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HomeMy WebLinkAboutR2023-157 2023-07-10DocuSign Envelope ID: 9B5F4B06-9C2E-436D-BE54-AAB93054328C RESOLUTION NO. R2023-157 A Resolution of the City Council of the City of Pearland, Texas, awarding a labor and material contract for HVAC Replacement Services (Fire Administration) to TD Industries, in the estimated amount of $190,895.00. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That contract pricing has been obtained through Cooperative Purchasing Partner— OMNIA Partners for HVAC Replacement Services. Section 2. That the City Council hereby awards a contract to TD Industries, in the estimated amount of $190,895.00. Section 3. The City Manager or his designee is hereby authorized to execute a contract for HVAC Replacement Services. Reconstruction Project. PASSED, APPROVED and ADOPTED this the 10th day of July, A.D., 2023. DocuSigned by: cat J. KEVIN COLE MAYOR ATTEST: ,-DocuSigned by: FrouAA,s alAita.V' �gEC22531 FFF4-1�... FRANCES AGUILAR, TRMC, MMC CITY SECRETARY APPROVED AS TO FORM: ,-DocuSigned by: E1 G & &B --F4B6 DARRIN M. COKER 2„4„_ CITY ATTORNEY �YY IIYY-INi.ININ =.c.� ry - • DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E City of Pearland 3519 Liberty Drive Pearland, TX 77581 SERVICE CONTRACT NO.# C0623-14 Labor and Materials for Installation of HVAC System at Fire Administration THIS CONTRACT ("Contract") is entered into by and between the City of Pearland, a Texas home - rule municipal corporation ("City") and TDIndustries, Inc. ("Contractor"), and consisting of the following parts: I. Summary of Contract Terms II. Signatures III. Standard Contractual Provisions IV. Special Terms and Conditions V. Additional Contract Attachments I. Summary of Contract Terms. Contractor: TDIndustries, Inc. 9525 Derrington Road Houston, Texas 77064 Contractor will provide City of Pearland labor and materials for installation of HVAC system at Fire Administration, in accordance with specifications of Bid/quote/coop contract # OMNIA R200403. $190,895.00 July 11, 2023 July 10, 2024 0 R2023-XX, OMNIA contract #R200403 Description of Services: Contract Amount: Effective Date: End Date: Renewals: Resolution No/Bid No: II. Signatures 7EY.CIF,eliigARLAND CONTRACTOR aV'a '"&'rLui 7/11/2023 I 2:20 PM CDT Elcuoocucu034L,E... Purchasing Officer Date Title: Senior Vice President DocuSigned by: r r030D12 C74 423... 7/12/2023 I 8:23 And T 06/30/2023 *Signed by: Date Superintendent/Manager Director Deputy/Assistant City Manager City Manager *City Contract Signature Authority: Superintendent/Manager — up to $10,000 Director - $10,001 - $30,000 City Manager/Deputy/Assistant City Manager - $30,001 + City Council Resolution over $50,000 Service Contract Standard Form Page 1 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E III. Standard Contract Provisions WHEREAS, Contractor has bid to provide Services ("Services") in response to Request for Bid/Proposal or Quote No. OMNIA #R200403 ("Solicitation"), which Solicitation includes the required scope of work and all specifications and which Solicitation and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Contract as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Services in accordance with the attached Scope of Work, as detailed in Attachment A, the content of which is incorporated by reference into this Contract as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Contract is for one (1) year, with performance commencing upon the effective date or the date of issuance of the notice to proceed issued by the Contract Administrator or the Purchasing Division, or upon the performance date listed in the notice to proceed, whichever is later. The parties may mutually extend the Term of this Contract for up to 0 additional one-year periods ("Option Period(s)"), provided, the parties do so by written amendment prior to the expiration of the original term or the then -current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Contract is for an estimated amount of $190,895.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within thirty (30) days of acceptance, subject to receipt of an acceptable invoice. Contractor shall invoice no more frequently than once per month. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated, in its entirety, by reference into this Contract. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Invoices will be emailed to the following email address with a copy provided to the Contract Administrator: City of Pearland Attn: Accounts Payable Email: accountspayable(cpearlandtx.gov 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Contract, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Contract is as follows: Name: Francesca Beltran Department: Engineering & Public Works Phone: 281.652.1946 Email: fbeltran@pearlandtx.gov 5. Insurance; Bonds. (A) Before performance can begin under this Contract, the Contractor must deliver a Certificate of Insurance ("COI"), as proof of the required insurance coverages, to the City's Contract Administrator. Additionally, the COI must state that the City shall be provided no less than thirty (30) days' advance written notice of cancellation, material Service Contract Standard Form Page 2 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within ten (10) days of the City Manager or his designee's written request. Insurance requirements are as stated in Attachment C, the entirety of which is incorporated by reference into this Contract. (B) Contractor shall provide any required payment bond, performance bond, or both, prior to commencement of performance under this Contract. The terms, conditions, and amounts of the bonds and appropriate surety information shall be included in the RFB/RFP or as may be added to Attachment C, and such content, the entirety of which, shall be incorporated into this Contract. 