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HomeMy WebLinkAboutH.E.R.O.S., Inc. - 2025-02-11 (2) SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND H.E.R.O.S., INC. FOR HELICOPTER ENGINE PARTS,REPAIR AND OVERHAUL SERVICES 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 H.E.R.O.S., INC., an Arizona Corporation, hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of Helicopter engine-parts, repair and overhaul services. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. Contractor entered into an Agreement with the City of Mesa on or about September 1, 2024, referred to as the "City of Mesa Agreement Pursuant to Solicitation." City desires to "piggyback" on the City of Mesa's Contract pursuant to HBMC Section 3.02.190(C)(2), and unless otherwise noted, contained in this Agreement, or in conflict with this Agreement, the Parties wish to be bound by the same terms and conditions as the City of Mesa. D. 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 Blake Davies, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 24-15325/36112 1 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. 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 Five Hundred Thousand Dollars ($500,000.00) 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 0YUA2-5 , 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 24-15325/36112 2 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. 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 24-15325/36112 3 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, 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 24-15325/36112 4 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. 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, 24-15325/36112 5 orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 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 H.E.R.O.S., Inc. Attn: Director of Public Works Attn: Blake Davies 2000 Main Street 560 North 54th Street, Suite 9 Huntington Beach, CA 92648 Chandler, AZ 85226 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. 24-15325/36112 6 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 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. 24-15325/36112 7 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; 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 facilities management 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. 24-15325/36112 8 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. 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. 24-15325/36112 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 H.E.R.O.S., INC. municipal corporation of the State of An Arizona corporation California By: / Mayor /-F .Ia ere c..Ns Print name ITS: (circle one) Chairm. 1'residen r Vice President City Clerk Jf/// AND By: S �2 INITIATED D A ROVED: P ' tnamee�, ITS: (circle one III' hief Financial Officer/Asst. Secretary- reasurer Chief of Police /1 ,4 vS , r4o104' r APPROVED AS ORM: City Attorney REVIEWED AND APPROVED: City Manager 24-15325/36112 10 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) SEE ATTACHED EXHIBIT A B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: SEE ATTACHED EXHIBIT A C. CITY'S DUTIES AND RESPONSIBILITIES: D. WORK PROGRAM/PROJECT SCHEDULE: 24-15325/36112 12 EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. SEE ATTACHED EXHIBIT B 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall 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. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress 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. 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. Each month's bill shall include a total to date. That total shall provide the total fees and costs incurred to date for the project. A copy of memoranda, letters, reports, calculations, and other documentation prepared by CONSULTANT may be required to be submitted to the CITY to demonstrate progress towards completion of tasks. In the event the CITY rejects or has comments, on any such product, CITY shall identify specific requirements for satisfactory completion. 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. 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. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. All extra work or additional 24-15325/36112 13 services will be in accordance with the extra work or additional services and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. 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. 24-15325/36112 14 EXHIBIT A CITY OF MESA AGREEMENT PURSUANT TO SOLICITATION This Agreement pursuant to Solicitation ("Agreement") is entered into this 27th day of August 2024, by and between the City of Mesa, Arizona, an Arizona municipal corporation ("City"), and H.E.R.O.S. Inc., a(n) Arizona corporation("Contractor").The City and Contractor are each a"Party"to the Agreement or together are"Parties"to the Agreement. RECITALS A. The City issued Solicitation number 2024191 ("Solicitation")for Helicopter Engine-Parts, Repair and Overhaul Services,to which Contractor provided a response("Response"); and B. The City Selected Contractor's Response as being in the best interest of the City and wishes to engage Contractor in providing the services/materials described in the Solicitation and Response. In consideration of the reciprocal promises contained in the Agreement, and for other valuable and good consideration, which the,Parties acknowledge the receipt and sufficiency of, the Parties agree to the following Terms & Conditions. TERMS &CONDITIONS 1. Term.This Agreement is for a term beginning on September 1,2024 and ending on August 31,2027. The use of the word "Term" in the Agreement includes the aforementioned period as well as any applicable extensions or renewals in accordance with this Section 1. 1.1 Renewals. On the mutual written agreement of the Parties, the Term may be renewed up to a maximum of two (2) years. Any renewal(s) will be a continuation of the same terms and conditions as in effect immediately before the expiration of the then-current term. 1.2 Extension for Procurement Processes. Upon the expiration of the Term of this Agreement, including any renewals permitted herein, at the City's sole discretion, this Agreement may be extended on a month-to-month basis for a maximum of six (6) months to allow for the City's procurement processes in the selection of a vendor to provide the services/materials provided under this Agreement. The City will notify the Contractor in writing of its intent to extend the Agreement at least thirty (30) calendar days before the expiration of the Term. Any extension under this Subsection 1.2 will be a continuation of the same terms and conditions as in effect immediately before the expiration of the then-current term. 2. Scope of Work. The Contractor will provide the necessary staff, services, and associated resources to provide the City with the services, materials, and obligations attached to this Agreement as Exhibit A ("Scope of Work") Contractor will be responsible for all costs and expenses incurred by Contractor that are incident to the performance of the Scope of Work unless otherwise stated in Exhibit A. Contractor will supply all equipment and instrumentalities necessary to perform the Scope of Work. If set forth in Exhibit A, the City will provide Contractor's personnel with adequate workspace and such other related facilities as may be required by Contractor to carry out the Scope of Work. The Agreement is based on the Solicitation and Response which are hereby incorporated by reference into the Agreement as if written out and included herein. In addition to the requirements specifically set forth in the Scope of Work, the Parties acknowledge and agree that the Contractor shall perform in accordance with all terms, conditions, specifications, and other requirements set forth within the Solicitation and Response unless modified herein. 