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14-030 Service Station Systems, Inc dor installation and removal of Phase I EVR Compliance of Wayne Reliant DispenserOFFICE OF THE CITY CLERK CITY HALL 10300 TORRE AVENUE • CUPERTINO, CA 95014 -3255 TELEPHONE: (408) 777 -3223 • FAX: (408) 777 -3366 WEBSITE: www.cupertino.org CUPERTINO March 10, 2014 Re: Agreement for contract services Enclosed for your records is a fully executed original copy of the agreement with the City of Cupertino. If you have any questions, please contact the Public Works Department at (408) 777 -3354. Sincerely, Andrea Sanders Senior Office Assistant City Clerk's Office Enclosure cc: Public Works Ap_reement between. the City of Cupertino and Service Station Systems, Inc.-for installation and, removal and.related work for Phase l 'EVR Compliance, Electrical Cross -Phase rade and Installation of a. new `Wayne Reliant Dispenser as referred to in proposal No: 13WEH1226 hereby referred to als Exhibit "A" in CUPERTINO, CA. �y THIS AGREEMENT; for reference dated January 23., 2014 is by and between,CITY OF CUPERTINO, a municipal corporation (hereinafter referred to as "City' and Service Station Systems, Inc. a California corporation whose address is hereinafter called the Contractor, and is•made witlixeference to the following:. .RECITALS: A. City is a municipal corporation duly organized and validly ex,istingunder the'laws ,of the State of California with the power .to :carry on its business as it is now ,being conducted. under, the Constitution and the statutes of the Stafe of California and the Cupertino Municipal Code. B. City and ,Contractor desire to enter, into an agreement 'for the Installation and removal and related work for'Phase 1 EVR compliance,, Electric al"Cross- Phase Upgrade and "Installation of .a new Wayne Reliant Dispenser: as referenced ri ,proposal 20131WE141226'. NOW, THEREFORE, ii is mutually agreed. by and between. the undersigned parties as, follows: I. TERM` The Contractor shall begin work within forty f ve (4S,) calendar ;days after receiving '606ce from the Street Dept. Supervisor to eomrxlence the work, and shall,diligentTy:.prosecute the work to corn efion before the expiration offorty "five .(45) consecutive workiAg, days from the date ofreceipt of notice; to begin`work. 2. SERVICES TO "•BE PERFORMED: Contractor agrees, at. its �owri cost and .expense, to furnish all labor, tools, equipment, materials, "except as otherwise "speci"fied,.,and to do all work strictly in accordance with the. proposal :dated November 8; 2'013 hereby referred to and expressly m'ade,a. part hereof with.'the same:_force'and, effect as -if the same were, fully - neorporated herein. 3. COMPENSATION TO'CONTRACTOR Contractor shall be compensated for seriices performed pursuant,to this Agreement in the. amount and manner set forth in Contractor's proposal, which is attached hereto as Exhibit "A and incorporated herein by this reference. Payrnent'will,be,made in the same, mariner that claims of.a like character are paid by the City, with;chf;cks drawn on the,treasuryof the City, to,be taken from the.,general fund. 4. TIME IS OF THE ESSENCE: Contractor and City agree that time is of the essence regarding, the performance of this Agreement. 5. STANDARD OF CARE: Contractor agrees to perform all services hereunder in a manner commensurate with the. prevailing standards of like professionals in the Sari Francisco Bay Area and agrees that all, services shall be performed'by qualified and experienced personnel who are not employed by the Citymor have any contractual relationship with City: 6. INDEPENDENT PARTIES: City and Contractor intend that'the relationship between them . created by this Agreement- is that of employer- independent contractor., Th,t manner and means of conducting the work are under the.,-control of_Contractor, except to the extent they,arelimited by statute,'rule;orregulation and the express terms of this Agreement. No civil service status or other right of employment will be, acquired by virtue of Contractor's services. None of the benefits provided by City to its employees, including but not limited.to unemployment insurance, workers' compensation plans, vacation and. sick leave are available from City to Contractor; its employees or agents. Deductions shall not.be ma& for any state -or- federal taxes, FICA payments;; PER$ ,payments, or other purposes normally-associated with' an employer- employee relationship from any fees due Contractor. Payments of the above items, if required;:are the responsibility. of Contractor. I. IMMIGRATION -REFORNI AND. CONTROL ACT CIRCA): Contractor assumes an. and all res ons�bilit for °verif `n the identity and. employment y p y r g authorizati'owof'all of its employees,perforrning work hereunder, pursuant to all applicable IRCA or other federal or state rules and regulations. Contractor shall indemnify'arnd hold City harmless from and _against any loss, damage, .liability, ;c , sts;.or expenses arising from any noncompliance of this provision by Contractor. S. NON- DISCRIMINATION:; Consistent with City's policy that harassment and discrimination are unacceptable employer /employee .conduct, Contractor ;agrees that .harassment, or discrimination directed.' toward a job applicant, a. City employees or a citizen by'Contractor or, .Contractor's employee on the basis ,'of race, religious creed, color, national origin; ancestry, handicap, disability, marital status, pregnancy, sex,; age, or sexua,l' orientation will not be tolerated. Contractor agrees that,any and all, v o'l.ations of this provision shall constitute a material breach,of this Agreement. 