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Home My WebLink AboutCAG2023-519 - Original - Siemens Industry, Inc. - HVAC Technical & APOGEE System Software Support - 10/11/2023 FOR CITY OF KENT OFFICIAL USE ONLY Sup/Mgr:wm Agreement Routing Form DirAsst: -/- For Approvals,Signatures and Records Management Di r/Dep: BL K EN T This form combines&replaces the Request for Mayor's Signature and Contract Cover s� (Optional) W A S H I N G T O N Sheet forms. (Print on pink or cherry colored paper) Originator: Department: Leah Bryant for Ken Crutcher Parks, Recreation & Community Services Date Sent: Date Required: > 08/30/2023 09/15/2023 0 CL Authorized to Sign: Date of Council Approval: Q0Mayor or Designee NA Budqet Account Number: Grant? Yes No W1 54006940.63600.5800 Budget?W]Yes ONO Type: N/A Vendor Name: Category: Siemens Industry, Inc. Contract Vendor Number: Sub-Category: = 33599 Original Siemens HVAC System Software Project Name: Y Support oProject Details: As described in attached Exhibit A, incorporated herein, the vendor shall Provide technical and system support services for APOGEE software for HVAC systems in City buildings located at various addresses in the City of Kent. C Basis for Selection of Contractor: � Agreement Amount: $25,803.04 Other W *Memo to Mayor must be attached A. Start Date: 10/01/2023 Termination Date: 9/30/2024 Q Local Business? Yes Who*If meets requirements per KCC 3.70.100,please complete'Vendor Purchase-Local Exceptions'form on Cityspace. Business License Verification: W1 Yes In-ProcessEl Exempt(KCC 5.01.045) W1 Authorized Signer Verified Notice required prior to disclosure? Contract Number: F—]YeswINo CAG2023-519 Comments: Basis for Selection of Contractor was Direct Negotiation Technology Contract. KCC i 3.70.110(D) 0 c c in 0 •� L a cc Date Received:City Attorney:10/4/23 Date Routed:Mayor's Office 10/4/23 City Clerk's Office adccW22373_1_20 Visit Documents.KentWA.gov to obtain copies of all agreements rev.20221201 KENT WISHINGTON GOODS & SERVICES AGREEMENT between the City of Kent and Siemens Industry, Inc. THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and Siemens Industry, Inc. organized under the laws of the State of Washington, located and doing business at 15900 SE Eastgate Way, Ste. 200, Bellevue, WA 98008 (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. The Vendor shall provide the following goods and materials and/or perform the following services for the City: As described in attached Exhibit A, incorporated herein, the vendor shall Provide technical and system support services for APOGEE software for HVAC systems in City buildings located at various addresses in the City of Kent. The Vendor acknowledges and understands that it is not the City's exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, the Vendor shall complete the work and provide all goods, materials, and services by 09/30/2024. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $25,803.04, including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: The vendor shall invoice the City quarterly for the services provided Card Payment Program. The Vendor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative to payment GOODS & SERVICES AGREEMENT - 1 (Over$20,000, including WSST) by check and is available for the convenience of the Vendor. If the Vendor voluntarily participates in this Program, the Vendor will be solely responsible for any fees imposed by financial institutions or credit card companies. The Vendor shall not charge those fees back to the City. If the City objects to all or any portion of an invoice, it shall notify the Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from the Vendor for any defective or unauthorized goods, materials or services. If the Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and the Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor. B. Final Payment: Waiver of Claims. VENDOR'S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement. By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which the Vendor's services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained the Vendor's services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Vendor's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington. F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, the Vendor must submit a written amendment request to the GOODS & SERVICES AGREEMENT - 2 (Over$20,000, including WSST) person listed in the notice provision section of this Agreement, Section XV(D), within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VIII, Claims, below. The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by the Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, or other natural disaster or acts of government ("force majeure event"). Performance that is prevented or delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing state or national declarations of emergency, or any current social distancing restrictions or personal protective equipment requirements that may be required under federal, state, or local law in response to the current pandemic. If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. Notwithstanding other provisions of this section, the Vendor shall not be entitled to, and the City shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Vendor due to a force majeure event. Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. If a force majeure event occurs, the City may direct the Vendor to restart any work or performance that may have ceased, to change the work, or to take other action to secure the work or the project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Vendor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be borne by the Vendor. VIII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section. The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed GOODS & SERVICES AGREEMENT - 3 (Over$20,000, including WSST) to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). IX. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR'S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. X. WARRANTY. The Vendor warrants that it will faithfully and satisfactorily perform all work provided under this Agreement in accordance with the provisions of this Agreement. In addition to any other warranty provided for at law or herein, this Agreement is additionally subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. The Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and the Vendor's representations to City. The Vendor shall promptly correct all defects in workmanship and materials: (1) when the Vendor knows or should have known of the defect, or (2) upon the Vendor's receipt of notification from the City of the existence or discovery of the defect. In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for GOODS & SERVICES AGREEMENT - 4 (Over$20,000, including WSST) that portion of the work shall extend for an additional year beyond the original warranty period applicable to the overall work. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. XI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. The Vendor shall execute the attached City of Kent Non-Discrimination Policy Declaration and comply with City Administrative Policy 1.2. XII. INDEMNIFICATION. The Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of the Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event the Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor's part, then the Vendor shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Vendor's part. The provisions of this section shall survive the expiration or termination of this Agreement. XIII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XIV. WORK PERFORMED AT VENDOR'S RISK. The Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at the Vendor's own risk, and the Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. GOODS & SERVICES AGREEMENT - 5 (Over$20,000, including WSST) C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and the Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to the Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. I. Public Records Act. The Vendor acknowledges that the City is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Vendor in its performance of this Agreement may be subject to public review and disclosure, even if those records are not produced to or possessed by the City of Kent. As such, the Vendor agrees to cooperate fully with the City in satisfying the City's duties and obligations under the Public Records Act. J. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. K. Counterparts and Signatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. All acts consistent with the authority of this Agreement and prior GOODS & SERVICES AGREEMENT - 6 (Over$20,000, including WSST) to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed to have applied. VENDOR: CITY OF KENT: M�f Smlowt- By:Matt Smart(Sep 25,202313:18 PDT) By: Print Name: Matt Smart Print Name: Dana Ralph Its Area Sales Manager Its Mayor DATE: Sep 25,2023 DATE: 10/11/2023 NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: VENDOR: CITY OF KENT: Joe Tomola Will Moore Siemens Industry, Inc. City of Kent 15900 SE Eastgate Way, Suite 200 220 Fourth Avenue South Bellevue, WA 98008 Kent, WA 98032 (425) 233-4828 (telephone) (253) 856-5081 (telephone) joe.tomola@siemens.com (email) wmoore@kentwa.gov (email) APPROVED AS TO FORM: 2�n O'tk Kent Law Department ATTEST: L�' k/aak Kent City Clerk [In this field,you may enter the electronic filepath where the contract has been saved] GOODS & SERVICES AGREEMENT - 7 (Over$20,000, including WSST) DECLARATION CITY OF KENT NON-DISCRIMINATION POLICY The City of Kent (City) is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors, consultants, vendors, and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The City of Kent and its contractors are subject to and will comply with the following: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs Of The Department Of Transportation-Effectuation Of Title VI Of The Civil Rights Act Of 1964); • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964). • Ch. 49.60 RCW (Washington Law Against Discrimination) The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and Regulations". The following statements specifically identify the requirements the City deems necessary for any contractor, subcontractor, or supplier on this specific Agreement to adhere to. An affirmation of all of the following is required for this Agreement to be valid and binding. If any contractor, subcontractor, or supplier willfully misrepresents themselves with regard to the directives outlined below, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement. The statements are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement I, the prime contractor, will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: EEO COMPLIANCE DOCUMENTS - 1 of 5 A. Compliance with Regulations: The contractor, subcontractor, consultant, vendor, and supplier (hereinafter "Contractor") will comply with all Acts and the Regulations relative to non-discrimination, including those applicable to Federally- assisted programs of the U.S. Department of Transportation, State-assisted programs through the Washington State Department of Transportation, and generally under Washington's Law Against Discrimination, Ch. 49.60 RCW, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. B. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. D. Information and Reports: The contractor will provide all information and reports required by the Acts and Regulations and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined applicable to contractor's contract by the City or the Washington State Department of Transportation to be pertinent to ascertain compliance with such Acts and Regulations and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the City or the Washington State Department of Transportation, as appropriate, and will set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the non-discrimination provisions of this contract, the City will impose such contract sanctions as it or the Washington State Department of Transportation may determine to be appropriate, including, but not limited to: a. withholding payments to the contractor under the contract until the contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. F. Incorporation of Provisions: The contractor will include the provisions of paragraphs (A) through (F) above in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts and Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the City or the Washington State Department of Transportation may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, EEO COMPLIANCE DOCUMENTS - 2 of 5 or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. 6. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non-Discrimination Authorities: i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); iv. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); viii. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; ix. The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); X. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; EEO COMPLIANCE DOCUMENTS - 3 of 5 xi. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); xii. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). xiii. Washington Law Against Discrimination (Ch. 49.60 RCW) 7. The submission of the final invoice for this contract will constitute a reaffirmation that the preceding statements were complied with during the course of the contract's performance. By signing below, I agree to fulfill the five requirements referenced above. M�tSHwll-t By: Matt Smart(Sep 25,202313:18 PDT) For: Siemens AG Title: Siemens AG Date: Sep 25,2023 EEO COMPLIANCE DOCUMENTS - 4 of 5 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022 SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998 APPROVED BY Dana Ralph, Mayor POLICY: Equal employment opportunity and non-discrimination in contracting requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants, and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Further, all contractors, subcontractors, consultants, suppliers, grantees, or subgrantees of the City, regardless of the value of the Agreement, are required to sign the City's Non-Discrimination Policy Declaration, prior to commencing performance. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to coordinate with the City's Title VI coordinator, and perform the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 5 of 5 Exhibit A SIEMENS PROPOSAL City of Kent BAS Service Agreement 2023/2024 PREPARED BY Siemens Industry, Inc. ("Siemens") PREPARED FOR CITY OF KENT DELIVERED ON August 4th, 2023 STATE & LOCAL GOVERNMENT Transforming the Everyday O - r CIA - FF � trY,� � LI< r Jill - - T Alk .^ F e Y— r LM. r t' -`- - ..r � � SIEMENS Table of Contents INTRODUCTION .............................................................................................................. 1 ProposalInformation ............................................................................................. 1 ContactInformation .............................................................................................. 3 CUSTOMER OVERVIEW.................................................................................................... 4 ExecutiveSummary ............................................................................................... 4 Siemens Capabilities & Customer Commitment ...................................................... 5 SERVICESOLUTION......................................................................................................... 6 Building Services — Automation.............................................................................. 6 Emergency Response Times —Automation ............................................................. 8 SERVICE IMPLEMENTATION PLAN .................................................................................... 9 Connectivity and Communications......................................................................... 9 Service Agreement Contract Characteristics.......................................................... 11 EquipmentRelated Services ................................................................................. 12 GeneralServices .................................................................................................. 13 ServiceTeam ....................................................................................................... 14 TERMS AND CONDITIONS ............................................................................................. 15 Termsand Conditions.......................................................................................... 15 Agreement Terms for Investments ....................................................................... 16 SIGNATURE PAGE ......................................................................................................... 17 SignaturePage .................................................................................................... 17 APPENDICES ................................................................................................................. 18 Appendix A: Siemens Service Portfolio ................................................................. 18 Page 2 of 18 SIEMENS Contact Information Proposal #: 7847356 Date: August 4th, 2023 Sales Executive: Joe Tomola Branch Address: 15900 SE Eastgate Way, Ste. 200 Bellevue, WA 98008 Telephone: 425-233-4828 Email Address: joe.tomola@siemens.com Customer Contact: Will Moore Customer: CITY OF KENT Address: 220 4TH AVE S KENT WA 98032-5838 Services shall be provided at: Multiple City of Kent Sites Page 3 of 18 SIEMENS Executive Summary Customer Needs The Services proposed in this agreement are specifically designed for the CITY OF KENT, and the services provided herein will help you in achieving your facility goals. Services Included Siemens will provide the following services. Service Description • Customer Directed Support • Server Software Maintenance • Control Loop Tuning Page 4 of 18 SIEMENS Siemens Capabilities & Customer Commitment Siemens Industry, Inc. is a leading single-source provider of cost-effective facility performance solutions for the comfort, life safety, security, energy efficiency and operation of some of the most technically advanced buildings in the world. For more than 150 years, Siemens has built a culture of long-term commitment to customers through innovation and technology. Siemens is a financially strong global organization with a Branch network that delivers personalized service and support to customers in multiple industries and locations. References are available upon request. Page 5 of 18 SIEMENS Building Services - Automation Services that deliver the outcomes you want to achieve Services delivered by Siemens have been developed to help you achieve the outcomes you expect. Scope of Services Customer Directed Support With Customer Directed Support, Siemens will provide a trained and experienced specialist or technician who will work under your direction.The intent of this service is to offer you labor assistance in completing a special project, or to meet a facility objective. Specific job responsibilities, goals, work hours and other associated deliverables of this service are listed in the Appendix section of this service agreement. Included in this service agreement is field technician support to perform up to four(4) days of customer directed support during the period of performance. The hours included are estimated at standard working time rates. Control Loop Tuning Control loops drift out of calibration with changes in mechanical efficiency, building use, and climatic conditions. Through this service Siemens will ensure control loops for devices such as valves, dampers, actuators, etc., experience minimized overshooting and oscillatory