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19-038 Thermal Mechanical, Compressor Replacement at City Hall and other HVAC Repairs CITY OF PUBLIC WORDS CONTRACT $60,000 OR LESS CUPERTINO 1. PARTIES 'nr, r_ This public works contract("Contract") is made and entered into on W c l 14� 2V ("Effective Date") by and between the City of Cupertino, a municipal corporation("City"), and Thermal Mechanical , a Corporation ("Contractor") for the compressor replacement at City Hall and other HVAC repairs. 2. SCOPE OF WORK Contractor will perform and provide all labor,materials, equipment, supplies,transportation and any other items or work necessary to perform and complete the work required for the Project("Work"), as required in the Scope of Work, attached here and incorporated as Exhibit A, and in accordance with the terms and conditions of this Contract. 3. TIME FOR COMPLETION 31 Term. This Contract begins on the Effective Date and ends on March 27,2020 ("Contract Time")unless terminated earlier as provided herein. Contractor's Work shall begin on the date shown on a written Notice to Proceed("NTP") and must be fully completed within the Contract Time or on the date specifically provided in the Notice to Proceed. The City Engineer will not issue a NTP until the Contract is fully executed by both parties and City has received satisfactory proof of insurance and any performance and payment bonds that may be required. 3.2 Time is of the essence for Contractor's performance and completion of the Work. Contractor must have sufficient time, resources, and qualified staff to deliver the work on time. 3.3 Liquidated damages of$ 200.00 will be charged for each day of unexcused delay, or City may deduct the amount from Contractor's payments. Liquidated damages are based on reasonably foreseeable consequences of delay and may include intangible losses which the Parties agree may be difficult to ascertain, such as loss of public confidence in City and its contractors, interference or loss of use of public facilities, and extended disruption to the public. 4. COMPENSATION 4.1 Maximum Compensation. City will pay Contractor for satisfactory performance of the Work an amount that will based on actual costs but that will be capped so as not to exceed $54,729.00 ("Contract Price"), for all of Contractor's direct and indirect costs,including all labor,materials, supplies,equipment,taxes, insurance,bonds and all overhead costs. 4.2 Invoices and Payments. Contractor must submit an invoice on the first day of each month, describing the Work performed during the preceding month, itemizing labor, materials, equipment and Public Works Project City Hall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan.02,2019 Page 1 of 11 `i I any incidental costs incurred. Contractor will be paid 95% of the undisputed amounts billed within 30 days after City receives a properly submitted invoice.Any retained amounts will be included with Contractor's final payment within 60 days of City's acceptance of the Work as complete. 5. INDEPENDENT CONTRACTOR 5.1 Status. Contractor is an independent contractor and not an employee of City. Contractor is solely responsible for the means and methods of performing the Work and for the persons under this employment. Contractor is not entitled to worker's compensation or any other City benefits. 5.2 Contractor's Qualifications. Contractor warrants on behalf of itself and its subcontractors that they have the qualifications and skills to perform the Work in a competent and professional manner and according to the highest standards and best practices in the industry. 5.3 Permits and Licenses. Contractor warrants on behalf of itself and its subcontractors that they are properly licensed,registered, and/or certified to perform the Work as required by law, and have procured a City Business License. Contractor shall possess a California Contractor's License in good standing for the following classification(s): C20 ,which must remain valid for the entire Contract Time. 5.4 Subcontractors. Only Contractor's employees are authorized to work under this Contract. Prior written approval from City is required for any subcontractor, and the terms and conditions of this Contract will apply to any approved subcontractor. 5.5 Tools,Materials and Equipment. Contractor will supply all tools,materials and equipment required to perform the Work under this Contract. 5.6 Payment of Taxes. Contractor must pay income taxes on the money earned under this Contract.Upon City's request, Contractor will provide proof of payment and will indemnify City for violations pursuant to the indemnification provision of this Contract. 6. CHANGE ORDERS Amendments and change orders must be in writing and signed by City and Contractor. Contractor's request for a change order must specify the proposed changes in the Work, Contract Price, and Contract Time.Each request must include all the supporting documentation, including but not limited to plans/drawings, detailed cost estimates, and impacts on schedule and completion date. 7. ASSIGNMENTS; SUCCESSORS Contractor shall not assign, hypothecate, or transfer this Contract or any interest therein, directly or indirectly,by operation of law or otherwise,without prior written consent of City.Any attempt to do so will be null and void.Any changes related to the financial control or business nature of Contractor as a legal entity is considered an assignment of the Contract and subject to City approval,which shall not be unreasonably withheld. Control means fifty percent(50%) or more of the voting power of the business entity. This Contract is binding on Contractor, its heirs, successors and permitted assigns Public works Project City Hall Corepressor Realacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02,2019 Page 2of11 i i i S. PUBLICITY/SIGNS Any publicity generated by Contractor for the Project during the Contract Time, and for one year thereafter must credit City contributions to the Project. The words "City of Cupertino"must be displayed in all pieces of publicity, flyers,press releases,posters,brochures, interviews,public service announcements and newspaper articles.No signs may be posted or displayed on or about City property, except signage required by law or this Contract,without prior written approval from the City. 9. SUBCONTRACTORS 9.1 Contractor must perform all the Work with its own forces, except that Contractor may hire qualified subcontractors to perform up to 25 % of the Work,provided that each subcontractor is required by contract to be bound by the provisions of this Contract. Contractor must provide City with written proof of compliance with this provision upon request. 9.2 City may reject any subcontractor of any tier and bar a subcontractor from performing Work on the Project, if City in its sole discretion determines that subcontractor's Work falls short of the requirements of this Contract or constitutes grounds for rejection under Public Contract Code Section 4107. If City rejects a subcontractor, Contractor at its own expense must perform the subcontractor's Work or hire a new subcontractor that is acceptable to City.A Notice of Completion must be recorded within 15 days after City accepts the Work if the Contract involves work by subcontractors. 10. RECORDS AND DAILY REPORTS 10.1 Contractor must maintain daily reports of the Work and submit them to City upon request and at completion of Project. The reports must describe the Work and specific tasks performed,the number of workers,the hours,the equipment,the weather conditions, and any circumstances affecting performance. City will have ownership of the reports,but Contractor will be permitted to retain copies. 10.2 If applicable, Contractor must keep a separate set of as-built drawings showing changes and updates to the Scope of Work or the original drawings as changes occur.Actual locations to scale must be identified for all major components of the Work, including mechanical, electrical and plumbing work; HVAC systems; utilities and utility connections; and any other components City determines should be included in the final drawings of the Project. Deviations from the original drawings must be shown in detail, and the location of all main runs,piping,conduit, ductwork, and drain lines must be shown by dimension and elevation. 10.3 Contractor must maintain complete and accurate accounting records of its Work, in accordance with generally accepted accounting principles, which must be available for City review and audit,kept separate from other records, and maintained for four years from the date of City's final payment. Public works Project City Hall Compressor Replacement and, Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02,2019 Page 3 of 11 i 11. INDEMNIFICATION 11.1 To the fullest extent allowed by law, and except for losses caused by the sole and active negligence or willful misconduct of City personnel, Contractor shall indemnify, defend, and hold harmless City, its City Council, boards and commissions, officers, officials,employees,agents, servants,volunteers and consultants ("Indemnitees"),through legal counsel acceptable to City, from and against any and all liability, damages, claims, stop notices, actions, causes of action, demands, charges, losses and expenses (including attorney fees, legal costs and expenses related to litigation and dispute resolution proceedings), of every nature arising directly or indirectly from this Contract or in any manner relating to any of the following: (a) Breach of contract, obligations,representations or warranties; (b) Performance or nonperformance of the Work or of any obligations under the Contract by Contractor, its employees,agents, servants, subcontractors or subcontractors; (c) Payment or nonpayment by Contractor or its subcontractors or sub-subcontractors for Work performed on or off the Project Site; and (d) Personal injury,property damage, or economic loss resulting from the work or performance of Contractor or its subcontractors or sub-subcontractors. 11.2 Contractor must pay the costs City incurs in enforcing this provision. Contractor must accept a tender of defense upon receiving notice from City of a third-party claim, in accordance with California Public Contract Code Section 9201.At City's request, Contractor will assist City in the defense of a claim, dispute or lawsuit arising out of this Contract. 11.3 Contractor's duties under this entire Section are not limited to Contract Price, Workers' Compensation or other employee benefits, or the insurance and bond coverage required in this Contract.Nothing in the Contract shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee. 11.4 Contractor's payments may be deducted or offset to cover any money the City lost due to a claim or counterclaim arising out of this Contract, a purchase order or other transaction. 12. INSURANCE Contractor shall comply with the Insurance Requirements,attached and incorporated here as Exhibit B. Contractor must provide satisfactory proof of insurance and maintain it for the Contract Time or longer as required by City. City will not execute the Contract until City has approved receipt of satisfactory certificates of insurance and endorsements evidencing the type, amount, class of operations covered, and the effective and expiration dates of coverage. Failure to comply with this provision may result in City, at its sole discretion and without notice,purchasing insurance at Contractor's expense, deducting the costs from Contractor's compensation, or terminating the Contract. Public Works Project City Hall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02, 2019 Page 4 of 11 i 13. COMPLL4ICE WITH LAWS 113.1 General Laws.Contractor shall comply with all laws and regulations applicable to this Contract. Contractor will promptly notify City of changes in the law or other conditions that may affect the Project or Contractor's ability to perform. Contractor is responsible for verifying the employment status of employees performing the Work, as required by the Immigration Reform and Control Act 13.2 Labor Laws. (a) Contracts of$1,000 or more are subject to the requirements of the California Labor Code, including but not limited to: (i) Prevailing wage laws under Labor Code Section 1775,which require Contractor to pay prevailing wages applicable in Santa Clara County for each craft, classification, or type of worker needed to perform the Work, including health, pension and vacation. The prevailing wage rates are on file with the City Engineer's office and are available online at b.9p://www.dir.ca.gov/DL-"D (ii) Apprenticeship requirements under Labor Code Section 1777.5 for Contacts $30,000 or more; (iii) Maintain certified payroll records in accordance with Labor Code Sections 1776 and 1812, and electronically submit them to the Labor Commissioner as required by the regulations of California,Department of Industrial Relations ("DIR"); (iv) Comply with DIR Monitoring,Enforcement and Registration requirements of Labor Code Section 1725.5. (b) Contractor must compensate workers who are paid less than prevailing wages or required to work more than a legal day's work. Contractor will also be required to pay City a penalty of $ 200.00 per worker for each day of violation. (c) As required by Labor Code Section 1861,by signing this Contract Contractor certifies as follows: "I am aware of Labor Code Section 3700 which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the Work on this Contract." 