HomeMy WebLinkAboutAG-S-079 ThyssenKrupp Elevator CorporationCITY OF
F AI-JIU,Vial �1
WASHINGTON
September 25, 2014
Paul Marshall
ThyssenKrupp Elevator Corporation
700627 In Street West, Suite A
University Place, WA 98466
RE. Agreement No AG -S -079
Elevator Maintenance
Agreement Execution
Dear Mr Marshall:
Nancy Backus, Mayor
25 West Main Street* Auburn WA 98001-4998 * www.auburnwa.gov * 253- 931 -3000
Enclosed please find an executed copy of the above - referenced Agreement. The work
authorized under this agreement shall not exceed $39,600 00 and has a completion date
of September 1, 2017
For the City's tracking and record keeping purposes, please reference AG -S -079 on all
correspondence and related material.
We must receive the certificate(s) of insurance, evidencing your insurance coverage and
amendatory endorsements as required per Section 15 before we can issue a Notice to
Proceed. Please send the certificate(s) to JoAnne Andersen, Contracts Administration
Specialist, at the address listed at the top of this letterhead
As the project manager, I am the designated contact for this agreement and all
amendments. Questions, assignments and coordination shall be routed through me.
You can contact me at 253- 288 -3158.
Sincerely,
Lisa Moore
Facilities Manager
Administration Department
LM /ja /mt
Enclosure
cc: Dani Daskam, City Clerk
AG -S -079
AUBURN * MORE THAN YOU IMAGINED
CITY OF AUBURN
THYSSENKRUPP ELEVATOR CORPORATION
MASTER AGREEMENT FOR MAINTENANCE SERVICES
AG -S -079
THI MASTER AGREEMENT made and entered into on this tl1 day of
20 by, and between the City of Auburn, a municipal corporation
of thb State of Washington, hereinafter referred to as "City" and ThyssenKrupp Elevator
Corporation, 7006 27th Street West, Suite A, University Place, WA 98466 hereinafter referred
to as the "Service Provider" or "Thyssen Krupp."
WIT NESS ETH:
WHEREAS, the City is in need of the services of individuals, employees or firms for
elevator maintenance work; and,
WHEREAS, the City desires to retain the Service Provider to provide said services in
connection with the City's work; and,
WHEREAS, the Service Provider is qualified and able to provide services in
connection with the City's needs for the above - described work, and is willing and agreeable to
provide such services upon the terms and conditions herein contained; and
WHEREAS, it would be advantageous for the parties to have separate, individual
Periodic Term Agreements addressing specific periods of time for services to be provided,
with general terms and conditions in those periodic contracts including and incorporating the
terms and conditions of this Master Agreement.
NOW, THEREFORE, the parties hereto agree as follows:
1 Scope of Services
The Service Provider agrees to perform in a good and professional manner the tasks
described on Exhibit "A" which is attached hereto and by this reference made a part of this
Agreement. (The tasks described on Exhibit "A" shall be individually referred to as a "task,"
and collectively referred to as the "services. ") The Service Provider shall perform the
services as an independent contractor and shall not be deemed, by virtue of this Agreement
and the performance thereof, to have entered into any partnership, joint venture, employment
or other relationship with the City
2. Additional Services
In the event additional services with respect to related work are required beyond those
specified in the Scope of Work, and not included in the compensation listed in this
Agreement, a contract amendment shall be set forth in writing and shall be executed by the
respective parties prior to the Service Provider's performance of the services there under,
except as may be provided to the contrary in Section 3 of this Agreement. Upon proper
completion and execution of an Amendment (agreement for additional services), such
Amendment shall be incorporated into this Agreement and shall have the same force and
effect as if the terms of such Amendment were a part of this Agreement as originally
executed. The performance of services pursuant to an Amendment shall be subject to the
AG -S -079
Page 1
terms and conditions of this Agreement except where the Amendment provides to the
contrary, in which case the terms and conditions of any such Amendment shall control. In all
other respects, any Amendment shall supplement and be construed in accordance with the
terms and conditions of this Agreement.
3. Performance of Additional Services Prior to Execution of an Amendment
The parties hereby agree that situations may arise in which services other than those
described on Exhibit "A" are desired by the City and the time period for the completion of
such services makes the execution of Amendment impractical prior to the commencement of
the Service Provider's performance of the requested services. The Service Provider hereby
agrees that it shall perform such services upon the written request of an authorized
representative of the City pending execution of an Amendment, at a rate of compensation to
be agreed to in connection therewith. The invoice procedure for any such additional services
shall be as described in Section 7 of this Agreement.
4 Service Provider's Representations
The Service Provider hereby represents and warrants that the Service Provider has all
necessary licenses and certifications to perform the services provided for herein, and is
qualified to perform such services.
