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HomeMy WebLinkAbout2023-036 PO 20230311- Johnson Controls Inc 0 Purchase Order FrAl CITYRECORDERFiscal Year 2023 Page: 1 of: 1 -s-' cjra s a4 Nf... _7.9itn; L'.14*- Ge est 5f ., tAala 2-7I-W-0�_- B City of Ashland — _ I ATTN: Accounts PayableL Purchase L 20 E. Main 20230311 Ashland, OR 97520 Order# T Phone: 541/552-2010 O Email: payable@ashland.or.us E JOHNSON CONTROLS, INC. H 0/0 Facilities Maintenance Div N PO BOX 730068 I 90 North Mountain Ave D DALLAS, TX 75373-0068 P Ashland, OR 97520 OR Email: CARRIE.L.GALLAGHER@JCI.COM Phone: 541/488-5358 o Fax: 541/552-2304 `VerfaimOFA1 8 (425) 398-6900 Dave Arnold _§r41 11= i-ath - 'a 04/26/2023 567 • FOB ASHLAND OR/NET30 City Accounts Payable 1 t .i:TY: e w A - - _ Replace HVAC Compressor 1 Replace HVAC Compressor at Community Development 1.0 $12,285.98 $12,285.98 Goods and Services Agreement($35,000 or Less) Completion date: June 30, 2023 Project Account: *************** GL SUMMARY*************** 088400-602400 $12,285.98 /11\QI\/6 - By: Date: Authori Wd '•nature ' 12 285.98 k 1) / -- ("" (66 FORM #3 CITY OF I ASHLAND A request for a Purchase „ore ,,,l_ o ,-0 e (' ( REQUISITION ( Date of request: 9/22/2022 Required date for delivery: Vendor Name Johnson Controls . .Address,City,State,Zip. 588 Parsons Drive Suite B.Medford,OR 97501 Contact Name&Telephone Number Kimberly Lewis 541-227-5710 kimberly.dawn.lewis@jci.com • Email address SOURCING METHOD ❑ Exempt from Competitive Bidding 0 Invitation to Bid 0 Emergency ❑ Reason for exemption: Date approved by Council: 0 Form#13,Written findings and Authorization ❑ AMC 2.50 _(Attach copy of council communication) 0 Written quote or proposal attached ❑ Written quote or proposal attached (If council approval required,attach copy of CC) ❑ Small Procurement 0 Request for Proposal Cooperative Procurement Not exceeding$5,000 Date approved by Council: 0 State of Oregon O Direct Award _(Attach copy of council communication) Contract# • ❑ Verbal/Written quote(s)or proposal(s) 0 Request for Qualifications(Public Works) 0 State of Washington Date approved by Council: Contract# •^(Attach copy of council communication)• 0 Other government agency contract Intermediate Procurement ® Sole Source Agency GOODS&SERVICES ® Applicable Form(#5,6,7 or 8) Contract# Greater than$5,000 and less than$100,000 ❑ Written quote or proposal attached Intergovernmental Agreement ❑ (3)Written bids and solicitation attached 0 Form#4,Personal Services$5K to$75K Agency PERSONAL SERVICES Date approved by Council: 0 Annual cost to City does not exceed$25,000. • Greater than$5,000 and less than$75,000 Valid until: (Datel Agreement approved by Legal and approvedlsigned by ❑ Less than$35,000,by direct appointment 0 Special Procurement City Administrator.AMC 2.50.070(4) O (3)Written proposals&solicitation attached 0 Form#9,Request for Approval 0 Annual cost to City exceeds$25,000,Council ❑ Form#4,Personal Services$5K to$75K 0 Written quote or proposal attached . approval required.(Attach copy of council communication) Date approved by Council: Valid until: (Date) Description of SERVICES Total Cost • Replacement of chiller at Community Development Co yi =L 5Tde..N $12,285.98. Item# Quantity Unit Description of MATERIALS Unit Price Total Cost 1 $0 $0.00 $0 $0.00 $0 $0.00 • 0 Per attached quotelproposal -. TOTAL COST' Project Number: -_ _ Account Number:088400-602400 $.$0.00 *Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. IT Director in collaboration with department to approve al are and software purchases: IT Director Date Support-Yes/No By signing this requisition rmrl-ce ' that the City's public ntrac' g requirements have been satisfied. Employee: Department Hea • A u?dZ5 (Equ I to or greater than$5,000) • Department Manager/Supervisor: City Manager: (Greater than$35 Funds appropriated for current fiscal year: /NO L7(VO(Z3 Fi rice Director-(Equal to or greater than$5,000) Date. l Comments: Form#3-Requisition 111, GOODS AND SERVICES AGREEMENT ($35,000 OR LESS) • PROVIDER: Johnson Controls CITY OF PROVIDER'S ASH LAND CONTACT: Kimberly Lewis 20 East Main Street Ashland,Oregon 97520 ADDRESS: 588 Parsons Drive, Suite B Telephone: 541/488-5587 Medford, OR 97501 Fax: 541/488-6006 PHONE: 541-227-5710 Kimberly.dawn.lewis@jci.com • This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland, an Oregon municipal corporation (hereinafter "City") and Johnson Controls, (a domestic/foreign business corporation) ("hereinafter"Provider"),for chiller replacement. 1. PROVIDER'S OBLIGATIONS 1.1 Provide chiller replacement for Community Development as set forth in the' "SUPPORTING DOCUMENTS" attached hereto and, by this reference, incorporated herein. Provider expressly acknowledges that time is of the essence of any completion date set forth in the SUPPORTING DOCUMENTS, and that no waiver or extension of such deadline may be authorized except in the same manner as herein provided for authority to exceed the maximum compensation. The services defined and described in the "SUPPORTING DOCUMENTS" shall hereinafter be collectively referred to as "Work." 1.2 Provider shall obtain and maintain during the term of this Agreement and until City's final acceptance of all Work received hereunder, a policy or policies of liability insurance including commercial general liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars)per occurrence for Bodily Injury and Property Damage. 1.2.1 The insurance required in this Article shall include the following coverages: • Comprehensive General or Commercial General Liability, including personal injury, contractual liability,and products/completed operations coverage; and • Automobile Liability. 1.2.2 Each policy of such insurance shall be on an "occurrence" and not a "claims made" form, and shall: • Name as additional insured "the City of Ashland, Oregon, its officers, agents and employees" with respect to claims arising out of the provision of Work under this Agreement; • Apply to each named and additional named insured as though a separate policy had been issued to each,provided that the policy limits shall not be increased thereby; • Apply as primary coverage for each additional named insured except to the extent that two or more such policies are intended to "layer" coverage and, taken together, they provide total coverage from the first dollar of liability; • Provider shall immediately notify the City of any change in insurance coverage • Provider shall supply an endorsement naming the City, its officers, employees and agents as additional insureds by the Effective Date of this Agreement; and Page 1 of 6: Goods and Services Agreement between the City of Ashland and Johnson Controls • • Be evidenced by a certificate or certificates of such insurance approved by the City. 1.3 Provider shall,at its own expense,maintain Worker's Compensation Insurance in compliance with ORS 656.017, which requires subject employers to provide workers' compensation coverage for all of its subject workers. 