045656 KONE to provide wireless service 5 Public Safety 44072212 KONE to provide wireless service 18 Police Main 44072220 IKONE to provide wireless service '7 Police Lobby 44072224 IKONE to provide wireless service 13 Police Jail 44072242 IKONE to provide wireless service 9 Hutchins Square Theater 44072233 IKONE to provide wireless service '10 Hutchins Square Lobby 44072246 IKONE to provide wireless service 11 Hutchins Square Sr. Ctr_ First Point of Contact (Required) Name: Title: Phone #: Cell Phone #: Second Point of Contact (Required) Name: 'Title: iPhone #: Cell Phone #: Third Point of Contact (Optional) Name: 'Title: Phone M Cell Phone #: Local Emergency Authorities (Required) .Fire Department Phone #: (Police Department Phone #: City of Lodi VAS Version: 6.01 Revised Date: 10/1212020 Page 3 of 3 CONFIDENTIAL © 2019 KONE INC. EXHIBIT 2 Dedicated to People Flow'' MZ:0 KONE Inc. Proposal to Supply Elevator, Escalator, Moving Walkway Maintenance, Repair, Modernization and Related, Products, Services and Solutions under the U.S. Communities Program PROPOSED UNITS & EQUIPMENT PRICING: Location & Type of Type of Service Call Testing 24/7/ Pricing Address Equipment Service Coverage Wireless(W) / Monitoring M Parking MCE H1000 Structure, Pine St. 2 N Hydraulic Passenger #1 Complete Straight time Annual W & M $231.88/month Sacramento State #125859 Maintenance Coverage Hydraulic Test Parking MCE H1000 Structure, Pine St. 2 N Hydraulic 3 stop Passenger Complete Straight time Annual W & M $231.88/month Sacramento #2 State Maintenance Coverage Hydraulic Test #125863 ECI H9000 City Hall Hydraulic 4 221 W. Pine stop Complete Straight time Annual W & M $231.88/month St Passenger #1 Maintenance Coverage Hydraulic Test State # 105226 ESCO C88 - Carnegie Forum 305 W. Pine 9808 Hydraulic 3 Complete Straight time Annual W & M $231.88/month St. stop Maintenance Coverage Hydraulic Test Passenger #1 Dover Public Fleetwood Safety Hydraulic 3 Building stop Complete Straight time Annual n/a $174.13/month 230 W. Elm Passenger #1 Maintenance Coverage Hydraulic Test St. 45743 Police Main I Thyssenkrupp Lobby Tac 20 Complete Straight time Annual W & M 215 W. Elm Hydraulic 2 $231.88/month St stop Maintenance Coverage Hydraulic Test Main lobbv Police West Thyssenkrupp Revised Monthly Price Acceptance Annual in advance payment 5% Decrease $2,502.95 per month Lobby 215 Elm Tac 20 Hydraulic 2 Complete Straight time Annual W & M $231.88/month Stt stop Maintenance Coverage Hydraulic Test West lobby Thyssenkrupp Police Jail Tac 20 215 W. Elm Hydraulic 2 Complete Straight time Annual W & M $231.88/month St stop Maintenance Coverage Hydraulic Test Jail Hutchins Street US Elev. 200 Square, 125 S. Hutchins Hydraulic 2 Stop Complete Straight time Annual 24/7 & W & M $279.13/month Street Main lobby Maintenance Coverage Hydraulic Test Main lobby Hutchins Street Dover DMC -1 Square, 125 S. Hutchins Hydraulic 2 Stop Complete Straight time Annual 24/7 & W & M $279.13/month Street Theater Maintenance Coverage Hydraulic Test Theater _ Hutchins Street Dover WRC Square, 125 S. Hutchins Hydraulic 2 stop Complete Straight time Annual 24/7 & W & M $279.13/month Street Senior Center Maintenance Coverage Hydraulic Test Senior Center TOTAL: $2,634.68/month The price is based upon monthly in advance payment. In the event Purchaser chooses one ofthefollowing payment options by initialing the selection below, a discount will apply as outlined: Payment Option Discount Revised Monthly Price Acceptance Annual in advance payment 5% Decrease $2,502.95 per month Quarterly in advance payment 2% Decrease $2,581.99 per month PROPOSED SCOPE OF WORK: 1. SERVICES Complete Maintenance - (Equipment included per table on page 1) KONE will perform maintenance visits to examine, maintain, adjust, and lubricate the components listed below. In addition, KONE will repair or replace the components listed below, unless exclusion or limited scope language exists elsewhere in this Agreement. All other work related tothe equipment is Purchaser's responsibility unless specifically noted elsewhere in thisAgreement, or unless Purchaserhas separately contracted with KONE for the work. A. Hydraulic Elevators 1. Relay Logic Control System All control system components. z. Microprocessor Control System All control system components. System performance examinations will be conducted to ensure that dispatching and motion control systems are operating properly. s. Power Unit Pump, motor, valves, and all related parts and accessories. a. Hoistway and Pit Equipment All elevator control equipment and buffers. s. Rails and Guides Guide rails, guide shoe gibs, and rollers s. Wiring All elevator control wiring and all power wiring from the elevator equipment input terminals to the motor. 