13.3 Discrimination Laws. Contractor shall not discriminate on the basis of race,religious creed, color, ancestry,national origin, ethnicity,handicap, disability,marital status,pregnancy, age, sex, gender, sexual orientation, gender identity,Acquired-Immune Deficiency Syndrome (AIDS)or any other protected classification. Contractor shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777 and 3077.5. Consistent with City policy prohibiting harassment and discrimination, Contractor understands that harassment and discrimination directed toward a job applicant, an employee, a City employee, or any other person,by Contractor or Contractor's employees or sub-contractors will not be tolerated. Public Works Project City Hall Compressor Replacement and Other MVAC Repairs Public Works Contract$60,000/Rev.Jan.02,2019 Page 5 of 11 i I 13.4 Coniflficts of Interest. Contractor, its employees, subcontractors, servants and agents, may not have, maintain or acquire a conflict of interest in relation to this Contract in violation of law, including Government Code section 1090 and Government Code section 81000 and their accompanying regulations.No officer, official, employee, consultant, or other agent of the City ("City Representative")may have,maintain, or acquire a"financial interest" in the Contract, as that term is defined by state law, or in violation of a City ordinance or policy while serving as a City Representative or for one year thereafter. Contractor, its employees, subcontractors, servants and agents warrant they are not employees of City or have any relationship with City officials, officers or employees that creates a conflict of interest. Contractor may be required to file a conflict of interest form if it makes certain governmental decisions or serves in a staff capacity, as defined in section 18700 of the California Code of Regulations. Contractor agrees to abide by City rules governing gifts to public officials and employees. 13.5 Remedies.Any violation of Section 13 constitutes a material breach and may result in City suspending payments,requiring reimbursement, or terminating the Contract. City reserves all rights and remedies under the law and this Contract, including seeking indemnification. 14. BONDS For contracts of$25,000 or more, Contractor must obtain a payment bond and a performance bond, each in the penal sum of 100%of the Contract Price,using the Bond Forms attached and incorporated here as Exhibit C.Each bond must be issued by a surety admitted in California,with a financial rating from A.M. Best Company of Class A-or higher, or as otherwise acceptable to City. If an issuing surety cancels a bond or becomes insolvent, Contractor must provide a substitute bond from a surety acceptable to City within seven calendar days after written notice from City. If Contractor fails to do so, City may in its sole discretion and without prior notice,purchase bonds at Contractor's expense, deduct the cost from payments due Contractor, or terminate the Contract.City will not execute the Contract nor issue the NTP until the required bonds are submitted. 15. UTILITIES,TRENCHING AND EXCAVATION 15.1 Contractor must call the Underground Service Alert("USA") 811 hotline and request marking of utility locations before digging or commencing Work. For underground service alerts for street lighting and traffic signal conduits, City's Service Center must be called at(408) 777-3269. Government Code Section 4215 requires Contractor to notify City and Utility in writing if it discovers utilities or utility facilities not identified in the Contract. 15.2 Pursuant to Government Code Section 7104, Contractor must stop work, notify City in writing, and wait for instructions if one of the conditions below is found at the worksite. City will work with Contractor to amend the Contract or issue a change order if the discovered conditions materially change the Work/Performance, Contract Time or Contract Price. (a) Material believed to be hazardous waste under Health and Safety Code Section 25117, and which requires removal to a Class I, Class II, or Class III disposal site pursuant to law; (b) Subsurface or latent physical conditions at the Project worksite differing from those indicated by information about the worksite made available to Contractor; and Public works Project City Hall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02,2019 Page 6 of 11 I (c) Unknown physical conditions at the Project worksite of any unusual nature,materially different from those ordinarily encountered and from those generally recognized as inherent in the character of the Work. 15.3 For contracts $25,000 or higher that require excavation or involve trenches five feet or more in depth, Contractor must submit a detailed plan for City approval,per Labor Code Section 6705 prior to commencing work. The plan must show the design of shoring,bracing, sloping and other provisions for worker protection from caving ground and other hazards. The protective system must comply with all Construction Safety Orders. If the plan varies from shoring system standards, it must be prepared by a registered civil or structural engineer. 16. URBAN RUNOFF N ANAGEMENT 16.1 All Work must fully comply with federal, state and local laws and regulations concerning storm water management. Contractor must avoid creating excess dust when breaking asphalt or concrete and during excavation and grading. If water is used for dust control, Contractor will use only the amount of water necessary to dampen the dust. Contractor will take all steps necessary to keep wash water out of the streets, gutters and storm drains. Prior to the start of the Work, Contractor will implement erosion and sediment controls to prevent pollution of storm drains,and must upgrade and maintain these controls based on weather conditions or as otherwise required by City. These controls must be in place during the entire Contract Time and must be removed at the end of construction and completion of the Work. Such controls must include,but will not be limited to,the following requirements: (a) Install storm drain inlet protection devices such as sand bag barriers,filter fabric fences, and block and gravel filters at all drain inlets impacted by construction.During the annual rainy season, October 15 through June 15, storm drain inlets impacted by construction work must be filter-protected from onsite de-watering activities and saw-cutting activities. Shovel or vacuum saw-cut slurry and remove from the Work site; (b) Cover exposed piles of soil or construction material with plastic sheeting. Store all construction materials in containers; (c) Sweep and remove all materials from paved surfaces that drain to streets, gutters and storm drains prior to rain and at the end of each work day. When the Work is completed,wash the streets, collect and dispose of the wash water offsite in lawful manner; (d) After breaking old pavement,remove debris to avoid contact with rainfall/runoff; (e) Maintain a clean work area by removing trash, litter, and debris at the end of each work day and when Work is completed. Clean up any leaks, drips, and other spills as they occur. 16.2 These requirements must be used in conjunction with the California Stormwater Quality Association and California Best Management Practices Municipal and Construction Handbooks, local program guidance materials from municipalities, and any other applicable documents on stormwater quality controls for construction. Contractor's failure to comply with this Section will result in the issuance of noncompliance notices, citations, Work stop orders and regulatory fines. Public Works Project City Tall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02,2019 Page 7 of 11 17. PROJECT COORDINATION City Project Manager. City assigns Ken Tanase as the City representative for all purposes under this Contract,with authority to require compliance with the Scope of Work. City may substitute Project Managers at any time and without prior notice to Contractor. Contractor Project Manager. Subject to City approval, Contractor assigns Wayne Shipley as its single representative for all purposes under this Contract,with the responsibility to ensure progress with the Work. Contractor's Project Manager is responsible for coordinating and scheduling the Work and must regularly update the City Project Manager about the status and any delays with the Work,consistent with the Scope of Work. Any substitutions must be approved in writing by City. 18. ABANDONMENT AND TERMINATION 18.1 City may abandon or postpone the Project or parts therefor at any time. Contractor will be compensated for satisfactory Work performed through the date of abandonment and will be given reasonable time to close out the Work. With City's pre-approval in writing,the time spent in closing out the Work will be compensated up to 10%of the total time expended in performing the Work. 18.2 City may terminate the Contract for cause or without cause at any time. Contractor will be paid for satisfactory Work rendered through the termination date and will be given reasonable time to close out the Work. 18.3 Final payment will not be made until Contractor delivers the Work and provides records documenting the Work,products and deliverables completed.Nothing in the Section below is intended to delay, abridge or bar City's right under this Section. 19. GOVERNING LAW,VENUE AND DISPUTE RESOLUTION This Contract is governed by the laws of State of California.Venue for any legal action shall be the Superior Court of the County of Santa Clara, California. The dispute resolution procedures of Public Contract Code Section 20104,incorporated here by reference, apply to this Contract and Contractor is required to continue the Work pending resolution of any dispute.Prior to filing a lawsuit, Contractor must comply with the claim filing requirements of the California Government Code. If the Parties elect arbitration,the arbitrator's award must be supported by law and substantial evidence and include detailed written findings of law and fact. 20. ATTORNEY FEES If City initiates legal action, files a complaint or cross-complaint, or pursues arbitration, appeal, or other proceedings to enforce its rights or a judgment in connection with this Contract,the prevailing party will be entitled to reasonable attorney fees and costs. Public works Project City Hall Corepressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02, 2019 Page 8 of 11 i 21. SIGNS/ADVERTISEMENT No signs may be displayed on or about City's property, except signage which is required by law or by the Contract,without City's prior written approval as to size, design and location. 22. THIRD PARTY BENEFICIARIES There are no intended third parry beneficiaries of this Contract. 23. WAIVER Neither acceptance of the Work nor payment thereof shall constitute a waiver of any contract provision. City waiver of any breach shall not constitute waiver of another provision or breach. 26. WARRANTY Contractor warrants that materials and equipment used will be new, of good quality,and free from defective workmanship and materials, and that the Work will be free from material defects not intrinsic in the design or materials. All Work,materials and equipment should pass to City free of claims, liens or encumbrances. Contractor warrants the Work and materials for one year from the date of City's acceptance of the Work as complete ("Warranty Period"),except when a longer guarantee is provided by a supplier,manufacturer or is required by this Contract.During the Warranty Period, Contractor will repair or replace any Work defects or materials,including damage that arises from Contractor's Warranty Work, except any wear and tear or damage resulting from improper use or maintenance. 27. ENTIRE CONTRACT This Contract and the attachments, documents, and statutes attached,referenced, or expressly incorporated herein, including authorized amendments or change orders constitute the final and complete contract between City and Contractor with respect to the Work and the Project. No oral contract or implied covenant will be enforceable against City. If any attachment or incorporated provisions conflict or are inconsistent with the terms of this Contract,the Contract terms will control. 28. SEVERABILITY/PARTIAL INVALIDITY If a court finds any term or provision of this Contract to be illegal,invalid or unenforceable,the legal portion of said provision and all other contract provisions will remain in full force and effect. 28. SURVIVAL The contract provisions which by their nature should survive the Contract or Completion of Project, including without limitation all warranties, indemnities,payment obligations, insurance and bonds, shall remain in full force and effect after the Work is completed or Contract ends. Public Works Project City Hall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02,2019 Page 9 of 11 I 29. INSERTED PROVISIONS Each provision and clause required by law to be inserted in this Contract will be deemed to be included and will be inferred herein. Either party may request an amendment to cure mistaken insertions or omissions of required provisions. 30. CAPTIONS The captions,titles, and headings in this Contract are for convenience only and may not be used in the construction or interpretation of the Contract or for any other purpose. 31. COUNTERPARTS This Contract may be executed in counterparts, each of which is an original and all of which taken together shall form one single document. 20. NOTICES All notices, requests, and approvals must be sent in writing to the persons below and will be considered effective on the date of personal delivery,the date confirmed by a reputable overnight delivery service, on the fifth calendar day after deposit in the United States Mail,postage prepaid, registered or certified, or the next business day following electronic submission: To City of Cupertino: - To Contractor: 10300 Torre Avenue, Cupertino CA 95014 Thermal Mechanical Attention: Ken Tanase Attention: Wayne Shipley Copy to: Carl Valdez Copy to: Email: kent(a),cupertino.org Email: WSHIPLEY(a thermalmech.com 30. VALIDITY OF CONTRACT This Contract is valid and enforceable only if(a) it complies with the purchasing and contract provisions of Cupertino Municipal Code Chapters 3.22 and 3.23, (b) is signed by the City Manager or an authorized designee, and(c) is approved for form by the City Attorney's Office. 32. EXECUTION The persons signing below warrant they have the authority to enter into this Contract and to legally bind their respective Parties. If Contractor is a corporation,signatures from two officers of the corporation are required pursuant to California Corporations Code Section 313. Public works Project City Tall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02,2019 Page 10 of 11 IN WITNESS WHEREOF,the parties have caused this Contract to be executed as of the Execution Date first above written. CONTRACTOR Thermal Mechanical CITY OF CU, PERTINO, a Municipal Corporation Corporation By: J By: Yrirnrrt-B ,�� Lc� �G�L✓�CJ- Title: cmc Mftfrager (�12�S�pENf Title:Director of Public Works Signature Date: Z(ZO I 1 l Signature Date: APPROVED AS TO FORM: By: HEATHER M.MINNER Cupertino City Attorney ATTEST: By: GRACE SCHMIDT, City Clerk Public works Project City Hall Compressor Replacement and Other HVAC Repairs Public Works Contract$60,000/Rev.Jan. 02, 2019 Page 11 of 11 I Thermal Mechanical City Hall Compressor Replacement and Other HVAC Repairs Proposal Amount $ 29,729.00 Description City Hall compressor replacement Account# 100-87-827-700-702 Proposal Amount $ 20,000.00 Description Various HVAC Repairs Account# Unencumbered Proposal Amount Description Account# Unforeseeables/Extras SUBTOTAL $ 49,729.00 Contingency $ 5,000.00 CONTRACT TOTAL $ 54,729.00 PW Supervisor Ken Tanase L50 � Carl Valdez, Superint dent Date i it I i THERMAL MECHANICAL, INC. MECHANICAL CONTRACTOR — License #256057 Specializing in H.V.A.C., Process Piping, Sheet Metal, Plumbing, D.D.C.Controls,and Service of all related systems. 