1.4 Provider agrees that no person shall, on the grounds of race, color,'religion, creed, sex, marital status, familial status or domestic partnership, national origin, age, mental or physical disability, sexual orientation, gender identity or source of income, suffer discrimination in the performance of this Agreement when-employed by Provider. Provider agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Further, Provider agrees not to discriminate against a disadvantaged business enterprise,minority-owned business,woman-owned business, a business that a service-disabled veteran owns or an emerging'small business enterprise certified under ORS 200.055, in awarding subcontracts as required by ORS 279A.110. 1.5 In all solicitations either by competitive bidding or negotiation made by Provider for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by-the Providers of the Provider's obligations under this Agreement and Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination laws. 1.6 Living Wage Requirements: If the amount of this Agreement is $22,310.46 or more, Provider is required to comply with Chapter 3.12 of the Ashland Municipal Code by paying a living wage,as defined in that chapter,to all employees performing Work under this Agreement and to any Subcontractor who performs 50% or more of the Work under this Agreement. Provider is also required to post the notice attached hereto as "Exhibit A"predominantly in areas where it will be seen by all employees. 1.7 Assignment: Provider shall not assign this Agreement or subcontract any portion of the Work to be • provided hereunder without the prior written consent of the City. Any attempted assignment or subcontract without written consent of the City shall be void. Provider shall be fully responsible for the acts or omissions of any assigns or subcontractors and of all persons employed by them, and the approval by the City of any assignment or subcontract shall not create any contractual relation between the assignee or subcontractor and the City. 2. CITY'S OBLIGATIONS 2.1 City shall pay Provider the hourly rates effective 9/1/2022 as specified in the SUPPORTING DOCUMENTS. • 2.2 In no event shall Provider's total of all compensation and reimbursement under this Agreement exceed the sum of$12,285.98(this is maximum,not to exceed amount of ENTIRE Agreement)without express, written approval from the City official whose signature appears below, or such official's successor in office. Provider expressly acknowledges that no other person has authority to order or authorize additional Work which would cause this maximum sum to:be exceeded and that any authorization from the responsible official must be in writing. Provider further acknowledges that any Work delivered or expenses incun•ed without authorization as provided herein is done at Provider's own risk and as a' volunteer without expectation of compensation or reimbursement. 3. GENERAL PROVISIONS 3.1 This is a non-exclusive Agreement. City is not obligated to procure any specific amount of-Work from . • Provider and is free to procure similar types of goods and services from other providers in its-sole discretion. Page 2 of 6: Goods and Services Agreement between the City of Ashland and Johnson Controls 3.2 Provider is an independent contractor and not an employee or agent of the City for any purpose. 3.3 Provider is not entitled to, and expressly waives all claims to City benefits such as health and disability insurance,paid leave, and retirement. 3.4 This Agreement embodies the full and complete understanding of the parties respecting the subject matter hereof. It supersedes all prior agreements,negotiations, and representations between the parties, whether written or oral. 3.5 This Agreement may be amended only by written instrument executed with the same formalities as this Agreement. 3.6 The following laws of the State of Oregon are hereby incorporated by reference into this Agreement: ORS 279B.220,279B.230 and 279B.235. 3.7 This Agreement shall be governed by the laws of the State of Oregon without regard to conflict of laws principles. Exclusive venue for litigation of any action arising under this Agreement shallbe in the Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred, as appropriate,so as to effectuate this choice of venue. I � 3.8 Provider shall defend;save,hold harmless and indemnify the City and its officers,employees and agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, and expenses of any nature resulting from, arising out of, or relating to the activities of Provider or its officers, employees, contractors, or agents under this Agreement. 3.9 Neither party to this Agreement shall hold the other responsible for damages or delay in performance caused by acts of God,strikes,lockouts,accidents,or other events beyond the control of the other or the other's officers, employees or agents. 3.10 If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable, such provision shall not affect the other provisions, but such unenforceable provision shall be deemed modified to the extent necessary to render it enforceable, preserving to the fullest extent permitted the intent of Provider and the City set forth in this Agreement. 3.11 Deliveries will be F.O.B destination.Provider shall pay all transportation and handling charges for the Goods.Provider is responsible and liable for loss or damage until final inspection and acceptance of the Goods by the City. Provider remains liable for latent defects,fraud, and warranties. 3.12 The City may inspect and test the Goods. The City may reject non-conforming Goods and require Provider to correct them without charge or deliver them at a reduced price, as negotiated. If Provider does not cure any defects within a reasonable time, the City may reject the Goods and cancel this Agreement in whole or in part. This paragraph does not affect or limit the City's rights, including its rights under the Uniform Commercial Code, ORS Chapter 72 (UCC). fi Page 3 of 6: Goods and Services Agreement between the City of Ashland and Johnson Controls • 3.13 Provider represents and warrants that the Goods are new, current, and fully warranted by the manufacturer. Delivered Goods will comply with SUPPORTING DOCUMENTS and be free from defects in labor,material and manufacture. Provider shall transfer all warranties to the City. 4: SUPPORTING DOCUMENTS 4.1 The following documents are, by this reference, expressly incorporated in this Agreement, and are • collectively referred to in this Agreement as the "SUPPORTING DOCUMENTS:" • • The Provider's complete written Proposal dated September 1,2022. • 4.2 This Agreement and the SUPPORTING DOCUMENTS shall be construed to be mutually complimentary and supplementary wherever possible. In the event of a conflict which cannot be so resolved, the provisions of this Agreement itself shall control over any conflicting provisions in any of the SUPPORTING DOCUMENTS. In the event of conflict between provisions of two of the SUPPORTING DOCUMENTS,the several supporting documents shall be given precedence in the order • listed in Article 4.1. 