7. Door Equipment Automatic door operators, hoistway and car door hangers, hoistway and car door contacts, door protective devices, hoistway door interlocks, door gibs, and auxiliary door closing devices. a. Manual Freight Door Equipment Switches, retiring cams, interlocks, guide shoes, sheaves, rollers, chains, sprockets, tensioning devices, and counter -balancing equipment. s. Power Freight Door Equipment Controller, relays, contactors, rectifiers, timers, resistors, solid state components, door motors, retiring cams, interlocks, switches, guide shoes, sheaves, rollers, chains, sprockets, and tensioning devices. lo. Hydraulic System Accessories Exposed piping, fittings accessories between the pumping unit and the jack, jack packing, hydraulic fluid, and any heating or cooling elements installed by the original equipment manufacturer ("OEM") for controlling fluid temperature. ii. Signals and Accessories Caroperating panels, hall push button stations, hall lanterns, emergency lighting, carand hall position indicators, car operating panels, fireman's service equipment and all other signals, and accessory facilities furnished and installed as an integral part of the elevator equipment. Re-lamping of signal fixtures is included only during KONE's maintenance visits. Service requests for re-lamping of signal fixtures will be billed separately at KONE's then current labor rates. 12. Car Equipment All elevator control system components on the car. z. HOURS OF SERVICE All services described above in this Agreement wilI be performed during the regularworking hours ofthe regular working days ofthe elevator or escalator trade in the location where the services are performed, unless otherwise specified in the Agreement. s. SERVICE REQUESTS CALLBACKS Service requests are defined as services that require immediate attention and that are within the scope of services and not excluded from the scope of services as provided below. Service requests outside the scope of services will be billed separately at KONE's then current labor rates and material prices plus mileage and incidentals. Any rates and lump sum amounts are not subject to audit. Service requests that require more than one technician or more than two hours to complete will be treated as a repair and scheduled in accordance with the Hours of Service section above. Purchaser agrees that KONE may perform service requests made by any person that KONE believes is authorized by Purchaser to make such requests. Regular Time Coverage - (Equipment coverage per the table on page 1) In addition to the work described in the Scope of Services section, this Agreement covers requests for service during the regularworking hours of the regular working days of the elevator trade. Travel Time & Expenses Purchaser will not be billed for travel time or expenses to and from the site for service requests covered under the scope of work. a. TESTS KONE will perform the following tests on the equipment as per the table on page 1 of this Agreement. KONE is not liable for any property damage or personal injury, including death, resulting from any test. A pressure relief test and a yearly leakage test as required by applicable code. s. EXCLUSIONS The following are excluded from the scope of services: A. GENERAL i. KONE is not obligated to: removal of water or excessive debris from the pit; make replacements or repairs necessitated by fluctuations in the building power systems, adverse machine room or environmental conditions (including without limitation temperature variations below 50 degrees or above 90 degrees Fahrenheit) or humidity greaterthan 95% relative humidity, prior water exposure, rust, fire, explosion, acts of God, misuse, vandalism, theft, acts or mandates of government, labor disputes, strikes, lockouts, ortampering with the equipment by any person otherthan a KONE representative, negligence or acts or omissions of the Purchaser or any third party, or any other cause beyond KONE's control. z. KONE agrees to maintain the existing performance as designed and installed. KONE is not required underthis Agreement to make changes in operation and/or control, subsequent to the date of this Agreement. 3. Notwithstanding anything contained to the contrary within this Agreement, KONE's work shall not include any abatement or disturbance of asbestos containing material (ACM), presumed asbestos containing materials (PACM), or other hazardous materials (i.e. lead, PCBs) (collectively "HazMat"). Any work in the affected area where reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from the HazMat is excluded from KONE's scope of work without an applicable change order to reflect the additional costs and time. In accordance with OSHA requirements, Purchasershall inform KONE and its employees whowill perform work activities in areas which contain HazMat of the presence and location of HazMat in such areas which may be contacted during work before entering the area. Other than as expressly disclosed in writing, Purchaser warrants that KONE's work area at all times meets applicable OSHA permissible exposure limits (PELs). KONE shall have the right to discontinue its work in any location where suspected HazMat is encountered or disturbed. Any HazMat removal or abatement, or delays caused by such, required in order for KONE to perform its work shall be Purchaser's sole responsibility and expense. After any removal orabatement, Purchaser shall provide documentation that the HazMat has been abated from the KONE work area and air