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Musco Sports Lighting, LLC - 2022-10-28 (2)
RECEIVED BY: CITY CLERK RECEIPT COPY \ r Return DUPLICATE to � 1 City Clerk's Office (Name) after signing/dating (Date) CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION TO: City Treasurer FROM: City Clerk DATE: if l /L/R022j SUBJECT: Bond Acceptance I have received the bonds for z Ln (Company Name) CAPITAL PROJECTS (Includes CC's and MSC's) Performance Bond No. /Dq'1,Lt/3.� Payment Bond (Labor and Materials) Bond No. Warranty or Maintenance Bond No. TRACT AND DEVELOPMENT Faithful Performance Bond No. Labor and Material Bond No. Guarantee and Warranty Bond No. Monument Bond No. Franchise Bond No. Letter of Credit Bond No. Other Re: Tract No. Approved /741, (Council Approval Date) CC No. / 4/0 Agenda Item No. QQ�� MSC No. City Clerk Vault No. �� O• 8v Other No:.S?rvia., J Lt SIRE System ID No. g:/forms/bond transmittal to treasurer 4 � ShaelitieVi ,� Psptit-�c ))1pZi/IC LET Re 1 -PJ c-e Recorded in Official Records,Orange County p Hugh Nguyen,Clerk-Recorder IIMOIOI HIIIII I 111011 I 1111111 1111 NO FEE 3 * $ R 0 0- 1 4 2 2 7 5 5 0 $ * PLEASE COMPLETE THIS INFORMATION 2023000047872 9:56 am 03/02123 4 ?z 371 NC-5 N12 1 ;i RECORDING REQUESTED BY: 0.00 0.00 0.00 0.00 0.00 0.00 0.000.000.00 0.00 a I 3 1 WHEN RECORDED MAIL TO: CITY OF HUNTINGTON BEACH 4 :PUBLIC WORKS DEPARTMENT • - i Attn:Patrick Bannon P.O:Box 190-2000 Main Street Huntington Beach,CA 92648 ` THIS SPACE FOR RECORDER'S USE ONLY i TITLE OF DOCUMENT is NOTICE OF COMPLETION - NOTICE IS HEREBY GIVEN by the City of Huntington Beach,owner in fee,2000 Main Street,Huntington Beach,CA 92648,that the contract heretofore awarded to Musco Sports Lighting,LLC,who was the company thereon for doing the following work to-wit HCP Sport Complex LED Retrofit-Phase 2,Project*CC-1710 a That said work was completed 01/19/2023 by said company according to plans and specifications and to the satisfaction of the City i. Engineer of the City of Huntington Beach and that said work was accepted by the Director of Public Works on 01/18/2023,per City Council Resolution No.2003-70 adopted October 6,2003. Travelers Casualty and Surety Company of America was suretyfor the bond given the said company as Pa 9 by Pay required by law. This document is solely for the official business of the City of Huntington Beach,as contemplated under Code Section i 27383 and should:be recorded free of charge. %->7'- --f Director of Public Works or City Engi 44----k..,3/ 6 4-L City of Huntington Beach,California . 9 STATE OF CALJFORNIA) County of Orange )ss: 1 •City of Huntington Beach ) I I,the undersigned,say:I am an Agent of the City of Huntington Beach,owner in fee,in the foregoing NOTICE OF COMPLETION. I i have read said NOTICE OF COMPLETION and know the contents thereof;the same is true of my knowledge. I declare under penatty of perjury that the foregoing is true and correct,and that said NOTICE OF COMPLETION was duly and regularly ordered to be recorded in the Office of the County Recorder of Orange unty. This document!s solely the official business of the City of Hun>3ingbn Beach,as contemplated 1 of Public Wertcs or City 61 DaZIA3 under Government code section 27383 and should be recorded hoe of change. City of Huntington Beach,California S THIS PAGE IS ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (Additional recording fee applies) 1 } j PLEASE COMPLETE THIS INFORMATION RECORDING REQUESTED BY: WHEN RECORDED MAIL TO: CITY OF HUNTINGTON BEACH PUBLIC WORKS DEPARTMENT Attn: Patrick Bannon P.O. Box 190—2000 Main Street Huntington Beach, CA 92648 THIS SPACE FOR RECORDER'S USE ONLY TITLE OF DOCUMENT NOTICE OF COMPLETION NOTICE IS HEREBY GIVEN by the City of Huntington Beach, owner in fee,2000 Main Street, Huntington Beach, CA 92648,that the contract heretofore awarded to Musco Sports Lighting, LLC,who was the company thereon for doing the following work to-wit: HCP Sport Complex LED Retrofit-Phase 2, Project#CC-1710 That said work was completed 01/19/2023 by said company according to plans and specifications and to the satisfaction of the City Engineer of the City of Huntington Beach and that said work was accepted by the Director of Public Works on 01/19/2023, per City Council Resolution No. 2003-70 adopted October 6, 2003. Travelers Casualty and Surety Company of America was surety for the bond given by the said company as required by law. This document is solely for the official business of the City of Huntington Beach, as contemplated under Government Code Section 27383 and should be recorded free of charge. / Director of Public Works or City Engin r Date City of Huntington Beach, California STATE OF CALIFORNIA) County of Orange )ss: City of Huntington Beach I,the undersigned,say: I am an Agent of the City of Huntington Beach,owner in fee,in the foregoing NOTICE OF COMPLETION. I have read said NOTICE OF COMPLETION and know the contents thereof;the same is true of my knowledge. I declare under penalty of perjury that the foregoing is true and correct,and that said NOTICE OF COMPLETION was duly and regularly ordered to be recorded in the Office of the County Recorder of Orange County. This document is solely the official business of the City of Huntington Beach, as contemplated L 'J under Government code section 27383 and Dtie for of Public VVorks or City Engineer Da e "2 should be recorded free of charge. City of Huntington Beach, California J THIS PAGE IS ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (Additional recording fee applies) , CITY OF HUNTINGTON BEACH *jig INTERDEPARTMENTAL COMMUNICATION DATE: 10/21/2022 TO: SIGNATURE LIST BELOW PW Director- Sean Crumby City Attorney- Michael Gates City Manager-Al Zelinka Mayor/ City Clerk FROM: Patrick Bannon, Contract Adminstrator P SUBJECT: Signature Walk-Through Contract for Signatures HCP Sport Complex LED Retrofit-Phase 2, Project#CC-1710 Contractor's Name: Musco Sports Lighting, LLC Address: 100 1st Ave W City, State and Zip Code: Oskaloosa, IA 52577 Phone Number: 800-825-6020 Please review and sign the contract in order that a notice-to-proceed can be issued to commence project activities for Project Number CC-1710 - HCP Sport Complex LED Retrofit- Phase 2. Please email me after each of you have signed-off. Attachments 1. Contract-for Signature 2. Insurance Certification 3. Payment& Performance Bonds (Including Company Ratings) 4. Section C - Proposal I4-ID SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND MUSCO SPORTS LIGHTING,LLC FOR HCP SPORTS COMPLEX LED RETROFIT THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter called"City,"and Musco Sports Lighting, LLC, an Iowa Limited Liability Company, hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of retrofitting LED lighting. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field, Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02. NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scope of Services Contractor shall provide all services as described in Exhibit"A,"which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the"Project." Contractor hereby designates Michael Marchetti,who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. 22-11862/291547 1 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit"B." The total sum to be expended under this Agreement, shall not exceed Four Hundred Forty Thousand Nine Hundred Fifty Seven Dollars ($440,957.00)during the term of this Agreement. b. Payment by City shall be made within thirty(30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Contractor shall be paid pursuant to the terms of Exhibit"B." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence /%28/22, or as soon as practicable after the execution of this Agreement by City(the "Commencement Date") and terminate three(3)years from Commencement Date, unless terminated earlier in accordance with the provisions of this Agreement. Contract may be extended for 2 additional one-year periods if mutually agreed to in writing by both parties. The time for performance of the tasks identified in Exhibit"A" are generally to be shown in Exhibit"A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit"A" or changes in the scope of services described in Exhibit"A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans,Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs,reports, both field and office notices, calculations, computer code, language, date or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor shall turn these materials over to City upon expiration or termination of this Agreement or upon Project completion, whichever shall occur first. These materials may be used by City as it sees fit. 22-11862/291547 2 7. Hold Harmless Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents, and volunteers from and against any and all claims, damages, losses, expenses,judgments, demands and defense costs, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend,hold harmless and indemnify, City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out of or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, 22-11862/291547 3 the aggregate limit must be no less than One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000)for this Project/Service. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above-mentioned insurance contain a self- insured retention, or a"deductible" or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000.00)per occurrence and a separate "Additional Insured Endorsement"page listing both the policy number and naming the"City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement. The above-mentioned insurance shall not contain a self-insured retention, "deductible" or any similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement;the certificate shall: a. provide the name and policy number of each carrier and policy; b. state that the policy is currently in force; and c. promise that such policy shall not be suspended,voided or canceled by either party, reduced in coverage or in limits except after thirty(30) days' prior written notice; however,ten(10) days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. This requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense,hold harmless and indemnification obligations as set forth in this Agreement. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner,the premiums on the insurance hereinabove required. 22-11862/291547 4 l 12. Independent Contractor Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all • payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect,which would conflict in any manner with performance of services specified under this Agreement. 14. Termination This Agreement may be terminated by the City upon thirty (30) days written • notice of termination. In such event, Contractor shall be entitled to.receive and the City shall pay Contractor compensation for all services performed,by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party,which are not embodied herein. . 22-11862/291547 5 16. Assignment Inasmuch as to this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent (as designated in Section 1 hereinabove) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified U.S. certified mail-return receipt requested: To City: Contractor: City of Huntington Beach Musco Sports Lighting, LLC Attn: Director of Public Works Attn: Mike Marchetti 2000 Main Street 100 1st Avenue West Huntington Beach, CA 92648 Oskaloosa, IA 52577 19. Consent When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing'and duly executed by both parties. 22-11862/291547 6 21. Section Headings The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24, Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. Legal Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. Contractor understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for City; 22-11862/291547 7 and City shall not be liable for payment of any legal services expenses incurred by Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the sports lighting manufacturing industry in recruiting,training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City,to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that,it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. Jurisdiction-Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation,performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall, through the term of this Agreement, maintain all necessary licenses, permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals,waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 22-11862/291547 8 30. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 31. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 32. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 33. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 34. Entirety (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 22-11862/291547 9 35. Effective Date IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the Mayor. This Agreement shall expire when terminated as provided herein. CONTRACTOR CITY OF HUNTINGTON BEACH, a MUSCO SPORTS LIGHTINGLLC, municipal corporation of the State of An Iowa limited liabi y corporation California 41. 14. ; ► �. By: Mayor Chris . • . H land Print v ame 9A)./.4,7144,10Ad e .ne) C airman/President/ ice President /�w� City Clerk /DD,2, 2, A L By: ALM INITIAT. i AND APPRO D: Pr .A 'ames M. ansen ITS: (ci cle one /Chief Financial #1,9 �i� 'Officer/Asst. Secretary Treasurer �s ��L ` Director of P blic Works APPROVED A FORM: City Attorne EVI ►� AN APP VED: CI 7:11y 22-11862/291547 10 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Retrofit LED lighting at the HCP Sports Complex. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: SEE ATTACHED EXHIBIT A C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: • 22-11862/291547 11 EXHIBIT A _ C. i` t rz� 1 ai r rs�� �F`.It x9 xt1 0.4* F a*f .� "t "r t 1}; F�� g� • ' S� N 1t 3 ! 'k },y '�` r f�'t' f 5 • Huntington Beach Sports Complex Fields 3&4 LED Retrofit Huntington Beach,CA Retrofit Scope of Work Customer Responsibilities: 1, Complete access to the site for construction using standard 2-wheel drive rubber tire equipment. 2. Locate existing underground utilities not covered by your local utilities, (i.e.water lines,electrical lines, irrigation systems,and sprinkler heads).Shut-off irrigation systems 7 days prior to work being started to help minimize damage to grass areas. Musco or Subcontractor will not be responsible for repairs to unmarked utilities. 3, Locate and mark field reference points per Musco supplied layout.(i.e.home plate,center of FB field). 4. Ensure usability of existing underground wiring. 5. Pay any necessary power company fees and requirements. 6, Pay all permitting fees. 7. Provide any existing as-built documents or drawings. 8, Provide sealed Electrical Plans.(If required) Musco Responsibilities: 1. Provide required fixtures,electrical enclosures,mounts,hardware,wire harnesses,and control cabinets. 2, Provide SportsCluster"poletop luminaire assembly on(9)poles 3, Provide fixture layout and aiming diagram. 4, Provide Project Management as required. 5. Assist our installing subcontractor and ensure our responsibilities are satisfied. • Subcontractor Responsibilities General: 1. Obtain any required permitting(City to pay any permit fees). 2, Contact 811 for locating underground public utilities and confirm they have been clearly marked. 3, Contact the facility owner/manager to confirm the existing private underground utilities and irrigation systems • have been located and are clearly marked to avoid damage from construction equipment.Notify owner and repair damage to marked utilities.Notify owner and Musco regarding damage which occurred to unmarked utilities. 4. Provide labor,equipment,and materials to off load equipment at jobsite per scheduled delivery, 5. Provide storage containers for material,(including electrical components enclosures),as needed. 6. Provide necessary waste disposal and daily cleanup. 7. Provide adequate security to protect Musco delivered products from theft,vandalism,or damage during the installation. 8. Provide plywood ground protection as required to minimize damage from heavy equipment. Make every effort to keep all heavy equipment off playing fields when possible.Repair damage to grounds which exceeds that which would be expected, Indentations caused by heavy equipment traveling over dry ground would be an example of expected damage. Ruts and sod damage caused by equipment traveling over wet grounds would be an example of damage requiring repair. 9, Provide startup and aiming as required to provide complete and operating sports lighting system, 10, Installation to commence upon delivery and proceed without Interruption until complete, Musco to be immediately notified of any breaks in schedule or delays. Demolition: 1. Remove and dispose of the existing fixtures,and electrical enclosures.This will include the recycling of lamps, aluminum reflectors,ballast,and steel,as necessary. /�/'\/y��\/�/\��/�2.. \/\Leave existing wires and power feed in place for connection to new lighting equipment. • .SCham„ 2016,2021 Musco Sports LIghlln0,LLC .3• M-2188-enUS•10 !`1 ' , ® 6 Tea,r� 1 �S� e t " .$d a .ih�"' ,;._ h at'.s 'u, .,sr,� ztaJ r�,�,.. ,a' 3... t��., _ .J....,u 4(.0 Retrofit Musco Equipment to Existing Poles: 1. Provide labor,materials,and equipment to assemble and install (72)Musco TLC for LED"fixtures, associated electrical components enclosures,and pole length wire harnesses on(9)existing poles and terminate grounding and power feed.Power feed may need to be reworked to adapt to the new Musco equipment. 2. Ensure grounding components meet minimum standards required by NEC and NFPA780. 3. For concrete poles provide new lightning down conductor(aluminum)and 5/a in copper ground rod.For poles 75 ft (22 m)or less use 1/0 AWG,poles over 75 ft(22 m)use 4/0 AWG conductor. Bond Internal pole ground to new down conductor, 4. For steel poles provide new ground rod and pole bonding conductor per NFPA Annex A.1,6, 5, Down conductor shall be converter to copper wire for any underground runs and bonded to ground rod(s). 6. Ensure all Musco components are bonded to both equipment and lightning grounds. No upward sweeps allowed for lightning down conductor or bonding jumper(s).See installation instructions for further information. 7. Test ground resistance with 3-point megger and confirm 25 ohms or less for each pole. Install additional ground rods or create grounding grid until resistance of 25 ohms or less Is achieved. 8. Replace existing FAA obstruction light on pole A7w1th new LED FAA obstruction light(FAA obstruction light is NOT covered under Musco's warranty) Control System: 1. Provide labor,equipment,and materials to Install Musco Control and Monitoring cabinets for lighting controls on Fields 3 and 4 and terminate all necessary wiring. Control and Monitoring Cabinet to be installed in the same location as the existing control system. 2, Check all zones to make sure they work In both auto and manual mode. 3. Commission Control-Link`by contacting Control-Link CentralTM at 877-347-3319. 0000 � � .q, Sys a ' t Yaye /tom} -srp*�E'' ` Y. . " +5 $1 2016,2021 Musco Sports Lighting,LLC 4- M-2168.on US 10 EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: "SEE ATTACHED EXHIBIT B" B. Travel Charges for time during travel are not reimbursable. C. Billing - 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide,at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to be submitted to CITY to demonstrate progress toward completion of tasks. In the event,CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty(30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. hszi' : i j14„D ' Q1.al City of Huntington Beach s`Q� `4T! MATERIAL/SERVICE REQUISmON _ - uSTINCTON BEACH 65"i 1:—tam IL s3lOCC - t aioLf ' Requestor: Patrick Bannon °-•` i'> Date of Request: _•- Vendor: Musco Sports Lighting,LLC ttr,,,fi 1 Ship To: Address 100 15'Ave.W Ship To Address: - . 