5. REMEDIES 5.1 In the event Provider is in default of this Agreement, City may, at its option, pursue any or all of the remedies available to it under this Agreement and at law or in equity, including, but not limited to: 5.1.1 Termination of this Agreement; 5.1.2 Withholding all monies due for the Work that Provider has failed to deliver within any scheduled • completion dates or any Work that have been delivered inadequately or defectively; 5.1.3 Initiation of an action or proceeding for damages, specific performance, or declaratory or injunctive relief; 5.1.4 These remedies are cumulative to the extent the remedies are not inconsistent,and City may pursue any remedy or remedies singly, collectively,successively or in any order whatsoever. • 5.2 In no event shall City be liable to Provider for any expenses related to termination of this Agreement or for anticipated profits. If previous amounts paid to Provider exceed the amount due, Provider shall pay immediately any excess to City upon written demand provided. 6. TERM AND TERMINATION • 6.1 Term • This Agreement shall be effective from the date:of execution on behalf of the City as set forth below (the "Effective Date"), and shall continue in full force and. effect.until June 30, 2023, unless sooner terminated as provided in Subsection 6.2. 6.2 Termination • 6.2.1 The City and Provider may terminate this Agreement by mutual agreement at any time. 6.2.2 The City may, upon not less than thirty (30) days' prior written notice, terminate this Agreement for any reason deemed appropriate in its sole discretion. 6.2.3 Either party may terminate this Agreement, with cause, by not less than fourteen (14) days' prior written notice if the cause is not cured within that fourteen (14) day period after written notice. Such termination is in addition to and not in lieu of any other remedy at law or equity. • 7. NOTICE • Whenever notice is required or permitted to be given under this Agreement, such notice shall be given in writing to the other party by personal delivery, by sending via a reputable commercial overnight courier, or Page 4 of 6: Goods and Services Agreement between the City of Ashland and Johnson Controls by.mailing using registered or certified United States mail, return receipt requested, postage prepaid, to the address set forth below: If to the City: • City of Ashland—Facilities Maintenance Department Attn: David Arnold 20 E.Main Street Ashland, Oregon 97520 Phone: (541) 552-2292 With a copy to: City of Ashland—Legal Department 20 E.Main Street Ashland, OR 97520 Phone: (541)488-5350 If to Provider: Johnson Controls Attn: Kimberly Lewis 541-227-5710 8. WAIVER OF BREACH One or more waivers or failures to object by either party to the other's breach of any provision,term,condition, or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach,whether or not of the same nature. 9. PROVIDER'S COMPLIANCE WITH TAX LAWS 9.1 Provider represents and warrants to the City that: I � 9.1.1 Provider shall, throughout the term of this Agreement, including any extensions hereof, comply with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations,charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.1.2 Provider,for a period of no fewer than six(6)calendar years preceding the Effective Date of this Agreement, has faithfully complied with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider;and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.2 Provider's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute a material breach of this Agreement. Further, any violation of Provider's warranty, as set forth in this Article 9, shall constitute a material breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate_this Agreement and to seek damages and any other relief available under this Agreement,at law,or in equity. Page 5 of 6: Goods and Services Agreement between the City of Ashland and Johnson Controls 11 • • IN WITNESS WHEREOF the parties have caused this Agreement to be signed in their respective names by their duly authorized representatives as of the dates set forth below. CITY OF ASHLAND: Johnson Controls (PROVIDER): • By: �: r3� T By: ure Signature • f .Euc • Kimberly Lewis Printed Name Printed Name r'oe(—kc_ Lo ees CSA II Title Title •4.Z .203 09/22/2022 Date Date (W-9 is to be submitted with this signed Agreement) Purchase Order No. • • Page 6 of 6: Goods and Services Agreement between the City of Ashland and Johnson Controls 4. It r4 4x;401 111 Vy i CHILLER COMPRESSOR A2 REPLACEMENT Quote Prepared by Michael Hernandez Johnson Op 09/01/2022 Controls • PROPOSAL.. Acco i ato Bill To: CITY OF ASHLAND. 20 EAST MAIN STREET ASHLAND OR USA 97520 Quote Reference Number:, 1-1JESIOKM Project Name: CHILLER COMPRESSOR A2 REPLACEMENT Site: CITY OF ASHLAND COMMUNITY DEVELOPEMENT 51 WINBURN WAY ASHLAND OR 97520-2735 Branch info: JOHNSON CONTROLS PORTLAND MEDFORD OR CB-ON58 Attn: DAVID ARNOLDUSA reus m:e l fglrm tloln Name: DAVID ARNOLD This proposal is hereby accepted and Johnson Controls is authorized to proceed with the work,subject to credit approval By Johnson Controls, Inc. Milwaukee,WI. We propose to furnish the materials and/or perform the work below for the net price of: $12,285.98 This proposal is valid through: 10/01/2022 CITY OF ASHLAND Johnson Controls Inc. Signature: Signature: Name: Name: 1' Title: Title: Date: Date: PO: l 01Johnson i CONFIDENTIAL: For customer review. ©2022 Johnson Controls Controls Page 1 of 5 • ,y `o-'a� ..c ��`.. -. _... - --'.., _ __ .m _, v �`°.'�"-�,.�. _ ._ �.av�- .,,.:.mss-�..w.`' - t• "'�`s,,_�-�. Benefits/Scope of Work: REPLACE COMPRESSOR A2 Exclusions: 1.Labor or material not specifically described above is excluded from this proposal. 2.Unless otherwise stated, any and all overtime labor is excluded from this proposal. 3.Applicable taxes or special freight charges are excluded from this proposal • Johnson J)k CONFIDENTIAL:For customer review. ©2022 Johnson Controls Controls Page 2 of 5 (IMPORTANT):This proposal incorporates by reference the terms and conditions which are attached to this document.All work is to be performed Monday through Friday during normal Johnson Controls,Inc.(JCI)business hours unless otherwise noted.This proposal,or any accepted alternates,are hereby accepted by Customer,and JCI is authorized to proceed with the work;subject,however,to credit approval by JCI,Milwaukee,Wisconsin. TERMS AND CONDITIONS By accepting this proposal,Customer agrees to be bound by the following terms and conditions: 1.SCOPE OF WORK. This proposal is based upon the use of straight time labor only. Plastering, patching, and painting are excluded. Disinfecting of chiller condenser and cooling tower water systems and components for biohazards, such as but not limited to Legionella, are excluded unless otherwise specifically stated in this agreement.In-line duct and piping devices,including,but not limited to valves,dampers,humidifiers,wells,taps,flow meters,orifices,etc.,if required hereunder to be furnished by JCI,shall be distributed and installed by others under JCI's supervision but at no additional cost to JCI.Customer agrees to provide JCI with required field utilities(electricity,toilets,drinking water,project hoist,elevator service,etc.)without charge.JCI agrees to keep the job site clean of debris arising out of its own operations. Customer shall not back charge JCI for any costs or expenses without JCI's written consent. Unless specifically noted in the statement of the scope of work or services undertaken by JCI under this agreement,JCI's obligations under this agreement expressly exclude any language or provision of the agreement elsewhere contained which may authorize or empower the Customer to change, modify,or alter the scope of work or services to be performed by JCI and shall not operate to compel JCI to perform any work relating to Hazards or Biohazards,such as but not limited to Legionella,without JCI's express written consent. 