clearance reports shall be made available upon request prior to the start of KONE's work. a. Nothing contained within this agreement shall be construed or interpreted as requiring KONE to assume the status of an owner, operator, generator, storer, transporter, treateror disposal facility as those terms appear within RCRA or any Federal or State statute or regulation governing the generation, transportation, treatment, storage and disposal of pollutants. Purchasershall be responsible to execute all waste manifests necessary to transport hazardous materials for disposal. B. OBSOLESCENCE 1. Component may become obsolete during the term of this Agreement. Obsolete components are not covered under this Agreement. KONE will provide Purchaserwith a separate quotation forthe price to replace obsolete components. Equipment modifications necessary to accommodate replacement of obsolete components are at the Purchaser's expense. 2. Components include without limitation any part, component, assembly, product, orfirmware orsoftware module. A component is obsolete when it can no longer be economically produced due to the cessation of consistent sources for materials, a loss or termination of a manufacturing process occurs, product reliability analysis shows that it is not economically feasible to continue to produce the component, escalation of component costs beyond acceptable industry expectations drive alternative equipment upgrades, the support of product safety programs orconformanceto codes orstandards mandates that use of a component be discontinued in its entirety, the OEM designates the component as obsolete, or such component has been installed 20 or more years. No exception to the above will be made for a component designated as obsolete because it can be custom made or acquired at any price. KONE will not be required tofurnish reconditioned or used components. Afterthe component that replaces the obsolete component is installed, that component is covered under this Agreement unless it becomes obsolete. c. ELEVATOR i. Refinishing,repairing,replacing, or cleaning of the: car enclosure; gates or door panels; door pull straps; hoistway enclosure; rail alignment; hoistway doors; door frames; sills; hoistway gates; flooring; power feeders, switches, and their wiring and fusing; car light diffusers; ceiling assemblies and attachments; smoke or heat sensors; fans; fireman's phone devices; intercoms; phone lines; music systems; media displays; card -readers or othersecurity systems; computer monitoring systems; light tubes and bulbs; pit pumps; emergency power generators; hydraulic cylinder; unexposed piping; or disposal or clean-up of waste oil or contamination caused by leaks in the hydraulic cylinder or unexposed piping. KONE is not be obligated to perform or keep records of firefighter's service testing, unless specifically included in this Agreement. RESOLUTION NO. 2022-314 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 3 TO THE PROFESSIONAL SERVICES AGREEMENT WITH KONE, INC., OF SACRAMENTO, FOR MONTHLY INSPECTION AND MAINTENANCE SERVICES OF ELEVATORS IN CITY FACILITIES WHEREAS, the Professional Services Agreement awarded by City Council on December 18, 2019, provides ongoing elevator services for both regularly -scheduled maintenance and on -demand repair services on 11 elevators located at City Hall, Carnegie Forum, Police Facility, Lodi Station Parking Structure, City Hall Annex, and Hutchins Street Square; and WHEREAS, on December 2, 2020, Amendment No. 1 amended the fee schedule and extended the term of the agreement through December 31, 2021; and WHEREAS, on June 16, 2021, Amendment No. 2 added monthly phone monitoring services and extended the contract term through December 31, 2022; and WHEREAS, Amendment No. 3 will add funds in an amount not to exceed $60,000 and extend the Professional Services Agreement through December 31, 2023; and WHEREAS, staff recommends authorizing the City Manager to execute Amendment No. 3 to the Professional Services Agreement with KONE, Inc., of Sacramento, for monthly inspection and maintenance services of elevators in City facilities. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute Amendment No. 3 to the Professional Services Agreement with KONE, Inc., of Sacramento, California, for monthly inspection and maintenance services of elevators in City facilities, in an amount not to exceed $60,000, thereby extending the term of the agreement through December 31, 2023; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (adopted 11/6/19, Resolution No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Dated: December 21, 2022 ------------------------------------------------------------------------ ------------------------------------------------------------------------ I hereby certify that Resolution No. 2022-314 was passed and adopted by the City Council of the City of Lodi in a regular meeting held December 21, 2022 by the following vote: AYES: COUNCIL MEMBERS — Hothi, Khan, Kuehne, and Nakanishi NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — Chandler ABSTAIN: COUNCIL MEMBERS — None OLIVIA NASHED City Clerk 2022-314