1 City/State/Zip: Oskaloosa,IA 52577 I Ship To City/State/Zip: Attention: I Amanda Hudnut S I Ship To Attention: %1,: 2;5i2,1c3. item No. I Quantity I Description Acct NI Lk-IA;' ,`1'6) 1 I I CC-1654 HCP Sports Complex LED Retrofit-Phase 2 ' 31440005.8cauu I - l 2 Materials-Taxable I 1 $25,283.00 3 CC-1654 HCP Sports Complex LED Retrofit-Phase 2 80790001.82900 4 Materials-Taxable 2 $324,417.00 til 5 Installation-Not Taxable ' 3 $60,700.00 x 6 FAA Light Replacement Pole A7-Not taxable I 4 I $500.00 �td --t 7 I Bonding-Non Taxable 5 $2,956.00 8 Tax-7.75°latd . I 6 $27101.00 I 1-3 I 9 l I 10 1 I I Attachments: I See proposal from Sourcewell/Musco dated 01/21/2022 Sub-total: I $440,957.00 Sales Tax: N/A Sourcewell-CN#071619-MSL ` Notes: Fax:800-374-6402 I Shipping: N/A Email:musco_contracts@musco_com TOTAL: $440,957.00 pcx_e PERFORMANCE BOND Bond Number: 107666633 KNOW ALL PERSONS BY THESE PRESENTS: WHEREAS,City of Huntington Beach(hereafter referred to as"City")has by written agreement dated PAS? ,201Zentered into a contract with City of Huntington Beach 2000 Main Street Huntington Beach. CA 92648 (name and address of Contractor) (hereinafter referred to as"Principal"),for performance of the work described as follows: Huntington Beach Sports Complex LED Retrofit Phase 2—Project#217032 • (Project Title) WHEREAS, said contract, and all documents referenced therein (hereinafter collectively "Contract"), are incorporated herein by this reference made a part hereof as though set forth herein in full;and Said Principal is required under the terms of the Contract to furnish a bond guaranteeing the prompt,full and faithful performance of said Contract, by a duly admitted surety insurer under the laws of the State of • California(hereinafter referred to as"Surety");and Surety is certified and listed in the U.S. Department of the Treasury Circular 570, and has provided proof of sufficient bonding limitations as shown in said circular to provide bonds in the amount required by said Contract;and Surety has provided financial strength ratings from reputable companies,such as from A.M.Best,Moody's,or Standard&Poor's,to validate that Surety has positive ratings of being secure or Stable;and Surety is registered and listed with the California Department of Insurance, NOW,THEREFORE,we,the undersigned,as Principal,and Travelers Casualty and Surety Company of America, One Tower Square, 2SHS Hartford, CT 06183 (name and address of Surety) as Surety,are held and firmly bound unto City in the penal sum of Four Hundred Forty Thousand Nine Hundred Fifty Seven Dollars and 00/100's Dollars($ 440,957.00 ),this amount being not less than one hundred percent of the price set forth in the Contract,in lawful money of the United States,for the payment of which sum,well and truly to be made, we bind ourselves,our heirs,executors,administrators and successors,jointly and severally,firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT if the Principal shall promptly,fully and faithfully perform each and all of the covenants,obligations and things to be done and performed by the Principal in strict accordance with the terms of the Contract as said contract may be altered,amended or modified from time to time;and if the Principal shall indemnify and save harmless City and all of City's officers,agents and employees(hereinafter collectively referred to as"Obligees")fromany and all losses,liability and damages, claims,judgments,stop notices,fees and costs of every description,whether imposed by law or in equity, which may be incurred by the Obligees by reason of the failure or default on the part of the Principal in the performance of any or all of the terms or the obligations of the Contract,including all alterations,amendments and modifications thereto,and any warranties or guarantees required thereunder,then this obligation shall be void;otherwise,it shall be and shall remain in full force and effect. Surety stipulates and agrees,for value received,that no adjustment of the time or price in the Contract or any alteration,change,deletion,addition or other modification to the Contract,or the work to be performed thereunder,shall in any way affect,limit,restrict,impair or release the obligations of the Surety under this Bond. Surety waives notice of any adjustment of contract or contract price,and any other alteration,change, deletion,addition or other modification to the Contract,or the work to be performed thereunder,and agrees 15-4584/117174 Bond No. 107666633 to automatically adjust the penal sum of this Bond to reflect such adjustments,alterations,changes, deletions,additions or other modifications. Surety agrees to provide written confirmation of such adjustments in the penal sum to City on not less than a quarterly basis. Surety also waives the provisions of Civil Code§§2845 and 2849. The obligations of this Bond shall survive the completion of the work described in the Contract as to all obligations and liabilities of the Principal which survive completion of the work. IN WITNESS WHEREOF,each party represents and warrants that this instrument has been duly executed by Principal and Surety,on the date set forth below,that the name of each corporate party being affixed hereto is such party's proper legal name and that the individuals signing this instrument have been duly authorized pursuant to the authority of its governing body. Surety, by execution of this bond,waives any defense which Surety has or may have by reason of any failure of the Principal to execute or properly execute this bond. SEE LIMITED MAINTENANCE PROVISION RIDER ATTACHED HERETO AND MADE A PART HEREOF Dated: ATTEST Musco Sports L. hting, LLC (Corporate Seal) (P• al Name) By: Nam(114-, 1^ er K. Hyland Title: / CF ATTEST Travele Casu ty and Surety Company of America (Corporate Seal) (Sur, By: � Name: Dean M. ark (Signature of Attorney-in-Fact for Surety) (Attach Attorney-in-Fact Certificate) U 515.895.3878 (Area Code&Telephone Number for Surety) APPROVED AS TO FORM' By: , ichael E.Gates,City Attorney Note: This bond must be executed in duplicate and dated,all signatures must be notarized,and evidence of the authority of any person signing as attorney-in-fact must be attached. PERFORMANCE BOND Page 2 of 2 1 5-45 84/1 1 71 74 f/LIZ filetz, PAYMENT BOND Bond Number: 107666633 (LABOR AND MATERIALS) KNOW ALL PERSONS BY THESE PRESENTS: WHEREAS,City of Huntington Beach(hereafter referred to as"City")has awarded to Miser)Sports Lighting. LLC. 100 1st Avenue W. Oskaloosa. IA 52577 (name and address of Contractor) (hereinafter referred to as"Principal"),a contract("Contract")for the work described as follows: Huntington Beach Sports Complex LFD Retrofit Phase 2—Project#217032 (Project Title) WHEREAS, Principal is required under the terms of the Contract and the California Civil Code to furnish a bond to secure the payment of claims of laborers,mechanics,materialmen,and other persons as provided by law, by a duly admitted surety insurer under the laws of the State of California (hereinafter referred to as "Surety");and Surety is certified and listed in the U.S. Department of the Treasury Circular 570, and has provided proof of sufficient bonding limitation, as shown in said circular to provide bonds in the amount required by said Contract;and Surety has provided financial strength ratings from reputable companies,such as from A.M.Best, Moody's or Standard&Poor's,to validate that Surety has positive ratings of being secure or stable;and Surety is registered and listed with the California Department of Insurance. NOW THEREFORE,we,the undersigned Principal,and Travelers Casulaty and Surety Company of America, One Tower Square, 2SHS, Hartford, CT 06183 (name and address of Surety) as Surety,are held and firmly bound unto City in the penal sum of Four Hundred Forty Thousand Nine Hundred Fifty Seven Dollars and 00/100's dollars($ 440,957.00 ),this amount being not less than one hundred percent(100%)of the total price set forth in the Contract,in lawful money of the United States of America,for the payment of which sum,well and truly to be made,we bind ourselves,and each of our heirs, executors,administrators,successors,and assigns,jointly and severally,firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT,if the Principal,his,her,or its heirs,executors, administrators,successors or assigns,or subcontractors shall fail to pay any of the persons named in Section 3181 of the California Civil Code("Claimants")for all labor,materials or services used or reasonably required for use in performance of the work described in the Contract,or any amounts due under the Unemployment Insurance Code with respect to work or labor performed by any such Claimant,or prevailing wages due and penalties incurred pursuant to Sections 1774, 1775, 1813 or 1815 of the Labor Code,or any amounts required to be deducted,withheld and paid over to the Employment Development Department from the wages of employees of the Principal and Subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to the work or labor performed under the Contract,Surety will pay for the same, in an amount not exceeding the penal sum specified in this bond;otherwise,this obligation shall be null and void. This bond shall inure to the benefit of any of the persons named in Section 3181 of the California Civil Code so as to give a right of action to such persons or their assigns. In case any action is brought upon this bond, Surety further agrees to pay all court costs and a reasonable attorney's fee in an amount fixed by the court. PAYMENT BOND Page 1 of 2 1 5-4584/1 1 735 7 Surety stipulates and agrees,for value received,that no change,extension of time,alteration, addition or modification to the terms of the Contract,or any contract document or any work to be performed thereunder,whether made after notice or not,shall in any way affect, impair or release the obligations of Surety under this bond. Surety hereby waives notice of any such change, extension of time,alteration,addition,or modification to the terms of the Contract,the contract documents or the work thereunder. Surety also waives the provisions of California Civil Code§§ 2845 and 2849. IN WITNESS WHEREOF,each party represents and warrants that this instrument has been duly executed by Principal and Surety,on the date set forth below,that the name of each corporate party being affixed hereto is such party's proper legal name and that the individuals signing this instrument have been duly authorized pursuant to the authority of its governing body. Surety,by execution of this bond,waives any defense which Surety has or may have by reason of any failure of the Principal to execute or properly execute this bond. SEE LIMITED MAINTENANCE PROVISION RIDER ATTACHED HERETO AND MADE A PART HEREOF Dated: ATTEST Musco Sports Li!hting, LLC (Corporate Seal) (Pri.• •:I Na By: (IV/ Nam•. z er K. Hyland Title: / CFu ATTEST Travel: Cas alty and Surety Company of America (Corporate Seal) �re�iM�_--� By: Name: can M. lark (Signature of Attorney-in-Fact for Surety) (Attach Attorney-in-Fact Certificate) ( ) 515.895.3878 (Area Code&Telephone Number for Surety) APPROVED AS T M: By: L^C • ael E.Gates, ity ttomey ' t C Note: This bond must be executed in duplicate and dated,all signatures must be notarized,and evidence of the authority of any person signing as attorney-in-fact must be attached. PAYMENT BOND Page 2 of 2 1 5-45 84/1 1 73 5 7 Limited Maintenance Provision Rider To be attached to and form part of bond no 107666633 issued by the Travelers Casualty and Surety Company of America on behalf of Musco Sports Lighting LLC in the amount of($440,957.00)and dated in favor of City of Huntingtion Beach,CA for Huntington Beach Sports Complex LED Retrofit Phase 2—Project#217032 . Principal and Surety shall guarantee that the work will be free of defective materials and workmanship for a period of Twelve(12)months following completion of the contract. Any additional warranty or guarantee whether expressed or implied is extended by the Principal or Manufacturer only,and the Surety assumes no liability for such a guarantee. Musco Sports Li.1 . g LLC By: .S•III Travel. I: Company of America 0, By A Dean M.Clark,Attorney-in-Fact Travelers Casualty and Surety Company of America Ala\ Travelers Casualty and Surety Company TRAVELERS J St. Paul Fire and Marine Insurance Company POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That Travelers Casualty and Surety Company of America, Travelers Casualty and Surety Company, and St. Paul Fire and Marine Insurance Company are corporations duly organized under the laws of the State of Connecticut (herein collectively called the"Companies"),and that the Companies do hereby make,constitute and appoint Dean M.Clark of DES MOINES , Iowa , their true and lawful Attomey(s)-in-Fact to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF,the Companies have caused this instrument to be signed,and their corporate seals to be hereto affixed,this 21st day of April, 2021. C ^. a�HARTFOAD ig l - Ir �,Tv Ah0 � _ a A IC°. cait,L ►� • State of Connecticut By: City of Hartford ss. Robert L.Rane , enior Vice President On this the 21st day of April, 2021, before me personally appeared Robert L. Raney, who acknowledged himself to be the Senior Vice President of each of the Companies, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of said Companies by himself as a duly authorized officer. IN WITNESS WHEREOF,I hereunto set my hand and official seal. >J.F/ At /�""" �'/��� NOTARYMy Commission expires the 30th day of June,2026 +� j LG p�lE'�IC Anna P.Nowik,Notary Public cb•MVFcreS This Power of Attomey is granted under and by the authority of the following resolutions adopted by the Boards of Directors of each of the Companies,which resolutions are now in full force and effect,reading as follows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President,any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys-in-Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her;and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary;and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys-in-Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority;and it is FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President, any Assistant Vice President,any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys-in- Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such Power of Attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kevin E. Hughes, the undersigned, Assistant Secretary of each of the Companies, do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies,which remains in full force and effect. Dated this day of , 2022 . N1�R:n`5 ,J'`tv AhOJ m 40 5 L L ♦ . 3 i0 /IAHIFORD. t it /• Z LOWf. g cc , �� LE. Hugheistantcretary To verify the authenticity of this Power of Attorney,please call us at 1-800-421-3880. Please refer to the above-named Attorneys)-in-Fact and the details of the bond to which this Power of Attorney is attached. ph' AO PERFORMANCE BOND Bond Number: 107666633 KNOW ALL PERSONS BY THESE PRESENTS: WHEREAS,City of Huntington Beach(hereafter referred to as'City")has by written agreement dated /DAS' ,2027,entered into a contract with City of Huntington Beach 2000 Main Street Huntington Beach. CA 92648 (name and address of Contractor) (hereinafter referred to as"Principal'),for performance of the work described as follows: Huntington Beach Sports Complex LED Retrofit Phase 2—Project#217032 • (Project Title) WHEREAS, said contract, and all documents referenced therein (hereinafter collectively "Contract"), are incorporated herein by this reference made a part hereof as though set forth herein in full;and Said Principal is required under the terms of the Contract to furnish a bond guaranteeing the prompt,full and faithful performance of said Contract, by a duly admitted surety insurer under the laws of the State of California(hereinafter referred to as"Surety");and Surety is certified and listed in the U.S. Department of the Treasury Circular 570, and has provided proof of sufficient bonding limitations as shown in said circular to provide bonds in the amount required by said Contract;and Surety has provided financial strength ratings from reputable companies,such as from A.M.Best,Moody's, or Standard&Poor's,to validate that Surety has positive ratings of being secure or Stable;and Surety is registered and listed with the California Department of Insurance, NOW,THEREFORE,we,the undersigned,as Principal,and Travelers Casualty and Surety Company of America, One Tower Square, 2SHS Hartford,CT 06183 (name and address of Surety) as Surety,are held and firmly bound unto City in the penal sum of Four Hundred Forty Thousand Nine Hundred Fifty Seven Dollars and 00/100's Dollars($ 440,957.00 ),this amount being not less than one hundred percent of the price set forth in the Contract,in lawful money of the United States,for the payment of which sum,well and truly to be made, we bind ourselves,our heirs,executors,administrators and successors,jointly and severally,firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT if the Principal shall promptly,fully and faithfully perform each and all of the covenants,obligations and things to be done and performed by the Principal in strict accordance with the terms of the Contract as said contract may be altered,amended or modified from time to time;and if the Principal shall indemnify and save harmless City and all of City's officers,agents and employees(hereinafter collectively referred to as"Obligees")fromany and all losses,liability and damages, claims,judgments,stop notices,fees and costs of every description,whether imposed by law or in equity, which may be incurred by the Obligees by reason of the failure or default on the part of the Principal in the performance of any or all of the terms or the obligations of the Contract,including all alterations,amendments and modifications thereto,and any warranties or guarantees required thereunder,then this obligation shall be void;otherwise,it shall be and shall remain in full force and effect. Surety stipulates and agrees,for value received,that no adjustment of the time or price in the Contract or any alteration,change,deletion,addition or other modification to the Contract,or the work to be performed thereunder,shall in any way affect,limit,restrict,impair or release the obligations of the Surety under this Bond. Surety waives notice of any adjustment of contract or contract price,and any other alteration,change, deletion,addition or other modification to the Contract,or the work to be performed thereunder,and agrees 15-4584/117174 Bond No. 107666633 to automatically adjust the penal sum of this Bond to reflect such adjustments,alterations,changes, deletions,additions or other modifications. Surety agrees to provide written confirmation of such adjustments in the penal sum to City on not less than a quarterly basis. Surety also waives the provisions of Civil Code§§2845 and 2849. The obligations of this Bond shall survive the completion of the work described in the Contract as to all obligations and liabilities of the Principal which survive completion of the work. IN WITNESS WHEREOF,each party represents and warrants that this instrument has been duly executed by Principal and Surety,on the date set forth below,that the name of each corporate party being affixed hereto is such party's proper legal name and that the individuals signing this instrument have been duly authorized pursuant to the authority of its governing body. Surety,by execution of this bond,waives any defense which Surety has or may have by reason of any failure of the Principal to execute or properly execute this bond. SEE LIMITED MAINTENANCE PROVISION RIDER ATTACHED HERETO AND MADE A PART HEREOF Dated: October 18, 2022 ATTEST Musco Sports Lighting, LLC (Corporate Seal) 'J ame) By:Nam�� 11• er ' . ` and Title: WL`i'i't ATTEST Travelers IF and Surety Company of America (Corporate Seal) Su me 2 By: Name. can M. C ark (Signature of Attorney-in-Fact for Surety) (Attach Attorney-in-Fact Certificate) L_) 515.895.3878 (Area Code&Telephone Number for Surety) APPROVED AS TO F By: ichael E.Gates,City Attorney Note: This bond must be executed in duplicate and dated,all signatures must be notarized,and evidence of the authority of any person signing as attorney-in-fact must be attached. PERFORMANCE BOND Page 2 of 2 15-4584/1 1 7174 /roL PAYMENT BOND Bond Number: 107666633 (LABOR AND MATERIALS) KNOW ALL PERSONS BY THESE PRESENTS: WHEREAS,City of Huntington Beach(hereafter referred to as"City")has awarded to Muscn Sports lighting, LLC, 100 1st Avenue W, Oskaloosa, IA 52577 (name and address of Contractor) (hereinafter referred to as"Principal"),a contract("Contract")for the work described as follows: Huntington Beach Sports Complex I FD Retrofit Phase 2—Project#217032 (Project Title) WHEREAS, Principal is required under the terms of the Contract and the California Civil Code to furnish a bond to secure the payment of claims of laborers,mechanics,materialmen,and other persons as provided by law, by a duly admitted surety insurer under the laws of the State of California (hereinafter referred to as "Surety");and Surety is certified and listed in the U.S. Department of the Treasury Circular 570, and has provided proof of sufficient bonding limitation, as shown in said circular to provide bonds in the amount required by said Contract;and Surety has provided financial strength ratings from reputable companies,such as from A.M.Best,Moody's or Standard&Poor's,to validate that Surety has positive ratings of being secure or stable;and Surety is registered and listed with the California Department of Insurance. NOW THEREFORE,we,the undersigned Principal,and Travelers Casulaty and Surety Company of America, One Tower Square, 2SHS, Hartford, CT 06183 (name and address of Surety) as Surety,are held and firmly bound unto City in the penal sum of Four Hundred Forty Thousand Nine Hundred Fifty Seven Dollars and 00/100's dollars($ 440,957.00 ),this amount being not less than one hundred percent(100%)of the total price set forth in the Contract,in lawful money of the United States of America,for the payment of which sum,well and truly to be made,we bind ourselves,and each of our heirs, executors,administrators,successors,and assigns,jointly and severally,firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH THAT,if the Principal,his,her,or its heirs,executors, administrators,successors or assigns,or subcontractors shall fail to pay any of the persons named in Section 3181 of the California Civil Code("Claimants")for all labor,materials or services used or reasonably required for use in performance of the work described in the Contract,or any amounts due under the Unemployment Insurance Code with respect to work or labor performed by any such Claimant,or prevailing wages due and penalties incurred pursuant to Sections 1774, 1775, 1813 or 1815 of the Labor Code,or any amounts required to be deducted,withheld and paid over to the Employment Development Department from the wages of employees of the Principal and Subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to the work or labor performed under the Contract,Surety will pay for the same, in an amount not exceeding the penal sum specified in this bond;otherwise,this obligation shall be null and void. This bond shall inure to the benefit of any of the persons named in Section 3181 of the California Civil Code so as to give a right of action to such persons or their assigns. In case any action is brought upon this bond, Surety further agrees to pay all court costs and a reasonable attorney's fee in an amount fixed by the court. PAYMENT BOND Page 1 of 2 1 5-45 84/1 1 73 5 7 Surety stipulates and agrees,for value received,that no change,extension of time,alteration, addition or modification to the terms of the Contract,or any contract document or any work to be performed thereunder,whether made after notice or not,shall in any way affect,impair or release the obligations of Surety under this bond. Surety hereby waives notice of any such change, extension of time,alteration,addition,or modification to the terms of the Contract,the contract documents or the work thereunder. Surety also waives the provisions of California Civil Code§§ 2845 and 2849. IN WITNESS WHEREOF,each party represents and warrants that this instrument has been duly executed by Principal and Surety,on the date set forth below,that the name of each corporate party being affixed hereto is such party's proper legal name and that the individuals signing this instrument have been duly authorized pursuant to the authority of its governing body. Surety,by execution of this bond,waives any defense which Surety has or may have by reason of any failure of the Principal to execute or properly execute this bond. SEE LIMITED MAINTENANCE PROVISION RIDER ATTACHED HERETO AND MADE A PART HEREOF Dated: October 18, 2022 ATTEST Musco Sorts Li I,i in LLC (Corporate Seal) Name - By: Apr _ ? � er ' . ' and Title: '� ATTEST Tr.v-1 iF . -n• r- •mpany of America (Corporate Seal) (Su ty N By: �—� :(--" Name: Dean ". C ark (Signature of Attorney-in-Fact for Surety) (Attach Attorney-in-Fact Certificate) ( ) 515.895.3878 (Area Code&Telephone Number for Surety) APPROVED AS T By: G-e%i• hael E.Gates, ity ttorney Note: This bond must be executed in duplicate and dated,all signatures must be notarized,and evidence of the authority of any person signing as attorney-in-fact must be attached. PAYMENT BOND Page 2 of 2 1 5-45 84/1 1 73 5 7 Limited Maintenance Provision Rider To be attached to and form part of bond no 107666633 issued by the Travelers Casualty and Surety Company of America on behalf of Musco Sports Lighting LLC in the amount of($440,957.00)and dated 10-18rii avor of City of Huntingtion Beach,CA for Huntington Beach Sports Complex LED Retrofit Phase 2—Project#217032 . Principal and Surety shall guarantee that the work will be free of defective materials and workmanship for a period of Twelve(12)months following completion of the contract. Any additional warranty or guarantee whether expressed or implied is extended by the Principal or Manufacturer only,and the Surety assumes no liability for such a guarantee. Musco Sports Light LLC By: ,� 9 Travele . - d� mpany of America By: , �1�.