The URL can be used to link to this page

Home My WebLink AboutItem 09 Approval of Generator Service Agreement for the New City HallC 0 e e . r i .. AGENDA ITEM COVER SHEEI Meeting Date: November 15, 2022 Item # 1. Reviewed By: Contact Name: Stephen C. Krug Department Dire( Contact Number: 6002 City Manager: Subject: Approval of Generator service agreement for the new City Hall. Background Summary: With the completion of the new City Hall, the City becomes responsible for all building maintenance. Staff is requesting a service agreement with the installation contractor for the generator. This will help ensure that any warranty items that may arise are resolved without conflict or issue. Attached you will find the generator service agreement proposal from TAW Power Systems Inc. Staff is requesting to waive regular purchasing procedures to ensure warranty and maintenance issues that may arise are resolved without conflict or issue. Public Works recommends award of this maintenance contract. Issue: Should the Honorable Mayor and City Commission approve the service agreement with TAW Power Systems Inc.? Recommendations: Staff recommends City Commission approve the service agreement with TAW Power Systems Inc. and authorize the Mayor, City Clerk, and Staff to execute the required contract documents once insurance is received. Attachments: TAW Power Systems Inc. Service Agreement Proposal Financial Impact: TAW Power Systems Inc. Service Agreement is approximately $9,425/ year. Type of Item: (please mark with an `z ) Public Hearing Ordinance First Reading Ordinance Second Reading Resolution X Commission Approval Discussion & Direction For, Clerk's Dept Use: Consent Agenda Public Hearing Regular Agenda Original Document/Contract Attached for Execution by City Clerk X Original Document/Contract Held by Department for Execution Reviewed by City Attorney N/A Reviewed by Finance Dept. y t - - N/A 2 PERIODIC MAINTENANCE AGREEMENT Engine and Generator Systems September 20, 2022 OCOEE CITY HALL ("Customer'), of 150 N LAKESHORE DR., OCOEE, Florida, 34761 and TAW POWER SYSTEMS, INC., ("Contractor or TAW") of, 6312 78Th Street, Riverview Florida, 33578, in consideration of the promises inade in this Agreement and intending to be legally bound, agree as follows: RECITALS CUStomer owns a generator system, together with associated equipment (herein "System"), for use by Customer in providing emergency and other sources of electrical power to a facility or facilities owned or operated by Customer. Contractor is engaged in the service and maintenance of'systems like the System owned or operated by Customer and has been requested to provide maintenance and/or testing to the System pursuant to the terms and conditions of this Agreement (the "Services"). NIAINTENANCE SERVICES 1. Contractor shall maintain and service the System, consisting of the equipment on Exhibit "A" attached to this Agreement and incorporated herein by reference (the "Equipmcut"), in accordance with schedule of Services described on Exhibit "A". Contractor shall provide scheduled preventive maintenance, with the schedule to be based on the specific needs of the Equipment as determined by Contractor. 1n addition, Contractor may provide other remedial maintenance and/or testing at Customer's request, as and when needed. Service maintenance and/or testing may include, without limitation, lubrication, adjustments, testing, and replacement of parts and components deemed necessary by Contractor. Scheduled Maintenance shall include those items of service and/or testing described on Exhibit "A" attached hereto, to be performed by Contractor at the intervals specified hereon. Other maintenance and/or testing requested by Customer and not described on Exhibit "A" shall include those items of service requested by Customer and agreed upon by Conhractor. EXCLUSIONS 1. Unless otherwise agreed by Contractor in writing, the service and maintenance performed pursuant to this Agreement shall not include any of the following: (a) Electrical work external to the Equipment (b) Furnishing of supplies or accessories. ('c) Painting or refinishing the Equipment of Furnishing the material therefore. (d) Making specification changes to the Equipment. (e) Performing services connected with relocation of the Equipment. (1) Repairing damage resulting fi•mn, or furnishing parts required as a result of causes other than ordinary wear and tear including, without limitation: neglect: misuse, including faulty repair or maintenance by persons other than the Contractor; accidents; failure of electrical