9'. HOLD HARMLESS: Contractor :shall, to the fullest extent allowed .by. law, indemnify, defend, and hold harmless the City and its officers, officials, agents, employees and volunteers against any and all liability, claims, "stop notices, actions, causes of action or demands whatsoever from and against any of them, including; anyi ,jury to or death of.any person or damage to property or other liability of any nature, arising out of, pertaining to, or related to the performance of this Agreement .by Contractor or Contractor's employees, officers, officials, agents or independent contra&ors. Contractor shall not be,obligated under this Agreement to indemnify City to the extent that; the damage is caused by the sole negligence or willful misconduct of City, its agents or employees. Such, costs and 2 L expenses; shall include reasonable attorneys' fees of counsel. of City'`s choice, expert fees and. all other.costs and fees of litigation. Contractor agrees to .obtain executed indemnity agreements with provisions identical to those set forth here in these sections front each and every subcontractor or any other person or entity involved 'by, for, with, o:r on behalf of Go, the performance of this agreement: If Contractor fails to obtain such indemnity obligations from others as required Here, Contractor, agrees to be fully responsible according to the terms of this section. 10. INSURANCE`; On or before the commencement of the tc;rnis of this Agreement, Contractor'shall.Turnish City with certificates showing the type; amount; class of operations covered, effective dates and dates of expiration of insurance coverage in :compliance with paragraphs '10A, B; C and D. Such certificates, which do not limit Contractor's indemnification, shall also contain substantially the following ,statement; "Should any of'.the above insurance covered by this certificate be canceled. or coverage reduced before the expiration date thereof; the insurer affording coverage .shall provide thirty (.30) days' advance written ,notice to the City of Cupertino by certified mail, 'Attention: Chris Mertens." It is agreed that Contractor ;shall_, mainfain in force at all times during the performance ;of this Agreement- all appropriate coverage of insurance required by, this Agreement with an insurance company that is acceptable 'to City and licensed to do insurance business in they State of California. Endorsements naming the City as additional. itisured shall be submitted ..With the insurance certificates. A. COVERAGE: Contractorahall maintain the following insurance co.ve.rage: (1), Workers' Compensation: Statutory coverage as required bythe State of'Californ a. (2) Liab►h - Commerci'al,general-liability coverage in the following minimum limits: Rodily Irij,ury:: $1,,,000,000 each occurrence $2;00.0;000 aggregate `= all other Property Damage;. $500,000 each occurrence $7,000,000 aggregate If submitted, combined single limit. policy with aggregate .limits in the amounts of $2,000,000 will be considered equivalent to the. required. minimum limits shown above, (3) Automotive: Comprehensive automobile liability coverage in the following minimum limits; Bodily injury: $500,000 each occurrence Property Damage: $500;000 each occurrence or Combined Single Limit: $1,000,000 each occurrence 3 B. SUBROGATION WAIVER: Contractor agrees that in the event of loss due to any of the perils..for Which it as .agreed to provide comprehensive general and automotive liability in'surance,. Contractor shall look solely to its insurance for recovery. Contractor hereby grants to City, on behalf of any insurer providing comprehensive general and automotive liability insurance to either Contractor or City with respect to the services of Contractor herein;, a waiver of any right to subrogation which any such insurer of said Contractor may, acquire .against City by virtue of the payment of any loss under such insurance.. C. FAILURE TO SECURE: If Contractor at any time: during the teimm hereof should fail, to secure or maintain the foregoing insurance, City shall be permitted to obtain such °insurance in the Contractor's name. or._ ,as an agent of the Contractor and shall he compensated by the 'Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid. D. ADDITIONAL INSURED: City; its City Counci],,boards and commissions, officers; employees; and volunteers shall 6e 'named as an additional insured under 'all. insurance co,verage's, except worker's compensation insurance. The naming of an additional insured shall not affect any recovery to Which such additional ;insured would. be entitled underJhis policy if not.name.d as such additional ,insured. An additional .insured named herein shall not be held liable for any premium, deductible portion of any ,loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shal1,not be required to contribute anything;toward, any, loss.or expense covered by the insurance'provided by-this'policy: E. SUFFICIENCY OF INSURANCE - ThCinsurance limits required by City a.re not represented as being sufficient to protect Contractor,. Contractor is advised to consult.Contractor's'instirance broker'to, determine adequate coverage for Contractor.. ll'. BONDS: _ - Contractor is not:required to,provid.e bonds, 12. PROHIBITION AGAINSTTRANSFERS: Contractor shall` not :assign, sublease, hypothecate, or transfer this Agreement; or any interest therein, directly or indirectly; by openitiori of "`law or otherwise; without prior written consent of 'City. Any attempt to do :so - without said consent shall be null and void, 'and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, 'hypothecation or transfer. However, claims for money by Contractor from City under this Agreement may be :assigned to .a bank, trust company or other financial institution without. prior written. consent: Written notice of such