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HomeMy WebLinkAboutHalvorson Trane-5/23/2011Halvorson Trane Building Comfort Solutions Change Order Request City of Waterloo Smart Controls for City Buildings Project Halvorson Trane 2220 NW 108th Street Clive, Iowa 50325 Date: May 20, 2011 Subject: Change Order Proposals for City of Waterloo, Smart Controls for City Buildings Project The following proposals are attached for your consideration as a change order to the original contract for the °City of Waterloo Smart Controls for City Buildings" project. Item A: Waterloo Public Library— additional VAV boxes & CUHs $ 57,540.00 (43) VAV boxes, (4) DDC CUHs, (4) Standalone CUHs Item B: Waterloo City Hall — Zone Control Changes $ 8,680.00 Item C: Waterloo Fire Station #1 — DDC Retrofit (Items Al & A2) $ 58,880.00 Item D: Young Arena Building Automation Upgrades $ 51,440.00 The total sum of these items is $ 176,540.00 (not Including tax). The individual proposals, scopes of work, and terms & conditions for these items are attached, IN WITNESS WHEREOF, the duly authorized representatives of the parties have each executed this Change Order Agreement, effective as of the date signed. Signature Signatu; Title Date Halvorson Trane Proposal Building Comfort Solutions Prepared For: City of Waterloo Job Name: Waterloo Library— VAV Box Control Retrofits Date: April 22, 2011 Halvorson Trane 2220 NW l08"' Street Clive, IA 50325 Proposal Number: Q2011-086 Halvorson Trane Is pleased to provide the enclosed proposal for your review and approval. Item Qty Description Al 43 DDC Retrofit Controls for Waterloo Public Library — VAV Boxes Including: • Demo of existing pneumatic control devices and sensors as necessary • Direct Digital Controls for (43) existing cooling only VAV boxes Including o (43) Trane W551 VAV Retrofit kits with Belimo actuators o (43) Zone Sensors w/ setpoint adj (wired or wireless as installation permits) o Control Power Transformers as required • Installation, wiring, conduit, and hangers. • Programming, commissioning, checkout, and graphics. • Integration of points into existing Energy Management Control System • Davis -Bacon wages are included. • ARRA "Buy American" listed materials will be supplied. Not Included: • 120VAC wiring or mounting. • Flre/Smoke dampers or control of. • Controls other than those listed in this proposal. Temperature Controls Retrofit — (43) Variable Air Volume Boxes Sincerely, Temperature Controls Pricing (Taxes Not Included) — Items Al $ 48,160.0 Doug Stephens, CEM, LEED AP Halvorson Trane Phone: 515-270-0004 x238 CeII: 319-533-4052 Fax: 515-270-3835 ddsteohensna.trane.com Trane Proposal Page 1 of 2 Standard Contract Terms and Conditions Acceptance. A proposal made upon these terms Is subject to acceptance within thirty days from date and the pries are subject to change without notice prior to acceptance by Customer. If your order Is an acceptance of a written proposal, on a form provided by Trana, without the addition of any other terns end conditions of sale or any other modification, this declarant shall be treated solely as an acknowledgment of such order, subject to credit approval. If your order Is not such an acceptance, then thls document Is Trane's offer, subject to credit approval, to provide the goods and/or Work solely In accordance with the following terms and conditions of sale. If we do not hear from you within two weeks from the date hereof, Trane shall rely upon your silence as en acceptance of these terns and conditions and performance win be made In accordance herewith. Customer's acceptance of goods and/or Work by Trane on thls order wig In any event constitute en acceptance by Customer of these terms end conditions. Contract Price & Taws. The Contract Price includes standard ground transportation and, U required by taw, Includes all sales, consumer, use aid similar taxes legally enacted es of the date hereof only far equipment and material Installed by Trane. Equipment sold on an unhistatled bawls and any taxable labor do not include sales tax and applicable taxes win be added. Exclusions From Work. Trane's obligation is limited to the Work as defined and does not Include any modtflcations to the Premises under the Americans With Disabilities Act or any other law or bending code(s). Construction Procedures. Trane shaft supervise and direct the Wok using Its beat skIA and attention and have exclusive control over construction means, methods, techniques, sequences and procedures. Payment Terms. Customer shall pay Trane's invoices within net thirty (30) days of invoice date. Trane may invoice Customer for all equipment or material furnished, Whether delivered to the installation site or to an off -sits storage fadRty and for all work performed on-site or off-site. No retention shalt be withheld from any payments except as expressly agreed in writing by Trane, to which case retention shell be reduced per the contract documents and releaaed no later than the date of substantial completion. Under no circumstances shall any retention be withheld for the equipment portion of the order. If payment Is not received as required hereby, Trane may suspend performance and the time for completion shall be extended for a reasonable period of time not less than the period of suspension. Customer shall be gable to Trane for all reasonable shutdown, standby and start-up costs as a result of the suspension. All amounts outstanding 10 days beyond the due date are subject to a service charge not to exceed 1.5% of the principal amount due or the maximum allowable legal Interest rate, retroactive to the due date. Customer shall pay ail costs (Inoluding attorneys' fees) Incurred by Trane in attempting to collect amounts due and otherwise enforcing these tans and conditions. Time For Completion. Except to the extent otherwise expressly agreed In writing signed by an authorized representative of Trane, all dates provided by Trane or its representatives for commencement, progress or completion are estlmates only. While Trane shall use commercially reasonable efforts to meet such estimated dates, Trane shag not be responsible for any damages for Its failure to do so. Access. Trane and Its contractors or subcontractors shall be provided access to the Premises during regular business hours, or such other hours es may be requested by Trane and acceptable to the Premises' owner or tenant for the performance of the Work, Including sufficient areas for staging, mobilization, and storage. Trane's access to correct any emergency condition shall not be restricted. Permits And Governmental Fees. Trane shall secure (with Customer's assistance) end pay for building and other permits and governmental fees, licenses, and inspections necessary for proper performance and campletion of the Work, which are legally required when bids from Trene's subcontractors are received, negotiations thereon concluded, or the effective date of a relevant Change Order, Whichever is later. Customer Is responsible for necessary approvals, easements, assessments and charges for construction, use or occupancy of permanent structures or far permanent changes to existing facIUtiea. UUfttles Durtng Construction. Trane shall be provided without charge all water, heat, and utilities during performance of the Work Concealed Or Unknown Conditions. In the performance of the Work, ff Trane encounters conditions et the Premises that are (I) subsurface or otherwise concealed physical conditions that differ materially from those indicated on drawings expressly Incorporated herein or (11) unknown phyarcl dominions of en unusual nature that differ materially from those conditions ordinarily found to eclat and generally recognized as inherent In construction activities of the type and character as the Work, Trans shall natter Customer of such condttons promptly, prior to significantly disturbing same. If such conditions differ materially end cause an Increase in Trane's cost of, or time required for, performance of any part of the Work, Trane shall be entitled to, and Customer shall consent by Change Order to, an equitable adjustment In the Contract Price, contract time, or both. Asbestos And Hazardous Materials. Trans's Work and other services In connection with this Agreement expressly excludes any ldentfloation, abatement, cleanup, control, disposal, removal or other work connected with asbestos, polychlorinated biphenyl ("PCS', or other hazardous materials (hereinafter, ccllectvely, 'Hazardous Materials"). Customer warrants and represents that, except