5 City's Responsibilities
The City shall do the following in a timely manner so as not to delay the services of the
Service Provider-
a. Designate in writing a person to act as the City's representative with respect to the
services. The City's designee shall have complete authority to transmit instructions, receive
information, interpret and define the City's policies and decisions with respect to the services.
b Furnish the Service Provider with all information, criteria, objectives, schedules and
standards for the project and the services provided for herein.
c. Arrange for access to the property or facilities as required for the Service Provider
to perform the services provided for herein.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches, and other
documents prepared by the Service Provider and render decisions regarding such documents
in a timely manner to prevent delay of the services.
6 Acceptable Standards
The Service Provider shall be responsible to provide, in connection with the services
contemplated in this Agreement, work products and services of a quality and professional
standard acceptable to the City
7 Prevailing Wages
The Service Provider shall comply with every provision of the Revised Code of
Washington Chapter 3912. A copy of a Statement of Intent to Pay Prevailing Wages,
approved by the Industrial Statistician of the Department of Labor & Industries, must be
submitted to the City prior to any payment for services rendered. An Affidavit of Wages Paid
must be received by the City prior to issuance of final payment.
Should the term(s) of this agreement or any Periodic Term Agreement(s) (hereinafter
"Periodic Agreement ") go beyond one year, the wages that the Service Provider shall pay its
employees must be altered annually to recognize and follow the most recently promulgated
increases in prevailing wages each year after the first year of the contract period.
AG -S -079
Page 2
8. Compensation
As compensation for the Service Provider's performance of the services provided for
herein, the City shall pay the Service Provider the fees and costs specified on the current
Periodic Agreement.
9 Time for Performance and Term of Agreement
The Service Provider shall not begin any work under this Agreement until authorized
in writing by the City The CITY agrees to pay the Service Provider in accordance with the
fee schedule outlined in Exhibit B for work performed under this Agreement. Exhibit B is
attached hereto and by this reference made a part of this Agreement. The Service Provider
shall perform the services provided for herein in accordance with the direction and scheduling
provided on Exhibit "A" attached hereto and incorporated herein by this reference, unless
otherwise agreed to in writing by the parties. All work under this Agreement shall be
completed within the time called for in the Periodic Agreement.
The term of this Master Agreement shall be ongoing and continued to be in effect so
long as there is a current, valid Periodic Agreement between the parties.
10 Ownership and Use of Documents
All documents, reports, memoranda, diagrams, sketches, plans, surveys, design
calculations, working drawings and any other materials created or otherwise prepared by the
Service Provider as part of his performance of this Agreement (the 'Work Products ") shall be
owned by and become the property of the City, and may be used by the City for any purpose
beneficial to the City
11 Records Inspection and Audit
All compensation payments shall be subject to the adjustments for any amounts found
upon audit or otherwise to have been improperly invoiced, and all records and books of
accounts pertaining to any work performed under this Agreement shall be subject to
inspection and audit by the City for a period of up to three (3) years from the final payment for
work performed under this Agreement.
12. Continuation of Performance
In the event that any dispute or conflict arises between the parties while this Contract
is in effect, the Service Provider agrees that, notwithstanding such dispute or conflict, the
Service Provider shall continue to make a good faith effort to cooperate and continue work
toward successful completion of assigned duties and responsibilities.
13 Administration of Agreement
This Agreement shall be administered by Lynn Magill, Contract Analyst, on behalf of
the Service Provider, and by the Mayor of the City, or designee, on behalf of the City Any
written notices required by the terms of this Agreement shall be served on or mailed to the
following addresses:
City of Auburn
Lisa Moore, Facilities Manager
25 West Main Street
Auburn, WA 98001 -4998
Phone: 253-288-3158
Fax: 253 - 804 -3116
AG -S -079
Page 3
Email: Imoore @auburnwa.gov
ThyssenKrupp Elevator Corporation
Paul Marshall, Contract Analyst
7006 27th Street West, Suite A University Place, WA 98466
Phone: 253 - 566 -1751
Fax: 253 - 566 -1911
Email: paul .marshall @thyssenkruppelevator com
14 Notices
All notices or communications permitted or required to be given under this Agreement
shall be in writing and shall be deemed to have been duly given if delivered in person or
deposited in the United States mail, postage prepaid, for mailing by certified mail, return
receipt requested, and addressed, if to a party of this Agreement, to the address for the party
set forth above.
Either party may change his, her or its address by giving notice in writing, stating his,
her or its new address, to the other party, pursuant to the procedure set forth above.
15 Insurance
The Service Provider shall procure and maintain for the duration of this Agreement,
insurance against claims for injuries to persons or damage to property which may arise from
or in connection with the performance of the work hereunder by the Service Provider, or the
Service Provider's agents, representatives, employees, or subcontractors.