425 ALDO AVENUE, SANTA CLARA, CA 95054-2322 TELEPHONE(408) 988-8744 FAX(408) 988-0233 February 12, 2019 CITY OF CUPERTINO 10555 Mary Avenue Cupertino, CA 95014-3272 Attention: Mr. Ken Tanase, Supervisor. Subject: Replace Compressor on the Main Chiller @ City Hall. Dear Mr. Tanase, Thermal Mechanical Service was requested to diagnose the Chiller at City Hall that was experiencing some levels of operational difficulties. During the investigation Our Mechanic, Mr. Long,found that there is an internal issue with the Compressor that renders it unrepairable, requiring replacement. For a project price of$29,729.00 we will supply the parts and materials to complete the replacement process. This proposal includes the time involved in completing the diagnoses. The Project Breakdown is as follows: Compressor, Parts &Materials.........$12,884.00 Freight....................................................$220.00 Truck......................................................$150.00 Misc.,Haz. Mat., Tool &Rigging Equip.$225.00 Labor(Diagnose & Install)...............$16,250.00 Total Project........................$29,729.00 The Compressor lead time is approximately(3) days. Should you have any questions please contact Our Service Department Office. V ly yours, Approved By Date: (q Wayne Shipley P.O. #: Service Manager Design Sales Service of: Air Conditioning Heating Plumbing Process Piping D.D.C.&Pneumatic Controls In business since 1969 — www.Thermalmech.com/E-mail:Thermal@thermalmech.com WE ARE AN EQUAL OPPORTUNITY EMPLOYER EXHIBIT ' All THERMAL MECHANICAL, INC. y MECHANICAL CONTRACTOR - License #256057 Specializing in H.V.A.C., Process Piping, Sheet Metal, Plumbing, D.D.C.Controls,and Service of all related systems. 425 ALDO AVENUE, SANTA CLARA, CA 95054-2322 TELEPHONE (408)988-8744 FAX(408) 988-0233 a April 12, 2018 CITY OF CUPERTINO 10555 Mary Avenue Cupertino, CA 95014 Attention: Mr. Ken Tanase,Public Works Supervisor,Facilities &Fleet Division. Subject: Special Labor Rate Package for H.V.A.C. Emergency Responses to the City of Cupertino Sites. Dear Mr. Tanase, Thermal Mechanical is pleased to offer the City of Cupertino a Special H.V.A.C. Service Labor Rate Package. This type of agreement allows for a rapid response for essential H.V.A.C. Services should that arise over an agreement period. Large projects would still require a proposal package,but the emergency issues that happen during working hours or after hours will be responded to without question, as an agreement is in place to handle the necessary paperwork. The rates offered for a one year period are as follows: ➢ $150.00 per hour Journeyman Straight Time $212.00 per hour Journeyman Overtime Under this agreement parts and materials markup will be held at no higher than 20%. Should you have any questions please contact our Service Department Office. I Ve truly yo , 2-� Wayne / Service Manager �9 Design Sales Service of: Air Conditioning Heating Plumbing Process Piping D.D.C. &Pneumatic Controls In business since 1969 — www.Thermalmech.com/E-mail:Thermal@thermalmech.com WE ARE AN EQUAL OPPORTUNITY EMPLOYER PUBLIC WORKS COASTRUICTION C0.,,VTR.4C1S Sinall Projeav - S60,000 Insurance Requirements: Exhibit B Contractor shall procure and maintain for the duration of the contract, and for five years following the completion of the Project, insurance against claims for injuries to persons or damages to property which may arise, from or in connection with, the performance of the work hereunder by Contractor, its agents, representatives, employees or subcontractors. MMU"SCOPE ANIDLEM OF ENSURANCE Covershall be at least as broad as: 0 . 0orommercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an "occurrence" basis, written on a comprehensive general liability form, and must include coverage for liability arising from Contractor's or Subcontractors acts or omissions, including Contractor's protected coverage, blanket contractual, products and completed operations,vehicle coverage and employer's non-ownership liability coverage, with limits of at least 52,000,000 per occurrence. The CGL policy must protect against any and all D Y aggregate injwy,death,property damage or destruction,and personal and advertising injury.If a general aggregate lirnit applies, either the general aggregate limit shall apply separately to this project/location(ISO CG 25 03,or 25 04)or the general aggregate limit shall be twice the required occurrence limit. a. It shall be a requirement under this agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be made available to the Additional Insured and shall be(1)the minimum coverage/limits specified in this agreement;or(2)the broader coverage and maximum limits of coverage of any insurance policy,whichever is greater. b. Additional Insured coverage under Contractor's policy shall be"primary and-non-contributory,"will not seek contribution from City's insurance/self-insurance,and shall be at least as broad as ISO CG 20 0104 13 c. The limits of insurance required may be satisfied by a combination of primary and umbrella or excess insurance, provided each policy complies with the requirements set forth in this Contract. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City's own insurance or self-insurance shall be called upon to protect City as a named insured. ��. Autoumobfle Liability:ISO Form CA 00 01 covering any auto(Code 1),or if Contractor has no owned autos,then hired autos (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. 3,,. ®r�kers' Compensation: As required by the State of California, with Statutory Limits, and Employer's Liability Insurance of no less than$1,000,000 per accident for bodily injury or disease,or as otherwise �\1111 required by statute.If Contractor is self-insured,Contractor must provide a Certificate of Permission to Self-Insure, duly authorized by the MR. F-1 N/A if box checked(Contractor provides written verification it has no employees). 4. Frofesmonal Liability with limits no less than$1,000,000 per occurrence or claim,and$2,000,000 aggregate. N/A if box checked (Contract is not design/build). 5. Builder's Risk. Course of Construction insurance utilizing an "All Risk" (Special Perils) coverage form, with I imits equal to the completed value of the project and no coinsurance penalty provisions. gJ N/A if box checked (Project does not involve construction or improvementslinstallations-toprope?,ty). Insurance Requirements for Construction Contracts-360,000 Version:Jam 2019 b. Contractarrs'Pollnudon Legal Ltabilatty and/or Asbestos Legal Liability and/or Errors and Orf fissions with limits no less Ahan$1,000,000 per occurrence or claim, and 53,000,000 policy aggregate. N/A if box.checked(Project sloes not involve environmental hazards). if Contractor maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. Saff Insured Retet dimis. Self-insured retentions must be d'ecl'ared to and approved by City. At City's option, either: (1) Contractor shall cause the insurer to reduce or eliminate self-insured retentions as respects City, its officers, officials, employees, and volunteers; or (2) Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, andd defense expenses. The policy language shall provide,or be endorsed to provide,that the self-insured retention may be satisfied by either the named insured or the City. OTHER INSURANCE iFFKt0V:'13ff,DN'& The insurance policies are to contain, oa be endorsed to contain,the following provisions: Additional Insured Status The City of Cupertino,its City Council,officers,officials,employees,agents,servants and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of the services performed by or on behalf of Contractor including materials, parts, or equipment furnished. Endorsement of CGL coverage shall be at least as broad as ISO Form CG 2010 11 35 or if not available,through the addition of both CG 20 10,CG 20 26,CG 20 33, or CG 20 38;and CG 20 37 if a later edition is used. .Wlmaq Coverage For any claims related to this Project,Contractor's insurance coverage shall be"primary and non-counttriiau tory"and at least as broad as ISO CG 20 010413 with respect to City,its officers,officials,employees and volunteers,and shall not seek contribution from City's insurance. If the limits of insurance are satisfied in part by IJm rella/lExcess y Insnr2nce.,the Umbrella/Excess Insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a"primary and non-contributory"basis for the benefit of City. Notice of Cancellaation Each insurance policy required shall provide that coverage shall not be canceled,except with notice to the City.Each certificate of insurance must state that the coverage afforded by the policy is in force and will not be reduced,cancelled or allowed to expire without at least 30 days advance written notice to City,unless due to non-payment of premiums, in which case ten days advance written notice must be provided to City. Such notice must be sent to City via certified mail and addressed to the attention of the City Manager. Builder's Kish Contractor may submit Builder's Disk insurance in the form of Course of Construction coverage, which shall name tate Clity as a loss payee, as its interest may,appear.The Builder's Disk policy must be issued on an occurrence basis, for all-risk coverage on a 100% completed value basis on the insurable portion of the Project, with no coinsurance penalties,and for the benefit of City.If the Project does not involve new or major reconstruction,City may elect,acting in its sole discretion,to accept an Installation Floater policy instead of Builder's Risk. For such projects,the Properhj Installation Floater shall include improvement,remodel,modification,alteration,conversion or adjustment to existing buildings, structures, processes, machinery and equipment, and shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the'perfonnance of the Mork, including during transit, installation,and testing at the City's site. Insurance Requirements for Construction Contracts-$60,000 trersion:Jan. 2019 2 <Each of Subrogation V quired policy must include an endorsement providing that the carrier agrees to waive any right of subrogation ave against City.Contractor agrees to waive rights of subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation.The Workers' Compensation policy shall be endorsed with a Nvaiver of onin favor of the City for all work performed by the Contractor, its employees; agents and subcontractors. 1,;subro cepta l iiily o f Insurers Insurance must be issued by insurers acceptable to City and licensed to do business in the State of California,and each insurer must have an A.M.Best's financial strength rating of"A"or better and a financial size rating of"V1I"or better. Verifca foil ra,;i`'Coverage Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language,effecting coverage required by this contract.All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements,required by these specifications,at any time. Subcontractors Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13. Surely Bonds As required by Contract and described in the Contract Documents.The Payment and Performance Bonds shall be in a sum equal to the Contract Price. If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary.If the warranty period specified in the Contract is for longer than one year a Maintenance Bond equal to 10% of the Contract Price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California. Special Risks or Ch cunistances City reserves the right to modify these requirements,based on the nature of the risk,prior experience,insurer,coverage, or other circumstances. Insurance Regi ireinents for•Constrarction Contracts-$60,000 Version:Jan. 2019 ACCOR"I CERTIFICATE OF LIABILITY INSURANCE r ATE(MMIDD/YYYY) �� 2/25/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Risk Strategies Company NAME: Amber Olivan,ARM 2270 Douglas Boulevard, Suite 220 PHONE FAX Roseville, CA 95661 (A/C,No Ext: 916.367.4303 A/C No): 916.978.1579 EMAIL ADDRESS: aolivan@risk-strategies.com INSURER(S)AFFORDING COVERAGE NAIC# www.risk-strategies.com INSURER A: Travelers Property Casualty Co of America 25674 INSURED INSURER B: St Paul Surplus Lines Insurance Company 30481 Thermal Mechanical, Inc. 425 Aldo Avenue INSURER C Santa Clara CA 95054 INSURER D, INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: 47211686 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IPOLICY EFF POLICY EXP LTR TYPE OF INSURANCE IVSD WVDISUBRI POLICY NUMBERMM/DD/YYYY MMIDD/Y-YYY LIMITS _ A �/ COMMERCIALGENERALLIABILITY �/ DT22CO8G80535ATIL18 V 4/1/2018. 