` ' Dean .Clark,Attorney-in-Fact Travelers Casualty and Surety Company of America 40.16. Travelers Casualty and Surety Company TRAVELERS J St. Paul Fire and Marine Insurance Company POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That Travelers Casualty and Surety Company of America, Travelers Casualty and Surety Company, and St. Paul Fire and Marine Insurance Company are corporations duly organized under the laws of the State of Connecticut (herein collectively called the"Companies"),and that the Companies do hereby make,constitute and appoint Dean M.Clark of DES MOINES , Iowa , their true and lawful Attomey(s)-in-Fact to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF,the Companies have caused this instrument to be signed,and their corporate seals to be hereto affixed,this 21st day of April, 2021. rWa AyC �lr 44,0 _•i inA�rrFo�v„rt 4 COrw. J om• COHI7 o ,N 1 W may( f 1 State of Connecticut By: City of Hartford ss. Robert L.Rane , enior Vice President On this the 21st day of April, 2021, before me personally appeared Robert L. Raney, who acknowledged himself to be the Senior Vice President of each of the Companies, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of said Companies by himself as a duly authorized officer. i�LL��rfvG IN WITNESS WHEREOF, I hereunto set my hand and official seal. / 4i, *\ Notnnn•r � a My Commission expires the 30th day of June,2026 * .�► '�j Anna P.Nowik,Notary Public t This Power of Attomey is granted under and by the authority of the following resolutions adopted by the Boards of Directors of each of the Companies,which resolutions are now in full force and effect,reading as follows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys-in-Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her;and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary;and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, or writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attomeys-in-Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority;and it is FURTHER RESOLVED, that the signature of each of the following officers: President, any Executive Vice President, any Senior Vice President, any Vice President,any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys-in- Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof, and any such Power of Attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kevin E. Hughes, the undersigned, Assistant Secretary of each of the Companies, do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies,which remains in full force and effect. Dated this day of , 2022 . S 9J��tr 4MD. E ;SAD. 4; IF. Hughes,Assistant Secretary To verify the authenticity of this Power of Attorney,please call us at 1-800-421-3880. Please refer to the above-named Attorney(s)-in-Fact and the details of the bond to which this Power of Attorney is attached. CONTRACTOR'S SWORN STATEMENT AND WARRANTY k7EGARDING CONTINUING INSURANCE OBLIGATIONS FROM: Musco Sports Lighting, LLC PROJECT: (Contractor Name) Huntington Beach ports omplex L e ro i case 2 100 lst.Ave West (Street Address) Oskaloosa, Iowa 52577 (City,State and Zip) TO: CITY OF HUNTINGTON BEACH DECLARATION Attached hereto Is a true and correct copy of the current Certificate of Insurance and Additional Insured Endorsement CG 2010 1185, which Certificate complies with the insurance requirements of the Contract by and between the City of Huntington 1. leech CCity")and the above-named Contractor("Contractor")for the above-described project("Project"), I declare under penalty of perjury under the laws of the State of California that the above statement is true and correct, signed on October 6 20�at Oskaloosa,Iowa (Date) City,State) r (Sgna I Declaration) WARRANTY Contractor hereby warrants and agrees to maintain Products and Completed Operations Insurance in compkance with the Insurance requirements of the Contract for the Project Said Insurance shall be maintained through and until the expiration of all Warranties provided by Contrarm, cm,'ina n w.chat contain Additional''cured Endorsement CC 2010 1185,naming City as an additional Insured. Contractor shall supply to ury,on at least an annual basis,a Certificate of Insurance and the aforementioned Endorsement evidencing continued coverage which meets the Contract requirements, Signed on October 6 20,gat_Oskaloosa,Iowa (Date) (City,State) CONTRACTOR: Name: Musco S ing,LLC By Wame: s . Title: retary 10/21/22, 12:24 PM Company Profile COMPANY PROFILE Company Profile Company Search Company Information Company Search Results TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA Company ONE TOWER SQUARE Information HARTFORD, CT 06183 Old Company Names Old Company Names Effective Date Agent for Service Reference AETNA CASUALTY&SURETY COMPANY OF AMERICA 07/01/1997 Information NAIC Group List Agent For Service Lines of Business Melissa DeKoven Workers' 2710 Gateway Oaks Drive, Suite 150N Compensation Sacramento CA 95833-3505 Complaint and Request for Action/Appeals Reference Information Contact Information Financial Statements NAIC #: 31194 PDF's Annual Statements California Company ID #: 2444-8 Quarterly Statements Date Authorized in California: 07/31/1981 Company Complaint License Status: UNLIMITED-NORMAL Company Performance & Company Type: Property &Casualty Comparison Data Company State of Domicile: CONNECTICUT Enforcement Action Composite back to top Complaints Studies Additional Info Find A Company NAIC Group List Representative In Your Area NAIC Group #: 3548 Travelers Grp View Financial Disclaimer Lines Of Business The company is authorized to transact business within these lines of insurance. For an explanation of any of these terms, please refer to the glossary. AIRCRAFT AUTOMOBILE BOILER AND MACHINERY BURGLARY COMMON CARRIER LIABILITY CREDIT DISABILITY FIRE LIABILITY MARINE MISCELLANEOUS PLATE GLASS https://interactive.web.insurance.ca.gov/companyprofile/companyprofile?event=companyprofile&doFunction=getCompanyProfile&eid=6182 1/2 10/21/22, 12:24 PM Company Profile SPRINKLER SURETY TEAM AND VEHICLE WORKERS' COMPENSATION back to top © 2008 California Department of Insurance https://interactive.web.insurance.ca.gov/companyprofile/companyprofile?event=companyprofile&doFunction=getCompanyProfile&eid=6182 2/2 Quote • � • h �� Date: January 21,2022 Project: Huntington Beach Sports Complex LED Retrofit Phase 2, Fields 3 and 4 To: Farhad Bolourchi Huntington Beach,CA Project Coordinator Ref: 217032 Sourcewell Master Project: 199030, Contract Number: 071619-MSL, Expiration:08/27/2023 Category:Sports lighting with related supplies and services All purchase orders should note the following: Sourcewell purchase—contract number:071619-MSL Quotation Price—Materials Delivered to Job Site and Installation LED Retrofit on (2) Baseball Fields (both fields with 60' base path, 300' radius outfield) lit to 50 footcandles on the infields and 30 footcandles on the outfields; and (2)soccer fields (both at 300'x 180') lit to 30 footcandles. Musco Materials: $349,700.00 Installation: $ 60,700.00 Estimated Taxes (7.75%): $ 27,101.00 FAA Light replacement, pole A7: $ 500.00 Bonding: $ 2,956.00 Total: $440,957.00 Please Note: Pricing is based on January 2022 pricing and is subject to change. Light-Structure System"retrofit with Total Light Control—TLC for LEDTM technology Guaranteed Lighting Performance • Guaranteed light levels of 50 footcandles on the infields, 30 footcandles on the outfields,30 footcandles on the soccer fields • BaIlTracker®technology—targeted light, optimizing visibility of the ball in play with no glare in the players typical line-of-sight System Description • Factory wired poletop luminaire assemblies,one per pole • Factory aimed and assembled luminaires, including BaIlTracker® luminaires • Factory wired and tested remote electrical component enclosures • Pole length,factory assembled wire harnesses • Mounting hardware for poletop luminaire assemblies and electrical components enclosures • Disconnects • UL Listed assemblies Environmental Light Control • Spill light minimized at the southern property line to<2 horizontal footcandles • Off-site glare light minimized at the southern property line to<10,000 candela Control Systems and Services • Control-Link® control and monitoring system to provide remote on/off and dimming(high/medium/low) control and performance monitoring with 24/7 customer support 0000 2016,2021 Musco Sports Lighting,LLC -1- M-2168-enUS-10 Quote • , .. Operation and Warranty Services • Product assurance and warranty program that covers materials and onsite labor, eliminating 100%of your maintenance costs for 25 years • Support from Musco's Lighting Services Team—over 170 Team members dedicated to operating and maintaining your lighting system—plus a network of 1800+contractors Installation Services Provided [See attached scope of work] Payment Terms Musco's Credit Department will provide payment terms. Email or fax a copy of the Purchase Order to Musco Sports Lighting, LLC: Musco Sports Lighting, LLC Attn:Amanda Hudnut Fax:800-374-6402 Email: musco.contracts@musco.com All purchase orders should note the following: Sourcewell purchase—contract number:071619-MSL Delivery Timing 8-10 weeks for delivery of materials to the job site from the time of order,submittal approval, and confirmation of order details including voltage, phase,and pole locations. Due to the built-in custom light control per luminaire, pole locations need to be confirmed prior to production.Changes to pole locations after the product is sent to production could result in additional charges. Notes Quote is based on: • Shipment of entire project together to one location. • 480 Volt,3 Phase electrical system requirement,to match existing • Structural assessment: Musco's structural engineers will provide a comparative analysis of the existing structural load vs proposed structural load to ensure the LED retrofit does not increase the structural load on the existing poles and foundations is not increased beyond what code allows. • Existing electrical infrastructure to be re-used. • Product assurance and warranty program is contingent upon site review and compatibility with Musco's lighting system Thank you for considering Musco for your lighting needs. Please contact me with any questions or if you need additional details. Mike Marchetti Musco Sports Lighting,LLC 3002 Dow Ave.,#504 Tustin, Ca 92780 Phone: 949-754-0503 x6111 E-mail: mike.marchetti@musco.com WOO w , 2016,2021 Musco Sports Lighting,LLC -2- M-2168-enUS-10 ro s .w •+� ,+ c`' a W m �' •»°` A5 & s°Y gM gr;fi�`"�+'," :^a• �v ,A k • Quote ` � �� �,� _ � ,� � � � � ° a a` » • Huntington Beach Sports Complex Fields 3&4 LED Retrofit Huntington Beach,CA Retrofit Scope of Work Customer Responsibilities: 1. Complete access to the site for construction using standard 2-wheel drive rubber tire equipment. 2. Locate existing underground utilities not covered by your local utilities. (i.e.water lines,electrical lines, irrigation systems,and sprinkler heads).Shut-off irrigation systems 7 days prior to work being started to help minimize damage to grass areas. Musco or Subcontractor will not be responsible for repairs to unmarked utilities. 3. Locate and mark field reference points per Musco supplied layout. (i.e. home plate, center of FB field). 4. Ensure usability of existing underground wiring. 5. Pay any necessary power company fees and requirements. 6. Pay all permitting fees. 7. Provide any existing as-built documents or drawings. 8. Provide sealed Electrical Plans. (If required) Musco Responsibilities: 1. Provide required fixtures,electrical enclosures, mounts, hardware,wire harnesses, and control cabinets. 2. Provide SportsClusterm poletop luminaire assembly on (9) poles 3. Provide fixture layout and aiming diagram. 4. Provide Project Management as required. 5. Assist our installing subcontractor and ensure our responsibilities are satisfied. Subcontractor Responsibilities General: 1. Obtain any required permitting(City to pay any permit fees). 2. Contact 811 for locating underground public utilities and confirm they have been clearly marked. 3. Contact the facility owner/manager to confirm the existing private underground utilities and irrigation systems have been located and are clearly marked to avoid damage from construction equipment. Notify owner and repair damage to marked utilities. Notify owner and Musco regarding damage which occurred to unmarked utilities. 4. Provide labor, equipment,and materials to off load equipment at jobsite per scheduled delivery. 5. Provide storage containers for material, (including electrical components enclosures), as needed. 6. Provide necessary waste disposal and daily cleanup. 7. Provide adequate security to protect Musco delivered products from theft,vandalism,or damage during the installation. 8. Provide plywood ground protection as required to minimize damage from heavy equipment. Make every effort to keep all heavy equipment off playing fields when possible. Repair damage to grounds which exceeds that which would be expected. Indentations caused by heavy equipment traveling over dry ground would be an example of expected damage. Ruts and sod damage caused by equipment traveling over wet grounds would be an example of damage requiring repair. 9. Provide startup and aiming as required to provide complete and operating sports lighting system. 10. Installation to commence upon delivery and proceed without interruption until complete. Musco to be immediately notified of any breaks in schedule or delays. Demolition: 1. Remove and dispose of the existing fixtures,and electrical enclosures.This will include the recycling of lamps, aluminum reflectors, ballast,and steel, as necessary. 2. Leave existing wires and power feed in place for connection to new lighting equipment. 0000 2016,2021 Musco Sports Lighting,LLC -3- M-2168-enUS-10 * `' `° " r Wt'":''' `a#"7:t: " Retrofit Musco Equipment to Existing Poles: 1. Provide labor, materials,and equipment to assemble and install (72) Musco TLC for LED'fixtures, associated electrical components enclosures,and pole length wire harnesses on (9) existing poles and terminate grounding and power feed. Power feed may need to be reworked to adapt to the new Musco equipment. 2. Ensure grounding components meet minimum standards required by NEC and NFPA780. 3. For concrete poles provide new lightning down conductor(aluminum)and Vain copper ground rod. For poles 75 ft (22 m) or less use 1/0 AWG, poles over 75 ft(22 m) use 4/0 AWG conductor. Bond internal pole ground to new down conductor. 4. For steel poles provide new ground rod and pole bonding conductor per NFPA Annex A.1.6. 5. Down conductor shall be converter to copper wire for any underground runs and bonded to ground rod(s). 6. Ensure all Musco components are bonded to both equipment and lightning grounds. No upward sweeps allowed for lightning down conductor or bonding jumper(s).See installation instructions for further information. 7. Test ground resistance with 3-point megger and confirm 25 ohms or less for each pole. Install additional ground rods or create grounding grid until resistance of 25 ohms or less is achieved. 8. Replace existing FAA obstruction light on pole A7with new LED FAA obstruction light(FAA obstruction light is NOT covered under Musco's warranty) Control System: 1. Provide labor, equipment, and materials to install Musco Control and Monitoring cabinets for lighting controls on Fields 3 and.4 and terminate all necessary wiring. Control and Monitoring Cabinet to be installed in the same location as the existing control system. 2. Check all zones to make sure they work in both auto and manual mode. 3. Commission Control-Links by contacting Control-Link CentralTM at 877-347-3319. 0000 2016,2021 Musco Sports Lighting,LLC -4. M-2168-enUS-10 • • ' ��. ® DATE(MMJDDIYYYY) t.___� CERTIFICATE OF LIABILITY INSURANCE 10/0812022 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. 3 IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(les) 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 ecir-. certificate does not confer rights to the certIfIcate holder In lieu of such endorsement(s), • c . a PRODUCER CONTACT 'a Aon Risk Services central, Inc. PHONE (402) 697-1400 FAX (402) 697-0017 • co io Omaha NE Office (NC.No,EXI): (WC.No.): 17807 Burke Street E-MAIL i Suite 401 ADDRESS: Omaha NE 68118 USA INSURER(S)AFFORDING COVERAGE NAIC N INSURED INSURERA: Indian Harbor Insurance company 36940 Musco Sports Lighting, LLC INSURERS: Travelers Property cas Co of America 25674 c/o Musco Corporation 100 1st Ave IN INSURERS: Sentry casualty Company 28460 Oskaloosa IA 52577 USA INSURERS: sentry Insurance Company 24988 INSURER S: • INSURER F: COVERAGES CERTIFICATE NUMBER: 570095969215 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. , Limits shown are as requested INSR ADDL SUaR POLICY OFF POLICY EXP ITR TYPE OF INSURANCE INSR MD POLICY NUMBER IMWDD YYYl 1141/ODEYYYI LIMITS D X COMMERCIAL OENERAL LIABILITY 9016877004 07/01/2022 07/01/2023 EACH OCCURRENCE $1,000,000 CLAIMS-MADE ri OCCUR DAMAGE TO RENTED $300,000 1111 PREMISES(Ea occurrence) MED EXP(Any one person) $10,000 --- PERSONAL a AM/INJURY 81.000.000 ,O GENL AGGREGATE`ULM-APPLIES PER GENERAL AGGREGATE $2,000,000 m co . 1 POLICY I n JET LOC PRODUCTS-CO1dP,op AGO $2,000,000 uj OTHER: I--• c D AUTOMOBILE LIABILITY 90 16877 003 APFtRWIffy Wtini. J 'COMBINED SINGLE WAIT 'n (Ea accldentl Si.,O00,000 X AFW ADO iB BODILY INJURY(Per person) OWNED SCHEDULED By: ^ma '- -i;ODILY INJURY!Per accldenl) 0 _ AUTOS Z AUTOS ONLY MI AEL E GATFS a� X HIRED AUTOS X NON-OWNED �/ CITY ATTORNEY PROPERTY DAMAGE 1� ONLY _AUTOS ONLY P r accident) CITY OF HUNTINGTON BEAD B X UMBRELLALIAD X OCCUR CUP3S63336022NF 07/01/2022 07/01/2023 EACHOCCURRENCE $10,000,000 1) EXCESS LIAR CLAIMS-MADE AGGREGATE $10,000,000 ' DED X RETENTION S10,000 C WORKERS COMPENSATION AND 9016877001 07/01/2022 07/01/2023 x PER STATUTE OTH EMPLOYERS'LIABILITY YIN AOS ANY PROPRIETOR!PARTNER IEXECUSVE EL EACH ACCIDENT $1 000 000 C OFFICER.MEI,IBER EXCLUDED) I N N!A 9016877002 07/01/2022 07/01/2023 ' ' (Mandatory In NH) AZ, WI EL DISEASE-EA EMPLOYEE $1,000,000 I1 yes,describe under DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY UNIT $1,000,000 A Archit&Eng Prof CE0742113902 07/01/2022 07/01/2023 Aggregate S5,000,000 claims-Made SIR $250,000 SIR applies per policy terns & conditions Each Claim $$,000,000 DESCRIPTION OF OPERATIONS)LOCATIONS I VEHICLES(ACORO 101,Additional Remarks Schedule,may be attached II more space Is required) RE: Musco Project 217032 - Huntington Beach Sports Complext LED Retrofit Phase 2, city of Huntington Beach, its officers, �� elected or appointed officers, employees, agents and volunteers are included as Additional Insured in accordance with the -.-11 policy provisions of the General Liability and Automobile Liability policies. General Liability and Automobile Liability d; policies evidenced herein are Primary and Non-Contributory to other insurance available to Additional Insured, but only in accordance with the policy's provisions, A Waiver of subrogation is granted in favor of certificate Holder in accordance with the policy provisions of the General Liability, Automobile Liability, Umbrella Liability and Workers' Compensation policies. 54. - CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE "',rytS EXPIRATION DATE THEREOF. NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE s•I POLICY PROVISIONS, City of Huntington Beach AUTHORIZED REPRESENTATIVE 2000 Main street :.Z: Huntington Beach CA 92648 USA m ©1988.2016 ACORD CORPORATION.All rights reserved, ACORD 26(2018103) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: 9016877004 COMMERCIAL GENERAL LIABILITY CG20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations City of Huntington Beach all locations its officers, elected or appointed officials, employees, Description: agents and volunteers as Additional Insured all jobs Information required to complete this Schedule, if not shown above, will be shown In the Declarations. A. Section II - Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for "bodily injury", This insurance does not apply to "bodily injury" or property damage or personal and advertising "property damage"occurring after: • injury" caused, in whole or in part, by: 1. Your acts or omissions; or 1. All work, including materials, parts or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional Insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2. That portion of "your work" out of which the 1. The insurance afforded to such additional injury or. damage arises has been put to its insured onlyapplies to the extentpermitted byintended use by any person or organization pp other than another contractor or law; and subcontractor engaged in performing 2. If coverage provided to the additional insured operations for a principal as a part of the same. is required by a contract or agreement, the project. insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 0413 © Insurance Services Office, Inc., 2012 Page 1 of 2 9016877 06/27/2022 Sentry Insurance Company 1 00001 0000000000 22178 0 N c189550e-b0b5-4b88-b0ec-fdb17b993b8f C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III - Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable Limits of Insurance shown In the will pay on behalf of the additional insured is the Declarations. amount of insurance; 1. Required by the contract or agreement; or Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 10 0413 9016877 06/27/2022 Sentry Insurance Company POLICY NUMBER: 9016877004 COMMERCIAL GENERAL LIABILITY CG20370413 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional insured Person(s) Location And Description Of Completed Or Organization(s) Operations City of Huntington Beach all locations its officers, elected or appointed officials, employees, agents and volunteers as Additional Insured Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II - Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III -Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage" caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included 1. Required bythe contract or agreement; or in the "products-completed operations hazard". q 9 However: 2. Available under the applicable Limits of 1. The insurance afforded to such additional Insurance shown in the Declarations; insured only applies to the extent permitted by whichever is less. law; and This endorsement shall not increase the 2. If coverage provided to the additional insured applicable Limits of Insurance shown in the is required by a contract or agreement, the Declarations. insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional Insured. CG 20 37 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 9016877 06/27/2022 Sentry Insurance Company 1 00001 0000000000 22178 0 N 20e9c2d2-a0cd-4ef0-a2cd-4e3b2042a8a5 COMMERCIAL GENERAL LIABILITY CG 20 01 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance (2)You have agreed in writing in a contract or Condition and supersedes any provision to the agreement that this insurance would be contrary: primary and would not seek contribution Primary And Noncontributory Insurance from any other insurance available to the This insurance is primary to and will not seek additional insured. contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 0413 © Insurance Services Office, Inc., 2012 Page 1 of 1 9016877004 Sentry Insurance Company 1 00001 0000000000 21179 0 N d51c900541)0-0cdd-a07t-40150eac1075 IL 70 58 02 14 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION - CERTIFICATE HOLDERS This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM COMMERCIAL AUTOMOBILE COVERAGE PARTS COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART • COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PARTS COMMERCIAL EXCESS/UMBRELLA LIABILITY COVERAGE FORM EMPLOYMENT RELATED PRACTICES LIABILITY POLLUTION LIABILITY COVERAGE ERRORS AND OMISSIONS COVERAGE FORM In the event we cancel this policy, we shall endeavor to also mail to the person(s)or organization(s) listed in the Schedule for this endorsement advance written notice of cancellation. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s)or organization(s)shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule below to any benefit, rights or protection under this policy. • Failure by us to provide this notice of cancellation to the person(s) or organization(s) listed or described in the Schedule below will not impose liability of any kind upon us. Any of these provisions that conflict with a law that controls the notice of cancellation of the insurance in this endorsement is changed by this statement to comply with the law. Schedule Person(s)or Organization(s)including mailing address: Per the listing of certificate holders provided by the Broker upon our request. 30 day notice of cancellation applies. All other terms and conditions of this policy remain unchanged. IL 70 58 0214 Page 1 of 1 9016877 Sentry Insurance Company 1 00001 0000000000 21179 0 N b481e660-6afd-4e51-891f-6873dca09543 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION-CERTIFICATE HOLDERS WORKERS COMPENSATION The person(s) or organization(s) listed or described In the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice of cancellation that we sent to you. Such copies of the notice will be mailed as soon as practicable to the address or addresses provided by your broker or agent. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s)or organization(s)shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule below to any benefit, rights or protection under this policy. Failure by us to provide this notice of cancellation to the person(s) or organization(s) listed or described in the Schedule below will not impose liability of any kind upon us. Any of these provisions that conflict with a law that controls the notice of cancellation of the insurance in this endorsement is changed by this statement to comply with the law. SCHEDULE Person(s)or Organization(s) including mailing address: Per the listing of certificate holders provided by the Broker upon our request. 30 day notice of cancellation applies All other terms and conditions of this policy remain unchanged. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The Information below Is required only when this endorsement Is issued subsequent to preparation of the policy.) Endorsement Effective Policy No. Endorsement No. Insured Premium: Insurance Company Countersigned by Change effective 07/01/2022 WC 99 06 72(Ed. 09 11) Page 1 of 1 9016877 09/23/2022 Sentry Casualty Company 1 00001 0000000060 22266 0 N 6a(336b5-4e71-4332-96c0-6c168a2d7241 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 11111403 Sourcewell Solicitation Number: #071619 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and, Musco Sports Lighting LLC, 100 1st Ave West PO Box 808, Oskaloosa IA 52577 (Vendor). Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21)that offers cooperative procurement solutions to its members. Participation is open to all levels of governmental entity, higher education, K-12 education, nonprofit,tribal government, and other public entities located in the United States and Canada. Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and its Members (Members). 1. TERM OF CONTRACT A. EFFECTIVE DATE.This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION.This Contract expires August 27, 2023, unless it is cancelled sooner pursuant to Article 24.This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor. C. SURVIVAL OF TERMS.Articles 11 through 16 survive the expiration or cancellation of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES.Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Vendor's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All Equipment and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor's product and pricing list. Unless agreed to by the Member in advance, Equipment or Products must be delivered as operational to the Member's site. 1 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. LAWS AND REGULATIONS. All Equipment, Products, or Services must comply fully with applicable federal laws and regulations, and with the laws of the state or province in which the Equipment, Products, or Services are sold. C. WARRANTY.Vendor warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition,Vendor warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended.Vendor's dealers and distributors must agree to assist the Member in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that is effective past the expiration of the Vendor's warranty will be passed on to the Member. D. DEALERS AND DISTRIBUTORS. Upon Contract execution, Vendor will make available to Sourcewell a means to validate or authenticate Vendor's authorized Distributors/Dealers relative to the Equipment, Products, and Services related to this Contract.This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor's responsibility to ensure Sourcewell receives the most current version of this list. 3. PRICING All Equipment, Products, or Services under this Contract will be priced as stated in Vendor's Proposal. Regardless of the payment method chosen by the Member,the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Member at the time of purchase. When providing pricing quotes to Members, all pricing quoted must reflect a Member's total cost of acquisition.This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Member's requested delivery location. A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery,Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Members. Members reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. 2 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products,the Member will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Member. B. SALES TAX. Each Member is responsible for supplying the Vendor with valid tax-exemption certification(s). When ordering, Members must indicate if it is a tax-exempt entity. C. HOT LIST PRICING.At any time during this Contract,Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Members. 4. PRODUCT AND PRICING CHANGE REQUESTS Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator.This form is available from the assigned Sourcewell Contract Administrator.At a minimum,the request must: • Identify the applicable Sourcewell contract number • • Clearly specify the requested change • Provide sufficient detail to justify the requested change • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change) • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion.The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will be become an amendment to this Contract and be incorporated by reference. 3 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 5. MEMBERSHIP, CONTRACT ACCESS,AND MEMBER REQUIREMENTS A. MEMBERSHIP. Membership in Sourcewell is open to public and nonprofit entities across the United States and Canada; such as municipal, state/province, K-12 and higher education,tribal government, and other public entities. The benefits of this Contract should be available to all Members that can legally access the Equipment, Products, or Services under this Contract. A Member's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access.Vendor understands that a Member's use of this Contract is at the Member's sole convenience and Members reserve the right to obtain like Equipment, Products, or Services from any other source. Vendor is responsible for familiarizing its sales and service forces with Sourcewell membership requirements and documentation and will encourage potential members to join Sourcewell. Sourcewell reserves the right to add and remove Members to its roster during the term of this Contract. B. PUBLIC FACILITIES.Vendor's employees may be required to perform work at government- owned facilities, including schools.Vendor's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Member policies and procedures, and all applicable laws. 6. MEMBER ORDERING AND PURCHASE ORDERS A. PURCHASE ORDERS AND PAYMENT.To access the contracted Equipment, Products, or Services under this Contract, Member must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor.Typically a Member will issue a purchase order directly to Vendor. Members may use their own forms for purchase orders, but it should clearly note the applicable Sourcewell contract number. Members will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Member. B. ADDITIONAL TERMS AND CONDITIONS. Additional terms and conditions to a purchase order may be negotiated between a Member and Vendor, such as job or industry-specific requirements, legal requirements (such as affirmative action or immigration status requirements), or specific local policy requirements. Any negotiated additional terms and conditions must never be less favorable to the Member than what is contained in Vendor's Proposal. C. PERFORMANCE BOND. If requested by a Member,Vendor will provide a performance bond that meets the requirements set forth in the Member's purchase order. 4 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL D. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Member requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract,the Member and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. E. TERMINATION OF PURCHASE ORDERS. Members may terminate a purchase order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events: 1. The Member fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased; 2. Federal or state laws or regulations prohibit the purchase or change the Member's requirements; or 3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Member. F. GOVERNING LAW AND VENUE.The governing law and venue for any action related to a Member's purchase order will be determined by the Member making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE.Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed.The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Member inquiries; and • Business reviews to Sourcewell and Members, if applicable. B. BUSINESS REVIEWS.Vendor must perform a minimum of one business review with Sourcewell per contract year.The business review will cover sales to members, pricing and contract terms, administrative fees,supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter,Vendor must provide a contract sales activity report(Report)to the Sourcewell Contract Administrator assigned to this' Contract.A Report must be provided regardless of the number or amount of sales during that quarter(i.e., if there are no sales,Vendor must submit a report indicating no sales were made). 5 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL The Report must contain the following fields: • Customer Name (e.g., City of Staples Highway Department); • Customer Physical Street Address; • Customer City; • Customer State; • Customer Zip Code; • Customer Contact Name; • Customer Contact Email Address; • Customer Contact Telephone Number; • Sourcewell Assigned Entity/Member Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Vendor. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Members.The Vendor will submit a check payable to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Members under this Contract during each calendar quarter. Payments should note the Sourcewell-assigned contract number in the memo and must be mailed to the address above "Attn:Accounts Receivable." Payments must be received no later than forty-five (45) calendar days after the end of each calendar quarter. Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than thirty(30) days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Vendor's Authorized Representative is the person named in the Vendor's Proposal. If Vendor's Authorized Representative changes at any time during this Contract,Vendor must promptly notify Sourcewell in writing. 6 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 10.ASSIGNMENT,AMENDMENTS,WAIVER,AND CONTRACT COMPLETE A. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement.Such consent will not be unreasonably withheld. B. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties. C. WAIVER. If either party fails to enforce any provision of this Contract,that failure does not waive the provision or the right to enforce it. D. CONTRACT COMPLETE.This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract,whether written or oral, may be used to bind either party. E. RELATIONSHIP OF THE PARTIES.The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses.This Contract does not create a partnership,joint venture, master- servant, principal-agent, or any other relationship. 11. LIABILITY Vendor must indemnify,save, and hold Sourcewell and its Members, including their agents and employees, harmless from any claims or causes of action, including attorneys'fees, arising out of the performance of this Contract by the Vendor or its agents or employees;this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. 12.AUDITS Sourcewell reserves the right to review the books, records, documents, and accounting procedures and practices of the Vendor relevant to this Contract for a minimum of six(6)years from the end of this Contract.This clause extends to Members as it relates to business conducted by that Member under this Contract. 13.GOVERNMENT DATA PRACTICES Vendor and Sourcewell musf comply with the Minnesoa Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data createdcollected, received, stored, used, maintained, or disseminated by the Vendor under this Contract. 7 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL If the Vendor receives a request to release the data referred to in this article, the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request. 14. INTELLECTUAL PROPERTY As applicable,Vendor agrees to indemnify and hold harmless Sourcewell and its Members against any and all suits, claims,judgments, and costs instituted or recovered against Sourcewell or Members by any person on account of the use of any Equipment or Products by Sourcewell or its Members supplied by Vendor in violation of applicable patent or copyright laws. 15. PUBLICITY, MARKETING,AND ENDORSEMENT A. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. B. MARKETING. Any direct advertising, marketing, or offers with Members must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract. C. ENDORSEMENT.The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services. 16.GOVERNING LAW,JURISDICTION,AND VENUE Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota. 17. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 18.SEVERABILITY If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the 8 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed. 19. PERFORMANCE, DEFAULT,AND REMEDIES A. PERFORMANCE. During the term of this Contract,the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management.The Vendor will have thirty(30) calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute,the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Members as a result of such failure to proceed will be borne by the Vendor. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Member order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default.Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure,the non-defaulting party may: • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 20. INSURANCE A. REQUIREMENTS. At its own expense,Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A-or better, with coverage and limits of insurance not less than the following: 9 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 1. Workers'Compensation and Employer's Liability. Workers' Compensation:As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition). At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury.All required limits,terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for Products-Completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below.The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer). Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract,Vendor will maintain umbrella coverage over Workers' Compensation, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Professional/Technical, Errors and Omissions, and/or Miscellaneous Liability. During the term of this Contract, Vendor will maintain coverage for all claims the Vendor may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Vendor's professional services required under this Contract. Minimum Limits: $2,000,000 per claim or event 10 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL $2,000,000—annual aggregate 6. Network Security and Privacy Liability Insurance. During the term of this Contract,Vendor will maintain coverage for network security and privacy liability.The coverage may be endorsed on another form of liability coverage or written on a standalone policy.The insurance must cover claims which may arise from failure of Vendor's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data—including but not limited to, confidential or private information,transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract,Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract.The certificates must be signed by a person authorized by the insurer(s)to bind coverage on their behalf. All policies must include there will be no cancellation, suspension, non-renewal, or reduction of coverage without thirty (30) days' prior written notice to the Vendor. Upon request,Vendor must provide to Sourcewell copies of applicable policies and endorsements, within ten (10) days of a request. Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE.Vendor agrees to name Sourcewell and its Members, including their officers, agents, and employees, as an additional insured under the Vendor's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Vendor, and products and completed operations of Vendor.The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION.Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors.The waiver must apply to all deductible's and/or self-insured retentions applicable to the required or any other insurance 11 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL maintained by the Vendor or its subcontractors. Where permitted by law,Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY.The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies). F. SELF-INSURED RETENTIONS. Any self-insured retention in excess of$10,000 is subject to Sourcewell's approval. 21.COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES.Vendor must maintain a valid status on all required federal, state, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Members. 22. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy,Vendor must immediately notify Sourcewell in writing. Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota,the United States federal government, or any Member. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract.Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 23. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Members that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Members may also require additional requirements based on specific funding specifications. Within this Article, all references to "federal" should be interpreted to mean the United States federal government.The following list only applies when 12 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-1B62-A49F-B355E8667C0B Contract#071619-MSL a Member accesses Vendor's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of"federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor."The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT,AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of$2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week.The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination.The non-federal entity must report all suspected or reported violations to the federal awarding agency.The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States").The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work,to give up any part of the compensation to which he or she is otherwise entitled.The non-federal entity must report all suspected or reported violations to the federal awarding agency.Vendor must be in compliance with all applicable Davis-Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT(40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. § 3702 and 3704,as supplemented by Department of Labor regulations(29 C.F.R. §5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week.The requirements of 40 U.S.C. § 3704 are applicable to construction 13 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous.These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.This provision is hereby incorporated by reference into this Contract.Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process,Vendor must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of"funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that"funding agreement,"the recipient or subrecipient must comply with the requirements of 37 C.F.R. §401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency.Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above. E. CLEAN AIR ACT(42 U.S.C. § 7401-7671Q.)AND THE FEDERAL WATER POLLUTION CONTROL ACT(33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of$150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act(42 U.S.C. § 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387).Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689).A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatoryauthority other than Executive Order 12549.Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI-LOBBYING AMENDMENT,AS AMENDED (31 U.S.C. § 1352).Vendors must file any required certifications.Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award 14 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL covered by 31 U.S.C. § 1352.Vendors must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS.To the extent applicable,Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333.The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of three (3)years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE.To the extent applicable,Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy. and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE.To the extent applicable,Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336).Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions.The right also includes timely and reasonable access to Vendor's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency(EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds$10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 24.CANCELLATION 15 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon sixty (60) days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor's Proposal. Termination of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to termination. Sourcewell Musco Sports Lighting LLC --DJoeyUSS geed by: / --DoeuSLgned by:I�. J`^`^"I J ,(1 W.� jt.1+t t S I t.. thlikSU&. By. ! By:-�BT6F9CCB78A442D.,. �COFD2A 1390Ufi4&9:.. Jeremy Schwartz James M. Hansen Title: Director of Operations & Title:Secretary Procurement CPO Date: 8/28/2019 I 8:39 AM CDT Date: 8/29/2019 19:33 AM CDT Approved: ,1DocuSigned by:.(AWOL By, afiac Chad Coauette Title: Eis,29lt2v0e1$i'•e3t32PMMCDT Date: 16 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B RFP #071619 - Sports Lighting with Related Supplies and Services Vendor Details Company Name: Musco Sports Lighting,LLC 100 1st Ave West Address: PO Box 808 Oskaloosa,IA 52577 Contact: Amanda Hudnut Email: musco.contracts@musco.com Phone: 800-825-6030 Fax: 641-672-1996 HST#: 42-1511754 Submission Details Created On: Thursday May 30,2019 11:07:29 Submitted On: Friday July 12,2019 13:23:35 Submitted By: Jim Hansen Email: jim.hansen@musco.com Transaction#: 62e6e5f5-5e56-45ba-b461-305cf2583830 Submitter's IP Address: 216.248.100.66 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Specifications Proposer Identity &Authorized Representatives etn Qitestron Ate€ I2esponse� '�-F e 1 Proposer Legal Name (and applicable Musco Sports Lighting, LLC d/b/a, if any): Pro oser Address: 100,1st Ave West 2 R PO:Box 808 Oskaloosa, IA 52577 3 Proposer website address: www.musco.com 4 Proposer's Authorized Representative James M. Hansen° • . {name, title address, email.address& Secretary phone):(The representative must Musco Sports Lighting LLC have authority to sign the"Propose s 100 1st Ave West Assurance of Compliance'on behalf PO Box 808 of,'the"Proposer) Oskaloosa,.IA-'52577 Phone 800 825 6030 Email: musco.contracts@musco.com 5 Proposer's primary contact-for this Amanda Hudnut proposal (name, title, address, email Funding Resource Specialist address & phone): Musco Sports Lighting, LLC 100 1st Ave West PO Box 808 Oskaloosa, IA 52577 Phone: 800-825-6030 Email: musco.contracts@musco.com 6` Proposer's other contacts'for this .° Ryan`Tighe ., proposal; if any (name,-title address Lead:Development Manager email:address•&::;phone) •;; ,Musco Sports::Lrghtmg LLC ; 100 1st Ave,West • PQ:6ox 808 Oskaloosa IA 52577 Phone 800 825 6030: Email: musco contracts musco com Company Information and Financial Strength �( QUeSt�II�� 3 40 Response pry a ..r r £. :&. ..o^" � a.......,,�.,_..�.� DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B 7 Provide a brief history of your company, including Since 1976, Musco Sports Lighting, LLC (Musco/Musco Sports Lighting) has been providing your company's core values, business philosophy, sports lighting systems. Musco's mission has been to provide sports field and large area and industry longevity related to the requested lighting solutions for public and private entities throughout the United States of America and equipment, products or services. internationally. Musco has been the industry leader in developing an industry leading lighting system that provides high quality on field performance and environmental sensitivity to the surrounding area. Energy efficiency, spill and glare control, and field management solutions have been our staple for success in the industry. Throughout the history of Musco, we have had the pleasure of being the recipient of an Academy Award®, Emmy®Award and the Paul Waterbury Award for Excellence for Outdoor Lighting. Musco has also developed partnerships with Little League International and the United States Soccer Foundation, to name a couple. Musco has offices and manufacturing facilities in Oskaloosa, IA and Muscatine, IA. We have a workforce of approximately 1,000 Team Members located in these facilities and regional sales offices conveniently located around the United States of America (AZ, CA, CO, FL, IL, IN, MN, NJ, NC, OH, TX &VA). In addition, we have approximately 200 Team Members located outside the United States of America supporting our manufacturing facilities in Shanghai, China and Gumi, South Korea and multiple sales offices globally. At Musco, we ensure that every member of our Lighting Services team is a sports lighting expert so you don't have to be. With more than 40 years as the sports-lighting industry leader, our Team Members will bring our vast experience to your fields. Regionally based for quick response, they specialize in routine maintenance, repairs, and analysis of any sports- lighting system. Along with our Lighting Services team, we have a fully staffed group of internal experts: Sales Representatives, Service Representatives, Parts Representatives, Project Coordinators, Project Planning Specialist, Schedulers, and Engineers. They will ensure your project flows smoothly and you get the results you expect. Another key part of our team is Control-Link Central . Staffed 24/7, this team oversees on/off control, monitoring, and management of sports fields around the USA and globally. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667COB 8:. Provide:a:de•tailed descript•ion of the products::.• Light;Structure:System with:Total:Light:Control•—TLC;for:LED®•is for new ou•tdoor:lighting • and.;services:that you are;:offering in your. • applications: It is.engineered.as 5 Eesy:PiecesTu designed to.';customer's:.needs utilizing our proposal Light-Structure System Lights, structures;,and,electrical::components are.:engineered to work.- ; together:::ThieassiireS the designed lighting gets in place:and:stays there'over:the:life of the.:. system,while also maintaining:•and.protecting the operation environment so the components , continue to.function:::We've:included features like easy to;reach remote:drivers, integrated grounding,.• 'and surge:protect•ion to en• sure the•.,longevity,:of the lighting system,•.This;system .:.., includes.our Control-Link® Control System:and:is covered'b:.Musco s Constant::25TM Product: • Assurance &Warranty Program, SportsCluster® System with.Total Light Control.-TLC•for LED®• .:or Total.Light.Control —TLC:• : for.LED®.Retrofit:System,is for outdoor and•indoor applications It:is a•modular photometric .':,..:• • unit; factory-;aimed:and•tested;.,to perform from..a customePs existing structures,"making an easy retrofit lighting solution..`This system includes our Control Link® Control System and is Covered:by Musco s Constant 10T"..Product Assurance.&-Warranty-;Program;,•contingent.upon Musco's.inspection and approval of existing:structure and,electrical:wiring: - Control-Link® Control-System-is•for new and existing facilities. Control Link®rs a reliable, cost.. effective:system:that helps control, monitor, and:.manage your new:or existing recreation . facility'lighting or any other.electrically operated equipment The.;Control Link® System includes our exclusive.•Control-Link CentralM4"team staffed:2417 to=assist you with your scheduling and reporting needs. Our system can:save.you time,:hassle, energy and staff Costs.,Control-Link®.:makes•your lob.easier:and"provides::ongoing:savings.,for your.opereting budget.•Through'the use of MUScorsr Control-Link® system we have ability.•to remotely monitor: the lighting,system, The system monitors the::amperage::of each;individual' ole at a:s ecified facility'This gives:Musco..the ability:to:'know when an:issue:occurs. Installations services,are=available on a,per project basis.•rdependent uponMusco s•.compliance: ._ sing requirements Labor and materials forthe complete installation; includingeend s;foundation �pale erection trenching,-•backfill;.conduit:•wire electrical distribution and .' service:cabinet(s) and site restoration.shall`utilize the current RS.Means pricing.•coefficient and must:also include the appropriate City Cosf Index -' Musco Sports Lighting has over 130 Team:Members dedicated to..operating:;and maintaining customerli htin around the USA. Re ronall :based service technicians are;available:for - � g 9 9 Y� uick responses. These Team:Members are facto trained and s ecializein routine 9 p , 9 p maintenance, repairs;.and.analysis of sports-lightin 'systems. Our;Control-Link Centrati' is staffed',2417 with trained.operators,whom provide•scheduling.and report assistance, 'alon• g with :: one-on-one-phone training P•roactive n• ightly testing is•done to,assure customers control systems.:are:operating properly and.field operations-are.constantly;monitored Along with:.our Lighting;Services and.:Control-Link Central'*' teams;::we havea fully staffed group of interrial:experts:Sales Representatives,,Service'Representetives,,Parts Representatives,-Project,CoordinatorsProject Planning Specialist; Schedulers ,and',Engineers:.: They will ensure your project:flows smoothly. and you get:the results you:expect ,:. •• ' •: 9 What are your company's expectations in the Musco became an awarded Sourcewell vendor in 2014. Using this tool in our sales toolbox, event of an award? we have seen the yearly Sourcewell sales significantly increase in a short 4 year period of time. We look forward to continuing to educate eligible members and our Musco Team Members on the benefits of Sourcewell. 10 Demonstrate your financial:strengths and stability e:;:u Please seploaded,letters:from Wells;:Fargo Bank N.R, &Travelers Casualty"arid::Surety with meaningful:data This could include such Company of America: Also included is;a copy;of our current,insurance certificate. items as financial,statements, SEC filings,.:credit ' and::bond ratings, letters of credit,.and detailed reference•letters..•Upload:supporting documents (as applicable) in the ideCument upload section of your`response;. 11 What is your US market share for the solutions Currently, Musco's sports lighting systems & solutions make up approximately 80% of the US , that you are proposing? market share. 12,• "•What.is your Canadian:marketshare if Currently;,Musco'a sports lighting•systems•& solutions makepapproximately 50% of the Canadian-market•share 13 Has your business ever petitioned for bankruptcy Musco Sports Lighting, LLC has not been the subject to any voluntary or involuntary protection? If so, explain in detail, bankruptcy, insolvency or receivership proceeding. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B 14 How is your organization:best described: is.it a Masco Sports Lighting is a:.manufacturer of sports lighting and large area.lighting systems manufacturer a,distributor/dealer/reseller, or a Musco has a sales force of over.80 dedicated Sales Team Members,throughout the United either a r ors b dust be ow:best appl eset do our America'AZ, CA,CO,,.FL„IL, IN MN; NJ, NC,!OH,.TX &:VA)...The and the, embe Stares of States & Canada Musco has sales offices convenient) located'ar Service.) .) 1 ) PP y .:, ( se team members are organization.: employed by Musoo;: a)•; If:your:.company,is best described as a •distributor/dealer/reseller (or similar entity) provide your written authorization to act as a distnbutor/dealer/eseller for the manufacturer of the products proposed in this RFP:If applicable is,your'dealer;network..independent.or company owned: b) If;•your company is:best described as.a manufacturer or service:provider;•describe:your relationship:,with:your,sales,„and service force and with our dealer;network m delivefing the �;i y, products and services proposed in this RFP: Are these::individuals your employees,-;or the employees of'a,third party? 15 If applicable, provide a detailed explanation Musco Sports Lighting is authorized to sell products and provide services in all 50 states, the outlining the licenses and certifications that are District of Columbia and Canada and complies with applicable federal, state, local, and both required to be held, and actually held, by industry laws for each purchasing customer. In Canada, Musco sells under our Canadian your organization (including third parties and company, Musco Sports Lighting Canada Co. Please reference the uploaded Musco subcontractors that you use) in pursuit of the Contractor License information. business contemplated by this RFP. As a General Contractor, Musco selects and contracts with local subcontractor organizations that meet our quality standards and can fulfill our time constraints to perform the type of work outlined in this RFP. Musco does obtain license verification and insurance certificates for all subcontractors whom work with us. Musco Sports Lighting, LLC has UL Product Certifications for: High-Intensity Discharge Surface-Mounted Luminaires: UL Number E33316 Management Equipment, Energy: UL Number E139944 Industrial Control Panels: UL Number E204954 Emergency Lighting and Power Equipment: UL Number E311491 Luminaire Fittings: UL Number E132445 Luminaire Poles in Excess of 12 ft (3.7m): UL Number E325078 Devices, Scaffolding: UL Number SA7004 Lightning Conductors, Air Terminals, and Fittings: UL Number E337467 Light-Emitting-Diode Surface-Mounted Luminaires: UL Number E338094 Luminaries have been reviewed by UL to UL and CSA standards. 16 Provide all 'Suspension or Disbarment Musco Sports Lighting LLC has not,been the subject of any suspensions:-or disbarments. information that has applied to your;organization during the past;aen years'::: � '` 17 Within this RFP category there may be The scope of work of the RFP covers Musco products and services. Musco has no additional subcategories of solutions. List subcategory titles subcategories to suggest. that best describe your products and services. Below is a list of keywords that best describe Musco's product and services. , Sports Lighting, lighting, Musco, Musco Lighting, LED, lamp, LED lighting, fixtures, light fixtures, flood lights, flood light, light poles, field lighting, football lighting, soccer lighting baseball lighting, softball lighting, tennis lighting, basketball lighting, arena lighting, parking lighting, transportation lighting, infrastructure lighting DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Industry Recognition &Marketplace Success arETLi�rwwrre. Question. ,tieirt.n. . ._ . ., _'0 :PR 18 Describe any relevant industry awards or During Musco's 43 years in the sports lighting industry, Musco & our Team Members have recognition that your company has received in received quite a few awards and recognitions. Below is a listing of several recent awards & the past five years recognitions along with our more notable ones from years past. NIAAA Distinguished Service to Athletic Administration (Dina Neeley, NC) from the North Carolina Athletic Directors Association (2018) David Lose Partnership Award (Curt Mickey, KY) from the Kentucky Recreation and Park Society (2018) 1st Prize of Lighting Design from the China Lighting Awards for China Tennis Center Diamond Court (2017) 2nd Prize Lighting Design from the China Lighting Awards for Xinjiang Hongshan Basketball Arena (2017) The Excellence Award from the China Lighting Awards for Shanton University Sports Park ' (2017) Award for Merit from the IES® for the lighting design at the University of Arizona McKale Center (2015) Excellent Performer Award from DP World (2014) Sports Emmy®Award from the ten Academy of Television Arts & Sciences for lighting ESPN's telecast of the Winter X-Games (2012) Paul Waterbury Award of Excellence for Outdoor lighting from the IESTM' for the innovative lighting design at Charlotte Motor Speedway (1993) Scientific and Engineering Award from the Academy of Motion Picture Arts and Services® (1985) Emmy®Award from the Academy of Television Arts & Sciences®for lighting NCAA football telecasts (1982) 19 What,::percentage of your sales are to the Approximately 44% of Musco's current national sales are to government sector."" govemrriental sector in the past three years_ 20 What percentage of your sales are to the Approximately 46% of Musco's current national sales are to education sector education sector in the past three years 21° List any state or;cooperative purchasing : Musco is am awarded vendor'orr,several national and::regional"cooperative purchasing contracts that you hold.°What(s the annual' contracts. Please see the uploaded,document titled Musco"Cooperative Information°'for a "sales,volume for each"of'these,contracts over " "summary of the cooperatives and approximate sales for 2016, 2017 and 2018. the past three years? 22 List any GSA contracts that you hold. What is Musco Sports Lighting, LLC currently does not hold any GSA contracts. the annual sales volume for each of these contracts over the past three years? References/Testimonials Line Item 23. Contact Name"' Phone Number' ,. , City of Asheville Pete Wall Phone 828-259-5815 , Asheville, NC Program Manager- Parks & Recreation Email pwall@ashevillenc.gov Buffalo State.SUNY Michael Bonfante Phone 716;570-4034 Buffalo,-NY Assistant.Design & Construction Coordinator Facilities Office " Email bonfanmv@buffalostete edu City of Chesapeake Mike Barber Phone 757-382-6411 • Chesapeake, VA Director - Parks, Recreation and Tourism Email mbarber@cityofchesapeake.net Deny' "er Public Scheois bosh Gnesbach Phone 720�423 1913 Denver, CO Facility Planner Email joshua griesbach@dpsk12;org. University of Nebraska Lincoln Amy Lanham Phone 402-472-9481 Lincoln, NE Senior Associate Director Campus Recreation Email alanham2@unl.edu DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667COB Top Five Government, Education or Non-profit Customers Line Item 24.Provide a list of your top five government,education,or non-profit customers(entity name is optional),including entity type,the state or province the entity is located in,scope of the project(s),size of transaction(s),and dollar volumes from the past three years. State t` Dollar Volyme Past Three EertitSr Name Entity Type" tCripe.of Provence Vrnarlc* Size a l ransactions:' Years Local Government California-CA Materials only Approximately $2.8M/project Approximately $8.5M Government K-12:..Public• Education Texas-TX Materials only.....- Approximately'$1 3M/project Approximately"$6:6M Education Local Government Virginia-VA GC Turnkey Approximately $276K/project Approximately $5.7M Government Local Government Nevada NV Matenals Only Approximately;$600K/project Approximately $5 4M , Government. .. Local Government North Carolina- GC Turnkey Approximately $596K/project Approximately $5.3M Government NC Ability to Sell and Deliver Service to Sourcewell Members Describe your company's capability to meet the needs of Sourcewell Members across the US,and Canada if applicable.Your response should address in detail at least the following areas:locations of your network of sales and service providers,the number of workers(full-time equivalents)involved in each sector,whether these workers are your direct employees(or employees of a third party),and any overlap between the sales and service functions. Line:• "," ,.r.... .... .:... � �;," � :� � � ;�° ItetR_= 25 Sales force. Musco has offices and manufacturing facilities in Oskaloosa, IA and Muscatine, IA. We have a workforce of approximately 1,000 Team Members located in these facilities and regional sales offices conveniently located around the United States of America (AZ, CA, CO, FL, IL, IN, MN, NJ, NC, OH, TX &VA). In addition, we have approximately 200 Team Members located outside the United States of America supporting our manufacturing facilities in Shanghai, China and Gumi, South Korea and multiple sales offices globally. Musco has a sales force of over 80 dedicated Sales Team Members throughout the United States & Canada. These team members are employed by Musco. 26. Dealer:network or other distnbuU6n;methods:" Musco Sports Lighting has no.agents or,dealers:'authorized;to represent the company:'Musco s:- custom designed en gineered to;order lightings stems must be:purchased direct) from the cam an 27 Service force. Musco Sports Lighting has over 130 Team Members dedicated to operating and maintaining customer lighting around the USA. Regionally based service technicians are available for quick responses. These Team Members are factory-trained and specialize in routine maintenance, repairs, and analysis of sports-lighting systems. Our Control-Link Central is staffed 24/7 with trained operators whom provide scheduling and report assistance, along with one-on-one phone training. Proactive nightly testing is done to assure customers control systems are operating properly and field operations are constantly monitored. 28 Describe in detail•the°process and;;procedure Musco Sports•.Lighting has over.130 Team.Members dedicated to':operating,and maintaining of your customer service program,;if customer lighting around the USA Regionally based service technicians are available-for quick applicable Include your response-time: responses..These Team Members are factory=trained and specialize•in routine maintenance capabilities and commitments, as well"as• .any . :repairs and:..analysis:of"sports-lighting systems.,Our Control-Lmk• .:GentraiTM is:;staffed:24/7 with incent• ives that help your.providers meet your trained operators whom'provide scheduling",and report assistance,'along with one-on-one phone;. . stated service'goals or promises training. Proactive nightly testing is done to assure customers control'systems are operating properly and"field'operations are,constantlys',Mbnitored m 29 Identify any geographic areas that you will NOT Musco Sports Lighting is authorized to sell products and provide services in all 50 states, the be fully serving through the proposed contract. District of Columbia and Canada. Musco will be able to fully serve all geographic areas • through the proposed contract. In Canada, Musco sells under our Canadian company, Musco Sports Lighting Canada Co. 30 Identify'any Sourcewell Member sectors (I,e;: Musco,Sports•Lighting will be able to fully serve all Sourcewell Members through the proposed government "education not-for-profit) that you contract r • will NOT be fully serving,through`:the proposed contract Explain:in detail..:For example;`does your•company have only a regional presence • •°' or.do-:other cooperative purchasing contracts limit:your abilityto,promote another contract? 31 Define any specific contract requirements or Musco has no specific requirements or restrictions which apply to Sourcewell Members located restrictions that would apply to our Members in outside the continental USA. * Hawaii and Alaska and in US Territories. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Marketing Plan ltem), Gluestton . Response* �' 32 Describe your marketing strategy for Musco has several brochures available to market our product to Sourcewell members. A sampling of promoting this contract opportunity. what we can supply is listed below and attached. Upload representative samples of your • World Class Leaders brochure marketing materials (if applicable) in the • Always Ready to Play brochure document upload section of your • Light-Structure System with Total Lighting Control —TLC for LED® brochure response. • Retrofit Lighting Solutions TLC for LED® brochure • Large Area Lighting brochure • Indoor Sports Lighting Solutions brochure * Control-Link® Control System brochure Musco Sports Lighting markets our products through tradeshows, conventions, direct mail and advertising. Musco does targeted, personalized marketing promotions to specific customer groups and would be able to provide information on Sourcewell as appropriate in those promotions. Our National - Sales Team would promote Sourcewell by informing qualified customers of this available resource for their use in purchasing their sports lighting system. 33 Describe your use of technology and Musco regularly provides updates about our team "product "services"and projects via our web site" digital data (e.g.;'social media, metadata " '(www.musco cor)) & social"media accounts"(Twitter, Facebook &Linkedin).:In addition to the usage)jto enhance marketing company.ran social media accounts, our sales'representatives"eech have'a Twitter;account'that they; effectiveness. post updates to on a regular basis. 34 In your view, what is Sourcewell's role in Musco would anticipate that Sourcewell promotes Musco products and services to their Members promoting contracts arising out of this through their web site, social media, tradeshows and publications. Musco became an awarded RFP? How will you integrate a Sourcewell- Sourcewell vendor in 2014. Using this tool in our sales toolbox, we have seen the yearly Sourcewell * awarded contract into your sales process? sales significantly increase in a short 4 year period of time. We look forward to continuing to educate eligible members and our Musco Team Members on the benefits of Sourcewell. 35 Are your,products or services available Due to"Musco'a custom designed, engineered;to order;lighting systems, our products and'service• s through an e-procurement:ordering: are not available through any a procurement ordering process process? If so; describe your e procurement-system,and°how: governmental and educational customers ;, have used rt." Value-Added Attributes Line° question Response* "s � it01R`1 r 36 Describe any product, equipment, Musco includes training with the purchase of our products. Our Control-Link CentralTM is staffed 24/7 maintenance, or operator training with trained operators whom provide scheduling and report assistance, along with one-on-one phone programs that you offer to Sourcewell training. Members. Include details, such as * whether training is standard or optional, who provides training, and any costs that apply. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B 37 Describe any technological advances At Musco;.;our approach is more than just selling and installing poles and.fixtures. We'are in.the that,your proposed.products or business of selling the right amount,light, ort.and•.off the-.facility for;'the:.least amount of cost over.the • services;offer.".: life"of the warranty.,We work closely'with the:owner and:their consultants:to•gain:a full understanding::' . of,the:.facility, its useand surroundings. • Musco's Light Structure System.,'' has delivered long-term performance for thousands of customers around the world.:'Lights, structures; and.electrical components are engineered.to.work;togetheri This • assures the designed lighting'gets irr the place andstays there over the life of the system, while also maintaining,and,protecting the operating environment so the components continue.ta.funcSom.We have,included features like"easy to'reach remote drivers;integrated grounding, and surge protection ensure-the longevity of the LED's.sensitive electronic components. For near) a decade,..the Musco:Team has been:testin the LED light-source ht:source and applying don y 9 9 projects'where it was'the•best;choice."We have:researched LED's•distinctive challenges and • advantages:and applied our:knowledge or light control to'the.:unique characteristics'of the diode assuring the uali" of li htin :.:for which Musco`is known. `We have aired our expertise in':controlling q tY;. 9 9. P light with:the advancing output;of LED•to the point'that.•we are confident it's.a.cost-effective.:option• consider for.recreational facilities Musco creates controlled light, not floodlights. LED..brings:many•benefits.and.new opportunities;But it's a.tool, not a solution. Controlling:LED's intense, "rifle shor•of:night is.challenging. But with Totat,Light:Control:—TLC for.'LED®, we are able to• .' • - " ' achieve things never before possible:=:from in oint`recision,.to:'instanton/off;to va in li ht:levels:.. • P P P. ry 9 9 . for<different needs and sport'presentation:theatrics (choreographed`light.&music shows) . The key issue".in sports•lighting haven't:changed: generating light, projecting it onto the target, keeping • • it• :out of the neighborhood and night sky,and creating:an operating environment that allows it to last • • in real'world conditions". Musco is able to carve.out.the area to be:.lighted and'dramatically cut off any.. impact.on•the surrounding,area. We'use more:of•the.light produced by the fixture;lose"less light and don't abuse:the"neighborhood.': With cities:,and•recreational needs growing faster:than ever, it's critical to maximize'the available . resources and make'solid decisions::about managing and expanding:facilities: The Control=Link® System is a reliable;cost.effective control s•ystem:that helps control;"monitor,:and manage recreation" .. facility lighting. It cam:'control:existing ighting-systems.and other electrically-operated equipment: Whether for::new:lighting..systems`or:to. .upgrade existing:tights the Control-Link®system includes our.•• • • Control Link':.Central:'TM::•team;the on site Control-Link®"equipment and an•industry-leading warranty. Our exclusive;Control-Link Central."':team"is,staffed 2417 to assist.:with your scheduling and::reporting" :' Mused's:Light-Structure System."""with.:Total.Light Control —•TLC for LED®'is backed•by an.industry- leading 25 year warranty. Musco's Constant 25^':: ssrance;&.Product Au Warranty program covers all . materials and.labor to,.maintain operation of its lighting system to onginaf design:criteria:for 25 years. 38 Describe any "green" initiatives that Musco is committed to excellence and leadership in the protection of the environment, and the relate to your company or to your implementation of sustainable guidelines. We minimize the emissions to air, water, and land through products or services, and include a programs to reduce pollution at its source and will conserve energy through the use of energy efficient list of the certifying agency for each. lighting systems. Product: • Musco's Green Generation Lighting® (HID) and TLC for LED® technology are 30 to 80 percent more energy efficient than traditional lighting equipment. • Customized optics direct light onto the desired surface, reducing wasted light into the surrounding area. • Control-Link® system provides remote on/off control, allowing customers to schedule our light systems to help maximize energy efficiency. • Eases pollution by eliminating or reducing the use of hazardous substances and reducing greenhouse gas emissions. Manufacturing: • On-site waste management includes recycling manufacturing scrap materials, wooden skids, paper and other packaging materials. • Packaging of our Light-Structure System,'' contains between 30 to 50 percent recycled material. • Reusable packaging is used to move components from original fabrication through the complete manufacturing process. • During the spot maintenance and complete system lamping provided by Musco, all HID lamps are recycled to salvage both the mercury and glass. • Reuse water during the manufacturing process and conserve water when possible. Office: • Electronic components that are not re-usable due to equipment failure or are below minimum requirements are recycled through and E-Waste Facility. • Use geothermal heating and air conditioning to minimize energy consumption. • Our facilities have automatic toilets and faucets to minimize water usage. DocuSign Envelope ID:6EC94A76-43EC-4862-A49F-B355E8667C0B 39 Identify any third party. issued eco MUsca currently does.not hold any third party issued:eco?labels,,ratings or:certfications for our labels, ratingsi:or certifications:that products•:Wth.sports;lighting being a:small piece of the USA lighting marketplace; categories lust your compa•ny has •receive•d for;the don t.exist for this.;type of product:•Musco has been the•industry leader m developing• an industry equipment or,-products included in leading lighting system that provides nigh quality;on field performance and environmental sensitivity to your Proposal,related to; energy `: the surrounding area Energy<efficiency;spill and glare control and field management`solutions:have efficiency or conservation life.cycle been our staple.for success In,the industry design (cradle;to cradle); or other greenlsusteinability factors : 40 Describe any Women or Minority Musco Sports Lighting, LLC is not a Women or Minority Business Entity (WMBE), Small Business Entity Business Entity (WMBE), Small (SBE), or veteran owned business. Business Entity (SBE), or veteran owned business certifications that your company or hub partners have obtained. Upload documentation of certification (as applicable) in the document upload section of your response. 41 Whatunique'attributes;does your, Musco Sports Lightin rovides a custorn desi red en meered,to'order li htin s stems from;;: company your:products; or your foundation to pole top.that operates as a complete system The.,lighting system comes with our services offer to Sourcewell Constant 25?TM or Constant 10?"" Product Assurance & Warranty Program Muscos Constant 25,TM or Members What makesyour Constant 10TM'not only covers;'your product for 25 or 10 years it di.ierebtee*thetE yout tight levels wilt proposed solutions unique in,your not:drop below the designed'performance for the warranty'period Musco also includes our Control industry as`it.applies to'Sourcewell Lin.k®system that provides flit customer assurance their;system will be maintained by;Musco.for the members wairantied period ,;' At:Musco, our a roach,is:more than just.sellin and ins.tellin pp g g poles and fixtures We are fit the business of selling the right amount light on,,and off the faciliy for the least amount,of cost over the lifeTof the warranty We work closely with the owner and:their consultants to gain a full understanding of the,facility, its use and surroundings;;; 42 Identify your ability and willingness to Musco Sports Lighting, LLC has the ability and willingness to provide our products and services to provide your products and services Sourcewell Member agencies in Canada. In Canada, Musco sells under our Canadian company, Musco to Sourcewell member agencies in Sports Lighting Canada Co. Canada. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Warranty Describe in detail your manufacturer warranty program,including conditions and requirements to qualify,claims procedure,and overall structure.You may upload representative samples of your warranty materials(if applicable)in the document upload section of your response in addition to responding to the questions below. i1'I@ Question �, ,�� x R2Sportse; "� +,x^ 1 iz R k Ittmrie 43 Do your warranties cover all products, parts, and labor? Musco Sports Lighting, LLC will provide all materials and labor to maintain operation of its lighting system to original design criteria for 25 or 10 years. Musco products and services are guaranteed to perform for the customer as detailed in the Musco Constant 25TM or Musco Constant 10T' documents. Under the Musco Constant 25TM or Musco Constant 10T" Product Assurance &Warranty Program, Musco pays any upfront cost for shipping cost, installation cost, any associated rental equipment cost & disposal cost for the replaced equipment. •44 Do your warranties impose usage:restrictions or other With Musco's TLC for LED®:there is no hour usage restriction for our Musco limitations that;adversely affect coverage? Constant 25T" or Musco Constant 1oT"' Product Assurance,:& Warranty Program but r expected usage_hoars to'meet design,criteria of the project. 45 Do your warranties cover the expense of technicians' Yes, the Musco Constant 25TM and Musco Constant 10T*' Product Assurance & travel time and mileage to perform warranty repairs? Warranty Program covers the technicians travel time and mileage to perform any " warranty repairs. 46 Are there any geographic regions'of.the United States Musco will be able to-'cover all geographic regions of the United States &Canada (and Canada; ifs applicable) for which you cannot wdh our Lighting"Services.Team that is comprised of trained technical employees provide a certif p_ ty g p , l g g. p a ty work, consulting led technician to erform warran speciahzm m s orts li h4n that romde field maintenance; warran repairs? How will Sourcewell Members m these regions and:temporary lighting. They are regionally based;to effectively provide service in be provided service for warranty repair? every state & Canada: Musco also has'a network of contractors located throughout the United States`and`Canada that ssswe utilize.to.install and maintain our lighting systems per'Musco Constant 25?" and Muscosss•Constant 10,TM documents.' 47 Will you cover warranty service for items made by Yes, items included in the scope of the Musco sports lighting design, Musco will other manufacturers that are part of your proposal, or cover warranty service for those items. are these warranties issues typically passed on to the original equipment manufacturer? 48 What are your proposedexchange and return programs Due to Musco's custom designed engineered to order lighting systems therefore and policies? . oevnotirequiresisaryssexchangpandsssreturnprograntilITAnw defective on"arrival product 4 or,repairs are.covered by-.the Musco Constant 25TM and'Musco Constant 10T"" Product Assurance &�1Narranty s,Prograrn. 49 Describe any service contract options for the items Musco Sports Lighting, LLC will provide all materials and labor to maintain operation included in your proposal. of its lighting system to original design criteria for 25 or 10 years. Musco products , and services are guaranteed to perform for the customer as detailed in the Musco Constant 25TM or Musco Constant 10T"" documents. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Payment Terms and Financing Options Lrrre Liuestton Response 50 What are your payment terms (e.g., net 10, net 30)? Musco's payment terms are Net 30. A service charge of 1 16% per month (annual percentage rate of 18%) will be charged on all invoices 30 days past due. 51 Do you:provide.leasing or financing options especially those:, Musco.FinanceTM was:;established,in 2006, it.provides competitive financing pions that schools and=governmental entities may need to use solutions that enable customers to realize the benefits of Musco.products n order to make certain acquisitions?- and:services:. Hundreds of customers have used these,solutions to'complete their lighting:prolects Musco FnanceTM.has provided budget-accommodating financing for:governmental, commercial •and not-for profit entities throughout the:United States of America.,„ The municipal lease purchase program, offered,by Musco F..... TM provides.the.funding`opportunity many public entities need;,for facility improvements such as sports,lighting.The program provides a flexible, cost effective means funding essential renovations and; in.many oleos; may eliminate much of,the':time and expense`:associated with.selling bonds for a project. A knOwnii set expense can be budgeted annually;:freeing"entities fronv budget_uncertainties and lowering cash flow impact. 52 Briefly describe your proposed order process. Include enough • Establish the value & price for the lighting solution with which the detail to support your ability to report quarterly sales to customer is comfortable. Sourcewell as described in the Contract template. For example, • Present information about Sourcewell as a means by which they can indicate whether your dealer network is included in your purchase what they want at a beneficial price without having to go through response and whether each dealer (or some other entity) will the public bid process. process the Sourcewell Members' purchase orders. • Educate the customer about Sourcewell benefits and the ease of using this cooperative purchasing agreement. • Provide the customer with the link to become a Sourcewell Member, if „ not already. • Provide quote reflecting the Sourcewell contract number and award expiration date to customer. • Receive PO from customer reflecting that'the purchase was utilizing the Sourcewell contract (contract number stated on PO). • On a quarterly basis, pull report of Sourcewell purchases, submit & remit payment to Sourcewell. To be submitted using the reporting template provided by Sourcewell. 53 ':. Do you accept,',the P card.procurement and.payment process?=If. Musco Sports Lightingr•currently°doev:!•!not accept;P card procurement cards , ,so isthere any additional cost to',Sourcewell Members for using. this process? • DocuSign Envelope ID:6EC94A76-43EC-4862-A49F-B355E8667C0B Pricing and Delivery Provide detailed pricing information in the questions that follow below.Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as desribed in the RFP,the template Contract,and the Sourcewell Price and Product Change Request Form. [ine Question Response item • ...,�,,,..F ._,�< _, _ .._...,,• 54 Describe your pricing model (e.g., line-item discounts or product- Musco Sports Lighting provides a custom designed, engineered to order category discounts). Provide detailed pricing data (including lighting system, pricing is based per the RFP. This price list should not be standard or list pricing and the Sourcewell discounted price) on considered complete and exhaustive due to the nature of each project all of the items that you want Sourcewell to consider as part of being a unique, custom design build situation. Extreme spill and glare your RFP response. If applicable, provide a SKU for each item in concerns, pole locations, and wind zone variance may affect price. RFP your proposal. Upload your pricing materials (if applicable) in the quoted pricing is for the most common field designs based on structural document upload section of your response. code and utilizing IBC 2012, 115 mph, Exposure C. Installations services are available on a per project basis dependent upon Musco's compliance with state and local licensing requirements. Labor and materials for the complete installation, including foundations, pole erection, trenching, backfill, conduit, wire, electrical distribution and service cabinet(s) and site restoration shall utilize the current RS Means pricing, coefficient and must also include the appropriate City Cost Index. 55 Quantify the pricing discount represented by the pricing•proposal The percentage discount from list prices offered under this RFP in:this:,response. For example, if the pricing in your:response The attached price list already takes into account the 5% discount. • represents a percentage disCoUnt.from MSRP'or list,;state the:: percentage orpercentage,.range: 56 Describe any quantity or volume discounts or rebate programs As Musco is a custom designed, engineered to order lighting system, there that you offer. is no quantity or volume discounts available. 57 . Propose a method of facilitating sourced" products or,,related; Musco will work with the S•ourcewell member with the regard to pricing and• services, which:may be•referred as "open market:: m'ites delivery of any open.market•and/or non_standard':options which would:be or"nonstandard.options*. For example, you/may•supply such d,..desire agree upon desired:outcome, reflect this in the customer quote for E` items at cost° or"at cost plus a percentage,*'or you may supply customer use in issuing a purchase order , a quote-for each such request. 58 Identify any element of the total cost of acquisition that is NOT As Musco is a custom designed, engineered to order lighting system, included in the pricing submitted with your response. This includes pricing is based per the RFP. The pricing can also include equipment all additional charges associated with a purchase that are not installation. Labor and materials for the complete installation include, directly identified as freight or shipping charges. For example, list foundations, pole erection, trenching, backfill, conduit, wire, electrical costs for items like pre-delivery inspection, installation, set up, distribution and service cabinet(s) and site restoration shall utilize the , mandatory training, or initial inspection. Identify any parties that current RS Means pricing, coefficient and must also include the appropriate impose such costs and their relationship to the Proposer. City Cost Index. If the construction project requires, Musco offers pre- shipment of the precast concrete bases. The additional cost for the pre- shipment of the precast concrete bases will vary depending on the location of the lighting project. 59 If freight, delivery; or shipping is an additional cost,to the Musco's pricing includes delivery within the State of Minnesota to the job• Sourcewell Member, describe in detail the complete freight, - site and are for lighting systems materials only:,Additional'freight cost may ''.` shipping, and delivery program. be incurred'outside the State of Minnesota. 60 Specifically describe freight, shipping, and delivery terms or Musco has no specific requirements in regards to Alaska, Hawaii, Canada, programs available for Alaska, Hawaii, Canada, or any offshore or any offshore delivery. delivery. 61 ` Describe any unique distribution and/or delivery methods or " Musco"Sports Lighting offers custom designed, engineered too order'lighting options offered in your-proposal...` systems..Products are directly purchased from the company as we:have no. agents or authorized dealers •When you°purchase a complete lighting , . s stem from ,it Musco, is delivered front"our dedicated transportation company with Musco:Lighting signage.on,the tricks. Pricing Offered ►•me The Oridlirt Offered►n this Proposal is: Comments 62 b.the same as the Proposer typically offers to GPOs,cooperative procurement organizations,or state purchasing departments. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Audit and Administrative Fee rues aces ton • Response 63 Specifically describe any self-audit process or program that you plan to A self-audit process is in place specifically intended to verify employ to verify compliance with your proposed Contract with Sourcewell. compliance of cooperative purchasing contracts. This process includes ensuring that Sourcewell Members obtain the proper • Sales Administrator pulls quarterly contract sales report for the pricing, that the Vendor reports all sales under the Contract each quarter, cooperative purchasing contract and its associated fee for that time and that the Vendor remits the proper administrative fee to Sourcewell. period. • Each contract project PO is checked and validated that it is an awarded contract purchase • Project awarded contract fee is validated as correct • When validation complete, report sent to cooperative purchasing organization • As a checks & balance process, Funding Resource Specialist pulls a Method of Purchase by type report on a quarterly basis and a comparison is done with quarterly contract sales reports to ensure totals for an awarded contract matches on both reports • Invoice documents for projects of a contract member are available for review upon request 64 Idenbfy a proposed administrative=fee that you Will'pay to Sourcewell for Musco Spoifs;Lighting;:LLC proposes a:2% administrative:fee facilitating, managing and'promoting the Sourcewell:Contract;in the event calculated as'a percentage of the customer contract sales:price that you are awarded a Contract .r'This fee;is typically calculated as a;: percentage of Vendor's'sales.under the Contract or`as a per=unit fee,:it is not a line=item addition`to the Member's cost of goods. (See the RFP and template Contract for additional details:)` Industry Specific Questions Line. Mein Question Response" 65 Describe the average life span of your sports In 2005, Musco started our Musco Constant 25T"" or Musco Constant 10TM Product Assurance lighting systems? & Warranty Programs (coverage depends on the lighting system and the original design • criteria). Musco has several lighting systems that are over 35 years old that are still in operation today. 66: Describe your process-for evaluating on:'field Musco measures both•on field;& off site glare by'looking.at luminous intensity (candela) at and off site 'glare for your sports;lighting. various locations. This evaluation is done during-the design state:.of the:,project. products? On field Musco's goal is to have no more:than500 candela at the home;plate location while looking=at•the outfield poles Similarly„our_outfield positions wilL have no more than,500 F. candela while lookmg;at the infield poles. Off.site —Musco staves to achieve candela equal to or,,less than 7 000 candela at 190 perimeter around.the field. Candela is:measured•at 5 atio4e grade;at 150':perimeter:.• ; 67 How many LED sports lighting fixtures, within Musco Sports Lighting has been developing LED lighting solutions since 2008. Musco's first approx. 1,000 fixtures, do you,currently have LED sports application was installed on a soccer field in 2010. Since that time, Musco has „ installed in the marketplace? installed hundreds of thousands of LED sports lighting fixtures. This is more than any other sports lighting manufacturer in the marketplace. 68 Areahere any additional or on going fees:• in With Musco`s Control Link®System there are no;addRlonat::or on-going fees.;(including cellular :; regards to.the:o eration:of our:lighting and/or data char es:in re ards to the control,.,;monitorin 'remote`;connectivi. and:alerts of control system? yoUri sports lighting system:during•the::warrantiedi:;perod (25 or 10;.;years) 69 If you are awarded a contract, provide a few . On a monthly basis, Musco is looking at the total number of projects sold & and how they examples of internal metrics that will be breakdown by method of purchase (bid, competitive negotiation, cooperative purchase & direct tracked to measure whether you are having purchase). Several times during the year, we break down the method of purchase by each success with the contract cooperative purchase contract. These numbers are compared to the previous timeframes and evaluated. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Exceptions to Terms,Conditions, or Specifications Form Line Item 67.NOTICE:To identify any exception,or to request any modification,to the Sourcewell template Contract terms,conditions,or specifications,a Proposer must submit the exception or requested modification on the Exceptions to Terms,Conditions,or Specifications Form immediately below. The contract section,the specific text addressed by the exception or requested modification,and the proposed modification must be identified in detail. Proposers exceptions and proposed modifications are subject to review and approval of Sourcewell and will not automatically be included in the contract. Co"n"#ract Section Tenn,Condition,or Specificat on .'', Exception ar Proposed Modification Documents Ensure your submission document(s)conforms to the following: 1.Documents in PDF format are preferred.Documents in Word,Excel,or compatible formats may also be provided. 2.Documents should NOT have a security password,as Sourcewell may not be able to open the file.It is your sole responsibility to ensure that the uploaded document(s)are not either defective,corrupted or blank and that the documents can be opened and viewed by Sourcewell. 3.Sourcewell may reject any response where any document(s)cannot be opened and viewed by Sourcewell. 4.If you need to upload more than one(1)document for a single item,you should combine the documents into one zipped file.If the zipped file contains more than one(1)document, ensure each document is named,in relation to the submission format item responding to.For example,if responding to the Marketing Plan category save the document as"Marketing Plan." • Financial Strength and Stability-Financial.zip-Tuesday July 09,2019 14:14:13 • Marketing Plan/Samples-Marketing Plan.zip-Tuesday July 09,2019 08:09:48 • WMBE/MBE/SBE or Related Certificates (optional) • Warranty Information-Warranty.zip-Tuesday July 09,2019 08:09:56 • Pricing-Musco Sports Lighting Sourcewell RFP#071619 Pricing.pdf-Friday July 12,2019 08:38:03 • Additional Document-Company&Product Information.zip-Tuesday July 09,2019 10:03:41 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Proposers Assurance of Comp PROPOSER ASSURANCE OF COMPLIANCE PROPOSER'S AFFIDAVIT The undersigned,authorized representative of the entity submitting the foregoing proposal(the"Proposer"),swears that the following statements are true to the best of his or her knowledge. 1. The Proposer is submitting its proposal under its true and correct name,the Proposer has been properly originated and legally exists in good standing in its state of residence,the Proposer possesses,or will possess before delivering any products and related services,all applicable licenses necessary for such delivery to Sourcewell member agencies.The undersigned affirms that he or she is authorized to act on behalf of,and to legally bind the Proposer to the terms in this Contract. 2. The Proposer,or any person representing the Proposer,has not directly or indirectly entered into any agreement or arrangement with any other vendor or supplier,any official or employee of Sourcewell,or any person,firm,or corporation under contract with Sourcewell,in an effort to influence the pricing,terms,or conditions relating to this RFP in any way that adversely affects the free and open competition for a Contract award under this RFP. 3. The contents of the Proposer's proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or agent of the Proposer and will not be communicated to any such persons prior to the official opening of the proposals. 4. The Proposer has examined and understands the terms,conditions,scope,contract opportunity,specifications request,and other documents in this solicitation and affirms that any and all exceptions have been noted and included with the Proposer's Proposal. 5. The Proposer will,if awarded a Contract,provide to Sourcewell Members the/products and services in accordance with the terms,conditions,and scope of this RFP,with the Proposer-offered specifications,and with the other documents in this solicitation. 6. The Proposer agrees to deliver products and services through valid contracts,purchase orders,or means that are acceptable to Sourcewell Members.Unless otherwise agreed to,the Proposer must provide only new and first-quality products and related services to Sourcewell Members under an awarded Contract. 7. The Proposer will comply with all applicable provisions of federal,state,and local laws,regulations,rules,and orders. 8. The Proposer understands that Sourcewell will reject RFP proposals that are marked"confidential"(or"nonpublic,"etc.),either substantially or in their entirety.Under Minnesota Statute§13.591,Subd.4,all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded.At that point,proposals generally become public data.Minnesota Statute§13.37 permits only certain narrowly defined data to be considered a"trade secret,"and thus nonpublic data under Minnesota's Data Practices Act. The Proposer understands that it is the Proposer's duty to protect information that it considers nonpublic,and it agrees to defend and indemnify Sourcewell for reasonable measures that Sourcewell takes to uphold such a data designation. F7 By checking this box I acknowledge that I am bound by the terms of the Proposer's Affidavit,have the legal authority to submit this Proposal on behalf of the Proposer,and that this electronic acknowledgment has the same legal effect,validity,and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect,validity,or enforceability solely because an electronic signature or electronic record was used in its formation. - James Hansen,Secretary The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission,and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. C Yes r No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column"I have reviewed this addendum"below to acknowledge each of the addenda. i have reviewed the 4 File Name below addendum and pa es " a ttachments if 9 a `applicable)( �� x There have not been any addenda issued for this bid. . .. ................................................................................................................................................................................................. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Sourcewell Awarded Contract contract*.071619.msL Sourcewell Customer Information Package mu o. r i We Make It Happen. Table of Contents 1 . Overview 2. Executed Contract 3. Membership 4. About Sourcewell MUSCO, 1. Overview 00 MUSCO. Overview— Sourcewell For 40 years, Sourcewell has helped government, education, and nonprofit agencies operate more efficiently. They help save time and money with contract purchasing solutions that are solicited nationally. Sourcewell is a service cooperative created by the Minnesota legislature as a local unit of government (Minn. Const. art. XII, sec. 3). Sourcewell is governed by local elected municipal officials and school board members. As a public agency, all Sourcewell employees are government employees. All education and government entities, as well as nonpublic schools and nonprofit organizations are eligible for a Sourcewell membership. There is no fee to become a Sourcewell member. Contract#: 071619-MSL Expiration Date: 08/27/2023 Sports Lighting with Related Supplies and Services This contract can be used for materials and/or installation on a per project basis dependent upon Musco's compliance with state and local licensing requirements. Sourcewell membership is free and available to government, education and non-profit agencies. A landing page has been established on their website, www.sourcewell-mn.gov, with information about Musco. Pricing information can be obtained from your sales representative. Musco's landing page also provides, RFP, Bid Acceptance &Award, as well as documentation of the competitive bidding process. Sourcewell contact information: Teresa Fiedler Mobile: 763-954-1259 Email Teresa.Fiedler@sourcewell-mn.gov If you have any questions about the Sourcewell program or any of our other active cooperative purchasing contracts, contact your local Sales Representative or Amanda Hudnut at 800-825-6030. muSCon 2. Executed Contract CCCO muSC0. DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667COB Contract#071619-MSL Sou rcewell ,► Solicitation Number: #071619 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and, Musco Sports Lighting LLC, 100 1st Ave West PO Box 808, Oskaloosa IA 52577 (Vendor). Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21)that offers cooperative procurement solutions to its members. Participation is open to all levels of governmental entity, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and its Members (Members). 1. TERM OF CONTRACT A. EFFECTIVE DATE.This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION.This Contract expires August 27, 2023, unless it is cancelled sooner pursuant to Article 24.This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor. C. SURVIVAL OF TERMS. Articles 11 through 16 survive the expiration or cancellation of this Contract. 2. EQUIPMENT, PRODUCTS, OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES.Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. Vendor's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. All Equipment and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor's product and pricing list. Unless agreed to by the Member in advance, Equipment or Products must be delivered as operational to the Member's site. 1 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. LAWS AND REGULATIONS.All Equipment, Products, or Services must comply fully with applicable federal laws and regulations, and with the laws of the state or province in which the Equipment, Products, or Services are sold. C. WARRANTY.Vendor warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition,Vendor warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Vendor's dealers and distributors must agree to assist the Member in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer's warranty that is effective past the expiration of the Vendor's warranty will be passed on to the Member. D. DEALERS AND DISTRIBUTORS. Upon Contract execution,Vendor will make available to Sourcewell a means to validate or authenticate Vendor's authorized Distributors/Dealers relative to the Equipment, Products, and Services related to this Contract.This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor's responsibility to ensure Sourcewell receives the most current version of this list. 3. PRICING All Equipment, Products, or Services under this Contract will be priced as stated in Vendor's Proposal. Regardless of the payment method chosen by the Member,the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Member at the time of purchase. When providing pricing quotes to Members, all pricing quoted must reflect a Member's total cost of acquisition.This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Member's requested delivery location. A. SHIPPING AND SHIPPING COSTS.All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Members. Members reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. 2 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products,the Member will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Member. B. SALES TAX. Each Member is responsible for supplying the Vendor with valid tax-exemption certification(s). When ordering, Members must indicate if it is a tax-exempt entity. C. HOT LIST PRICING.At any time during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Members. 4. PRODUCT AND PRICING CHANGE REQUESTS Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time.All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator.This form is available from the assigned Sourcewell Contract Administrator. At a minimum,the request must: • Identify the applicable Sourcewell contract number • Clearly specify the requested change • Provide sufficient detail to justify the requested change • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change) • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion.The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will be become an amendment to this Contract and be incorporated by reference. 3 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 5. MEMBERSHIP, CONTRACT ACCESS,AND MEMBER REQUIREMENTS A. MEMBERSHIP. Membership in Sourcewell is open to public and nonprofit entities across the United States and Canada; such as municipal, state/province, K-12 and higher education,tribal government, and other public entities. The benefits of this Contract should be available to all Members that can legally access the Equipment, Products, or Services under this Contract. A Member's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access.Vendor understands that a Member's use of this Contract is at the Member's sole convenience and Members reserve the right to obtain like Equipment, Products, or Services from any other source. Vendor is responsible for familiarizing its sales and service forces with Sourcewell membership requirements and documentation and will encourage potential members to join Sourcewell. Sourcewell reserves the right to add and remove Members to its roster during the term of this Contract. B. PUBLIC FACILITIES.Vendor's employees may be required to perform work at government- owned facilities, including schools.Vendor's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Member policies and procedures, and all applicable laws. 6. MEMBER ORDERING AND PURCHASE ORDERS A. PURCHASE ORDERS AND PAYMENT.To access the contracted Equipment, Products, or Services under this Contract, Member must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor.Typically a Member will issue a purchase order directly to Vendor. Members may use their own forms for purchase orders, but it should clearly note the applicable Sourcewell contract number. Members will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Member. B. ADDITIONAL TERMS AND CONDITIONS. Additional terms and conditions to a purchase order may be negotiated between a Member and Vendor, such as job or industry-specific requirements, legal requirements (such as affirmative action or immigration status requirements), or specific local policy requirements. Any negotiated additional terms and conditions must never be less favorable to the Member than what is contained in Vendor's Proposal. C. PERFORMANCE BOND. If requested by a Member,Vendor will provide a performance bond that meets the requirements set forth in the Member's purchase order. 4 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL D. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Member requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract,the Member and the Vendor may enter into a separate, standalone agreement, apart from this Contract.Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. E. TERMINATION OF PURCHASE ORDERS. Members may terminate a purchase order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events: 1. The Member fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased; 2. Federal or state laws or regulations prohibit the purchase or change the Member's requirements; or 3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Member. F. GOVERNING LAW AND VENUE.The governing law and venue for any action related to a Member's purchase order will be determined by the Member making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE.Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed.The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Member inquiries; and • Business reviews to Sourcewell and Members, if applicable. B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with Sourcewell per contract year.The business review will cover sales to members, pricing and contract terms, administrative fees,supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter,Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract.A Report must be provided regardless of the number or amount of sales during that quarter(i.e., if there are no sales,Vendor must submit a report indicating no sales were made). 5 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL The Report must contain the following fields: • Customer Name (e.g., City of Staples Highway Department); • Customer Physical Street Address; • Customer City; • Customer State; • Customer Zip Code; • Customer Contact Name; • Customer Contact Email Address; • Customer Contact Telephone Number; • Sourcewell Assigned Entity/Member Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Vendor. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Members.The Vendor will submit a check payable to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Members under this Contract during each calendar quarter. Payments should note the Sourcewell-assigned contract number in the memo and must be mailed to the address above "Attn:Accounts Receivable." Payments must be received no later than forty-five (45) calendar days after the end of each calendar quarter. Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than thirty(30) days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Vendor's Authorized Representative is the person named in the Vendor's Proposal. If Vendor's Authorized Representative changes at any time during this Contract,Vendor must promptly notify Sourcewell in writing. 6 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 10.ASSIGNMENT,AMENDMENTS,WAIVER,AND CONTRACT COMPLETE A. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement.Such consent will not be unreasonably withheld. B. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties. C. WAIVER. If either party fails to enforce any provision of this Contract,that failure does not waive the provision or the right to enforce it. D. CONTRACT COMPLETE.This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract,whether written or oral, may be used to bind either party. E. RELATIONSHIP OF THE PARTIES.The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses.This Contract does not create a partnership,joint venture, master- servant, principal-agent, or any other relationship. 11. LIABILITY Vendor must indemnify, save, and hold Sourcewell and its Members, including their agents and employees, harmless from any claims or causes of action, including attorneys' fees, arising out of the performance of this Contract by the Vendor or its agents or employees;this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. 12.AUDITS Sourcewell reserves the right to review the books, records, documents, and accounting procedures and practices of the Vendor relevant to this Contract for a minimum of six(6)years from the end of this Contract.This clause extends to Members as it relates to business conducted by that Member under this Contract. 13.GOVERNMENT DATA PRACTICES Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract. 7 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-41362-A49F-B355E8667C0B Contract#071619-MSL If the Vendor receives a request to release the data referred to in this article,the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request. 14. INTELLECTUAL PROPERTY As applicable,Vendor agrees to indemnify and hold harmless Sourcewell and its Members against any and all suits, claims,judgments, and costs instituted or recovered against Sourcewell or Members by any person on account of the use of any Equipment or Products by Sourcewell or its Members supplied by Vendor in violation of applicable patent or copyright laws. 15. PUBLICITY, MARKETING,AND ENDORSEMENT A. PUBLICITY.Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract. B. MARKETING. Any direct advertising, marketing, or offers with Members must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract. C. ENDORSEMENT.The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services. 16.GOVERNING LAW,JURISDICTION,AND VENUE Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract,-or its breach, must be in.the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota. 17. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default. 18.SEVERABILITY If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the 8 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed. 19. PERFORMANCE, DEFAULT,AND REMEDIES A. PERFORMANCE. During the term of this Contract,the parties will monitor performance and address unresolved contract issues as follows: 1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management.The Vendor will have thirty(30) calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute,the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Members as a result of such failure to proceed will be borne by the Vendor. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Member order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default.Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure,the non-defaulting party may: • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 20. INSURANCE A. REQUIREMENTS. At its own expense,Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A-or better, with coverage and limits of insurance not less than the following: 9 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL 1. Workers'Compensation and Employer's Liability. Workers' Compensation:As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations,with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition).At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits,terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for Products-Completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below.The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer). Minimum Limits: $1,000,000 each accident, combined single limit 4. Umbrella Insurance. During the term of this Contract,Vendor will maintain umbrella coverage over Workers' Compensation, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Professional/Technical, Errors and Omissions, and/or Miscellaneous Liability. During the term of this Contract,Vendor will maintain coverage for all claims the Vendor may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Vendor's professional services required under this Contract. Minimum Limits: $2,000,000 per claim or event 10 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667COB Contract#071619-MSL $2,000,000—annual aggregate 6. Network Security and Privacy Liability Insurance. During the term of this Contract,Vendor will maintain coverage for network security and privacy liability.The coverage may be endorsed on another form of liability coverage or written on a standalone policy.The insurance must cover claims which may arise from failure of Vendor's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data—including but not limited to, confidential or private information, transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract.The certificates must be signed by a person authorized by the insurer(s)to bind coverage on their behalf. All policies must include there will be no cancellation, suspension, non-renewal, or reduction of coverage without thirty (30) days' prior written notice to the Vendor. Upon request,Vendor must provide to Sourcewell copies of applicable policies and endorsements, within ten (10) days of a request. Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE.Vendor agrees to name Sourcewell and its Members, including their officers, agents, and employees, as an additional insured under the Vendor's commercial general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Vendor, and products and completed operations of Vendor.The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION.Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors.The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance 11 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL maintained by the Vendor or its subcontractors. Where permitted by law,Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY.The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies). F. SELF-INSURED RETENTIONS.Any self-insured retention in excess of$10,000 is subject to Sourcewell's approval. 21. COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES.Vendor must maintain a valid status on all required federal, state, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Members. 22. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing. Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota,the United States federal government, or any Member. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract.Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. 23. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Members that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Members may also require additional requirements based on specific funding specifications. Within this Article, all references to "federal" should be interpreted to mean the United States federal government.The following list only applies when 12 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL a Member accesses Vendor's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of"federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor."The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT,AS AMENDED(40 U.S.C. § 3141-3148).When required by federal program legislation, all prime construction contracts in excess of$2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week.The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination.The non-federal entity must report all suspected or reported violations to the federal awarding agency.The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States").The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work,to give up any part of the compensation to which he or she is otherwise entitled.The non-federal entity must report all suspected or reported violations to the federal awarding agency.Vendor must be in compliance with all applicable Davis-Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT(40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. § 3702 and 3704,as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week.The requirements of 40 U.S.C. § 3704 are applicable to construction 13 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous.These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.This provision is hereby incorporated by reference into this Contract.Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process,Vendor must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of"funding agreement" under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement,"the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process,Vendor must comply with applicable requirements as referenced above. E. CLEAN AIR ACT(42 U.S.C. § 7401-7671Q.)AND THE FEDERAL WATER POLLUTION CONTROL ACT(33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of$150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act(42 U.S.C. § 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387).Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689).A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management(SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.Vendor certifies that neither it nor its principals are presently debarred,suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI-LOBBYING AMENDMENT,AS AMENDED (31 U.S.C. § 1352).Vendors must file any required certifications.Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award 14 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL covered by 31 U.S.C. § 1352.Vendors must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Vendors must file all certifications and disclosures required by, and otherwise comply with,the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352). • H. RECORD RETENTION REQUIREMENTS.To the extent applicable,Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333.The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of three (3)years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE.To the extent applicable,Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE.To the extent applicable,Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336).Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions.The right also includes timely and reasohable access to Vendor's personnel for the purpose of interview and discussion relating to such documents. L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency(EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 24. CANCELLATION 15 Rev.4/2019 DocuSign Envelope ID:6EC94A76-43EC-4B62-A49F-B355E8667C0B Contract#071619-MSL Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon sixty (60) days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor's Proposal. Termination of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to termination. Sourcewell Musco Sports Lighting LLC e —DocuSignedby::(•,.,_1,� —hDocuSigned by: (�.. ,�t.vt.lnli�+ SG�,wa � icumt,S i4,. A'W uk,101, By`'—00FD2A139006489... By.""--816F9CCB78A0420... Jeremy Schwartz James M. Hansen Title: Director of Operations & Title:Secretary Procurement CPO Date: 8/28/ 019 I 8:39 AM CDT Date: 8/29/2019 I 9:33 AM CDT Approved: ByCrr��DocuSS�.igned by: OAAL ChaUd{t, 7E42B8F8,17A84CC._. Chad Coauette Title: Ex ve pI a for CEO 8/27/2019- I 3:L PM CDT Date: • 16 Rev.4/2019 3. Membership mu-- - O. Sourcewell membership application can be accessed and completed online at the web site listed below. https://www.sourcewell-mn.gov/become-member musco. 4. About Sourcewell musco. Sourcevvell �` FormerlyNJPA • • . C 0 0 3 erat Purcnasin : --' . . Refenc . s . Guice Your guide for sourcing success . _ . •__. � fi . x 1 . . ... sy ..xi.. t _ ,fie . .. n a • r Cooperative purchasing Cooperative purchasing is procurement conducted by,or on behalf of,one or more governmental units for use by other governmental units. 481 410 41111 Compliant Competitive Convenient - Our process can be trusted to satisfy - Buying power of 50,000 members - More than 325 quality vendors your bid requirements - Contracts offer ceiling-based pricing holding competitively awarded - We are a government agency that and volume discounts contracts works like you - Full suite of options for a complete - Achievement of Excellence in solution Procurement recipient - Easy,no-cost membership 2 Cooperative Purchasing Reference Guide 1 • • • - • • gym. • • • ' 4;t.,.sae, .. .,„, ;,. 1,- •. 1— .. _ ton- ,t * x a , 411. I • ! w Become a member Membership is free.Just fill out an online or paper application.A membership legal agreement is available if needed.After submitting your application,you will receive a Sourcewell member ID number electronically and a welcome packet by mail. • Online at:www.sourcewell-mn.gov/become-member • Through hard copy participation membership application(download from our website) • Through"Joint Exercise of Powers"or"Interlocal"agreements vaKe a purchase Browse our catalog of nationally awarded vendors online.Contact the vendor directly and inform them of your interest in using the Sourcewell contract,OR use our expertise—contact our membership team.We want to be your guide. For more information,contact our membership team: 877-585-9706 membership@sou rcewel l-m n.gov 3 Our process Cooperative purchasing connects buyers Competitive 3rocurement orocess and sellers for efficiency and savings. 1. Scope of solicitation Our user-friendly process—the We determine the scope of each competitive solicitation by identifying the consistency of our documents,forms, needs of our members.This is accomplished through daily interactions and and evaluation criteria—is among our guidance from our members. greatest assets. 2. Authorization from Sourcewell Board of Directors We continuously refine our efforts Before initiating a solicitation,we seek permission from the publicly elected to meet the changing needs of our Sourcewell Board of Directors. members.They value our North American competitive procurement 3. Public notice and advertising process which satisfies local Upon approval from the Board,we issue a public notice and advertisement. procurements.requirements. Refer to www.sourcewell-mn.gov/process for specific advertising locations. Our members add value to these steps by 4. Proposal receipt and opening understanding their local procurement We time and date stamp each proposal upon receipt at our office in Staples, requirements and assessing their ability MN.We conduct a public-proposal opening at a time,date,and place specified to legally access and utilize Sourcewell in the RFP.For Sourcewell solicitations published after March 31,2019,we contracts. accept web-based,digital submissions through the Sourcewell Procurement Portal.Responses through the portal are secure and inaccessible until after the published due date and time. 5. Objective evaluation At the proposal opening,we evaluate the responsiveness of each proposal received.The evaluation committee then presents its recommendations to the chief procurement officer(CPO)for final review and approval. 6. Official award Upon approval by the CPO and ratification by the Sourcewell Board of Directors, we award the recommended vendor(s)a four-year contract with the potential for a one-year extension.The Procurement Department sends a Notice of Award or Non-Award to all respondents via email. 7. Posting and review of approved contract documents Sourcewell maintains a complete procurement file,and contract documentation is posted on our website.We periodically review all awarded contracts for compliance and effectiveness.In addition,Sourcewell may review and approve price and product changes at the vendor's request. • 2018 Award Winner?! <W). CPW? 3-time recipient of the Achievement of Excellence in Procurement award. 4 Cooperative Purchasing Reference Guide The Sourcewell acvantage Sourcewell is a self-funded government You can conficentty partner with Sourcewell organization.We partner with government,education,and nonprofit because we. entities to boost student and community success. Value independence • As a government agency authorized by the state of Minnesota,we can enter into contracts and operate as our own cooperative purchasing lead agency. (See enabling legislation on page 6) • We adhere to competitive solicitation requirements of the Uniform Municipal Contracting Law. • We award most contracts corporately,but you purchase from local dealers and providers. • Contract terms allow you to propose supplemental terms and conditions. Lead the way • Choice of high-quality equipment/products/services-300 North American vendor contracts and more than 500 construction contracts. • We eliminate low-bid,low-quality issues.You capture lifecycle-cost savings. • Our contracts are tailored to you with solutions-based solicitations. • Basic to fully customized solutions available when you choose from a suite of options. Read the fine print • Proven procurement process,refined over 40 years.(See prior page.) • Contracts competitively solicited on your behalf and awarded by our CPO and elected board. • The documentation you need is right at your fingertips-with a complete procurement file posted on our website sourcewell-mn.gov. Make purchasing easy • Browse our catalog of awarded vendors online. • Members can then contact the vendor directly and tell them you'd like to use the Sourcewell contract. • If not a member,check out how easy it is to join on page 3. • Tap into our expertise by contacting our membership team:877-585-9706 or membership@sourcewell-mn.gov. 5 FrecuentFy askec cuestions Q.Who is Sourcewell? A. Sourcewell,formerly National Joint Powers Alliance,is a local unit of government,a public corporation and agency under the Minnesota Constitution and its enabling law,Minnesota Statutes§123A.21.Sourcewell employees are government employees. Q.What is Sourcewell's primary A. Sourcewell is a service cooperative created to provide programs and services purpose? to members in the government,education,and nonprofit sectors.Its statutory purpose is to assist members in meeting specific needs which are more efficiently delivered cooperatively than by an entity individually.Minn.Stat.§ 123A.21,subd.2. Q.Is cooperative purchasing one of A. Sourcewell is authorized to establish cooperative purchasing contracts on Sourcewell's authorized activities? behalf of itself and its members.Sourcewell follows the competitive contract law requirements under Minnesota Statutes§471.345,to solicit,evaluate,and award these contracts. Q. How is Sourcewell governed? A. Sourcewell is governed by an eight-member Board of Directors made up of local elected officials including county commissioners,city council members,mayors, and school board members. Q.Who is eligible for membership,and A. Membership is free and available to all government,education,and nonprofit how much does it cost? entities. Q.How do we join Sourcewell? A. You can join by submitting an online membership application at:Sourcewell- mn.gov/join or by submitting a paper application. Q.What specific statute gives my A. Joint powers and cooperative purchasing laws authorize members to access agency the authority to participate? Sourcewell cooperative purchasing contracts.Sourcewell members are responsible for ensuring compliance with state and local laws in their respective jurisdictions. A comprehensive list of state laws is included on the Sourcewell website on the"Compliance and Legal"page. Sourcewell continuously monitors changing laws and regulations affecting cooperative purchasing.For questions about state-specific compliance or contract-use requirements,please contact contract.administration@sourcewell- mn.gov. Q.Can my agency use Sourcewell A. Sourcewell contracts are competitively solicited on behalf of Sourcewell and contracts without issuing our own its members.Individual members are free to determine whether the awarded solicitation? contracts meet their needs. 6 Cooperative Purchasing Reference Guide Frequently asKec cuestions Q. Does Sourcewell's procurement A. Sourcewell's procurement process is continuously improved to ensure process meet federal procurement compliance with state and federal requirements affecting our members'ability standards,including the Office of to use cooperative purchasing contracts.Standard federal terms and conditions Management and Budget Uniform are included in Sourcewell solicitations and contracts.For specific compliance Guidance(2 CFR Part 200)? questions,please contact contract.administration@sourcewell-mn.gov. Q.How do I obtain copies of the legal A. Contracts and solicitation documents are available under the"Contract documents associated with each Documentation"tab on each vendor's page on the Sourcewell website.Please contract? follow the instructions under each vendor's"Pricing"tab to access pricing for specific contracts.Due to pricing complexity,some pricing is only available upon request.Procurement files are also available upon request. Q. As a Sourcewell member,are we A. Sourcewell membership and contracts are nonexclusive with no obligation to able to buy from other contracts? purchase. Q. How is Sourcewell funded? A. Sourcewell is funded by administrative fees paid by vendors.When Sourcewell awards a contract,that vendor realizes substantial efficiencies in the form of thousands of sales opportunities.Vendors pay a percentage of those sales to Sourcewell to cover costs related to the procurement process and to offset general operating costs. Material prepared and provided by Sourcewell•is intended as informational and for reference purposes,but is not legal advice.We recognize your responsibility to ensure the Sourcewell procurement process complies with your local laws. 7 a + REVISED o�isi5 +i �^t ' � -- :4. Y • a '+� Y Ate. .,.ry d - ?m•.:,. • -,fit '�"w �'` # .,, .e awe^ --, -r i i -� "' r ',... -- -,„ .*... ,- , -..., --,-- , ,.' ... .,, ,-, ir.i.,1--„., ,,, ,„,,,,.` 4;;;,,,,,:dii... - ' -; ,., '...,..„.'°'', , --Ilifit, '.',, ‘,.,.,,,),, ,,,,.-.- y y- CC��. w ' ' 0'.--' `..7.! %.4' .''' ''. . '.-4; Pe"iilit .,..,, -k'-',• IN44)itt rag 4. , • • Cooperative �urc � � sing Source creates cooperative contract purchasing solutions on behalf of its member agencies.Cooperative contracts offer both time and money savings for users by consolidating the efforts of numerous individually prepared solicitations into one,cooperatively shared process—taking advantage of the volume pricing generated by 50,000 members across North America. Join and purchase Visit sourcewell mn.gov/cooperative purchasing or turn to page 3 for more details. We want to be your guide. Contact our membership team: 877 585-9706 membership@sourceweil_mn.gov / 877-585-9706 www.sourcewell-mn.gov Sou rce vV`� Formerly NJPA RECEIVED BY: CITY CLERK RECEIPT COPY • Return DUPLICATE to City Clerk's Office (Name) after signing/dating (Date) 7., Q CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION 16 TO: City Treasurer FROM: City Clerk DATE: !I/ 11l/z22 SUBJECT: Bond Acceptance I have received the bonds for 44USzn Sp/1?-? fat, (C any Na CAPITAL PROJECTS (Includes CC's and MSC's) Performance Bond No. /Dq-10101/3.3 Payment Bond (Labor and Materials) Bond No. /07-1401,O1,p3.3 Warranty or Maintenance Bond No. TRACT AND DEVELOPMENT Faithful Performance Bond No. Labor and Material Bond No. Guarantee and Warranty Bond No. Monument Bond No. Franchise Bond No. Letter of Credit Bond No. Other Re: Tract No. Approved . /11/0( (Council Approval Date) CC No. / Agenda Item No. MSC No. City Clerk Vault No. 0,40- 6o Other No.sF"k2C1_, SIRE System ID No. di g:/forms/bond transmittal to treasurer spar,'-ear ipLjc , i --PA/ �s�xru i/