assignment shall be promptl=y. furnshed;to Cityby Contractor. The sale, .assignment, transfer or other disposition of any of the issued and outstanding . capital stock of Contractor, or of the interest of any general partner or.joint venturer or syndicate member or cotenant, if Contractor 'is a partnership or joint venture or syndicate or cotenancy, Which shall result :in changing` the control of Contractor, shall be construed as an assignment of this Agreement. Control means fifty percent (50 %0) or more of the voting power of the corporation, 1 3. SUBCONTRACTOR APPROVAL Unless prior written consent from City is obtained; only those people and subcontractors whose, narnes'.are listed in Contractor's bid shall be used in the performance of thesis Agreement. Requests for additional subcontracting.shalI be submitted in writing, describing the scope of work to be subcontracted_ and the name of the proposed subcontractor. Such request shall set forth 'the total price or hourly rates used in prepanng estimated costs for -the subcontractor's. services. Approval of the subcontractor may; at: the option of City, be issued in the form of a Work.Order. . In' the event that Contractor employs subcontractors, such, subcontractors shall be required to 'furnish proof of -workers.' compensation insurance :and shall also be required. to carry general and automobile 'liability insurance, in reMoriable conformity to the insurance carried by Contractor: In addition, any work or services subcontracted hereunder shall be subject to each provision:of'this Agreement. 14. PERMITS AND LICENSES-: Contractor, at its sole expense, shall obtain. and maintain during the term of this,, Agreement, all appropriate perrnits, ,certificates Auld, licenses, including a City Business' License; that may be required in connection.with the performance of services hereunder.. 15. REPORTS: Each and every report,.,draft, work product, inapt record and other document reproduced, prepared or caused to be prepared by Contractor pursuant to or. in connection with this .Agreement shall be'the exclusive property,of'City. Consultant may retain a copy of any report furnished to the City pursuant'to this Agreement. No, report, information, nor other data given to or prepared or assembled by Contractor pursuant to this, .Agreement shall be -made available ;to any individual or organization 'by Contractor without prior approval by City.. Contractor, shall, at such time and ;in such form as City may require;, furnish "reports concerning the status of services required under this Agreement. 16. RECORDS: Contractor shall maintain complete and. accurate xecords with respect; to. sales, costs, .expenses, receipts and other such _information required by City that :relate to the performance of services under this Agreement. Contractor shall maintain adequate records of services provided in sufficient, detail to permit: an evaluation of :services All such records shall be maintained in accordance with ;generally accepted accounting principles and shall be clearly identified and readily accessible; Contractor shall provide free access. to such books and records to the representatives of ,City or its designees at all properaimes, •and gives City the right to examine and audit same, and to make transcripts there from as necessary, and, to alllow inspection of all work, data, documents, proceedings and activities related to 'this Agreement. Such records, together with = supporting documents, ,shall.be kept separate from other documents and records: and shall be °maintained for a period, of three (3) years after receipt of f nal ,payment. If supplemental examination or audit of the records is necessary due -to concerns raised by City's preliminary examination or audit of records, and the City's supplemental examination or audit of the records discloses a failure to adhere to appropriate.-internal financial controls, or ,other breach of contract or failure to act in good faith, then Contractor �slhalI reimburse City for .all reasonable costs and expenses associated with the supplemental examination or audit. 17. NOTICES: All notices, demands, requests or approvals to be given under this. Agreement, shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit, thereof in. the United 'S'tates Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, or approvals from Contractor to City shall be addressed to City at: City of Cupertino 1.0555 Mary Avenue Cupertino CA 950.14 Attention: Chris Mertens All notices, demands, requests, or approvals fi-om -City to Contractor shall be addressed to Contractor at: 680 Quinn Ave: .San Jose; CA 951;1.2 Attn Bill Holcomb 1:8. URBAN RUNOFF MANAGEMENT. The. Contractor shall avoid creating excess dust when breaking asphalt or concrete and during excavation and grading. If water is used for dust control, contractor shall. use as Tittle as necessary. Contractor shall take all "steps necess,�ry to. keep wash ,water out of the streets,. gutters and storm drains. The 'Contractor shall develop and implement erosion 'and sediment control to prevent. pollution of,storm. drains: Such control includes but is'not limited to,: A. Use storm drain inlet protection devees such as sand bag barriers,. filter fabric fences; block and gravel ,filters. (Block storm drain inlets prior -to the start of he "rainy season (Oct6ber 1.5), in site de= watering activities and saw= cutting activities; shovel or vacuum saw -cut slurry, and remove from the, site). B: Cover exposed piles of, -soil or construction material with plastic sheefing. .All construction materials must be stored in containers: C. Sweep and remove ,all materials from paved surfaces that drain to streets; ,gutters and storm drains prior to rain as well as at'the en.