power, air conditioning, humidity control or events outside the reasonable control of Contractor, such as, but not limited to, Acts of God. (g) Adding, removing, servicing, or maintaining accessories, attachments, or other devices not furnished by Contractor, unless specifically scheduled on Exhibit "A". (h) Others: PARTS 3. Contractor shall furnish parts as necessary at Contractor's then current scheduled price or on an exchange basis, regardless of when installed and such parts shall be either new or equivalent to new in performance when used in the Equipment. CHARGES 4. (A) Charges I'or the periodic maintenance described on Exhibit "A" are described herein. (b) Charges for on -call, unscheduled service, or for Services otherwise requested by Customer, shall be at the rates then published and agreed upon by Contractor, in writing. PAYMENT OF CHARGES 5. Customer agrees to pay, Contractor immediately upon completion for the scheduled maintenance described on Exhibit "A". Customer otherwise agrees to pay Contractor for all on -call, unscheduled or otherwise Customer requested maintenance charges immediately on completion unless otherwise agreed by Contractor in writing. If Contractor elects to accept payment from Customer other than on completion for the Services provided pursuant to this Agreement, Customer shall promptly comply with terms of payment granted by Contractor. Any payment due, shall entitle Contractor to seek, in addition to the principal amount owed, interest at eighteen percent (18%) per year or maximum rate allowable by Florida law. 'PERM 6. This Agreement shall be effective from the date of its execution by Contractor and Customer and shall remain in force unless terminated, in writing, by either party giving the other thirty (30) days written notice as provided herein. however, the giving of notice of termination shall not relieve or eliminate the obligations of the Contractor and/or Customer occurring bei'ore the termination date, unless otherwise agreed by the parties hereto in writing. WARRANTY; LIMITATION 7. (a) Contractor warrants that under normal conditions of use and operation, the Services furnished pursuant to this Agreement shall be free from defects in workmanship and that the parts furnished pursuant to this Agreement shall be free from defects in workmanship and material. (b) Contractor's obligation under this warranty is limited to the repair or replacement, at its option, of any part that, within ninety, (90) days after installation and acceptance, is established by Contractor not to be in conformity with the Equipment manufacturers published specifications. Contractor further warrants that its Services rendered pursuant to this Agreement shall be free of defects in workmanship f'or ninety (90) days after performance of Services, but Contractor's obligation shall be limited to correction of the defective workmanship. (c) The foregoing warranty and conditions shall apply only to any repaired or replaced product, part, or component supplied by Contractor, together with the workmanship as provided herein. (d) THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (e) Customer agrees that the sole remedies for the breach of any warranties contained in this Agreement are those expressly stated in this provision. Customer further agrees that in no event shall Contractor's liability to Customer for damages of any nature exceed the total charges paid or payable for either (I) the total charges paid or payable for all Services during one (1) year under this Agreement if the liability arises from the provision of such Services; or (2) the purchase price of the parts if the liability results from the provision of such parts. ACCESS TO EQUIPMENT; PERFORMANCE OF SERVICES; CUSTOMER OBLIGATIONS 8. (a) Contractor's maintenance personnel shall have free access to the System and the Equipment for the purpose of providing maintenance service. (b) During the Services provided pursuant to this Agreement as to the System, whether an interruption in electrical services in contemplated by Customer or Contractor or not, as a matter of allocating between Customer and Contractor the risks associated with an interruption in electrical services and/or taking the System off line. Customer agrees to use its best efforts to fully and completely secure all or any part of any facility in which the System is located, as the case may be, for any and all safety issues that an electrical service interruption might give rise to, including but not limited to, injury to building occupants, customers, invitees, or