behavior. The control loops to be included as part of this service are itemized in the List of Equipment Related Services in this service agreement. Included in this service agreement is field technician support to perform loop tuning on 16 control loops annually, loop priority to be determined by customer and Siemens technician at time of service. Data Backup and Restore Services Siemens will perform scheduled database backups of your workstation database and graphics and/or field panel databases and provide safe storage of this critical business information. Should a catastrophic event occur, we will respond onsite (or online if such service is included in this service agreement) to reload the databases and system files from our stored backup copy, to restore your operation as soon as possible. The equipment to be included as part of this service is itemized in the List of Equipment Related Services in this service agreement. Included in this service agreement are quarterly database back ups, not to exceed four (4) per period of performance. Onsite field technician shall perform this task during customer directed support visits. Software Maintenance Using appropriate tools from Siemens'suite of diagnostic tools, we periodically perform system diagnostics and then take corrective actions to ensure that the Building Automation System is performing at peak efficiency or to customer requirements. We make sure that software changes are clear and consistent, address any failed points, points in alarm, points in operator priority and take corrective action. We identify and correct software corruption and inconsistencies; eliminate duplicate points, redundant loops and causes Page 6 of 18 SIEMEN Arm of unnecessary traffic; and address unresolved points and alarm reporting problems. This will ensure that the system operates quickly, accurately and efficiently as originally designed and installed or as determined by current standards or requirements. Included in this service agreement is field technician support to perform server software maintenance twice annually. Page 7 of 18 SIEMENS Emergency Response Times - Automation Emergency Online/Phone Response Standard Monday through Sunday, 24 Hours per Day, System and software troubleshooting and diagnostics will be provided remotely to enable faster response to emergency service requests and to reduce the costs and disruptions of downtime. Siemens will respond within 4 hours, Monday through Sunday, 24 hours per day, excluding Holidays, upon receiving notification of an emergency, as determined by your staff and Siemens. Where applicable, Siemens will furnish and install the necessary online service technology to enable us to remotely access into your system, through a communications protocol (internet connection or dedicated telephone line) that will be provided by the facility. Where remote access is not available to the system, Siemens will provide phone support to your staff to assist in their onsite troubleshooting and diagnosis. If remote diagnostics determine a site visit is required to resolve the problem, a technician can be dispatched. Depending on your contract coverage, the on-site dispatch will be covered or will be a billable service call. Emergency On-site Response Standard Monday through Sunday, 24 hours per day, Emergency Onsite Response will be provided to reduce the costs and disruptions of downtime when an unexpected problem does occur. Siemens will provide this service between scheduled service calls and respond onsite at your facility within the next business day, Monday through Sunday, 24 hours per day, for emergency conditions, as determined by your staff and Siemens. Response on Holidays is excluded from this coverage. Non-emergency conditions, as determined by your staff and Siemens, may be incorporated into the next scheduled service call. Page 8 of 18 SIEMENS Connectivity and Communications Proactive Remote Services The optimal support for the high-performance operation of your building When the scope of services outlined within this proposal require or can utilize remote access, Siemens provides an easy-to-use remote access platform that enables the secure and reliable delivery of Siemens remote services. Remote services, including engineering, commissioning, and maintenance of building systems can be performed by Siemens technical experts through our Digital Services Center of Excellence, available at any time to support your facility. Siemens Remote Services utilize a secure remote access and connectivity solution referred to as the Siemens common Remote Service Platform (cRSP). cRSP is a comprehensive solution that powers a wide range of Siemens services and provides your organization with a solid foundation to leverage the power of connectivity, data, and analytics to make your facility even smarter. cRSP was designed and built to be a common platform for digitalization and is used across the Siemens family of companies. Incorporating best practices and leading technologies from both the IT and cybersecurity fields, cRSP is a modern, secure, high-performance, and highly available platform that brings all the advantages of cloud- connected services to your facility, without sacrificing security. Utilizing cRSP and Siemens remote services gives your team a backstop and lets you unlock the operational benefits of analytics while also providing security mechanisms that mitigate cyber risk to your organization. cRSP includes a range of security controls and features that give you confidence, control, and peace of mind that the services you rely on are both useful and secure. Internet FMZ demilitarized zone .Advanced Service Remote service Center access server LK Yr4na1�rivale Network(VPN) Proxy Customer Secure tunneled Only authorized cpsP 14eh Portal cannectiun data passes Customer data (CWP) through and access control cRSP Security Feature Highlights: • Governed and secured in accordance with ISO 27001 and compliant with a robust Siemens-wide cybersecurity and information security management program and policies. • Integrated with the global Siemens identity and access management platform, which provides robust Page 9 of 18 SIEMENS multi-factor authentication, enforcement of least-privilege access, granular separation of duties, mandatory usage of PKI, and automatic account management for all Siemens employees. • Designed from the ground up using a defense in depth architecture that utilizes layered controls specifically crafted to mitigate the threats facing Operational Technology(OT) today. • Centrally monitored to promote end-to-end reliability and availability. • Robust logging and reporting of remote