6. Purchase Release Order. For multiple -release purchases of Services provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: the authorized City department or division shall send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order shall refer to this Contract, and Services shall not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re -worked immediately at no charge to the City. If immediate correction or re- working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, shall be paid by the Contractor within thirty (30) days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Contract are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Contract shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated therein. Attachment D, the entirety of which, is attached to this is incorporated into this Contract. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Contract including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non -Appropriation. The continuation of this Contract after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Contract as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Service Contract Standard Form Page 3 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E Contract. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor shall perform all work required by this Contract as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors unless the subcontractors were identified in the bid/quote/proposal or approved by the Contract Administrator. 13. Amendments. This Contract may be amended or modified only in writing and executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Contract waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Contract must be given by hand delivery, or certified mail, postage prepaid, and is deemed received on the day hand -delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Pearland Attn: Jameson Appel Title: Assistant Director of Capital Projects Address: 2016 Old Alvin Road, Pearland Texas 77581 Phone: 281.652-1757 IF TO CONTRACTOR: TDlndustries, Inc. Attn: Bob Boyd Title: Estimator II Address: 9525 Derrington Road, Houston TX 77064 Phone: 346.206.8168 17. Liability and Indemnity. ANY PROVISION OF ANY ATTACHED CONTRACT DOCUMENT THAT LIMITS THE CONTRACTOR'S LIABILITY TO THE CITY OR RELEASES THE CONTRACTOR FROM LIABILITY TO THE CITY FOR ACTUAL OR COMPENSATORY DAMAGES, LOSS, OR COSTS ARISING FROM THE PERFORMANCE OF THIS CONTRACT OR THAT PROVIDES FOR CONTRACTUAL INDEMNITY BY ONE PARTY TO THE OTHER PARTY TO THIS CONTRACT IS NOT APPLICABLE OR EFFECTIVE UNDER THIS CONTRACT. EXCEPT WHERE AN ADDITIONAL CONTRACT DOCUMENT PROVIDED BY THE CITY PROVIDES OTHERWISE, EACH PARTY TO THIS CONTRACT IS RESPONSIBLE FOR DEFENDING AGAINST AND LIABLE FOR PAYING ANY CLAIM, SUIT, OR JUDGMENT FOR DAMAGES, LOSS, OR COSTS ARISING FROM THAT PARTY'S NEGLIGENT ACTS OR OMISSIONS IN THE PERFORMANCE OF Service Contract Standard Form Page 4 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E THIS CONTRACT IN ACCORDANCE WITH APPLICABLE LAW. THIS PROVISION DOES NOT AFFECT THE RIGHT OF EITHER PARTY TO THIS CONTRACT WHO IS SUED BY A THIRD PARTY FOR ACTS OR OMISSIONS ARISING FROM THIS CONTRACT TO BRING IN THE OTHER PARTY TO THIS CONTRACT AS A THIRD - PARTY DEFENDANT AS ALLOWED BY LAW. 18. Dispute Resolution Procedures. The Contractor and City desire an expeditious means to resolve any disputes that may arise between them regarding this Contract. If either party disputes any matter relating to this Contract, the parties agree to try in good faith, before bringing any legal action, to settle the dispute by submitting the matter to mediation before a third party who will be selected by agreement of the parties. The parties will each pay one-half of the mediator's fees. 19. Attorney's Fees. Should either party to this Contract bring suit against the other party for breach of contract or for any other cause relating to this Contract, neither party will seek or be entitled to an award of attorney's fees or other costs relating to the suit. 20. Termination. (A) City Termination for Convenience. Under this paragraph, the City may terminate this Contract during its term at any time for the City's own convenience where the Contractor is not in default by giving written notice to Contractor. If the City terminates this Contract under this paragraph, the City will pay the Contractor for all services rendered in accordance with this Contract to the date of termination. (B) Termination for Default. Either party to this Contract may terminate this Contract as provided in this paragraph if the other party fails to comply with its terms. The party alleging the default shall provide the other party notice of the default in writing citing the terms of the Contract that have been breached and what action the defaulting party must take to cure the default. If the party in default fails to cure the default as specified in the notice, the party giving the notice of default may terminate this Contract by written notice to the other party, specifying the date of termination. Termination of this Contract pursuant this paragraph does not affect the right of either party to seek remedies for breach of the Contract as allowed by law, including any damages or costs suffered by either party. 21. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Contract. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. 22. Limitation of Liability. The City's maximum liability under this Contract is limited to the total amount of compensation listed in this Contract. In no event shall the City be liable for incidental, consequential or special damages. 23. Assignment. No assignment of this Contract by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Contract by the Contractor is of the essence of this Contract, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 24. Severability. Each provision of this Contract is considered to be severable and, if, for any reason, any provision or part of this Contract is determined to be invalid and contrary to Service Contract Standard Form Page 5 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E applicable law, such invalidity shall not impair the operation of nor affect those portions of this Contract that are valid, but this Contract shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 25. Order of Precedence. In the event of any conflicts or inconsistencies between this Contract, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Contract (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1); then, D. the Contractor's bid response (Exhibit 2). 26. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Contract if required by said statute for items approved by the City Council. 27. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Contract. The applicable law for any legal disputes arising out of this Contract is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Brazoria County, Texas. 28. H.B. 89. In accordance with Chapter 2270 of the Texas Government Code, the signatory executing this contract on behalf of company verifies that the company does not boycott Israel and will not boycott Israel during the term of this contract. This clause is subject to companies with ten or more full time employees and the contract value is $100,000 or more that is to be paid wholly or partially with public funds of the governmental entity. 29. Public Information Act Requirements. This paragraph applies only to Contracts that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, regarding certain entities requirement to provide contracting information to governmental bodies in connection with a public information request, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 30. Entire Agreement. This Contract constitutes the entire agreement between the parties concerning the subject matter of this Contract and supersedes all prior negotiations, arrangements, agreements, and understandings, either oral or written, between the parties. IV. Special Terms and Conditions. None V. Additional Contract Documents Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Service Contract Standard Form Page 6 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E Incorporated by Reference Only: Exhibit 1: RFB/RFP/Quote No. Cooperative OMNIA #R200403 Exhibit 2: Contractor's Bid/Proposal Response Service Contract Standard Form Page 7 of 7 Approved as to Legal Form 6.28.2021 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ATTACHMENT A - SCOPE OF WORK Scope of services provided shall consist of labor and materials for installation of HVAC system at Fire Administration, in accordance with specifications of Bid/quote/coop contract # OMNIA #R200403. DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ATTACHMENT B - BID/PRICING SCHEDULE TDlndustries, Inc. is very pleased to have the opportunity to provide pricing for the above referenced property. Please find listed below the scope of work that will be performed. Scope of Work: L Complete Pre -Task Safety Plan 2. Lock Out Tag Out electrical source 3. Disconnect electrical and drain line piping 4. Remove and dispose of existing (2) 30 -Ton RTU with assistance of a crane 5_ Install (2) new 30 -ton AAON OAHU with assistance of a crane 6_ Start up and commission 7. Clean up all job -related debris 8. All controls are excluded 9_ Work to be done on regular time. (M -F 7:00am-3:30pm) OMINIA #R200403 Notes: • This proposal does not include after-hours labor • Additional repairs will be quoted separately • Stated price is valid for 14 days from date issued • Expected lead time is 18-20 weeks Total Price for Labor and Materials (Excluding Sales Tax) --- --- 5190,895.00 • Net due upon receipt of invoke. Remit to P.O_ Box 300008, Dallas, Tx 75303-0005 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ATTACHMENT C — INSURANCE REQUIREMENTS City of Pearland 3519 LibertyDrive Pearland, TX 77581 Purchasing Department 281.652.1775 e b id s{a pea rla ndtx.g ov Contractor Insurance Requirements & Agreement Contractors performing work on City property or public right-of-way for the City of Pearland shall provide the City a certificate of insurance or a copy of their insurance policy(s) evidencing the coverages and coverage provisions identified herein. Contractors shall provide the City evidence that all subcontractors performing work on the project have the same types and amounts of coverages as required herein or that the subcontractors are included under the contractor's policy, All insurance companies and coverages must be authorized by the Texas Department of Insurance to transact business in the State of Texas and must be acceptable to the City of Pearland. Listed below are the types and amounts of insurances required. The City reserves the right to amend or require additional types and amounts of coverages or provisions depending on the nature of the work. TYPE OF INSURANCE AMOUNT OF INSURANCE PROVISIONS 1. Workers' Compensation Employers' Liability (WC) Statutory Limits $1,000,000 per occurrence For WC, CGL, and SAL, the City is to be provided a WAIVER OF SUBROGATION. CGL and BAL, City to be listed as additional insured and provided 30 - day notice of cancellation or material change in coverage. WC. CGL and SAL, City shall be provided 30 -day notice of cancellation or material change in coverage. CGL will include a non-contributory addendum. 2. Commercial General (Public) Liability (CGL) to include coverage for: a) Premises/Operations b) Products/Completed Operations c) Independent Contractors d) Personal Injury e) Contractual Liability Personal Injury - $1,000,000 per person; Property Damage - $1,000,000 per occurrence; General Aggregate - $2,000,000 3. Business Auto Liability (BAL) to include coverage for: a) Owned/Leased vehicles b) Non -owned vehicles c) Hired vehicles Combined Single Limit - $1,000,000 If the contract involves a professional service, the contractor will also be required to provide the City with professional liability insurance in an amount of at least $1,000,000. Certificate of Insurance forms may be emailed to: Purchasing Department at ebids[]a.pearlandtx,gov, Questions regarding required insurance should be directed to City of Pearland Purchasing Department, at ebids[a,pearlandtx_gov_ This form must be signed and returned with your bid/quotation. You are stating that you do have the required insurance and if selected to perform work for the City, will provide a certificate of insurance, and a copy of insurance policy with the above requirements to the City. A purchase order will not be issued without evidence of required insurance. Agreement I agree to provide the above described insurance coverages within 10 working days if selected to perform work for the City of Pearland. I