as set forth in a writing signed by Irene, there are no Hazardous Materials an the Premises that will In any way affect Trane's Work and Customer hes disclosed to Trane the exlstenee and location of any Hazardous Materials In all areas within which Trane win be performing the Work. Should Trane become aware of or suspect the presence of Hazardous Materials, Trane may immednately atop work In the affected area and shall notify Customer. Customer will be responsible forlaidng any and all action necessary to correct the condition In accordance with an applicable laws and regulations. Customer shall be exclusively respanslbte for any claims, including the payment hereof, arising out of or relating to any Hazardous Materials on or about the Premises, not brought onto the Premises by Trans. Trane shag be required to resume performance of the Work in the affected area only in the absence of Hazardous Materials or when the affected area has been rendered harmless. In no event shall Trane be obligated to transport or handle Hazardous Material, to provide any notices to any governmental agency, or to examine the Premises for the presence of Hazardous Materials. Conditions Beyond Control Of Parties. If Trana shall be unable to carry out any material obligation under this Agreement due to events beyond Its control, such as acts of God, governmental or Judicial authority, Insurrections, riots, labor disputes, labor or material shortages, fires, or explosions, thls Agreement shall et Trene's election (i) remain In effect but Trane's obligations shall be suspended until the uncontrollable event terminates; or (II) be terndnated upon ten (10) days notice to Customer, in which event Customer shall pay Trane for all parts of the Work furnished to the date of termination. Customer's Breach. Each of the following events or conditions shall constitute a breach by Customer and shall give Trona the right, without en election of remedies, to terminate this Agreement by delivery of written notice declaring termination, upon which event Customer shall be liable to Trane for all Wark furnished to date and all damages sustained by Thane (including lost profit and overhead); (1) Any failure by Customer to pay amounts due more than thirty (30) days after the date of the Invoice therefor, ar (2) Any failure by Customer to perform or comply with any material provision of this Agreement. Indemnification. Trane and Customer shall indemnify, defend and hold each other harmless from any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attorneys' fees, resulting from death or bodily Injury or damage to reel or porsonaf property, to the extent caused by the negligence ar misconduct of their respective employees or other authorized agents to connection with their activities within the scope of this Agreement However, neither party shall Indemnify the other against claims, damages, expenses or liabilities to the exent attributable to the negligence or misconduct of the other party. ff the paellas are both at fault, the obligation to indemnify shall be proportional 10 their relative fault. The duty to Indemnity wIR continua In fun force and effect, notwithstanding the expiration or early termination hereof, with respect to any claims based on facts of conditions that occurred prior to expiration or terninatton. Notwithstanding any contrary provision, neither party shag he gable to the other for any special, Incidental, consequential or punitive damages, Workmanship And Equipment Warranty. Trane warrents that, for a period of one year from the data of substantial corrplettan (the 'Warranty Period°), Trane equipment Installed hereunder and Work (I) shall be free from defects In material, manufacture, and workmanship and (til) shall have the capacities and ratings set forth In Trans's catalogs and bulletins; substantial completion shall be the earlier of the date that the Work Is sufficiently complete so that Customer can utilize the Work for Rs Intended use or the date that Customer receives benetktat use of the Work. For Trane equipment not installed by Irene, the Warranty Period Is the lesser of 12 months from Initial start-up or 18 months from the date of shipment If such defect is dlscovered within the Warranty Period, Trane will correct the defect or furnish replacement equipment (or, at its option, parts therefor) and, if said equipment was installed pursuant hereto, labor associated with the replacement of parts or equipment not conforming to this warranty. No liability whatever shall attach to Thane until salt equipment and Work have been paid for in full end then sold liability shall be Anted to Trane's cost to correct the defective Work and/or the purchase price of the equipment shown to be defective. Equipment and/or parts that are not manufactured by Trane are not warranted by Trane and have such warranties as may be extended by the respective manufacturer. Trane's warranties expressly exclude any remedy for damage ar defect caused by corrosion, erosion, or deterioration, abuse, modifications or repalrs not performed by Trane, Improper operation, or normal wear and tear under normal usage. Trane shall not be obligated to pay for the cost of lost refrigerant. THE WARRANTY AND LIABILITY SET FORTH IN THE PRECEDING PARAGRAPH ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES, WHETHER IN CONTRACT OR IN NEGLIGENCE, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TRANE BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. Applicable Law. This Agreement is made and shag be interpreted and enforced in accordance with the laws of the state in which the Work is performed. Assignment. Customer may not assign, transfer, or convey this Agreement, or any part hereof, or its right, title or Interest herein, without the written consent of Trane. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of Customer's successors and assigns. Complete Agreement This Agreement shall constitute the entire Agreement between both parties and this Agreement may not be amended, modlfted or terminated except by a writing signed by the parties hereto. No documents shag be Incorporated herein by reference except to the extent Trane Is a signatory thereon. Price increases. Prices stated are flan provided that notlncaifon of release for immediate production and shipment Is received at the factor not later than Ave months from order receipt If such release Is received later than five months from order receipt dale but within eight months of order receipt date, prices will be Increased a straight 1% (not compounded) for each one-month period (or part thereof) beyond the live -month firm price option, the order will be cancelled. If for arty reason Customer delays shipment after release, prices are subject to Increase es stated heretn. FLD = Furnished by Trane / Installed by Others Trans Proposal Page 2 of 2 Halvorson Trane Proposal Building Comfort Solutions Prepared For: City of Waterloo Job Name: Waterloo Library -- VAV Box Control Retrofits Halvorson Trane 2220 NW 108"' Street Clive, 14 50325 Date: April 22, 2011 Proposal Number: Q2011-086 Halvorson Trane is pleased to provide the enclosed proposal for your review and approval. Item Qty Description Al 1 DDC Retrofit Controls for Waterloo Public Library - Cabinet Unit Heaters , Including: • Demo of existing pneumatic control devices and sensors as necessary • Direct Digital Controls for (1) existing cabinet unit heater including o (1) Trane MP501 Retrofit kits o (1) Fan Relay o (1) Wireless Zone Sensor assembly o Control Power Transformers as required • Installation, wiring, conduit, wire mold, and hangers. • Programming, commissioning, checkout, and graphics. • Integration of points into existing Energy Management Control System • Davis -Bacon wages are included. • ARRA "Buy American" listed materials will be supplied. Not Included: • 120VAC wiring or mounting. • Controls other than those listed in this proposal. Temperature Controls Retrofit- Cabinet Unit Heater Retrofit, DDC 5,9 60.00 Pricing (Taxes Not Included) — Items Al: $ 1,490.00 per cabinet heater Item Qty Description A2 1 Standalone Electronic Controls for Waterloo Public Library -Cabinet Unit Heaters Including: • Demo of existing pneumatic control devices and sensors as necessary • Standalone 24VAC controls for (1) existing cabinet unit heater o (1) Low Voltage 2 -position thermostat o (1) Fan Relay o Control Power Transformers as required • Installation, wiring, conduit, wire mold, and hangers. • Programming, commissioning, checkout, and graphics. • Davis -Bacon wages are included. • ARRA "Buy American" listed materials will be supplied. Not included: • 120VAC wiring or mounting. • Controls other than those listed In this proposal. y Temperature Controls Retrofit - Cabinet Unit Heater Retrofit, standalone 24VAC control 3 ,Lvo " Pricing (Taxes Not Included) — Items A2: $ 855.00 per cabinet heater Sincerely, Doug Stephens, CEM, LEED AP Halvorson Trane Phone: 515-270-0004 x238 Cell: 319-533-4052 Fax: 515-270-3835 ddstephens@trane.com Trane Proposal Page 1 of 2 Standard Contract Terms and Conditions Acceptance. A proposal made upon these terms Is subject to acceptance within thirty days from date and the prices are subject to change without notice prior to acceptance by Customer. (t your order la an acceptance of a written proposal, on a form provided by Trane, without the addltlon of any other terms and conditions of sale or any other modification, this document shall be treated solely as an acknowledgment of such order, subject to credit approval. if your order Is not such an acceptance, then this doacment Is Trane's offer, subject to credit approval, to provide the goods and/or Work solely In accordance with the following terms and conditions of sale. If we do not hear from you within two weeks from the date hereof, Trane shall rely upon your silence as an acceptance of these terms and conditions and performance will be made In accordance herewith. Customer's acceptance of goods and/or Work by Irene on this order villi in any event constitute an acceptance by Customer of these terms and condltlons. Contract Price & Taxes. The Contract Rice Includes standard ground transportation and, if required by law, Includes all sales, consumer, use and similar taxes legally enacted as of the data hereof only for equipment end material installed by Trane. Equipment sold on an uninstalled baste end any taxable labor do not include sales tax and applicable texas will be added Exclusions From Wort. Trane's obligation Is Ilmltad to the Work as defined and does not include any modifications to the Premises under the Americans With Disabilities Act or any other law or building code(s). Construction Procedures. Trane shall supervise and direct the Work using Its best skip end attention and have exclusive control over construction means, methods, techniques, sequences and procedures. Payment Terms. Customer shall pay Trans's Invoices within net thirty (30) days of Invoice data. Irene may invoice Customer for all equipment or material furnished, whether delivered to the Installation site or to an off-site storage facIllty and for all work performed on-site or oil -site. No retention shall be withheld from any payments except as expressly agreed in writing by Trane, In which case retention shall be reduced per the contract documents and released no later than the date of substantial completion. Under no circumstances shall any retention be withheld for the equipment portion of the order. If payment fa not received as required hereby, Trane may suspend performance and the time for co mpletton shall be extended for a reasonable period of time not less then the period of suspension. Customer shag be liable tc Trane for all reasonable shutdown, standby end start-up costs as a result of the suspension. All amounts outstanding 10 days beyond the due date are subject to a service charge not to exceed 1.5% of the principal amount due or the maximum allowable Legal interest rate, retroactive to the due date. Customer shall pay ail costs (Including attorneys' fees) inured by Trane In attempting to collect amounts due and otherwise enforcing these terms end conditions. Time For Completion. Except to the extent otherwise expressly agreed In writing signed by an authorized representative of Trans, all dates provided by Trane or fts representatives for commencement, progress or completion are estimates only. While Traria shall use commercially reasonable efforts to greet such estimated dates, Trane shall not be responsible for any damages for Its failure to do so. Access. Trane and its contractors or subcontractors shall be provided access to the Premises during regular business hours, or such other hours as may be requested by Trane and acceptable to the Premises' owner or tenant for the performance of the Work, Inducting sufficient areas for staging, mobilization, and storage. Trans's access to correct any emergency condition shall not be restricted. Permits And Governmental Fees. Trane shall secure (with Customer's assistance) and pay for building and other permits and governmental fees, licenses, and inspections necessary for proper performance and completion of the Work, watch are legally required when bids from Trances subcontractors are received, negotiadcns thereon concluded, or the effective date de relevant Change Order, whichever Is later. Customer Is responsible for necessary approvals, easements, assessments and charges for construction, use or occupancy of permanent structures or for permanent changes to existing facllitlea, UtMties During Construction. Trane shall be provided without charge all water, heat, and utlitlea during performance of the Work Concealed Or Unknown Conditions. In the performanca of the Work, If Trane encounters conditions at the Remises that ere (I) subsurface or otherwise concealed physical xcndktons that differ materially from those indicated on drawings expressly Incorporated herein or (10 unknown phyalcal conditions of an unusual nature that differ materially from those condtions ordinarily found to exist and generally recognized as Inherent In construction activities of the type and character as the Work, Trane shall notify Customer of such conditions promptly, prior to significantly disturbing same. If such conditions dI fer materially and cause an Increase In Trans's cost of, or time required far, performance of any pert of the Work, Trane shall be entitled to, and Customer shall consent by Change Order to, an equitable adjustment In the Contract Price, contract thee, or both. Asbestos And Hazardous Materials. Trane's Work and other Services In connection with this Agreement expressly excludes any Identification, abatement, cleanup, control, disposal, removal or other work connected with asbestos, polychlortnated biphenyl ("PCB°), or other hazardous materials (hereinafter, collectively. `Hazardous Materials°). Customer warrants and represents that, excerpt as set forth in a writing signed by Trane, there are no Hazardous Materials on the Premises that will in any way affect Trane'a Work and Customer hes disclosed to Trane the existence and location or any Hazardous Materials In all areas within which Trane wig be performing the Work. Should Traria become aware of or suspect the presence of Hazardous Materials, Trane may immediately stop work In the affected area and shall notify Customer. Customer wilt be responsible for taking any and all action necessary to correct the condition In accordance wtth all applicable laws and regulations. Customer shall be exclusively responalble for any claims, hctuding the payment thereof, arising out of or relating to any Hazardous Materials on or about the Premises, not brought onto the Premises by Trane. Trane shall be required to resume performance of the Work In the affected area only in the absence of Hazardous Materials or when the affected area has bean rendered harmless. In no event shall Trane be obligated to transport or handle Hazardous Material, to provide any notices to any governments! agency, or to amarine the Premises for the presence of Hazardous Materials. Conditions Beyond Control Of Parties. If Trane shag be unable to carry out any material obligation under this Agreement due to events beyond Ila control, such as acts of God, governmental or judicial authority, Insurrections, riots, labor disputes, labor or material shortages, fires, or explosions, this Agreement shag at Trene's eleotlan (I) remain in effect but Trans's obligations shall be suspended until the uncontrollable event terminates; or (D) be terminated upon ten (10) days notice to Customer, In which event Customer shall pay Trane for all parts of the Work f ardshed to the date of termination. Customer's Breach. Each of the following events or conditions shag constitute a breach by Customer and shag give Trane the right, without an election of remedies, to terminate this Agreement by delivery of written notice declaring termination, upon which event Customer shag be liable to Trane for all Work ftrmished to date and all damages sustained by Trane (Including lost profit and overhead): (1) Any failure by Customer to pay amounts due more than thirty (30) days after the date of the invoice therefor, or (2) My failure by Customer to perforin or comply with any material provision of this Agreement Indemnification. Trane and Customer shag Indemnify, defend and hold each other harmless from any and all claims, actions, costs, expenses, damages and Ilabilgas, Including reasonable attorneys' fees, resulting from death or bodily Injury or damage to real or personal property, to the ardent caused by the negligerure or misconduct of their respective employees or other authorized agents In connection utth their ad(vltles W Ithln the scope of this Agreement However, neither party shag Indemnity the other against claims, damages, expenses or liabilities to the extent attributable to the negligence or rntsoonduct of the other party, If the parties are both at fault, the obligation to Indemnify shag be proportional to their relative fault. The duty to Indemnify will continue In fug farce and effect, notvAthstanding the expiration or eady torr tinatlon hereof, with respect to any claims based on facts or conditions that occurred prior to expiration or termination. NobMthatanding any contrary provision, neither party shell be liable to the other for any special, incidental, consequential or punitive damages. Workmanship And Equipment Warranty. Trana warrants that, for a period of one year from the date of substantial completion (the 'Warranty Period'), Trane equipment installed hereunder and Work (i) shall ba free from defects In material, manufacture, and workmanship and (II) shall have the capacities and ratings set forth In Trane's catalogs and bulletins; substantial completion shall be the earlier of the date that the Work Is sufficiently complete so that Customer can utilize the Work for Its Intended use or the date that Customer receives beneficial use of the Work. For Trate equipment not installed by Irene, the Warranty Period is the leaser of 12 months from initial start-up or 18 months from the date of shipment. If such defect Is discovered within the Warranty Period, Trane wig correct the defect or furnish replacement equipment (or, al Its option, parts therefor) and, If said equipment was Installed pursuant hereto, Tabor associated with the replacement of parts or equipment not confomdng to this warranty, No liability whatever shag attach to Trane until said equipment and Work have bean paid for N full and then said Debility shall be limited to Trane'a cast to correct the defective Work and/or the purchase price of the equipment shown to be defective. Equipment and/or parts that are not manufactured by Trane are not warantad by Trane and have such warranties as may be extended by the respective manufacturer. Trans's warranties expressly exclude any remedy for damage or defect caused by corrosion, erosion, or deterloratton, abuse, modifications or repairs not performed by Trane, improper operation, or normal wear and tear under normal usage. Trane shall not be obligated to pay for the cost of lost refrigerant THE WARRANTY AND LIABILITY SET FORTH W THE PRECEDING PARAGRAPH ARE IN LIEU OF ALL OTHER WARRANTIES AND LIABILITIES, WHETHER IN CONTRACT OR IN NEGLIGENCE, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TRANE BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. Applicable Law. This Agreement Is made and shall be Interpreted and enforced In accordance with the laws of the state in which the Work Is performed. Assignment. Customer may not assign, transfer, or convey this Agreement or any part hereof, or its right, title or interest herein, without the written consent of Trans. Subject to the foregoing, this Agreement shag be binding upon and Inure to the benefit of Customer's successors and assigns, Complete Agreement This Agreement shall constitute the entire Agreement between both parties and this Agreement may not be amended, modified a terminated except by a writing signed by the parties hereto. No documents shall be Incorporated herein by reference except to the extent Trans is a signatory thereon. Price Increases. Prices stated are firm provided that notification of release for Immediate production and shipment is received at the factor not later than fife months from order receipt If such release is received later than five months from order receipt date but within eight months of order receipt date, prices will be Increased a straight 1% (not compounded) far each one-month period (or part thereof) beyond the five-month firm price option, the order wig be cancelled. If for any reason Customer delays shipment after release, prices are subject to Increase es stated herein. FIA = Furnished by Trane / Installed by Others Trane Proposal Page 2 of 2 HaWolSan Mane Proposal r Building Comfort Solutions Prepared For: City of Waterloo Job Name: Waterloo City Hall — Spilt existing zone into two separate control zones on 2nd floor Date: May 3, 2011 Halvorson Trane 2220 NW 10881 Street Clive, L4 50325 Proposal Number: 02011-089 Halvorson Trane is pleased to provide the enclosed proposal for your review and approval. Item Qty Description Al 1 Split Existing Zone on 2"4 Floor into two (2) separate control zones Including: • Provide qualified sheet metal contractor to o Remove existing ductwork and haul away o Provide and install (2) new 13" x 36" dampers o Modify and add new ductwork as required for complete installation • Provide modulating control actuator for new zone • Wire new actuator and zone sensor to existing DX -9100 controller • Program existing DX -9100 controller to properly control zone damper to maintain space temperature setpolnt • Installation, wiring, conduit, and hangers. • Programming, commissioning, checkout, and graphics. • Integration of points Into existing Energy Management Control System • Davis -Bacon wages are included. • ARRA "Buy American" listed materials will be supplied. Not Included: • 120VAC or above wiring • Fire/Smoke dampers or control of. • Replacement of pneumatic controls on hanging unit heaters, perimeterfln tube, and cabinet heaters. • Controls other than those listed in this proposal. Temperature Controls Improvement — Additional Zone for City Hall 2nd Floor Temperature Controls Pricing (Taxes Not Included) — Items Al: $ 8,680.00 Sincerely, Doug Stephens, CEM, LEED AP Halvorson Trane Phone: 515-270-0004 x238 Cell: 319-533-4052 Fax: 515-270-3835 ddsteohens(trane.com Trane Proposal Page 1 of 2 Standard Contract Terms and Conditions Acceptance. A proposal made upon these terms Is subject to acceptance within thirty days from date and the prices are subject to change without notice prior to acceptance by Customer. if your order is an acceptance of a written proposal, an a form provided by Trane, without the addition of any other terms and conditions of sale or any other modification, this document shall be treated solely as an acknowledgment of such order, subject to credit approval. if your order Is not suoh an acceptance, then this document is Trans's offer, subject to credit approval, to provide the goods and/or Work solely in accordance with the following terms and conditions of sale. If we do not hear from you within two weeks from the date hereof, Trane shall rely upon your silence as an acceptance of these terms and conditions and performance will be made In accordance herewith. Customer's acceptance of goods and/or Work by Trane on this order will In any event constitute an acceptance by Customer of these terms and condhtons. Contract Price & Taxes. The Contract Price includes standard ground transportation and, 11 required by law, includes all sales, consumer, use and similar taxes legally enacted as of the date hereof only for equipment and material Installed by Trane. Equipment sold on an uninstalled basis and any taxable labor do not Include sales tax and applicable taxes will be added. Exclusions From Work. Trane's obligation is limited to the Work as defined and does not include any modifications to the Premises under the Americans With Disabilities Act ar any other law or building code(s). Construction Procedures. Trane shag supervise end direct the Work using Its beat slip end attention and have exclusive control over construction means, methods, techniques, sequences and procedures. Payment Terms. Customer shall pay Trans's Invoices within net thirty (30) days of invoice date. Trane may invoice Customer for all equipment or material furnished, whether delivered to the installation site or to an off-site storage facility