The Service Provider's maintenance of insurance as required by the Agreement shall
not be construed to limit the liability of the Service Provider to the coverage provided by such
insurance, or otherwise limit the City's recourse to any remedy available at law or in equity
a. The Service Provider shall obtain insurance of the types described below
(1) Automobile Liability insurance, covering all owned, non - owned, hired and leased
vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a
substitute form providing equivalent liability coverage. If necessary, the policy shall be
endorsed to provide contractual liability coverage. The Service Provider shall maintain
automobile insurance with minimum combined single limit for bodily injury and property
damage of $1,000,000 00 per accident.
(2) Commercial General Liability insurance shall be written on ISO occurrence form
CG 00 01 and shall cover liability arising from premises, operations, independent contractors,
products - completed operations, stop gap liability, personal injury and advertising injury, and
liability assumed under an insured contract. There shall be no endorsement or modification
of the Commercial General Liability insurance for liability arising from explosion, collapse or
underground property damage. The City shall be named as an additional insured under the
Service Provider's Commercial General Liability insurance policy with respect to the work
performed for the City, but only for actions arising from the Service Provider's acts, actions,
omissions, or neglects and does not provide defense or indemnity for the additional
insured(s) own acts, acts, omissions, neglects or for unproven allegations; using a manuscript
additional insured endorsement. Commercial General Liability insurance shall be written with
limits no less than $1,000,000.00 each occurrence, $2,000,000 00 general aggregate, and a
$2,000,000 products - completed operations aggregate limit, which shall be included within the
general aggregate limits.
AG -S -079
Page 4
(3) Worker's Compensation coverage as required by the Industrial Insurance laws of
the State of Washington.
b The insurance policies are to contain, or be endorsed to contain, the following
provisions for Automobile Liability and Commercial General Liability insurance.
(1) The Service Provider's insurance coverage shall be primary insurance as respects
the City, but only with respect to work performed by the Service Provider and only arising out
of the negligent acts or omissions of the Service Provider Any insurance, self- insurance, or
insurance pool coverage maintained by the City shall be excess of the Service Provider's
insurance and shall not contribute with it.
(2) The Service Provider's insurance policy shall be endorsed to state that coverage
shall not be cancelled by either party, except after 30 days prior written notice by certified
mail, return receipt requested, has been given to the City
C. Insurance is to be placed with an authorized insurer in Washington State The
insurer must have a current A.M. Best rating of not less than A.VII.
d. The Service Provider shall furnish the City with certificates of insurance and a
copy of the amendatory endorsements, including but not necessarily limited to the additional
insured endorsement, evidencing the insurance requirements of the Service Provider before
commencement of the work. The City reserves the right to require that complete, certified
copies of all required insurance policies be submitted to the City at any time. The City will pay
no progress payments under Section 7 until the Service Provider has fully complied with this
section.
16. Indemnification /Hold Harmless
The Service Provider shall defend, indemnify and hold the City and its officers,
officials, employees, and volunteers harmless from any and all claims, injuries, damages,
losses, or suits including attorney fees, arising out of or in connection with the performance of
this Agreement, except for injuries and damages caused by the sole negligence of the City
Should a court of competent jurisdiction determine that this Agreement is subject to
RCW 4.24 115, then, in the event of liability for damages arising out of bodily injury to
persons or damages to property caused by or resulting from the concurrent negligence of the
Service Provider and the City, its officers, officials, employees, and volunteers, the Service
Provider's liability hereunder shall be only to the extent of the Service Provider's negligence.
It is further specifically and expressly understood that the indemnification provided herein
constitutes the Service Provider's waiver of immunity under Industrial Insurance, Title 51
RCW, solely for the purposes of this indemnification. This waiver has been mutually
negotiated by the parties. The provisions of this section shall survive the expiration or
termination of this Agreement.
17 Assignment
Neither party to this Agreement shall assign any right or obligation hereunder in whole
or in part, without the prior written consent of the other party hereto. No assignment or
transfer of any interest under this Agreement shall be deemed to release the assignor from
any liability or obligation under this Agreement, or to cause any such liability or obligation to
be reduced to a secondary liability or obligation.
18. Nondiscrimination
The Service Provider may not discriminate regarding any services or activities to
which this Agreement may apply directly or through contractual, hiring, or other arrangements
AG -S -079
Page 5
on the grounds of race, color, creed, religion, national origin, sex, age, or where there is the
presence of any sensory, mental or physical handicap
19 Amendment. Modification or Waiver
No amendment, modification or waiver of any condition, provision or term of this
Agreement shall be valid or of any effect unless made in writing, signed by the party or
parties to be bound, or such party's or parties' duly authorized representative(s) and
specifying with particularity the nature and extent of such amendment, modification or waiver
Any waiver by any party of any default of the other party shall not affect or impair any right
arising from any subsequent default. Nothing herein shall limit the remedies or rights of the
parties hereto under and pursuant to this Agreement.