3. Orders. Orders are placed with the Contractor by either a: (i) Purchase Order when for a one-time purchase; (ii) Notice to Proceed, or (iii) Delivery Order off of a Master Agreement for Requirement Contract where multiple as-needed orders will be placed with the Contractor. The City may use the Internet to communicate with Contractor and to place orders as permitted under this Agreement 4. Document Order of Precedence. In the event of any inconsistency between the terms of the body of the Agreement,the Exhibits,the Solicitation, and Response,the language of the documents will control in the following order. a. Agreement b. Exhibits 1. Mesa Standard Terms& Conditions 2. Scope of Work 3. Other Exhibits not listed above c. Solicitation including any addenda d. Contractor Response 5. Payment. 5.1 General. Subject to the provisions of the Agreement, the City will pay Contractor the sum(s) described in Exhibit B ("Pricing") in consideration of Contractor's performance of the Scope of Work during the Term. 5.2 Prices. All pricing shall be firm for the Term and all extensions or renewals of the Term except where otherwise provided in this Agreement and include all costs of the Contractor providing the materials/service including transportation, insurance, and warranty costs. No fuel surcharges will be accepted unless allowed in this Agreement. The City shall not be invoiced at prices higher than those stated in the Agreement. The Contractor further agrees that any reductions in the price of the materials or services covered by this Agreement will apply to the undelivered balance. The Contractor shall promptly notify the City of such price reductions. No price modifications will be accepted without proper request by the Contractor and response by the City's Procurement Services Division. 5.3 Price Adjustment. Any requests for reasonable price adjustments must be submitted in accordance with this Section 5.3. Requests for adjustment in the cost of labor and/or materials must be supported by appropriate documentation. There is no guarantee the City will accept a price adjustment therefore Contractor should be prepared for the Pricing to be firm over the Term of the Agreement. The City is only willing to entertain price adjustments based on an increase to Contractor's actual expenses or other reasonable adjustments in providing the services/materials under the Agreement. If the City agrees to the adjusted price terms,the City shall issue written approval of the change. During the sixty(60)day period before Contract annual anniversary date of the Agreement;the Contractor may submit a written request to the City to allow an increase to the prices in an amount not to exceed the twelve (12) month change in the Consumer Price Index for All Urban Consumers(CPI-U), US City Average,All Items, Not Seasonally Adjusted as published by the U.S.Department of Labor, Bureau of Labor Statistics(http://www.bls.gov/cpi/home.htm). The City shall review the request for adjustment and respond in writing; such response and approval shall not be unreasonably withheld. • 5.4 Renewal and Extension Pricing. Any extension of the Agreement will be at the same pricing as the initial Term. If the Agreement is renewed in accordance with Section 1, pricing may be adjusted for amounts other than inflation that represent actual costs to the Contractor based on the mutual agreement of the parties. The Contractor may submit a request for a price adjustment along with appropriate supporting documentation demonstrating the cost to the Contractor. Renewal prices shall be firm for the term of the renewal period and may be adjusted thereafter as outlined in the previous section.There is no guarantee the City will accept a price adjustment. 5.5 Invoices. Payment will be made to Contractor following the City's receipt of a properly completed invoice. No terms set forth in any invoice, purchase order, or similar document issued by Contractor will be deemed accepted by the City; the terms of the contractual relationship between the Parties are as set forth in this Agreement.Any issues regarding billing or invoicing must be directed to the City Department/Division requesting the service or material from the Contractor. A properly completed invoice should contain, at a minimum, all of the following: a. Contractor name, address, and contact information; b. City billing information; c. City contract number as listed on the first page of the Agreement; d. Invoice number and date; e. Payment terms; f. Date of service or delivery; g. Description of materials or services provided; h. If materials provided, the quantity delivered and pricing of each unit; i. Applicable Taxes; j. If applicable, mileage or travel costs; and k. Total amount due. 5.6 Payment of Funds. Contractor acknowledges the City may, at its option and where available use a Credit Card/Procurement Card to make payment for orders under the Agreement with no additional charge/fee. Otherwise, payment will be through a traditional method of a check. 5.7 Disallowed Costs, Overpayment. If at any time the City determines that a cost for which payment was made to Contractor is a disallowed cost, such as an overpayment or a charge for materials/service not in accordance with the Agreement,the City will notify Contractor in writing of the disallowance; such notice will state the means of correction which may be, but is not limited to, adjustment of any future claim/invoice submitted by Contractor in the amount of the disallowance, or to require repayment of the disallowed amount by Contractor. Contractor will be provided with the opportunity to respond to the notice. 6. Insurance. 6.1 Contractor must obtain and maintain at its expense throughout the term of Contractor's agreement, at a minimum, the types and amounts of insurance set forth in this Section 6 from insurance companies authorized to do business in the State of Arizona; the insurance must cover the materials/service to be provided by Contractor under the Agreement. For any insurance required under the Agreement, Contractor will name the City of Mesa, its agents, representatives, officials, volunteers, officers, elected officials, and employees as additional insured, as evidenced by providing either an additional insured endorsement or proper insurance policy excerpts. 6.2 Nothing in this Section 6 limits Contractor's responsibility to the City. The insurance requirements herein are minimum requirements for the Agreement and in no way limit any indemnity promise(s) contained in the Agreement. 6.3 The City does not warrant the minimum limits contained herein are sufficient to protect Contractor and subcontractor(s) from liabilities that might arise out of performance under the Agreement by Contractor, its agents, representatives, employees, or subcontractor(s). Contractor is encouraged to purchase additional insurance as Contractor determines may be necessary. 6.4 Each insurance policy required under the Agreement must be in effect at or before the execution of the Agreement and remain in effect for the term of the Agreement. 6.5 Before the execution of the Agreement, Contractor shall verify insurance coverage and may be asked to will provide the City with a Certificate of Insurance(using an appropriate"ACORD"or equivalent certificate) signed by the issuer with applicable endorsements. The City reserves the right to request additional copies of any or all of the policies, endorsements, or notices relating thereto required under the Agreement. 6.6 When the City requires a Certificate of Insurance to be furnished, Contractor's insurance is primary of all other sources available. When the City is a certificate holder and/or an additional insured, Contractor agrees no policy will expire, be canceled, or be materially changed to affect the coverage available without advance written notice to the City. 6.7 The policies required by the Agreement must contain a waiver of transfer rights of recovery (waiver of subrogation) against the City, its agents, representatives, officials, volunteers, officers, elected officials, and employees for any claims arising out of the work of Contractor. 6.8 All insurance certificates and applicable endorsements are subject to review and approval by the City's Risk Management Division. 6.9 Types and Amounts of Insurance. Contractor must obtain and retain throughout the term of the Agreement, at a minimum, the following: 6.9.1 Worker's compensation insurance in accordance with the provisions of Arizona law. If Contractor operates with no employees, Contractor must provide the City with written proof Contractor has no employees. If employees are hired during the course of this Agreement, Contractor must procure worker's compensations in accordance with Arizona law. 6.9.2 The Contractor shall maintain at all times during the term of this contract, a minimum amount of$1 million per occurrence/$2 million aggregate Commercial General Liability insurance, including Products and Contractual Liability. For General Liability insurance, the City of Mesa, their agents, officials, volunteers, officers, elected officials, or employees shall be named as additional insured, as evidenced by providing an additional insured endorsement. 6.9.3 Automobile liability, bodily injury, and property damage with a limit of$1 million per occurrence including owned, hired, and non-owned autos. 7. Requirements Contract. Contractor acknowledges and agrees the Agreement is a requirements contract; the Agreement does not guarantee any purchases will be made (minimum or maximum). Orders will only be placed when the City identifies a need and issues a purchase order or a written notice to proceed. The City reserves the right to cancel purchase orders or a notice to proceed within a reasonable period of time of issuance; any such cancellation will be in writing. Should a purchase order or notice to proceed be canceled, the City agrees to reimburse Contractor for any actual and documented costs incurred by Contractor. The City will not reimburse Contractor for any avoidable costs incurred after the receipt of cancellation including, but not limited to, lost profits, shipment of product, or performance of services. 8. Notices. All notices to be given pursuant to the Agreement will be delivered to the Contractor as listed on Page 1 of this Agreement. Notice will be delivered pursuant to the requirements set forth in the Mesa Standard Terms and Conditions that is attached to the Agreement as Exhibit C. 9. Representations of Contractor. To the best of Contractor's knowledge, Contractor agrees that: a. Contractor has no obligations, legal or otherwise, inconsistent with the terms of the Agreement or with Contractor's undertaking of the relationship with the City; b. Performance of the services called for by the Agreement do not and will not violate any applicable law, rule, regulation, or any proprietary or other right of any third party; c. Contractor will not use in the performance of Contractor's responsibilities under the Agreement any proprietary information or trade secret of a former employer of its employees (other than City, if applicable); and d. Contractor has not entered into and will not enter into any agreement,whether oral or written, in conflict with the Agreement. 10. Mesa Standard Terms and Conditions. Exhibit C to the Agreement is the Mesa Standard Terms and Conditions as modified by the Parties,which are incorporated by reference into the Agreement as though fully set forth herein. In the event of any inconsistency between the terms of the Agreement and the Mesa Standard Terms and Conditions, the language of the Agreement will control. The Parties or a Party are referred to as a"party" or"parties" in the Mesa Standard Terms and Conditions. The Term is referred to as the"term" in the Mesa Standard Terms and Conditions. 11. Counterparts and Facsimile or Electronic Signatures. This Agreement may be executed in two (2)or more counterparts, each of which will be deemed an original and all of which, taken together, will constitute one agreement. A facsimile or other electronically delivered signature to the Agreement will be deemed an original and binding upon the Party against whom enforcement is sought. 12. Incorporation of Recitals and Exhibits. All Recitals and Exhibits to the Agreement are hereby incorporated by reference into the Agreement as if written out and included herein. In the event of any inconsistency between the terms of the body of the Agreement and the Exhibits, the language of the Agreement will control. Exhibits to this Agreement are the following: • (A) Scope of Work • (B) Pricing • (C) Mesa Standard Terms and Conditions 13. Attorneys' Fees. The prevailing Party in any litigation arising out of the Agreement will be entitled to the recovery of its reasonable attorney's fees, court costs, and other litigation-related costs and fees from the other Party. 14. Additional Acts. The Parties agree to execute promptly such other documents and to perform such other acts as may be reasonably necessary to carry out the purpose and intent of the Agreement. 15. Headings. The headings of the Agreement are for reference only and will not limit or define the meaning of any provision of the Agreement. By executing below, each Party acknowledges that it understands, approves, and accepts all of the terms of the Agreement and the attached exhibits. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. CITY OF MESA,ARIZONA H.E.R.O.S. NC. Edward Quedens VheIWUni cn=Edward Quedens,o=City of Mesa,ou=Business By: p5ervices Director/City of By: Mesa, ai . ,ema"I=edquedens@mesaaz. gov,c=US" 4," 2024.08.27 09:39:52-07'00' Raffi Kajberouni Printed Name Printed Name President & General Manager Title Title August 16, 2024 Date Date REVIEWED BY: By: Jess Ro i y, NIGP- PP, Cri Procurem nt Supervisor EXHIBIT A SCOPE OF WORK 1. MINIMUM QUALIFICATIONS: Contractor shall maintain a regularly established place of business, complete with necessary shop equipment and tools, testing facilities, replacement parts and accessories and appropriately trained shop personnel. Contractor shall be a maintenance center that can provide scheduled or unscheduled maintenance, inspection, repair, overhaul and/or modification of Rolls-Royce Gas Turbine 250-C30 series Rolls-Royce engine modules and accessories. Contractor shall also have an onsite approved test cell and shall comply with current Rolls-Royce Gas Turbine Operation and Maintenance Manuals CSP21-7 and 14W2, Federal Aviation Administration Airworthiness Directives (ADs) and Rolls-Royce Gas Turbine Mandatory Commercial Engine Bulletins (CEBs)that are appropriate at the time of maintenance action. 2. PRICING: Parts pricing shall be quoted as a percentage off discount to be applied against the manufacturer's published price list. Discounts quoted must be firm and fixed for the duration of the contract. Upon request, labor rates may be adjusted annually, upon approval from City. Requests for adjustment in cost of labor and/or materials must be supported by appropriate documentation. If City agrees to the adjusted price terms, City shall issue written approval of the change. The reasonableness of the request will be determined by comparing the request with the (Consumer Price Index) or by performing a market survey. Hourly labor rates for repair or overhaul work shall remain firm and fixed for each one (1)year period. Prices on these lists shall be firm for at least the first sixty(60)days of the proposed contract period. Thereafter, copies of new or revised price lists shall be sent to the City's Police Aviation Maintenance Section and City Purchasing Division at least thirty (30) days prior to their proposed effective date. Increased prices on new price lists shall not be retroactive. The mailing addresses are: City of Mesa, Police Aviation Maintenance Section, 5110 E. Falcon Dr., Mesa,AZ 85215 and City of Mesa, Purchasing, P.O. Box 1466, Mesa, AZ 85211-1466. 3. QUANTITIES/ORDER PLACEMENT: Where quantities or estimated expenditures are listed,they represent the City's best estimate of requirements, but shall not bind the City to purchase or pay for any item or service not actually required. Parts and services will be ordered on an"as needed" basis by authorized personnel from the Police Aviation Unit Maintenance Section throughout the contract period. The total annual expenditures for this contract are estimated at $500,000.00. Contractor is advised that actual needs may vary substantially, either greater or less, and no guarantees are expressed or implied. 4. WRITTEN ESTIMATES: Prior to commencement of any maintenance, repair and/or overhaul work,Contractor shall be required to furnish a written estimate of all repair procedures. Contractor shall, upon request or when applicable, quote new, overhauled, overhauled-exchanged, reworked and/or serviceable used. No work shall proceed without the City's acceptance and written authorization. During the course of repairs, if Contractor finds that the actual cost or repairs will exceed the estimate by more than 5% or$500, whichever is less, Contractor shall provide written notification for additional charges prior to performing that phase of the work. If additional work is approved, the City will provide written authorization to Contractor. 5. QUALITY STANDARDS FOR PARTS: All new, overhauled and/or exchanged parts, including hardware and accessories supplied by Contractor, must have originated from a source approved by Rolls-Royce Gas Turbine (for Rolls-Royce parts) or a Federal Aviation Administration Parts Manufacturing Approved Facility or (for other parts) an overhaul center approved by the relevant part manufacturer. 6. DELIVERY/RETURN REQUIREMENTS: All parts and/or materials ordered under this contract shall be delivered to the City within five(5)working days after receipt of an order. If additional lead time is expected,the delay must be communicated to the Mesa Police Aviation Unit at the time that the part and/or component is ordered or received for repair, overhaul or overhaul-exchange. All scrapped parts and/or parts that are not re-installed due to time life considerations are to be returned to the Mesa Police Aviation Unit,tagged as such,with reason for rejection or removal, and time life remaining, as applicable. 6.1 Overhaul Schedule. Any maintenance inspection, rework, or overhaul of the complete engine shall be completed within forty-five(45) calendar days after receipt of the part/item to be inspected, repaired or overhauled. 6.2 Shipping/Freight Cost. Prices for engine parts, components and accessories shall be quoted FOB Destination freight prepaid and allowed to Mesa, Arizona (see address below). Contractor shall be responsible for the cost of all shipping and insurance charges for all parts, components and engine accessories. Additional shipping cost, to include any fuel surcharges,or C.O.D.will not be accepted.The engine part, component and accessory price quoted must include all shipping and insurance charges. The only exception allowed would be in the event an engine part, component and/or accessory is ordered by Mesa Police Aviation Unit on an'Aircraft On Ground (AOG), or expeditious manner, (overnight,second day or Saturday delivery).These charges would then need to be indicated on the invoice in addition to the actual engine part, component and/or accessory that was ordered. Shipping and insurance charges for the complete engine and turbine section module shall be specified on the Pricing and Compensation pages (see Attachment A)to be downloaded as a separate document and submitted with response. All shipping charges incurred due to a warranty repair will be paid by Contractor. All deliveries shall be shipped to the following address: Mesa Police Department Aviation Unit 5110 E. Falcon Drive Mesa,Arizona 85215 7. REPORTING REQUIREMENTS: Prior to/or accompanying the delivery of any engine parts, components, accessories, completed repairs, maintenance, overhaul or exchanged part, whether for scheduled or unscheduled maintenance, inspection or repair purposes, Contractor shall furnish the following: A. Copies of the tear down report(s) and inspection form(s)for the work completed; B. All parts and component times updated; C. Completed logbook entries and records in accordance with Federal Aviation Regulation (FAR), Part 43; and D. Certificates or conformances to approve Federal Aviation Administration (FAA) airworthiness standards. 8. WARRANTY: Contractor shall state hour and/or calendar life warranty for all work performed and for all parts provided and specify whether warranty period begins at completion of work, or actual in-service/installation date/time in the space provided on the Pricing and Compensation pages. Defective parts or workmanship shall be corrected or replaced at the Mesa Police Aviation Unit within five(5)working days for engine accessories/components, and within three(3)working days for a complete engine or turbine section after notification of the defect by the Mesa Police Aviation Unit. All shipping charges incurred due to a Warranty repair shall be paid by Contractor. 9. INVOICING: Invoices shall be tendered for each individual order of engine parts, components, accessories and/or completed repairs, engine or module overhaul and maintenance. Each invoice shall be uniquely numbered and shall include an itemized breakdown of labor hours, cost of materials and related supplies, plus the serial number of applicable components worked on. A copy of the invoice shall also accompany each shipment. Invoices shall be mailed to: City of Mesa Police Fiscal, F210 Police, MS 6610, P.O. Box 16795, Mesa, AZ 85211-6795. Payment terms shall be net thirty (30) days. A prompt payment discount may be offered in the space provided on the Vendor Questionnaire. 10. BASIS OF AWARD: The contract award will be on an"all or none basis,"but the City reserves the right to award primary and secondary contracts. The secondary contract will be used in the event the primary Contractor is unable to perform within as required/requested by the City. Repeated incidents of inability to perform may be grounds for contract termination. 11. ENGINE POWER SPECIFICATIONS: • Minimum of 5% above specified engine horsepower at the cruise performance point (557 SHP) for the Rolls-Royce Rolls-Royce250-C30 after the completion of an engine and/or turbine overhaul. Comply with all recommended engine Commercial Engine Bulletins (C.E.B.'s). • Full Performance test run with all test data provided whenever an engine or turbine is overhauled, compressor and/or turbine repairs are performed. 12. ENGINE LOANER SPECIFICATIONS: • A loaner engine shall be available (including if Contractor needs to obtain loaner from another Contractor) at no charge to the City, to the Mesa Police Aviation Unit in the event the overhaul schedule called out in Section 5.1 above is not met. • Unscheduled repairs on the loaner engine are Contractor's responsibility and may be coordinated with Mesa Police Department mechanics for access and/or assistance. • Due to the emergency nature of the Police Department's services, a rental engine and listed components meeting the same specifications listed in Technical Specifications Section 10 must be available at the cost specified in the Pricing and Compensation pages Item#54 through#67. The rental engine and components shall be in good working order. EXHIBIT B PRICING AND COMPENSATION-Ref.2024191 September 4,2024 CATEGORY I-PRICE Discounts: Discounts Identifying shall be based on current Rolls-Royce 250-C30 Series engines' Effective Date of Number of Price Percent Discount price list as published by Rolls-Royce including sub- Price List from Price List List contracted vendors/shops. Bid on New Parts: a) Rolls-Royce 250-C30,Outright 12/19/2023 2024 Price Catalog 10% b) Rolls-Royce 250-C30,Embodied 12/19/2023 2024 Price Catalog 10% c) Tools TBD Various TBD d) Contractor/subcontractor 0/H exchange and rework Accessory 2024 0 price list 6/3/2024 Rev 1 5%CATEGORY Ila Item No. OVERHAUL PRICES FLAT RATE PRICE FOR EACH ITEM Est. Unit UQM Estimated POINTS POSSIBLE=50 Qty. Price Price 1 Rolls-Royce 250-C30 Compressor Module 1 $16,440.68 EA $16,440.68 2 Rolls-Royce 250-C30 Gearbox Module 1 $27,565.00 EA $27,565.00 3 Rolls-Royce 250-C30 Turbine Module 1 $36,142.65 EA $36,142.65 2000 Hour Inspection with#1&#2 wheel replacement for Rolls-Royce 250 1 $77,775.10 EA $77,775.10 4 C30 5 Fuel Control P/N 23087146 1 $13,500.00 EA $13,500.00 6 Governor P/N 23086751 Update to P/N M250-10836 1 $13,000.00 EA $13,000.00 .7 Bleed Valve P/N 23073353 1 $2,850.00 EA $2,850.00 8 Fuel Nozzle P/N M250-10604 1 $2,600.00 EA $2,600.00 9 Fuel Pump P/N 23074707 Basic Overhaul 1 $7,250.00 EA $7,250.00 10 Combustion Liner,250-C30 1 $3,950.00 EA $3,950.00 11 GP Support,250-C30 1 $2,450.00 EA $2,450.00 12 PT Support,250-C30 1 $3,250.00 EA $3,250.00 13 PT Sump Cover,250-C30 1 $2,850.00 EA $2,850.00 14 Exhaust Collector,250-C30 1 $1,750.00 EA $1,750.00 15 CATEGORY Ila TOTAL $211,373.43 CATEGORY Ilb Item No. OVERHAUL/REWORK EXCHANGE PRICES FLAT RATE PRICE FOR EACH ITEM Est. Unit UOM Estimated POINTS POSSIBLE=25 Qty. Price Price 16 Fuel Control P/N 23087146 1 $13,500.00 EA $13,500.00 17 Governor P/N 23086751 1 $13,000.00 EA $13,000.00 18 Bleed Valve P/N 23073353 1 $2,850.00 EA $2,850.00 19 Fuel Nozzle P/N M250-10604 1 $2,600.00 EA $2,600.00 20 Fuel Pump P/N 23074707 Basic Overhaul 1 $7,200.00 EA $7,200.00 21 Combustion Liner,250-C30 1 $3,950.00 EA $3,950.00 22 GP Support,250-C30 1 $7,500.00 EA $7,500.00 23 PT Support,250-C30 1 $7,950.00 EA $7,950.00 24 PT Sump Cover,250-C30 1 $2,850.00 EA $2,850.00 25 Exhaust Collector,250-C30 1 $7,800.00 EA $7,800.00 CATEGORY Ilb TOTAL $69,200.00 CATEGORY Illa UNIT PRICE FOR ONE EACH Item No. FLAT RATE PRICE (In US Dollars including Discount) 26 Test Cell Fee,TOTAL Cost for Full Performance Test Run $4,500.00 CATEGORY Illb UNIT PRICE PER HOUR Item No. LABOR RATES (In US Dollars including Discount) 27 On-Site Technical Assistance Rate (24hr Call in Support No Charge) No Charge /hr 28 Standard Shop Rate $165.00 /hr 29 Overtime Rate $247.50 /hr 30 After-Flours Call-Out Rate $247.50 /hr CATEGORY Illc RENTAL UNIT PRICE PER HOUR Item No. RATES (In US Dollars including Discount) 31 Rolls-Royce 250-C30 Engine Assembly $245.00 /hr 32 Rolls-Royce 250-C30 Turbine Assembly $125.00 /hr 33 Rolls-Royce 250-C30 Compressor Assembly $85.00 /hr 34 Fuel Control as Specified in Item No.10 $25.00 /hr 35 Governor as Specified in Item No.12 $20.00 /hr 36 Fuel Pump as Specified in Item No.18 $15.00 /hr Warranty Begins Date 38 Workmanship Hours Months (Circle One Option Below) 39 Engine Component/ 300 6 Work Completion Accessories Overhaul Module Overhaul 40 (Turbine,Compressor) 1000 12 Work Completion Complete Engine 41 Assembly Overhaul& 1000/300 12/6 Work Completion Repair Parts Purchased 42 Outright 1000 12 Work Completion H.E.R.O.S.Inc. 9/4/2024 • ir... " H.E.R.O.S He�i[ovien Ervplwe R[vwin Ovenewu Senv[e5 M250 Accessory Flat Rate Pricing -2024 R1 6-3-24 PART NUMBERS Model Eligible Core Outgoing Overhaul/Exchange 250-C2OB 23070606/2524644-30 23070606/2524644-31 $ 13,500.00 250-C2OB 23070606/2524644-31 M250-10816/2524644-32 $ 21,050.00 T63-A-720 23070607/2524911-8 23070607/2524911-8 $ 13,500.00 Fuel Controls T63-A-720 23070607/2524911-8 M250-10831/2424911-9 $ 21,050.00 250-C2OR 23070609/2549065-6 23070609/2549065-6 $ 13,500.00 250-C2OR 23070609/2549065-6 M250-10832/2549065-7 $ 21,050.00 250-C30 23087146/2549092-8 23087146/2549092-8 $ 13,500.00 250-C30 23087.146/2549092-8 M250-10834/2549092-9 $ 21,300.00 OVERHAUL OR EXCHANGE:Normally runout unit. Subject to over and above for a scrap bellows assembly,drive body and/or flow body. PART NUMBERS Model Eligible Core* Outgoing Overhaul/Exchange 23065121/2524769-14 M250-10844/2524769-15 $ 8,700.00 250-C20B/12 23065123/2524667-15 M250-10847/2524667-16 23086749/2549170-2 M250-10817/2549170-3 $ 9,200.00 PT Governor T63 23065122/2524912-5 M250-10879/2524912-6 $ 8,700.00 -A-720 23086750/2549176-2 M250-10835/2549176-3 $ 9,200.00 23065125/2524692-11 M250-10881/2524692-12 $ 8,700.00 250-C30** 23086751/2549172-2 M250-10836/2549172-3 $ 13,000.00 OVERHAUL OR EXCHANGE:Normally runout unit.Subject to over and above for scrap drive body and/or cover. • PART NUMBERS Model Eligible Core* Outgoing Overhaul/Exchange 250-C18 ' 386500-4/6899253 386500-4/6899253 $ 2,450.00 250-C20B 23003114 23003114/5002395D Fuel Pumps 250-C28/C30 6896822/388100-5 6896822/388100-5 $ 2,750.00 250-C30/S 6896810/394400-1 6896810/394400-1 $ 2,750.00 OVERHAUL OR EXCHANGE...Price is exclusive of the Gear and Bearings Sets PART NUMBERS Model Eligible Core* Outgoing Overhaul/Exchange 250-C20/A720 Any Part Number 23053176 $ 950.00 Bleed Valves 250-C2OR 23038951 23073207 $ 1,450.00 250-C28** Any Part Number 23074227 $ 2,850.00 250-C30** Any Part Number 23073353 C18&C20 Bleed Valves-OVERHAUL OR EXCHANGE C20R Bleed Valve price is exclusive of the Body&Cover only. C28&C30 Bleed Valve price is exclusive of the Mid-Body only. PART NUMBERS Model Eligible Core* Outgoing Overhaul/Exchange Series II 23077068/M250-10603 M250-10603 $ 2,400.00 Fuel Nozzle Series IV 23077067/M250-10604 M250-10604(11 Thread) $ 2,600.00 All Series Clean and Flow $ 450.00 OVERHAUL OR EXCHANGE Eligible*Part numbers listed and subsequent are eligible;however,components exposed to fire,water submersion,have excessive corrosion and missing parts are subject to additional charges. Note:All prices listed are subject to change. DATE(MM/DD/YY) CERTIFICATE OF LIABILITY INSURANCE 12/9/2024 THIS CERTIFICATE ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANY: INSURED Lead carrier:A (as below) H.E.R.O.S., Inc. & A)Lloyd's Syndicate#2623 AFB(Beazley)London,U.K. HYE-Tech Manufacturing, LLC (NAIC Alien ID#AA-1128623) 560 North 54th Street, Suite 9 Managed by:Polaris Aviation a division of Polaris Enterprise Group,Inc. Chandler, AZ 85226 1336 Oak Avenue,Suite C,St.Helena,CA 94574 COVERAGES THE POLICES 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.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.THIS POLICY IS ISSUED ON AN OCCURRENCE FORM. • Carrier TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRES LIMITS Letter A AIRCRAFT PRODUCTS/COMPLETED OPERATIONS LIABILITY EACH OCCURRENCE $10,000,000 0 COVERED PA0098-8 08/16/24 08/16/25 AGGREGATE $10,000,000 DEDUCTIBLE $D ❑NOT COVERED Notes: A GROUNDING LIABILITY p EACH GROUNDING $10,000,000 AGGREGATE $10,000,000 O COVERED PA0098-8 08/16/24 08/16/25 $G DEDUCTIBLE ❑NOT COVERED Notes: A IIANGARKEEPERS LIABILITY ANY ONE AIRCRAFT/EACH OCCURRENCE $5,000,000 AGGREGATE $5,000,000 Cl COVERED PA0098-8 08/16/24 08/16/25 $S,DDD DEDUCTIBLE ❑NOT COVERED Notes: A PREMISES/GENERAL LIABILITY EACH OCCURRENCE $10,000,000 AGGREGATE $10,000,000 O COVERED PA0098-8 08/16/24 08/16/25 DEDUCTIBLE $D Personal Injury and Advertisers liability is ❑NOT COVERED Notes: included as part of this coverage. DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS: Certificate issued as evidence of coverage and per policy contractual liability clause additional insured status°,waiver of subrogation,primary&non- contributory is granted to City of Huntington Beach,its agents,representatives,officials,volunteers,officers,elected officials,and employees as required • in executed contract. Policy shall not be suspended,voided or canceled by either party,reduced in coverage or limits excep after thirty(30)days'prior written notice(10 days for non payment of premium per insurance regulations). Policy is in full force at the time of this writing. CERTIFICATE HOLDER ADDITIONAL INSURED: Yes CANCELLATION: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL City of Huntington Beach ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SHOW SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES. Attn: Director of Public Works 2000 Main Street Huntington Beach, CA 92648 Authorized Representative:. G Polaris Aviation 2020 09 01 Listing of all Carrier participating in this polic • ORDER HEREON 100%of Whole(as per lineslip B128410174L24). • 18.00% Lloyd's Syndicate 2623 AFB, London,U.K. Reference: LE014L24ANVN NAIC Alien Insurer Code:AA-1128623 7.00% Lloyd's Syndicate 623 AFB, London,U.K. Reference: LE014L24ANVN NAIC Alien Insurer Code:AA-1126623 12.00% Lloyd's Syndicate 510 KLN, London,U.K. Reference:APA277X24AA-HuLU APA277X24AB-Liabs NAIC Alien Insurer Code:AA-1126510 3.00% Lloyd's Syndicate 1880 TMK, London, U.K. Reference:APA442E24AA-HuLU APA443N24AB-Liabs NAIC Alien Insurer Code:AA-1120096 10.00% Lloyd's Syndicate 1969 APL, London,U.K. Reference:24AV57597801 "H3"/24AV57597802"AP" NAIC Alien Insurer Code:AA-1120106 15.00% Lloyd's Syndicate 1686 AXS,London,U.K. Reference:3446036124AL NAIC Alien Insurer Code:AA-1120156 15.00% Chubb Global Markets-Aviation(a trading name of Chubb European Group SE) Reference:AUMH1 OA5862E-HuLU ABOZ1 OA5862E NAIC Alien Insurer Code:AA-1320152 10.00% Helvetia Global Solutions Ltd. Reference:265235 NAIC Alien Insurer Code:AA-1490002 10.00% Convex Insurance UK Limited Reference:AS260A24A000 NAIC Alien Insurer Code:AA-1120191 =100.00%Participation RECEIVED DEC 2 7 2024 City of Huntington Beach City Attorney's Office �- ALAR1t DATE(MM/DD/YY) CERTIFICATE OF LIABILITY INSURANCE 12/9/2024 THIS CERTIFICATE ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. 'PHIS CERTIFICATE DOES NOT AMEND.EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANY: INSURED Lead caner:A (as below) H.E.R.O.S., Inc. & A)Lloyd's Syndicate#2623 AFB(Beazley)London,U.K. HYE-Tech Manufacturing, LLC (NAIC Alien ID#AA-1128623) 560 North 54°1 Street, Suite 9 Managed by:Polaris Aviation a division of Polaris Enterprise Group,Inc. Chandler, AZ 85226 1336 Oak Avenue,Suite C,St.Helena,CA 94574 COVERAGES THE POLICES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERI\OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY HE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL Ti IF. TERMS.EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY IIAVE BEEN REDUCED BY PAID CLAIMS.THIS POLICY IS ISSUED ON AN OCCURRENCE FORM. Gamier TYPE OF INSURANCE POLICY HULIBER POLICY EFFECTIVE POLICY EXPIRES LOFTS Letter A OWN!SET EIIOILLY IX I('IITII'I.EII11 OI'1:R MOM LI A RII ITV EAC II OCCURRENCE S10,000,000 CI COVERED PA0098-8 08/16/24 08/16/25 AGGREGATE $10,000,000 DEDUCTIBLE IX O NOT COVERED Flores: A ORnENTHNCLIIRll.m' EACH GROUNDING $10,000,000 AGGREGATE $10,000,000 O COVERED PA0098-8 08/16/24 08/16/25 „ DEDUCT IDLE ❑NOT COVERED Shiest A Ii.CNGAl1A1:L PF.R51.U111Ln1' ANY ONE AIRCRAF LEACH OCCURRENCE S5,000,000 0 COVERED PA0098-8 08/16/24 08/16/25 AGGREGATE $5,000,000 DEDUCT IBLE 55,030 ❑NOT COVERED notes A I'RI'.\IIiILiK,t NI IRAI.11A1111.11 A' EACH OCCURRENCE $10,000,000 AGGREGATE S10,000,000 O COVERED PA0098-8 08/16/24 08/16/25 DEDUCTIBLE SO Personal InJui y and Advert secs I•ahl Iy is ❑NOT COVERED moles. ,,:I„ded as pert of this<o:eraBe. DESCRIPTION OF OI'ERATIONS/I.00ATIONSNEI IICLES/EXCLUSIONS ADDED ELY ENDORSEMENT/SPECIAL PROVISIONS: Certificate issued as evidence of coverage and per policy contractual liability clause additional insured status',waiver of subrogation,primary&non- contributory is granted to City of Huntington Beach,its agents,representatives,officials,volunteers,officers,elected officials,and employees as required in executed contract. Policy shall not be suspended,voided or canceled by either party,reduced in coverage or limits excep after thirty(30)days'p for written notice(10 days for non payment of premium per insurance regulations). Policy is in full force at the lime of this writing. i CANCELLATION: APPROVED AS TO Ff1R CERTIFICATE HOLDER ADDITIONAL INSURED: Yes SIHOULDANL OF THE ASOVE D'=SCRdED POLICIES BEGAT.Eu(O BEFORE THE ECPIRAIKXl DALE 1HEREOL- H IAUr.G NUTTIER VIAL City of Huntington Beach ENDEAVOR TOPIAI'-IT DAYSI'MRfENNOTICE TO THE CERTrti IY.tDER11A"_'fD TOME 005001'SHALL r/POST I:0OBLMI2 ATI ORRUCBILITYCf UIYKr:D UPOIInrErt I1 TT1(41,11.A{IR L•'ES�'IAK/.le,J Attn: Director of Public Works M r F\CL ten G 2000 Main Street CITY A7 O INE+Y Huntington Beach,CA 92648 CITY OF HUNTINOTON BEACH Authorized Represenlal-.e Polaris Aviation 2020 09 01 HEROINC-01 TEVANSON A�RICY CERTIFICATE OF LIABILITY INSURANCE DATE(MM 12112/202YY) 2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER fi ACT Cameron Crabs Polaris Enterprise Group PHONE o Eat):(707)963-1050 {AlAc,No):(707)963-1050 1336 Oak Ave Suite C iSSIEss: Saint Helena,CA 94574 INSURER(S)AFFORDING COVERAGE NAIC S INSURER A: INSURED INSURER B: H.E.R.O.S.,Inc.&HYE-Tech Manufacturing,LLC INSURER C: 560 North 54th Street,Suite 9 INSURER D: Chandler,AZ 85226 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 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. ILTR TYPE OF INSURANCE IN SD y VD POLICY NUMBER (MMIDDY EFF POLICY M/DDNY P Y) lYYYY) (MMlOD LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S CLAIMS-MADE I I OCCUR PREM WOWED $ MED EXP(Any one person) $ PERSONAL&ADVINJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: - GENERAL AGGREGATE $ �� POLICY LOC PRODUCTS-COMP/OP AGG $ OTHER: $ AUTOMOBILECOMBINED SINGLE LIMIT LIABILITY (Ea accident) KO:0,0M X ANY AUTO BODILY INJURY(Per person) S X OWNED — SCHEDULED 01-CA-060782697.0 [0/27/2024 i027/2025 AUTOS ONLY AUTOS _ BODILY INJURY(Per acddent) $ HIRED X NON-OWNED (PeraaccidTent;MIAGE $ X AUTOS ONLY X AUTOS $ UMBRELLA LIAR OCCUR EACH OCCURRENCE S EXCESS UAB CLAIMS-MADE AGGREGATE $ DEC RETENTION S $ WORKERS COMPENSATION _ AND EMPLOYERS'LIABILITY STATUTE £RH Y 1 ANYPROPRIETORIPARTNERIEXECUTIVE .1 E.L.EACHACCIDENT $ FFICER/At MBgER EXCLUDED? I NIA _ (Mandatory nNH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) Helicopter Overhaul and Repair CERTIFICATE HOLDER CANCELLATION City of Huntington Beach,its SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE officers,elected or THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN appointed officials, ACCORDANCE WITH THE POLICY PROVISIONS. employes,agents,and volunteers 2000 Maln Street AUTHORIZED REPRESENTATIVE Huntington Beach,CA 92648 I ACORD 25(2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AC R® CERTIFICATE OF LIABILITY INSURANCE OATE(MMfODIYYYY) �— 12/13/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NCI CopperPoint Insurance Companies CopperPoint Insurance Companies PHON jaCC.o.Exit 602.631.2300 or 866.284.2694 FAX sot: 602.631.2599 3030 N.3rd Street EMAIL eseers co er olnt.com ADDRESS: ll @ pP P INSURERS)AFFORDING COVERAGE' NAIC N Phoenix AZ 85012-3068 INSURER A: CopperPoint Indemnity Insurance Company 13928 INSURED INSURER B H.E,R.O.S.Inc dba HYE-Tech Manufacturing LLC INSURER C: 560 N 54th St INSURER D: INSURER E: Chandler AZ 85226 INSURER F: COVERAGES CERTIFICATE NUMBER: 1 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADM SUER POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSO WVD POLICY NUMBER IMMIDD(YYYY) JMM(DDNYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) S MED EXP(Any one person) $ PERSONAL Z.ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY JEcT PRO LOC PRODUCTS-COMP/OP AGG $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea acddent) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE _ AUTOS ONLY AUTOS (Per accident) $ ' UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DEO RETENTION$ $ WORKERS COMPENSATION A PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER A �ICERIA EM E EXCLUDED?PROPRIETOR/PARTNER/EXECUTIVE YI NI N/A X 1022306 01/01/2024 01/01/2025 E.L.EACH ACCIDENT $ 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE$ 1,000,000 Upes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) k 3826 — AZ — Aircraft Engine Mfg.,8742 — AZ — SALESPERSONS OR COLLECTORS — OUTSIDE,8601 — AZ — ARCHITECTURAL OR ENGINEERING FIRM — INCLUDING SALESPERSONS,8810 — AZ — CLERICAL OFFICE Et1PLOYEES—N.O.C. • CERTIFICATE HOLDER CANCELLATION City of Huntington Beach • SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. . 2000 Main Street • AUTHORIZED REPRESENTATIVE Huntington Beach CA 92648 i I ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD CONTRACT ENDORSEMENT Unique Market Reference: B128410174L24 Declaration Number: PA0098-8 Endorsement Reference: Endorsement #4-Al/Primary and Non•Contributory,with Waiver of Subrogation in favor of the City of Huntington Beach(end required by contract) Insured: H.E.R.O.S., Inc. & HYE-Tech Manufacturing, LLC CONTRACT CHANGES This contract is amended as follows: Policy Effective Date: 161h August 2024 Endorsement EFFECTIVE DATE: g`h December 2024 Additional Insured—Designated Person or Organization, Policy is Primary and non-contributory& Waiver of transfer of rights of recovery by insured in favor of City of Huntington Beach Per contract terms agreed upon the following is added as additional insureds under the above referenced City of Huntington Beach, its Agents, representatives,officials,volunteers,officers,elected officials,and employees—c/o Police Administration, 130 N. Robson, Mesa,AZ 85201 -but only with respect to any bodily injury, property damage, loss of use, loss or personal and advertising injury cause in whole or in part, by; 1.The Named Insured's acts or omissions; or 2.The acts or omissions of those acting on the Named Insured's behalf In the performance of the Named Insured's ongoing operations for the additional insured(s). With respect to the insurance afforded to the additional insured(s) identified above, the following additional exclusions apply: This insurance does not apply to bodily injury, property damage, loss of use, loss or personal advertising injury occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project(other than service, maintenance or repairs)to be performed by or on behalf of the additional insured(s) has been completed; or 2. That portion of the Named Insured's work out of which the injury or damages arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as part of the same project. All other terms and conditions remain unchanged. AGREEMENT N 11/2:,7326 AFB T _( 262171% J 611 IA A 1721 it L bate 5ynd/Company Note: Where more than one re/insurer participates in the contract, the contract terms may mean that it is not always necessary to obtain a record of agreement to the Contract Endorsement from all of those re/insurers. Page 1 of 1 I'<di y/Declaration No. : t'AO098-8 Page 1 of 48 OSAV/4 a rt41�r Polaris Aviation a division of Polaris Enterprise Group, Inc. RISK DETAILS POLICY/ DECLARATION NUMBER PAO0911-8 ATTACHING TO LINESLIP REFERENCE : B128410174L24 This contract is formed in accordance with the provisions of the above lineslip contract and incorporates the terms of that contract except insofar as terms relating to this specific declaration are specified below. TYPE AVIATION LIABILITY INSURANCE, INCLUDING BUT NOT LIMITED TO AIRCRAFT MAINTENANCE PROFESSIONAL LIABILITY, GENERAL LIABILITY (INCLUDING PRODUCT COMPLETED OPERATIONS), HANGARKEEPERS AND GROUNDING LIABILITY; AND AIRCRAFT SPARES, as more fully defined herein. INSURED H.E.R.O.S.,Inc. &HYE-Tech Manufacturing, LLC; (H.E.R.O.S., Inc. is a dba for Helicopter Engine Repair Overhaul Services, Inc.) Address: 560 North 54th Street,Suite 9,Chandler,AZ 85226 U.S.A. PERIOD Losses occurring during the period: From: 16"'August 2024 To: 16th August 2025 Both days at 12.01 a.m. Local Standard Time at the address of the Insured. INTEREST In respect of Aviation Products and Completed Operations Liability, Grounding Liability, Aviation Premises General Liability, Hangarkeepers'Liability and General Liability; and Aircraft Spares, as more fully defined in the Polaris Clauses based on the AVN98 wording unless otherwise agreed. Pursuant to Arizona Revised Statutes Section 20-410(B), This policy is issued by an insurer that does not possess a certificate of authority from the Director of the Arizona Department of Insurance. If the insurer that issued this policy becomes insolvent, insureds or claimants will not be eligible for insurance guaranty fund protection pursuant to Arizona Revised Statutes Title 20. Polcy/Declaration No. : PA009fI4 Page 34 of 48 (Q) Cancellation This Policy may he cancelled at any time at the written request of the Insured or may be cancelled by or on behalf of the Insurers provided (except as otherwise provided) not less than thirty(30)days notice in writing be given. The premium to be retained by the Insurers in the event of cancellation by the Insured shall be calculated as follows: (a) If the premium is on an adjustable basis: the earned premium hereon for the period that this Policy has been in force or the short rate proportion of any minimum premium calculated in accordance with the scale specified in the Schedule, whichever is the greater. (b) If the premium is on a non-adjustable basis: the short rate proportion thereof calculated in accordance with the scale specified in the Schedule. In the event of cancellation by the Insurers the premium due to the Insurers shall be calculated as in (a)and (b) above except that pro rata proportion shall be substituted for short rate proportion. Notice of cancellation by the Insurers shall be effective even though the Insurers make no payment or tender of return premium, If the period of limitation relating to the giving of notice is prohibited or made void by any law controlling the construction hereof, such notice shall be deemed to be amended so as to be equal to the minimum period of limitation permitted by such law. (R) Fraud If the Insured shall make any claim knowing the same to be false or fraudulent, as regards amount or otherwise, this Policy shall become void and all claim hereunder shall be forfeited. (s) Contractual Liability (Amended) The inclusion of additional Insureds, hold harmless agreements, indemnities, waivers of subrogation, breach of warranty provisions,assignments and contractual agreements in force prior to the commencement of this Policy agreed by the insurers of previously issued policies are automatically incorporated herein. New agreements entered into by the Insured during the Policy Period are subject to the prior approval of Insurers except those entered into in pursuance of normal commercial operations in accordance with the usual practice of the aerospace industry. Nothing in the foregoing paragraphs shall be considered to extend the scope of this Policy to risks not insured hereunder unless the same has been agreed by the Insurers subscribing to this Policy. /IVN 98 7.3.07 In common with all AICG produced Al/AI Clauses, this Clause is published by AICG, but it is expressly non-binding and AICG makes no recommendation as to its use in particular policies. Insurers are of course fire to offer different policy wordings and clauses to their policy holders. AGENCY CUSTOMER ID: LOC#: A`CPR?1 ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED H.E.R.O.S.Inc dba HYE-Tech Manufacturing LLC POLICY NUMBER 560 N 54th St 1022306 CARRIER NAIL CODE Chandler,AZ 85226 CopperPoint Indemnity Insurance Company 13928 EFFECTIVE DATE: 01/01/2024-01/01/2025 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance ACORD 101 (2008/01) ©2008 ACORD CORPORATION.All rights reserved. The ACORD name and logo are registered marks of ACORD Lisiing of all Carrier participating in this policy: ORDER HEREON 100%of Whole(as per linestip B128410174L24). 18.00% Lloyd's Syndicate 2623 AFB,London,U.K. Reference:LE014L24ANVN NAIC Alien Insurer Code:AA-1128623 7.00% Lloyd's Syndicate 623 AFB,London,U.K. Reference:LE014L24ANVN NAIC Alien Insurer Code:AA-1126623 12.00% Lloyd's Syndicate 510 KLN, London, U.K. Reference:APA277X24AA-Hull/APA277X24AB-Liabs NAIC Alien Insurer Code:AA-1126510 3.00%. Lloyd's Syndicate 1880TMK,London, U.K. Reference:APA442E24AA-Hull/APA443N24AB-Liabs NAIC Alien Insurer Code:AA-1120096 10.00% Lloyd's Syndicate 1969 APL,London,U.K. Reference:24AV57597801 "H3"/24AV57597802"AP" NAIC Alien Insurer Code:AA-1120106 15.00% Lloyd's Syndicate 1686 AXS, London,U.K. Reference:3446036124AL NAIC Alien Insurer Code:AA-1120156 15.00% Chubb Global Markets-Aviation(a trading name of Chubb European Group SE) Reference:AUMHI0A5862E-Hull/ABOZ10A5862E NAIC Alien Insurer Code:AA-1320152 10.00% Helvetia Global Solutions Ltd. Reference:265235 NAIC Alien Insurer Code:AA-1490002 10.00% Convex Insurance UK Limited Reference:AS260A24A000 NAIC Alien Insurer Code:AA-1120191 =100.00%Participation