and for all work performed on-site or off-site. No retention shall be withheld from any payments except as expressly agreed in writing by Trans, In which case retention shall be reduced per the contract documents and released no later than the date of substantial completion. Under no circumstances shall any retention be withheld for the equipment potion of the order. if payment is not received as required hereby, Trane may suspend performance and the ems for completion shall be extended for a reasonable period of time not less than the period of suspenelon. Customer shall be liable to Trane for ail reasonable shutdown, standby and start-up costs as a result of the suspension. AU amounts outstanding 10 days beyond the duo data are subject to a service charge not to exceed 1.8% of the principal amount due or the maximtan allowable legal interest rate, retroactive to the due date. Customer shag pay all costs (including attorneys' fees) Incurred by Trane In attempting to collect amounts due and otherwise enforcing these terms and conditions. Time For Comptetion. Except to the extent otherwise expressly agreed In writing signed by an authorized representative of Trane, all dates provided by Irene or ks representatives for oommencement, progress or completion are estimates only, While Trane shall use commercially reasonable efforts to meet such estimated dates, Trane shall not be responsible for any damages for Its failure to do so. Access. Trane and its contractors or subcontractors stall be provided access to the Premises during regular business hours, or such other hours as may be requested by Trane and acceptable to the Premises' owner or tenant for the performance of the Work, Including sufficient areas for staging, mobilization, and storage. Trane's access to correct any emergency condition shall not be restricted Permita And Governmental Fees. Trane shag secure (with Customers assistance) and pay for building and other permits and governmental fees, licenses, and Inspections necessary for proper performance and completion of the Work, which are legally required wtren bids from Trane's subcontractors are received, negotiations thereon concluded, or the effective date of a relevant Change Order, Wnlchever is later. Customer Is reaponefbfe for necessary approvals, easements, assessments and charges for construction, use or occupancy of permanent structures or for permanent changes to existing facilities. Utilities During Construction. Trane shag be provided without charge all water, heat, and utilMes during performance of the Work Concealed Or Unknown Conditions. In the performance of the Work, if Trans encounters conditions at the Premises that are .(0 subsurface or otherwise concealed physical conditions that differ materially from those indicated on drawings expressly Incorporated herein or (11) unknown physical condleons of an unusual nature that differ materially from those conditions ordinarily found to exist and generally recognized as Inherent in construction activiies of the type and character as the Work, Trane shalt notify Customer of such conditions promptly, prior to significantly disturbing sante. If such conditions differ materially and cause an Increase In Trane's cost of, or time required for, performance of any part of the Work, Trane shall be entitled to, and Customer shall consent by Change Order to, an equitable adjustment in the Contract Price, contract time, or both. Asbestos And Hazardous Materials. Trans's Work and other services In connection with this Agreement expressly excludes any Identification, abatement, cleanup, control, disposal, removal or other work connected with asbestos, polychlorinated biphenyl ('PCB'), or other hazardous materials (hereinafter, collectively, °Hazardous Materials'}. Customer warrants and represents that, except as set forth In a writing signed by Trans, there are no Hazardous Materials on the Premises that wig in any way affect Trane's Work and Customer has disclosed to Trane the existence and location of any Hazardous Materials In all areas within which Trane 011 be performing the World. Should Trans became aware of or suspect the presence of Hazardous Materials, Trane rnay Immediately stop work In the affected area and shall notify Customer. Customer wig be responsible for taking any and all action necessary to correct the condition in accordance with all applicable laws and regulations. Customer shall be exclusively responsible for any claims, Including the payment thereof, arising out of or relating to any Hazardous Materials an or about the Premises, not brought onto the Premises by Trans. Trans shall be required to resume performance of the Work in the effected area only in the absence of Hazardous Materials or when the affected area has been rendered hamdess. in no event shall Trane be obligated to transport or handle Hazardoua Material, to provide any notices to any govemmentai agency, or to examine the Premises for the presence of Hazardous Materials. Conditions Beyond Control Of Parties. If Trane shall be unable to carry out any material obligation under this Agreement due to events beyond its control, such as acts of God, governmental or Judicial authority, Insurrections, riots, labor disputes, labor or materia( shortages, fires, or explosions, this Agreement shall at Trane's election (f) remain In effect but Trane'a obligations shag be suspended until the uncontrollable event terminates; or (11) be terminated upon tan (10) days notice to Customer, in which event Customer shall pay Tran for ell parts of the Work furnished to the date of termination Customer's Breach. Each of the following events or conditions shall constitute a breach by Customer and shall give Trane the right, without an election of remedies, to terminate this Agreement by delivery of written notice declaring termination, upon which event Customer shall be gable to Trane for all Work furnished to date and ell damages sustained by Trane (including loot profft and overhead): (1) Any failure by Customer to pay amounts due more than thirty (30) days after the date of the Invoice therefor, or (2) Any failure by Customer to perform ar comply with any material provision of this Agreement. indemnification. Trane and Customer shat Indemnify, defend and hold each other harmless from any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attomeys' fees, resulting from death or bodily injury or damage to real or personal property, to the extent caused by the negligence or misconduct of their respective employees or other authorized agents In connection with their activities within the scope of this Agreement However, neither party shell Indemnify the other against claims, damages, expenses ar liabilities to the extent atlrtbutabla to the negligence or misconduct of the other party. If the parties are both at fault, the obligation to IndamnHy shag be proportional to their relative fault. The duty to Indemnify wig continue In fug force and effect, notwithstanding the expiration or early terminatlon hereof, with respect to any claims based on facts or conditions that occurred prior to expiration or termination. Notwithstanding any contrary provision, neither party shall be gable to the other for any special, incidental, consequential or punitive damages. Workmanship And Equipment Warranty. Trane warrants that, for a period of one year from the date of substantial completion (the 'Warranty Period'), Trane equipment Installed hereunder and Work (1) shall be free from defects in material, manufacture, and workmanship and (II) shall have the capacities and ratings set forth in Trans's catalogs and bulletins; substantial completion shall be the earlier of the date that the Work is sufficiently complete so that Customer can utilize the Work for Its untended use or the date that Customer receives beneficial uae of the Work. For Trane equipment not installed by Trane, the Warranty Period is the lesser of 12 months from initial start-up or 18 months from the date of shipment If such defect Is dls overed within the Warranty Period, Traria will correct the defect or famish replacement equipment (or, at Its option, parts therefor) and, If said equipment was Installed pursuant hereto, labor associated with the replacement of parts or equipment not conforming to this warranty. No liability whatever shag attach to Trane until said equipment end Work have been paid for In full and then said liability shag be limited to Trane's cost to correct the defective Work and/or the purchase price of the equipment shown to be