4/1/7(j1 ) EACH OCCURRENCE --$1,000,000 {,/ CLAIMS-MADE OCCUR _ _—_ DAMAGE TO RENTED LJ PREMISES Ea occurrence -$-300,000 MED EXP(Any one person) $5,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 PES [ LOC PRODUCTS-COMP/OP AGG $2,000,000 POLICY IV] OTHER:$10,000 PD Ded $ A AUTOMOBILE LIABILITY DT8108G80535ATIL18 4/1/2018 4/1/2019 V COMBINED SINGLE LIMIT $ Ea accident 1,000,000 V, ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Comprehensive&Collision Per accident Deductibles-$1,000 Hired Auto Physical Dm $InehAed— A �/ UMBRELLA LIAB �/ OCCUR CU 2J5107231826 4/1/2018 4/1/2019 EACHOCCURRENCE5,000,000 _. EXCESS LIAB CLAIMS-MADE AGGREGATE DED RETENTION$N/A $ A WORKERS COMPENSATION UB3K2195891826G 4/1/2018 4/1/2019 �/ STATUTE EERH AND EMPLOYERS'LIABILITY Y/N OFFICEANYPRED?ECUTIVE N/A Officers Excluded: E.L.EACH ACCIDENT $1,000,000 (Mandatory in NH) -Richard Rood E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below -David Rood E.L.DISEASE-POLICY LIMIT 1 $1 000 000 A Rented/Leased Equipment QT6607F312272TIL18 4/1/2018 4/1/2019 V $100,000 Limit Subject to$5,000 Ded B Pollution/Professional Liability 81M96109 4/1/2018 4/1/2019 ✓$2,000,000 PerOcc/Aggregate Limit DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE: City Hall Compressor Replacement and Other HVAC Repairs. City of Cupertino,including its City Council,boards and commissions,officers, officials,agents,employees,consultants and volunteers are included as Additional Insureds on a primary and non-contributory basis as respects the Commercial General Liability. Waiver of Subrogation in favor of said parties is included for the General Liability,Automobile Liability,and Employer's Liability. All endorsements attached. CERTIFICATE HOLDER CANCELLATION City of Cupertino SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 10300 Torre Avenue THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Cupertino re 95014 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Michael Christian ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 47211686 1 18-19 TMI All Lines Amber Olivan 2/25/2019 9:38:07 AM (PST) i Page 1 of 14 Thermal Mechanical, Inc. DT22CO8G80535ATIL18 COMMERCIAL GENERAL LIABILITY 4/1/2018 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY BLANKET ADDITIONAL INSURED (CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. WHO IS AN INSURED — (Section II) is amended c) The insurance provided to the additional in- to include any person or organization that you sured does not apply to "bodily injury" or agree in a "written contract requiring insurance" "property damage" caused by "your work" to include as an additional insured on this Cover- and included in the "products-completed op- age Part, but: erations hazard" unless the "written contract a) Only with respect to liability for"bodily injury", requiring insurance" specifically requires you "property damage"or"personal injury"; and to provide such coverage for that additional insured, and then the insurance provided to b) If, and only to the extent that, the injury or the additional insured applies only to such damage is caused by acts or omissions of "bodily injury" or "property damage" that oc- you or your subcontractor in the performance curs before the end of the period of time for of "your work" to which the "written contract which the "written contract requiring insur- requiring insurance" applies. The person or ance" requires you to provide such coverage organization does not qualify as an additional or the end of the policy period, whichever is insured with respect to the independent acts earlier. or omissions of such person or organization. 3. The insurance provided to the additional insured 2. The insurance provided to the additional insured by this endorsement is excess over any valid and by this endorsement is limited as follows: collectible "other insurance", whether primary, a) In the event that the Limits of Insurance of excess, contingent or on any other basis, that is this Coverage Part shown in the Declarations available to the additional insured for a loss we exceed the limits of liability required by the cover under this endorsement. However, if the "written contract requiring insurance", the in- "written contract requiring insurance" specifically surance provided to the additional insured requires that this insurance apply on a primary shall be limited to the limits of liability re- basis or a primary and non-contributory basis, quired by that "written contract requiring in- this insurance is primary to "other insurance" surance". This endorsement shall not in- available to the additional insured which covers crease the limits of insurance described in that person or organization as a named insured Section III—Limits Of Insurance. for such loss, and we will not share with that "other insurance". But the insurance provided to b) The insurance provided to the additional in- the additional insured by this endorsement still is sured does not apply to bodily injury , prop- excess over any valid and collectible "other in- ofdamage or personal injury" arising out surance", whether primary, excess, contingent or of the rendering of, or failure to render, any on any other basis, that is available to the addi- professional architectural, engineering or sur- tional insured when that person or organization is veying services, including: an additional insured under such "other insur- L The preparing, approving, or failing to ance". prepare or approve, maps, shop draw- 4. As a condition of coverage provided to the ings, opinions, reports, surveys, field or- additional insured by this endorsement: ders or change orders, or the preparing, approving, or failing to prepare or ap- a) The additional insured must give us written prove, drawings and specifications; and notice as soon as practicable of an "occur- ii. Supervisory, inspection, architectural or rence" or an offense which may result in a engineering activities. claim. To the extent possible, such notice should include: CG D2 46 08 05 ©2005 The St. Paul Travelers Companies, Inc. Page 1 of 2 47211686 18-19 TMI All Lines I Amber Olivan 1 2/25/2019 9:38:07 AM (PST) I Page 2 of 14 COMMERCIAL GENERAL LIABILITY L How, when and where the "occurrence" any provider of"other insurance" which would or offense took place; cover the additional insured for a loss we ii. The names and addresses of any injured cover under this endorsement. However, this persons and witnesses; and condition does not affect whether the insur- ance provided to the additional insured by iii. The nature and location of any injury or this endorsement is primary to "other insur- damage arising out of the "occurrence" or ance" available to the additional insured offense. which covers that person or organization as a b) If a claim is made or "suit" is brought against named insured as described in paragraph 3. the additional insured, the additional insured above. must: 5. The following definition is added to SECTION V. L Immediately record the specifics of the — DEFINITIONS: claim or"suit" and the date received; and "Written contract requiring insurance" means ii. Notify us as soon as practicable. that part of any written contract or agreement The additional insured must see to it that we under which you are required to include aperson or organization as an additional in- receive written notice of the claim or"suit" as sured on this Coverage Part, provided that soon as practicable. the "bodily injury" and "property damage" oc- c) The additional insured must immediately curs and the "personal injury" is caused by an send us copies of all legal papers received in offense committed: connection with the claim or "suit", cooperate a. After the signing and execution of the with us in the investigation or settlement of contract or agreement by you; the claim or defense against the "suit", and otherwise comply with all policy conditions. b. While that part of the contract or d) The additional insured must tender the de- agreement is in effect; and fense and indemnity of any claim or "suit" to c. Before the end of the policy period. Page 2 of 2 ©2005 The St. Paul Travelers Companies, Inc. CG D2 46 08 05 47211686 18-19 TMI All Lines I Amber Olivan 1 2/25/2019 9:38:07 AM (PST) I Page 3 of 14 Thermal Mechanical, Inc. DT22CO8G80535ATIL18 t/1 4/1/2018 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, CONTRACTORS ,XTEN® ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage Is excluded or Iirnited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and Is not covered. A. Aircraft Chartered With Pilot H. Blanket Additional Insured -- Lessors Of Leased B. Damage To Premises Rented To You Equipment C. Increased Supplementary Payments I. Blanket Additional Insured — States Or Political D. Incidental Medical Malpractice Subdivisions— Permits J. Knowledge And Notice Of Occurrence Or Offense E. Who'Is An Insured — Newly Acquired Or Formed Organizations K Unintentional Omission F. Who Is An Insured — Broadened Named Insured L. Blanket Waiver Of Subrogation — Unnamed Subsidiaries M. Amended Bodily Injury Definition G. Blanket Additional Insured — Owners, Managers N. Contractual Liability— Railroads Or Lessors Of Premises PROVISIONS INJURY AND PROPERTY DAMAGE LI- A, AIRCRAFT CHARTERED WITH PILOT ABILITY: The following is added to Exclusion g., Aircraft Exclusions c, and g. through n. do not apply Auto Or Watercraft, in Paragraph 2, of SECTION to "premises damage". Exclusion f.(1)(a) I — COVERAGES — COVERAGE A BODILY IN- does not apply to "premises damage" caused JURY AND PROPERTY DAMAGE LIABILITY; by; This exclusion does not apply to an aircraft that a. Fire; is: b. Explosion; (a) Chartered with a pilot to any insured; c. Lightning; (b) Not owned by any Insured; and d, Smoke resulting from such fire, explosion, (c) Not being used to carry any person or prop- or lightning; or erty for a charge. e. Water; B. DAMAGE TO PREMISES RENTED TO YOU unless Exclusion f. of Section I — Coverage A 1, The first paragraph of the exceptions in Ex- -- Bodily Injury And Property Damage Liability clusion j., Damage To Property, in Para- is replaced by another endorsement to this graph 2, of SECTION I — COVERAGES — Coverage Part that has Exclusion —All Pollu- COVERAGE A BODILY INJURY AND tion Injury Or Damage or Total Pollution Ex- PROPERTY DAMAGE LIABILITY is deleted. clusion in its title. 2. The following replaces the last paragraph of A separate limit of insurance applies to Paragraph 2., Exclusions, of SECTION I — "premises damage" as described in Para- COVERAGES — COVERAGE A. BODILY graph 6, of SECTION III -- LIMITS OF IN- SURANCE. 97211686 �C,19 IVA71ILinV I A�er Olivan 12/2s/2?9t 1 JP.i7T9VdPFP I,ndpjVi1It&(C qmpany.All rights reserved, - Page 1 of 6 COMMERCIAL GENPRAL LIABILITY 3. The following replaces Paragraph 6. of SEC- C. INCREASED SUPPLEMENTARY PAYMENTS TION III— LIMITS OF INSURANCE: 1. The following replaces Paragraph 1.b. of Subject to 5, above, the Damage To Prem- SUPPLEMENTARY PAYMENTS — COVER- ises Rented To You Limit is the most we will AGES A AND B of SECTION I -- COVER- pay under Coverage A for damages because AGE: of "premises damage" to any one premises. b. Up to $2,500 for the cost of bail bonds The Damage To Premises Rented To You required because of accidents or traffic Limit will apply to all "property damage" law violations arising out of the use of any proximately caused by the same occur- vehicle to which the Bodily injury Liability rence", whether such damage results from: Coverage applies. We do not have to fur- fire; explosion; lightning; smoke resulting from nish these bonds, such fire, explosion, or lightning; or water; or 2. The following replaces Paragraph 1.d, of any combination of any of these causes_ SUPPLEMENTARY PAYMENTS — COVER- The barrage To Premises Rented To You AGES A AND B of SECTION i -- COVER- Limit will be: AGES: a. The amount shown for the Damage To d. All reasonable expenses incurred by the Premises Rented To You Limit on the insured at our request to assist us in the Declarations of this Coverage Part; or investigation or defense of the claim or b. $300,000 if no amount is shown for the "suit", including actual loss of earnings up Damage To Premises Rented To You to $5DD a day because of tir77e off from Limit on the Declarations of this Coverage work. Part. D. INCIDENTAL MEDICAL MALPRACTICE 4. The following replaces Paragraph a. of the 1. The following is added to the definition of"oc- definition of "insured contract" in the DEFINI- currence" in the DEFINITIONS Section: TIONS Section: "Occurrence" also means an act or omission a, A contract for a lease of premises. How- committed in providing or failing to provide ever, that portion of the contract for a "incidental medical services", first aid or lease of premises that indemnifies any "Good Samaritan services" to a person. person or organization for "premises damage" is not an "Insured contract"; 2� The following is added to Paragraph 2.a.(1) of SECTION II—WHO IS AN INSURED: 5. The following is added to the DEFINITIONS Paragraph (1)(d) above does not apply to Section: "bodily injury" arising out of providing or fall- "Premises damage" means "property dam- Ing to provide: age' to. (i) "Incidental medical services" by any of a. Any premises while rented to you or tem- your "employees" who is a nurse practi- porarily occupied by you with permission tioner, registered nurse, licensed practical of the owner; or nurse, nurse assistant, emergency medi- b, The contents of any premises while such cal technician or paramedic; or premises is rented to you, if you rent such (ii) First aid or "Good Samaritan services" by premises for a period of seven or fewer any of your "employees" or "volunteer consecutive days. workers", other.than an employed or vol- unteer The fallowing replaces Paragraph 4.b.(1)(b) doctor. Any such "employees" or of SECTION IV — COMMERCIAL GENERAL "volunteer workers" providing or failing to LIABILITY CONDITIONS: provide first aid or "Good Samaritan ser- (b) That is Insurance for "premises damage"; vices" during their work hours for you will or be deemed to be acting within the scope 7. Paragraph 4,b.