activity to ensure visibility and control. • Secure network architecture and platform access based on granular segmentation, next-generation firewalling, and usage of DMZs at trust boundaries. • Flexible deployment model and security configuration options to ensure streamlined usage while meeting your organization's security requirements and preferences. • Compatible with a wide range of on-premise network configurations and traffic flow setups, allowing for integration with your existing network architecture, IT infrastructure, and security controls. Siemens Service Portal The Service Portal complements the personalized services you will receive from your local Siemens office by providing greater visibility into equipment and services delivered by Siemens. This web-based portal allows you the ability to submit service requests, confirm and modify schedules, track repairs, manage agreements, generate reports, and access critical information; then share it across your entire enterprise quickly and efficiently. The Service Portal is a user-friendly way to increase your productivity and the value of your service program. Data security as a basic requirement We value confidentiality and long-term partnerships.That is why we give the security of your data the highest priority. Before we implement an enhanced service package with remote support, we conduct an in- depth analysis of the situation, taking into account national and international regulations, technical infrastructures and industry specifics. Our service employees carefully evaluate your needs on an individual basis with a view toward information security. Page 10 of 18 SIEMENS Service Agreement Contract Characteristics Description AUTOMATION ENERGY MECHANICAL Hours of Coverage 24 x 7 Response Times(Phone/Online) 4 Hours BLANK BLANK Response Times(Onsite/Emergency) Next Business Day BLANK BLANK Remote Services Yes No No Third Party Systems No No No Monitoring No No No Additional Labor Discount % % % Labor and material discounts are applicable for sites identified in this agreement and are only available for the disciplines included in this agreement. Labor discounts are shown in the table above. Material discounts, when applicable, are as follows: • Automation: 60%discount off list price as identified in the most recent Apogee Price List • Energy: 60%discount off list price as identified in the most recent Apogee Price List • Mechanical: 60%discount off list price as identified in the most recent Apogee Price List • Material discounts do not apply to 3rd party or non-Siemens manufactured components. Page 11 of 18 SIEMENS Equipment Related Services Automation Equipment Service Description Service Repair Location Coverage APOGEE WRKSTA DB SVR Software Maintenance 1 1 Onsite NIA Page 12 of 18 SIEMENS General Services Automation Service Description Qty Freque?" Customer Directed Support-Straight Time (days) 1 4 1 Software Maintenance 1 2 1 Data Backup and Restore Services (during onsite visits) 1 4 1 Control Loop Tuning 16 1 1 Page 13 of 18 SIEMENS Service Team An important benefit of your Service Agreement derives from having the trained building service personnel of Siemens Industry, Inc. familiar with your building systems. Our implementation team of local experts provides thorough, reliable service and scheduling for the support of your system. Added to the team is a team of building experts at our Digital Service Center. The benefits you receive are less disruption to your employees at the site, less intrusive on the system at peak hours, fewer emissions for trucks rolled, and real time analytics with digital workspace hours. The following list outlines the service team that will be assigned to the service agreement for your facility Your Assigned Team of Service Professionals will include: Sales Executive manages the overall strategic Remote Services Specialist is responsible for the service plan based upon your current and future execution of remote services including proactive service requirements. planned tasks, in-depth fault analysis and identification of corrective actions. Joe Tomola:425-233-4828 Service Operations Manager is responsible for Client Services Manager is responsible for managing the delivery of your entire support ensuring that our contractual obligations are program and service requirements. delivered, your expectations are being met and you are satisfied with the delivery of our services. Service Coordinator is responsible for scheduling your planned maintenance visits, and Primary Service Specialist is responsible for handling your emergency situations by taking the performing the ongoing service of your system. appropriate action. Secondary Service Specialist who will be Service Administrator is responsible for all familiarized with your building systems to provide service invoicing including both service in-depth backup coverage. agreement and service projects. Page 14 of 18 Terms and Conditions Price Escalation. If, during the term of this Contract, the price of various materials or labor or logistics are increased as reflected by CRU, CMAI, COMEX market indexes or IHS Markit, then Siemens may increase the applicable yearly Investment or apply a surcharge accordingly. As a result of the global Covid-19 Virus outbreak, temporary delays in delivery, labor or services from Siemens and its sub-suppliers or subcontractors may occur. Among other factors, Siemens' delivery is subject to the correct and punctual supply from sub-suppliers or subcontractors, and Siemens reserves the right to make partial deliveries or modify its labor or services. While Siemens shall make every commercially reasonable effort to meet the delivery or service or completion date mentioned above, such date is subject to change. To the extent applicable, the following Rider(s) are incorporated and made part of the Siemens Standard Terms and Conditions: Riders (Click on rider below to download) Page 15 of 18 SIEMENS Agreement Terms for Investments Services shall be provided at: Multiple City of Kent Buildings Siemens Industry, Inc. shall provide the services as identified in this Proposal and pursuant to the associated terms and conditions contained within. Duration (Initial Term and Renewal):This Agreement shall remain in effect for an Initial Term of 1 Periods beginning 2023-10-01. After the expiration of the Initial Term, this Agreement may automatically renew for successive one year periods. The Investments for each year after the Initial Term of the Agreement and each year of each renewal of this Agreement shall be determined as the immediate prior year's Investment plus an escalator of 5.5% or as allowed per this