20 Termination and Suspension
Either party may terminate this Agreement upon written notice to the other party if the
other party fails substantially to perform in accordance with the terms of this Agreement
through no fault of the party terminating the Agreement with ninety (90) days written notice,
provided however, the Service Provider is given thirty (30) days to remedy non - performance.
Service Provider must be notified in writing of specific non - performance
If this Agreement is terminated through no fault of the Service Provider, the Service
Provider shall be compensated for services performed prior to termination in accordance with
the rate of compensation provided in Exhibit "8" hereof
21 Parties in Interest
This Agreement shall be binding upon, and the benefits and obligations provided for
herein shall inure to and bind, the parties hereto and their respective successors and assigns,
provided that this section shall not be deemed to permit any transfer or assignment otherwise
prohibited by this Agreement. This Agreement is for the exclusive benefit of the parties
hereto and it does not create a contractual relationship with any other party
CITY OF AUBURN
NAncy Back , Q ayor
Attest:
/Oj-t�
Danielle Daskam City Clerk
Approved-as to Fq m
1
—1 9( Dan el B. Heid, C'iy Attorney
AG -S -079
Page 6
THYSSENKRUPP ELEVATOR
CORPORATION
�i�ure �-
Name. Paul Marshall
Title Account Manager
Federal Tax ID No: 9 -W2– -
EXHIBIT A
AG -S -079
Platinum Maintenance Agreement
Preventative Maintenance Program
ThyssenKrupp will service the City's equipment in this agreement on a regularly scheduled
basis. These service visits will be performed during the normal business working days and
hours, which are defined as Monday through Friday 8:00 AM to 4.30 PM (except scheduled
holidays). All work performed before or after normal business days and hours shall be
considered "Overtime"
ThyssenKrupp Elevator will perform the following services:
• Examine the City's elevator equipment for optimum operation. ThyssenKrupp's
examination, lubrication and adjustment will cover the following components of the
City's elevator system.
o Control and landing positioning systems
o Signal fixtures
o Machines, drives, motor, governors, sheaves, and wire ropes
o Power units, pumps, valves, and jacks
o Car and hoistway door operating devices and door protection equipment
o Loadweighers, car frames and platforms, and counter weights
o Safety mechanisms
Lubricate equipment for smooth and efficient performance
Adjust elevator parts and components to maximize performance and safe
Operation
Full Coverage Parts Repair and Replacement
ThyssenKrupp Elevator will provide full coverage repair and /or replacement for all
components worn due to normal wear, unless specifically excluded in the "Items Not
Covered" or "Other Conditions" provisions herein. All replacement parts inventory to support
ThyssenKrupp's field operations. All replacement parts used in the City's equipment will be
new or refurbished to meet the quality standards of the ThyssenKrupp Elevator
Maintenance Control Program
ThyssenKrupp Elevator performs service in accordance with ThyssenKrupp's written
Maintenance Control Program. This program meets or exceeds any and all requirements of
ASME 17 1 -2007 Code, Section 8 6 The Maintenance Control Program includes
ThyssenKrupp Elevator's Maintenance Tasks & Records documentation which shall be used
to record all work performed on the equipment and is provided with each controller
ThyssenKrupp does not perform any tests unless such tests are specifically listed as included
elsewhere in this agreement.
Quality Assurance
AG -S -079
Page 7
To help increase elevator performance and decrease downtime, ThyssenKrupp's technicians
utilize the latest industry methods and technology available to us for the City's specific brand
of elevator They will be equipped with ThyssenKrupp's tools, documentation and knowledge
to troubleshoot the City's unique system, as well as access to a comprehensive parts
replacement system.
Behind ThyssenKrupp's technicians is a team devoted to elevator excellence. Technicians
are supported around the clock by a team of engineers and field support experts.
ThyssenKrupp's North American technical support facilities continuously research
advancements in the industry and in the City's equipment. Also, ThyssenKrupp's
international quality control program ensures optimum and reliable operation of the City's
elevator equipment.
To assure that quality standards are being maintained, ThyssenKrupp may conduct periodic
field quality audit surveys. The City's dedicated ThyssenKrupp Elevator representative will
be available to discuss the City's elevator needs with the City in all aspects of service and
modernization. In addition, the City may receive recommendations for upgrades that will also
provide the City with budget options designed to enhance the appearance, performance and
safety of or meet Code requirements for the City's equipment over time.
Service Requests during Normal Working Days and Hours
Service requests are defined as any request for dispatch of the Service Provider's
technician to the location of the equipment covered in this agreement from one or more of
the following: the City or the City's representative, the building or building's representative,
emergency personnel, passengers through the elevator's communication device and /or from
VISTA Remote Monitoring through the elevators communication line. Service Requests
include minor adjustments and response to emergency entrapments that can be
accomplished in two hours or less (excluding travel time) and do not include regularly
scheduled maintenance visits.