&of the each workday. At the completion'of the project -, the street shall be washed and the wash water shall be collected and disposed of offsite in an appropriate location. D. After breaking old pavement, Contractor shall remove •all debris to avoid. contact with rainfall or runoff. E. Contractor shall maintain a clean work area by removingtrash, litter, and debris at the end of each workday. Contractor shall,also clean up any leaks, drips, and other spills as. they occur: The objective is to ensure that the City and County of Santa, Clara County -Wide Clean. Water Program is adequately enforced. These controls should be ,implemented prior to.the start of construction, up- graded as required, maintained during construction phases to provide adequate. protection, and removed !at the end of construction. These recommendations are intended to be used in conjunction with the States Best. Management- Practices Municipal and Construction. Handbooks, local program guidance materials. from municipalities, Section 7.1.01 of the Standard Specifications and any other appropriate documents on storm water quality controls for construction_ Failure to comply with this program will result in the issuance of noncompliance noticesj . citations, project stop orders or fines. The fine for noncompliance of the above program is two hundred and. fifty dollars ($250.00) per occurrence per day. The State under ;the Federal Clean Water Act can also impose a fine on the contractor;, "pursuant to Cal. Water Code ' 133,85. 19. TERMINATION: In the. event .Contractor fails or refuses to perform any of the provisions hereof at the time and `in the manner required hereunder, Contractor shall be deemed in default in the perfonnance: of this Agreement. If such default is not cured within a period of two (2) days. after receipt by Contractor from City of written notice of default, specifying the nature of'such default and the steps necessary to cure such default, City may tenninate the Agreement forthwith by giving to the Contractor written notice thereof. City shall have 'the option, at its sole discretion, and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to Contractor as provided,herein. Upon termination. of this Agreement, each, party shall pay to the other party that portion of compensation . specified in this Agreement that is earned and unpaid prior, to the, effective date of termination. 20. COMPLIANCES: Contractor shall, comply :with, all laws, state or federal and all ordinances, rules :and regulations enacte&or issued by City. 21. CONFLICT �OF LAW': This Agreement shall be interpreted under, and enforced by the flaws of th "e, State of California excepting any choice of law -rules which may direct .the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all'valid_l'aws, orders, - rules, and .:regulations of the authorities having jurisdiction over this Agreement '(or the .successors of those. °authorities.) Any suits brought ,pursuant to this:Agreement shall be, filed With, the courts of the County of Santa. Clara, State ,of Califomia. 22. ADVERTISEMENT: " Contractor shall. not .post, exhibit; display or allow to be posted,. exhibited, displayed any signs, advertising, "show bills, lithographs,, posters -or cards of any kind, pertaining to the services performed under this Agreement unless prior'w;ritten approval,has been secured from City to do otherwise. 23. WAIVER: A waiver by City :of any breach of any term, covenant, or condition contained herein, shall not be deemed to, be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained' herein, whether of'the same or a different character.. 24. INTEGRATED CONTRACT: This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties Hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held. to vary the provisions Hereof. Any modification of this Agreement will be effective only by written execution signed by both City and Contractor:. 25. SAFETY REQUIREMENT All work performed under this Agreement, shall be performed in such a manner as to provide safety to -the public and to meet or exceed the safety standards outlined by CAL -OSHA. City reserves the right to issue restraints or cease and desist orders to'Contractor when. unsafe or harmful, acts or; conditions are observed or reported relative to the performance of the work under this Agreement. Contractor shall :maintain the work sites free of hazards to persons ;and /or property resulting from his or her operations: Any hazardous condition noted by Contractor, which is not a result of his or her operations, shall immediately be reported to City. 26. HOURS OF OPERATION Contractor shall be allowed to operate only for the hours of 61:00 a.m. to 3:00 p:m.. unless prior written approval has been secured from Ciiy'to do otherwise. 27:. REQUIREMENT TO PAY PR'EVAILING'WAGES Consistent with the CitY's policy to pay prevailing wage rates, Contractor shall comply with the City's Labor' Compliance Program and all other requirements set forth 'in Labor Codeaecton' 1770 :et se q. The City shall require' payment of the general rate of per diem wages or the general rate of per diem wages for holiday and 6vertirne work. Contractor-will submit (monthly or biweekly) certified payroll. records. to the ,City for all. employees: and subcontractors in a preapproved format or!a City pro vided_form_. Any delay inxermtting certified payroll reports to the City upon request from the City will result in either delay and /or forfeit of outstanding payment to Contractor. 28.. INSERTED PROVISIONS; Each provision and clause required. by law to be inserted into the Agreement shall be deemed to be.enacted herein, and the Agreement shall be read and enforced as though each were included `herein. If through mistake or otherwise; any such provision is not. inserted or is not correctly inserted, the Agreement shall be amended. to make such insertion on application by either party. 