any third party andlor properly damage, or work interruption, arising out of any event of maintenance or testing performed by Contractor as to the System. Customer agrees with Contractor that securing of the premises in order for Contractor to perform its Services is a material and critical element of this Agreement and, prior to the performance of any maintenance and/or testing Services under this Agreement, Customer will receive and execute with Contractor a written Notification and Acknowledgement of Inspection and Warning ("Notification') related to the Services provided herein. The Notification shall include Contractor's estimate as to when interruption of electrical services may occur during the performance of its obligations nuclei- this Agreement. Customer further agrees that Contractor shall have no liability to Customer or any third party for any estimate given in connection with potential interruptions in electrical services during the performance of Contractor's obligations herein, it being acknowledged by Customer that Contractor's Services are often affected by acts of third parties and/or components or elements f the System that do not allow for more specific and accurate estimates as to when an electrical service interruption may occur. DELAYS 9. Contractor shall not be liable for any delays in performance directly or indirectly resulting from acts of Customer, its agents, employees, or subcontractors, or causes beyond the reasonable control of Contactor. "Causes beyond the reasonable control of Contractor" include, but are not limited to: (a) Acts of God (h) Strikes. civil commotions, or revolutions (b) Acts of a public enemy (i) Freight embargos (c) Acts of the United States or the District of Columbia, or any State (j) Unusually severe weather conditions or Territory of the United States, or any of their political subdivision. (k) Default of Contractor's subcontractors or suppliers (d) Fire (1) Normal wear and tear (e) Flood (in) Overloads (1) Epidemics (n) Improper operation and/or abuse of the System by Customer or other third parties (g) Quarantine restrictions (o) Accidents beyond the reasonable control of Contractor. CONSEQUENTIAL DAMAGES 10. CUS"TOMER AGREES THAT CONTRACTOR SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR FOR THE LOSS OF PROFITS, REVENUES, OR ANY OTHER LOSSES ARISING OUT OF ANY DEFAULT UNDER THIS AGREEMENT, EVEN IF CONTRACTOR SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE. IDEIMNIFICATION OF CONTRACTOR 11. Customer agrees to defend, hold harmless, and indemnify Contractor, its officers, directors, employees and agents for any and all losses, damages, and liabilities, legal or non -legal, arising out of any interruption in electrical services or as to any other incident or event as to the System which is not caused by the willful misconduct or gross negligence of Contractor. Customer further agrees with Contractor that this Agreement of indemnification shall include, without limitation, any attorney's fees, costs or other legal or non -legal expenses of any description incurred by Contractor. TERMINATION 12. Contractor shall have the right to terminate this Agreement in the event any one of the following instances of default occurs and is not remedied within seven (7) days after receipt ora written notice thereof: (a) Failure of Customer to pay or make financial arrangements satisfactory to Contractor for the Services described herein: (b) Customer's failure to perform or observe any of the terms and conditions Under this Agreement, including, without limitation, timely payment of any sums due Contractor; (c) Any assignment of Customer's business or assets for the benefit of creditors; (d) The filing of a petition in bankruptcy by or against Customer; (e) The appointment of a receiver, trustee in bankruptcy, or similar officer to take charge of all or part of Customer's property; (1) Others: MISCELLANEOUS 13. In addition to the other terms and conditions of this Agreement, Customer and Contractor torther agree that the following shall also govern this Agreement: (a) Waiver. No waiver of any of the terms or conditions of this Agreement shall be binding or effective for any purpose unless expressed in writing and executed by the party giving the same. (b) Governing Law; Constitution. This Agreement is being delivered and performed in the State of Florida and shall be construed in accordance with, related to this Agreement shall be placed in the courts of Polk or Hillsborough and governed by, the laws of the State of Florida. Venue of any action