also agree to provide the City evidence of insurance coverage an any and all subcontractors performing work on the project. Project/Bid 4 C0623-14 company: TDlndustries.Inc. Signature and PrintedName: James Venegas 6p- DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ATTACHMENT D - WARRANTY Services shall confirm to the proposed specifications and all warranties as stated in the Uniform Commercial Code and be free from all defects in material, workmanship, and title. DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E Texas Department of Licensing and Regulation P.O. Box 12157 Austin, TX 78711 1-800-803-9202 or 512-463-6599 www.license.state.tx.us Texas State Board of Plumbing P.O. Box 4200 Austin, TX 78765 • • • 0%, TDlndustries Company: City of Pearland Building Name: City of Pearland - Fire/EMS Administration Bldg Bill to Address: 3519 Liberty Dr, Pearland, TX 77581 Building Address: 2703 Veterans Drive Pearland, TX 77584 Contact: Ray Clark Job Name: (2) 30 -Ton AAON OAHU Phone: Date: 7/6/23 Email: rclark@pearlandtx.gov Quote No: TDlndustries, Inc. is very pleased to have the opportunity to provide pricing for the above referenced property. Please find listed below the scope of work that will be performed. Scope of Work: 1. Complete Pre -Task Safety Plan 2. Lock Out Tag Out electrical source 3. Disconnect electrical and drain line piping 4. Remove and dispose of existing (2) 30 -Ton RTU with assistance of a crane 5. Install (2) new 30 -ton AAON OAHU with assistance of a crane 6. Start up and commission 7. Clean up all job -related debris 8. All controls are excluded 9. Work to be done on regular time. (M -F 7:00am-3:30pm) OMINIA #R200403 Notes: • This proposal does not include after-hours labor Additional repairs will be quoted separately Stated price is valid for 30 days from date issued Expected lead time is 18-20 weeks Total Price for Labor and Materials (Excluding Sales Tax) $190,895.00 * Net due upon receipt of invoice. Remit to P.O. Box 300008, Dallas, TX 75303-0008 Thank you very much for the opportunity to provide pricing for the work listed above. Please contact me at the numbers listed below if you have any questions or need further information. Respectfully submitted, Bob Boyd Estimator II TDlndustries Bob.boyd@TDlndustries.com C: 346-206-8168 Accepted by Date Page 1 of 3 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E Clarifications el• • 45 TDlndustries • Following our core value to "Fiercely Protect", our employees are empowered to stop work at any time where they deem the safety of themselves or anyone else is in jeopardy. We will immediately seek to resolve any concerns by engaging with our customer and safety department to elevate the issue which will allow work to resume. • This proposal is based on performing work during normal working hours and at normal wage rates paid by TDlndustries, Inc. • Price is based on the assumption that the structure is of sufficient strength that all piping, duct and equipment can be supported from it. • Proposal is inclusive of all permits and inspections as required by local and state agencies. Where work is being performed under a General Contractor, we will validate under Contractors Building Code permit. • All pricing is based on award of contract and work commence not later than 60 days from the date of this proposal with pricing subject to review after 30 days from the date of proposal. • TDlndustries, Inc. assumes no responsibility for existing services / conditions, their quality and/or performance. • Existing valves must close and hold. • TDlndustries, Inc. assumes no responsibility for condition of utilities or parking lots/roadways above or below grade. • TDlndustries disclaims any responsibility for incorrect data contained in the plan, specs and/or engineering data. • Proposal is based on use of building elevators. Exclusions: • Direct or indirect cost/availability impacts, if any, related to the anticipated tariff on steel and aluminum. • Sheetrock or concrete cutting, removal or patching of any nature. • Cleaning or painting of existing grilles. • Ceiling removal or replacement. • Electrical work. • Electrical temperature control, interlock and power wiring. • Electrical disconnect. • Electrical or power wiring, including conduit or junction boxes or disconnect switches and starter components. • Concrete work of any nature. • Cutting or patching of drywall or block walls. • Cutting or patching of existing pavement for incoming services. • Smoke dampers or smoke ventilation other than stair pressurization. • Insulation of existing un-insulated ductwork. • Modifications of existing ductwork and piping due to conflict with new lighting fixtures or new structural/architectural modifications. • Repairs or modifications of existing mechanical equipment or systems. • Roof cutting and patching unless specified by owner • Roofing work. • Cutting roof deck. • Leveling roof curbs. • Gas piping. • Any pre-existing conditions (gas pressure, electrical, structural). • Any hot water problems that exist outside the scope of the boiler room (mixing). • Additional work required to meet OSHA or ADA standards. Any additional work not listed in the scope above will require written authorization by the customer before TDlndustries, Inc. can proceed. Page 2 of 3 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E LIMITED WARRANTY • • • 0%) TDindustries 1 2 3 EQUIPMENT, GOODS, MATERIAL PURCHASED AND INSTALLED BY TDINDUSTRIES: TDindustries, Inc. shall use its best efforts to obtain from each manufacturer, in accordance with the manufacturer's warranty (copies of which will be furnished upon request) or customary practice, the repair or replacement of equipment, goods, or material that are defective in material or workmanship. The foregoing shall constitute the exclusive remedy of the customer and sole obligation of TDindustries, In. THERE ARE NO WARRANTIES, EITHER WRITTEN OR ORAL, IMPLIED OR STATUTORY RELATING TO THE EQUIPMENT, GOODS, OR MATERIAL, PROVIDED WHICH EXTEND BEYOND THAT DESCRIBED IN THIS PARAGRAPH. NO IMPLIED STATUTORY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE SHALL APPLY. Workmanship - Repair Installation - TDindustries, Inc. warrants its workmanship to be free from defects for a period of 12 -months from the date of completion of the above equipment, goods, and material. Sewer and Drain Cleaning - TDindustries, Inc. warrants its workmanship for sewer and drain cleaning for a period of 24 hours from the date of completion. Any foreign material retrieved from sewer or drain will discharge warranty and incur additional costs for clearing stoppage. This proposal is submitted for customer's consideration with the understanding that it must be approved by TDindustries, Inc. after its acceptance by the customer and is not binding upon TDindustries, Inc. until so approved in writing. 