Overtime Service Reauests
On all overtime service requests, ThyssenKrupp will absorb straight time costs for labor, and
the City will be responsible for the difference between the straight time costs and overtime
costs for labor Labor costs include travel time, travel expenses, and time spent on the job
Overtime service requests are performed before or after normal business working days and
hours.
VIEW®
VIEW is ThyssenKrupp Elevator's customer oriented, online service activity reporting system.
VIEW allows building owners and managers to monitor ThyssenKrupp's maintenance and
service call activity VIEW can be accessed via the Internet any time, day or night. The City
can "VIEW" service tickets associated with a single elevator serviced under this agreement,
for all the elevators at the location serviced under this agreement, or across an entire
portfolio of elevator equipment that is serviced by ThyssenKrupp Elevator Special
considerations regarding VIEW are included herein.
SoundNet®
AG -S -079
Page 8
SoundNet is ThyssenKrupp Elevator's 24 -hour telephone monitoring and emergency call
service. ThyssenKrupp's representatives are trained to handle elevator calls and they can
assess the situation and quickly dispatch a technician when necessary If needed, they can
stay on the line to reassure a stranded passenger that help is on the way SoundNet
maintains digital recordings and computerized records of the time, date, and location of calls
received and action taken for the benefit of passengers and building owners.
Periodic Safety Testing
ThyssenKrupp Elevator will test the City's equipment in accordance with those annual testing
requirements as outlined in the American National Safety Code for Elevators and Escalators,
ANSI A 17 1, which are in effect at the time this agreement is executed. In the event that the
state, city or local governing authority in which the equipment is located has adopted
different requirements, ThyssenKrupp Elevator will test the City's equipment in accordance
with those annual periodic testing requirements in effect at the time this agreement is
executed. The City agrees to pay for any costs of the inspector and /or inspection fees.
Special considerations regarding Periodic Safety Testing includes all annual testing but
excludes 5 year testing.
Product Information. The City agrees to provide ThyssenKrupp Elevator with current wiring
diagrams that reflect all changes, parts catalogs, and maintenance instructions for the
equipment covered by this agreement (exception. ThyssenKrupp will supply all of the above
for new ThyssenKrupp elevators at no additional cost). The City agrees to authorize us to
produce single copies of any programmable device(s) used in the equipment for the purpose
of archival back- up of the software embodied therein. These items will remain the City's
property
Safety. The City agrees to instruct or warn passengers in the proper use of the equipment.
The City agrees to immediately report any condition that may indicated the need for
correction b fore the next regular examination. The City agrees to immediately shut down the
equipment upon manifestation of any irregularities in either the operation or the appearance
of the equipment,
to immediately notify us, and to keep the equipment shut down until the completion of any
repairs. The City agrees to give us immediate verbal notice and written notice within (10)
days after any occurrence or accident in or about the elevator The City agrees to provide
ThyssenKrupp's personnel with a safe place to work. The City agrees to provide a suitable
machine room, including secured doors, waterproofing, lighting, ventilation, and appropriate
air temperature control to maintain that room at a temperature between 50° F and 90° F The
City also agrees to maintain the elevator pit in a dry condition at all times. Should water or
other liquids become present, the City will contract with others for removal and the proper
handling of such liquids. ThyssenKrupp reserves the right to discontinue work in the building
whenever, in ThyssenKrupp's sole opinion, ThyssenKrupp's personnel do not have a safe
place to work. The City also agrees that if ThyssenKrupp Elevator's inspection of a piece of
equipment serviced under this agreement reveals an operational problem which, in
ThyssenKrupp's sole judgment, jeopardizes the safety of the riding public, ThyssenKrupp
Elevator may shut down the equipment until such time as the operational problem is
resolved. In that event, ThyssenKrupp Elevator will immediately advise the City in writing of
such action, the reason for such action, and whether any proposed solution is covered by the
terms of the agreement.
AG -S -079
Page 9
Other. The City agrees not to permit others to make alterations, additions, or repairs or
replace any component or part of the equipment during this term of this agreement. The City
agrees to accept ThyssenKrupp's judgment as to the means and methods employed by us
for any corrective work under this agreement.
In the event of the sale, lease or other transfer of the ownership or management of the
premises in which the elevator(s) or equipment described herein are located, the City agrees
to see that such transferee is made aware of this agreement.
In consideration of ThyssenKrupp Elevator performing the services herein specified, the City
expressly agrees to hold harmless, discharge, release and forever acquit ThyssenKrupp
Elevator Corporation, ThyssenKrupp's employees, officers, agents, affiliates, and
subsidiaries for loss, property damage (including damage to the equipment which is the
subject matter of this agreement), personal injury or death that have been caused by the City
or any others in connection with the presence, use, misuse, maintenance, installation,
removal, manufacture, design, operation or condition of the equipment covered by this
agreement, or the associated areas surrounding such equipment except for those damages
that are caused by or resulting from the negligence of ThyssenKrupp Elevator and /or their
employees or agents.