County, Florida, exclusively. This Agreement, together with any other documents executed in conjunction with or pursuant to this Agreement shall not be construed against either Customer or Contractor, regardless of which party drafted the Agreement, it being intended this Agreement is the product of informed negotiations between both parties with full knowledge of the meaning of the terms and conditions hereto. (c) Enforcement in connection with any action out of this Agreement, or in any way relating to the transactions contemplated hereby, the prevailing party in such action shall be entitled to recover from the non -prevailing party, all court costs and expenses of litigation, including attorney's tees, court costs, costs of investi-ation, accounting and other costs reasonably related to the litigation, including, but without limitation, all attorney's fees and costs subsequent to enhy of any judgment on behalf of the prevailing party, on appeal, in connection with any bankruptcy proceedings, or in any alternative dispute resolution proceedings. THE PARTIES TO THIS AGREEMENT HEREBY WAIVE, WITHOUT EXCEPTION, ANY RIGHT TO JURY TRIAL RELATED TO ANY ISSUE OR MATTER ARISING OUT OF OR IN CONNECITON WITII THIS AGREEMENT. (d) Successors and Assigns. All of the terms and conditions of this Agreement, and the rights and obligations of the parties hereunder, shall be binding upon and shall inure to the benefit of the respective heirs, personal representatives, successors and assigns of the parties hereto. (e) Entire Agreement. This Agreement, any Agreements referenced herein and exhibits attached hereto constitute the entire Agreement and understanding of the parties with respect to the transactions contemplated hereby as an exclusive statement, and incorporate and supersede all prior and contemporaueouS negotiations, agreements and understandings related to the subject matter hereof. This Agreement, referenced Agreements, and exhibits may not be amended, terminated or otherwise modified, except by a written instrument executed by all of the parties to be bound thereby. (f) Notice. Subject to notice of change of address, in the manner provided in this Paragraph, any notice, request, instruction, or other document to be given under this Agreement by any party to any other party shall be in writing, signed by or on behalf of the party giving notice, and shall be deemed to have been given on the earlier to occur of I . the date of actual delivery; or 2. five ('5) days after the date on which such notice is mailed by United States Mail, postage prepaid to each party at the addresses listed below; or 3. the date of electronic facsimile transmission that is verified by the issuance of a successful facsimile transmission report at the facsimile telephone number for the receiving party, which is currently on file with the sending party; or the business day following the day on which such notice is sent by any next day or overnight delivery service to each party at the address listed below. (g) All scheduled I'M appointments canceled by customer when technician arrives at site will be subject to a cancellation fee. A three (3) hour minimum Service call charge will be charged to customer. If to the customer: OCOEE CITY HALL ATTN: JAMIE CROTEAU 150 N LAKESHORE DR. OCOEE, FL 34761 Phone: 407-905-3159 Email: JCroteau@ocoee.org If to the Contractor: TAW Power Systems, Inc. Attn: John St. Louis 6312 78th Street Riverview, FL 33569 Phone: 866-860-6267 Fax: 813-217-8074 With copy to: James A. Turner III Tampa Armature Worts, Inc. 6312 781" Street Riverview. FL 33569 Neither party shall hold the other in default hereunder without fast giving seven (7) days written notice of default and specifying the action required to cure the default. Please print and sign both areas of the contract including the Exhibit page. CUSTOMER: OCOEE CITY HALL Signed By: Print Name: CONTRACTOR TAW Power Systems, Inc. Date: By: _Thomas Herman As its: Account Representative Where Applicable and \Pith Customer Written Permission. Contract price is based on normal business hours (7:30 AM to 4:00 PNI Nlonday throutzh Fridav) PROPOSAL EXHIBIT A FIRST YEAR PERIODIC MAINTENANCE PROPOSAL ENGINE -GENERATOR SYSTEMS QUARTERLY INSPECTION Proposal # TH51622-00183 September 20, 2022 Upon acceptance of this proposal TAW will perform the services listed below, TAW will inspect during business hours at least 4 time each year while this agreement rernains in effect. These inspections will include: Lube, oil and filter change (Once/year) Fuel filter change (Once/year) Check air