4 Your acceptance of this proposal is expressly limited to the terms of this document. Any additional or different terms or conditions set forth in your purchase order or in any similar such communication are hereby objected to by TDindustries, Inc. and shall not be binding nor effective unless assented to in writing by an authorized representative of TDindustries, Inc. Any order or any statement of intent to proceed with installation or any direction to proceed with installation or acceptance of this proposal or payment in full or part for any of the work or equipment furnished shall constitute customer's assent to the terms and conditions of this proposal. THIS PROPOSAL IS EXPRESSLY CONDITIONED UPON THE TERMS AND CONDITIONS CONTAINED OR REFERRED TO HEREIN, INCLUDING THOSE CONTAINED IN ANY ATTACHMENT HERETO. STANDARD TERMS AND CONDITIONS 1 THIS PROPOSAL IS EXPRESSLY CONDITIONED UPON THE TERMS AND CONDITIONS CONTAINED OR REFERRED TO HEREIN, INCLUDING THOSE CONTAINED IN ANY ATTACHMENT HERETO. TDindustries, Inc. liability or any claim for loss or damage arising out of this contract or from the performance or breach thereof or connected with the supplying of any labor, equipment, goods or material hereunder, or their sale, resale, operation or use, whether based on contract, warranty, tort (including negligence) or other grounds, shall not exceed the price allowable to such labor, equipment, goods or material, or part thereof involved in the claim. TDindustries, Inc. shall not, under any circumstances, be liable for any labor charges without the prior written consent of TDindustries, Inc. TDindustries, Inc. shall not, in any event, be liable, whether as a result of breach of contract, warranty, tort (including negligence) or other grounds, for special, consequential, incidental or penal damages including, but not limited to, loss of profits, revenues, loss of the product or any associated product, cost of capital, cost of substitute products, facilities or services, downtime costs or claims of the Customer for such damages. If TDindustries, Inc. furnishes Customer with advice or other assistance which concerns labor, equipment, goods, or material furnished hereunder, or any systems or equipment in which of such equipment, goods, or material may be installed, and which is not pursuant to this contract, the furnishing of such advice or assistance will not subject TDindustries, Inc. to any liability, whether based on contract, warranty, tort (including negligence) or other grounds. 2 3 4 If TDindustries, Inc. encounters asbestos, polychlorinated Biphenyl (PCB) or other hazardous substances on the site, TDindustries, Inc. will stop work and report the condition to the owner or owners' representative. TDindustries, Inc. will not resume work in the affected area until the asbestos, PCB's or other hazardous substances have been removed or otherwise controlled so that it does not pose a health or safety threat. Any installation dates given in advance are estimated. Installation will be subject to prior orders with TDindustries, Inc. TDindustries, Inc. shall not be liable for failure to perform or delay in performance hereunder resulting from fire, labor difficulties, delays in usual sources of supply, major changes in economic conditions, or, without limitation by the foregoing, any cause beyond TDindustries, Inc. reasonable control. On arrival of any equipment, goods and material at the shipping address specified on the reverse side hereof, Customer shall assume all risk or loss or damage to such equipment, goods, or material. 5 6 In the event Customer requires TDindustries, Inc. to delay shipment or completion of the work under this proposal, payment pursuant to this proposal shall not be withheld or delayed on such account. TDindustries, Inc. shall have the right to deliver any portion of the equipment, goods or material to be furnished hereunder and to bill Customer therefore, and Customer agrees to pay for the same in accordance with terms of the payment hereof upon notification that such shipment is ready for delivery, notwithstanding the fact that Customer may be unable to receive or provide suitable storage space for any such partial delivery. In such event, such portion of the equipment, TDindustries, Inc. may store goods or material ready for shipment at Customer's risk and expense. The amount of any past, present or future occupation, sales, use, service, excise or other similar tax which TDindustries, Inc. shall be liable for, either on its own behalf or on behalf of Customer, or otherwise, with respect to any equipment, goods, material or service covered by this proposal, shall be in addition to the prices set forth herein and shall be paid by Customer. 7 8 9 If the equipment, goods or material furnished hereunder requires the use of water or steam, recirculated or otherwise, TDindustries, Inc. shall not be liable for the effect of its physical or chemical properties upon said equipment, goods or material. All skilled or common labor which may be furnished by the Customer shall be considered and treated as Customer's own employees, and Customer agrees to fully protect and indemnify TDindustries, Inc. against all claims for accidents or injuries to such employees in the course of the work, or to any person or persons through the negligence of such employees. No oral representations are binding upon TDindustries, Inc. unless reduced to writing and signed by an authorized representative of TDindustries, Inc. All changes to this contract must be in writing. 