29. CAPTIONS: The captions in.this Agreement are for convenience only, are not a part of the Agreement and.inno wayaffect, limit or amplify the terms or provisions of this Agreement. :N WITNESS WHEREOF,'the parties have caused the Agreement to be executed on the day and, year first..dbQNe written. P. 0.: Ooommp CONTRACTOR CITY OF CUPERTINO Service Station Sygtems,..Ijnc. A Municipal Corporation B y By Title 2Li.�-dz►Aj Title,_ O�A' f re J -Datc--i -05 - I,-A Date RECOMM D FO AP OVAL: B l T't(-, 1 , X'k - APPRAVED,kS TO FORM: By City Attorney ATTEST: � _ lJY City Clerk Contract Amount: $ 41,632.00 Account.Nb.: 630-8840-9324 $12,000,00 630-8840-74197'$29,632.00 0 Exhibit "R' Service Service Station Systarns, Inc. QUOTATION Station DATE: 11/08/13 Systems, Inc. QUOTE, #: '2013WEH1226 To: City. of Cupertino 1'0555 Mary Avenue Cupertino, CA 95014' Attn: Chris Mertens, Public Works Supervisof (408)- 177 -3344 - :chrismocupertino.org Subject: Phase 1iAST Compliance Site: 10555 Mary Avenue Project-Overview: Phase 1Compliance [Executive Order rVRA02 -A] : Gasoline Remote Fill, Vapor, Overfill, Emergency Vent: One,new dispenser. Electrical cross-phase, repair. .UNE OUANTITY' SCOPE OF V RK DESCRIPTION AMOUNT 1 Labor and Equipment Rental (Non -Tax)' 2 1 Phase 1 EVR. Compliance w/ Remote Fill 3 Install 15 GAL Remote Fill Box w/ Two ports (Fill and, Vapor) With hand -pump and new check-valve 4 Includes•EVR Approved Fill and Vapor valves andoaps 5 Replace existing Drop tube;and Overfill valve with CARB Approved as listed below 6 Replace existing Emergency ,.Vent (Gasoline only) 7 Compliance''Tesla Deteriination:otStatic Pressure :Performance -of Vapor Recovery. Systems at GDF W AST [CP -206] 8 Includes permit, application and'fees limited'to Usiial;arid Customary requirements 9 10 1 Electrical Cross -Phase 11 Single-phase all fuel - related'equjpmeni: with. new .iingle -phase sub panel,.Relo fueling circuits to new panel 12 Dispersers,. STPs control, Card Reader; Tank Monitor, E -Stop 13 14 1 Wayne Reliant Dispensers 45. Remove and dispose of existing Gas•dispenser 16 insiall,and calibrate new Wayne dispenser 17 16 19 Installation Matorials and. Resale Equipnlent,(Ta)iable) 20: 1 Mortison'15 GAL Remote Fill Containment 2ea.3" ports 21 1 Jomar 3" ball valve 22 1 FiIITte Handpump for evacuation w/ new check, valve 23. 2 Y x 10', aluminum drop tube - CARBIEVR Approved (onefortFli-bother for GAUGE) 24 1 X Dust'Cap for 927 Adapter - GARB EVR'Approve<i 25 1 3" Dry disconnect adapter "GARB EVR'Approyed 26 1 WAST'Rerimote Overfill Prevention.Valve EVRApprov6d 27 1 Emergency Vent 16oz 28 1 Misc'plumbing materials, flex connector, terminations 29 1 Wayne Reliant.S1 `Dispenser 30 31 32 33 34 35 36 Notes'and Exclusions: abor 37 Permifacqujsition °and cost per Usual and 66storimary; excludes P.lans/Drawings abor $12,564 38 Permit condifions'once'approved may'change scope, and'pricing bor $7 535 MEquipment 39 Includes Prevailing Wage bor $6;363 40 <Excludes underground conduits and wiring -Note, all work should be completed /-Permits $4,747 41 above ground. tals $581. 42 <Quote includes onlymisc electrical.su pplies as it expected that major equipment installation Materials 12,273 43 such .as new panels are not required Resale Equipment $6;750 44 All pipe to be NPT threaded, exciudes.welded pipe Non -Tax ST. $31;790 45 Excludes'modifications or'enhancements to Veeder Root tank monitor Taxable ST $9,023 46 Tax $744 47 Est: Freight $75 48 Total $41;632 Payment terms Deposit of,$10,000.00 prior to equipment order; balance due, NET'10. Lien notices will be filled for jobs over$5',000.00. Lien releases will be issued only upon final payment. Quotation includes estimated Sales tax. Sales tax for applicable items will be added to the final invoice. CA License 485184 1 of 3 G . v Exhibit "N' DATE`. 41/08/13 QUOTE # '2013WEH1226 THIS QUOTE' VALID FOR 60 DAYS FROM DATE OF OOOTATION. 1. QUOTATION TERMS &'CONDITIONS Service Station System's; Inc. ( "SSS ") is not responsible for recipient's ( "Custorer") loss of revenue, mcome'or profits uriderany ciFcumstance: Estimated, down tinter, ifgiven�in this quote; -are only an estimate based on industry standards and/or: experience. 2. SSS.shali not.be liable toAn ctistomer of this Quotation for any loss, damage, or delays occasioned; by =fi re, strikes, or material "stolen after delivery uporrpreniises; lockouts, acts of God; or the public enemy,. accidents' „Boycotts, weather, ifloods;,freight embargoes, causes incident;to national emergencies, war, or any oil er'causes•bevond the Control of SSS. 3., Prices used in the Quotation are based upon present prices, wolf: performed, during normal business hours.and upon the'conditiontuatthe Quota ion will be accepted mvithin60 days. Premium rates wilk applyto.all work done outside of normal business hours regardless of.ci use. Any-typographical errors are subject to correction without penalty to.SS& Any terms iriconsistent.with those;mited herein, and any additional terns, whichmay.bc part of Customer- ''spurchase' orderorany other documentation provided by Customer, arc heteby.acknowledggd byCustomert0 be rcjccted'oy SSS,in their entirety and will not be building on SSS in any manner: 4: Upon acceptance by- dwCustonmer, this Quotation and its related plan'and/or specifications agreed to between SSS and the Customer and signed by both parties, shall constitoteihe entire agreement and description of work to be porformed ("C6ritracf ), neiiher.SSS, nor Customer will be bound by,any oral representations orother.statements ofany, kind