(1)(c) of SECTION IV — of their employment by you or performing COMMERCIAL GENERAL LIABILITY CON- duties related to the conduct of your busi- DITIONS is deleted. ness. Page 2 of G 02D11 The Travelers Indernnity .Company.All rights reserved, CG D3 16 11 11 47211686 18-19 TMI All Lines I Amber Olivan 12/25/2019 9:39:07 AM (PST) I Page 5 of 14 COMMERCIAL GENERAL LIABILITY 3. The following is added to Paragraph 5. of 4. Any organization you newly acquire or form, SECTION 111 —LIMITS OF INSURANCE: other than a partnership, joint venture or iim- For the purposes of determining the applica- ited liability company, of which you are the ble Each OCCUrrence Limit, all related acts or sole owner or in which you maintain the ma- omissions committed in providing or failing to jority ownership interest, will .qualify as a provide "incidental medical services", first aid Named Insured if there is no other Insurance or "Good Samaritan services" to any one per- which provides similar coverage to that Or- son will be deemed to be one "occurrence"_ ganization, However: 4. The following exclusion is added to Para- a. Coverage under this provision is afforded graph 2., Exclusions, of SECTION i — COV- only: ERAGES — COVERAGE A BODILY INJURY (1) Until the 180th day after you acquire or AND PROPERTY DAMAGE, LIABILITY: form the organization or the end of the Sale Of Pharmaceuticals policy period, whichever is earlier, if you "Bodily injury" or "property damage" arising do not report such organization in writing out of the willful violation of a penal statute or to us within 180 days after you acquire or ordinance relating to the sale of pharmaceuti- form it; or cals committed by, or with the knowledge or (2) Until the end of the policy period, when consent of, the insured. that date is later than 'ISO days after you 5. The following is added to the DEFINITIONS acquire or form such organization, if you Section: report such organization in writing to us "Incidental medical services" means: within 180 days after you acquire or form a. Medical, surgical, dental, laboratory, x-ray it, and we agree in writing that it will can- or nursing service or treatment, advice or tinue to be a Named Insured until the end instruction, or the related furnishing of of the policy period; food or beverages; or b. Coverage A does not apply to "bodily injury" b. The furnishing or dispensing of drugs or or "property damage" that occurred before medical, dental, or surgical supplies or you acquired or formed the organization; and appliances_ c, Coverage B does not apply to "personal in- "Good Samaritan services" means any emer- jury" or "advertising injury" arising out of an gency medical services for which no compen- offense committed before. you acquired or sation is demanded or received. formed the organization. 5. The following is added to Paragraph 4,11b., Ex- F. WHO IS AN INSURED -- BROADENED NAMED cess Insurance, of SECTION 1V -- COM- INSURED — UNNAMED SUBSIDIARIES MERCIAL GENERAL LIABILITY CONDI- The following is added to SECTION Ii -- WHO IS TIONS: AN INSURED: The insurance is excess over any valid and collectible other insurance available to the in- Any of your subsidiaries, other than a partnership, sured, whether primary, excess, contingent or joint venture or limited liability company, that is on any other basis, that is available to any of not shown as a Named Insured in the Declara- your_"employees" or "volunteer workers" for tions is a Named Insured if you maintain an own- "bodily in]ury" that arises out of providing or ership interest of more than 50% in such subsidi- failing to provide "incidental medical ser- ary on the first day of the policy period. vices", first aid or "Good Samaritan services" No such subsidiary is an insured for"bodily Injury' to any person to the extent not subject to or "property damage" that occurred, or "personal Paragraph 2.a.(1) of Section iI -- Who Is An injury" or "advertising injury" caused by an of- Insured, fense committed after the date, if any, during the E. WHO IS AN INSURED -- NEWLY ACQUiRED policy period, that you no longer maintain an OR FORMED ORGANIZATIONS ownership interest of more than 50% in such sub- The following replaces Paragraph 4. of SECTION sidiary. II —WHO IS AN INSURED: 47211686 IgP19 AA1g11_J.e1. Amber Olivan I 2/2572�i 1,TP.g7ToVN9i,J 1, age b't�fCO��p$i�y,All rights reserved. Page 3 of 6 COMMERCIAL GENERA. LIABILITY G. BLANKET ADDITIONAL INSURED -- OWNERS, H, BLANKET ADDITIONAL INSURED -- LESSORS MANAGERS OR LESSORS OF PREMISES OF LEASED EQUIPMENT The following is added to SECTION II -- WHO iS The following is added to SECTION II — WHO iS AN INSURED: AN INSURED; Any person or organization that is a premises Any parson or organization that Is an equipment owner, manager or lessor and that you have lessor and that you have agreed in a written con- agreed in a written contract or agreement to in- tract or agreement to include as an insured on clude as an additional insured on this Coverage this Coverage Part is an Insured, but only with re- Part is an insured, but only with respect to liability s eet to liability for "bodily "property dam- for "bodily injury", "property damage", "personal p ti", proert „ „ „ age", "personall Y �injur injury" or"advertising injury" that: injury or advertising injury that: a. Is "bodily injury" or "property damage" that a. is "bodily injury" or "property damage" that occurs, or Is "personal injury" or "advertising occurs, or is "personal injury" or "advertising injury" caused by an offense that is commit- injury caused by an offense that is commit- ted, subsequent to the execution of that con- ted, subsequent to the execution of that con- tract or agreement; and tract or agreement; and b. Arises out of the ownership, maintenance or b. Is caused, in whole or in part, by your acts or use of that part of any premises leased to omissions in the maintenance, operation or use of equipment leased to you by such Y°U' equipment lessor. The insurance provided to such premises owner, The insurance provided to such equipment lessor manager or lessor is subject to the following pro- is subject to the following provisions: visions; a. The limits of insurance provided to such a. The limits of insurance provided to such premises owner, manager or lessor will be equipment lessor will be the minimum limits the minimum limits which you agreed to pro- which you agreed to provide In the written contract or agreement, or the limits shown on vide in the written contract or agreement, or the Declarations, whichever are fess. the limits shown on the Declarations, which- ever are less. b. The insurance provided to such equipment lessor does not apply to any "bodily injury" or b. The insurance provided to such premises "property damage" that occurs, or "personal owner, manager or lessor does not apply to: injury" or"advertising injury" caused by an of- (1) Any "bodily injury" or "property damage" fense that is,committed, after the equipment that occurs, or"personal injury" or "adver- lease expires, tising injury" caused by an offense that is c. The in provided to such equipment committed, after you cease to be a tenant lessor Is excess over any valid and collectible in that premises; or other Insurance available to such equipment (2) Structural alterations, new construction or lessor, whether primary, excess, contingent demolltion operations performed by or on or on any other basis, unless you have behalf of such premises owner, lessor or, agreed in the written contract or agreement manager. that this insurance must be primary to, or c. The insurance provided to such premises non-contributory with, such other insurance, owner, manager or Lessor is excess over any in which case this insurance will be primary valid and collectible other insurance available to, and non-contributory with, such other in- to such premises owner, manager or lessor, surance. whether primary, excess, contingent or on 1. BLANKET ADDITiONAL INSURED — STATES any other basis, unless you have agreed in OR POLITICAL SUBDIVISIONS — PERMITS the written contract or agreement that this in- The following is added to SECTION II — WHO IS surance must be primary to, or non- AN INSURED; contributory with, such other insurance, in which case this insurance will be primary to, Any state or political subdivision that has issued a and non-contributory with, such other insur- permit in connection with operations performed by ance. you or on your behalf and that you are required Page 4 of 6 a01 1 Tha Travelers I�demnity Company.All rights reserved, CG D3 16 11 11 47211686 118- 9 PMI All Lines Amber Ol Ivan 2/2572019 9:38:07 AM (PST Page 7 of 14 COMMERCIAL GENERAL LIABILITY by any ordinance, law or building code to include (ii) A manager of any limited liability as an additional insured on this Coverage Part is company; or an Insured, but only with respect to liability for (Ili) An executive officer or director of "bodily injury", "property damage", "personal in- any other organization; jury" or "advertising injury' arising out of such op- that is your partner, joint venture erations. member or manager; or The insurance provided to such state or political (b) Any "employee" authorized by such subdivision does not apply to: partnership, joint venture, limited li- a. Any "bodily injury," "property damage," "per- ability company or other organization sonai Injury" or "advertising injury" arising out to give notice of an "occurrence" or of operations performed for that state or po- offense. litical subdivision; or (3) Notice to us of such "occurrence" or of an b. Any "bodily injury" or "property damage" in- offense will be deemed to be given as eluded In the "products-completed operations soon as practicable If It Is given in good hazard". faith as soon as practicable to your work- J. KNOWLEDGE AND NOTICE OF OCCUR- ers' compensation insurer. This applies RENCE OR OFFENSE only if you subsequently give notice to us. The following is added to Paragraph 2., Duties In of the occurrence" or offense as soon as The Event of Occurrence, Offense, Claim or practicable after any of the persons de- Sult of SECTION IV T COMMERCIAL GEN- scribed In Paragraphs e. (1) or (2) above ERAL LIABILITY CONDITIONS: discovers that the "occurrence" or offense may result in sums to which the Insurance e. The following provisions apply to Paragraph provided under this Coverage Park may a. above, but only for the purposes of the in- apply. surance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. However, if this Coverage Part includes an en- of Section II '_Who Is An Insured: dorsement that provides limited coverage for "bodily injury" or "property damage" or pollution (1) Notice to us of such "occurrence" or of- costs arising out of a discharge, release or es- fense must be given as soon as practica- cape of "pollutants" which contains a requirement blu only after the "occurrence" or offense that the discharge, release or escape of "pollut- is known by you (if you are an individual), ants" must be reported to us within a specific any of your partners or members who is number of days after its abrupt commencement, an individual (if you are a partnership or this Paragraph e. does not affect that require- joint venture), any of your managers who ment. Is an individual (if you are a limited liability K UNINTENTIONAL OMISSION company), any of your "executive offi- cers" or directors (if you are an organiza- The following is added to Paragraph 6., Repre- tion other than a partnership,joint venture sentations, of SECTION IV -- COMMERCIAL or limited liability company) or any "em- GENERAL LIABILITY CONDITIONS; ployee" authorized by you to give notice The unintentional omission of, or unintentional of an "occurrence" or offense, error in, any information provided by you which (2) If you are a partnership, joint venture or we relied upon in issuing this policy will not preju- llmited liability company, and none of your dice your rights under this insurance, However, partners, joint venture members or man- this provision does not affect our right to collect agers are individuals, notice to us of such additional premium or to exercise aur rights of "occurrence" or offense must be given as cancellation or nonrenewal in accordance with soon as practicable only after the 'occur- applicable insurance laws or regulations, rence" or offense is known by: L. BLANKET WAIVER OF SUBROGATION (a) Any individual who is: The following is added to Paragraph 8., Transfer (1) A partner or member of any part- Of Rights Of Recovery Against Others To Us, nership orjoint venture; of SECTION IV — COMMERCIAL GENERAL LI- ABILITY CONDITIONS: CG '1 11 11 (: i i rIi T v3`pI$ n[fernnll�/Company,All rlc�hts reservotf. Page 5 of 6 47211686 18-1 M1 A�1 Lines Amber Olivan 1 2/25T26Y`� 9:36:U7 lPS't'1 , Page'8 d 19 COMMERCIAL GENERAL LIABILITY It the Insured has agreed in a contract or agree- 3. "Bodily injury" means bodily injury, mental ment to waive that Insured's right of recovery anguish, mental injury, shock, fright, disability, against any person or organization, we waive our humiliation, sickness or disease sustained by right of recovery against such person or organiza- a person, including death resulting from any tion, but only for payments we make because of: of these at any time. a. "Bodily injury" or "property damage" that oc- N. CONTRACTUAL. LIABILITY—RAILROADS curs; or 1. The following replaces Paragraph c. of the b. "Personal Injury" or "advertising injury" definition of "Insured contract" in the DEFINI- caused by an offense that is committed; TIONS Section: subsequent to the execution of that contract or c. Any easement or license agreement; agreement. 2. Paragraph f.(I) of the definition of "insured M. AMENDED BODILY INJUIRY DEFINITION contract" in the DEFINITIONS Section is de- The following replaces the definition of "bodily leted. injury"in the DEFINITIONS Section: 47211686 P18=1e9 TMIO11 Linzs Amber Olivan 2/259201,9�:38 07I AMV�P50 ) ip�egem9ltb. Company, SII rights reserved. GG D3 16 'T1 11 Thermal Mechanical, Inc. DT8108G80535ATIL18 4/1/2018 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties,and what is and is not covered. A. BROAD FORM NAMED INSURED H. HIRED AUTO PHYSICAL DAMAGE—LOSS OF B. BLANKET ADDITIONAL INSURED USE—INCREASED LIMIT C. EMPLOYEE HIRED AUTO I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES—INCREASED LIMIT D. EMPLOYEES AS INSURED J. PERSONAL PROPERTY E. SUPPLEMENTARY PAYMENTS — INCREASED K. AIRBAGS LIMITS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR F. HIRED AUTO — LIMITED WORLDWIDE COV- LOSS ERAGE—INDEMNITY BASIS M. BLANKET WAIVER OF SUBROGATION G. WAIVER OF DEDUCTIBLE—GLASS N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS A. BROAD FORM NAMED INSURED this insurance applies and only to the extent that The following is added to Paragraph A.1., Who Is person or organization qualifies as an "insured" An Insured, of SECTION 11—COVERED AUTOS under the Who Is An Insured provision contained LIABILITY COVERAGE: in Section II. Any organization you newsy acquire or form dur- C. EMPLOYEE HIRED AUTO ing the policy period over which you maintain 1. The following is added to Paragraph A.1., 50% or more ownership interest and that is not Who Is An Insured, of SECTION If — COV- separately insured for Business Auto Coverage. ERED AUTOS LIABILITY COVERAGE: Coverage under this provision is afforded only un- An "employee" of yours is an "insured" while til the 180th day after you acquire or form the or- operating an "auto" hired or rented under a ganization or the end of the policy period, which- contract or agreement in an "employee's" ever is earlier. name, with your permission, while performing duties related to the conduct of your busi- B. BLANKET ADDITIONAL INSURED ness, The following is added to Paragraph c. in A.1., 2. The following replaces Paragraph b. in B.5., Who Is An Insured, of SECTION II — COVERED Other Insurance, of SECTION IV — Bill AUTOS LIABILITY COVERAGE: NESS AUTO CONDITIONS: Any person or organization who is required under b. For Hired Auto Physical Damage Cover- a written contract or agreement between you and age, the following are deemed to be cov- that person or organization, that is signed and ered "autos"you own: executed by you before the "bodily injury" or (1) Any covered "auto" you lease, hire, "property damage" occurs and that is in effect rent or borrow; and during the policy period, to be named as an addi- (2) Any covered "auto" hired or rented by tional insured is an "insured" for Covered Autos your "employee" under a contract in Liability Coverage, but only for damages to which an "employee's" name, with your CA T3 53 02 15 ®2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office,Inc.with Its permission. 