9525 Derrington Road, Houston TX 77064 — 713-939-1986, Fax #713-996-2457 License # A/C TACL-A60764A HOU, Plumbing M-35508 HOU, Sanitary Sewer N/A Revised 05-09-2008 Page 3 of 3 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. OFFICE USE ONLY CERTIFICATION OF FILING Certificate Number: 2023-1042477 Date Filed: 07/06/2023 Date Acknowledged: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. TDlndustries, Inc. Houston, TX United States 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. City of Pearland 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. C0623-14 Labor and Materials for Installation of HVAC System of Fire Administration 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. X 6 UNSWORN DECLARATION My name is James Venegas , and my date of birth is , . My address is 9525 Derrington Road , Houston , TX 77064 , USA . (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in Harris County, State of TX , on the 6th day of July , 20 23 . (month) (year) Signature of authorize nt of contracting business entity (Decl ant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.a18ea2ca DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E dC J0.dC J d J ¢ d J d J d Jg CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 07/05/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER MARSH USA, TIC. 4400 Comerica Bank Tower /717 Main Street Dallas, TX75201-7357 Attn: dallas.certs rnarsh.com CN101817864-TDI-GAWU-23-24 CONTACT 1�Gssa Graves NAME: PHONEFAX (A/C, No, Ext): 214-213-1494 (A/C, No): ADDRIESS: 1\tImssa.Graves narsh.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : National Union Fire Insurance Co 19445 INSURED IDIndustries, Inc. 13850 Diplomat Rive Dallas, TX75234 INSURER B : National Fire &Marine Insurance Co 20079 INSURER C : New Hampshire Insurance Company 23841 INSURER D: StamIndemnity &liability Company 38318 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: HOU-003438826-22 REVISION NUMBER: 4 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 TYPE OF INSURANCE INSD DDL NSD SWUBR VD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY GL5180110 03/01/2023 03/01/2024 EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) 25,000 $ X Contractual Liab" /XCCJ >lity PERSONAL & ADV INJURY $ 2,000,000 GEN'L AGGREGATE X LIMIT APPLIES PE T X PER: LOC GENERAL AGGREGATE $ 4,000,000 PRODUCTS - COMP/OP AGG $ 4,000,000 $ A AUTOMOBILE X LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON -OWNED AUTOS ONLY CA2961540 03/01/2023 03/01/2024 COMBINED SINGLE LIMIT (Ea accident) $ 2,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B D X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE 42-XSF-307220-05 1000588245231 On-Site/Off-Site follows underlying 03/01/2023 03/01/2023 03/01/2024 03/01/2024 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 DED RETENTION $ $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH)E.L. If yes, describe under DESCRIPTION OF OPERATIONS below Y/ N N N /A WC080756256 AZ, CO, IX, GA, �' NM OK VA, WS; , 03/01/2023 03/01/2024 x PER I OTH- STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: TDIndustries Service - Any and All Work Performed by TDIndustries, Inc. City ofPearland is Additional Insured for General Liability and Auto Liability, but only to the extent of liabilities specifically assumed under contract terms (excludes Worker's Compensation and Employer's liability), and only as required by written contract. Waiver of subrogation is provided in favor of City ofPearland for General Liability, Auto Liability, Umbrella Liability and Worker's Compensation, but only as required by written contract. Excess follows form CERTIFICATE HOLDER CANCELLATION City ofPearland 3519 liberty Dive Pearland, TX 77581 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA LLC ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E AGENCY CUSTOMER ID: CN101817864 0 1 81 7864 LOC #: Dallas dCo150.dCo15o dCo150.d o15S, d o.o d ono ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY MARSHUS,\ LLC. POLICY NUMBER CARRIER NAIC CODE NAMED INSURED EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ENDORSEMENT This endorsement, effective 12:01 A.M. Policy No. 03/01/2023 forms a part of 296-15-40 issued to TD INDUSTRIES, INC. by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. THIS ENDORSEMENT CHANGES THE POLICY,. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -. WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following:• BUSINESS AUTO COVERAGE FORM SCHEDULE ADDITIONAL INSURED: ANY PERSON OR ORGANIZATION FOR WHOM YOU ARE CONTRACTUALLY BOUND TO PROVIDE ADDITIONAL INSURED STATUS BUT ONLY TO THE EXTENT AS SUCH PERSON'S OR ORGANIZATIONS LIABILITY ARISING OUT OF USE OF A COVERED "AUTO". SECTION II COVERED AUTOS LIABILITY COVERAGE, A. Coverage, 1. - Who Is Insured, is amended to add: d. Any person or organization, shown in the schedule above, to whom you become obligated to include as an additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of use of a covered "auto". However, the insurance provided will not exceed the lesser of: (1) The coverage and/or limits of this policy, or (2) The coverage and/or limits required by said contract or agreement. AUTHORIZED REPRESENTATIVE 87950 (9/14) Includes copyrighted information of Insurance Services Office, Inc.,, with its permission. Page 1 of 1 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ENDORSEMENT # This endorsement, effective 12:01 A.M. 03/01/2023 forms a part of Policy No. 296-15-40 issued to TD INDUSTRIES, INC.. By NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA.. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIMITED ADVICE OF CANCELLATION PROVIDED VIA E-MAIL TO ENTITIES OTHER THAN THE FIRST NAMED INSURED This policy is amended as follows: In the event that the Insurer cancels this policy for any reason other than non-payment of premium, and 1. the cancellation effective date is prior to this policy's expiration date; 2. the First Named Insured is under an existing contractual obligation to notify a certificate holder when this policy is canceled (hereinafter, the "Certificate Holder(s)") and has provided to the Insurer, either directly or through its broker of record, the email address of a contact at each such entity; and 3. the Insurer received this information after the First Named Insured receives notice of cancellation of this policy and prior to this policy's cancellation effective date, via an electronic spreadsheet that is acceptable to the Insurer, the Insurer will provide advice of cancellation (the "Advice") via e-mail to each such Certificate Holders within 30 days after the First Named Insured provides such information to the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder(s) as soon as reasonably practicable after the First Named Insured provides such information to the Insurer. Proof of the Insurer emailing the Advice, using the information provided by the First Named Insured, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy. The following Definitions apply to this endorsement: 1. First Named Insured means the Named Insured shown on the Declarations Page of this policy 2. Insurer means the insurance company shown in the header on the Declarations page of this policy. All other terms, conditions and exclusions shall remain the same. AUTHORIZED REPRESENTATIVE 107414 (03/11) Page 1 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ENDORSEMENT This endorsement, effective 12:01 A.M. 03/01/2023 forms a part of policy No. 296-15-40 issued to TD INDUSTRIES, INC. by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM Section IV - Business Auto Conditions, A. Loss Conditions, 5. Transfer of Rights of Recovery Against Others to U's, is amended to add: However, we will waive any right of recover we have against any person or organization with whom you have entered into a contract or agreement because of payments we make under this Coverage Form arising out of an "accident" or loss" if: (1) The "accident" or "loss" is due to operations undertaken in accordance with the contract existing between you and such person or organization; and (2) The contract or agreement was entered into prior to any "accident" or "loss". No waiver of the right of recovery will directly or indirectly apply to your employees or employees of the person or organization, and we reserve our rights or lien to be reimbursed from any recovery funds obtained by any injured employee. AUTHORIZED REPRESENTATIVE 62897 (6/95) DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E POLICY NUMBER: GL 518-01-10 COMMERCIAL GENERAL LIABILITY CG201004G13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Any person or organization whom you become obligated to include es an additional insured as a result of any contract or agreement you have entered into. per the written contract or agreement. 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, in whole or in part, 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 for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. 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 Vocation 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. CG 20 10 04 13 O Insurance Services Office, Inc., 2012 Page 1 of 2 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E C. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations;. whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 0 Insurance Services Office, Inc., 2012 CG201004G13 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E POLICY NUMBER: GL 518-01-10 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons) Or Organizations} Location And Description Of Completed Operations Any person or organization whom you become obligated to include as an additional insured as a result of any written contract or agreement you have entered into Per the written contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section III - 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" or "property damage" caused, in whole or in part, 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". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agree- ment, the insurance afforded to such addi- tional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insu- rance shown in the Declarations; whichever is less. This endorsement shall not increase the appli- cable Limits of Insurance shown in the Decla- rations. CG 20 37' 04 13 0 Insurance Services Office, Inc., 2.012 Page 1 of 1 0 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ENDORSEMENT This endorsement, effective 12:01 A.M. 03/01/2023 forms a part of Policy No. GL 518-01-10 issued to TD Industries, Inc. by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. LIMITED ADVICE OF CANCELLATION PROVIDED VIA E-MAIL TO ENTITIES OTHER THAN THE FIRST NAMED INSURED This policy is amended as follows: In the event that the Insurer cancels this policy for any reason other than non-payment of premium, and 1. the cancellation effective date is prior to this policy's expiration date; 2. the First Named Insured is under an existing contractual obligation to notify a certificate holder when this policy is canceled (hereinafter, the "Certificate Holder(s)") and has provided to the Insurer, either directly or through its broker of record, the email address of a contact at each such entity; and 3. the Insurer received this information after the First Named Insured receives notice of cancellation of this policy and prior to this policy's cancellation effective date, via an electronic spreadsheet that is acceptable to the Insurer, the Insurer will provide advice of cancellation (the "Advice") via e-mail to each such Certificate Holders withi n 32 days after the First Named Insured provides such information to the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder(s) as soon as reasonably practicable after theFlrst Named Insured provides such information to the Insurer. Proof of the Insurer emailing the Advice, using the information provided by the First Named Insured, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy. The following Definitions apply to this endorsement: 1. First Named Insured means the Named Insured shown on the Declarations Page of this policy. 2. Insurer means the insurance company shown in the header on the Declarations page of this policy. All other terms, conditions and exclusions shall remain the same. Authorized Representative 107414 (3/11) Includes copyrighted material of Insurance Services Office, Inc. with its permissiorPage 1 of 1 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause'. need be completed only when this endorsement is issued subsequent to preparation of the policy). This endorsement, effective 12:01 AM 03/01/2023 Issued to TD I NDUSTR I IES, II INC. By NEW HAMPSHIRE INSURANCE COMPANY forms a part of Policy No. WC 080-75-6256 LIMITED ADVICE OF CANCELLATION PROVIDED VIA E-MAIL TO ENTITIES OTHER THAN THE NAMED INSURED (WORKERS' COMPENSATION ONLY) This policy is amended as follows:. In the event that the Insurer cancels this policy for any reason other than non-payment of premium, and 1. the cancellation effective date is prior to this policy's expiration date; 2. the Named Insured or, if applicable, any other employers named in Item 1 of the Information Page is under an existing contractual obligation to notify a certificate holder when this policy is canceled (hereinafter, the "Certificate Holder(s)") and the Named Insured has provided to the Insurer, either directly or through its broker of record, the email address of a contact at each such entity; and the Insurer received this information after the Named Insured receives notice of cancellation of this policy and prior to this policy's cancellation effective date, via an electronic spreadsheet that is acceptable to the Insurer, the Insurer will provide advice of cancellation (the "Advice") via e-mail to each such Certificate Holders within 30 days after the Named Insured provides such information to the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder(s) as soon as reasonably practicable after the Named Insured provides such information to the Insurer. Proof of the Insurer emailing the Advice, using the information provided by the First Named Insured, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy. The following definitions apply to this endorsement: 1. Named Insured means the insured first named employer in Item 1 of the Information Page of this policy. 2. Insurer means the insurance company shown in the header on the Information Page of this policy. All other terms, conditions and exclusions shall remain the same. AUTHORIZED REPRESENTATIVE WC 99 00 56 (Ed. 04/11) DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on inception date of the policy unless a different date is indicated below. This endorsement, effective 12:01 AM 03/01/2023 Issued to TDINDUSTRIES, INC. By NEW HAMPSHIRE INSURANCE COMPANY forms a part of Policy No. WC 080-75-6256 We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Schedule ANY PERSON OR ORGANIZATION TO WHOM YOU BECOME OBLIGATED TO WAIVE YOUR RIGHTS OF RECOVERY AGAINST, UNDER ANY WRITTEN CONTRACT OR AGREEMENT YOU ENTER INTO PRIOR TO THE OCCURRENCE OF LOSS CONTINUED NEXT PAGE This form is not applicable in Kansas for private construction contracts as defined in K.S.A. 16-1801 through K.S.A 16-1807 or public construction contracts as defined in K.S.A. 16-1901 through 16-1908, except where permitted by statute or other applicable law, such as for use in wrap-up insurance programs. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. This form is not app WC 00 03 13 (Ed. 04/84) cable in California, Kentucky, New Hampshire, New Jersey, Texas, or Utah. Countersigned by cact Authorized Representative DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E ENDORSEMENT This endorsement, effective 12:01 A.M. 03/01/2022 forms a part of Policy Na GL 518-01-10 issued to TDINDUSTRIES, INC. by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LIMITED ADVICE OF CANCELLATION PROVIDED VIA E-MAIL TO ENTITIES OTHER THAN THE FIRST NAMED INSURED This policy is amended as follows: In the event that the Insurer cancels this policy for any reason other than non-payment of premium, and 1. the cancellation effective date is prior to this policy's expiration date; 2. the First Named Insured is under an existing contractual obligation to notify a certificate holder when this policy is canceled (hereinafter, the "Certificate Holder(s)") and has provided to the Insurer, either directly or through its broker of record, the email address of a contact at each such entity; and the Insurer received this information after the First Named Insured receives notice of cancellation of this policy and prior to this policy's cancellation effective date, via an electronic spreadsheet that is acceptable to the Insurer, the Insurer will provide advice of cancellation (the "Advice") via e-mail to each such Certificate Holders within 30 days after the First Named Insured provides such information to the Insurer; provided, however, that if a specific number of days is not stated above, then the Advice will be provided to such Certificate Holder(s) as soon as reasonably practicable after the First Named Insured provides such information to the Insurer. Proof of the Insurer emailing the Advice, using the information provided by the First Named Insured, will serve as proof that the Insurer has fully satisfied its obligations under this endorsement. This endorsement does not affect, in any way, coverage provided under this policy or the cancellation of this policy or the effective date thereof, nor shall this endorsement invest any rights in any entity not insured under this policy. The following Definitions apply to this endorsement: 1. First Named Insured means the Named Insured shown on the Declarations Page of this policy. 2. Insurer means the insurance company shown in the header on the Declarations page of this policy. All other terms, conditions and exclusions shall remain the same. L 7 Authorized Representative 107414 (03/11) Page 1 DocuSign Envelope ID: 36CB2560-4C8A-4612-ADAD-61429D3E7A3E POLICY NUMBER: GL 518-01110 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Pursuant to applicable written contract or agreement you enter into. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Sec- tion IV Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing opera- tion's or "your work" done under a contract with that person or organization and included in the "products completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. CG 24 04 05 09 O Insurance Services Office, Inc„ 2008 Page 1 of 1