made'by any person, The project will lie constructed according to plans and specifications which have been examined by the Customer and which have been or will be signed by both SSS and Customer _xceptas expressly provided in Tbelow; aiiy work not•;expressly described in the . Quotatiom,including any dewatering,and any; related disposal work; is.escluded, and no other project work shall be performed witlu utpnor written'suthoriiation of both SSS-and Customer may be proyided on a SSSS's,cbange order-form describing ;ahe agreed terns including the price for such.additional work. 5. The Contract price is based, on the following mutual assumptions: (i) that the project site and adjoining land are not filled ground or hardpaii and ttie;bearing " ",capaciry of the ground exceeds 1,000 pounds persquare'toot andisstable, and contains no rock formations or. boulders; (ti) 'that.' hat there.are no septic tanks, pipe Imes, conduits; elearie hne"s;,sprinkler,lines,or any other obstructions othertharx those4ndi6ted on the, plans; ( iii )that- no.underground orsurface water conditions , will;interfere.wnh ttie.work and iv thatno stuchar e'en iieeriim willbor and,( iv) g g equired 11 hy'of the site conditions should vary from. the: above- assumptions requiring: additional work or materials to complete the work under lhe:Coottact,•or should the t ustonier order additional work, SSS shall be paid for saint as agreed upon in the sit6ect ctia n ge • order 6. The Cgn4act price does not include costs and disbursements 'reilbired. for obtaining permits of Iicenses'or any other authorization required by governmental agencies or any other public (or quart public)Autliorities; unless specie ically.included. TheCustorimer will pay assessments and ,charges requiredIby goyerninenial' agencies or,any other public (or-quasi-public) authornies; arid..any utilities; forftnancing orrcpaying,the cost of sewers; storm drains, watetservice;,and other utilities;-including sewer and.storm dm inrermbursemenl chargcs,.revolving fund charges and die Itkc. Ail ' rinits and plan;preparation will:be,perfohned.at SSS s currenLtime and materiel rates and cost mark ups., Prices quoted for plans and permits;are.esiinmates only. 7: The Customer agrecs` hatSSS.maymak'e anychanges:in plans or construction which may be: required to'conform to existing.ortuture b_uildiag coda zoning urdinances, or other re uirements of ins tin q pee g publicor'quasr- public aut}monties ongoyernmenta6 agencies, or unlit} companies. Additional work vequtred'to conform to such codes, ordinances; or requirement shall be ,paid for by the Customer in addition to.the contract':price at SSS 's rate indicated'on an agreed upon change order. S: SSS;will onlybe,responsible for,darnagc to underground services (septio:tanks,'pipe. lines; conduits; electric iines,sprinkler lines et .),wlien they havelbcen properly,and accurately indicated and marked "im the plans prior to;beginning excavation. 9; The liability of SSS'fordefects or malfunctions ofmateiials and equipmem installed is limited to'tfie,wturanties and bvaranteesofthe manufacturers ind/orsuppliers of said materials imd/or equipment. ALUOTHER WARRANTiES:AND.GUARANTEES; WHETI -IER EXPRESS; iMPLILU OR STATUTORY;:ARE HEREBY DISCLAIMED; iNCLUDINU THE IMPLIED WARRANTIES OF MERCHANTABILiTY AND FITNESSFOR•A PARTICULAR PURPOSE. to. SSS'wlii not be heldiiable.for delays ouuide.ofiSSS's conirol. Custoirneravi)I be:liable for hours in excess ofestimates which will be performed at SSS's currenttime and "material rates and'cost mark -ups. L in the event of cancellation by'Customer ofthi s Contract; Customer agrees to.reimburse SSS'for ail incidental expenses incuiriid bySSS to enter intotliis Contract, including SSS's expenses to prepare the Quotation plus mark up K. shown in #,24.below. 12. This entire Contract or any portion of the work to'be done hereunder may be assigned or subcontracted by SSS at SSS's discretion 13. Contract payments shall be due.and payable as_ provided in thi Quotation. Payment of.any additional, work is due'upon presentment 'of SSS's invoice. in the. event any payment is not made as specified, SSS mav,at its option declare the entire ;balance owing immediately due and payable in,full,.atid tnav stop work until fitly payment is made. Customerragrees to pay a service cliarge of 1,%% Imer month on all overdue,amounts until paid. fit the •event any 'poriion or all of an account remains unpaid 90.days after billing, Customer shall pay7all costs ofcollection, including reasonable attomev's:fees. 14. Any controversy or claim arising outof or relating to this Contact, ora breach thereof, shall firstbe submitted to non binding mediation. :Customerand'SSS agree.io include similar mediation agreement with all contractom, sub - contractors, sub- consultants;.suppliers and fabricators, thereby providing for mediation asihe primary method for dispute resolution .between all parties. If any such claims or.disputes are not settled, within a reasonable time afteram• party Just. request mediation, but on.no event exceeding 60 days from such request, the shall'besubmitted'to Small Claims Court il'within its jurisdiction. if the ,amount dispute exceeds ins jurisdiction, the matter shall;be settled inaccordance with the Construction Industry Arbitration Rules ofthe' Arnerican Arbitration Association andjudgment upon the award maybe entered:inany court ofcompetent jurisdiction. Notwithstanding the tot egoing,' SSS 'is express] vperniittedto file a contractor's or mechanic's lieu and initiate any legal action for enforcement of airy such lien. The court or arbitrator may award a reasonable attorney fee and/or costs . ofcollection to [lie preyailingpatty. All proceediiigs commence under.this