Items Not Covered. ThyssenKrupp does not cover cosmetic, construction or ancillary
components of the elevator system, including the finishing, repairing, or replacement of the
cab enclosure, ceiling frames, and /or fixtures, hoistway door panels, door frames, swing door
hinges and repairing or replacement of the cab enclosure, ceiling frames, panels and /or
fixtures, hoistway door panels, door frames, swing door hinges and closing devices, sills, car
flooring, floor covering, lighting fixtures, ceiling light bulbs and tubes, main line power
switches, breaker(s), feeders to controller, below ground or unexposed hydraulic elevator
system, including but not limited to, jack cylinder, piston, PVC or other protective material,
below ground or unexposed piping, alignment of elevator guide rails, smoke and fire sensors,
fire service reports, all communication and entertainment devices, security systems not
installed by us, batteries for emergency lighting and emergency lowering, air conditioners,
heaters, ventilation fans, pit pumps and all other items set forth and excluded in this
agreement.
VIEW®. ThyssenKrupp Elevator agrees to provide a user name and password to Purchase
via ThyssenKrupp Elevator's Internet website, www tke -view com, for access to maintenance
and service call activity Purchaser's Internet availability equipment (including hardware and
software) and Internet connection shall be provided by others The City acknowledges that
data reported prior to January 1, 2004 may not be all- inclusive of work actually performed.
Additionally, the City acknowledges that data performed by repair, modernization, and /or
construction personnel may not be included or accessible in VIEW until ThyssenKrupp
Elevator's PDA system for time reporting is fully deployed to all field employees. Requests
for additional information and maintenance and service call activity tickets which are not
generated by electronic means shall be made to the City's local ThyssenKrupp Elevator
branch office as shown on page 1 of this agreement. ThyssenKrupp Elevator reserves the
right to restrict access to this information if Purchaser's account has an outstanding unpaid
balance greater than 30 days and /or if the City has provided written notification of the City's
intent to cancel this agreement and /or in the event of anticipated, pending or instigated
litigation by either party
AG -S -079
Page 10
Other Conditions With the passage of time, equipment technology and designs will
change. If any part or component of the City's equipment covered under this agreement
cannot, in ThyssenKrupp's sole opinion, be safely operated and is no longer stocked and
readily available from either the original equipment manufacturer or an aftermarket source,
that part or component shall be considered obsolete The City will be responsible for all
charges associated with replacing that obsolete part or component as well as all charges
required to ensure that the remainder of the equipment is functionally compatible with that
replacement part or component. In addition, ThyssenKrupp will not be required to make any
changes or recommendations in the existing design or function of the unit(s) nor will
ThyssenKrupp be obligated to install new attachments or parts upon the equipment as
recommended by insurance companies, governmental agencies or authorities, or any other
third party Moreover, ThyssenKrupp shall not be obligated to service, renew, replace and /or
repair the equipment due to any one or more of the following: anyone's abuse, misuse,
and /or vandalism of the equipment; anyone's negligence in connection with the use or
operation of the equipment; any loss of power, power fluctuations, power failure, or power
surges that in any way affect the operation of the equipment; fire, smoke, explosions, water,
storms, wind, lightening, acts of civil or military authorities, strikes, lockouts, other labor
disputes, theft, riot, civil commotion, war, malicious mischief, acts of God, or any other
reason or cause beyond ThyssenKrupp's control that affects the use or operation of the
equipment. The City expressly agrees to release and discharge us and ThyssenKrupp's
employees for any and all claims and /or losses (including personal injury, death and property
damage, specifically including damage to the property which is the subject matter of this
agreement) associated therewith or cause thereby ThyssenKrupp Elevator shall also
automatically receive an extension of time commensurate with any delay in performance
caused by or related to the aforementioned and the City expressly agrees to release and
discharge ThyssenKrupp Elevator from any and all claims for consequential, special or
indirect damages arising out of the performance of this agreement. In no event shall
ThyssenKrupp Elevator's liability for damages arising out of this agreement exceed the
remaining unpaid installments of the current, unexpired term of this agreement.
Should the City's system require any of the safety tests on the commencement date of this
agreement, ThyssenKrupp Elevator assumes no responsibility for the day -to -day operation of
the governor or safeties on traction elevators, or the hydraulic system on hydraulic elevators
under the terms of this agreement until the test has been completed and the equipment
passed. Should the respective system fail any of those tests, it shall be the City's sole
responsibility to make necessary repairs and place the equipment in a condition
ThyssenKrupp deems acceptable for further coverage under the terms of this agreement.
ThyssenKrupp shall not be liable for any damage to the building structure or the elevator
resulting from the performance of any safety tests ThyssenKrupp performs at any time under
this agreement. If during the initial firefighter's service test, that feature is found to be
inoperable, the City shall be responsible for all costs associated with necessary repair(s) to
bring the elevator into compliance with the applicable elevator codes in the City's local
jurisdiction.