proposal. In addition, each renewal term pricing shall be adjusted for any additions or deletions to services selected for the renewal term. Initial Term Investments: Period Period Range Billing Frequency Annual Price 1 Oct 1,2023 -Sep 30,2024 Quarterly $23,436.00 Investment Total $23,436.00 *Amount Due In Advance Based On Billing Frequency Applicable sales taxes, if included in the investment amount, are estimated only and will be calculated based on local requirements at the time of invoicing. The pricing quoted in this Proposal are firm for 30 days. Page 16 of 18 SIEMENS Signature Page The Buyer acknowledges that when accepted by the Buyer as proposed by Siemens Industry, Inc.,this Proposal and the Standard Terms and Conditions of Sale for Services, (together with any other documents, including any applicable Rider(s), incorporated herein) shall constitute the entire agreement of the parties with respect to its subject matter. BY EXECUTION HEREOF,THE SIGNER CERTIFIES THAT(S)HE HAS READ ALL OF THE TERMS AND CONDITIONS AND DOCUMENTS, THAT SIEMENS INDUSTRY, INC.OR ITS REPRESENTATIVES HAVE MADE NO AGREEMENTS OR REPRESENTATIONS EXCEPT AS SET FORTH THEREIN,AND THAT(S)HE IS DULY AUTHORIZED TO EXECUTE THE SIGNATURE PAGE ON BEHALF OF THE BUYER. Initial Term Investments Period --AN Period Range Billing Frequency Annual Price 1 Oct 1,2023-Sep 30,2024 Quarterly(In Advance) $23,436.00 Proposed by: Accepted by: Siemens Industry, Inc. CITY OF KENT Company Company Joe Tomola Name Name (Printed) 7847356 Proposal # Signature $23,436.00 Proposal Amount Title Date Date Purchase Order# ❑Po for billing only ❑PO not required Page 17 of 18 SIEMENS Appendix A: Siemens Service Portfolio Advisory and Performance Services SIEMENS Oq 01 10 8 7 3 � . 67 6 5 4 3;7NM �6 ,-'.�U" S.mkms that lamp systems prod—Ing Enilanca building Iwrlprmancm with i—eragp past uwafbronia and address I—. cow"titi—e- et lhelr bes6 as designed and Intmrded Jmprwampnt maasuns that IrKr- fuhrr•mgLli—nb wills ad r—d.rd of bulll and lnfrastnrctu o by dalivii g to Op"ata•hmfp you achlwa' prpdiaMiry 6 and pMu ro llcy.C*--n pi-tin l to achw. s0futJpnr th•1 • Opumued comfort,safety,and wcurltY dJ.'Include_ oulIames stases: • uc•rwrpy • Fulfilled rpqulelay rpqulrvmmnls • £nhanpad system pertarmpnta £swndpd ryswm life Maxlma:p•frkNnq • Greater 1—pawncy into[diJcai Wstamx • sirvamll-4 npor•tion•1 procelaea • Max[mttod return on Ineolimant • Reduoed operating risk • ImprDwd dectnl.n Amcc through dill. Roall cart be nafltx of nwr l"brioloft MInlmlyp op Costa •oa'Yri.. Reduce emr—me impact Facility Assessment&Planning Technology Planning lo-dapth buddrng Tyswm ajui—tic and C.C-,k,efJ Y Pyrinl•i: Cpmuning ylryKOs identify SerhnObgy Erwrgy 85ustaureblty Nester Nanlnq recommendatbrss,delinitl•n of rel—rit[Ah lilanNnq and priodwatlon of mviro"ment imPfowmentcppwTu.i.s Nat halo achiwe Slra»q end planning provide Pie a dilat and dwAlogm"I ofyoui wNIM pogram me�SURS 1.IrtC(—Willing andfar proems' performance goals while 1—a9lsrg past 1 to lo0 mast.plan to ptotidm p rilom pprTwmance and otfKianciBi In.ect"MI [rampart,nab&utlbi"om,pedormanw Test 8 Insppetlea and susts�roGl�ry,rodirto mrier%coasrdrlpwart Aegumr dmdcuO3 to ft*Mw dyltmm Sysla m Upd.w l upgrades and m mrimmlm op w-1 costs performance compdmd to yoefdolanpd faObry *smms arm audited and and 'wild to sofewaro upgrades and flimmaro updates Erwity Consm c ion and rRgLdatlpn raquoaniami and nsts demCr abrwrmahnpa a fatilM with arm prOJLdedpQ as liyafliq tra most[1,ir—t mplem-tlnq warms--ban ban strareq- mcommandlut,ri prwlded andpr mrm wo wchnmlogy and lunctionaliry Prowntiw 54N10t acuom Ulan rmdu@s total carbono/ewdbrnthrough Seretais performed on a requtarschpdusm or SYssom Migration ModdmLMUw elpcienq moatums and ffirbrrlue5 vwW based on data aruytia[O verity and impi Enhancements my—, ysw—by el—tinq sp nd by opti—Ing consungilen s bni Snap{ Erlhancle B or edd,Tf.M myour-mmt tnom w one most current hw4waa arid Yt Energy Produalon 8 nad dysapm m Inn/omso stars peoduc Thn y,sysOPm saftwata plartarrl�resultusg in increased Mwwpallif Docum ntal or r l"?b ildi perlarmarice.and operatioroFe—gy tunciiaa My and performarxe{orals Uu y��n mien toots 110110gentetll or YdKJI ouddrng sylwm and pffKlen[Bs Crla drd sl SOIubOJlt compiense Information•wllh ortyratation and Ralronts8 Eamnslons nw,wa eryrgy onicalwy,entligI ael Rabalry, across dolormlned by your(weds Modifkapons awe made to ax Ming systems swurlty of supply,and carbon aad-,00n C0(reclleB senkms TrarMnq,coact and oo-tnv wpporl to to aKOmmoda[y chars Ol to your facrld Erory gy ProxUrompnt lncroasostallprodrxwlry and knowlodq/ usage andfootprirtr mdvsdog I marm!stiaw fespORs0 tD 9yttem fmiluras or Wlth advarswdpvonomen[ Ips and taunts to(o scare tenctlonakry and Into gr3ry Now lntUllletbn Sorvkas hoop Acial aofilractumm,View tademd to deshad state on+w and—oil resoulcel Rwinal startup,com"sionils9,and pow lnsia lailort pmwomofu and%*'*spry Gas mouca cmtk W,I.m—nos and alarms.and take semrQs alp completed m emure new rpdirae nsiu.adcreaw certainty p a►pmprfam iCu- equlpmnn Oplraws at maximum pprlamdnce 1 Page 18 of 18 Exhibit B Insurance Requirements Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees, or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: Commercial General Liability insurance shall be written on Insurance Services Office (ISO) occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this Agreement. This form of insurance will be acceptable if all the Primary and Umbrella or Excess Policies shall provide all the insurance coverages herein required. The Umbrella or Excess policies shall be provided on a true "following form" or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. Automobile Liability insurance providing bodily injury and property damage liability coverage for all automobiles/vehicles used in the performance of this Agreement. This coverage must be on a primary and non-contributory basis only. Coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Professional Liability or Errors & Omissions insurance appropriate to the Consultant's profession. Workers' Compensation coverage for the employees of Consultant and subcontractors as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: Commercial General Liability insurance shall be written with limits no less than $1,000,000 per occurrence, $3,000,000 general aggregate. Stop Gap Liability - $1,000,000/$1,000,000/$1,000,000 Primary Non-Contributory Additional Insured coverage for the City of Kent, et. al. Waiver of Subrogation Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $2,000,000 per occurrence. Professional Liability or Errors & Omissions insurance shall be written with limits no less than $4,000,000 per occurrence. If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. The above policy limits may be obtained with excess liability (umbrella) insurance. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. The Consultant's insurance coverage shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be in excess of the Consultant's insurance policies and shall not contribute to the Consultant's insurance policies. 2. Consultant's insurer must deliver or mail written notice of cancellation to the named insured at least forty-five (45) days before the effective date of the cancellation. The Consultant's insurance policy shall include an endorsement that provides the City with written notice of cancellation forty-five (45) days before the effective date of the cancellation. If Consultant's insurer fails to provide the City with a copy of the notice of cancellation endorsement, the Consultant must notify the City of any cancellation, nonrenewal or termination within two (2) business days of their receipt of such notice. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) with respect to work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claims are made or suit is brought, except with respect to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. The City waives no rights, and the Consultant is not excused from performance if Consultant fails to provide the City with a copy of the endorsement naming the City as a Primary Non-Contributory Additional Insured. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all the same insurance requirements as stated herein for the Consultant. DATE(MM/DD/YYYY) A`OR" CERTIFICATE OF LIABILITY INSURANCE I 01/27/2023 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 Marsh USA Inc. MARSH USA,INC. NAME: PHOE 445 SOUTH STREET AICNkc Ext: (212)345-1166 FAX Not: MORRISTOWN,NJ 07960 6454 ADDRESS: NewYork.certs@Marsh.com INSURER(S)AFFORDING COVERAGE NAIC 9 CN I 02147003-RAM-PPAPL-22/23 4433 SOUSA 1185 NOC60 INSURER A:HDI Global Insurance Company 41343 INSURED INSURER B:Travelers Property Casualty Co.of America 25674 SIEMENS INDUSTRY,INC. 1000 DEERFIELD PARKWAY INSURER C:The Travelers Indemnity Company 25658 BUFFALO GROVE,IL 60089-4513 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: NYG-011206328-05 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. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER PO%DDY EFF PMDD/YYYYl EXP LIMITS A X COMMERCIAL GENERAL LIABILITY GLO1110114 10/01/2022 10/01/2023 EACH OCCURRENCE $ 1,000,000 CLAIMS MADE DAMAGE TO RENTED X❑ OCCUR PREMISES(Ea occurrence) $ 1,000,000 MED EXP(Any one person) $ 100,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 3,000,000 POLICY ] PET LOC PRODUCTS-COMP/OP AGG $ INCL OTHER: $ B AUTOMOBILE LIABILITY TC2J-CAP-7440L34A-TIL-22 10/01/2022 10/01/2023 (CEO accidentMBINED SINGLE LIMIT $ 2,000,000 X ANY AUTO BODILY INJURY(Per person) $ N/A X OWNED SCHEDULED BODILY INJURY(Per accident) $ N/A AUTOS ONLY AUTOS X HIRED X NON-OWNED PROPERTYDAMAGE $ N/A AUTOS ONLY AUTOS ONLY Per accident $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DEDT I RETENTION$ $ B WORKERS COMPENSATION UB-8P83929A-22-51-K(ADS) 1 1 22 10/01/2023 X I PER I 1OTH- AND EMPLOYERS'LIABILITY STATUTE ER C Y/N UB-8P79233A-22-51-R(AZ,MA,W) 10/01/2022 10/01/2023 1,000,000 OF CER/MEn MBER EXCLU ED?ECUTIVE N N/A E.L.EACH ACCIDENT $ B (Mandatory i NH) TWXJUB-7440L338-TIL-22(OH) 10/01/2022 10/01/2023 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under """""""$500K LIMIT/$500K SIR""""""" 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A PROFESSIONAL LIABILITY EOD5618803 10/01/2022 10/01/2023 4,000,000 Deductible:$1,000,000' DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:CITY OF KENT SEE ATTACHED CERTIFICATE HOLDER CANCELLATION CITY OF KENT SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 2204TH AVENUE S. THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN KENT,WA 98032 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: CN102147003 LOC#: Morristown ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED MARSH USA,INC. SIEMENS INDUSTRY,INC. 1000 DEERFIELD PARKWAY POLICY NUMBER BUFFALO GROVE,IL 600894513 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THISADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: _ 25 FORM TITLE: Certificate of Liability Insurance RE:CITY OF KENT BAS MIGRATION PROJECT-2600146060. CITY OF KENT IS HEREBY ADDITIONAL INSURED AS OBLIGATED UNDER CONTRACT UNDER THE REFERENCED GENERAL LIABILITY AND AUTOMOBILE LIABILITY INSURANCE POLICIES. SUCH INSURANCE AS IS AFFORDED BY THE ADDITIONAL INSURED ENDORSEMENT SHALL APPLY AS PRIMARY INSURANCE&OTHER INSURANCE MAINTAINED BY THE CERTIFICATE HOLDER SHALL BE EXCESS ONLY&NOT CONTRIBUTING WITH INSURANCE PROVIDED UNDER THIS POLICY. WAIVER OF SUBROGATION IS EFFECTUAL WHERE REQUIRED BY WRITTEN CONTRACT. COMPLETED OPERATIONS COVERAGE IS INCLUDED IN THE GENERAL LIABILITY POLICY. PER PROJECT AGGREGATE APPLIES. IF THESE POLICIES ARE CANCELLED FOR ANY REASON OTHER THAN NON-PAYMENT OF PREMIUM,THE INSURER WILL DELIVER NOTICE OF CANCELLATION TO THE CERTIFICATE HOLDER UP TO 60 DAYS PRIOR TO THE CANCELLATION OR AS REQUIRED BY WRITTEN CONTRACT,WHICHEVER IS LESS. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD COMMERCIAL AUTO POLICY NUMBER: TC2J-CAP-744OL34A-TIL-22 ISSUE DATE: 08-29-22 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage pro- vided in the Coverage Form. SCHEDULE Name Of Person(s) Or Organization(s): ANY PERSON OR ORGANIZATION WHOM YOU HAVE AGREED TO ADD AS ADDITIONAL INSURED, BUT ONLY TO COVERAGE AND MINIMUM LIMITS REQUIRED IN A WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is ered Autos Liability Coverage in the Business Auto an "insured" for Covered Autos Liability Coverage, but and Motor Carrier Coverage Forms and Paragraph only to the extent that person or organization qualifies 0.2. of Section I - Covered Autos Coverages of the as an "insured" under the Who Is An Insured provi- Auto Dealers Coverage Form. sion contained in Paragraph A.1. of Section II - Cov- CA 20 48 10 13 ©Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: TC2J—CAP-7440L34A—TIL-22 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us, of the prior to any "accident" or "loss", provided that the CONDITIONS Section: "accident" or "loss" arises out of the operations 5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- We waive any right of recovery we may have nated in such contract. against any person or organization to the extent CA T3 40 02 15 p 2015 The Travelers Indemnity Company.All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.with its permission. POLICY