47211686 18-19 TMI All Lines I Amber Oli- 12/25/2019 9:38:07 AM (PST) I Page 10 of 14 COMMERCIAL AUTO permission, while performing duties (a) With respect to any claim made or "suit" related to the conduct of your busi- brought outside the United States of ness. America, the territories and possessions However, any"auto"that is leased, hired, of the United States of America, Puerto rented or borrowed with a driver is not a Rico and Canada: covered"auto". (i) You must arrange to defend the "in- D. EMPLOYEES AS INSURED sured"against, and investigate or set- tle any such claim or "suit" and keep The following is added to Paragraph A.1., Who Is us advised of all proceedings and ac- LIABILITY Insured, of SECTION II—COVERED AUTOS tions. LIABILITY COVERAGE: Any "employee"of yours is an "insured"while us- (ii) Neither you nor any other involved "insured" will make any settlement ing a covered "auto"you don't own, hire or borrow without our consent. in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS — INCREASED (iii)We may, at our discretion, participate in defending the "insured" against, or LIMITS in the settlement of, any claim or 1. The following replaces Paragraph A-2.a.(2), "suit". of SECTION 11—COVERED AUTOS LIABIL- (iv)We will reimburse the "insured" for ITY COVERAGE: sums that the "insured" legally must (2) Up to $3,000 for cost of bail bonds (in- pay as damages because of "bodily cluding bonds for related traffic law viola- injury" or"property damage" to which tions) required because of an "accident" this insurance applies, that the "in- we cover. We do not have to furnish sured" pays with our consent, but these bonds, only up to the limit described in Para- , 2. The following replaces Paragraph A.2.a.(4), graph C., Limits Of Insurance, of of SECTION II—COVERED AUTOS LIABIL- SECTION 11 — COVERED AUTOS ITY COVERAGE: LIABILITY COVERAGE. (4) All reasonable expenses incurred by the (v) We will reimburse the "Insured" for "Insured" at our request, including actual the reasonable expenses incurred loss of earnings up to $500 a day be- with our consent for your investiga- cause of time off from work. tion of such claims and your defense of the "insured" against any such F. HIRED AUTO — LIMITED WORLDWIDE COV- "suit", but only up to and included ERAGE—INDEMNITY BASIS within the limit described in Para- The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION II — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to (5) ,Anywhere in the world, except any country or make such payments ends when we jurisdiction while any trade sanction, em- have used up the applicable limit of bargo, or similar regulation imposed by the insurance in payments for damages, United States of America applies to and pro- settlements or defense expenses. hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Cov- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re- and that is not an "auto" you lease, hire, rent quired or compulsory insurance in any or borrow from any of your "employees", country outside the United States, its ter- partners (if you are a partnership), members ritories and possessions, Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of 4 ®2015 The Travelers indemnity Company.All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office,Inc.with its permission. 47211686 1B-19 TMI All Lines I Amber Olivan 1 2/25/2019 9:38:07 AM (PST) I Page 11 of 14 COMMERCIAL AUTO You agree to maintain all required or (2) In or on your covered"auto". compulsory insurance in any such coun- This coverage applies only in the event of a total try up to the minimum limits required by theft of your covered"auto". local law. Your failure to comply with No deductibles apply to this Personal Property compulsory insurance requirements will not invalidate the coverage afforded by coverage. this policy, but we will only be liable to the K. AIRBAGS same extent we would have been liable The following is added to Paragraph B.3., Exclu- had you complied with the compulsory in- sions, of SECTION III — PHYSICAL DAMAGE surance requirements. COVERAGE: (d) It is understood that we are not an admit- Exclusion 3.a. does not apply to "loss" to one or ted or authorized Insurer outside the more airbags in a covered "auto"you own that in- United States of America, its territories flate due to a cause other than a cause of 'loss" and possessions, Puerto Rico and Can- set forth in Paragraphs A.1.b. and A.1.c., but ada. We assume no responsibility for the only: furnishing of certificates of insurance, or a. If that"auto" is a covered "auto"for Compre- for compliance in any way with the laws hensive Coverage under this policy; of other countries relating to insurance. b. The airbags are not covered under any war- G. WAIVER OF DEDUCTIBLE—GLASS ranty;and The following is added to Paragraph D., Deducti- c. The airbags were not intentionally inflated. ble, of SECTION 111 — PHYSICAL DAMAGE We will pay up to a maximum of $1,000 for any COVERAGE: one'loss". No deductible for a covered "auto" will apply to L. NOTICE AND KNOWLEDGE OF ACCIDENT OR glass damage if the glass is repaired rather than LOSS replaced. The following is added to Paragraph A.2.a., of H. HIRED AUTO PHYSICAL DAMAGE— LOSS OF SECTION IV—BUSINESS AUTO CONDITIONS: USE—INCREASED LIMIT Your duty to give us or our authorized representa- The following replaces the last sentence of Para- tive prompt notice of the "accident" or 'loss" ap- graph AA.b., Loss Of Use Expenses, of SEC- plies only when the "accident" or 'loss" is known TION III—PHYSICAL DAMAGE COVERAGE: to: However, the most we will pay for any expenses (a) You (if you are an individual); for loss of use is $65 per day, to a maximum of (b) A partner(if you are a partnership); $750 for any one"accident". (c) A member (if you are a limited liability com- 1. PHYSICAL DAMAGE — TRANSPORTATION pany); EXPENSES—INCREASED LIMIT (d) An executive officer, director or insurance The following replaces the first sentence in Para- manager(if you are a corporation or other or- graph A.4.a., Transportation Expenses, of ganization); or SECTION 111 — PHYSICAL DAMAGE COVER- (e) Any "employee"authorized by you to give no- AGE: tice of the"accident"or"loss". We will pay up to $50 per day to a maximum of M. BLANKET WAIVER OF SUBROGATION $1,500 for temporary transportation expense in- The following replaces Paragraph A.5., Transfer curred by you because of the total theft of a cov- Of Rights Of Recovery Against Others To Us, ered "auto"of the private passengertype, of SECTION IV — BUSINESS AUTO CONDI- J. PERSONAL PROPERTY TIONS: The following is added to Paragraph AA., Cover- 5. Transfer Of Rights Of Recovery Against age Extensions, of SECTION III — PHYSICAL Others To Us DAMAGE COVERAGE: We waive any right of recovery we may have Personal Property against any person or organization to the ex- tent required of you by a written contract We will pay up to $400 for 'loss" to wearing ap- signed and executed prior to any "accident' parel and other personal property which is: or"loss", provided that the"accident'or"loss" (1) Owned by an "insured"; and arises out of operations contemplated by CA T3 53 02 15 ®2015 The Travelers Indemnity Company.All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance services Office,Inc.with its permission. 47211686 18-19 TMI All Lines I Amber Olivan 12/25/2019 9:38:07 AM (PST) I Page 12 of 14 COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated In such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col- The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non-renewal. SECTION IV—BUSINESS AUTO CONDITIONS: Page 4 of 4 ®2015 The Travelers Indemnity Company.All rights reserved. CA T3 63 02 16 Includes copyrighted material of Insurance Services Office,Inc.with its permission. 47211686 18-19 TMI All Lines Amber Olivan 12/25/2019 9:38:07 AM (PST) I Page 13 of 14 TRAVELERS WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD, CT 06183 ENDORSEMENT WC 99 03 76( A)— 001 POLICY NUMBER:UB3K2195891826G WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA (BLANKET WAIVER) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. The additional premium for this endorsement shall be % of the California workers'compensation pre- mium. Schedule Person or Organization Job Description This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below Is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Policy No.UB3K2195891826G Endorsement No. Insured Thermal Mechanical, Inc. Premium Insurance Company Countersigned by DATE OF ISSUE: ST ASSIGN: Page 1 of 1 47211686 18-19 TMI All Lines I Amber Olivan 1 2/25/2019 9:38:07 AM (PST) I Page 14 of 14 EXHIBIT «C» Bond No.CAC713102 Premium:$547.00 Performance Bond The City of Cupertino("City") and Thermal Mechanical, Inc. ("Contractor") have entered into a contract, dated ,20 ("Contract")for work on the < City Hall Compressor Replacement and Other HVAC Repairs > Project("Project"). The Contract is incorporated by reference into this Performance Bond ("Bond"). 1. General. Under this Bond, Contractor as Principal and Merchants Bonding Company(Mutual) its surety("Surety"), are bound to City as obligee for an amount not less than$54,729.00 /— By executing this Bond, Contractor and Surety bind themselves and their respective heirs, executors, administrators, successors and assigns,jointly and severally, to the provisions of this Bond. 2. Surety's Obligations; Waiver. If Contractor fully performs its obligations under the Contract, including its warranty obligations under the Contract, Surety's obligations under this Bond will become null and void upon recordation of the notice of completion, provided Contractor has timely provided a warranty bond as required under the Contract. Surety waives any requirement to be notified of and further consents to any alterations to the Contract made under the applicable provisions of the Contract Documents, including changes to the scope of Work or extensions of time for performance of Work under the Contract. Surety waives the provisions of Civil Code sections 2819 and 2845. 3. Application of Contract Balance. Upon making a demand on this Bond, City will make the Contract Balance available to Surety for completion of the Work under the Contract. For purposes of this provision, the Contract Balance is defined as the total amount payable by City to Contractor as the Contract Price minus amounts already paid to Contractor, and minus any liquidated damages, credits, or backcharges to which City is entitled under the terms of the Contract. 4. Contractor Default. Upon written notification from City that Contractor is in default under Article 13 of the Contract General Conditions;time being of the essence, Surety must act within the time specified in Article 13 to remedy the default through one of the following courses of action: 4.1 Arrange for completion of the Work under the Contract by Contractor,with City's consent, but only if Contractor is in default solely due to its financial inability to complete the Work; 4.2 Arrange for completion of the Work under the Contract by a qualified contractor acceptable to City, and secured by performance and payment bonds issued by an admitted surety as required by the Contract Documents, at Surety's expense; or 4.3 Waive its right to complete the Work under the Contract and reimburse City the amount of City's costs to have the remaining Work completed. 5. Surety Default. If Surety defaults on its obligations under the Bond, City will be entitled to recover all costs it incurs due to Surety's default, including legal, design professional, or delay costs. 6. Notice. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows: Attn: Terry Bricker Address: 6700 Westown Pkwy City/State/Zip: West Des Moines, IA 50266-7754 Phone: 515-558-8709 Fax: Email: tbricker@merchantsbonding.com City Hall Compressor Replacement and Other HVAC Services PERFORMANCE BOND Page 3 EXHIBIT CCU 7. Law and Venue. This Bond will be governed by California law, and any dispute pursuant to this Bond will be venued in the Superior Court for Santa Clara County in which the Project is located, and no other place. Surety will be responsible for City's attorneys'fees and costs in any action to enforce the provisions of this Bond. 8. Effective Date; Execution.This Bond is entered into and effective on February 28 20 19 . SURETY: Merchants Bonding Company(Mutual) Business Na s/ Erin Bautista,Attorney-In-Fact Name/Title [print] (Acknowledgment with Notary Seal for Surety and Surety's Power of Attorney must be attached.) CONTRACTOR: Thermal Mechanical, Inc. Business Name s/ Name/Title�DAV i,b ",q" s/ Namerl-itle END OF PERFORMANCE BOND City Hall Compressor Replacement and Other HVAC Services PERFORMANCE BOND Page 4 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Santa Clara ) On FEB 2 8 2019 before me, Jean L. Neu, Notary Public (insert name and title of the officer) personally appeared Erin Bautista who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/Axe subscribed to the within instrument and acknowledged to me that hi§/she/" executed the same in Wg/her/AkeiRauthorized capacity0>ez), and that by /her/Vmi�r signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. JEAN L.NEU Notary Public—California r`. Santa Clara County > Commission«2230024 My Comm.Expires Mar 1,2022 Sig natu (Seal) CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California } County of S k -rA C prp-A } On I9 before me, l`,l�►.155A ROi Ino,JZ►1�LG5. mol)g' -� PvauL (Here insert name and title of the office personally appeared ��V I1, eZZ t> who proved to me on the basis of satisfactory evidence to be the person() whose name(%) is/ar-e subscribed to the within instrument and acknowledged to me that he/&h e.y executed the same in his/he4f4air:authorized capacity(ies), and that by his/hef-/ieif-signature( on the instrument the person(%), or the entity upon behalf of which the person(V acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 5 oft MELISSA ANN GONZALES J\VITNESS my anti and official seal. _ NotaryPublic-California Z j = = Santa Clara County Commission k 2261948 My Comm.Expires Nov 6,2022 Notary Public Si nature (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM This form complies with current California statutes regarding notary wording and DESCRIPTION OF THE ATTACHED DOCUMENT ifneeded,should be completed and attached to the document.Acknowledgments front other states may be completed for documents being sent to that state so long ��r`.r �D� as the wording does not require the California notary to violate California notary law. (Title or description of attached document) • State and County information must be the State and County where the document signer(s)personally appeared before the notary public for acknowledgment. LJr� C� r • Date of notarization must be the date that the signer(s)personally appeared which (Title or description of attached document continued) must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her Number of Pages c Document Date 3 commission followed by a comma and then your title(notary public). • Print the name(s) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e. he/she/they,is/are)or circling the correct forms.Failure to correctly indicate this ❑ Individual (s) information may lead to rejection of document recording. jK Crporate Officer • The notary seal impression must be clear and photographically reproducible. �2'ajt p t✓&�-F Impression must not cover text or lines. If seal impression smudges,re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerk. ❑ Attorney-in-Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. Other Indicate title or type of attached document,number of pages and date. ❑ Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). 2015 Version www.NotaryClasses.com 800-873-9865 • Securely attach this document to the signed document with a staple. 1 .:l:i,..�k...-:�::.:-«�„R.!:.�!J: .Yle..•�.f.�{a. a0t:..:1';,J'1.�.�#' �# `n I { � . N_k MERCHANTS BONDING COMPANYTM POWER OF ATTORNEY Know All Persons By These Presents,that MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC.,both being corporations of the State of Iowa(herein collectively called the"Companies")do hereby make,constitute and appoint, individually, Bryan D Martin; Daniel M Johndrow; Erin Bautista; H Michael Vreeburg; Jean L Neu; Stephen E Leveroni their true and lawful Attorney(s)-in-Fact,to make,execute,seal and deliver on behalf of the Companies,as Surety,bonds, undertakings and other written obligations in the nature thereof,subject to the limitation that any such instrument shall not exceed the amount of: TWO MILLION($2,000,000.00)DOLLARS This Power-of-Attorney is granted and is signed and sealed by facsimile under and by authority of the following By-Laws adopted by the Board of Directors of Merchants Bonding Company(Mutual)on April 23,2011 and adopted by the Board of Directors of Merchants National Bonding, Inc., on October 24,2011. "The President,Secretary,Treasurer,or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys-in-Fact, and to authorize them to execute on behalf of the Company,and attach the seal of the Company thereto,bonds and undertakings, recognizances,contracts of indemnity and other writings obligatory in the nature thereof." "The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company, and such signature and seal when so used shall have the same force and effect as though manually fixed." In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attorney-in-Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee,shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner- Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation. In Witness Whereof,the Companies have caused this instrument to be signed and sealed this 15th day of August 2015 G MERCHANTS BONDING COMPANY(MUTUAL) .l ..... .'�O�N ' C��J,p• MERCHANTS NATIONAL BONDING,INC. may. o�ORQT©o ;�O,�ORPO,gCID q;9y�. v= 2003 :�.� •� 1933 :�c• .y�. B STATE OF IOWA ,�,� •'••.**.*o COUNTY OF Dallas ss. President On this 15th day of August 2015 ,before me appeared Larry Taylor,to me personally known,who being by me sworn did say that he is President of the MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC.;and that the seals affixed to the foregoing instrument are the Corporate seals of the Companies; and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. y1 0 WENDY WOODY oCommission Number 784654 Z °, My Commission Expires ow June 20, 2017 Notary Publi , County, Iowa (Expiration of notary's commission does not invalidate this instrument) I,William Warner,Jr.,Secretary of the MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC., do hereby certify that the above and foregoing is a true and correct copy of the POWER-OF-ATTORNEY executed by said Companies, which is still in full force and effect and has not been amended or revoked. In Witness Whereof, I have hereunto set my hand and affixed the seal of the Companies on this 28th day of February 2019 Secretary 1933LJ c: .�0`.,� '•.� � �`•' POA 0014 (6/15) EXHIBIT 4CC35 Bond No.CAC713102 Premium:Included Payment Bond The City of Cupertino ("City")and Thermal Mechanical, Inc. ("Contractor")have entered into a contract, dated , 20_("Contract")for work on the City Hall Compressor Replacement and Other HVAC Repairs ___>Project("Project"). The Contract is incorporated by reference into this Payment Bond ("Bond"). 1. General. Under this Bond, Contractor as principal and Merchants Bonding Company(Mutual) its surety("Surety"), are bound to City as obligee in an amount not less than $ 54,729.00 , under California Civil Code sections 9550, et seq. 2. Surety's Obligation. If Contractor or any of its Subcontractors fails to pay any of the persons named in California Civil Code section 9100 amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Contract, or for any amounts required to be deducted,withheld, and paid over to the Employment Development Department from the wages of employees of Contractor and its Subcontractors, under California Unemployment Insurance Code section 13020, with respect to the work and labor, then Surety will pay for the same. 3. Beneficiaries. This Bond inures to the benefit of any of the persons named in California Civil Code section 9100, so as to give a right of action to those persons or their assigns in any suit brought upon this Bond. Contractor must promptly provide a copy of this Bond upon request by any person with legal rights under this Bond. 4. Duration. If Contractor promptly makes payment of all sums for all labor, materials, and equipment furnished for use in the performance of the Work required by the Contract, in conformance with the time requirements set forth in the Contract and as required by California law, Surety's obligations under this Bond will be null and void. Otherwise, Surety's obligations will remain in full force and effect. 5. Waivers. Surety waives any requirement to be notified of alterations to the Contract or extensions of time for performance of the Work under the Contract. Surety waives the provisions of Civil Code sections 2819 and 2845. City waives requirement of a new bond for any supplemental contract under Civil Code section 9550. Any notice to Surety may be given in the manner specified in the Contract and delivered or transmitted to Surety as follows: Attn: Terry Bricker Address: 6700 Westown Pkwy City/State/Zip: West Des Moines,IA 50266-7754 Phone: 515-558-8709 Fax: Email: tbricker@merchantsbonding.com 6. Law and Venue. This Bond will be governed by California law, and any dispute pursuant to this Bond will be venued in the Superior Court of Santa Clara County in which the Project is located, and no other place. Surety will be responsible for City's attorneys'fees and costs in any action to enforce the provisions of this Bond. City Hall Compressor Replacement and Other HVAC Services PAYMENT BOND Page 1 EXHIBIT "C" 7. Effective Date; Execution. This Bond is entered into and is effective on February 28 2019. SURETY' Merchants Bonding Company(Mutual) Business Name s/ Erin Bautista,Attorney-In-Fact Name/Title 4 (Acknowledgment with Surety's Notary Seal and Surety's Power of Attorney must be attached.) CONTRACTOR: Thermal Mechanical, Inc. Busi es Name _ sl 7�,�) -lA-( 12 1 Name/Title s/ Name/Title END OF PAYMENT BOND City Hall Compressor Replacement and Other HVAC Services PAYMENT BOND Page 2 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Santa Clara ) On FEB 2 8 2019 before me, Jean L. Neu, Notary Public (insert name and title of the officer) personally appeared Erin Bautista who proved to me on the basis of satisfactory evidence to be the persons)whose name(g) is/me subscribed to the within instrument and acknowledged to me that he/she/tmy executed the same in W.g/herhtl)i&authorized capacity4e*, and that by KiWher/ttm r signature(s)on the instrument the person(), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. JEAN L.NEU Notary Public—California z q I? Santa Clara County Commission#2230024 ��-'��/ / I ,7 My Comm.Expires Mar 1,2022 S i g n a t u r �/�� (Seal) CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California } County of 5h)-rira- &,RIZ A } On 3�'�` I q before me, -1EU55AAAJ� d orJZ►9c�C ,�JoTi�-iR,N p�6LIC, Here insert name ancl title or M Mfi er) personally appeared OAU I V�> , who proved to me on the basis of satisfactory evidence to be the person(h) whose name(V) is/tee subscribed to the within instrument and acknowledged to me that he/she* executed the same in his/ tir authorized capacity6ss,), and that by his/kep4hee>Fsignature(X) on the instrument the person(, or the entity upon behalf of which the person(N acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. MELISSA WITNESS my hand and official seal. _ ;` ��r"�. Notary PubNic GCOaIi California< tNZALEnS = _ - — Santa Clara County Commission N 2261948 My Comm.Expires Noy 6,2022 Notary Public Si ture (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM This form complies ivith current California statutes regarding notary wording and, DESCRIPTION OF THE ATTACHED DOCUMENT ifneeded,should be completed and attached to the document.Acknowledgments from other states may be completed for documents being sent to that state so long P � �� as the ivording does not require the California notary to violate California notary law. (Title or description of attached document) • State and County information must be the State and County where the document (� Q� signer(s)personally appeared before the notary public for acknowledgment. to UI" r K- IV V • Date of notarization must be the date that the signer(s)personally appeared which (Title or description of attached document continued) must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her Number of Pages Document Date 3 I commission followed by a comma and then your title(notary public). • Print the name(s) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/they,is/are)or circling the correct forms.Failure to correctly indicate this ❑ Individual (s) information may lead to rejection of document recording. rporate Officer • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form. • Signature of die notary public must match the signature on file with the office of El Partner(s) the county clerk. ❑ Attorney-in-Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. Other Indicate title or type of attached document,number of pages and date. ❑ Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). 2015 Version www.NotaryClasses.com 800-873-9865 • Securely attach this document to the signed document with a staple. E k f iAk.11 � • e � i MERCHANTS BONDING COMPANY,,, POWER OF ATTORNEY Know All Persons By These Presents,that MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC.,both being corporations of the State of Iowa(herein collectively called the"Companies")do hereby make,constitute and appoint, individually, Bryan D Martin; Daniel M Johndrow; Erin Bautista; H Michael Vreeburg; Jean L Neu; Stephen E Leveroni their true and lawful Attorneys)-in-Fact,to make, execute,seal and deliver on behalf of the Companies,as Surety,bonds, undertakings and other written obligations in the nature thereof,subject to the limitation that any such instrument shall not exceed the amount of: TWO MILLION($2,000,000.00)DOLLARS This Power-of-Attorney is granted and is signed and sealed by facsimile under and by authority of the following By-Laws adopted by the Board of Directors of Merchants Bonding Company(Mutual)on April 23,2011 and adopted by the Board of Directors of Merchants National Bonding, Inc.,on October 24,2011. "The President,Secretary,Treasurer,or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys-in-Fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings,recognizances, contracts of indemnity and other writings obligatory in the nature thereof." "The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking, recognizance, or other suretyship obligations of the Company,and such signature and seal when so used shall have the same force and effect as though manually fixed." In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attorney-in-Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee,shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney-in-Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner- Department of Highways of the Commonwealth of Kentucky at least thirty(30)days prior to the modification or revocation. In Witness Whereof,the Companies have caused this instrument to be signed and sealed this 15th day of August 2015 C 1Ot f h' •• G MERCHANTS BONDING COMPANY(MUTUAL) �+'++++gyp..•• .... /� - ••�.