defective. Equipment and/or parts that are not manufactured by Trane are not warranted by Trane and have auch warranties as may be extended by the respective manufacturer. Trane's warranties expressly exclude any remedy for damage or defect caused by corrosion, erosion, or deterioration, abuse, modifications or repairs not performed by Trane, Improper opamtion, or normal wear and tear under normal usage. Trane shah not be obligated to pay for the cost of lost refrigerant. THE WARRANTY AND LIABILITY SET FORTH IN THE PRECEDING PARAGRAPH ARE IN LIEU OF ALI. OTHER WARRANTIES AND LIABRJTIES, WHETHER IN CONTRACT OR IN NEGLIGENCE, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILRY AND FITNESS FOR A PARTICULAR USE OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TRANE BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. Applicable Law. This Agreement B made and shag be Interpreted and enforced In accordance with the laws of the state In which the Work Is performed. Assignment. Customer may not assign, transfer, or convey this Agreement, or any part hereof, or its right, title or interest herein, without the wmlten consent of Trans. Subject to the foregoing, this Agreement shall be binding upon and Inure to the benefit of Customer's successors and assigns. Complete Agreement. This Agreement stag constitute the entire Agreement between both party and this Agreement may not be amended, madllled or tenrdnated except by a writing signed by the parties hereto. No documents shall be Incorporated herein by reference except to the extent Irene Is a signatory thereon. Price Increases. Picas stated are firm provided that notification of release for Immediate production and shipment is received at the factor not later than live months from order receipt. If such release la received later than five months from order receipt date but within eight months of order receipt date, prices witl be Increased a straight 1% (not compounded) for each one-month period (or part thereof) beyond the five-month firm price option, the order will be cancelled. If for any reason Customer delays shipment alter release, prices are subject to increase as stated herein. FLD = Furnished by Trane / installed by Others Trane Proposal Page 2 of 2 Halvorson Trane Proposal Building Comfort Solutions Prepared For: City of Waterloo Job Name: Waterloo Fire Station #1 Controls Retrofit Date: May 10, 2011 Halvorson Trane 2220 NW 108th Street Clive, l0 50325 Proposal Number: Q2011-090revl Halvorson Trane is pleased to provide the enclosed proposal for your review and approval. Item Qty Description Al 1 DDC Retrofit Controls for Waterloo Fire Station #1 Including: • Demo of existing pneumatic control devices and sensors as necessary • BuildingLogix JACE Controller w/ Programmable I/O (Made in USA) • Direct Digital Controls for existing AHU-1 (Basement) o (1) Zone Sensor w/ setpoint adj o (1) Discharge Air Temperature Sensor o (1) Mixed Air Temperature Sensor o (1) Freezestat o (2) Current Transducer to monitor fan and HW coil pump status o (2) Relays for Supply Fan and HW coil pump o (1) Electronic Damper Actuator to control existing OA and RA dampers o (1) HW Control Valve including mechanical piping to demo existing valve and install the new valve. o (1) Control Power Transformer o (1) OA Temperature Sensor • Direct Digital Controls for existing AHU-2 (2nd Floor) o (1) Zone Sensor w/ setpoint adj o (1) Discharge Air Temperature Sensor o (1) Mixed Air Temperature Sensor o (1) Freezestat o (2) Current Transducer to monitor fan and HW coil pump status o (2) Relays for Supply Fan and I -IW coil pump o (1) Electronic Damper Actuator to control existing OA and RA dampers o (1) HW Control Valve including mechanical piping to demo existing valve and install the new valve. o (1) Control Power Transformer • Direct Digital Controls for existing AHU-3 (Main Floor) o (1) Zone Sensor w/ setpoint adj o (1) Discharge Air Temperature Sensor o (1) Mixed Air Temperature Sensor o (1) Freezestat o (2) Current Transducer to monitor fan and HW coil pump status o (2) Relays for Supply Fan and HW coil pump o (1) Electronic Damper Actuator to control existing OA and RA dampers o (1) HW Control Valve including mechanical piping to demo existing valve and install the new valve. o (1) Control Power Transformer • Direct Digital Controls for Boiler Plant o (1) Hot Water Retum Temperature Sensor o (1) Hot Water Supply Temperature Sensor o (2) Current Transducer to monitor pump status (HWP-1 and HWP-2) o (2) Relays for HWP-1 and HWP-2 start/stop o Interface to existing HW Boiler including Enable/Disable, Boiler Status, Boiler Alarm, and HW Setpoint • Installation, wiring, conduit, and hangers. • Programming, commissioning, checkout, and graphics. • Integration of points into existing Energy Management Control System • Davis -Bacon wages are Included. • ARRA "Buy American" listed materials will be supplied. Trane Proposal Page 1 of 4 Not Included: • 120VACwiring • Flre/Smoke dampers or control of. • Replacement of pneumatic controls on hanging unit heaters, perimeter fin tube, and cabinet heaters. • Controls other than those listed in this proposal. Temperature Controls Retrofit — Base Bld (AHU4,2,3 and Boiler Plant) Temperature Controls Pricing (Taxes Not Included) -{Items Al: $ 25,980.00 Item Qty Description A2 1 DDC Retrofit Controls for Terminal Devices (Hanging Unit Heaters, Perimeter Fin Tube, and Cabinet Heaters) Including: • Demo of existing pneumatic control devices and wiring as necessary (sensors, actuators, etc.) • Direct Digital Controls for existing hanging unit heaters In fire engine bays o (9) Application Specific Controller o (9) Wireless Zone Sensor & Receiver o (9) Relays o Control Power Transformers • Direct Digital Controls for (5) existing cabinet unit heaters o (3) Application Specific Controller o (3) Wireless Zone Sensor & Receiver o (3) 24 VAC control valves and actuators o (3) Relays o Control Power Transformers • Direct Digital Controls for (10) existing fin tube/convector zones o (10) Application Specific Controller o (10) Wireless Zone Sensor & Receiver o (10) 24 VAC control valves and actuators o Control Power Transformers • Installation, wiring, conduit, and hangers. • Demo of existing pneumatic control valves • Installation of new electronic control valves. • Programming, commissioning, checkout, and graphics. • Integration of points into Energy Management Control System • Davis -Bacon wages are included. • ARRA "Buy American" listed materials will be supplied. Not Included: • 120VAC wiring • Fire/Smoke dampers or control of. • Controls other than those listed in this proposal. DDC Temperature Controls Retrofit— Cabinet Heaters, Hanging Unit eters, Perimeter Fin Tube Temperature Controls Pricing (Taxes Not Included) f Items A2: $ 32,900.00 This price breaks down as follows: $ 1,600.00 per hanging unit heater $ 1,550.00 per cabinet unit heater $ 1,385.00 per fin tube/convectors FLD = Furnished by Tram/ Installed by Others Trane Proposal Page 2of4 Alternate: Provide and install standalone 24VAC controls for the cabinet heaters, hanging unit heaters, and perimeter fin tube instead of DDC. Including: • Demo of existing pneumatic control devices and wiring as necessary (sensors, actuators, etc.) • Standalone 24VAC 2 -position thermostats for existing hanging unit heaters in fire engine bays o (9) 24VAC 2-posititon thermostats w/ setpoint adjustment o Control Power Transformers • Standalone 24VAC 2 -position thermostats for existing cabinet heaters o (3) 24VAC 2-posititon thermostats w/ setpoint adjustment o (3) 24 VAC control valves and actuators o Control Power Transformers • Standalone 24VAC 2 -position thermostats for existing perimeter fin tube zones o (10) 24VAC 2-posititon thermostats w/ setpoint adjustment o (10) 24 VAC control valves and actuators o Control Power Transformers • Installation, wiring, conduit, and hangers. • Demo of existing pneumatic control valves • Installation of new electronic control valves. • Programming, commissioning, checkout, and graphics. • Integration of points into Energy Management Control System • Davis -Bacon wages are included. • ARRA "Buy American" listed materials will be supplied. Not Included: • 120VAC wiring • Fire/Smoke dampers or control of. • Controls other than those listed in this proposal. Standalone Temperature Controls Retrofit— Cabinet Heaters, Hanging Unit Heaters, Pe'• e r Fin Tube Temperature Controls Pricing (Taxes Not Included) -- Items A2: $ 19 0.00 This price breaks down as follows: $ 745.00 per hanging unit heater $ 1,025.00 per cabinet unit heater $ 955.00 per fin tube/convectors Sincerely, Doug Stephens, CEM, LEED AP Halvorson Trane Phone: 515-270-0004 x238 Cell: 319-533-4052 Fax: 515-270-3835 ddstephenst trane.com FID = Famished by Trane/ Installed by Others Trane Proposal Page 3 of 4 Standard Contract Terms and Conditions Acceptance. A proposal made upon these terms is subject to acceptance within thirty days from date and the prices are subject to change without notice prior to acceptance by Customer. 