Annual Price Adjustments. Since the Service Provider's costs to provide the City with the
service set forth in this agreement may increase, the Service Provider reserves the right to
adjust the price of ThyssenKrupp's service under this agreement accordingly In the event
this occurs, ThyssenKrupp will adjust the City's monthly price based on the percentage
change in the average rate paid to elevator examiners. This rate paid to elevator examiners
AG -S -079
Page 11
consist of the hourly rate paid to examiners plus fringe benefits and union welfare granted in
place of or in addition to the hourly rate. Fringe benefits include pensions, vacations, paid
holidays, group insurance, sickness and accident insurance, and hospital insurance.
ThyssenKrupp also reserves the right to make additional adjustment to the price of
ThyssenKrupp's service under this agreement and /or enact surcharges as needed to
account for increased fuel prices when such increases exceed the Consumer Price Index
(CPI) current rate. The Service Provider also reserves the exclusive right to make additional
adjustments to the price of ThyssenKrupp's service under this agreement in the event that
the equipment covered by this agreement is modified from its present state
Early Payment Discount. The City may elect to pay in advance for twelve (12) months of
service described in this agreement. Such a pre - payment entitles the City to a 3% discount
from the annual price in effect at the time of payment.
Overdue Invoices. A service charge of 1 112% per month, or the highest legal rate,
whichever is more, shall apply to all overdue accounts the City has with ThyssenKrupp
Elevator that are in any way related to the City's equipment described in this agreement,
regardless of whether it is billed pursuant to this agreement or any other with us, within sixty
(60) days from the billing date, ThyssenKrupp may also choose to do one or more of the
following: 1) suspend service until all amounts due have been paid in full, and /or 2) declare
sums for the unexpired term of this agreement due immediately as liquidated damages and
terminate ThyssenKrupp's obligations under this agreement. If ThyssenKrupp Elevator
elects to suspend service, ThyssenKrupp shall not be responsible for personal injury, death,
damage to property (including damages to the equipment that is the subject matter of this
agreement) or losses of any other type or payment to ThyssenKrupp Elevator's suspension
of service. Upon resumption of service, the City will be responsible for payment to
ThyssenKrupp Elevator for all costs ThyssenKrupp incur that result from ThyssenKrupp's
suspension of service and to remedy any damage caused to equipment during that time.
Time is of the essence
Soecial Considerations
SoundNet®
Through its SoundNet communication center, ThyssenKrupp Elevator will provide 24 -hour
telephone monitoring on all elevators(s) maintained under the monitoring agreement,
provided. such elevators are equipped with operational telephone equipment capable of
placing a call to SoundNet's call center SoundNet will receive incoming emergency
telephone calls from the elevator(s) and forward same to Purchaser's designated emergency
contacts. It shall be Purchaser's responsibility to submit an executed Contact Data Sheet
(attached as Exhibit 1 hereto) to enable this service, and to advise ThyssenKrupp Elevator
immediately in writing of any changes to the emergency contacts during the term of service.
Purchaser understands that no revision to emergency contacts will be made without
ThyssenKrupp Elevator first receiving such request in writing.
SoundNet service does not include maintenance service for Customer's telephone
equipment. Customer retains possession and control of its telephone equipment and is
responsible for ensuring uninterrupted operation of the telephones so that they are capable
of placing a call to SoundNet's call center SoundNet service cannot be provided without a
AG -S -079
Page 12
telephone located within the elevator(s) described in this agreement that has the calling
capability described above.
Schindler 321A Miconic (hydro) or 330A (hydro)
ThyssenKrupp Elevator does not accept responsibility to test, maintain, repair or replace any
Schindler Elevator inverted, twin -post, telescopic jacks under the coverage of this
maintenance agreement and they are specifically excluded from these terms and conditions.
Any required repair or replacement of this equipment will be billed to Purchaser at
ThyssenKrupp Elevator's current "time and material" billing rates.
Pledge of Customer Satisfaction
ThyssenKrupp Elevator's top priority is the satisfaction of ThyssenKrupp's customers. If
during the term of
this Agreement, ThyssenKrupp Elevator fails to properly perform services in accordance with
the terms of this agreement, Purchaser shall advise ThyssenKrupp Elevator of the specific
deficiency in writing and shall allow a reasonable period of thirty (30) days from the date of
the written notice to correct the deficiency In the event ThyssenKrupp Elevator fails to
correct the deficiency in the allotted time, Purchaser shall have the right to terminate this
agreement upon thirty (30) days written notice to ThyssenKrupp Elevator Written Notices
shall be sent by certified mail, return receipt requested to the address set forth on page 1 of
this agreement. Time is of the essence.
Submission of Proposed Agreement when Original Agreement in Full Force and Effect
In the event that the City and ThyssenKrupp elevator are parties to an existing elevator
maintenance agreement at the time this proposed agreement is submitted for consideration,
the existing agreement will remain in full force and effect until such time as this proposed
agreement is accepted and fully executed by both parties. Upon full acceptance by both
parties, this proposed agreement shall supersede all prior agreements.
AG -S -079
Page 13
EXHIBIT B
AG -S -079
Purchaser City of Auburn
25 West Main Street
Auburn, WA 98001
Locations: Auburn City Hall
25 West Main Street
Auburn, WA 98001
Auburn Justice Center
340 East Main Street
Auburn, WA 98002
By ThyssenKrupp Elevator Corporation
7006 27th Street West, Suite A
University Place, WA 98466
Telephone: 253-566-1751,(253)606-2838) Fax: 253 - 566 -1911
E -Mail: paul.marshall@thyssenkrupp.com
Internet: www.thyssenkruppelevator.com
Platinum Maintenance Agreement
ThyssenKrupp Elevator agrees to maintain Purchaser's elevator equipment described below in
accordance with this agreement. The Service Provider will endeavor to provide a comprehensive
maintenance program designed to protect the City's investment and maximize the performance,
safety, and life span of the elevator equipment to be maintained
Equipment to Be Maintained
Building Name
Unit
Quantity
Manufacturer
Type of Unit
Application
Unit ID /Serial #
Monthly Fee
Auburn Justice Center
2
Schindler
Hydraulic
Passenger
17528129PH
per Periodic Agreement
Auburn City Hall
I
Dover
Hydraulic
Passenger
E52286
per Periodic Agreement
AG -S -079
Page 14
PERIODIC TERM AGREEMENT
ELEVATOR MAINTENANCE SERVICE AGREEMENT - NO. AG- S -079A
BETWEEN THE CITY OF AUBURN AND
THYSSENKRUPP ELEVATOR CORPORATION
// THIS P RIODIC TERM AMENDMENT is made and entered into this /_day
of . 2014, by and between the CITY OF AUBURN, a municipal corporation
of the State of Washington (hereinafter referred to as the "CITY "), and ThyssenKrupp Elevator
Maintenance (hereinafter referred to as the "SERVICE PROVIDER" )
WITNESSETH:
WHEREAS, the parties hereto have previously executed a Master Agreement
(Contract No AG -S -079) containing the terms and conditions agreed to by the parties, which
terms and conditions apply to this Periodic Term Agreement and which terms and conditions
are incorporated herein by reference to the Master Agreement; and
WHEREAS, this Periodic Term Agreement provides for the elevator maintenance
services, in conformity with the terms and conditions of the Master Agreement for the period
and compensation amounts specified herein.
NOW, THEREFORE, the parties hereto agree as follows.
CONTRACT TERM. All work under this Periodic Term Agreement shall be completed
within three (3) years from the effective date of this Periodic Term Amendment.
COMPENSATION. The compensation to be paid by the CITY to the SERVICE
PROVIDER shall not exceed Thirty -Nine Thousand Six Hundred Dollars ($39,600 00)
during the term hereof
3. COMPENSATION FOR EQUIPMENT TO BE MAINTAINED
Building Name
Unit
Quantity
Manufacturer
Type of Unit
Application
Unit ID /Serial #
Monthly Fee
Auburn Justice Center
2
Schindler
Hydraulic
Passenger
17528129PH
$53162
Auburn City Hall
I
Dover
Hydraulic
Passenger
E52286
$266.81
4. As compensation for the Service Provider's performance of the services provided for
herein, the City shall pay the Service Provider the fees and costs specified herein.
The Service Provider shall submit to the City an invoice or statement of time spent on
tasks included in the scope of work provided herein, and the City upon acceptance of
the invoice or statement shall process the invoice or statement in the next billing /claim
cycle following receipt of the invoice or statement, and shall remit payment to the
Service Provider thereafter in the normal course, subject to any conditions or
provisions in this Agreement or Amendment. The Agreement number (Contract No.
AG- S -079A) must appear on all invoices or statements submitted.
Periodic Term Amendment (Contract No. AG- S -079A)
City of Auburn - ThyssenKrupp
Page 1
TERMS AND CONDITIONS OF MASTER AGREEMENT That all terms and conditions
set forth in the Master Agreement a ecuted by and between the parties (for Contract AG -S -079)
executed on the � day of 20�, are incorporated herein by this
reference, and in full force and effect the connection here with.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.
THYSSENKRUPP ELEVATOR CORP
By
Auth iz d S gnature
ATTEST (Optional)
By-
Its
Approved as to form (Optional)
Attorney for (Other Party)
Periodic Term Amendment (Contract No. AG- S -079A)
City of Auburn - ThyssenKrupp
Page 2
CITY OF AUBURN
lM c/
ncy Bach , Mayor
ATTEST
Danielle Daskam, Auburn City Clerk
Approved as to rm:
D @niel B. Heid uburn City At rney