��N"'C��,o•• MERCHANTS NATIONAL BONDING, INC. 1933 C',; �'• : J�. ��:• BY Y ' •. STATE OF IOWA �,,,.,��'' ••...... COUNTY OF Dallas ss. President On this 15th day of August 2015 before me appeared Larry Taylor,to me personally known,who being by me sworn did say that he is President of the MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC.;and that the seals affixed to the foregoing instrument are the Corporate seals of the Companies;and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. o YR�<s WENDY WOODY Z Commission Number 784654 •„ My Commission Expires %NP June 20, 2017 Notary Publi , County, Iowa (Expiration of notary's commission does not invalidate this instrument) I,William Warner,Jr.,Secretary of the MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC., do hereby certify that the above and foregoing is a true and correct copy of the POWER-OF-ATTORNEY executed by said Companies, which is still in full force and effect and has not been amended or revoked. In Witness Whereof, I have hereunto set my hand and affixed the seal of the Companies on this 28th day of February 2019 y.:Gat1P oRq�Oo :'� CoR �Aq��'y�: �✓� � <: Secretary 1933 POA 0014 (6/15) ""��„�F„0411% ••... i St. Paul Surplus Lines Insurance Company A.M.Best#:003592 NAIC#:30481 FEIN#:411230819 Administrative Office View Additional Address Information v One Tower Square °T�fmcCe Hartford,CT 06183 United States Web:www.travelers.com A++ Si nt Phone:860-277-0111 Assigned to insurance companies that have, Fax:860-277-7002 in our opinion,a superior ability to meet their ongoing insurance obligations. View additional news,reports and products for this company. Based on A.M.Best's analysis,058470-The Travelers Companies,Inc.is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure.View a list of operating insurance entities in this structure. Best's Credit Ratings Financial Strength Rating View Definition { I Rating: A++(Superior) Affiliation Code: g(Group) Financial Size Category: XV($2 Billion or greater) Outlook: Stable i Action: Affirmed Effective Date: October 31,2018 Initial Rating Date: June 30, 1975 Long-Term Issuer Credit Rating View Definition Long-Term: aa+ Outlook: Stable Action: Affirmed Effective Date: October 31,2018 Initial Rating Date: April 18,2005 u Denotes Under Review Best's Rating Best's Credit Rating Analyst Rating Office:A.M.Best Rating Services, Inc. Senior Financial Analyst: Gregory Dickerson Director:Jennifer Marshall,CPCU,ARM Note:See the Disclosure information Form or Press Release below for the office and analyst at the time of the rating event. Disclosure Information - —J Disclosure Information Form View A.M.Best's Rating Disclosure Form Press Release A.M.Best Affirms Credit Ratings of The Travelers Companies,Inc.and Its Main Subsidiaries October 31,2018 Rating History A.M.Best has provided ratings&analysis on this company since 1975. Financial Strength Rating Effective DateRating 10/31/2018 A++ 10/5/2017 A++ 7/22/2016 A++ 5/28/2015 A++ I 5/23/2014 A++ j Long-Term Issuer Credit Rating i Effective DateRating 10/31/2018 aa+ 10/5/2017 aa+ 7/22/2016 aa+ 5/28/2015 aa+ 5/23/2014 aa+ Best's Credit Reports (I`t Best's Credit Report -Where applicable,includes Best's Financial Strength Rating and rationale along with comprehensive analytical commentary,detailed business overview and key financial data. Report Revision Date: 11/26/2018(represents the latest significant change). Historical Reports are available in Best's Credit Report Archive. View additional news,reports and products for this company. PrEss Releases Date Title Oct 31,2018 A.M.Best Affirms Credit Ratings of The Travelers Companies,Inc.and Its Main Subsidiaries Oct 05,2017 A.M.Best Affirms Credit Ratings of The Travelers Companies,Inc.and Its Subsidiaries Jul 22,2016 A.M.Best Affirms Ratings of The Travelers Companies,Inc.and Its Subsidiaries May 28,2015 A.M.Best Affirms Ratings of The Travelers Companies,Inc.and Its Subsidiaries May 23,2014 A.M.Best Upgrades Ratings of The Travelers Companies,Inc.and Most of Its Subsidiaries May 30,2013 A.M.Best Revises Outlook to Positive for The Travelers Companies,Inc.and Most of Its Subsidiaries May 10,2012 A.M.Best Affirms Ratings of The Travelers Companies,Inc.and Its Subsidiaries May 26,2011 A.M Best Affirms Ratings of The Travelers Companies,Inc.and Its Subsidiaries Jun 08,2010 A.M.Best Upgrades Issuer Credit Ratings of Travelers Group Jun 03,2008 A.M.Best Affirms Ratings of Travelers Insurance Companies and Several of Its Subsidiaries i i 1 2 3 Page size: 10 21 items in 3 pages Find a Best's Credit Rating Enter a Company Name Go Advanced Search How to Get a Best's Credit Rating Best's Credit Ratings Mobile App Q European Union Disclosures A.M.Best-Europe Rating Services Limited(AMBERS),a subsidiary of A.M.Best Rating Services,Inc.,is an External Credit Assessment Institution(ECAI)in the European Union (EU).Therefore,Credit Ratings issued and endorsed by AMBERS may be used for regulatory purposes in the EU as per Directive 2006/48/EC. A.M.Best(EU)Rating Services B.V.(AMB-EU),a subsidiary of A.M.Best Rating Services,Inc.,is an External Credit Assessment(ECAI)in the EU.Therefore,credit ratings issued and endorsed by AMB-EU may be used for regulatory purposes in the EU as per Directive 2006/48/EC. Australian Disclosures A.M.Best Asia-Pacific Limited(AMBAP),Australian Registered Body Number(ARBN No.150375287),is a limited liability company incorporated and domiciled in Hong Kong. AMBAP is a wholesale Australian Financial Services(AFS)Licence holder(AFS No.411055)under the Corporations Act 2001.Credit ratings emanating from AMBAP are not intended for and must not be distributed to any person in Australia other than a wholesale client as defined in Chapter 7 of the Corporations Act.AMBAP does not authorize its Credit Ratings to be disseminated by a third-parry in a manner that could reasonably be regarded as being intended to influence a retail client in making a decision in relation to a particular product or class of financial product.AMBAP Credit Ratings are intended for wholesale clients only,as defined. Credit Ratings determined and disseminated by AMBAP are the opinion of AMBAP only and not any specific credit analyst.AMBAP Credit Ratings are statements of opinion and not statements of fact.They are not recommendations to buy,hold or sell any securities or any other form of financial product,including insurance policies and are not a recommendation to be used to make investment/purchasing decisions. Important Notice:A.M.Best's Credit Ratings are independent and objective opinions,not statements of fact.A.M.Best is not an Investment Advisor,does not offer investment advice of any kind,nor does the company or its Ratings Analysts offer any form of structuring or financial advice.A.M.Best's credit opinions are not recommendations to buy,sell or hold securities,or to make any other investment decisions.For additional information regarding the use and limitations of credit rating opinions,as well as the rating process, information requirements and other rating related terms and definitions,please view Understanding Best's Credit Ratings. About Us I Site Map I Customer Service I My Account I Contact I Careers I Terms of Use I Privacy Policy I Security I Legal&Licensing Regulatory Affairs-Form NRSRO-Code of Conduct-Rating Methodology-Historical Performance Data Copyright©2019 A.M.Best Company,Inc.and/or its affiliates ALL RIGHTS RESERVED. 3/14/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center Travelers Property Casualty Company of America A.M.Best#: 004461 NAIC#: 25674 FEIN#: 362719165 Domiciliary Address Fin.ancia, One Tower Square Hartford, CT 06183 + �' United States A++ SuWor Assigned to insurance Web: www.travelers.com companies that have, in our Phone: 860-277-0111 opinion, a superior ability to Fax: 860-277-7002 meet their ongoing insurance obligations. View additional news, reports and products for this company. Based on A.M. Best's analysis, 058470 - The Travelers Companies, Inc. is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure. View a list of operating insurance entities in this structure. Best's Credit Ratings Financial Strength Rating View Definition Rating: A++ (Superior) Affiliation Code: g (Group) Financial Size Category: XV ($2 Billion or greater) Outlook: Stable Action: Affirmed Effective Date: October 31, 2018 Initial Rating Date: June 30, 1972 Long-Term Issuer Credit Rating View Definition Long-Term: aa+ Outlook: Stable http://ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&URATINGID=2928293&MCToken=212223142255216218131282228067854127244... 1/4 3/14/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center Action: Affirmed Effective Date: October 31, 2018 Initial Rating Date: April 18, 2005 u Denotes Under Review Best's Rating Best's Credit Rating Analyst Rating Office: A.M. Best Rating Services, Inc. Senior Financial Analyst: Gregory Dickerson Director: Jennifer Marshall, CPCU, ARM Note: See the Disclosure information Form or Press Release below for the office and analyst at the time of the rating event. Disclosure Information Disclosure Information Form View A.M. Best's Rating Disclosure Form Press Release A.M. Best Affirms Credit Ratings of The Travelers Companies, Inc. and Its Main Subsidiaries October 31, 2018 Rating History A.M. Best has provided ratings & analysis on this company since 1972. Financial Strength Rating Effective DateRating 10/31/2018 A++ 10/5/2017 A++ 7/22/2016 A++ 5/28/2015 A++ 5/23/2014 A++ Long-Term Issuer Credit Rating http://ratings.ambest.com/companyProfile.aspx?ambnum=4461&URATING ID=2928293&MCToken=212223142255216218131282228067854127244... 2/4 3/14/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center F-ffective Date Rating 10/31/2018 aa+ 10/5/2017 aa+ 7/22/2016 aa+ 5/28/2015 aa+ 5/23/2014 aa+ Best's Credit Reports j— Best's Credit Report - Where applicable, includes Best's Financial Strength Rating and rationale along with comprehensive analytical commentary, detailed business overview and key financial data. Report Revision Date: 11/26/2018 (represents the latest significant change). Historical Reports are available in Best's Credit Report Archive. ti c View additional news, reports and products for this company. Press Releases Date Title Oct 31,2018 A.M. Best Affirms Credit Ratings of The Travelers Companies, Inc.and Its Main Subsidiaries Oct 05,2017 A.M. Best Affirms Credit Ratings of The Travelers Companies, Inc.and Its Subsidiaries Jul 22, 2016 A.M. Best Affirms Ratings of The Travelers Companies,Inc. and Its Subsidiaries May 28, 2015 A.M. Best Affirms Ratings of The Travelers Companies,Inc. and Its Subsidiaries May 23,2014 A.M. Best Upgrades Ratings of The Travelers Companies, Inc. and Most of Its Subsidiaries May 30,2013 A.M. Best Revises Outlook to Positive for The Travelers Companies,Inc.and Most of Its Subsidiaries May 10, 2012 A.M. Best Affirms Ratings of The Travelers Companies,Inc.and Its Subsidiaries May 26, 2011 A.M Best Affirms Ratings of The Travelers Companies,Inc.and Its Subsidiaries Jun 08, 2010 A.M. Best Upgrades Issuer Credit Ratings of Travelers Group Jun 03,2008 A.M. Best Affirms Ratings of Travelers Insurance Companies and Several of Its Subsidiaries 1 2 Page size: 10 20 items in 2 pages Find a Best's Credit Rating Enter a Company Name Go Advanced Search http://ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&URATINGID=2928293&MCToken=212223142255216218131282228067854127244... 3/4 3/14/2019 Travelers Property Casualty Company of America-Company Profile-Best's Credit Rating Center How to Get a �+ Best'a Credit Rating '' Best's Credit Ratings Mobile App European Union Disclosures A.M. Best-Europe Rating Services Limited (AMBERS), a subsidiary of A.M. Best Rating Services, Inc., is an External Credit Assessment Institution (ECAI)in the European Union (EU).Therefore, Credit Ratings issued and endorsed by AMBERS may be used for regulatory purposes in the EU as per Directive 2006/48/EC. A.M. Best(EU) Rating Services B.V.(AMB-EU), a subsidiary of A.M. Best Rating Services, Inc., is an External Credit Assessment (ECAI)in the EU.Therefore, credit ratings issued and endorsed by AMB-EU may be used for regulatory purposes in the EU as per Directive 2006/48/EC. Australian Disclosures A.M. Best Asia-Pacific Limited (AMBAP),Australian Registered Body Number(ARBN No.150375287), is a limited liability company incorporated and domiciled in Hong Kong.AMBAP is a wholesale Australian Financial Services (AFS) Licence holder(AFS No. 411055)under the Corporations Act 2001. Credit ratings emanating from AMBAP are not intended for and must not be distributed to any person in Australia other than a wholesale client as defined in Chapter 7 of the Corporations Act.AMBAP does not authorize its Credit Ratings to be disseminated by a third-party in a manner that could reasonably be regarded as being intended to influence a retail client in making a decision in relation to a particular product or class of financial product.AMBAP Credit Ratings are intended for wholesale clients only, as defined. Credit Ratings determined and disseminated by AMBAP are the opinion of AMBAP only and not any specific credit analyst.AMBAP Credit Ratings are statements of opinion and not statements of fact.They are not recommendations to buy, hold or sell any securities or any other form of financial product, including insurance policies and are not a recommendation to be used to make investment /purchasing decisions. Important Notice:A.M. Best's Credit Ratings are independent and objective opinions, not statements of fact.A.M. Best is not an Investment Advisor, does not offer investment advice of any kind, nor does the company or its Ratings Analysts offer any form of structuring or financial advice.A.M. Best's credit opinions are not recommendations to buy, sell or hold securities,or to make any other investment decisions. For additional information regarding the use and limitations of credit rating opinions, as well as the rating process, information requirements and other rating related terms and definitions, please view Understanding Best's Credit Ratings. About Us I Site Map I Customer Service I My Account I Contact I Careers I Terms of Use I Privacy Policy I Security I Legal& Licensing Regulatory Affairs-Form NRSRO-Code of Conduct-Rating Methodology-Historical Performance Data Copyright©2019 A.M. Best Company, Inc. and/or its affiliates ALL RIGHTS RESERVED. http://ratings.ambest.com/CompanyProfile.aspx?ambnum=4461&URATINGID=2928293&MCToken=212223142255216218131282228067854127244... 4/4