1f your order le an acceptance of a written proposal, on a form provided by Trans, without the addition of any other terns and condlUons of sale or any other modification, this document shall be treated solely as an acknowledgment of such order, subject to credit approval. If your order Is not such an acceptance, than this document is Trans's offer, subject to credit approval, to provide the goods and/or Work solely In accordance with the following team and conditions of sale. If we do not hear from you wittin taro weeks from the date hereof, Trane shall rely upon your silence as an acceptance of these terms and condllons and performance will be made In accordance herewith. Customer's acceptance of goods and/or Work by Trane on this order will in any event constitute an acceptance by Customer of these tamer end condlfions. Contract Price & Taxes. The Contract Price Includes standard ground transportation and, H required by law, includes all sales, consumer, use and similar taxes legally enacted as of the date hereof only for equipment and material installed by Trane. Equipment sold on an uninstalled basis end any taxable labor do not Include sales tax and applicable tales win be added. Exctuslona From Work. Trans's obligation is limited to the Work as defined and does not Include any modifications to the Premises under the Americans WUh Disabilities Act or any other law or building coda(s). Construction Procedures. Trane shall supenAse and direct the Work using its best skin and attention and have exclusive control over construction means, methods, techniques, sequences and procedures. Payment Terma. Customer shag pay Trans's invoices within net thirty (30) days of Invoke date. Trane may invoice Customer for all equipment or material furnished, whether delivered to the Installation site or to an off-site storage facility and for ail work performed on-slte or off-site. No retention shall be withheld from any payments except as exrpressly agreed In writing by Trane, In which case retention shall be reduced per the contract documents and released no later than the date of substantial completion. Under no circumstances shall any retention be withheld far the equipment portion of the order. If payment Is not received as required hereby, Trane may suspend performance and the time for completion shall be extended for a reasonable period of time not less than the period of suspension. Customer shall be liable to Trane for an reasonable shutdown, standby and start-upcosts as a result of the suspension. Ail amounts outstanding 10 days beyond the due date are subject to a service charge not to exceed 1.6% of the principal amotmt due or the maximum allowable legal interest rate, retroactive to the due date. Customer shall pay an costs (including attorneys' fees) incurred by Trane In attempting to collect amounts due and otherwise enforcing these terms and condtions. Time For Completion. Beset to the extent otherwise expressly agreed in wrltlng signed by an authorized representative of Trane, all dates provided by Trane or tis representatives for cammrencement, progress or completion are estimates only. While Trane shall use oommerclany reasonable efforts to meet such estimated dates, Trane shall not be responsible for any damages for its failure to do so. Access. Trane and its contractors or subcontractors shall be provided access to the Premises during regular business hours, or such other hours as may be requested by Trane end acceptable to the Premises' owner or tenant for the performance of the Work, Inducting sufficient areas for staging, mobilization, and storage. Trane's access to correct any emergency condition shall not be restricted. Permits And Governmental Fees. Trans shaft secure (with Customer's assistance) and pay for building and other permits and governmental fees, licenses, and inspection necessary for proper performance and completion of the Work, which are legally required when bids from Trane's subcontractors are received, negotlatons thereon concluded, or the effective data of a relevant Change Order, whichever Is later. Customer Is responsible for necessary approvals, easements, assessments and charges for construction, use or occupancy of permanent seectures or far permanent changes to existing facades. Utintles During Construction. Trane shall be prodded without charge an water, heat, and utilities during performance of the Wok Concealed Or Unknown Conditions. In the performance of the Work, H Trane encounters conditions at the Premises that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated on drawings expressly Incorporated herein or (II) unknown physical conditions of en unusual nature that anffer materially from those conditions ordinarily found to exist and generally recognized as inherent In construction activities of the type and character es the Work, Trane shall notify Customer of such condition promptly, prior to significantly disturbing same. If such conditions differ materially and cause an increase in Trans's coat ot, or time required for, performance of any part of the Work, Trane shall be entitled to, and Customer shall consent by Change Order to, an equitable adjustment In the Contract Price, contract time, or both. Asbestos And Hazardous Materials. Trans's Work and other services In connection with this Agreement excpresely excludes any identification, abatement, cleanup, control, disposal, removal or other work connected with asbestos, polychlorinated biphenyl eleC131, or other hazardous materials (hereinafter, collectively, 'Hazardous Materials"). Customer warrants end represents that, except as set forth In a writing signed by Trans, there are no Hazardous Materials on the Premises that will in any way affect Trane's Work and Customer has disclosed to Trane the existence and location of any Hazardous Materials in an areas within which Trane will be performing the Work. Should Trane become aware of or suspect the presence of Hazardous Materials, Trane may Immediately stop work In the affected area and shall notify Customer. Customer will be responsible for taking any and all action necessary to correct the condition in accordance with all applicable laws and regulations. Customer shall be exclusively responsible for any claims, including the payment thereof, arising out of or relating to arty Hazardous Materials on or about the Premises, not brought onto the Premises by Trans, Irene shag be required to resume performance of the Work in the affected area only In the absence of Hazardous Materials or when the affected area has bean rendered harmless. in no event shall Trane be oblgated to transport or handle Hazardous Material, to provide any notices to any governmental agency, or to externem the Premises for the presence of Hazardous Materials. Conditions Beyond Control Of Parties. If Trane shell be unable to carry out any material obligatlon under this Agreement due to events beyond lta control, such as acts of God, governmental or Judicial authority, insurrections, rids, labor disputes, labor or material shortages, fires, or explosions, this Agreement shall at Trane's election (1) remain In effect but Trane's obligations shall be suspended until the uncontrollable event terminates; or (11) be terminator) upon ten (10) days notice to Customer, In which event Customer shall pay Trane for all parts of the Work furnished to the date of termination, Customer's Breach. Each of the following events or conditions shall constitute a breach by Customer and shall give Irene the right, without an election of remedies, to terminate this Agreement by delivery of written notice declaring termination, upon which event Customer shall be liable to Trona for all Work furnished to date and all damages sustained by Trarre (Including lost profit and overhead): (1) My failure by Customer to pay amounts due more than thirty (30) days after the date of the Invoice therefor, or (2) Any failure by Customer to perform or comply with any material provision of this Agreement Indemnification. Trane and Customer