paragraph 14; including any mediation or arbitration;, shall be conducted in Santa Clara County, andiany-and.all Small Claims Court actions shall be filed in Sanm ClarwCounity. CA Licens a 486 i 84 2of3 Exhibit "A° 15. In recogniilion of therrelati a risks,Irewards and-benctits of the project to both Customer and SSS, the risks havc.bm allocated such that Cusiontcr'agrecs that, to the fullest extent,pemtitied by law; SsS,s total liability to Customer forany an&all injuries, claims, losses, expenses, damages ,or claintarising out of this Contract front airy cause or causes; shall noi'exceed the labor charge' antotintpaidby Customer to.SSS °tmderdhis Contract. Such causes,indude,.burare \not limited )o,:negligence,eirors, omissions; strict Iiability,,andbreach ofcomractorbreach of%v arra not 16: Customer shall, to the fullest extentpermitied by law, indemnify<and hold harmless SSS,: its. officers, directors, employees;agents and anyother representatives from and against all damage, liability and cost, including reasonable attomey's.fees and defense costs arising,out of orfin any -way connected with'the performance by any of the parties named above of [he services under this-Contract, excepting only those;damages, liabilrtiesorcosts atiribtitable solely to the gross negligence orwillfid misconductbfSSS. 17: I f the proposed scope of work under this Contract is pending approval from any local or state governmental or regulatoryagencies; the State of California, and/or the Federal EPA, includiitg,but not limited to the Citv mud /orCouuty Fire, Building; Electrical, Plumbing, or Environmental Health Departments and any local -AQMD, and any changes or additional requirements as may ordered by any such regulatory or publiccmity -will be mutually abtieedupon by' 6 omerand SSS as part of achange order. 1g SSS, g4aramees the quality ofdhe w•orkmanshipTor a period of'oneyear from the dateof completiod of its work: This warranty is`liniited to • Workmanship only and does not include any labor;. parts, testing, trouble shooting, or replaccmerii ofarly.manufacturer's defective or failed equipment Any warranties - for.new equipment and parts are solely between tire buyer /owner of the equipment and the manufacture of the equipment. Any requesurnade by Customer, 6isRter employees onagents, for SSS,to repair or replace any piece ofequipmcri for; any reason is the sole responsibility of the owner of the uipment stud u�ll be billed to Customer at SSS's currentdinte an&ntaierials '`T &M" ( ),.equipmentratesandanark -ups. It is the soleresponsibility 'of the equipmentbuyer /owner of the equipment to understand the terms and conditions of anygnd all % arTaniies for equipment. Custonieracknowledges,and .agrees that most manufacturer warranties do not include any labor charges; 19. The compatibility n fanyequipment and parts are the sole ;resptmsibilityofCustomer. Any replacement, repair „modificaiion,:trouble shoutmg;;or\ addihooal, components required to make anysystcm compatible, whether new; -used .or existing equipment or parts, will bebilled to Cuslomer aeSSS's currentT &M rates plus materials and mark ups, This includes,.but is ndvlimitcd to, payment nehvurk compatibility, electrical and plum bing requirements, code compliance; software and programming, satellites or any piece of egtrf pment,or. part not provided by SSS -in the Quotation or under a change order. Additional charges will be assessed for delay's including but not,linnted to; software mal function network conneciNity;orback =office issues. PLU;and other advanced opt ion'piogrammingare excluded.anis the dealer's responsibility to v&ify;all programmmg/pricing °is accurate prior "to technician leaving site. 20: lt!is the responsibility ofCustomer, atthe titnea regoesrfora quotation is made; to disclose all-requirements for insurance, endorsements, certifications, prevathngwages reporting, or- any; conditions ;rcquired by'Custorner,fot the.:periottnance;ofdie proposed woik'iii compliance with applicable aws. SSS' hrayrequest copies of permits to operate plans; iesting results and site information at•any time during the performance of theproposcd e•ork. Failiire,to.disclose: this information may result in;additioiral charges. Failure.to disclose,site conditions that directly afiectthe ' performanee of th6voik outlined.in the Quotation may result in additi6na6charges: 21. Quotations for testing do not guarantee a passing iest,result;SSS will make all attempts to achieve a pasSing,testat`the time the (est is performed Tliis does nofinclude the repair or;replacemetitof any parts:,or equipment. Failed tests are the sole tesponstbility'of Customer; and repairs madc:during Testing w ill be billed at SSS'.s current TRIvT rates:as shown in section # 24 below: Full payment of ilie cost ofthe testing whether passed- orfailed, is Customer's ^sole' .,responsibility stud all balances for Testing work_are durst the time of im oice. NOTT: Test results,will.not be released or.filed with regulators, \and no`further;work will be performed bySSS, until charges,are,od in full. 22: A_lrContract paymcnts.will be'COD Lnless;provided otherwise by existing credit.terms agreed to'by SSS. \Customer will pay any;dcposit required as indicated in the Quotatioa;With the balance.dtic:upon completion of the work (or, in installments or progress payments as`described in.tlie Quotation). Lien polices maybe filed'bySSS for. any. Contract work: Lied releases will be issued only uponftnalpayment. Quotation'rnayocntay not includeseles; use onsimilarlocal taxes. All applicable sales;.use and any other Iocal,tax will be added to SSS'invoices. 