2. INVOICE AND PAYMENTS. JCI may invoice Customer monthly for all materials delivered to the job site or to an off-site storage facility and for all work performed on-site and off-site.Customer shall pay JCI at the time Customer signs this agreement an advance payment equal to[10%]of the contract price,which advance payment shall be credited against the final payment(but not any progress payment)due hereunder.Unless otherwise agreed to by the parties,payment is due to JCI upon Customer's receipt of JCI's invoice. Such payment is a condition precedent to JCI's obligation to perform any work under this agreement. Invoices shall be paid by Customer via electronic delivery via EFT/ACH.Invoicing disputes must be identified by Customer in writing within 21 days of the date of the invoice.Payment of any disputed amounts are due and payable upon resolution of such dispute.Customer acknowledges and agrees that timely payments of the full amounts listed on invoices is an essential term of this Agreement and Customer's failure to make payment in full when due is a material breach of this Agreement.Customer further acknowledges that if there is any amount outstanding on an invoice;it is material to JCI and will give JCI,without prejudice to any other right or remedy,the right to,without notice:(I)suspend,discontinue or terminate performing any services and/or withhold further deliveries of equipment and other materials,terminate or suspend any unpaid software licenses,and/or suspend JCI's obligations under or terminate this Agreement;and(ii)charge Customer interest on the amounts unpaid at a rate equal to the lesser of one and one half(1.5)percent per month°or the maximum rate permitted under applicable law,until payment is made in full. JCI's election to continue providing future services does not,in any way diminish JCI's right to terminate or suspend services or exercise any or all rights or remedies under this Agreement.JCI shall not be liable for any damages,claims,expenses,or liabilities arising from or relating to suspension of services for non-payment. In the event that there are exigent circumstances requiring services or the JCI otherwise performs services at the premises following suspension,those services shall be governed by the terms of this Agreement unless a separate contract is executed.If Customer disputes any late payment notice or JCI's efforts to collect payment.Customer shall immediately notify JCI in writing and explain the basis of the dispute.Customer will pay all of JCI's reasonable collection costs (including legal fees and expenses). In the event of Customer's default,the balance of any outstanding amounts will be immediately due and payable.Lien waivers will be furnished upon request,as the work progresses,to the extent payments are received. 3.MATERIALS.If the materials or equipment included in this proposal become temporarily or permanently unavailable for reasons beyond the control and without the fault of JCI,then in the case of such temporary unavailability,the time for performance of the work shall be extended to the extent thereof,and in the case of permanent unavailability,JCI shall(a)be excused from furnishing said materials or equipment,and(b)be reimbursed for the difference between the cost of the • materials or equipment permanently unavailable and the cost of a reasonably available substitute therefore. 4. EQUIPMENT WARRANTY.JCI warrants that equipment manufactured or labeled by JCI shall be free from defects in material and workmanship arising from normal usage for a period of one year.No warranty is provided for third-party products and equipment installed or furnished by JCI.Such products and equipment are provided with the third party manufacturer's warranty to the extent available,and JCI will transfer the benefits,together with all limitations,of that manufacturer' s warranty to Customer.All transportation charges incurred in connection with the warranty for equipment and/or materials not installed by JCI shall be bore by Customer. These warranties shall not extend to any equipment that has been abused, altered, misused or repaired by Customer or third parties without the supervision of and prior written approval of JCI,or if JCI serial numbers or warranty date decals have been removed or altered.Customer must promptly report any failure of the equipment to JCI in writing. 5. LIMITED WARRANTY.JCI warrants its workmanship or that of its agents(Technicians)in relation to installation of equipment for a period of ninety(90)days from date of installation.Customer shall bear all labor costs associated with replacement of failed equipment still under JCI's equipment warranty or the original manufacturer's warranty,but outside the terms of this express labor warranty.All warranty labor shall be executed on normal business days during JCI normal business hours.These warranties do not extend to any equipment which has been repaired by others,abused,altered,or misused in any way,or which has not • been properly and reasonably maintained.THESE WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES,EXPRESSED OR IMPLIED,INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY AND FITNESS FOR A SPECIFIC PURPOSE.UNDER NO CIRCUMSTANCES SHALL JCI BE LIABLE FOR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATING TO ANY DEFECT IN MATERIAL OR WORKMANSHIP OF EQUIPMENT OR THE PERFORMANCE OF SERVICES.JCI makes no and specifically disclaims all representations or warranties that the services, products,. software or third party product or software will be secure from cyber threats,hacking or other similar malicious activity,or will detect the presence of,or eliminate, treat,or mitigate the spread,transmission,or outbreak of any pathogen,disease,virus or other contagion,including but not limited to COVID 19. 6.LIABILITY.To the maximum extent permitted by law,in no event shall JCI and its affiliates and their respective personnel,suppliers and vendors("JCI Parties") be liable to you or any third party under any cause of action or theory of liability even if advised of the possibility of such damages,for any:(a)special,incidental, consequential, punitive, or indirect damages; (b) lost profits, revenues, data, customer opportunities, business, anticipated savings, or goodwill; (c) business interruption;or(d)data loss or other losses arising from viruses,ransomware,cyber-attacks or failures or interruptions to network systems. In any case,the entire aggregate liability of the JCI Parties under this proposal for all damages, losses, and causes of action (whether in contract, tort (including negligence), or otherwise)shall be limited to the amounts payable to JCI hereunder. 