NUMBER: GLD1 1101-14 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: ANY PERSON OR ORGANIZATION TO THE EXTENT REQUIRED BY WRITTEN CONTRACT Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV—Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the "products- completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 © Insurance Services Office, Inc.,2008 Page 1 of 1 13 TRAVELERS, WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 00 03 13 (00)- POLICY NUMBER: UB-8P83929A-22--51-x WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 08-29-22 ST ASSIGN: POLICY NUMBER:GLD11101-14 COMMERCIAL GENERAL LIABILITY CG 20 10 11 85 THIS ENDORSEMENT CHANGES THE POLICY. PLEASEREAD IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEESOR CONTRACTORS - (FORM B) This endorsement modifies insurance provided under thefollowing: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: Any Person or Organization Required by a WrittenContract (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to thisendorsement.) WHO IS AN INSURED (Section ll) is amended to include as an insured the person or organization shown inthe Schedule, but only with respect to liability arising out of"your work"for that insured by or for you. It is agreed that this insurance maintained pursuant to the written contract agreements shall be primary to,and not contribute with any insurance or self-insurance maintained by the above, but only with respect to work performed by or on behalf of the Named Insured. CG 20 10 11 85 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 POLICY NUMBER:GLD11101-14 IL SU 4004(10-10) HDI GLOBAL INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION AMENDMENT SCHEDULE Name,Address and E-Mail Address of Other Person(s) /Organization(s): Number of Days Notice: Per schedule on file with the Company. 60 Days, or as required by contract, whichever is less (If no entry appears above,the information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) I. If we cancel this policy by notice to you for any statutorily permitted reason other than nonpayment of premium, we shall endeavor to mail, e-mail or deliver a copy of such written notice of cancellation to the person(s) or organization(s) shown in the Schedule above. II. A copy of the notice, per paragraph I. above, will be mailed, e-mailed or delivered: 1. To the appropriate addresses corresponding to the person(s) or organization(s)shown in the Schedule above; and 2. The number of days required for notice of cancellation, as provided in paragraph A.2. of the Common Policy Conditions or as amended by an applicable state cancellation endorsement or by the date as shown in the Schedule above. III. Our failure to provide such advance notification to the person(s) or organization(s) shown in the Schedule of this endorsement will not extend any policy cancellation date nor negate any cancellation of the policy. All other terms and conditions of this policy remain unchanged_ Page 1 of 1 IL SU 4004(10-10) POLICY NUMBER: GLD11101-13 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): All construction projects as required by written contract or written agreement. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. For all sums which the insured becomes legally b. Claims made or"suits" brought; or obligated to pay as damages caused by 'occur- c. Persons or organizations making claims or rences under Section I— Coverage A, and for all bringing "suits". medical expenses caused by accidents under Section I — Coverage C, which can be attributed only to ongoing operations at a single designated construction project shown in the Schedule above: 1. A separate Designated Construction Project General Aggregate Limit applies to each des- ignated construction project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. 2. The Designated Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, ex- cept damages because of "bodily injury" or "property damage" included in the "products- completed operations hazard", and for medi- cal expenses under Coverage C regardless of the number of: a. Insureds; CG 25 03 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 3 ❑ 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses shall reduce the Designated Con- struction Project General Aggregate Limit for that designated construction project. Such payments shall not reduce the Gcncral Ag- gregate Limit shown in the Declarations nor shall they reduce any other Designated Con- struction Project General Aggregate Limit for any other designated construction project shown in the Schedule above. 4. The limits shown in the Declarations for Each Occurrence, Damage To Premises Rented To You and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Decla- rations, such limits will be subject to the appli- cable Designated Construction Project Gen- eral Aggregate Limit. Page 2 of 3 © Insurance Services Office, Inc., 2008 CG 25 03 05 09 ❑ B. For all sums which the insured becomes legally C. When coverage for liability arising out of the obligated to pay as damages caused by 'occur- "products-completed operations hazard" is pro- rences"under Section I— Coverage A, and for all vided, any payments for damages because of medical expenses caused by accidents under 'bodily injury" or "property damage" included in Section I — Coverage C, which cannot be at- the "products-completed operations hazard" will tributcd only to ongoing operations at a singlc rcducc the Prod ucts-complctcd Operations Ag- designated construction project shown in the gregate Limit, and not reduce the General Ag- Schedule above: gregate Limit nor the Designated Construction 1. Any payments made under Coverage A for Project General Aggregate Limit. damages or under Coverage C for medical D. If the applicable designated construction project expenses shall reduce the amount available has been abandoned, delayed, or abandoned under the General Aggregate Limit or the and then restarted, or if the authorized contract- Products-completed Operations Aggregate ing parties deviate from plans, blueprints, de- Limit, whichever is applicable; and signs, specifications or timetables, the project will 2. Such payments shall not reduce any Desig- still be deemed to be the same construction pro- nated Construction Project General Aggre- ject. gate Limit. E. The provisions of Section III — Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. CG 25 03 05 09 © Insurance Services Office, Inc., 2008 Page 3 of 3 ❑ Signature: MU Moon Signature: Z � Will Mnnra 11,202316:16 PDT) Email: wmoore@kentwa.gov Email: rlashley@kentwa.gov Signature: —gr `evelneh Rrian I avanhagan fSen 7A.7023 1` 00 PDTI Email: bjlevenhagen@kentwa.gov