23. The Quotation will.beconie.a contract between Ilie Customer and SSS-atthe time it is accepted by Custoinei-. To;aecept the Quotation and enter intaa binding contmet fort) e,wod: specifiedahcr'ein, Customer must sign below: No work will begin unril tlie;signed�Quotation is rcceivedIby SSS., Cancellation of the'Contractmay resull in charges -to Customerfor non returnable: equipment; parts, restocking „permit and planning wort: and the,like. A- portion oral] ofCuslomets deposit may be retained for payment of the foregoing charges. 24. For ail items referring to T &M pricing above; the Rate Sheet attached ill Schedule'Cof the N_lainienance;artd Repaii Agreement between SSS. and Customer will apply. In the event thatno such agreement is in place, 'the efollbwii ip rates apply; Labor. $88.00 per hour (Premium Rates at 1.5z and'2 :0;x as applicable) Travel: $88.00 per hots (Premium Rates at 1:5x and 2t0'x as applicable) Mileage: 50:95 per mile Parts: List Price Subcontract: Cost +20% Equipment. Rental: Market Rate TO ACCEP.T'THE "QUOTATION.TO W1IICH THESE TERMS AND CONDITIONS ARE `ATTACHED ;PLEASE DATE AND SIGN WHERE,INDICATED BELOW: (honer or.Authorized Representative: (Print Name) Signature: Title: Date: CA License •485184 Quote# 201,3WEH1226 Dated T1 /08/13 3of3 SERVSTA -01 HFAHY - A�o�RO' CERTIFICATE OF LIABILITY INSURANCE r DATD/YYYY) 2/111/211 /2014 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 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 George ox 3539 en Insurance Agency, Inc. P.O. Santa Rosa, CA 95402 CONTACT NAME: PHONE ) AJC No : (707) 525-4175 c o Ext (707 525 -4150 E -MAIL ADDRESS: INSURERS AFFORDING COVERAGE NAIC # INSURER A: insurance Company of the West 27847 INSURED INSURER B: INSURER C: $ Service Station Systems, Inc. INSURER D: 3224 Regional Parkway Santa Rosa, CA 95403 INSURER E: INSURER F: DAMAGE RENTED PREMISES' Ea occurrence _ $ COVERAGES CERTIFICATE NUMBER: RFVISInN NI MRFR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTVVITHSTANDING 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. INSR LTR TYPE OF INSURANCE ADDL INSR S BR WVD POLICY NUMBER POLICY EFF MM /DD/YYYY POLICY'EXP MMIDD LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR DAMAGE RENTED PREMISES' Ea occurrence _ $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG $ POLICY PRO- JECT LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE'LIMIT (Ea accident BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY Per accident ( ) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE ' PER ACCIDEN $ $ UMBRELLA LIAR HOCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED I I RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNERIEXECUTIVE YIN OFFICER/MEMBER EXCLUDED? � N/A WPL602130701 06/04/2013 06/04/2014 X WC STATU- OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE - $ 1,000,00 (Mandatory In NH) If yes, describe under D DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,00 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Proof of Coverage %,r-r% i Iria.m I c nvt.vr-rrt I.ANGtLLA 1 IUN City of Cupertino Attn: Chris Mertens 10555 Mary Ave Cupertino, CA 95014 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ( k. ©1988 -2010 ACORD CORPORATION. All rights reserved ACORD 26 (2010/05) The ACORD name and logo are registered marks of ACORD SERVII O OP ID: C1 CERTIFICATE OF LIAIBILIW INSURANCE °A� 021111H4 11114 ` "' 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(les) must 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 817 - 640 -503 NAME: Mark &Colleen Able Monroe & Monroe Insurance PHONE pqX gency, Ltd. 817 -640 -0131 C E No 2921 Galleria Dr., Suite 102 1 ington, TX 76011 ADDRESS: Chris Monroe, CIC INSURER (S) AFFORDING COVERAGE NAIC R INSURERA : Great American Ins Cos. 16691 INSURED Service Station Systems, Inc ,NSURERB:The Hanover Insurance Group 22292 680 Quinn Ave. San Jose, CA 95112 INSURERC: f NSURER D : INSURER E : — __ " ^•'- ••",• „' KtVI5IJN 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. INSR TYPE OF INSURANCE NUMBER PO Y EF POLICYEXP LIMITS A GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS -MADE � OCCUR Pollution Liab 02GL892222 - 11/15/13 11/15/14 EACH OCCURRENCE $ 1,000,00 X PREMISES H NILU occurrence) $ 100,00 MED:EXP (Any one person) $ X PERSONAL &ADV INJURY $ 1,000,00 X Professional Liab GENERAL AGGREGATE $ 3,000,00 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY X PRO LOC PRODUCTS - COMP /OP AGG $ 2,000,00 ,$ B AUTOMOBILE LIABILITY X ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS X HIRED AUTOS X AUTOS NON-OWNED AUTOS WD9365774 02 11/15/13 11/15/14 Ea: accident 1,000,00 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ A X UMBRELLA LIAB EXCESSLIAB X OCCUR CLAIMS -MADE 02XS184232 11/15/13 11/15/14 EACH OCCURRENCE $ 5,000,00 AGGREGATE $ 5,000,00 X I RETENTION 10.000 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORlPARTNERIEXECUTIVE OFFICER/MEMBER EXCLUDED? (fines, describe ib NH) fFyes, describe under DESCRIPTION OFOPERATIONSbelow NIA WC STATU- OTH- LIMITS E E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ A Installation 021M53595 11/15/13 11/15114 Max Limit 250,00 DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space Is required). he General Liability and Auto Liability policy includes a blanket dditional insured and waiver of subrogation endorsement that provides dditional insured and waiver of subrogation status to City of Cupertino, is city council, boards and commissions, officers employees and volunte()rs my when there is a written "insured contract” between the "SEE NOTES'' /"COTICIr"ATr uA, r�rr� - CLIPERTI City of Cupertino Attn Chris Mertens 10555 Mary Ave Cupertino, CA 95014 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. REPRESENTATIVE ©1988 -2010 ACORD:CORPORATION_ All rinhtfz rRQRfVArl ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD