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HONEYWELL
AGREEMENT
CUSTOMER NAME: City of Columbia Heights
HONEYWELL PROPOSAL NUMBER:
DATE OF SUBMISSION: August 25, 2008
VALIDITY PERIOD: 60 Days
Rev. 11 /06
TABLE OF CONTENTS
ARTICLE PAGE
1. GENERAL PROVISIONS ....................................................................................................................1
2. HONEYWELL'S RESPONSIBILITIES .............................................................................................1
3. CUSTOMER`S RESPONSIBILITIES .................................................................................................2
4. SUBCONTRACTS .................................................................................................................................4
5. INSTALLATION AND ACCEPTANCE .............................................................................................4
6. PRICE AND PAYMENT .....................................................................................................................4~
7. CHANGES IN THE PROJECT ...........................................................................................................5
8. INSURANCE, INDEMNITY, WAIVER OF SUBROGATION, AND LIMITATION OF
LIABILITY ...........................................................................................................................................56
9. TERMINATION OF THE AGREEMENT .........................................................................................7
10. ASSIGNMENT AND GOVERNING LAW .........................................................................................7
11. MISCELLANEOUS PROVISIONS ...................................................................................................75
12. ARBITRATION ...................................................................................................................................95
ATTACHMENT A
ATTACHMENT B
ATTACHMENT C
ATTACHMENT D
ATTACHMENT E
ATTACHMENT F
ATTACHMENT G
ATTACHMENT H
ATTACHMENT I
ATTACHMENT J
THE WORK (SCOPE-OF-WORK)
SOFTWARE LICENSE AGREEMENT
THE INSTALLATION SCHEDULE
SUPPORT SERVICES
PAYMENT SCHEDULE
ENERGY GUARANTEE
SCHEDULE OF SAVINGS
RESERVED
RESERVED
PROJECT ACCEPTANCE
Note Regarding Modifications Made to this Agreement: Provisions in the printed document that are not to be included in
the agreement may be deleted by striking through the word, sentence or paragraph to be omitted. It is recommended that
unwanted provisions not be made illegible. The parties should be clearly aware of the material deleted from the standard form.
Do not make any modifications to this Agreement unless approval to do so has been granted. Changes may be made
only by deletion as explained above, or, by addendum.
Rev. 11 /06
ARTICLE 1
GENERAL PROVISIONS
1.1 This Agreement, including all Attachments,
Exhibits, and Schedules referenced herein (hereinafter the
"Agreement") is made this 20th day of November, 2007
(the "Effective Date") by and between Honeywell
International Inc. ("HONEYWELL"), a Delaware
Corporation, acting through its Automation and Control
Solutions business unit, with a principal place of business
at 101 Columbia Road, Morristown, New Jersey 07962-
1057, and City of Columbia Heights, ("CUSTOMER")
with a principal place of business at 590 - 40~' Ave. NE,
Columbia Heights, MN 55421-3878
(collectively the "Parties").
1.2 EXTENT OF AGREEMENT: This Agreement,
including all attachments and exhibits hereto, represents
the entire agreement between CUSTOMER and
HONEYWELL and supersedes all prior negotiations,
representations or agreements. This Agreement shall not
be superseded by any provisions of the documents for
construction and may be amended only by written
instrument signed by both CUSTOMER and
HONEYWELL. None of the provisions of this Agreement
shall be modified, altered, changed or voided by any
subsequent Purchase Order issued by CUSTOMER, which
relates to the subject matter of this Agreement.
1.3 As used in this Agreement, the term "Work"
means the construction and services required by the
Contract Documents, whether completed or partially
completed, and includes all other labor, materials,
equipment and services provided or to be provided by
HONEYWELL to fulfill HONEYWELL'S obligations, as
described in Attachment A and otherwise set forth in the
Contract Documents. The Work may constitute the whole
or a part of the Project. The Work specifically excludes
certain design and construction, which are the subject of
separate agreements between CUSTOMER and parties
other than HONEYWELL.
1.4 The Project is the total construction of which the
Work performed by HONEYWELL under this Agreement
may be the whole or a part.
1.5 The Contract Documents consist of this
Agreement, its attachments, exhibits, schedules, and
addenda.
1.6 Support Services means those services and
obligations to be undertaken by HONEYWELL in support
of CUSTOMER as set forth in Attachment D.
1.7 Installation Schedule means that schedule set out
in Attachment C describing the Parties' intentions
respecting the times by which the components or aspects of
the Work therein set forth shall be installed and/or ready
for acceptance or beneficial use by CUSTOMER.
ARTICLE 2
HONEYWELL'S RESPONSIBILITIES
2.1 HONEYWELL Services
2.1.1 HONEYWELL shall be responsible for
construction of the Project.
2.1.2 HONEYWELL will assist CUSTOMER in
securing permits necessary for the Work.
2.2 Responsibilities with Respect to the Work
2.2.1 HONEYWELL will provide construction
supervision, inspection, labor, materials, tools, construction
equipment and subcontracted items necessary for the
execution and completion of the Work.
2.2.2 HONEYWELL shall keep the premises in an
orderly fashion and free from unnecessary accumulation of
waste materials or rubbish caused by its operations. If
HONEYWELL damages property not needed for the
Work, HONEYWELL shall repair the property to its pre-
existing condition unless CUSTOMER directs otherwise.
At the completion of the Work, HONEYWELL shall
remove waste material supplied by HONEYWELL under
this Agreement as well as all its tools, construction
equipment, machinery and surplus material.
HONEYWELL shall dispose of all waste materials or
rubbish caused by its operations; provided, that unless
otherwise specifically agreed to in this Agreement,
HONEYWELL shall not be responsible for disposal of
toxic or hazardous materials removed from the facilities.
HONEYWELL shall be responsible for disposal of
fluorescent lights, potential polychlorinated biphenyl
containing light ballasts and mercury containing controls to
the extent their replacement is specified in Attachment A.
2.2.3 HONEYWELL shall give all notices and comply
with all laws and ordinances legally enacted as of the date
of execution of the Agreement governing the execution of
the Work. Provided, however, that HONEYWELL shall
not be responsible nor liable for the violation of any code,
law or ordinance caused by CUSTOMER or existing in
CUSTOMER'S property prior to the commencement of the
Work.
2.2.4 HONEYWELL shall comply with all applicable
federal, state and municipal laws and regulations that
regulate the health and safety of its workers while
providing the Work, and shall take such measures as
required by those laws and regulations to prevent injury
and accidents to other persons on, about or adjacent to the
site of the Work. It is understood and agreed, however,
that HONEYWELL shall have no responsibility for
elimination or abatement of health or safety hazards
created or otherwise resulting from activities at the site of
the Work carried on by persons not in a contractual
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relationship with HONEYWELL, including CUSTOMER,
CUSTOMER's contractors or subcontractors,
CUSTOMER'S tenants or CUSTOMER'S visitors.
CUSTOMER agrees to cause its contractors,
subcontractors and tenants to comply fully with all
applicable federal, state and municipal laws and
regulations governing health and safety and to comply with
all reasonable requests and directions of HONEYWELL
for the elimination or abatement of any such health or
safety hazards at the site of the work.
2.3 Patent Indemnity
2.3.1 HONEYWELL shall, at its expense, defend or, at
its option, settle any suit that may be instituted against
CUSTOMER for alleged infringement of any United States
patents related to the hardware manufactured and provided
by HONEYWELL, provided that: 1. Such alleged
infringement consists only in the use of such hardware by
itself and not as part of, or in combination with, any other
devices, parts or software not provided by HONEYWELL
hereunder; 2. CUSTOMER gives HONEYWELL
immediate notice in writing of any such suit and permits
HONEYWELL, through counsel of its choice, to answer
the charge of infringement and defend such suit; and 3.
CUSTOMER gives HONEYWELL all needed
information, assistance and authority, at HONEYWELL'S
expense, to enable HONEYWELL to defend such suit.
2.3.2 If such a suit has occurred, or in HONEYWELL's
opinion is likely to occur, HONEYWELL may, at its
election and expense: obtain for CUSTOMER the right to
continue using such equipment; or replace, correct or
modify it so that it is not infringing; or remove such
equipment and grant CUSTOMER a credit therefore, as
depreciated.
2.3.3 h7 the case of a final award of damages in any
such suit, HONEYWELL will pay such award.
HONEYWELL shall not, however, be responsible for any
settlement made without its written consent.
2.3.4 THIS ARTICLE STATES HONEYWELL'S
TOTAL LIABILITY AND CUSTOMER'S SOLE
REMEDY FOR ANY ACTUAL OR ALLEGED
INFRINGEMENT OF ANY PATENT BY THE
HARDWARE MANUFACTURED AND PROVIDED
BY HONEYWELL HEREUNDER. IN NO EVENT
SHALL HONEYWELL BE LIABLE FOR ANY
INDIItECT, SPECIAL OR CONSEQUENTIAL
DAMAGES RESULTING FROM ANY SUCH
ACTUAL OR ALLEGED INFRINGEMENT,
EXCEPT AS SET FORTH IN THIS SECTION 2.3.
2.4 Warranties and Completion
2.4.1 HONEYWELL warrants CUSTOMER good and
clear title to all equipment and materials furnished to
CUSTOMER pursuant to this Agreement (except licensed
software, which shall be governed exclusively by the terms
and conditions of the Software License Agreement,
attached hereto as Attachment B), free and clear of liens
and encumbrances. HONEYWELL hereby warrants that
all such equipment and materials shall be of good quality
and shall be free from defects in materials and
workmanship, including installation and setup, for a period
of one (1) year from the date of beneficial use or
substantial completion of the equipment or portion of the
Work in question, provided that no repairs, substitutions,
modifications, or additions have been made, except by
HONEYWELL or with HONEYWELL's written
permission, and provided that after delivery such
equipment or materials have not been subjected by non-
HONEYWELL personnel to accident, neglect, misuse, or
use in violation of any instructions supplied by
HONEYWELL. HONEYWELL'S sole liability hereunder
shall be to repair promptly or replace defective equipment
or materials, at HONEYWELL'S option and at
HONEYWELL' expense. The limited warranty contained
in this Section 2.4.1 shall constitute the exclusive remedy
of CUSTOMER and the exclusive liability of
HONEYWELL for any breach of any warranty related to
the equipment and materials furnished by HONEYWELL
pursuant to this Agreement.
2.4.2 In addition to the warranty set forth in Section
2.4.1 above, HONEYWELL shall, at CUSTOMER'S
request, assign to CUSTOMER any and all manufacturer's
or installer's warranties for equipment or materials not
manufactured by HONEYWELL and provided as part of
the Work, to the extent that such third-party warranties are
assignable and extend beyond the one (1) year limited
warranty set forth in Section 2.4.1.
2.4.3 THE WARRANTIES SET FORTH HEREIN
ARE EXCLUSIVE, AND HONEYWELL
EXPRESSLY DISCLAIMS ALL OTHER
WARRANTIES, WHETHER WRITTEN OR ORAL,
IMPLIED OR STATUTORY, INCLUDING BUT NOT
LIMITED TO, ANY WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO THE
EQUIPMENT AND MATERIALS PROVIDED
HEREUNDER. HONEYWELL SHALL NOT BE
LIABLE FOR ANY SPECIAL, INDIRECT,
INCIDENTAL OR CONSEQUENTIAL DAMAGES
ARISING FROM, OR RELATING TO, THIS
LIMITED WARRANTY OR ITS BREACH.
ARTICLE 3
CUSTOMER'S RESPONSIBILITIES
3.1 CUSTOMER shall provide HONEYWELL full
information regarding the requirements for the Work.
3.2 CUSTOMER shall designate a representative who
shall be fully acquainted with the Work, and who has
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authority to approve changes in the scope of the Work and
render decisions promptly.
3.3 CUSTOMER shall furnish to HONEYWELL all
information regarding legal limitations, utility locations
and other information reasonably pertinent to this
Agreement, the Work and the Project.
3.4 CUSTOMER shall secure and pay for all
necessary approvals, easements, assessments and charges
required for the construction, use or occupancy of
permanent structures or for permanent changes in existing
facilities, including charges for legal and auditing services.
3.5 If CUSTOMER becomes aware of any fault or
defect in the Work, it shall give prompt written notice
thereof to HONEYWELL.
3.6 The services and information required by the
above paragraphs shall be furnished with reasonable
promptness at CUSTOMER'S expense and HONEYWELL
shall be entitled to rely upon the accuracy and the
completeness thereof.
3.7 Prior to the commencement of the Work and at
such future times as HONEYWELL shall reasonably deem
appropriate, CUSTOMER shall furnish evidence in a form
satisfactory to HONEYWELL that sufficient funds are
available and committed to pay for the Work. Unless such
evidence is furnished, HONEYWELL is not required to
commence or continue any Work. Further, if CUSTOMER
does not provide such evidence, HONEYWELL may stop
work upon fifteen (15) days notice to CUSTOMER. The
failure of HONEYWELL to insist upon the providing of
this evidence at any one time shall not be a waiver of
CUSTOMER'S obligation to make payments pursuant to
this Agreement, nor shall it be a waiver of
HONEYWELL's right to request or insist that such
evidence be provided at a later date.
3.8 HAZARDOUS SUBSTANCES, MOLD AND
UNSAFE WORKING CONDITIONS
3.8.1 "Hazardous substance" includes all of the following,
whether naturally occurring or manufactured, in quantities,
conditions or concentrations that have, are alleged to have,
or are believed to have an adverse effect on human health,
habitability of a Site, or the environment: (a) any
dangerous, hazardous or toxic pollutant, contaminant,
chemical, material or substance defined as hazardous or
toxic or as a pollutant or contaminant under state or federal
law, and (b) any petroleum product, nuclear fuel or
material, carcinogen, asbestos, urea formaldehyde, foamed-
in-place insulation, polychlorinated biphenyl (PCBs), and
(c) any other chemical or biological material or organism,
that has, is alleged to have, or is believed to have an
adverse effect on human health, habitability of a Site, or
the environment.
3.8.2 "Mold" means any type or form of fungus or
biological material or agent, including mold, mildew,
moisture, yeast and mushrooms, and any mycotoxins,
spores, scents, or by-products produced or released by any
of the foregoing. This includes any related or any such
conditions caused by third parties.
3.8.3 "Covered Equipment" means the equipment
covered by the Services to be performed by
HONEYWELL under this Agreement, and is limited to the
equipment included in the respective work scope
attachments.
3.8.4 CUSTOMER has not observed or received notice
from any source (formal or informal) of (a) Hazardous
Substances or Mold, either airborne or on or within the
walls, floors, ceilings, heating, ventilation and air
conditioning systems, plumbing systems, structure, and
other components of the Site, or within furniture, fixtures,
equipment, containers or pipelines in a Site; or (b)
conditions that, to CUSTOMER'S knowledge, might cause
or promote accumulation, concentration, growth or
dispersion of Hazardous Substances or Mold on or within
such locations.
3.8.5 HONEYWELL is not responsible for determining
whether the Covered Equipment or the temperature,
humidity and ventilation settings used by CUSTOMER, are
appropriate for CUSTOMER and the Site except as
specifically provided in an attached Work Scope
Document.
3.8.6 If any such materials, situations or conditions,
whether disclosed or not, are in fact discovered by
HONEYWELL or others and provide an unsafe condition
for the performance of the work or Services, the discovery
of the condition shall constitute a cause beyond
HONEYWELL'S reasonable control and HONEYWELL
shall have the right to cease the work or Services until the
area has been made safe by CUSTOMER or
CUSTOMER'S representative, at CUSTOMER'S expense.
HONEYWELL shall have the right to terminate this
Agreement if CUSTOMER has not fully remediated the
unsafe condition within sixty (60) days of discovery.
3.8.7 CUSTOMER represents that CUSTOMER has
not retained HONEYWELL to discover, inspect,
investigate, identify, prevent or remediate Hazardous
Substances or Mold or conditions caused by Hazardous
Substances or Mold.
3.8.8 TO THE FULLEST EXTENT ALLOWED BY
LAW, CUSTOMER SHALL INDEMNIFY AND
HOLD HONEYWELL HARMLESS FROM AND
AGAINST ANY AND ALL CLAIMS AND COSTS OF
WHATEVER NATURE, INCLUDING BUT NOT
LIMITED TO, CONSULTANTS' AND ATTORNEYS'
FEES, DAMAGES FOR BODILY INJURY AND
PROPERTY DAMAGE, FINES, PENALTIES,
CLEANUP COSTS AND COSTS ASSOCIATED
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WITH DELAY OR WORK STOPPAGE, THAT IN
ANY WAY RESULTS FROM OR ARISES UNDER
THE BREACH OF THE REPRESENTATIONS AND
WARRANTIES IN THIS SECTION THE
EXISTENCE OF MOLD OR A HAZARDOUS
SUBSTANCE AT A SITE, OR THE OCCURRENCE
OR EXISTENCE OF THE SITUATIONS OR
CONDITIONS DESCRIBED IN THIS SECTION,
WHETHER OR NOT CUSTOMER PROVIDES
HONEYWELL ADVANCE NOTICE OF THE
EXISTENCE OR OCCURRENCE AND
REGARDLESS OF WHEN THE HAZARDOUS
SUBSTANCE OR OCCURRENCE IS DISCOVERED
OR OCCURS. THIS INDEMNIFICATION SHALL
SURVIVE TERMINATION OF THIS AGREEMENT
FOR WHATEVER REASON.
3.9 In addition to the price set forth in Article 6 of
this Agreement, CUSTOMER shall pay any present and
future taxes or any other governmental charges now or
hereafter imposed by existing or future laws with respect to
the sale, transfer, use, ownership or possession of the Work
or any Support Services provided hereunder, excluding
taxes on Honeywell's net income.
3.10 CUSTOMER shall execute a software license in
the form of the Software License Agreement attached
hereto as Attachment B. Failure of CUSTOMER to
execute such Software License Agreement shall excuse
HONEYWELL from any delivery requirements pursuant to
this Agreement and shall be considered a material breach
by CUSTOMER.
ARTICLE 4
SUBCONTRACTS
4.1 At its exclusive option, HONEYWELL may
subcontract some or all of the Work or Support Services.
4.2 A Subcontractor is a person or entity who has a
direct contract with HONEYWELL to perform any effort
in connection with the Work. The term Subcontractor does
NOT include any separate contractors employed by
CUSTOMER or such separate contractors' subcontractors.
4.3 For the purposes of this Agreement, no
contractual relationship shall exist between CUSTOMER
and any Subcontractor. HONEYWELL shall be
responsible for the management of its Subcontractors in
their performance of their Work.
ARTICLE 5
INSTALLATION AND ACCEPTANCE
5.1 The Work to be performed under this Agreement
shall be commenced and substantially completed as set
forth in the Installation Schedule attached hereto as
Attachment C.
5.2 If HONEYWELL is delayed at any time in the
progress of performing its obligations under this
Agreement by any act of CUSTOMER or any contractor
employed by CUSTOMER; or by changes ordered or
requested by CUSTOMER in the Work performed
pursuant to this Agreement; or by labor disputes, fire,
unusual delay in transportation, adverse weather conditions
or other events or occurrences which could not be
reasonably anticipated; or unavoidable casualties; or any
other problem beyond HONEYWELL'S reasonable control
(an "Excusable Delay"), then the time for performance of
the obligations affected by such Excusable Delay shall be
extended by the period of any delay actually incurred as a
result thereof. If any delay, or cumulative delays, within
CUSTOMER'S control, extends beyond ten (10) days,
CUSTOMER shall reimburse HONEYWELL for all
additional costs resulting therefrom.
5.3 HONEYWELL shall provide Delivery and
Acceptance Certificates in a form acceptable to
CUSTOMER and HONEYWELL (the "Delivery and
Acceptance Certificates") for the Work provided pursuant
to the Schedule identified in attachment J. Upon receipt of
each Delivery and Acceptance Certificate, CUSTOMER
shall promptly inspect the Work performed by
HONEYWELL identified therein and execute each such
Delivery and Acceptance Certificate as soon as reasonably
possible, but in no event later than ten (10) days after
delivery of the same by HONEYWELL, unless
CUSTOMER provides HONEYWELL with a written
statement identifying specific material performance
deficiencies that it wishes HONEYWELL to correct.
HONEYWELL will use reasonably diligent efforts to
correct all such material deficiencies and will give written
notice to CUSTOMER when all such items have been
corrected. The Parties intend that a fmal Delivery and
Acceptance Certificate will be executed for the Work as
soon as all Work is installed and operating. Execution and
delivery by CUSTOMER of such fmal Delivery and
Acceptance Certificate with respect to the Work shall
constitute "Final Acceptance" of such Work performed by
HONEYWELL pursuant to the Installation Schedule.
ARTICLE 6
PRICE AND PAYMENT
6.1 Price
6.1.1 The price for the Work is Nine Hundred Thirty
Thousand Two Hundred Twenty Seven dollars
($930,227.00), subject to the adjustments set forth in
Articles 5 and 7. The Contract Price and Payment
Schedule are based upon the contract being signed and the
fmancing being secured by August 29, 2008. Should either
event be delayed beyond August 29, 2008, Honeywell
reserves the right to increase the price and adjust the
payment schedule.
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6.1.2 The total price for Support Services is set forth in
Attachment D hereto, subject to the adjustments described
therein.
6.1.3 The price is based upon laws, codes and
regulations in existence as of the date this Agreement is
executed. Any changes in or to applicable laws, codes and
regulations affecting the cost of the Work shall be the
responsibility of CUSTOMER and shall entitle
HONEYWELL to an equitable adjustment in the price and
schedule.
6.1.4 The price will be modified for delays caused by
CUSTOMER and for Changes in the Work, all pursuant to
Article 7.
6.1.5 The license fees for all licensed software
identified in Attachment B are included in the price to be
paid by CUSTOMER as identified in this Article 6.
6.2 Payment
6.2.1 Upon execution of this Agreement, CUSTOMER
shall pay or cause to be paid to HONEYWELL the full
price for the Work in accordance with the Payment
Schedule, Attachment E. CUSTOMER shall make
payments for the Support Services in accordance with
Attachment D.
6.22 Payments for the Work past due more than five
(5) days shall accrue interest from the due date to the date
of payment at the rate of one and one half percent (1.5%)
per month, compounded monthly, or the highest legal rate
then allowed. CUSTOMER shall pay all attorney and/or
collection fees incurred by HONEYWELL in collecting
any past due amounts.
ARTICLE 7
CHANGES IN THE PROJECT
7.1 A Change Order is a written order signed by
CUSTOMER and HONEYWELL authorizing a change in
the Work or adjustment in the price, or a change to the
Installation Schedule described in Attachment C.
7.2 CUSTOMER may request HONEYWELL to
submit proposals for changes in the Work. Unless
otherwise specifically agreed to in writing by both parties,
if HONEYWELL submits a proposal pursuant to such
request but CUSTOMER chooses not to proceed,
CUSTOMER shall issue a Change Order to reimburse
HONEYWELL for any and all costs incurred in preparing
the proposal.
7.3 Claims for Concealed or Unknown Conditions
If conditions are encountered at the site that are (1)
subsurface or otherwise concealed physical conditions
which differ materially from those indicated in the Contract
Documents, or (2) unknown physical conditions of an
unusual nature, which differ materially from those
ordinarily found to exist and generally recognized as
inherent in construction activities of the character provided
for in the Contract Documents, then notice by the
observing party shall be given to the other party promptly
before conditions are disturbed and in no event later than
twenty-one (21) days after first observance of the
conditions, and, if appropriate, an equitable adjustment to
the Contract Price and Installation Schedule shall be made
by a Change Order. If agreement cannot be reached by the
Parties, the party seeking an adjustment in the Price or
Installation Schedule may assert a claim in accordance with
Paragraph 7.4.
7.4 If HONEYWELL wishes to make a claim for an
increase in the Price or an extension in the Installation
Schedule it shall give CUSTOMER written notice thereof
within a reasonable time after the occurrence of the event
giving rise to such claim. This notice shall be given by
HONEYWELL before proceeding to execute the Work,
except in an emergency endangering life or property, in
which case HONEYWELL shall have the authority to act,
in its discretion, to prevent threatened damage, injury or
loss. Claims arising from delay shall be made within a
reasonable time after the delay. Increases based upon
design and estimating costs with respect to possible
changes requested by CUSTOMER shall be made within a
reasonable time after the decision is made not to proceed
with the change. No such claim shall be valid unless so
made. If CUSTOMER and HONEYWELL cannot agree
on the amount of the adjustment in the Price, or the
Installation Schedule, it shall be determined pursuant to the
provisions of Article 12. Any change in the Price or the
Installation Schedule resulting from such claim shall be
authorized by Change Order.
7.5 Emergencies
In any emergency affecting the safety of persons or
property, HONEYWELL shall act, at its discretion, to
prevent threatened damage, injury or loss. Any increase in
the Price or extension of time claimed by HONEYWELL
on account of emergency work shall be determined as
provided in Section 7.4.
ARTICLE 8
INSURANCE, INDEMNITY, WAIVER OF
SUBROGATION, AND LIMITATION OF
LIABILITY
8.1 Indemnity
8.1.1 HONEYWELL agrees to indemnify and hold
CUSTOMER, and CUSTOMER'S consultants, agents and
employees harmless from all claims for bodily injury and
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property damages, including but not limited to attorneys'
fees, [other than the Work itself and other property insured
under Paragraph 8.4] to the extent such claims result from
or arise under HONEYWELL'S or HONEYWELL'S
contractors, consultants, agents or employees negligent
actions or willful misconduct in its performance of the
Work or the Support Services. PROVIDED THAT,
NOTHING IN THIS ARTICLE SHALL BE
CONSTRUED OR UNDERSTOOD TO ALTER THE
LIMITATIONS OF LIABILITY CONTAINED IN
THIS ARTICLE, ARTICLE 2, OR THE
INDEMNIFICATION CONTAINED IN SECTION 3.8.
8.1.2 CUSTOMER shall indemnify and hold harmless
HONEYWELL and HONEYWELL'S consultants, agents
and employees from and against all claims, damages,
losses and expenses, including but not limited to attorneys'
fees, arising out of, or resulting from, any negligent act or
omission, or willful misconduct of CUSTOMER or
CUSTOMER'S contractors, consultants, agents or
employees.
8.1.3 CUSTOMER shall require any other contractor
who may have a contract on this project with CUSTOMER
to perform work in the areas where Work will be
performed under this Agreement to agree to indemnify
CUSTOMER and HONEYWELL and hold them harmless
from all claims for bodily injury and property damage
[other than property insured under Paragraph 8.4] that may
arise from that contractor's operations. Such provisions
shall be in a form satisfactory to HONEYWELL.
8.2 Contractor's Liabilitv Insurance
HONEYWELL shall, at its own expense, carry and
maintain in force at all times from the effective date of the
Contract through final completion of the work the
following insurance. Honeywell will not issue coverage on
a per project basis. It is agreed, however, that
HONEYWELL has the right to insure or self-insure any of
the insurance coverages listed below:
(a) Commercial General Liability Insurance to
include contractual liability, products/completed operations
liability with a combined single limit of USD $5,000,000
per occurrence. Such policy will be written on an
occurrence form basis;
(b) If automobiles are used in the execution of the
Contract, Automobile Liability Insurance with a minimum
combined single limit of USD $5,000,000 per occurrence.
Coverage will include all owned, leased, non-owned and
hired vehicles.
(c) Where applicable, "All Risk" Property Insurance,
including Builder's Risk insurance, for physical damage to
property which is assumed in the Contract.
(d) Workers' Compensation Insurance Coverage A -
Statutory limits and Coverage B-Employer's Liability
Insurance with limits of USD $1,000,000 for bodily injury
each accident or disease.
8.2.1 Prior to the commencement of the Contract,
HONEYWELL will furnish evidence of said insurance
coverage in the form of a Memorandum of Insurance which
is accessible at: http://places.honeywell.com/moi. All
insurance required in this Article will be written by
companies with a rating of no less than "A-, XII" by A.M.
Best or equivalent rating agency. HONEYWELL will
endeavor to provide a thirty (30) day notice of cancellation
or non-renewal to the Customer. In the event that aself-
insured program is implemented, HONEYWELL will
provide adequate proof of financial responsibility.
8.3. CUSTOMER's Liabilitv Insurance
8.3.1 CUSTOMER shall be responsible for purchasing
and maintaining its own liability insurance and, at its
option, may purchase and maintain such insurance as will
protect it against claims that may arise from operations
under this Agreement.
8.4 Insurance to Protect Protect
8.4.1 CUSTOMER shall purchase and maintain all risk
full cost replacement property insurance in a form
acceptable to HONEYWELL for the length of time to
complete the Project. This insurance shall include as
named additional insureds HONEYWELL and
HONEYWELL'S Subcontractors and Sub-subcontractors
and shall include, at a minimum, coverage for fire,
windstorm, flood, earthquake, theft, vandalism, malicious
mischief, transit, collapse, testing, and damage resulting
from defective design, workmanship, or material.
CUSTOMER will increase limits of coverage, if necessary,
to reflect estimated replacement costs. CUSTOMER will
be responsible for any co-insurance penalties or
deductibles. If the Work covers an addition to or is
adjacent to an existing building, HONEYWELL and its
Subcontractors and Sub-subcontractors shall be named
additional insureds under CUSTOMER'S Property
Insurance covering such building and its contents.
8.4.1.1 If CUSTOMER fmds it necessary to occupy or
use a portion or portions of the Facilities prior to
Substantial Completion thereof, such occupancy shall not
commence prior to a time mutually agreed to by
CUSTOMER and HONEYWELL and to which the
insurance company or companies providing the property
insurance have consented by endorsement to the policy or
policies. This insurance shall not be canceled or lapsed on
account of such partial occupancy. Consent of
HONEYWELL and of the insurance company or
companies to such occupancy or use shall not be
unreasonably withheld.
8.4.2 CUSTOMER shall purchase and maintain such
insurance as will protect CUSTOMER and HONEYWELL
against loss of use of CUSTOMER's property due to those
perils insured pursuant to Subparagraph 8.4.1. Such policy
will provide coverage for expenses of expediting materials,
continuing overhead of CUSTOMER and HONEYWELL,
REV 11/06
necessary labor expense including overtime, loss of income
by CUSTOMER and other determined exposures.
Exposures of CUSTOMER and HONEYWELL shall be
determined by mutual agreement and separate limits of
coverage fixed for each item.
8.4.3 CUSTOMER shall provide evidence of Insurance
to HONEYWELL before work on the Project begins. All
insurance coverages) must be with a carrier rated A- or
better by one of the National Insurance Rating Agencies
such as A.M. Best. HONEYWELL will be given thirty
(30) days notice of cancellation, non-renewal, or any
endorsements restricting or reducing coverage.
8.5 Property Insurance Loss Adjustment
8.5.1 Any insured loss shall be adjusted with
CUSTOMER and HONEYWELL and made payable to
CUSTOMER and HONEYWELL as trustees for the
insureds, as their interests may appear, subject to any
applicable mortgagee clause.
8.5.2 Upon the occurrence of an insured loss, monies
received will be deposited in a separate account and the
trustees shall make distribution in accordance with the
agreement of the parties in interest, or in the absence of
such agreement, in accordance with an arbitration award
pursuant to Article 12. If the trustees are unable to agree
between themselves on the settlement of the loss, such
dispute shall also be submitted to arbitration pursuant to
Article 12.
8.6 Limitation of Liability
8.6.1 IN NO EVENT SHALL HONEYWELL BE
LIABLE FOR ANY SPECIAL, INCIDENTAL,
INDIRECT, SPECULATIVE, REMOTE,
CONSEQUENTIAL, PUNITIVE OR EXEMPLARY
DAMAGES, WHETHER ARISING OUT OF OR AS A
RESULT OF BREACH OF CONTRACT,
WARRANTY, TORT (INCLUDING NEGLIGENCE),
STRICT LIABILITY, MOLD, MOISTURE OR
INDOOR AIR QUALITY, OR OTHERWISE,
ARISING FROM, RELATING TO, OR CONNECTED
WITH THE SERVICES, EQUIPMENT,
MATERIALS, OR ANY GOODS PROVIDED
HEREUNDER.
ARTICLE 9
TERMINATION OF THE AGREEMENT
9.1 If HONEYWELL defaults in, or fails or neglects
to carry forward the Work in accordance with this
Agreement, CUSTOMER may provide notice in writing of
its intention to terminate this Agreement to
HONEYWELL. If HONEYWELL, following receipt of
such written notice, neglects to cure or correct the
identified deficiencies within thirty (30) business days,
CUSTOMER may provide a second written notice. If
HONEYWELL has not, within thirty (30) business days
after receipt of such notice, acted to remedy and make
good such deficiencies, CUSTOMER may terminate this
Agreement and take possession of the site together with all
materials thereon, and move to complete the Work itself
expediently. If the unpaid balance of the contract sum
exceeds the expense of fmishing the Work, the excess shall
be paid to HONEYWELL, but if the expense exceeds the
unpaid balance, HONEYWELL shall pay the difference to
CUSTOMER.
9.2 If CUSTOMER fails to make payments as they
become due, or otherwise defaults or breaches its
obligations under this Agreement, HONEYWELL may
give written notice to CUSTOMER of HONEYWELL'S
intention to terminate this Agreement. If, within seven (7)
days following receipt of such notice, CUSTOMER fails to
make the payments then due, or otherwise fails to cure or
perform its obligations, HONEYWELL may, by written
notice to CUSTOMER, terminate this Agreement and
recover from CUSTOMER payment for Work executed
and for losses sustained for materials, tools, construction
equipment and machinery, including but not limited to,
reasonable profit and applicable damages.
ARTICLE 10
ASSIGNMENT AND GOVERNING LAW
10.1 This Agreement shall be governed by the law of
the State where the Work is performed.
10.2 Neither party to the Agreement shall assign this
Agreement or sublet it as a whole without the written
consent of the other party. Such consent shall not be
reasonably withheld, except that HONEYWELL may
assign to another party the right to receive payments due
under this Agreement. HONEYWELL may enter into
subcontracts for the Work without obtaining
CUSTOMER'S consent.
ARTICLE 11
MISCELLANEOUS PROVISIONS
11.1 The Table of Contents and headings in this
Agreement are for information and convenience only and
do not modify the obligations of this Agreement.
11.2 Confidentiality. As used herein, the term
"CONFIDENTIAL INFORMATION" shall mean any
information in readable form or in machine-readable form,
including software supplied to CUSTOMER by
HONEYWELL, that has been identified or labeled as
"Confidential" and/or "Proprietary" or with words of
similar import. CONFIDENTIAL INFORMATION shall
also mean any information that is disclosed orally and is
designated as "Confidential" and/or "Proprietary" or with
words of similar import at the time of disclosure and is
reduced to writing, marked as "Confidential" and/or
"Proprietary" or with words of similar import, and supplied
to the receiving party within ten (10) days of disclosure.
REV 11/06
All rights in and to CONFIDENTIAL INFORMATION
and to any proprietary and/or novel features contained in
CONFIDENTIAL INFORMATION disclosed are reserved
by the disclosing party; and the party receiving such
disclosure will not use the CONFIDENTIAL
INFORMATION for any purpose except in the
performance of this Agreement and will not disclose any of
the CONFIDENTIAL INFORMATION to benefit itself or
to damage the disclosing party. This prohibition includes
any business information (strategic plans, etc.) that may
become known to either party.
Each party shall, upon request of the other party or upon
completion or earlier termination of this Agreement, return
the other party's CONFIDENTIAL INFORMATION and
all copies thereof.
Notwithstanding the foregoing provisions, neither party
shall be liable for any disclosure or use of information
disclosed or communicated by the other party if the
information:
(a) is publicly available at the time of disclosure or
later becomes publicly available other than
through breach of this Agreement; or
(b) is known to the receiving party at the time of
disclosure; or
(c) is subsequently rightfully obtained from a third
party on an unrestricted basis; or
(d) is approved for release in writing by an authorized
representative of the disclosing party.
The obligation of this Article shall survive any expiration,
cancellation or termination of this Agreement.
11.3 If any provision is held illegal, invalid or
unenforceable, the remaining provisions of this Agreement
shall be construed and interpreted to achieve the purposes
of the Parties.
11.4 Risk of loss for all equipment and materials
provided by HONEYWELL hereunder shall transfer to
CUSTOMER upon delivery to CUSTOMER'S Facilities
from HONEYWELL or its Subcontractor and title shall
pass upon final acceptance or final payment by
CUSTOMER to HONEYWELL, whichever occurs later.
11.5 Final notice or other communications required or
permitted hereunder shall be sufficiently given if
personally delivered to the person specified below, or if
sent by registered or certified mail, return receipt
requested, postage prepaid, addressed as follows:
To HONEYWELL:
HONEYWELL INTERNATIONAL INC.
1985 Douglas Drive North
Golden Valley. MN 55422
Attention: Glenn Vosberg, Project Manager
To CUSTOMER:
City of Columbia Hei is
590 - 40`'' Avenue NE
Columbia Heiehts. MN 55421-3878
Attention: Walter Fehst
11.6 Waiver. HONEYWELL'S failure to insist upon
the performance or fulfilhnent of any of CUSTOMER's
obligations under this Agreement shall not be deemed or
construed as a waiver or relinquishment of the future
performance of any such right or obligation hereunder.
11.7 If any provision of this Agreement or the
application thereof to any circumstances shall be held to be
invalid or unenforceable, then the remaining provisions of
this Agreement or the application thereof to other
circumstances shall not be affected hereby and shall be
valid and enforceable to the fullest extent permitted by law.
11.8 It is the intention of the parties hereto that this
agreement, the Support Services Agreement and the
Software License Agreement of even date herewith qualify
under Minnesota Statutes §471.345 Subd. 13 of the
UNIFORM MUNICIPAL CONTRACTING LAW as an
Energy efficiency project which is not subject to the
competitive bidding requirements of section 471.345.
Pursuant to that intention, HONEYWELL represents and
warrants that it is a "qualified provider" as defined at
§471.345 Subd 13 (c). The parties believe, to the best of
their knowledge, that the work referred to herein
constitutes "energy conservation measures" as defined at
§471.345 Subd. 13 (a) and that the agreement constitutes a
"guaranteed energy savings contract" as defined at
§471.345 Subd. 13 (b). Further, HONEYWELL agrees
that it will, prior to commencing Work, provide to
CUSTOMER a bond for the faithful performance of the
Work, as required by §471.345 Subd. 13 (c), which bond
shall be in a form satisfactory to the CUSTOMER. This
Agreement shall not be binding on CUSTOMER until
HONEYWELL has provided CUSTOMER with such a
performance bond in an amount equal to the contract price
set forth in section 6,1.1. Further, HONEYWELL has
provided to CUSTOMER a report summarizing estimates
of all costs of installations, modifications, or remodeling,
including costs of design, engineering, installation,
maintenance, repairs, or debt service, and estimates of he
amounts by which energy or operating costs will be
reduced, as required by §471.345 Subd. 13 (c) of
Minnesota Statutes.
REV 11/06
ARTICLE 12
ARBITRATION
12.1 With the exception of any controversy or claim
arising out of or related to the installation, monitoring,
and/or maintenance of fire and/or security systems, the
Parties agree that any controversy or claim between
HONEYWELL and CUSTOMER arising out of or relating
to this Agreement, or the breach thereof, shall be settled by
arbitration in a neutral venue, conducted in accordance
with the Construction Industry Arbitration Rules of the
American Arbitration Association.
Any award rendered by the arbitrator shall be fmal, and
judgment may be entered upon it in accordance with
applicable law in any court having jurisdiction thereof.
Any controversy or claim arising out of or related to the
installation, monitoring, and/or maintenance of systems
associated with security and/or the detection of, and/or
reduction of risk of loss associated with fire shall be
resolved in a court of competent jurisdiction.
APPROVALS:
The parties hereby execute this Agreement as of the date first set forth herein by the signatures of their duly authorized
representatives:
HONEYW L~ RNATIONAL INC. City of Columbia Heights
gy - ~ ~y G~/
Nam Name Walter Fehst
Title
v l - ~'- ~
Date
Title Mayor.
Date ~ ~ `~~
REV 11/06 9
Name Gary L. Peterson
ATTACHMENT A
SCOPE OF WORK
PART 1 - I'RODUCTS & EXECUTION
Article I. Liehtin2 /Electrical Retrofits
A. General Lighting Description
Honeywell will furnish and install a complete turnkey lighting retrofit project including the project
supervision, labor, and any appurtenances necessary for proper execution and completion of below written
scope of work and scope outlined in Exhibit A-1 attached hereto and incorporated herein. The project
consists of converting existing T12 lamps and magnetic ballast to energy efficient 32 watt T8 lamps and
high efficiency electronic ballast, either through retrofit or replacement of fixtures. Non LED type exit
signs will be replaced with new LED type signs.
The lighting retrofit includes all equipment, labor, disposal, check-out, commissioning and warranty on all
labor and equipment.
As part of the [ighting retrofit, Vending Miser Occupancy Sensors will be installed on cold beverage
machines in buildings receiving lighting retrofits. Vending Ivlisers are special occupancy sensors designed
to minimize energy usage in cold beverage machines, during unoccupied periods, while maintaining
produce integrity at all times.
B. Lighting Upgrade Specifics
800 series, 24,000 hour, 32 watt T8 lamps will be used
2. Lenses will be dry wiped to remove dust and debris at time of installation.
In compliance with federal regulations, Honeywell will recycle all lamps and PCB laden ballasts. A
manifest will be provided to the Murzyn Hall at the end of the job stating the number of lamps and ballasts
that were recycled.
C. Lighting Materials Warranty
1. The electronic ballasts installed on this project have a manufacturer's warranty of 5 years.
2. The fluorescent lamps installed on this project have a manufacturer's warranty of 2 year.
3. All labor provided by Honeywell in this project will be warranted for a period of one year. Specific
damage to the lighting system caused by lightning, significant changes in power quality, power surges,
physical damage to the equipment or abnormal operation are excluded from this warranty. The warranty
shall commence upon completion and acceptance by Murzyn Hall. Murryn Hall will be asked to sign off
on the installation tracking fom~s on a regular, ongoing basis. As a result, a portion of the individual
facility warranty(s) will commence in advance of the overall project completion.
4. During the warranty period Ivlurryn Hall staff shall replace all defective lamps and ballasts under warranty.
A 1% supply of replacement lamps, ballasts and compact fluorescent lamps shall be left on-site, to cover
any pre mature failures. i~~turryn Hall shall be reimbursed $10 for every defective ballast replaced by their
staff during the warranty period and receive new lamps and ballasts for every defective component
returned, on a one for one basis, throughout the warranty period. ivlurzyn Hall shall work directly with the
manufacturer on all warranty issues.
D. Lighting Scope of Work per Building -See Exhibit A-1 for room by room detail per building.
Attachment A (Rev. 1 1!06) Page 1 of 13
E. Ceiling Fan Installation
Honeywell will install (2) ceiling hung propeller type fans in the bar area next to the fireplace.
The fans will have multiple speed controls.
Switches to be located at a central point.
Article II. Honevwell Ener~y i•iana~ement Svstem Uperade / Comfortpoint Svstem
A. Murzyn Hall
The HVAC control scope of work associated with the existing controls will be as follows:
a) Basement Unit S-1: Remove and replace the existing pneumatic sensors. Reuse pneumatic
damper and heating valve actuators.
b) Install new DDC controller and panel to monitor and/or control the following;
1. AHU Return Air Temperature
2. AHU Mixed Air Temperature
3. AHU Discharge Air Temperature
4. Outside Air Temperature
5. AHU Duct Static Pressure (located 2/3 down supply duct)
6. AHU Supply Fan Start/Stop
7. AHU Supply Fan Status
8. AHU Supply Fan Speed
9. ANU Return Fan StartlStop
l0. AHU Freeze stat
11. AHU Duct Static Discharge Hi Limit Safety
12. AHU two stage DX cooling
13. AHU Hot Water Valve Actuator (pneu)
14. AHU Mixed Air Damper Actuators (pneu)
15. Enable bathroom exhaust fans (2)
c) VAV Boxes: Install new controllers to (14) VAV boxes in basement area.
1. Space Temperature Sensor
2. Hot Water Valve (installed by mech contractor)
3. Hot Water Valve Actuator (elec)
4. Damper Actuator
5. Airflow (pickups to be connected by pipe fitter)
2. Attic AHU-1 Serves Office Area -Install new DDC controller and panel to monitor and/or control the
following:
1. AHU Return Air Temperature
2. AHU Mixed Air Temperature
3. AHU Discharge Air Temperature
4. Space Temperature
5. AHU Supply Fan Start/Stop
6. AHU Supply Fan Status
7. AHU Freeze stat
8. AHU two stage DX cooling
9. AHU Hot Water Valve Actuator (elec)
10. AHU Mixed Air Damper Actuators (elec)
11. Mechanical to install heating valve
3. Attic AHU-2 Serves Hall Seating Area: Install new DDC controller and panel to monitor and/or control
the following:
1. AHU Return Air Temperature
2. AHU Mixed Air Temperature
3. AHU Discharge Air Temperature
4. Space Temperature
Attachment A (Rev. 11/06) Page 2 of 7
5. AHli Supply Fan Start/Stop
6. AHU Supply Fan Status
7. AHU Freeze stat
8. AHU two stage DX cooling (will control both units)
9. AHU Hot Water Valve Actuator (elec) (will control both units)
10. AHU Mixed Air Damper Actuators (elec) (will control both units)
l 1. 1\~lechanical to install heating valve
12. Space Temperature
4. Attic AHU-3 Dual unit for Hall: install new DDC controller and panel to monitor and!or control the
following:
1. AHU Return Air Temperature
2. AHU Mixed Air Temperature
3. AHU Discharge Air Temperature
4. Space Temperature
5. Outside Air Temperature
6. AHU Supply Fan Start/Stop (2)
7. AHU Supply Fan Status (2)
8. AHU Freeze stat
9. AHU two stage DX cooling
] 0. AHU Hot Water Valve Actuator (elec)
11. AHU 11~iixed Air Damper Actuators (elec)
12. Mechanical to install heating valve
13. Space Temperature
Hot Water System: Install new DDC controller and panel to monitor and/or control tl~e following:
1. Hot Water Boilers (2) Enable/Disable
2. Boiler Alarm
3. Boiler Status
4. Hot Water Supply Temperature New(piping tap by mechanical contractor)
5. Hot Water Return Temperature New piping tap by mechanical contractor)
6. Hot Water Pump 1 Start/Stop
7. Hot Water Pump 1 Status (current sensor)
8. Hot Water Pump 1 Speed
9. Hot Water Pump 2 Start/Stop
10. Hot Water Pump 2 Status (current sensor)
1 ]. Hot Water Pump 2 Speed
12. Hot Water System Supply Pressure MS New locate near end of longest piping run -
piping tap by mechanical contractor)
13. Domestic Hot Water Enable/Disable
B. MURZYN HALL BUILDING WIDE MONITOR/CONTROL/ALARNI
Controllers will tie into the customers LAN making it accessible from any web based facility.
a) Provide Web controller(JACE) to interact with all Comfortpoint controllers
b) Provide Building System Supervisor Software.
The City of Columbia heights will be able to remotely access Murzyn Hall
a) Authorized personnel will be able to access the HVAC system thru their home or office
computer to make building set point changes, time scheduling, and alarm monitoring.
Control, Monitor and Alarm Notification:
a) Local scheduling of major equipment (run times, snow days, day/night activation)
b) Dial out alarm capability for unsafe conditions.
c) Future capability for additional Direct Digital Control.
d) Local equipment monitoring for trouble-shooting
e) Local temperature monitoring for equipment control
f) Status of major equipment: boilers, pumps, AHUs
Attachment A (Rev. 11 /06) Page 3 of 7
Article III. HVAC 11~Iodifications
A. REPLACE EYISTING HW & STEAM BOILERS WITH HOT WATER BOILERS
1. Honeywell will demo three existing old modular HW boilers, associated pumps and accessories
and necessary piping in boiler room.
2. Honeywell will demo existing old steam boiler and necessary piping in boiler room.
3. Honeywell will demo existing condensate return piping from the attic.
4. Honeywell will provide new HWR piping and insulation to attic.
5. Honeywell will provide four new triangle tube SOLO X99 95% efficient boilers and associated
venting.
6. Honeywell will provide four new boiler pumps.
7. Honeywell will provide two system pumps with VFD's.
8. Honeywell will provide new expansion tank and air separator.
9. Honeywell will provide triangle tube boiler controller which will accept an input from building
management system to enable boilers, and will automatically sequence the boiler rotation.
10. Honeywell will provide all balancing necessary.
11. Honeywell will provide all materials and labor as required for a turnkey boiler plant operation.
12. The new boiler installation will be in accordance with all State and local rules and regulations.
B. AHU Modifications for Basement Unit S-I
1. Honeywell will provide new high efficiency fan motor for unit S-l and Honeywell VFD.
2. Honeywell will demo old VFD on air handling unit.
3. Honeywell will demo fourteen existing Trane VAV boxes and install fourteen new Titus VAV
boxes with hot water re-heat coils and associated piping.
4. Honeywell will install fourteen new control valves on the new VAV boxes.
5. Honeywell will re-locate the supply air static pressure sensor on existing Trane air handling unit
for better system operation.
6. Honeywell will provide new insulation where required for installation of new VAV boxes.
C. Attic AHU Modifications
1. Honeywell will demo the two existing attic air Handling units..
2. Honeywell will provide four new McQuay air handling units (One will serve the office area, one
will serve the seating area in the hall, and two will be tied together to serve the wood floor area of
the hall)..
3. Honeywell will provide four new McQuay condensing units with scroll compressors (one circuit
each, the office unit will have hot gas by-pass for low load conditions).
4. Honeywell will provide new ductwork and route to existing ducrivork to accomplish the above
mentioned zones.
5. Honeywell will provide insulation for new ductwork.
Attachment A (Rev. I l/06) Page ~4 of 7
Article IV. Buildine Enveloae Improvements
A. Windows /Doors General Description
1. Honeywell will furnish and install new windows and doors in Murryn Hall including the following:
1 "clear annealed and tempered glass, low ~ on the #3 surface, door hardware (push pulls, closers,
MS lock, and sweeps), 4" stile doors w/10" kick plate, 1 part caulking at exterior, disposal of old
windows and door fasteners. Honeywell will re-caulk perimeter of new existing windows, clean and
re-cap bead ofnew existing windows and provide shop drawings.
B. Windows /Doors Specifics
1. Honeywell will install 4 - 95 x 53 windows.
2. Honeywell will install 2 - 70 x 53 windows.
3. Honeywell will install 2 - 38 x 53 windows.
4. Honeywell will install 1 - 34 x 53 window.
5. Main Entrance (North Elevation) -Honeywell will install l - 72 x 81 -clear anodized finish with
replacement of frame, door and hardware.
6. Secondary Entrance (North Elevation) -Honeywell will install 1 - 72 x 81 -replace wood doors with
steel hollow metal doors and hardware, reusing existing frames. To be glazed with '/4" tempered glass
with steel grid assembly to be applied over the face to replicate existing doors.
7. Side Entrance (West Elevation) -Honeywell will install I - 64 x 81 -replace wood doors with steel
hollow metal doors and hardware, reusing existing frames. To be glazed with %4" tempered glass with
steel grid assembly to be applied over the face to replicate existing doors.
8. Steel exterior doors to have '/4" tempered glass due to steel grid package being installed. The exterior
and interior painting of the steel doors and interior wood trim is to be done by City of Columbia
Heights.
C. Wall Replacement
1. Honeywell will demo wall and soffit drywall to remove debris from site (944 sq. ft.)
2. Honeywell will demo water damage insulation to allow 464 sq. ft. to be removed from site.
3. Honeywell will remove and reset 2 x 2 grid ceiling approx. 1088 sq. ft.
4. Honeywell will provide labor and material for drywall repairs to match existing.
Article V. Roofine /Attic Insulation Improvements
A. Roof Replacement
1. Honeywell will tear off the existing roofing material at Murzyn Hall consisting of:
a) Removal of all existing roofing material from the building.
b) Removal of all roofing nails.
2. Honeywell will provide deck examination at Ivturryn Hall consisting of:
a) Inspect the decking and replace any that is deteriorated with new decking of the same
thickness.
Attachment A (Rev. I I/06) Page ~ of 7
b) Any unused stacks, curbs, etc., will be removed and the holes covered with appropriate
decking material.
Honeywel( will a new roof at Murzyn Hall consisting of:
a) Install pre-finished metal drip edge around the perimeter of the roof. Nail in place..
b) Apply ice and water shield six feet up at all eave lines. Nail in place.
c) Cover the balance of the roof with 15# underlayment felt. Fasten in place.
d) Install new preformed galvanized metal valleys. Nail and seal in place.
e) Install new sheet metal louvered vents. Nail and seal in place.
f) Install new galvanized metal plumbing stacks. Nail and seal in place.
g) Install one course of mineral starter at all eaves. Nail and seal in place.
h) Cover the roof with GAF Timberline-30 shingles. Nail in place using a minimum of
four roofing nails per shingle.
i) Install GAF Timbertex on the ridges.
j) Step-flash the chimney with 24-gauge galvanized metal. Nail and seal in place.
4. Honeywell remove the existing gutters and downspouts, dispose of them and install new pre-
finished gutters and downspouts.
5. Honeywell install up to ten additional roof vents needed for proper ventilation of the attic.
6. Roof includes a manufacturer's ten-year warranty against leakage for labor and materials.
B. Attic Insulation
Honeywell will provide additional attic blown in insulation according to the following:
a) Leave existing insulation in place.
b) Blow in an additional amount of R-38 equivalent fiberglass blown insulation. (approx.
6400 square feet)
c) Repair torn poly above false ceiling.
d) Vent chutes installed at each truss space.
e) Foam all plate by-passes.
Attachment A (Rev. (l/06) Page 6 of 7
A. GENERAL CONDITIONS
1. Honeywell is not responsible for bringing existing lighting%electrical systems up to code.
2. If Honeywell encounters any materials or substances classified as toxic or hazardous in performance of the
Work associated with the mechanical systems, including asbestos, Honeywell will notify City of Columbia
Heights and will stop work in that area until such area has been made safe by the City of Columbia Heights, or
City of Columbia Heights's Representative, at City of Columbia Heights's expense. In the event such
conditions cause a delay in Honeywell's performance, Honeywell shall be entitled to recovery of all costs
associated with such delay, as well as an extension of time of performance.
3. Where demolition of certain areas of a building are required for removal and installation of equipment and that
demolition is included in the scope of work defined herein, Honeywell will make every effort to replace such
areas with similar materials as available. If such materials are not available, materials of similar quality will be
supplied and installed.
4. Electrical: Should a problem with the existing wiring system occur, Honeywell will be limited to electrical
wiring modifications (repairs) to three feet (36 inches) of the device or the nearest wall or coiling penetrating,
whichever is smaller.
5 Piping: Should a problem with the existing piping system occur, Honeywell will be limited to piping
modifications (repairs) to two feet (24 inches) of the device installed or the nearest wall or ceiling penetration,
whichever is smaller. Piping includes but is not limited to domestic hot and cold water, cooling cold water,
heating hot water, condensate, fuel oil, cooling tower condensing water and pneumatic piping.
6. Routine Clean-up: Routine clean up such as vacuuming, coil cleaning and filter change of air handling devices,
etc. is the responsibility of the City of Columbia Heights, or as included in Attachment D,
7. Utility Meter: If new utility meters are required, provision and coordination of utility meters is the responsibility
of the City of Columbia Heights.
8. Phone Lines: To be provided by City of Columbia Heights for off-site monitoring, two (2) lines for each front
end, one (1) line for each separate remote bus, as well as on-going maintenance of the lines.
9. Efficiency Values: Honeywell will install equipment and lighting components (hereto referred as "equipment")
under the scope described herein with specific energy and water efficiency values. The City of Columbia
Heights is required to replace any failed "equipment" no longer warranted by Honeywell or a Honeywell
subcontractor, with "equipment" of equal or greater efficiency for the full contract guarantee term.
10. Limitation of Liability -Security Systems, Fire Alarm Systems and/or Components -Honeywell's total
liability for damages of any kind or nature arising out of or relating to any aspect or component of the security
or fire alarm systems and/or components provided under this Agreement is limited to 100 000.
11. The following areas are specifically excluded from this proposal. Correction of problems in these areas, if
required by Federal, State or local law or ordinance, will be considered additional work and will be chargeable
(with approval) to the City of Columbia Heights.
a. Any work not specifically stated and outlined in this scope of work.
b. Painting and patching of areas beyond those areas directly related to work.
c. Existing non-code conditions (examples: existing electrical wiring which requires correction or approval by
appropriate inspectors, existing penetrations in need of fire stopping, etc).
B. RELATED YORK SPECIFIED ELSEWHERE
Provision of equipment, material, and labor to provide functional measurement and verification systems
coordinated under Attachment G - Schedule of Savings.
Attachment A (Rev. I t/06) Page 7 of 7
ATTACHMENT B
SOFTWARE LICENSE AGREEMENT
BRANCH Honeywell Minneapolis (MN 56)
1985 Douelas Drive North
Golden Valley. MN 55422
City of Columbia Heights - Murzyn Hall
590 40~' Avenue
Columbia Heights. AKIN 55421-3878
763-706-3600
Re: Honeywell International, Inc. Software License Agreement
Designated Installation:
Dear Customer:
Your new building management system requires the use of the software listed in the Sofiu~are Product Schedule. In accordance
with the usual practice in the industry, this software, related materials, and any updates or revisions, are protected by copyright
and trade secret law, and may be protected by patent law.
You may use the software with the equipment being provided by Honeywell at the Designated Installation. You may (for
archival or backup purposes) make up to three (3) copies of noncopy protected software on disk or magnetic tape and one (1)
copy of the software in printed form.
The software is proprietary to, and title to the software remains in, Honeywell and its vendor(s). You agree: (1) to take
reasonable steps to maintain Honeywell's and its vendors' rights in the software; (2) not to sell, transfer, publish, display, disclose
or make the software or any copies avaIlable to others, except to its affiliates and successors, and to the transferees of the
equipment to which this license pertains; and (3) not to reverse compile, disassemble or otherwise reverse engineer the sofllvare.
All rights in patents, copyrights, trademarks, and trade secrets are retained by Honeywell and its vendors. Any attempt to
transfer, assign, or sublicense this Agreement or the software is null and void, except to its affiliates and successors, and to the
transferees of the equipment to which this license pertains. Upon termination of this license you will immediately return the
software to Honeywell. Termination will not cancel your obligations under this agreement.
If, for a period of one (1) year, the software does not meet Honeywell specifications, then Honeywell, at its option, shall repair or
replace the software. Honeywell represents and warrants that it has the right to provide the software and to grant the licenses
granted herein.
IN NO EVENT SHALL YOU OR HONEYWELL OR ITS VENDORS BE LIABLE FOR ANY INDIRECT,
CONSEQUENTIAL OR SPECIAL DAMAGES RELATING TO OR ARISING OUT OF THIS AGREEMENT OR
WARRANTY. NEITHER HONEYWELL NOR ITS VENDORS SHALL BE LIABLE FOR ANY WARRANTIES IMPLIED
BY LAW OR OTHERWISE, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE WITH REGARD TO ANY SOFTWARE SUPPLIED PURSUANT TO THIS AGREEMENT.
Please indicate your acceptance by signing, dating and returning a copy of this letter to me.
Sincerely, Authorized and Accepted by:
~~1~~~liG _ ~
/~iafriorized Signature
~/.~~~~
Name: Walter Fehst
Title: Cit ana er
Date:
Attaclunent B (Rev. 02/05) Page 1 of 2
Software Product Schedule:
The software listed below may be supplied as read only memory, disk, magnetic tape, printed material, or in other forms, and
includes related materials.
CP-S-AX-SBS-EXUP 1 Honeywell Building Automation System (CP)
Attachment B (Rev. 02/05) Page 2 of 2
ATTACHMENT C
INSTALLATION SCHEDULE
The installation schedule will be coordinated with the Counties designated representative. A master schedule with
all the various job segments and timeframes noted therein will be prepared and reviewed before site work is begun.
Afterwards, the Project Manager will review the work in process and projected tasks prior to the start of the various
segments listed in Attachment A.
The entire project will be coordinated and supervised by Honeywell in order to provide a completed scope of work
within an Nine (9) month period. Every reasonable effort will be made to avoid disruption of the normal day-to-day
activities at the affected facilities within the County. The County designated representative will authorize any work
needing to be performed during non-standard operating hours.
Honeywell will obtain acceptance of each job segment by demonstrating the completed work to the authorized
designated representative. Honeywell will document this acceptance with a copy of the signed report provided to
the City Manager.
Attachment C (Rev. 02/05) Page l of
ATTACHMENT D
SUPPORT SERVICES AGREEMENT
Honeywell Building Solutions
SERVICE AGREEMENT
Project Name: City of Columbia Heights - Murzyn Hall
Proposal Number:
Date: August 26~' , 2008
Agreement Number:
(PROVIDER)
Honeywell Building Solutions
1985 Douglas Drive North
Golden Valley, MN 55422
Golden Valley, MN 55422
Service Location Name:
Service Location Address:
Murzyn Hall
530 Mill Street NE.
(CUSTOMER)
City of Columbia Heights
590 40`h Avenue NE
Columbia Heights, MN 55421-3878
Scope of Work: HONEYWELL HBS shall provide the following equipment and services ("the Work") in accordance with the attached work
scope documents and terms and conditions, which form a part of this Agreement.
^Preferred Temperature Control Services
^Flex Temperature Control Services
^Preferred Automation Maintenance Services
^Flex Automation Services
^Preferred Fire Alarm Maintenance Services
^Fire Alarm Test and Inspect Services
^Preferred Security System Inspect Services
^Flex Security System Services
^Preferred Mechanical Maintenance Services
^Flex Mechanical Maintenance Services
^ServiceNetT" Remote Monitoring and Control Services
^EBI Services
® Energy Auditing and Analysis Services
^Online Services
^Advanced Support
^Site Services
^Hone~~vell Energy Analysis Reporting
^Air Filter Services
^Water Treatment Services
^Critical Parts Stocking
^Thermography Services
^Emergency Generator Services
^In Suite Services
^Remote Monitoring/Radionics
^Indoor Air Quality Auditing Services
^Service Management Software
^FM Worksite
Energy Guarantee Special Provisions
^Other/Special Provisions
^Honeywell Users Group
Contract Term: ~ Fifteen (15) years from the Effective
Date ~~~/~/~
Customer _(Initials)~ /~ ~/ ~/~G~7//%
f
Honeywell _(Initials) /~~~~ ~~
(II~IITIALS)
Contract Effective Date: Services shall commence upon completion of the Work
Price for Year 1: Two Thousand, Five Hundred Sixty Three, ($2,563.00)(p1US applicable taxes).
Payment Terms: semi-annual in advance
^ Sales Tax will be invoiced separately ~ Use Tax is included in the Price ^ This sale is tax exempt
Renewal: The Contract Term will automatically be renewed for consecutive terms of one year unless terminated by either party
by the delivery of written notice to the other at least sixty (60) days prior to the end of such term, or unless terminated as
provided herein.
Acceptance: This proposal and the pages attached shall become an Agreement in accordance with Article 13 below and only
upon signature below by an authorized representative of HONEYWELL and CUSTOMER.
Proposal Number 935-26001
Honeywell Service Agreement (Rev. 12/06) Page 1 of 13
Accepted by:
HONEYWELL BUILDING S/OLUTIONS
Signature: 'G`'~~~~
Name: ob Schneider
Title: Field Service Leader
Date: ~ /~/~-'~°~
PART A. Standard Terms and Conditions
1. WORKING HOURS
CUSTOMER: City of Colu b'a eight urzyn all
Signature:
Name: Walt Fehst
Title: Citv Manaeer
Date:
1.1 Unless otherwise stated, all labor and services under this Agreement will be performed during the hours of
8:00 a.m. - 4:30 p.m. local time Monday through Friday, excluding federal holidays. If for any reason CUSTOMER
requests HONEYWELL to furnish any labor or services outside of the hours of 8:00 a.m. - 4:30 p.m. local time
Monday through Friday (or on federal holidays), any overtime or additional expenses, such as repairs or material
costs not included in this Agreement, will be billed to and paid by CUSTOMER.
2. TAXES
2.1 CUSTOMER agrees to pay the amount of any new or increased taxes or governmental charges upon labor
or the production, shipment, sale, installation, or use of equipment or software which become effective after the date
of this Agreement. If CUSTOMER claims any such taxes do not apply to transactions covered by this Agreement,
CUSTOMER shall provide HONEYWELL with a tax exemption certificate acceptable to the applicable taxing
authorities.
3. PROPRIETARY INFORMATION
3.1 All proprietary information (as defined herein) obtained by CUSTOMER from HONEYWELL in
connection with this Agreement will remain the property of HONEYWELL, and CUSTOMER will not divulge such
information to any third party without prior written consent of HONEYWELL. The term "proprietary information"
means written information (or oral information reduced to writing), or information in machine-readable form,
including but not limited to software supplied to CUSTOMER which HONEYWELL deems proprietary or
confidential and characterizes as proprietary at the time of disclosure to CUSTOMER by marking or labeling the
same "Proprietary, "Confidential", or "Sensitive". The CUSTOMER shall incur no obligations hereunder with
respect to proprietary information which: (a) was in the CUSTOMER' S possession or was known to the
CUSTOMER prior to its receipt from HONEYWELL; (b) is independently developed by the CUSTOMER without
the utilization of such confidential information of HONEYWELL; (c) is or becomes public knowledge through no
fault of the CUSTOMER; (d) is or becomes available to the CUSTOMER from a source other than HONEYWELL;
(e) is or becomes available on an unrestricted basis to a third party from HONEYWELL or from someone acting
under its control; (f) is received by CUSTOMER after notification to HONEYWELL that the CUSTOMER will not
accept any further information.
3.2 CUSTOMER agrees that HONEYWELL may use nonproprietary information pertaining to the Agreement,
and the work performed under the Agreement, for press releases, case studies, data analysis, promotional purposes,
and other similar documents or statements to be publicly released, as long as HONEYWELL submits any such
document or statement to CUSTOMER for its approval, which will not be unreasonably withheld.
4. INSURANCE OBLIGATIONS
4.1 HONEYWELL shall, at its own expense, carry and maintain in force at all times from the effective date of
the Contract through final completion of the work the following insurance. It is agreed, however, that
HONEYWELL has the right to insure or self-insure any of the insurance coverages listed below:
Commercial General Liability Insurance to include contractual liability, products/completed operations liability with
a combined single limit of USD $2,000,000 per occurrence. Such policy will be written on an occurrence form
basis;
(b) If automobiles are used in the execution of the Contract, Automobile Liability Insurance with a minimum
combined single limit of USD $2,000,000 per occurrence. Coverage will include all owned, leased, non-owned and
hired vehicles.
Proposal Number 935-26001 Page 2 of 13
Honeywell Service Agreement (Rev. 12/06)
(c) Where applicable, "All Risk" Property Insurance, including Builder's Risk insurance, for physical damage
to property which is assumed in the Contract.
Workers' Compensation Insurance Coverage A -Statutory limits and Coverage B-Employer's Liability Insurance
with limits of USD $1,000,000 for bodily injury each accident or disease.
Proposal Number 935-26001 Page 3 of 13
Honeywell Service Agreement (Rev. 12/06)
4.2 Prior to the commencement of the Contract, HONEYWELL will furnish evidence of said insurance
coverage in the form of a Memorandum of Insurance which is accessible at: http://places.honevwell.com/moi. All
insurance required in this Article will be written by companies with a rating of no less than "A-, XII" by A.M. Best
or equivalent rating agency. HONEYWELL will endeavor to provide a thirty (30) day notice of cancellation or non-
renewal to the Customer. In the event that aself-insured program is implemented, HONEYWELL will provide
adequate proof of financial responsibility.
5. HAZARDOUS SUBSTANCES. MOLD AND UNSAFE WORKING CONDITIONS
5.1 "Hazardous substance" includes all of the following, whether naturally occurring or manufactured, in
quantities, conditions or concentrations that have, are alleged to have, or are believed to have an adverse effect on
human health, habitability of a Site, or the environment: (a) any dangerous, hazardous or toxic pollutant,
contaminant, chemical, material or substance defined as hazardous or toxic or as a pollutant or contaminant under
state or federal law, and (b) any petroleum product, nuclear fuel or material, carcinogen, asbestos, urea
formaldehyde, foamed-in-place insulation, polychlorinated biphenyl (PCBs), and (c) any other chemical or
biological material or organism, that has, is alleged to have, or is believed to have an adverse effect on human
health, habitability of a Site, or the environment.
5.2 "Mold" means any type or form of fungus or biological material or agent, including mold, mildew,
moisture, yeast and mushrooms, and any mycotoxins, spores, scents, or by-products produced or released by any of
the foregoing. This includes any related or any such conditions caused by third parties.
5.3 "Covered Equipment" means the equipment covered by the Services to be performed by HONEYWELL
under this Agreement, and is limited to the equipment included in the respective work scope attachments.
5.4 CUSTOMER has not observed or received notice from any source (formal or informal) of (a) Hazardous
Substances or Mold, either airborne or on or within the walls, floors, ceilings, heating, ventilation and air
conditioning systems, plumbing systems, structure, and other components of the Site, or within furniture, fixtures,
equipment, containers or pipelines in a Site; or (b) conditions that, to CUSTOMER'S knowledge, might cause or
promote accumulation, concentration, growth or dispersion of Hazardous Substances or Mold on or within such
locations.
5.5 HONEYWELL is not responsible for determining whether the Covered Equipment or the temperature,
humidity and ventilation settings used by CUSTOMER, are appropriate for CUSTOMER and the Site except as
specifically provided in an attached Work Scope Document.
5.6 If any such materials, situations or conditions, whether disclosed or not, are in fact discovered by
HONEYWELL or others and provide an unsafe condition for the performance of the work or Services, the discovery
of the condition shall constitute a cause beyond HONEYWELL'S reasonable control and HONEYWELL shall have
the right to cease the work or Services until the area has been made safe by CUSTOMER or CUSTOMER'S
representative, at CUSTOMER'S expense. HONEYWELL shall have the right to terminate this Agreement if
CUSTOMER has not fully remediated the unsafe condition within sixty (60) days of discovery.
5.7 CUSTOMER represents that CUSTOMER has not retained HONEYWELL to discover, inspect, investigate,
identify, prevent or remediate Hazardous Substances or Mold or conditions caused by Hazardous Substances or
Mold.
5.8 TO THE FULLEST EXTENT ALLOWED BY LAW, CUSTOMER SHALL INDEMNIFY AND
HOLD HONEYWELL HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS AND COSTS OF
WHATEVER NATURE, INCLUDING BUT NOT LIMITED TO, CONSULTANTS' AND ATTORNEYS'
FEES, DAMAGES FOR BODILY INJURY AND PROPERTY DAMAGE, FINES, PENALTIES, CLEANUP
COSTS AND COSTS ASSOCIATED WITH DELAY OR WORK STOPPAGE, THAT IN ANY WAY
RESULTS FROM OR ARISES UNDER THE BREACH OF THE REPRESENTATIONS AND
WARRANTIES IN THIS SECTION THE EXISTENCE OF MOLD OR A HAZARDOUS SUBSTANCE AT
A SITE, OR THE OCCURRENCE OR EXISTENCE OF THE SITUATIONS OR CONDITIONS
DESCRIBED IN THIS SECTION, WHETHER OR NOT CUSTOMER PROVIDES HONEYWELL
ADVANCE NOTICE OF THE EXISTENCE OR OCCURRENCE AND REGARDLESS OF WHEN THE
HAZARDOUS SUBSTANCE OR OCCURRENCE IS DISCOVERED OR OCCURS. THIS
INDEMNIFICATION SHALL SURVIVE TERMINATION OF THIS AGREEMENT FOR WHATEVER
REASON.
Proposal Number 935-26001 Page 4 of 13
Honeywell Service Agreement (Rev. ]2/06)
5.9 CUSTOMER is responsible for the containment of any and all refrigerant stored on or about the premises.
CUSTOMER accepts all responsibility for and agrees to indemnify HONEYWELL against any and all claims,
damages, or causes of action that arise out of the storage, consumption, loss and/or disposal of refrigerant, except to
the extent HONEYWELL has brought refrigerant onsite and is directly and solely negligent for its mishandling.
6. WARRANTY AND LIMITATION OF LIABILITY
6.1 HONEYWELL will replace or repair any product HONEYWELL provides under this Agreement that fails
within the warranty period (one) 1 year because of defective workmanship or materials, except to the extent the
failure results from CUSTOMER negligence, or from fire, lightning, water damage, or any other cause beyond the
control of HONEYWELL. This warranty applies to all products HONEYWELL provides under this Agreement,
whether or not manufactured by HONEYWELL. The warranty is effective as of the date of CUSTOMER
acceptance of the product or the date CUSTOMER begins beneficial use of the product, whichever occurs first.
6.2 THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE, AND HONEYWELL
EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, IMPLIED
OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE
SERVICES, EQUIPMENT, AND MATERIALS PROVIDED HEREUNDER. HONEYWELL SHALL NOT
BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES,
ARISING FROM, OR RELATING TO, THIS LIMITED WARRANTY OR ITS BREACH.
6.3 HONEYWELL makes no representation or warranty, express, implied or otherwise, regarding Hazardous
Substances or Mold. HONEYWELL shall have no duty, obligation or liability, all of which CUSTOMER expressly
waives, for any damage or claim, whether known or unknown, including but not limited to property damage,
personal injury, loss of income, emotional distress, death, loss of use, loss of value, adverse health effect or any
special, consequential, punitive, exemplary or other damages, regardless of whether such damages may be caused by
or otherwise associated with defects in the Services, in whole or in part due to or arising from any investigation,
testing, analysis, monitoring, cleaning, removal, disposal, abatement, remediation, decontamination, repair,
replacement, relocation, loss of use of building, or equipment and systems, or personal injury, death or disease in
any way associated with Hazardous Substances or Mold.
7. INDEMNITY
7.1 HONEYWELL agrees to indemnify and hold CUSTOMER'S consultants, agents and employees harmless
from all claims for bodily injury and property damages to the extent such claims result from or arise under
HONEYWELL'S negligent actions or willful misconduct in its performance of the Work required under this
Agreement, provided that nothing in this Article shall be construed or understood to alter the limitations of liability
set forth in this agreement, or the indemnification set forth in Paragraph 5.4. Such indemnity obligation is valid only
to the extent CUSTOMER gives HONEYWELL immediate notice in writing of any such claims and permits
HONEYWELL, through counsel of its choice, to answer the claims and defend any related suit. Notwithstanding the
foregoing, CUSTOMER agrees that HONEYWELL will not be responsible for any damages caused by Mold or any
other fungus or biological material or agent, including but not limited to property damage, personal injury, loss of
income, emotional distress, death, loss of use, loss of value, adverse health effect or any special, consequential,
punitive, exemplary or other damages, regardless of whether such damages may be caused by or otherwise
associated with defects in the Services.
8. LIMITATION OF LIABILITY
S.1 IN NO EVENT SHALL HONEYWELL BE LIABLE FOR ANY SPECIAL, INCIDENTAL,
INDIRECT, SPECULATIVE, REMOTE, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES,
WHETHER ARISING OUT OF OR AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT
(INCLUDING NEGLIGENCE), STRICT LIABILITY, MOLD, MOISTURE OR INDOOR AIR QUALITY,
OR OTHERWISE, ARISING FROM, RELATING TO, OR CONNECTED WITH THE SERVICES,
EQUIPMENT, MATERIALS, OR ANY GOODS PROVIDED HEREUNDER.
Proposal Number 935-26001 Page 5 of 13
Honeywell Service Agreement (Rev. 12/06)
8.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IF A PORTION OF THE
SERVICES INVOLVES THE INSTALLATION AND/OR MAINTENANCE OF SYSTEMS ASSOCIATED
WITH SECURITY AND/OR THE DETECTION OF AND/OR REDUCTION OF RISK OF LOSS
ASSOCIATED WITH FIRE, HONEYWELL'S TOTAL LIABILITY ARISING OUT OF OR AS A RESULT
OF ITS PERFORMANCE UNDER THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF THIS
AGREEMENT.
9. EXCUSABLE DELAYS
9.1 HONEYWELL is not liable for damages caused by delay or interruption in Services due to fire, flood,
corrosive substances in the air, strike, lockout, dispute with workmen, inability to obtain material or services,
commotion, war, acts of God, the presence of Hazardous Substances or Mold, or any other cause beyond
HONEYWELL'S reasonable control. Should any part of the system or any Equipment be damaged by fire, water,
lightning, acts of God, the presence of Hazardous Substances or Mold, third parties or any other cause beyond the
control of HONEYWELL, any repairs or replacement will be paid for by CUSTOMER. In the event of any such
delay, date of shipment or performance will be extended by a period equal to the time lost by reason of such delay,
and HONEYWELL will be entitled to recover from CUSTOMER its reasonable costs, overhead, and profit arising
from such delay.
10. PATENT INDEMNITY
10.1 HONEYWELL shall, at its expense, defend or, at its option, settle any suit that may be instituted against
CUSTOMER for alleged infringement of any United States patents related to the hardware or software
manufactured and provided by HONEYWELL under this Agreement ("the equipment"), provided that a) such
alleged infringement consists only in the use of such equipment by itself and not as part of, or in combination with,
any other devices, parts or software not provided by HONEYWELL hereunder, b) CUSTOMER gives
HONEYWELL immediate notice in writing of any such suit and permits HONEYWELL, through counsel of its
choice, to answer the charge of infringement and defend such suit, and c) CUSTOMER gives HONEYWELL all
needed information, assistance and authority, at HONEYWELL'S expense, to enable HONEYWELL to defend such
suit.
10.2 If such a suit has occurred, or in HONEYWELL'S opinion is likely to occur, HONEYWELL may, at its
election and expense: a) obtain for CUSTOMER the right to continue using such equipment; b) replace, correct or
modify it so that it is not infringing; or c) remove such equipment and grant CUSTOMER a credit therefore, as
depreciated.
10.3 In the case of a final award of damages in any such suit, HONEYWELL will pay such award.
HONEYWELL will not, however, be responsible for any settlement made without its written consent.
10.4 THIS ARTICLE STATES HONEYWELL'S TOTAL LIABILITY AND CUSTOMER'S SOLE
REMEDY FOR ANY ACTUAL OR ALLEGED INFRINGEMENT OF ANY PATENT BY THE
HARDWARE MANUFACTURED AND PROVIDED BY HONEYWELL HEREUNDER.
11. SOFTWARE LICENSE
11.1 All software provided in connection with this Agreement shall be licensed and not sold. The end user of
the software will be required to sign a license agreement with provisions limiting use of the software to the
equipment provided under these specifications, limiting copying, preserving conftdentiality, and prohibiting transfer
to a third party. Licenses of this type are standard for computer-based equipment of the type covered by this
Agreement. CUSTOMER shall be expected to grant HONEYWELL access to the end user for purposes of
obtaining the necessary software license.
12. DISPUTE RESOLUTION
12.1 With the exception of any controversy or claim arising out of or related to the installation, monitoring,
and/or maintenance of fire and/or security systems, the Parties agree that any controversy or claim between
HONEYWELL and CUSTOMER arising out of or relating to this Agreement, or the breach thereof, will be settled
by arbitration in a neutral venue, conducted in accordance with the Construction Industry Arbitration Rules of the
American Arbitration Association. Any award rendered by the arbitrator will be final, and judgment may be entered
Proposal Number 935-26001 Page 6 of 13
Honeywell Service Agreement (Rev. 12/06)
upon it in accordance with applicable law in any court having jurisdiction thereof. Any controversy or claim arising
out of or related to the installation, monitoring, and/or maintenance of systems associated with security and/or the
detection of, and/or reduction of risk of loss associated with fire will be resolved in a court of competent jurisdiction.
ARTICLE 13. ACCEPTANCE
13.1 This proposal and the pages attached shall become an Agreement only upon signature below by
HONEYWELL and CUSTOMER. The terms and conditions are expressly limited to the provisions hereof,
including Honeywell's Standard Terms and Conditions attached hereto, notwithstanding receipt of, or
acknowledgment by, HONEYWELL of any purchase order, specification, or other document issued by
CUSTOMER. Any additional or different terms set forth or referenced in CUSTOMER'S purchase order are hereby
objected to by HONEYWELL and shall be deemed a material alteration of these terms and shall not be a part of any
resulting order.
ARTICLE 14. MISCELLANEOUS
14.1 This Agreement represents the entire Agreement between CUSTOMER and HONEYWELL for the Work
described herein and supersedes all prior negotiations, representations or Agreements between the Parties related to
the work described herein.
14.2 None of the provisions of this Agreement shall be modified, altered, changed or voided by any subsequent
Purchase Order or other document unilaterally issued by CUSTOMER that relates to the subject matter of this
Agreement. This Agreement may be amended only by written instrument signed by both Parties.
14.3 This Agreement is governed by the law of the State where the work is to be performed.
14.4 Any provision or part of this Agreement held to be void or unenforceable under any laws or regulations
will be deemed stricken, and all remaining provisions will continue to be valid and binding upon HONEYWELL
and CUSTOMER, who agree that this Agreement shall be reformed to replace such stricken provision or part
thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the
stricken provision.
14.5 CUSTOMER may not assign its rights or delegate its obligations under this Agreement, in whole or in part,
without the prior written consent of HONEYWELL. HONEYWELL may assign its right to receive payment to a
third party.
PART B. Special Terms and Conditions
15. COVERAGE
15.1 CUSTOMER agrees to provide access to all Equipment covered by this Agreement. HONEYWELL will be
free to start and stop all primary equipment incidental to the operation of the mechanical, control, automation, and
life safety system(s) as arranged with CUSTOMER'S representative.
15.2 It is understood that the repair, replacement, and emergency service provisions apply only to the Equipment
included in the attached List of Covered Equipment. Repair or replacement ofnon-maintainable parts of the system
such as, but not limited to, ductwork, piping, shell and tube (for boilers, evaporators, condensers, and chillers), unit
cabinets, boiler refractory material, heat exchangers, insulating material, electrical wiring, hydronic and pneumatic
piping, structural supports and other non-moving parts, is not included under this Agreement. Costs to repair or
replace such non-maintainable parts will be the sole responsibility of CUSTOMER.
15.3 HONEYWELL will not reload software, nor make repairs or replacements necessitated by reason of
negligence or misuse of the Equipment by persons other than HONEYWELL or its employees, or caused by
lightning, electrical storm, or other violent weather or by any other cause beyond HONEYWELL'S control.
HONEYWELL will provide such services at CUSTOMER'S request and at an additional charge. CUSTOMER is
entitled to receive HONEYWELL'S then current preferred-CUSTOMER labor rates for such services.
Proposal Number 935-26001 Page 7 of 13
Honeywell Service Agreement (Rev. 12/06)
15.4 HONEYWELL may install diagnostic devices and/or software at HONEYWELL'S expense to enhance
system operation and support. Upon termination of this Agreement, HONEYWELL may remove these devices and
return the system to its original operation. CUSTOMER agrees to provide, at its sole expense, connection to the
switched telephone network for the diagnostic devices and/or software.
15.5 HONEYWELL will review the Services delivered under this Agreement on an annual basis, unless
otherwise noted.
15.6 This Agreement assumes that the systems and/or Equipment included in the attached List of Covered
Equipment are in maintainable condition. If repairs are necessary upon initial inspection or initial seasonal start-up,
repair charges will be submitted for approval. Should these charges be declined, those non-maintainable items will
be eliminated from coverage under this Agreement and the price adjusted accordingly.
15.7 In the event that the system or any equipment component thereof is altered, modified, changed or moved,
this Agreement may be immediately adjusted or terminated, at HONEYWELL'S sole option. HONEYWELL is not
responsible for any damages resulting from such alterations, modifications, changes or movement
15.8 HONEYWELL is not responsible for maintaining a supply of, furnishing and/or replacing lost or needed
chlorofluorocarbon (CFC) based refrigerants not otherwise required under this Agreement. CUSTOMER is solely
responsible for the cost of material and labor of any such refrigerant not otherwise provided for under this
Agreement at current market rates.
15.9 Maintenance, repairs, and replacement of Equipment parts and components are limited to restoring to
proper working condition. HONEYWELL is not obligated to provide replacement software, equipment,
components and/or parts that represent a significant betterment or capita] improvement to CUSTOMER'S system(s)
hereunder.
15.10 Unless otherwise specified, CUSTOMER retains all responsibility for maintaining LANs, WANs, leased
lines and/or other communication mediums incidental or essential to the operation of the system(s) or Equipment
found included in the attached List of Covered Equipment.
15.11 CUSTOMER will promptly notify HONEYWELL of any malfunction in the system(s) or Equipment
covered under this Agreement that comes to CUSTOMER'S attention.
16. TERMS OF PAYMENT
16.1 CUSTOMER will pay or cause to be paid to Honeywell the full price for the Services as specified on the
first page of this Agreement. Honeywell will submit semi-annual invoices to Customer in advance for Services to
be performed during the subsequent billing period, and payment shall be due within twenty (20) days after
CUSTOMER'S receipt of each such invoice. Payments for Services past due more than five (5) days shall accrue
interest from the due date to the date of payment at the rate of one and one-half percent (1.5%) per month,
compounded monthly, or the highest legal rate then allowed. CUSTOMER will pay all attorney and/or collection
fees incurred by HONEYWELL in collecting any past due amounts.
16.2 Price Adiustment. HONEYWELL may annually adjust the amounts charged for the Services provided.
17. TERMINATION
17.1 CUSTOMER may terminate this Agreement for cause if HONEYWELL defaults in the performance of any
material term ofthis Agreement, or fails or neglects to carry forward the Services in accordance with this
Agreement, after giving HONEYWELL written notice of its intent to terminate. If, within thirty (30) days following
receipt of such notice, HONEYWELL fails to cure or perform its obligations, CUSTOMER may, by written notice
to HONEYWELL, terminate this Agreement.
17.2 HONEYWELL may terminate this Agreement for cause (including, but not limited to, CUSTOMER'S
failure to make payments as agreed herein) after giving CUSTOMER written notice of its intent to terminate. If,
within thirty (30) days following receipt of such notice, CUSTOMER fails to make the payments then due, or
otherwise fails to cure or perform its obligations, HONEYWELL may, by written notice to CUSTOMER, terminate
this Agreement and recover from CUSTOMER payment for Services performed and for losses sustained for
Proposal Number 935-26001 Page 8 of 13
Honeywell Service Agreement (Rev. 12/06)
materials, tools, construction equipment and machinery, including but not limited to, reasonable overhead, profit and
applicable damages.
17.3 Cancellation -This Agreement may be canceled at HONEYWELL'S option in the event HONEYWELL
equipment on CUSTOMER'S premises is destroyed or substantially damaged. Likewise, this schedule may be
canceled at CUSTOMER'S option in the event CUSTOMER'S premises are destroyed. In the event of such
cancellation, neither party shall be liable for damages or subject to any penalty, except that CUSTOMER will
remain liable for Services rendered to the date of cancellation.
18. DEFINITIONS
18.1 "Covered Equipment" means the equipment and software covered by the Services to be performed by
HONEYWELL under this Agreement, and is identified in the respective work scope attachments under the "List of
Covered Equipment".
~s.z.~ "Services" means those services and obligations to be undertaken by HONEYWELL in support of, or to
maintain, the Covered Equipment, as more fully detailed in the attached work scope document(s), which are
incorporated herein.
ARTICLE 19. APPROPRIATIONS AND ESSENTIAL USE
19.1 CUSTOMER reasonably believes that sufficient funds can be obtained to make all payments for the initial
term, as described in Paragraph 3.1. of the Agreement. CUSTOMER hereby covenants that it shall do all things
lawfully within its power to obtain funds from which such payments may be made, including making provisions for
such payments, to the extent necessary, in each budget submitted for the purpose of obtaining funding, using its
bona fide best efforts to have such portion of the budget approved and exhausting all available administrative
reviews and appeals in the event such portion of the budget is not approved. It is CUSTOMER'S intent to make the
payments for the initial term if funds are legally available therefore and in that regard CUSTOMER represents that
(a) the use of the Equipment and Services is essential to its proper, efficient and economic functioning or to the
services that is provided to its citizens; (b) CUSTOMER has an immediate need for and expects to make immediate
use of substantially all the Equipment and Services, which need is not temporary or expected to diminish in the
foreseeable future; and (c) the Equipment and Services shall be used by CUSTOMER only for the purpose of
performing one or more of its governmental or proprietary functions consistent with the permissible scope of its
authority.
19.2. In the event no funds or insufficient funds are appropriated and budgeted for the acquisition, retention or
operation of the Equipment and Services under the Agreement, then CUSTOMER shall, not less than sixty (60) days
prior to the end of such applicable fiscal period, in writing, notify HONEYWELL (and its assignee, if any) of such
occurrence. The Agreement shall thereafter terminate and be rendered null and void on the last day of the fiscal
period for which appropriations were made without penalty, liability or expense to CUSTOMER of any kind, except
as to (i) the portions of the payments herein agreed upon for which funds have been appropriated and budgeted or
are otherwise available, and (ii) CUSTOMER'S other obligations and liabilities under the Agreement relating to,
accruing or arising prior to such termination. In the event of such termination, CUSTOMER agrees to peaceably
surrender possession of any Equipment (provided by HONEYWELL under the Agreement) to HONEYWELL (or
its assignee, if any) on the date of such termination, packed for shipment in accordance with manufacturer's
specifications and eligible for manufacturer's maintenance, and freight prepaid and insured to any location in the
continental United States designated by HONEYWELL, all at CUSTOMER'S expense. HONEYWELL (or its
assignee, if any) may exercise all available legal and equitable rights and remedies in retaking possession of any
Equipment provided by HONEYWELL under this Agreement.
19.3 Notwithstanding the foregoing, CUSTOMER agrees (a) that if the Agreement is terminated in accordance
with the preceding paragraph, CUSTOMER shall not purchase, lease or rent equipment which performs the same
functions as, or functions taking the place of, those performed by the Equipment nor shall it contract for any services
similar to or that take the place of the Services provided under the Agreement, and shall not permit such functions to
be performed by its own employees or by any agency or entity affiliated with or hired by CUSTOMER for the
balance of the f scal period in which such termination occurs or the next succeeding fiscal period thereafter, and (b)
that it shall not, during the initial term, give priority in the application of funds to any other functionally similar
equipment or services.
Proposal Number 935-26001 Page 9 of 13
Honeywell Service Agreement (Rev. 12/06)
Ener~v Guarantee Special Provisions
These Special Provisions are incorporated herein by reference and made a part of the Honeywell International Inc.,
Automation and Control Solutions Agreement.
1.1 Incorporated Documents -Attachment F, Attachment G, and Exhibits to Attachment G are hereby made an
integral part of this SUPPORT SERVICES AGREEMENT, insofar as same is applicable to the work of the Energy
Guarantee Auditing and Analysis Services, as if specifically written herein, and unless otherwise hereinafter
specified.
1.2 Energy Guarantee Performance Period Auditing Activities - In coordination with, or in addition to,
any Energy Auditing and Analysis Services, HONEYWELL will perform Measurement & Verifcation (M&V)
activities as described in Attachment G.
1.3 Remote Diagnostics -CUSTOMER shall allow HONEYWELL to perform remote diagnostics on all
equipment associated with the Energy Savings Guarantee for operational compliance with manufacturer's
specifications, HONEYWELL specifications, requirements of Attachment F, and requirements of Attachment G .
HONEYWELL may install diagnostic devices at HONEYWELL 's expense to monitor and/or enhance system
operation and support. Upon termination of this Agreement, HONEYWELL may remove these devices and return
the system to original operation.
1.4 Potential-To-Save - Verification of an ECM's potential to generate the proposed energy cost avoidance is
satisfied upon CUSTOMER'S signing of Attachment J or an equivalent Delivery and Acceptance Certificate. (See
Attachment F -Definitions: "Option A".
1.5 Energy Purchasing Alternatives - It is understood that there is no requirement for HONEYWELL to
perform evaluations of energy purchasing alternatives or perform rate negotiations under this contract.
Switching from the respective electric and natural gas local distribution companies (LDCs) to the respective
marketers brokers/suppliers (SUPPLIERs) for the commodity portion of gas and electricity wiU be the result of
Contract(s) between CUSTOMER and SUPPLIER(S). HONEYWELL does not assure the provision of gas or
electricity, and all incentives and payments associated with the Contract(s) between CUSTOMER and SUPPLIER(S)
are the responsibility of the Parties to that Contract.
1.6 Utility Rebates - It is understood that all utility rebates and/or refunds are the result of an agreement
between CUSTOMER and the utility company and HONEYWELL assumes no responsibility for either obtaining
said rebates and/or refunds or for the quantity of said rebates and/or refunds.
It is further understood that any evaluation and presentation of options by HONEYWELL for potential utility
rebates and credits available to CUSTOMER from utility companies is limited to those identified during contract
negotiation and during installation. Assisting the CUSTOMER in securing identified rebates is understood to be a
construction and installation task and is not part of these on-going services.
1.7 Recommendations - It is understood that HONEYWELL will use its best professional judgment in
evaluating energy use characteristics, but assumes no responsibility for financial performance related to any
recommendations.
1.8 CUSTOMER Responsibilities for Documentation - It is the responsibility of the CUSTOMER to
provide to the M&V Specialist, at minimum, on a quarterly basis, except as modified below:
1.8.1 Verification that equipment installed to perform the ECMs has been properly maintained,
including but not limited to provision of maintenance records.
1.8.2 Current status of the buildings (i.e., occupancy level and use, hours of operation, etc.).
1.8.3 Records of CUSTOMER initiated changes in equipment setpoints, startlstop conditions, usage
patterns.
1.8.4 Records of CUSTOMER initiated changes in operation ofinechanical-electrical systems, which
may impact the ECMs.
Proposal Number 935-26001 Page 10 of 13
Honeywell Service Agreement (Rev. 12/06)
1.8.5 Records regarding addition or deletion of equipment or building structure, which may impact the
ECMs or the building energy consumption.
1.8.6 Copies of ail utility information including monthly utility bills and utility summary data on a
monthly basis, and access to utility accounts through an authorization by the CUSTOMER to the utility
providers to allow the release of data to a HONEYWELL representative.
1.9 CUSTOMER Responsibilities for Notification - HONEYWELL and CUSTOMER division of
responsibilities and risk allocation is described in Attachment F and Attachment G.
It is the responsibility of the CUSTOMER to notify HONEYWELL of all changes in production, occupancy,
building load, conditioned building area, equipment operation, and scheduling, etc. from the base]ine period.
Deviation from the baseline period will result in Baseline Adjustments to normalize the Base Year energy use to
Current Year conditions. It will be the responsibility of the CUSTOMER to investigate and correct any reported
deficiencies in the current operations in the buildings that impact the ECMs.
1.10 CUSTOMER Responsibilities for Maintenance -During the term of this Agreement, for all equipment
provided or modified as per Attachment A -Scope of Work, the CUSTOMER shall perform on-going maintenance
and accomplish component replacement and equipment repairs in accordance with manufacturer's standards and
practices and take all reasonable measures to insure the equipment is operating at full efficiency. Component
replacement and equipment repairs must be accomplished in a timely fashion. Additionally, CUSTOMER shall
insure such equipment is operated at all times in accordance with applicable manufacturer's specifications,
HONEYWELL specifications, and the requirements of Attachments F and G contained herein. For all non-
HONEYWELL maintenance actions, CUSTOMER shall document and make available to HONEYWELL
maintenance dates and tasks accomplished, the start date and duration of all deficient equipment operation and the
subsequent corrective action and/or repair dates. Failure of the CUSTOMER to operate the equipment per the
specifications, repair any deficiencies in a timely manner, and perform the ongoing maintenance functions in
accordance with the standards and practices during the Guarantee period will allow HONEYWELL to adjust the
Guarantee accordingly.
CUSTOMER shall replace any failed equipment or component no longer warranted by HONEYWELL or a
HONEYWELL subcontractor, with equipment or components of equal or greater efficiency value than installed by
HONEYWELL, for the full contract guarantee term.
1.11 Energy Cost Avoidance -Energy Cost avoidance may also include, but is not limited to, savings from
demand charges, power factor correction, taxes, ratchet charges, rate changes and other utility tariff charges that are
reduced as a result of the HONEYWELL involvement to the extent permitted by the Agreement.
Proposal Number 935-26001 Page 11 of 13
Honeywell Service Agreement (Rev. 12/06)
Ener~v Guarantee Auditine and Analysis Services
1.1 Scope -HONEYWELL will implement Energy Guarantee Auditing and Analysis Services for
CUSTOMER'S facilities, energy conservation measures (ECMs), and/or utility meters in coordination with
Attachment F -Energy Guarantee and Attachment G -Schedule of Savings. Attachment G, as used herein,
includes the Exhibits to Attachment G. HONEYWELL will perform the services outlined in Section 1.4.
List of Covered Facilities, Meters, ECMs by Service Offering:
(a) (b) (c) d)
Facility LDC-Meter # /
Utlllty Type ECMs
(list only ECMs associated with meter listed in column (b) ) Related M&V
Offering
Subsection
Murzyn Hall EI@C. HVAC Upgrades, Lighting, Envelope upgrades 1.4.1 & 1.4.3
Murzyn Hall Natural Gas HVAC Upgrades, Lighting, Envelope upgrades 1.4.1 & 1.4.3
1.2 Coverage -This Agreement includes all labor, travel, and expenses to perform the services and frequency
described in Section 1.4. Services not explicitly described in Section 1.4, including CUSTOMER Guarantee
Responsibilities, are not included. It is understood that it will be the responsibility of the CUSTOMER to
investigate and correct any deficiencies not covered under the SUPPORT SERVICES AGREEMENT.
1.3 Incorporated Documents - The Energy Guarantee Special Provisions, Attachment F -Energy Guarantee,
Attachment G -Schedule of Savings, and Exhibits to Attachment G are hereby made an integral part of this
SUPPORT SERVICES AGREEMENT, insofar as same is applicable to the work of the Energy Auditing and
Analysis Services, as if specifically written herein, and unless otherwise hereinafter specified.
1.4 M&V Offerings - In coordination with section 1.1, HONEYWELL will perform the Measurement &
Verification (M&V) offerings checked below:
® 1.4.1 Retrofit Isolation EnerEV Audit for Option A Verified ECMs - HONEYWELL will provide
Option A energy guarantee auditing services as detailed in Attachment F, Attachment G, and Exhibits to Attachment
G for specific Energy Conservation Measures (ECMs) identified in Attachment Gand/or Exhibits to Attachment G
as using Option A methodologies for Measurement and Verification. HONEYWELL will provide this one-time
determination of the quantity of energy avoidance of the CUSTOMER'S facility for the First Guarantee Year only.
Option A methods will be applied on an ECM specific basis (i.e., isolated to the retrofit) and Energy Cost
Avoidance for a Guarantee Year will be quantified and summarized on an ECM basis. After the ECM's potential-to-
save has been verified (section 1.3) HONEYWELL shall either stipulate the quantity of cost avoidance or determine
the cost avoidance from engineering calculations and measurement of specific variables. Utility bill auditing
(Option C) and reconciliation of Option A results to utility meter bill data is not included. The Option AB retrofit
isolation method was selected by the CUSTOMER to provide an economical reconciliation method and to minimize
the interactive effects on the determination of cost avoidance due changes to the site or facilities from the baseline
conditions.
HONEYWELL will provide a single (1) reporting submission of the determination of energy avoidance for the First
Guarantee Year. The Energy Avoidance quantified in the First Guarantee Year will be stipulated as the annual
Energy Avoidance for each Guarantee Year of the remaining contract term.
The Energy Cost Avoidance for every year of the performance period is quantified based on the Energy Avoidance
determined in the First Guarantee Year multiplied by the applicable energy rate as defined in Attachment G. It is the
responsibility of the CUSTOMER to provide copies of utility bills for the meters affected by the ECMs, for the
purposes of calculating the current utility prices only. If no utility data is provided within 2 weeks of CUSTOMER's
receipt, the baseline energy costs as defined in Attachment G will be used.
Work Coverage: Natural Gas & Electric Meters listed in Attachment G. Exhibit G-5
Term Coverage: Year 1 Monitorine; Year 2 to End of Term stipulated based on Year 1 Results
Proposal Number 935-26001 Page 12 of 13
Honeywell Service Agreement (Rev. 12/06)
Option A Audit Report section will be submitted: ®1-Time Only ^ Quarterly
^ Semi-Annually ®Annually
® 1.4.3 Energy Advisory Report-Level 2 (With Travel & On-Site Services) -HONEYWELL will
conduct walk-through observations of the ECMs noted under Work Coverage for this section. It will be the
responsibility of the CUSTOMER to investigate deficiencies beyond the contracted site visit frequency. It will be
the responsibility of the CUSTOMER to correct the reported deficiencies.
The report will be limited to information that can be inferred from non-intrusive observations made during the
allotted time for the walk-through observation and from the documents provided by the CUSTOMER to
HONEYWELL. During the walk through, Honeywell will:
1. Verify through visual observation that each ECM is still installed.
2. Verify to the limits of visual observation that each ECM is still functional. Additional verification will be
performed via service records provided.
3. Record current manual set points and manual settings. Record changes in the operation, control sequences and
control set points of the ECMs from original installed conditions.
4. Record observations about the current status of the building (i.e. occupancy, use), compare to CUSTOMER
records, and compare against the contractual baseline and required post-retrofit operating conditions.
5. Record observed addition or deletion of site equipment, which may impact the ECMs or the building energy
consumption and compare to CUSTOMER records.
6. Record observations regarding other changes on-site that may impact the ECMs or the building energy
consumption.
Site walk-through observations will be conducted: ^ Quarterly ^Serni-Annually ®Annually.
Site walk-through observations are limited to no more than: one 1 trip per year,
and limited to one (11 day(s) per trip.
Work Coverage: ECM's noted in section 1.1 and further specified in attachment A
Term Coverage: Year 2 to Bnd of Term
Proposal Number 935-26001
Honeywell Service Agreement (Rev. 12/06)
Page 13 of 13
ATTACHMENT E
PAYMENT SCHEDULE
1. The following payment schedule has been established for the Work:
1. 1 The payment schedule reflected below has been established for the Work. Payment shall be made net thirty
(30) days of invoice date. If issues surrounding lack of payment are not remedied within ten (10) business days,
HONEYWELL may suspend all Work until payment is made.
Total payments are: $930,227
I. Progress Payments:
Amouni Due
Upon contract execution: 279,068
Progress Payments 651, I ~9
Total Contract Amount 930,227
The following payment schedule has been established for Support Services:
2.1 The first invoice will be issued upon completion of the Work and prior to commencement of Support
Services and CUSTOMER shall pay or cause to be paid to HONEYWELL the full price for the Services as specified
in Attachment D.
Attachment E (Rev. 1 I/06) Page 1 of 1
ATTACHMENT F
ENERGY GUARANTEE
DEFINITIONS
When used in this Agreement, the following capitalized words shall have the meanings ascribed to them below:
"Baseline" is the description outlined in Attachment G, that defines the Baseline Usage Baseline L'sage Unit Costs
and facilities, systems, or equipment operations and characteristics, and environmental conditions that are to be used
as the benchmark for determining cost avoidance.
"Baseline Period" is the period of time (specified in Section 1 of Attachment G) coordinated with the Baseline
Usage for the purpose of utility bill analysis (see "Option C") to allow the comparison of a Guarantee Year against a
Baseline. The Baseline Period may not always be one contiguous element of time and may be different from a 365-
day annual period. Baseline information from non-contiguous elements of time may be normalized and assigned to
a specified Baseline Period.
"Baseline Usage or Demand" the calculated or measured energy usage (demand) by a piece of equipment or a site
prior to the implementation of the ECMs. Baseline physical conditions, such as equipment counts, nameplate data,
and control strategies, will typically be determined through surveys, inspections, and/or metering at the site.
"Baseyear or Base Year" is equivalent to "Baseline" and may not always be one contiguous element of time and
may be different from a 365-day annual period.
"Construction Phase or Period" The time period between the start of the project installation and the date of Final
Project Acceptance.
"Construction Savings Period" The time period(s) between the completion of installation and start of providing
substantial benefit to the CUSTOIv1ER for each single specific ECM vs. the time of Final Project Acceptance.
"Commissioning Phase or Period" The phase, before Final Project Acceptance, when (1) the functional ability of
the installed equipment or systems, and/or modified equipment or systems to operate in conformity with the design
intent is docmnented and verified and (2) the potential-to-save of said equipment and systems is documented and
verified for the first time.
"Cost Adjustments" means for each year following the first year of the Support Services, HONEYWELL, may, in
its sole discretion increase the annual Operational Cost Savings in an amount matching the adjustment to the
Support Services fee.
"Cost Avoidance" means the difference between the actual cost incurred during a selected time period versus what
the cost tvoarld ha>>e been had the cost avoidance strategy not been implemented.
"Covered Systems and Equipment" as used in this Attachment F means the systems and equipment identified in
Attachment A (Scope of Work) and Attachment D (Support Services).
"Energy and Operational Cost Avoidance Guarantee Practices" are those practices identified in Attachment G,
intended to achieve avoided costs in energy and/or operating expenses.
"Energy Auditing" means the act of Measurement and Verification (M&V) to determine the Guarantee Savings.
"Energy Costs" may include the cost of electricity and fuels to operate HVAC equipment, facility mechanical and
fighting systems, and energy management systems, and the cost of water and sewer usage, as applicable.
"ECM" The Energy Conservation Measure (ECM) is the installation of equipment or systems, or modification of
equipment or systems as described in Attachment A, for the purpose of reducing utility (energy, water, etc.)
consumption and demand and costs and/or non-utility (O&M, operational) costs.
"Facilities" shall mean those buildings where the energy and operational cost savings will be realized.
"F.E.M.P." shall mean the Federal Energy Management Program of the U.S. Department of Energy and its
Measurement and Verification Guidelines for Federal Energy Projects (DOE/GO-102000-0960, September 2000).
The F.E.M.P. guidelines classify measurement & verification approaches as Option A, Option B, Option C, and
Attachment F (Rev. 10/06) Page 1 of 9
Option D. The F.E.M.P. Guideline was developed based on the International Performance Measurement and
Verification Protocol (LP.M.V.P.). The focus of the F.E.M.P. NI&V Guidelines is on choosing the 1\9&V option
and method most appropriate for specific projects.
"Financing Document" refers to that document executed between CUSTOI\~IER and athird-party financing entity
providing for payments from CUSTOMER to third-party financing entity.
"Final Project Acceptance" refers to CUSTOMER acceptance of the installation of the EC~•ls as described in
Attachment A.
"First Guarantee Year" is defined as the period beginning on the first (I st) day of the month following the date of
Final Project Acceptance of the Work installed and ending on the day prior to the first (1st) anniversary thereof.
"Guarantee Period" is defined as the period beginning on the first (1st) day of the First Guarantee Year and
ending on the last day of the final Guarantee Year. Also known as the "lvfeasurement and Verification Phase" or
"Performance Period".
"Guarantee Year" is defined as the First Guarantee Year and each of the successive twelve (12) month periods
commencing on the anniversary of the coinmencement of the First Guarantee Year throughout the Tertn of this
Agreement.
"Guaranteed Savings" is defined as the amount of avoided Energy and Operational Costs necessary to pay for the
cost of the Work and Support Services incurred by CUSTOMER in each Guarantee Year [as identified in Section
3.1 hereofJ.
"I.P.M.V.P." International Performance Ivieasurement and Verification Protocol (July 1997) provides an overview
of current best practice techniques available for measurement & verification of performance contracts. This
document is the basis for the F.E.M.P. protocol. The techniques are classified as Option A, Option B, Option C,
and Option D.
"Measurement and Verification Plan" (M&V Plan) is defined as the plan providing details on how the Guarantee
Savings will be verified.
"Measurement and Verification Phase or Period" The specific time period designated to demonstrate the savings
and/or performance achieved from the energy retrofit. The savings will be verified based on the Measurement and
Verification procedures as outlined in Attachment G. Also known as the "Guarantee Period" or "Performance
Period".
"Operational Costs" commonly referred to as O&M costs, shall include the cost of operating and maintaining the
Facilities, such as, but not limited to, the cost of inside and outside labor to repair and maintain affected systems and
equipment, the cost of custodial supplies, the cost of replacement parts, the cost of deferred maintenance, the cost of
lamp and ballast disposal, and the cost of new capital equipment.
"Option A" is a verification approach that is designed for projects in which the potential to perform needs to be
verified, but the actual on-going, year over year performance can be stipulated based on the results of the "potential
to perform and generate Savings" verification and engineering calculations. Option A involves procedures for
verifying that:
• Baseline conditions have been properly defined; and
• 'The equipment and/or systems that were contracted to be installed have been installed; and
• The installed equipment components or systems, nt the end ojthe construction period, meet the specifications of the
contract in terms of quantity, quality, and rating; and
The installed equipment is operating and performing in accordance with the specifications in the contract and meeting all
functional tests.
• The "potential to perform and generate Savings" may involve pre-retrofit and post-retrofit measurements or
may be based on manufacturer and vendor data.
"Option B" is for projects in which the potential to perform and generate Savings needs to be verified; and actual
performance needs to be measured (verified). Option B involves procedures for verifying the same items as Option
Attachment F (Rev. 10/06) Page 2 of 9
A plus verifying actual performance of equipment component or system. Performance verification techniques
involve engineering calculations with metering and monitoring for verifying that:
• The installed equipment components or systems, each year of the performance period, meet the specifications of the
contract in terns of quantity. quality and rating, and operation and functional performance.
"Option C" is also for projects in which the potential to perform needs to be verified and actual performance
during the term of the contract needs to be verified. Option C involves procedures for verifi ing the same items as
Option A plus verifying achieved energy savings during the term of the contract using whole building utility meter
analysis performance verification techniques .
"Option D" is a verification technique where calibrated simulations of the baseline energy use and/or calibrated
simulations of the post-installation energy consumption are used to measure Savings from the Energy Conservation
;vfeasures. Option D can involve measurements of energy use both before and after the Retrofit for specific
equipment or energy end ttse as needed to calibrate the simulation program. Periodic inspections of the equipment
may also be warranted. Energy consumption is calculated by developing calibrated hourly simulation models of
whole-building energy use, or equipment sub-systems in the baseline mode and in the post-installation mode and
comparing the simulated annual differences for either an average year or for conditions that correspond to the
specific year during either the baseline or post-installation period.
"Performance Phase or Period" Also know as the "Guarantee Period" or "Measttretnent and Verification Period"
"Potential-to-Save" or "Potential-to-Perform" by an ECM is satisfied when a measure is properly installed and
has the potential to generate predicted levels of energy cost avoidance. Verification of an ECM's "potential-to-save"
is satisfied upon CUSTOMER'S signing of Attachment J or an equivalent Delivery and Acceptance Certificate.
Also see "Option A".
"Retrofit" is the work provided by HONEYWELL as defined by the "ECMs."
"Retrofit and Support Costs" are the sum of the (i) the financing payments required to be made by CUSTOMER
pursuant to the Financing Document; and (ii) the payments required to be made by CUSTOMER for Support
Services.
"Retrofit Isolation Method (RIM) or Approach" is an M&V approach that verifies the Guarantee Savings using
techniques that isolate the energy use of the ECM and affected systems separate from the energy use of the rest of
the facility. This method is used to mitigate the interactive energy effects of changes made to the facility outside of
HONEYWELL'S control.
"Savings" is defined as avoided, defrayed, or reallocated costs.
"Support Services" is defined as the services to be provided by HONEY WELL and described in Attachment D.
"Term" shall have the meaning as defined in Section 2 hereof.
"Total Guarantee Year Savings" is defined as the summation of avoided Energy and Operational Costs realized
by Facilities in each Guarantee Year as a result of the Retrofit and Support Services provided by HONEYWELL as
well as Excess Savings, if any, carried forward from previous years.
2. TERM AND TERMINATION
2.1 Guarantee Term. The Term of this Guarantee Period shall commence on the first (lst) day of the month
following the date of Final Project Acceptance of the Work installed pursuant to this Agreement and shall terminate
at the end of the Guarantee Period unless terminated earlier as provided for herein. The Term of this Guarantee
Period is defined in Section 1 of Attachment G.
2.2 Guarantee Termination. Given that both parties recognize that the energy and operational savings can
only be achieved if the systems and equipment are properly maintained throughout the Guarantee Tenn, Customer
agrees that the savings guarantee set forth herein is dependent upon the continuation of any existing Support
Services Agreements by HONEYWELL or by OTHERS. Customer shall continue to contract with Honeywell for
the Energy Auditing and Analysis Services set forth in this Agreement for the entire term of the savings guarantee
Attachment F (Rev. 10/06) Page 3 of 9
term. Should this Agreement, or other existing Agreements covering systems and equipment not covered in this
Agreement, be terminated (including, as applicable, the Support Services Agreement -Attachment D) in whole or
in part for any reason prior to the end of the Term, the Guarantee for the Guarantee Year in which such termination
becomes effective shall be prorated as of the effective date of such termination, with a reasonable adjustment for
seasonal fluctuations in Energy and Operational Costs, and the Guarantee for all subsequent Guarantee Years shall
be null and void.
3. SAVINGS GUARANTEE
3.1 Guarantee Savings. HONEYWELL guarantees to CUSTOIv1ER that the identified Facilities will realize
the total energy and operational cost avoidance through the combined value of all EC~~1s over the Term of the
contract as defined in Section 1 of Attachment G. In no event shall the savings guarantee provided herein exceed
the total installation, support services, and financing costs for the Work under this Agreement.
3.1.1 Additional Savings Before Final Proiect Acceptance. All energy and operational cost avoidance
realized by CUSTOMER that result from activities undertaken by HONEYWELL prior to Final Project Acceptance,
including any utility rebates or other incentives earned as a direct result of the installed Energy Conservation
Measures or Support Services provided by HONEYWELL, will be applied toward the Guaranteed Savings for the
First Guarantee Year.
3.1.2 Additional Savings After Final Proiect Acceptance. Additional energy and/or operational cost
avoidance, including any utility rebates or other incentives, that can be demonstrated, or earned, as a result of
HONEYWELL'S efforts that result in no additional costs to CUSTOMER beyond the costs identified in this
Agreement will be included in the guarantee savings reconciliation report for the applicable Guarantee Year(s).
3.1.3 Cumulation of Savings. The Guaranteed Savings in each Guarantee Year are considered satisfied if the
Total Guarantee Year Savings for such Guarantee Year equals or exceeds the Retrofit and Support Costs for such
Guarantee Year, or the amount identified in Section 1 of Attachment G hereto.
3.1.4 Excess Savings. [n the event that the Total Guarantee Year Savings in any Guarantee year exceed the
Guaranteed Savings required for that Guarantee Year, such Excess Savings shall be carried forward and applied
against Guaranteed Savings shortfalls in any future Guarantee Year. In the event HONEYWELL has previously
paid CUSTOMER for a Guaranteed Savings shortfall in a past Guarantee Year, pursuant to Section 3.1.5, then
Excess Savings in current Guarantee Year shall be billed to CUSTOMER (but only up to any amounts previously
paid by HONEYWELL for a shortfall and CUSTOMER shall pay HONEYWELL within thirty (30) days after
receipt of such bill, and any remaining Excess Savings shall be carried forward and applied against Guaranteed
Savings shortfalls in any future Guarantee Year.
3.1.5 Savings Shortfalls. In the event that the Total Guarantee Year Savings in any Guarantee Year is less than
the Guaranteed Savings required for that Guarantee Year, after giving credit for any Excess Savings carried forward
from previous Guarantee Years pursuant to Section 3.1.4, HONEYWELL shall, upon receipt of written demand
from CUSTOMER, compensate CUSTOMER the amount of any such shortfall, in stick form as agreed to by the
parties, limited by the value of the guarantee, within forty-five (45) days. Resulting compensation shall be
HONEYWELL'S sole liability for any shortfall in the Guaranteed Savings.
3.1.6 Aggregation of Savings. The parties mutually agree that the Guarantee Savings for this Agreement and
the Guarantee Savings for all previous active Energy and Operational Guaranteed Cost Avoidance projects for this
CUSTOMER shall be combined each year until the end of the original guarantee term for each project. Throughout
the duration of the term for the each specific phase the total savings will be utilized as an aggregate in satisfying the
sum of the respective guarantees.
3.2 Savings Reconciliation Documentation. HONEYWELL will provide CUSTOMER with a guarantee
savings reconciliation report after each Guarantee Year. CUSTOMER will assist HONEYWELL in generating the
savings reconciliation report by providing HONEYWELL with copies of all bills pertaining to Energy Costs within
two (2) weeks following the CUSTOMER'S receipt thereof, together with access to relevant records relating to such
Energy Costs. CUSTOMER will also assist HONEYWELL by permitting access to any maintenance records,
drawings, or other data deemed necessary by HONEYWELL to generate the said report. Data and calculations
utilized by HONEYWELL in the preparation of its guarantee cost savings reconciliation report will be made
available to CUSTOMER, along with such explanations and clarifications as CUSTOMER may reasonably request.
Attachment F (Rev. 10/O6) Page 4 of 9
3.2.1 Acceptance of Guarantee Reconciliation. At the end of each Guarantee Year CUST0~IER will have
forty-five (45) days to review the guarantee savings reconciliation report and provide written notice to
HONEYWELL of non-acceptance of the Guarantee Savings for that Guarantee Year. Failure to provide written
notice within forty-five (45) days of the receipt of the guarantee savings reconciliation report will deem it accepted
by CUSTOMER.
3.2.2 Guarantee Savings Reconciliation. Guarantee Savings will be determined in accordance with the
methodology(s), operating parameters, formulas, and constants as described below andior defined in Attachment G
and/or additional methodologies defined by HONEYWELL that may be negotiated with CUSTOMER at any time.
For reconciliation of Guarantee Savings employing the method of utility bill analysis consistent with F.E.M.P.
Option C:
Energy usage for the Facilities for such Guarantee Year will be summarized and compared with the adjusted
Baseline Period energy usage for the Facilities through the use of energy accounting software. The difference
between the adjusted Baseline Period energy usage and the Guarantee Year energy usage will be the Energy
avoidance. The difference between the adjusted Baseline Period energy usage multiplied by the applicable energy
rate as defined in Attachment G, and the Guarantee Year energy usage multiplied by the applicable energy rate as
defined in Attachment G, will be used to calculate the Energy Cost avoidance. Energy Cost avoidance may also
include, but are not limited to, Savings from demand charges, power factor correction, taxes, ratchet charges, rate
changes and other utility tariff charges that are reduced as a result of the HONEYWELL involvement. A Baseline
will be specified (Section 1 of Attachment G) for the purpose of utility bill analysis.
AND/OR for those energy audits employing the method consistent with I.P.M.V.P. and/or F.E.M.P. Options A
and/or B:
For each ECM, HONEYWELL will employ an M&V Plan which may be comprised of any or all of the following
elements:
1. Pre-retrofit model of energy consumption or demand
2. Post retrofit measured energy consumption
3. Post-retrofit measured demand and time-of--use
4. Post-retrofit energy and demand charges
5. Sampling plan
6. Stipulated Values
The value of the energy savings will be derived from the measured data and engineering formulae included herein,
and the applicable energy charges as defined in Attachment G. In some cases, energy usage and/or demand will be
calculated from measured variables that directly relate to energy consumption, demand or cost, such as, but not
limited to, measured flow, temperature, current, voltage, enthalpy or pressure.
AND/OR for those energy audits employing the method consistent with 1.P.M.V.P. and/or F. E.M.P. Option D:
For each Energy Conservation Measure, HONEYWELL will employ an Iv1&V Plan that may be comprised of any
or all of the following elements:
Pre-retrofit model of energy consumption or demand
2. Post retrofit model of energy consumption or demand
3. Post retrofit measured energy consumption
4. Post-retrotit measured demand and time-ot=use
5. Post-retrotit energy and demand charges
6. Sampling plan
7. Stipulated Values
The value of the energy savings will be derived from a calibrated simulation of either the whole-building or of sub-
systems in the building to determine the difference in the performance of the specific equipment being replaced.
This method may entail as needed one-time measurements of the performance of the energy consuming systems in
the building in order to calibrate the simulation model. Energy usage for the Facilities for Stich Guarantee Year will
be derived through the use of simulation programs.
3.3 Operational Cost Avoidance. The agreed-upon Operational Cost Avoidance as described in Attachment
G (Schedule of Savings) will be deemed realized upon execution of this Agreement and will begin to accrue on the
Attachment F (Rev. 10/O6) Page 5 of 9
date of the completion and acceptance of each Retrofit improvement or on the commencement date for Support
Services (Article 6.2.3), whichever comes first. These Savings are representative of information provided by the
CUSTOMER consisting of either whole or partial budgeted operational costs and as such, it is hereby understood
and agreed that the CUSTOMER is wholly responsible for assuring that these budgeted Operational Costs are
accurate and achievable. Implementation of this Agreement (inchiding, as applicable, the Support Services
Agreement) allows for the reallocation or defrayal of such budgeted Operational Costs. The CUSTOMER
acknowledges and agrees that, if it did not enter into this Agreement, it would have to take future steps to achieve
the same ends as does the work included in Attachment A of this contract, and that, in doing so, it would incur
operational costs of at least equal to the operational costs stated in attachment G per year over the life of the
contract. The CUSTOMER agrees that, by entering into this agreement, it will avoid future operational costs in at
least this amount.
3.4 Base Year Adjustments. Baseline Period shall be adjusted to reflect: changes in occupied square footage;
changes in energy-consuming equipment, including any repairs or improvements made to the equipment as part of
this Agreement; changes in the Facilities; changes in Energy and Operational Cost Avoidance Guarantee Practices
adversely affecting energy consumption and;'or demonstrated operational changes; changes in weather between the
Baseline Period and the Guarantee Year; and documented or otherwise conclusively established metering errors for
the Baseline Period and/or any Guarantee Year adversely affecting energy usage measurement.
3.4.1 Facility Operational Changes. Except in the case of emergencies, CUSTOMER agrees it will not, without
the consent of an Authorized Representative of HONEYWELL: make any significant deviations from the applicable
Energy and Operational Cost Avoidance Guarantee Practices; put any system or item of equipment in a permanent
"on" position, if the same would constitute a deviation from the applicable Energy and Operational Cost Avoidance
Guarantee Practices; or assume manual control of any energy management system or item of equipment, if the same
would constitute a deviation from the applicable Energy and Operational Cost Avoidance Guarantee Practices.
3.4.2 Hours and Practices. To achieve these energy savings, HONEYWELL and CUSTOIVfER agree upon the
operating practices listed in Attachment G.
3.4.3 Activities and Events Adversely Impacting Savings. CUSTOMER shall promptly notify
HONEYWELL of any activities known to CUSTOMER which adversely impact HONEYWELL'S ability to realize
the Guaranteed Savings and HONEYWELL shall be entitled to reduce its Guaranteed Savings by the amount of any
such adverse impact to the extent that such adverse impact is beyond HONEYWELL'S reasonable control.
3.4.3.1 If for any reason any facility and/or utility meter covered under this Agreement is materially unoccupied,
closed, or discontinued, the CUSTOMER shall promptly notify HONEYWELL within fifteen (15) days of this
change. The savings will be deemed realized for such facilities or meters and the Guarantee will be adjusted
accordingly. HONEYWELL will provide written notice of such adjustment to the CUSTOMER.
3.5 Guarantee Adjustment. HONEYWELL'S Guaranteed Savings obligations under this Agreement are
contingent upon: (1) CUSTOMER following the Energy and Operational Cost Avoidance Guarantee Practices set
forth herein and in Attachment G; (2) no alterations or additions being made by CUSTOMER to any of the Covered
Systems and Equipment without prior notice to and agreement by HONEYWELL; (3) CUSTOIv1ER sending all
current utility bills to HONEYWELL within two (2) weeks after receipt by CUSTOMER, if CUSTOMER fails to
provide current utility bills for a period of time in excess of six (6) months HONEYWELL will send CUSTOMER
written notice that it must send HONEYWELL copies of the utility bills and if CUST01~tER still fails to comply
within thirty (30) days, HONEYWELL may, at its sole discretion, deem the Guarantee Savings obligation met
during that period and any successive periods, and (4) HONEYWELL'S ability to render services not being
impaired by circumstances beyond its control. To the extent CUSTOMER defaults in or fails to perform fully any
of its obligations under this Agreement, HONEYWELL may, in its sole discretion, adjust its Guaranteed Savings
obligation; provided, however, that no adjustment hereunder shall be effective unless HONEYWELL has first
provided CUSTOfv1ER with written notice of CUSTOMER'S default(s) or failure(s) to perform and CUSTOMER
has failed to cure its default(s) or failure(s) to perform within thirty (30) days after the date of such notice.
4. EXTENT OF CONTRACTUAL GUARANTEE
4.1 Status of the Honeywell Proposal. CUSTOMER'S Request for Proposal, Honeywell's proposal and any
other documents submitted by Honeywell to the Customer prior to negotiation of this Agreement are expressly
Attachment F (Rev. 10/06) Page 6 of 9
excluded from and are not a part of this Agreement. The parties agree that although the Honeywell Proposal may
have contained scope items, guarantee savings and 1\~l&V options other than those stated in this Agreement, the
Scope of Work, Schedule of Savings, and 1~(&V plan were developed jointly by the parties through negotiation.
The CUSTOM-lER has chosen to purchase the scope of work set forth in Attachment A. The CUSTOMER accepts
the Energy Guarantee and Schedule of Savings and agrees to the 1,9&V plan set forth in Attachments F and G.
5. CUST011~IER RESPONSIBILITIES PROVISIONS
5.1. Equipment Subject to these Provisions. Equipment affecting the performance of the Energy Saving
Guarantee includes (1) equipment provided as per Attachment A -Scope of Work. (2) modifications made to
existing equipment as outlined in Attachment A -Scope of Work, (3) existing or new equipment not provided or
modified under this Agreement but materially affected by the work provided per Attachment .A -Scope of Work
and consuming energy or water via utility meters covered by this Agreement.
5.2. CUSTOMER IVlaintenance and Replacement Responsibilities. During the term of this Agreement, for
all equipment covered by the Energy Savings Guarantee of this Agreement, the CUSTOMER shall perform on-
going maintenance and accomplish component replacement and equipment repairs in accordance with
manufacturer's standards and practices and take all reasonable measures to insure the equipment is operating at full
efficiency. Component replacement and equipment repairs must be accomplished in a timely fashion, Additionally,
CUSTOMER shall insure such equipment is operated at all times in accordance with applicable manufacturer's
specifications, HONEYWELL specifications, and the requirements of Attachments F and G contained herein. For
all non-HONEYWELL maintenance actions, CUSTOMER shall document and make available to HONEYWELL
maintenance dates and tasks accomplished, the start date and duration of all deficient equipment operation and the
subsequent corrective action and/or repair dates. Failure of the CUSTOMER to operate the equipment per the
specifcations, repair any deficiencies in a timely manner, and perform the ongoing maintenance functions in
accordance with the standards and practices during the Guarantee period will allow HONEYWELL to adjust the
Guarantee accordingly.
5.2.1. CUSTOMER shall replace any vandalized or any failed equipment or component no longer warranted by
HONEYWELL or the manufacturer, with equipment or components of equal or greater efficiency value than
installed by HONEYWELL, for the full Guarantee Term.
5.2.2. CUSTOMER shall be responsible to investigate and correct any reported deficiencies not covered under
this Support Services Agreement.
5.3. CUSTOMER Granted Access for Remote Diagnostics. CUSTOMER shall allow HONEYWELL to
perform remote diagnostics on all equipment associated with the Energy Savings Guarantee for operational
compliance with the manufacturer's specifications, and the requirements of Attachment D, Attachment F and
Attachment G contained herein. CUSTOMER shall provide one or both of the following described in section 5.3.1
or 5.3.2, as applicable.
5.3.1. Dial-In Remote Access: CUSTOMER is responsible for implementation and costs for first-time
installation and on-going maintenance and subscription fees for two (2) dedicated phone lines and two (2) modems)
at each front-end computer and one (1) dedicated phone line at each controller not I~ardwire connected to a front-
end computer.
5.3.2. TCP'1P Remote Access: CUSTOI\~IER is responsible for implementation and costs for remote Honeywell
access through CUSTOMER'S firewall(s) to the controllers and front-end computer(s) by one (1) Measurement and
Verification Specialist including but not limited to a dedicated static IP address, installation and on-going
maintenance and subscription and licensing fees for access hardware and software and one(1) station license
dedicated to the remote user.
5.4. CUSTOMER Reporting Responsibilities. CUSTOMER shall report to HONEYWELL in writing
within fifteen (] 5) days of the following changes or events. The Guarantee or the realized Cost Avoidance will be
adjusted accordingly. Failure to do so will result in adjustment of the Guarantee.
(1) any additional energy source or change in existing energy source or supplier that tl~e CUSTOMER may
negotiate during the term of this Guarantee and/or,
Attachment F (Rev. 10/06) Page 7 of 9
(2) any material change in system or equipment status, including replacement of, addition to, or modification of
existing energy and/or water consuming systems or equipment and/or,
(3) any long term temporary (equal to or greater than 10 days) or permanent changes in operating schedules and/or,
(4) any facility and<'or utility meter covered under this Agreement that becomes materially unoccupied, closed, or
discontinued and/or,
(5) any material change in the payment schedule, such as due to refinancing or variable interest rate.
5.5. CUSTOMER Governmental Unit Reportinc Responsibilities. CUSTOMtER is solely responsible for
reports to be submitted to the Department of Commerce, Public Utilities/Services Commission, or any other
governmental agency or governmental unit.
5.6. CUSTOMER Provided Documentation. It will be the responsibility of the CUSTOMER to provide to
the M&V specialist on a minimum monthly basis (unless noted otherwise);
(1) Verification that equipment installed to perform the ECiVIs has been properly maintained, including but limited
to provision of maintenance records.
(2) Current status of the buildings (i.e., occupancy level and use, hours of operation, etc.).
(3) Records of customer initiated changes in equipment setpoints, starG'stop conditions, usage patterns.
(4) Records of customer initiated changes in operation of mechanical systems, which may impact the ECMs.
(5) Records regarding addition or deletion of equipment or building structure, which may impact the ECMs or the
building energy consumption.
(6) Copies of monthly utility bills and utility summary data on a monthly basis, and access to utility accounts
through an authorization by the CUSTOMER to the Utility to allow the release of data to a Honeywell
representative.
5.7. CUSTOMER Rebate Responsibilities. It is understood that all energy rebates and/or refunds are the
result of an agreement between CUSTOMER and the utility company and HONEYWELL assumes no responsibility
for obtaining said rebates and/or refunds. It is understood that said rebates and/or refunds are not included in the
Guarantee.
5.8. Material Chances in Enercy Units & Cost Avoidance.
5.8.1. Reported Material Changes. CUSTOMER shall deliver to HONEYWELL a written notice describing and
explaining all actual or proposed Material Changes in the Premises or in the operations in the Premises and their
anticipated effect on energy use. Said Notice must be delivered to HONEYWELL no less than seven (7) days before
any actual or proposed Material Change occurs.
5.8.1.1. For purposes of this provision, a Material Change is defined as any change in the following which
reasonably could be expected to increase or decrease energy used at the Premises by a value more than five percent
(5%) of the Guaranteed energy Savings per utility meter or submeter:
(1) manner of use of the Premises by Client;
(2) hours of operation of any equipment or facilities or energy systems contained in the Premises;
(3) occupancy of the Premises;
(4) structure of the Premises;
(5) types of equipment used in the Premises; or
(6) conditions at7ecting energy use in the Premises.
5.8.2. Unreported Material Chances. In the absence of any material Changes in the Premises or in their
operations, energy consumption and demand should not change from year to year. Therefore, if energy consumption
and demand per utility meter or submeter for any month increases by five percent (5%) of the Guaranteed Savings
per meter or more from the energy consumption and demand for the same month of the preceding contract year after
adjustment for changes to climactic conditions, then such increase shall be deemed to have resulted from a Material
Change, except where such increase is due to equipment malfunction, faulty repair or other acts of negligence by
HONEYWELL.
5.8.3. Ad,iustments for Material Chances. In the event of any increase or decrease in energy consumption and
demand for any month resulting froth a reported or unreported Material Change, the amount of that increase shall be
subtracted from or that decrease shall be added to the total energy consumption and demand for that month prior to
the calculation of energy savings pursuant to Attachments F and G.
Attachment F (Rev. 10/06) Page 8 of 9
5.8.3.1. If a reported or unreported Material Change affected energy consumption and demand in the same
calendar month in the preceding year, the nest precedr~rg contract year where a Material Change has not occurred
will be used to compute the value of the Material Change and the energy savings for the current month.
--- End of Attachment F ---
Attachment F (Rev. 10/06) Page 9 of 9
ATTACHMENT G
SCHEDULE OF SAVINGS
1. Schedule of Savings
The total energy and operational Cost Avoidance over the Tenn of the contract is equal to or greater than $1,359,051
as defined in the table below:
PEAR ENERGY OPERATIONAL TOTAL
1 $7,786 $65,286 $73,072
2 $8,019 $67,245 $75,264
3 $8,260 $69,262 $77, 522
4 $8,507 $71,340 $79,847
5 $8,763 $73,480 $82,243
6 $9,026 $75,684 $84,710
7 $9,296 $77,955 $87,251
8 $9,575 $80,294 $89,869
9 $9,862 $82,702 $92,565
10 $10,158 $85,183 $95,342
l l $10,463 $87,739 $98,202
12 $10,777 $90,371 $101,148
13 $11,100 $93,082 $104,182
14 $11,433 $95,875 $107,308
15 $11,776 $98,751 $110,527
TOTALS $144, 802 $1,214,249 $1, 359,051
or the sum of the Retrofit and Support Costs for such Guarantee Year, whichever is less. Provided further, in no
event shall the cost avoidance guarantee provided herein exceed the total installation, maintenance, and financing
costs for the Work under this Agreement. Proforma budget neutral or positive cash flows are not guaranteed.
The Term of the Guarantee Performance Period is I S years, subject to Attachment F.
Attachment G (Rev. 02-08) Page 1 of 4
t.l Ener~y Savings. The first year amount of energy savings is the sum of the below listed ECMs. The
schedule of savings does not inchtde the absolute increase in energy use due to the implementation of measures to
increase environmental comfort as directed by the customer, and other baseline adjustments (see 1.3.1.1). The
Guaranteed savings are less than the Projected savings, represented in Exhibit G-1. The Cost Avoidance is based on
the listed Energy and Operational Cost Avoidance Guarantee Practices contained in Section 1.3 herein.
Att A
No.
ECivI Description Electric
Year 1 Non-
Electric
Year 1 Water
fear 1 Total
Year 1
1 Lighting $893 $893
2 Automation /Temperature Controls $286 $286
3 HVAC Upgrades $397 $3791 $4,188
4 Building Envelope $28 $754 $782
5 Roofing/ Attic Insulation $1,636 $1,636
TOTALS $1,318 $6,467 $7,786
[a] Att A: Attachment A, Scope of Work.
Customer agrees that the baseline for the unit cost of energy will be adjusted each year of the guarantee term. This
annually adjusted value of energy unit cost is stipulated as the new baseline in each succeeding year. Customer
agrees that baseline adjustment is stipulated to be an escalation of ~% per year for the unit cost of electric utilities and
3% per year for gas utilities used in the determination of cost avoidance each year.
The baseline energy consumption is calculated for delivery of design minimum volumes of Outdoor Air in the
Supply Air Stream. Post retrofit savings projections are calculated for delivery of minitnum outdoor air volume.
Increases in delivered outdoor air may result in increases in energy consumption, and may result in baseline energy
adjustments as referenced in Section 1.3.1.
l.2 Operational Cost Savings. The annual guarantee of operational cost avoidance strategies are listed below.
The Savings are based on the listed Energy and Operational Cost Avoidance Guarantee Practices contained in
Section 1.3 herein. The operational cost savings described below and identified in Section 1 are deemed satisfied
upon contract execution. The Customer acknowledges and agrees that, if it did not enter into this agreement, it
would have to take future steps to achieve the same ends as does the work included in Attachment A of this contract,
and that, in doing so, it would incur operational costs of at least the amount per year over the life of the performance .
period as presented below and in the Schedule of Savings. The Customer agrees that, by entering into this
agreement, it will avoid future operational costs in at least these amounts.
Further, the Customer acknowledges that operational cost savings categorized as capital cost avoidance are part of, or
are causally connected to scope of work specified in Attachment A (i.e., the ECMs being implemented), and are
documented by industry standard engineering tnethodologies acceptable to the Customer.
Customer agrees that the baseline for the unit cost of operations will be adjusted each year of the guarantee term.
Tllis annually adjusted value of operational unit cost is stipulated as the new baseline in each succeeding year.
Customer agrees that baseline adjustment is stipulated to be an escalation of 3% per year for operational costs used in
the determination of operational cost avoidance each year.
The operational cost avoidance values were identified, reviewed, and agreed to by a team of Customer's
representatives including Keith Windschitl- Parks Recreation Director, Henry Henry- Building Manager, Walt Sehst
-City Manager.
Cost Avoidance 1" Year
Ostia Operational Savings Description (OSD) Att. A
Ref Category Cost
(O&M. Capital,) Avoidance
1 O erational and Maintenance O&~~1 $65,286
Total $65,286
[a] O&M: operations and maintenance.
Attachment G (Rev. 02-08) [ age 2 of 4
1.3 Energy and Operational Cost Avoidance Guarantee Practices:
1.3.1 BASELINE Operating Parameters are the facility(s) and system(s) operations measured and. or observed
before commencement of the Work. The data summarized will be used in the calculation of the baseline energy
consumption andior demand and for calculating baseline adjustments for changes in facility operation that occur
during the Guarantee Period. HONEYWELL and CUSTOMER agree that the operating parameters specified in this
section are representative of equipment operating characteristics during the Baseline Period specified in this
Agreement. The following data was collected with the assistance of Henry Henry.
The Baseline Period is defined as ]0/O1i2006 to 9/30/2007 .
The Contractual Baseline consists of the Baseline Conditions and Baseline Operating Parameters collected from the
Baseline Period and modified by Baseline Adjustments, as necessary. as defined herein and by the Exhibits to
Attachment G.
Baseline operating parameters are stipulated and agreed upon. See Energy Savings Calculations, attached hereto
and incorporated herein for fitrther information regarding stipulated baseline parameters.
1.3.1.1 Pre-Retrofit Baseline Adjustments: The improvement to the ventilation of the facilities with the addition
of establishing minimum outside air induction due to the upgrades of the Attic Air Handling Unit's and Basement
Unit S-1 will increase energy usage. This additional energy usage has not been included in these calculations.
Routine and non-routine future post-retrofit baseline adjustments are discussed in section 1.4.4.
1.3.2 GUARANTEE PERIOD Operating Parameters of the facility(s) and system(s) after completion of
Work. The Customer agrees to operate, or cause to effect the operation of the Work in such manner that is in
accordance with the Guaranteed Period Operating Parameters. The data summarized will be used in the calculation
of the post-retrofit energy consumption and/or demand. HONEYWELL and CUSTOMER agree that the proposed
operating parameters specified in this section are representative of equipment operating characteristics during the
Guarantee Period specified in this Agreement. And, further, that they are agreed to be reasonable and may be used
in the calculation of the cost avoidance, as if the site is actually operating per the parameters outlined in this section.
Guarantee Period operating parameters are stipulated and agreed upon, and are displayed in the Energy Savings
calculations.
1.3.2.1 Post-Retrofit Baseline Adjustments: There are no projected Post retrofit Baseline adjustments for utility
units, energy unit costs will be adjusted as identified in the energy rate table presented above.
1.3.3 Operational Cost Avoidance: The following parameters, methodologies, and/or calculations were used in
determining the Operational Costs and/or avoided costs due to the Retrofit and Support Services implementation
and are agreed to be reasonable and tnay be used in the calculation of the cost avoidance.
Operational cost avoidance methodology and/or calculation details are attached hereto and are incorporated herein
as the exhibits outlined in the following table.
oso Operational Savings Cost Avoidance Methodology
" Descri tion
Li htin Retrofit Based on Ca ital Fundin Re uests
Automation / Based on Capital Funding Requests
Tem erature Controls
HVAC Im rovements Based on Ca ital Fundin Re uests
Buildin Envelo e Based on Ca ital Fundin Re uests
Roofing /Attic Based on Capital Funding Requests
Insulation
[a] ORM: operations and maintenance.
1.3.4 Other energy and operating savings measures: Not Applicable
Attachment G (Rev. 02-08) Page 3 of 4
1.4 Guarantee Savin s Measurement and Verification Plan
1.4.1 >Measurement and Verification Methodoiogy(s):
Energy Conservation Electric Savings Verification Fuel Savings Verification Other utility Savings
;Measure !Method Method Verification iVlethod
Lighting Retrofit OPTION A w,' Stipulated \%.-~ N%A
Burn Hours, I~~Ieasure sample
o elation Fixture KW
Building Automation N/A OPTION A wi Stipulated NiA
Improvements Variables, Confirm
O eration to S ecifications
Mechanical: HVAC & OPTION A w; Stipulated OPTION A w/ Stipulated N%A
Piping ECM Variables, Confirm Operation Variables, Confirm
to S ecifications O eration to S ecifications
Building Envelope OPTION A w/ Stipulated OPTION A w/ Stipulated N; A
Improvements Variables, Confirm Variables, Confirm
Installation to Specifications Installation to
S ecifications
Roofing /Attic Insulation N/A OPTION A w/ Stipulated N/A
Variables, Confirm
Installation to
S ecifications
1.4.2 Energy Cost Avoidance: Energy Cost Avoidance: The following describes the Ivieasurement and
Verification procedures, formulas, and stipulated values which may be used in the calculation of the energy cost
avoidance;
The calculation of energy cost avoidance is based upon the utility units avoided times the agreed upon escalated
utility rate structure. Energy units avoided are based on engineering calculations and spot measurements of selected
variable parameters. Potential to save is verified by review of installation process, materials, and documentation to
confirm that each ECM is in compliance with project specifications and works as it is intended to.
1.4.3 Specific ECM M&V Plan(s): The following describes the Measurement and Verification procedures,
formulas, and stipulated values which may be used in the determination of cost avoidance and/or performance
against the Guarantee for this each specific ECM in addition to the general Energy Cost Avoidance procedure
outlined in 1.4.2.
1.4.4 Constants: The constants and/or stipulated values defined in the Exhibits to Attachment G, or as defined
herein ,are mutually agreed to by the Customer to be reasonable and may be used in the determination of the cost
avoidance.
1.4.5 Exhibits and Schedules: The following Exhibits are attached hereto and are made a part of this
Agreement by reference.
1.4.5.1 Exh
Exhibit G-1
Exhibit G-2
Exhibit G-3
Exhibit G-4
Exhibit G-5
ibits
Equipment Operating Schedules
Energy Calculations
M&V Matrix
M&V Plan Summary
Operational Savings
Attachment G (Rev. 02-08) Page 4 of 4
ATTACHMENT J
PROJECT ACCEPTANCE
Proiect Final Acceptance Procedure:
As portions of the Project near completion, the Honeywell Project i\~lanager will start the Project Close-Out Process.
The Honeywell Project Manager shall use the Scope-of--Work (SOW) listed in Attachment A as the basis for the
Close-Out Process and shall demonstrate to the Owner's Representative that each separate item of the SOW is
substantially complete. The sign off process will be by portion of the Scope of Work or by individual Energy
Conservation 1\-Leasure (ECIv4). After each portion of the Scope of Work has been demonstrated and a "Punch List"
detailing minor deficiencies, if any, is generated, the Owner's Representative shall execute the Delivery and
Acceptance Certificate to acknowledge substantial completion and Honeywell will complete the "Punch List"
within two weeks. Execution of this Delivery and Acceptance Certificate signifies the start of the warranty provided
in the Agreement for this portion of the Work.
Schedule of Acceptance: The acceptance process will follow the following schedule:
All ECMs by: May 1, 2009
Support Services: Honeywell will start the support services of the Facility in accordance with the Service
Agreement per Attachment D when the Final Delivery and Acceptance Certificate is signed.
Attachment J (Rev. 09/06) Page 1 of 2
Honeywell
FINAL DELIVERY AND ACCEPTANCE CERTIFICATE
Project Name: City of Columbia Heights - Murzyn Hall
Agreement Effective Date:
Scope-of--Work (SOW) Item/Energy Conservation Measure (ECM):
To: Honeywell International Inc.
Reference is made to the above listed Agreement between the undersigned and Honeywell International Inc. and to
the Scope of Work as defined in Attachment A herein. In connection therewith, we confirm to you the following:
The Scope of Work (SOW) Item/ Energy Conservation Ivieasure (ECM) referenced above and
also listed in Attachment A of the Agreement has been demonstrated to the satisfaction of the
Owner's Representative as being substantially complete
All of the Work has been delivered to and received by the undersigned and that said Work has
been examined and /or tested and is in good operating order and condition and is in all respects
satisfactory to the undersigned and as represented, and that said Work has been accepted by the
undersigned and complies with all terms of the Agreement. Consequently, you are hereby
authorized to invoice for the Final Payment, as defined in Attachment E, The Payment Schedule.
Owner Name:
By:
(Authorized Signature)
(Printed Name and Title)
(Date)
Attachment J (Rev. 09/06) Page 2 of 2
MEMORANDUM OF INSURANCE Date: 04/01108
Producer:
ABD Insurance & Financial Services
For questions please contact: honeywellmoi@abdi.com
CO
LTR
Type of Insurance
Policy Number Policy
Effective
Date Policy
Expiration
Date
Limits
A General Liability CGOG23738338 4/1/2008 4/1/2009 Each Occurrence $ 5,000,000
D Commercial General Liability Damage to Rented Premises $ 5 000 000
^ Claims Made D Occur. Med Exp (Any one person) $ 50,000
Personal & Adv Injury $ 5 000 000
Gen'I Aggregate Limit Applies Per General Aggregate $ 5,000,000
D Policy ^ Project ^ Loc Products - ComplOp. $ 5,000,000
A Automobile Liability
D Any Auto SCA H0824117A 4/1/2008 4/1/2009 Combined Single Limit $ 5 000 000
^ All Owned Autos
^ Scheduled Autos Bodily Injury (Per Person) $
D Hired Autos Bodily Injury (Per Accident) $
D Non-Owned Autos Property Damage $
ExcesslUmbrella Liability Each Occurrence $
^ Occurrence Reported
^ Claims Made ^ Occur.
^ Deductible
^ Retention $
Aggregate
$
B Workers' Compensation WLR 044345730 4/1/2008 4/1/2009 xx Statutory Limits
A and Employers' Liability WLR 044345857 E.L. Each Accident $ 5,000,000
B (Insured States} RSC 044345778 E.L. Disease -Each Employee ~ 5,000,000
A E.L. Disease -Policy Limit $ 5 000 000
A Excess Workers'
Compensation
and Employers' Liability WCU C4434578A
(AZ, OH, WA) 4/1/2008 4/1/2009 Excess Workers' Compensation statutory limits
excess of $1,000,000.
Self-insured States only
(AZ,WA,OH,NM) WCU C4434581A - NM 4/1/2008 4/1/2009 Employers' Liability: $5 million for each accident or
each employee for disease
This Memorandum of Insurance serves solely to list insurance policies, limits and dates of coverage. Any modifications hereto are not authorized. Any party
with which the named insured is contractually required to include special status is automatically granted such status. However, coverage under the policy only
applies to the extent of the coverage required by such contractual requirement and for the limits of liability specified in such contractual requirement, but in no
event for insurance not afforded by the policy nor for limits of liability in excess of the applicable limits of liability of the policy. Any questions on this form may
be referred via email to the ABD Insurance & Financial Services email address noted above.
~: a 2..5
MEMORANDUM: OF FNSURANCE Date: 04/01/08
This memorandum is issued as a matter of information only to authorized viewers fordheir internal use only and confers no rights upon any viewer of this
Memorandum. This Memorandum does-not amend,. extend or alter the coverage tleseribed below. This Memorandum may only be copied, printed and
distributed within an authorized viewer and may only be used and viewed by an authorized viewer for its internal use. Any other use.,. duplication or distribution
of this Memorandum withqut the consent of ABD Insurance & Financial Services is prohibited. "Authorized Viewer" shall mean an entity or person which is
authorized by the insured named :herein to access this Memorandum via httpa/www5l.honeywell.com/moU The information contained herein is as of the date
referred to above. ABD-Insurance & Financial Services shall be under no obligation to update such information.
Producer:
ABD Insurance & Financial Services
For questions please contact: honeywellmoi@abdi.com
Insured: INSURERS AFFORDING COVERAGE
HONEYWELL INTERNATIONAL INC. Insurer A ACE American Insurance Com an
P. O. BOX 1219 Insurer B Indemnit Insurance Com an of North America
101 COLUMBIA ROAD Insurer C
MORRISTOWN, NJ 07962 Insurer D
Coverages
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTHWITHSTANDING ANY
REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS MEMORANDUM MAY BE ISSUED OR MAY PERTAIN, THE INSURANC
AFFORDED BY THE POLICIES DESCRIBED BELOW IS SUBJECT TO ALL THE TERMS, CONDITIONS AND EXCLUSIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCE
BY PAID CLAIMS.
Policy Policy
CO Effective Expiration
LTR Type of Insurance Policy Number Date Date Limits
A General Liability CGOG23738338 4/1/2008 4!1/2009 Each Occurrence $ 5,000,000
~ Commercial General Liability Damage to Rented Premises $ 5,000,000
^ Claims Made ~ Occur. Med Exp (Any one person) $ 50,000
Personal & Adv Injury $ 5,000,000
Gen'I Aggregate Limit Applies Per General Aggregate $ 5,000,000
~ Policy ^ Project ^ Loc Products-Comp/Op. $ 5,000,000
A Automobile Liability SCA H0824117A 4/1/2008 4/1/2009 Combined Single Limit $ 5,000,000
[] Any Auto
^ All Owned Autos Bodily Injury (Per Person) $
^ Scheduled Autos
^D Hired Autos Bodily Injury (Per Accident) $
~ Non-Owned Autos Property Damage $
ExcesslUmbrella Liability Each Occurrence $
^ Occurrence Reported
^ Claims Made ^ Occur.
^ Deductible Aggregate $
^ Retention $
B Workers' Compensation WLR 044345730 4/1/2008 4/1/2009 xx Statutory Limits
A and Employers' Liability WLR 044345857 E.L. Each Accident_ $ 5,000,000
B (Insured States) RSC 044345778 E.L. Disease-Each Employee $ 5,000,000
q E. L. Disease-Policy Limit $ 5,000,000
A Excess Workers' WCU C4434578A 4/1/2008 4/1/2009 Excess Workers' Compensation statutory limits
Compensation (AZ, OH, WA) excess of $1,000,000.
and Employers' Liability
Self-insured States only WCU C4434581A - NM 4/1/2008 4/1/2009 Employers' Liability: $5 million for each accident or
(AZ,WA,OH,NM) each employee for disease
This Memorandum of Insurance serves solely to list insurance policies, limits and dates of coverage. Any modifications hereto are not authorized. Any party
with which the named insured is contractually required to include special status is automatically granted such status. However, coverage under the policy only
applies to the extent of the coverage required by such contractual requirement and for the limits of liability specified in such contractual requirement, but in no
event for insurance not afforded by the policy nor for limits of liability in excess of the applicable limits of liability of the policy. Any questions on this form may
be referred via email to the ABD Insurance & Financial Services email address noted above.
Metro Home
Insulation
5861 Queens Ave. NE • Elk River, MN 55330 • (763) 441-2313
Pre Lien Letter
Dear Property Owner:
There is no reason for you to be concerned when you receive a Mechanic's
Pre-Lien notice. The suppliers and subcontractors who send the mechanic's
Pre-Lien notice are protecting you by complying with the law.
The Mechanic's Pre-Lien notice statue is a consumer protection law
intended to protect you from a Mechanic's Lien. Each supplier and
subcontractor should give it out personally or by certified mail within 45
days of their first day on the job. Since time is a factor, it is not uncommon
for this notice to arrive before the customer has been billed. It is our policy
to wait until we have completed the project to bill the customer.
The Mechanic's Pre-Lien notice law does not mean that your credit, or your
builder's credit, is being questioned. ,This notice simply gives you the
supplier's name and informs you of the estimated amount that will be due
for the work being done.
Most suppliers ar~d subcontractors send a Mechanic's Pre-T,ien notice to all
customers, on all jobs. Remember, receiving a Mechanic's Pre-Lien notice
is for your protection.
The Mechanic's Pre-Lien notice enclosed was researched using the most
current information available through government agencies. If any of the
information is incorrect, please notify us at (763) 441-2313 so we can make
the necessary changes.
Thank You,
Kevin Hen
President
KH/PK
Enclosure
Other Locations: • • Savage Forest Lake • • Sauk Rapids Rochester
AFFIDAVIT OF SERVICE BY CERTIFIED MAIL
STATE OF MINNESOTA )
SS
COUNTY OF WRIGHT )
Kevin Henry of the City of Otsego, County of Wright, State of Minnesota, being duly sworn, says
that on the 1 1 to day of December, 2008, he served the foregoing Pre-Lien Notice on City of
Columbia Heights, by mailing to said owner a copy thereof by certified mail, enclosed in an
envelope, postage prepaid, and by depositing the same in the post office at Rogers, Minnesota,
directed to said owner at 590 40th Avenue NE, Columbia Heights, MN 55421 , their last known
address.
Subscribed and sworn to before me _ __
this 1 1 `" day of December, 200$. ~~
Notary Public
PRE-LIEN NOTICE TO OWNER BY SUBCONTRACTOR
December 1 1, 2008
CITY OF COLUMBIA HEIGHTS
590 40TH AVENUE NE
COLUMBIA HEIGHTS, MN 55421
THIS NOTICE IS TO ADVISE YOU OF YOUR RIGHTS UNDER MINNESOTA LAW IN
CONNECTION WITH THE IMPROVEMENT TO YOUR PROPERTY. ANY PERSON OR
COMPANY SUPPLYING LABOR OR MATERIALS FOR THIS IMPROVEMENT MAY
FILE A LIEN AGAINST YOUR PROPERTY IF THAT PERSON OR COMPANY IS NOT
PAID FOR THE CONTRIBUTIONS. WE, METRO HOME INSULATION, 5861
QUEENS AVE. NE., ELK RIVER, MN 55330 HAVE BEEN HIRED BY YOUR
CONTRACTOR HONEYWELL TO PROVIDE INSULATION FOR THIS IMPROVEMENT
AT 530 MILL STREET, COLUMBIA HEIGHTS, MN, TO THE BEST OF OUR
KNOWLEDGE, WE ESTIMATE OUR CHARGES WILL BE 56295.
IF WE ARE NOT PAID BY YOUR CONTRACTOR, WE CAN FILE A CLAIM AGAINST
YOUR PROPERTY FOR THE PRICE OF OUR SERVICES.
YOU HAVE THE RIGHT TO PAY US DIRECTLY AND DEDUCT THIS AMOUNT
FROM THE CONTRACT PRICE, OR WITHHOLD THE AMOUNT DUE US FROM
YOUR CONTRACTOR UNTIL 120 DAY AFTER COMPLETION OF THE
IMPROVEMENT UNLESS YOUR CONTRACTOR GIVES YOU A LIEN WAIVER
SIGNED BY ME. WE MAY NOT FILE A LIEN IF YOU PAID YOUR CONTRACTOR IN
FULL BEFORE RECEIVING THIS NOTICE.
Metro Home Insulation, LLC
~~ CERTIFIED MAIL -RETURN REGEIPT REQUESTED
M Hager