shall Indemnity, defend and hold each other harmless from any and all claims, actions, costs, expenses, damages and liabilities, including reasonable attorneys' fees, resulting from death or bodily Injury or damage to real or personal property, to the extent caused by the negligence or misconduct of their respective employees or other authorized agents in connection with their activities wfthin the scope of this Agreement. However, neither party shall indemnify the other against claims, damages, menses or flabtjtlos to the extent attributable to the negligence or misconduct of the other party. H the parties are both at fault the obilgaton to irdermify shall be proportional to their relative fault The duty to Indemnify wiil continue In full farce and affect, notwithstanding the expiration or earty termination hereof, with respect to any claim: based on facts or conditions that occurred prior to expiration or termination. Notwithstanding any contrary provision, nelther party shall be liable to the other for any special. Incidental, consequential or punitive damages. Workmanship And Equipment Warranty, Trane warrants that, for a period of one year frarn the date of subatanUel completion (the 'Warranty Period"), Trane equipment Installed hereunder and Work (I) shall be free from defects In material, manufacture, and workmanship end (11) shall have the capadties and ratings set forth In Trane's catalogs and bulletins; substantial completion shall be the earlier of the date that the Work le sufficiently complete so that Customer can utilize the Work for ger intended use or the date that Customer receives beneficial use of the Work For Trane equipment not Installed by Trane, the Warranty Period is the leaser of 12 months from Mittel start-up or 18 months from the date of shipment If such defect la discovered within the Warranty Period, Trona will correct the defect or furnish replacement equipment (or, at its option, parts therefor) and. if saki equipment was Installed pursuant hereto, labor associated with the replacement of parts or equipment not conforming to this warranty. No liability whatever shaft attach to Trane until said equipment and Work have been paid for in full and than acid liability shell be United to Trane's cost to correct the defective Work and/or the purchase price of the equipment shown to be defective. Equipment and/or parts that are not manufactured by Trane are not warranted by Trane and have such warranties as may be extended by the respective manufacturer. Trane's warranties expressly exclude any remedy for damage or defect caused by corrosion, erosion, or detarlaratlo:a abuse, modifications or repairs not performed by Trane, Improper operation, or normal wear and tear under normal usage. Trane shall not be obligated to pay for the cost of loat refrigerant THE WARRANTY AND LIABILITY SET FORTH IN THE PRECEDING PARAGRAPH ARE IN LiEU OF ALL OTHER WARRANTIES MD LIABILmES, WHETHER IN CONTRACT OR IN NEGLIGENCE, EXPRESS OR IMPLIED, IN LAW OR IN FACT, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TRANS BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. Applicable Law. This Agreement Is made and shall be Interpreted and enforced in accordance with the laws of the state In which the Work la performed. Assignment Customer may not assign, transfer, or convey the Agreement, or any part hereof, or its right, title or interest herein, without the written consent of Trace. Subject to the foregoing, elle Agreement shag be binding upon and Inure to the benefit of Customer's successors and assigns. Complete Agreement This Agreement shall constitute the entire Agreement between both parties and this Agreement may not be amended. modified or terminated except by a writing signed by the parties hereto. No documents shall be Incorporated herein by reference except to the extent Trane is a signatory thereon. Price Increase& Prices stated are firm provided that notification of release for immediate production and shipment Is received at the factor not later than lime months from order receipt H such release is received later than five months from order receipt date but within eight months of order receipt date, prices will be increased a straight 1% (not compounded) for each one-month period (or part thereof) beyond the five-month firm price option, the order will be cancelled. If for any reason Customer delays shipment after release, prices are subject to increase as stated herein. FLO = Furnished by Trane / Installed by Others Trane Proposal Page 4 of 4 Halvorson Trane Proposal Building Comfort Solutions Prepared For: City of Waterloo Job Name: Young Arena Control Retrofit and Improvements Halvorson Trane 2220 NW 108`4 Street Clive, IA 50325 Date: March 2e, 2011 Proposal Number: Q2011-053 Halvorson Trane is pleased to provide the enclosed proposal for your review and approval. Item Qty Description Al 1 Expansion of Citywide Energy Management Control System --Young Arena Including: • JACE Building Management Controller • Retrofit Controls for (2) Arena Rooftop Units including o (2) Trane UC400 Programmable BACnet Controllers o (2) Wireless Zone Sensors o (2) Space or Return Duct Humidity Sensors o Interface to Rooftop Unit Thermostat terminal strip o Control of Hot Gas Bypass (enable/disable) o (2) Duct Temperature Sensors (discharge air temperature) o (2) Current Transducers to monitor supply fan status • Retrofit Controls for (2) Addition Rooftop Units Including o (2) Communicating BACnet Thermostat Controllers/Zone Sensors o Interface to Rooftop Unit Thermostat terminal strip o (2) Duct temperature sensors (discharge air temperature) o (2) Current Transducers to monitor supply fan status • Retrofit Controls for (1) Changeover/Bypass VAV Air Handling Unit including o (1) Trane UC400 Programmable BACnet Controller o (1) Duct Static Pressure Sensor o (1) Damper Actuator to control OA and RA dampers o (2) Duct temperature sensors (return air temperature and discharge air temperature) o (1) Current Transducers to monitor supply fan status • Retrofit Controls for (3) existing exhaust fans o (3) Current Sensing Relays (start/stop and status) • Retrofit Controls for (6) VAV Boxes o (6) BACnet retrofit VAV controllers w/ integrated damper actuators o (6) Zone sensors with setpoint adjustment, override button • (1) New VAV box for Coaches office and installation by mechanical contractor including o Capping existing ductwork o Installation of new VAV box o Duct extension o New diffuser and diffuser balancing • Retrofit Controls for (1) Locker Room Air Handling Unit & ERV Including o (1) Trane XM30 Expansion Programmable BACnet Controller o (2) Duct temperature sensors (return air temperature and discharge air temperature) o (2) Current Transducers to monitor supply fan status and ERV status • Retrofit Controls for (1) Warriors Locker Room ERV & electric duct coil including o (1) Trane XM30 Expansion Programmable BACnet Controller o (1) Duct temperature sensors (discharge air temperature) o (2) Current Transducers to monitor supply fan & exhaust fan status • Provide and install (2) Communicating BACnet Thermostat Controllers/Sensors for (2) Split System NC systems with electric heat and tie them into the Energy Management System including programming, commissioning, checkout, and graphics. • Provide and install a communication interface to monitor up to 15 points within the existing Ice -making chiller controller. Please contact us with the desired control points and we can coordinate with Logic Technologies. Trane Proposal Page 1 of 3 • Provide and Install (2) return duct mounted Carbon Monoxide (CO) sensors and wire to nearest programmable I/O controller. This price includes Installation, programming, checkout, and graphic showing CO level. Create high CO level alarm in the automation system. • installation, wiring, conduit, and hangers. • Programming, commissioning, checkout, and graphics. • Integration of points into existing Citywide Energy Management Control System • Setup of critical alarms. Not Included: • Installation of Hot Gas Bypass System on RTU -1 and RTU -2 — provided and installed by others • 120VAC wiring or mounting/installation of VFD's • Fire/Smoke dampers or control of. • Controls other than those listed In this proposal. Temperature Controls Pricing (Taxes Not Included) -- Items Al: $ 51,440.00 Sincerely, Doug Stephens, CEM, LEED AP Halvorson Trane Phone: 515-270-0004 x238 Cell: 319-533-4052 Fax: 515-270-3835 ddstephens©trane.com FLD = Furnished by Trane / Installed by Others Trane Proposal Page 2 of 3