7. COVID-19 Vaccination. JCI expressly disclaims any requirement, understanding or agreement, express or implied, included directly or incorporated by reference, in any Customer purchase order, solicitation, notice or otherwise, that any,of JCI's personnel be vaccinated against Covid-19 under any federal, state/provincial or local law, regulation or order applicableto government contracts or subcontracts, including, without limitation, Presidential Executive Order Johnson CONFIDENTIAL:For customer review. ©2022 Johnson Controls Controls Page 3 of.5 14042("Ensuring Adequate COVID Safety Protocols for Federal Contractors")and Federal Acquisition Regulation(FAR)52.223-99("Ensuring Adequate COVID Safety Protocols for Federal Contractors"). Any such requirement shall only apply to JCI's personnel if and only to the extent contained in a written agreement physically signed by an authorized officer of JCI. 8.TAXES.The price of this proposal does not include duties,sales,use,excise,or other taxes,unless required by federal,state,or local law.Customer shall pay, in addition to the stated price,all taxes not legally required to be paid by JCI or,alternatively,shall provide JCI with acceptable tax exemption certificates.JCI shall provide Customer with any tax payment certificate upon request and after completion and acceptance of the work. 9.DELAYS.JCI shall not be liable for any delay in the performance of the work resulting from or attributed to acts of circumstance beyond JCI's control,including but not limited to; acts of God, fire, riots, labor disputes,conditions of the premises, acts or omissions of the Customer, Owner, or other Contractors or delays caused by suppliers or subcontractors of JCI,etc. • 10. COMPLIANCE WITH LAWS.JCI shall comply with all applicable federal,state,and local laws and regulations,and shall obtain all temporary licenses and permits required for the prosecution of the work.Licenses and permits a permanent nature shall be procured and paid for by the Customer. 11.PRICING.JCI may increase prices upon notice to the Customer to reflect increases in material and labor costs.Prices for products covered by this Agreement may be adjusted by JCI,upon notice to Customer at any time prior to shipment and regardless of Customer's acceptance of JCI's proposal or quotation,to reflect any increase in JCI's cost of raw materials(e.g.,steel,aluminum)Inability to secure Products,changes or increases in law,labor,taxes,duties,tariffs or quotas, acts of government,any similar charges,or to cover any extra,unforeseen and unusual cost elements. 12. DISPUTES.All disputes involving more than$15,000.00 shall be resolved by arbitration in accordance with the rules of the American Arbitration Association. The prevailing party shall recover all legal costs and attorneys'fees incurred as a result.Nothing here shall limit any rights under construction lien laws. 13.INSURANCE.Insurance coverage in excess of JCI's standard limits will be furnished when requested and required.No credit will be given or premium paid by JCI for insurance afforded by others. 14. INDEMNITY.The Parties hereto agree to indemnify each other from any and all liabilities, claims, expenses, losses or damages, including attorney's fees which may arise In connection with the execution of the work herein specified and which are caused,by the negligent act or omission of the indemnifying Party. 15. CUSTOMER RESPONSIBILITIES. Customer is solely responsible for the establishment, operation, maintenance, access, security and other aspects of its computer network("Network")and shall supply Johnson Controls secure Network access for providing its services. Products networked,connected to the Internet, or otherwise connected to computers or other devices must be appropriately protected by Customer and/or end user against unauthorized access.Customer is responsible to take appropriate measures,including performing back-ups,to protect information,including without limit data,software,or files(collectively"Data") prior to receiving the service or products. 16. FORCE MAJEURE.JCI shall not be liable,nor in breach or default of its obligations under this proposal,for delays,Interruption,failure to render services,or any other failure by JCI to perform an obligation under this proposal,where such delay,interruption or failure is caused,in whole or in part,directly or Indirectly,by a Force Majeure Event. A"Force Majeure Event"is a condition or event that is beyond the reasonable control of JCI,whether foreseeable or unforeseeable, Including,without limitation,acts of God, severe weather(including but not limited to hurricanes, tornados, severe snowstorms or severe rainstorms),wildfires, floods,earthquakes,seismic disturbances,or other natural disasters,acts or omissions of any governmental authority(including change of any applicable law or regulation), epidemics, pandemics,disease,viruses, quarantines, or other public health risks and/or responses thereto, condemnation,strikes, lock-outs, labor disputes,an increase of 5%or more in tariffs or other excise taxes for materials to be used on the project,fires,explosions or other casualties,thefts,vandalism, civil disturbances, Insurrection, mob violence, riots, war or other armed conflict (or the serious threat of same), acts of terrorism, electrical power outages, interruptions or degradations in telecommunications, computer, network, or electronic communications systems, data breach, cyber-attacks, ransomware, unavailability or shortage of parts,materials,supplies,or transportation,or any other cause or casualty beyond the reasonable control of JCI.If JCI's performance of the work is delayed, impacted,or prevented by a Force Majeure Event or its continued effects,JCI shall be excused from performance under this proposal. Without limiting the generality of the foregoing,If JCI Is delayed in achieving one or more of the scheduled milestones set forth in this proposal due to a Force Majeure Event,JCI will be entitled to extend the relevant completion date by the amount of time that JCI was delayed as a result of the Force Majeure Event,plus such additional time as may be reasonably necessary to overcome the effect of the delay. To the extent that the Force Majeure Event directly or indirectly increases JCI's cost to perform the services,Customer is obligated to reimburse JCI for such increased costs,including,without limitation,costs incurred by JCI for additional labor,inventory storage,expedited shipping fees, trailer and equipment rental fees,subcontractor fees or other costs and expenses Incurred by JCI in connection with the Force Majeure Event. 