cleaner (Once/year) Check coolant level Test anti -freeze and adjust Inspect belts condition Check engine heater operation Inspect air intakes and outlets Check transfer tank operation Drain exhaust line Inspect silencer Check battery charger operation and charging rate Check battery electrolyte levels and specific gravity Emergency system operation without load transfer `Emergency system operation with load transfer(If allowed) X Frequency check/governor adjustment *Confirm transfer switch and accessory operation Check alternator charge rate Confirm engine and generator gauge operation Confirm generator controller operation Check unit output voltage and adjust as necessary Check Fuel Tank Level Inspect fuel line and electrical connections Annual Fuel Analysis (Optional $175.00) Annual Oil Analysis (Optional $125.00) Annual Coolant Analysis (Optional $125.00) Annual Resistive Load Bank Test 4 Hour Check Interstitial/leak alarm in double wall diesel fuel tank ($150.00 Once/Year) High fuel level and Low fuel alarm ($150.00 each/Year) X X X X X X X X X X X X X ** Where Applicable and With Customer Written Permission. Contract price is based on normal business hours (7:30 AM to 4:00 PM Monday through Friday) Manufacturer/ KW Model Serial Number Location Major 3 Each Minor(s) @ Sub -Total 1<011ler/80010N, KD800 3333G1\1,I110005 SAME S800.00 S200.00 $1,400.00 Load Test w/ NIajor 4 hour $2,1.50.00 i\legget- Testing w/Major $2,600.00 Oil Analysis w/NIajor 1 Quantity S125.00 / EA $125.00 Coolant Analysis w/Major I Quantity S125.00 / EA $125.00 Fuel Analysis �v/Major I Tank S175.00 / EA $175.00 SUB -TOTAL $7,175.00 Please note the oil is only changed in alternating years per Kohler. This is the IIt year pricing. Sales Tax is due on all work unless a valid tax-exempt certificate is supplied. This proposal is open for acceptance for 30 days. Terms & Conditions: TAW Periodic Maintenance Agreement & Notification incorporated herein. Proposal Acceptance Customer Date Sub -Total: $7,025.00 State Sales Tax: $EXPT County Sales Tax: $EXPT Total: $7,025.00 TAW Power Systems, Inc. Date PROPOSAL EXHIBIT B *-SECOND YEAR PERIODIC MAINTENANCE PROPOSAL ENGINE -GENERATOR SYSTEMS QUARTERLY INSPECTION Proposal # TH-51622-00184 September 20, 2022 Upon acceptance of this proposal TAW will perform the services listed below, TAW will inspect during business hours at least 4 time each year while this agreement remains in effect. These inspections will include: Lube, oil and filter change Fuel filter change Change air cleaner Check coolant level Test anti -freeze and adjust Inspect belts condition Check engine heater operation Inspect air intakes and outlets Check transfer tank operation Drain exhaust line Inspect silencer Check battery charger operation and charging rate Check battery electrolyte levels and specific gravity Emergency systern operation without load transfer *Emergency system operation with load transfer(If allowed) Frequency check/governor adjustment **Confirm transfer switch and accessory operation Check alternator charge rate Confirm engine and generator gauge operation Confirm generator controller operation Check unit output voltage and adjust as necessary Check Fuel Tank Level Inspect fuel line and electrical connections Annual Fuel Analysis (Optional $175.00) Annual Oil Analysis (Optional $125.00) Annual Coolant Analysis (Optional $125.00) Annual Resistive Load Bank Test 4 Hour Check Interstitial/leak alarm in double wall diesel fuel tank ($150.00 Once/Year) High fuel level and Low fuel alarm ($150.00 each/Year) ** Where Applicable and With Customer Written Permission. Contract price is based on normal business hours (7:30 AM to 4:00 PM Monday through Friday) Manufacturer / KW Model Serial Number Location Major 3 Each Minor(s) @ Sub -Total Kohler/8000KR' KD800 3333GNIJK0005 SAN4E S3,200.00 S200.00 $3,800.00 Load Test w/ Nlajor 4 hour $2,150.00 Megger Testing w/Nlajor S2,600.00 Oil Analysis w/N4ajor I Quantity S125.00 / EA $125.00 Coolant Analysis vv/N4ajor I Quantity S125.00 / EA S125.00 Fuel Analysis w/Nlajor 1 Tank S175.00 / EA $175.00 SUB -TOTAL $7,375.00 Please note the oil is only changed in alternating years per Kohler. This is the 2na year pricing. Sales Tax is due on all work unless a valid tax-exempt certificate is supplied. This proposal is open for acceptance for 30 days. Terms & Conditions: TAW Periodic Maintenance Agreement & Notification incorporated herein. Proposal Acceptance Customer Date TAW Power Systems, Inc. Sub -Total: $9,425,00 State Sales Tax: $EXPT County Sales Tax: $EXPT Total: $9,425.00 Date 5