17.SAFETY,HEALTH AND HAZARDOUS MATERIALS.The Parties hereto agree to notify each other immediately upon becoming aware of an inspection under, or any alleged violation of the, Occupational Safety and Health Act relating in any way to the project or project site.ACM/Hazardous Materials: Customer shall supply Johnson Controls with any information in its possession relating to the presence of asbestos-containing materials("ACM")or hazardous materials at any of its facilities where JCI's undertakes any Work or Services that may result in the disturbance of ACM or hazardous materials. JCI shall not be responsible for abatement and/or removal and disposal of hazardous materials or ACM. If either Customer or JCI becomes aware of or suspects the presence of ACM or hazardous materials that may be disturbed by JCI's Work or Services, JCI shall immediately stop all work until such ACM or hazardous or unsafe condition is rectified by Owner and Owner so notifies JCI in writing that work can safely be resumed,based on test conducted by a licensed testing organization.Timetables for delivery of JCI's products or services and the contract price shall be adjusted appropriately for any associated delay. 18.ONE-YEAR CLAIMS LIMITATION.No claim or cause of action,whether known or unknown,shall be brought against JCI more than one year after the claim first arose. Except as provided for herein,JCI's claims must also be brought within one year. Claims for unpaid contract amounts are not subject to the one-year limitation. 19. DIGITAL ENABLED SERVICES. If JCI provides Digital Enabled Services under this Agreement,these Digital Enabled Services require the installation and deployment of site assessment tools and the collection, transfer and ingestion of building, equipment,system time series, and other data to JCI's cloud-hosted software applications.DIGITAL ENABLED SERVICES mean services provided hereunder that employ JCI software and cloud-hosted software offerings and tools to improve and enable such services. Digital Enabled Service may include,but are not limited to, (a)remote Inspection, (b)advanced equipment fault detection and diagnostics,and(c)data dashboarding and health reporting.Customer owns all the right,title and interest In and to the Customer data.Customer consents to the Installation and deployment of site assessment tools and the collection, transfer and ingestion and use of such data by JCI to enable JCI to provide, maintain, protect and improve the Digital Enabled Services and JCL's products and services. Customer acknowledges that, while Digital Enabled Services generally improve equipment performance and services, Digital Enabled Services do not prevent all potential malfunction, Insure against all loss,or guarantee a certain level of performance and that JCI shall not be responsible for any injury, loss,or damage caused by any act or omission of JCI related to or arising from the monitoring of the equipment under Digital Enabled Services. Certain equipment sold hereunder includes by default JCI's Connected Equipment Services. Digital Enabled Services may be on by default and the remote connection will continue to connect to Customer's Equipment through the full equipment lifecycle,unless Customer specifically requests in writing that JCI disable the remote connection or Johnson '/J CONFIDENTIAL: For customer review. ©2022 Johnson Controls Controls Page 4 of 5 JCI discontinues or removes such remote connection. If Customer's equipment includes Digital Enabled Services,JCI will provide a cellular modem or other • gateway device ("Gateway Device") owned by JCI or Customer will supply a network connection suitable to establish a remote connection with Customer's applicable equipment to permit JCI to perform Digital Enabled Services.For certain subscriptions,Customer will be able to access equipment information from a mobile or smart device using Digital Enabled Service's mobile or web application.Any Gateway Devices provided hereunder shall remain JCI's property,and JCI may upon reasonable notice access and remove such Gateway Device and discontinue services In accordance with the Software Terms. If Customer does not permit JCI to connect via a connection validated by JCI for the equipment or the connection is disconnected by Customer, and a service representative must therefore be dispatched to the Customer site,then the Customer shall pay JCI at JCI's then-current standard applicable contract regular time and/or overtime rate for services performed by the service representative. 20.JCI DiGTAL SOLUTIONS. Use,implementation,and deployment of the software and cloud-hosted software products("Software")offered under these terms shall be subject to,and governed by,JCI's standard terms for such Software and Software related professional services in effect from time to time at https://www. johnsoncontrols.com/techterms(collectively,the"Software Terms").Applicable Software Terms are incorporated herein by this reference.Other than the right to use the Software as set forth in the Software Terms,JCI and its licensors reserve all right,title,and interest(including all intellectual property rights)in and to the Software and improvements to the Software.The Software that is licensed hereunder is licensed subject to the Software Terms and not sold.If there is a conflict between the other terms herein and the Software Terms,the Software Terms shall take precedence and govern with respect to rights and responsibilities relating to the Software,its implementation and deployment and any improvements thereto. Notwithstanding any other provisions of this Agreement,unless otherwise set forth in the applicable order,quote, proposal or purchase documentation, the following terms apply to Software that is provided to Customer on a subscription basis(i.e.,a time limited license or use right),(each a"Software Subscription"): Each Software Subscription provided hereunder will commence on the date the initial credentials for the Software are made available(the"Subscription Start Date")and will continue in effect until the expiration of the subscription term noted in the applicable order,quote,proposal or purchase documentation.At the expiration of the Software Subscription,such Software Subscription will automatically renew for consecutive one(1)year terms(each a"Renewal Subscription Term"),unless either party provides the other party with a notice of non-renewal at least ninety(90)days prior to the expiration of the then-current term. To the extent permitted by applicable law,Software Subscriptions purchases are non-cancelable and the sums paid nonrefundable. Fees for Software Subscriptions shall be paid annually in advance,invoiced on the Subscription Start Date and each subsequent anniversary thereof. Customer shall pay all invoiced amounts within thirty calendar days after the date of invoice. Payments not made within such time period shall be subject to late charges as set forth in the Software Terms. Unless otherwise agreed by the parties In writing,the subscription fee for each Renewal Subscription Term will be priced at Johnson Controls'then- applicable list.price for that Software offering. Any use of Software that exceeds the scope,metrics or volume set forth in this Agreement and applicable SOW will be subject to additional fees based on the date such excess use began. 21.Privacy. Company as Processor.Where JCI factually acts as Processor of Personal Data on behalf of Customer(as such terms are defined in the DPA)the terms at www.johnsoncontrols.com/dpa("DPA")shall apply. Company as Controller.JCI will collect,process and transfer certain personal data of Customer and its personnel related to the business relationship between it and Customer (for example names, email addresses, telephone numbers) as controller and in accordance with JCI's Privacy Notice at https://www.johnsoncontrols.com/privacy.Customer acknowledges JCI's Privacy Notice and strictly to the extent consent is mandatorily required under applicable law,Customer consents to such collection,processing and transfer.To the extent consent to such collection,processing and transfer by JCI is mandatorily required from Customer's personnel under applicable law,Customer warrants and represents that it has obtained such consent. 22. ENTIRE AGREEMENT.This proposal,upon acceptance,shall constitute the entire agreement between the parties and supersedes any prior representations or understandings. Customer acknowledges and agrees that any purchase order issued by Customer in connection with this Agreement is intended only to establish payment authority for Customer's internal accounting purposes and shall not be considered to be a counteroffer, amendment, modification, or other revision to the terms of this Agreement. No term or condition included or referenced in Customer's purchase order will have any force or effect and these terms and conditions shall control. Customer's acceptance of any Services shall constitute an acceptance of these terms and conditions. Any proposal for additional or different terms,whether in Customer's purchase order or any other document,unless expressly accepted in writing by JCI,is hereby objected to and rejected. . 23.CHANGES.No change or modification of any of the terms and conditions stated herein shall be binding upon JCI unless accepted by JCI in writing. CUSTOMER ACCEPTANCE hrapt)idsAsreerent,Ousbners9eestothe tens ardo drnrsmnwnedKiatmddrg(nosemeefawingpage(s)dAlisAgrtxrrenterdatyatedtrrenlsC Ws dished tarts brat mitt Mama tares and col ccs.I is undecdad Pod these tans endcolaens slstpraaToe atyt.e Sim in tens aid cardians on erg condom vderar ether dioeai t that CJeoner rreytssue.AnycMgs requested byCus'orceratter theeso2ian of tis Ageemlt shd bepdd brbythe Qehiesrand mdr drones skit beauAroized n vifng.ATiENTION 6 MIMED TOTNELM-ATU OF LIABILITY,WARRANTY,MEh1NNYAND OTItER CONDITIONS GOWNED IN TNISAGREEbENT. Pidngisbased uponthe fdovtrgnig and paged terms:Ion=vnbedr vaerral,payt><ntdueuponfeat¢,andinvicesaelobepddwACHbenktrarstr. JdusotCmtrdsACNEFTdatktrarsfer deals vltbetort oartingsoul aie adudaveened. This oferdid I be vat If netaccepted hwdthgwihh dirty(30)days(=the dabfirstsetforth above To ensue that XI Is carpllantwlh you-carparas tithg regisnsrts,pease protide thefdbwing idornetiort r PO isrequired tobailee tllirg: DNO:This Aped cortractsatisfies requlreoert EYES:Pease rderenre tis PO Number: AR Imdas are accepted via emelt n YES:Emai address to be used n NO:PleaesWrrdtirrrdas la rtnil n Nth Meese subritvb Johnson k CONFIDENTIAL: For customer review. ©2022 Johnson Controls Controls Page 5 of 5 A�, ® DATE(MMIDD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 06/27/2021 [ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE•OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL.INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Chad Mannella Marsh USA Inc. NAME: 540 West Madison Street A/c No,Ext): (866)966-4664 FAX No): Suite 1200 E-MAIL JCL.certrequest@marsh.com Chicago,IL 60661 Atin:JCI.Certrequest@marsh.com INSURERS)AFFORDING COVERAGE NAIC# CN101230596-5-21-22' INSURER A:Old Republic Insurance Company 24147 INSURED INSURER B: Johnson Controls US Holdings,LLC Johnson Controls,Inc. INSURER C: Tyco International Holding S.a.r.l, INSURER D: SimplexGrinnell LP(see attached Acord 101) 5757 North Green Bay Avenue INSURER E: Milwaukee,WI 53209 INSURER F: COVERAGES CERTIFICATE NUMBER: CHI-009794565-03 REVISION NUMBER: 3 • THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUER POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MMIDDIYYYY) (MMIDD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X MWZY313947-21 10/01/2021 10/01/2022 EACH OCCURRENCE $ 5,000,000 DAMAGE TORENTED 5,000,000 CLAIMS-MADE X OCCUR ( PREMISES(Ea occurrence) $ 50,000 MED EXP(Any one person) $ X Contractual Liability X XCU Included PERSONAL&ADV INJURY $ 5,000,000 GENt AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 20,000,000 X POLICY NT PRO- LOC PRODUCTS-COMP/OP AGG $ INC IN GEN AGG OTHE { IL A AUTOMOBILE LIABILITY X MWTB 313946-21(Excludes New Hamp) 10/01/2021 10/01/2022 COMBINED SINGLE LIMIT $ 2,500,000 (Ea accident A X ANY AUTO MWTB 313949-21(Primary NH$250k) 10/01/2021 10/01/2022 BODILY INJURY(Per person) $ A OWNED SCHEDULED MWZX 313950(Excess NH$2.25mm) 10/01/2021 10/01/2022 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED Excess NH Auto is Follow Form PROPERTY DAMAGE • $ AUTOS ONLY AUTOS ONLY (Per accident) to Primary NH Auto $ UMBRELLA LIAB _ OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DEO RETENTIONS $ A WORKERS COMPENSATION MWC 313943-21(AOS-see page 2) 10101/2021 10/01/2022 X oTH- AND EMPLOYERS'LIABILITY A Y/N MWXS 313944-21(OH&WA) STATUTEER 1,000,000 AN PROPRIETOR/PARTNERIEXECUTIVE ) 10/01/2021 10/01/2022 E.L.EACH ACCIDENT $ OFFICERIMEMBER EXCLUDED? N N/A 1,000;000 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICYLIMIT $ , DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) City of Ashland is included as additional insured per the attached. See attached Acord 101 for additional information including.Additional Insured,Primary/Non-contributory,Waiver of Subrogation and Notice of Cancellation provisions. If an'X°is Indicated in either the"ADDL INSD"or'SUBR MD"boxes above,the indicated provision applies,BUT ONLY to the extent required by written contract and only as outlined in this Certificate of Insurance. CERTIFICATE HOLDER CANCELLATION City of Ashland SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20 East Main Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN h Ashland,OR 97520 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I i,4VZ4dc 21.E Voce, ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD •3 AGENCY CUSTOMER ID: CN101230596 LOC#: Milwaukee AOS U® ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED Marsh USA Inc. Johnson Controls US Holdings,LLC Johnson Controls,Inc. POLICY NUMBER Tyco International Holding Sari. SimpiexGrinnell LP(see attached Acord 101) 5757 North Green Bay Avenue CARRIER NAIC CODE Milwaukee,WI 53209 EFFECTIVE DATE: • ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance WORKERS COMPENSATION: Workers Compensation'AOS'Policy Includes coverage for employees from the following States WHILE WORKING IN ANY STATE:AK,AL,AR,AZ,CA,CO,CT,DC,DE,FL,GA,HI,IA,ID,IL,IN,KS,KY,IA, MA,MD,ME,MI,MN,MO,MS,MT,NC,NE,NH,NJ,NM,NV,NY,OK,OR,PA,RI,SC,SD,TN,TX,UT,VA,VT,WI,&WV. PRIMARY COVERAGE: The General Liability and Automobile Uability policies are primary and not excess of or contributing with other insurance orself-Insurance,where required by written lease or written contract.For General Liability, this applies to both ongoing and completed operations. WAIVER OF SUBROGATION: The General Liability,Automobile Uability,Workers'Compensation and Employers Uability policies Include a Waiver of Subrogation in favor of the certholder and any other person or organization,BUT ONLY to the extent required by written contract. ADDITIONAL INSURED-AUTOMOBILE LIABILITY: The Automobile Liability policy,if required by written contract,includes coverage for Additional Insureds as required by such written contract. ADDITIONAL INSURED-GENERAL LIABILITY: For General Liability,If required by written contract,the following are Included as additional insureds,as required pursuant to a written contract with a named insured,per attached Policy Endorsements A2 and A2A:THE CERTIFICATE HOLDER LISTED ON THIS CERTIFICATE OF LIABILITY INSURANCE,AND EACH OTHER PERSON OR ORGANIZATION REQUIRED TO BE INCLUDED AS AN ADDITIONAL INSURED PURSUANT TO A WRITTEN CONTRACT WITH THE NAMED INSURED. ONGOING OPERATIONS AND COMPLETED OPERATIONS INSURANCE The General Uability Insurance includes Insurance for ongoing operations and completed operations. • LIMIT OF UABILITY: The Liability Limit that applies is the amount indicated on the face of this Certificate of Liability Insurance,or-the minimum Liability limit that is required by the written contract,whichever is less. If there Is no contract then the Liability Limit is limited to$1,000,000. NOTICE OF CANCELLATION TO CERTIFICATE HOLDERS: Should any of the above described policies be cancelled,other than for non-payment,before the expiration date thereof,30 days advice of cancellation will be delivered to certificate holders in accordance with the policy endorsements. NAMED INSURED: Air Distribution Technologies IP,LLC;Air System Components,Inc.;ArkLaTek Mechanical Services;Carter Brothers,LLC;CEM Access Systems,Inc.;Central CPVC Corporation;Central Sprinkler LLC; Chemguard,Inc.;Connect 24 Wireless Communications Inc.;Digital Security Controls,Inc.;Eastern Sheet Metal,Inc.;Elpas,Inc.;Exacq Technologies,Inc.;FBN Transportation,Inc.;Federal Energy Infrastructure Solutions,LLC;Grinnell Fire Protection Solutions LLC;Grinnell LLC;Haz-Tank Fabricators,Inc.;IMECO LLC;Integrated Systems and.Power,Inc.;Johnson Controls(Suisse)SA;Johnson Controls Air Conditioning and Refrigeration,Inc.;Johnson Controls Building Automation Systems,LLC;Johnson Controls Digital Solutions LLC;Johnson Controls Engineering,LLC;Johnson Controls Federal Systems, Inc.;Johnson Controls Fire Protection LP;Johnson Controls Foundation,Inc.;Johnson Controls Government Systems,LLC;Johnson Controls,Inc.;Johnson Controls Navy Systems,LLC;Johnson Controls PI Project Site Operations LW;Johnson Controls Security Solutions LW;Johnson Controls-Hitachi Air Conditioning North America LLC;Johnson Controls US Holdings,LLC;Koch Filler Corporation;Master Protection LP dba FireMaster;Qoisys,Inc.;Retail Expert,Inc.;Richmond Alarm Company LLC;Ruskin Company;Ruskin Rooftop Systems,Inc.;Ruskin Service Company;Seneico Iberia,Inc.;SensormaUc Asia/Pacific,Inc.;SensormaUc Electronics(Puerto Rico)LLC;Sensonnatic Electronics,LLC;ShopperTrak International Investment LLC;ShopperTrak RCT Corporation;Shurjoint America,Inc.;Silent-Aire USA Inc.;SimplexGrinnell LP;Tyco Fire&Security LLC;Tyco Fire Products LP;Tyco Integrated Security LLC;Tyco International Holding S.a.r.I.;Tyco International Management Company,LLC;Visonic Inc.;WillFlre HC,LLC;York International(SA),Inc.;York International Corporation • ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD r J , IL 10 (12106) OLD REPUBLIC INSURANCE COMPANY ADDITIONAL INSURED-OWNERS, LESSEES OR CONTRACTORS -SCHEDULED PERSON OR ORGANIZATION -ENDORSEMENT A2 Named Insured Endorsement Number Johnson Controls US Holdings LLC Policy Prefix Policy Number Policy Period Effective Date of Endorsement MWZY 31394721 10/01121 - .10101/22 10/01/21 Issued By THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured PersonsOr Organization(s): If required by contract,the person or organization listed on the certificate of insurance as additional insured,and each other person or organization required to be included as an additional Insured pursuant to a contract with a named Insured. Location(s)Of Covered Operations: As required by contract Information required to complete this Schedule,if not shown above,will be shown in the Declarations. A. Section II-Who Is An Insured Is amended to include as an additional insured the person(s)or organization(s) shown in the Schedule, but only with respect to liability for"bodily injury", "property damage" or"personal and advertising injury"caused solely by: 1. Your acts or omissions;or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations forte additional.insureds)atc thelocation(s)designated,above. B. With respect to the insurance afforded to these additional insureds,the following additional exclusions apply: This insurance does not apply to"bodily injury"or"property damage"occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs)to be performed by or on behalf of the additional Insured(s) at the location of the covered operations has been completed;or 2. That portion of"your work'out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project GL 289 001 1012 MWZY 313947 21 Johnson Controls US Holdings LLC 10/01/21=10101122 • IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY ADDITIONAL INSURED-OWNERS, LESSEES OR CONTRACTORS-COMPLETED OPERATIONS-ENDORSEMENT A2A Named Insured Endorsement Number Johnson Controls US Holdings LLC Policy Prefix Policy Number Policy Period Effective Date of Endorsement WAIT 313947 21 1010121 - 10101/22 10101)21 Issued By THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: • • COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE • Name Of Additional insured Persons)Or Organization(s): If required by contract,the person or organization listed on the certificate or Insurance as additional Insured,and each other person or organization required to be included as an additional insured pursuant to a contract with a named insured. Location And Description Of Completed Operations: As required by contract. Information required to complete this Schedule, if not shown above,will be shown in the Declarations, Section II - Who its An Insured is amended to include as an additional insured, the person(s) or organizations) shown in the Schedule, but only with respect to liability for "bodily Injury" or "property damage" caused solely by"your work'at the location designated and described In the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". GL 289 0021012 MWZY 31384721 Johnson Controls US Holdings LLC 10/0121-10101/22