ATTACHMENT A - TECH SPECS DCF ITB 2526 058.pdf

www.vdassoc.com

SECTION 14 01 20

OWNER’S FORM OF VERTICAL TRANSPORTATION

MAINTENANCE AGREEMENT AND SPECIFICATIONS

FOR FULL COVERAGE

ON

THREE (3) HYDRAULIC ELEVATORS

AT

VARIOUS LOCATIONS

FOR

FLORIDA DEPARTMENT OF CHILDREN & FAMILIES

DATE: November 12, 2025

VDA NO.: 78702/ DH

Elevator Contractor:

Florida Department of Children and Families Tallahassee / Marianna / Quincy 14 01 20 - i Elevators VDA No. 78702 11/12/2025

TABLE OF CONTENTS

PART 1 - GENERAL CONDITIONS

1.1 AGREEMENT INTENT

1.2 DEFINITIONS OF TERMS

1.3 ABBREVIATIONS AND SYMBOLS

1.4 AGREEMENT COVERAGE

1.5 HOURS OF WORK

1.6 SOLE RESPONSIBILITY

1.7 OWNER’S RIGHT TO CORRECT WORK

1.8 SERVICE/REPAIR TIMEFRAME

1.9 COMPENSATION

1.10 BREAKDOWN, MALFUNCTION OR DAMAGE

1.11 TRASH/OIL REMOVAL

1.12 SUSTAINABILITY REQUIREMENTS

1.13 GRATUITIES/LOST AND FOUND

1.14 LABOR ACTIONS

1.15 USE OF PATENTED MATERIALS

1.16 GENERAL OBLIGATIONS

1.17 COMMUNICATION

1.18 SUBSEQUENT EQUIPMENT MODERNIZATIONS/ALTERATIONS/UPGRADES

1.19 NOTICE BY AUTHORITY OR COMPANY TO REPAIR OR REPLACE

1.20 RECORD KEEPING

1.21 RECORD DRAWINGS

1.22 REPORTS BY CONTRACTOR

1.23 PRICE ADJUSTMENT

1.24 INSURANCE COVERAGE

1.25 CANCELLATION

1.26 NOTICES

1.27 PAYMENT/TERMS

1.28 INVOICING

1.29 NON-PAYMENT

1.30 ERRORS AND OMISSIONS

1.31 LABOR LAWS

1.32 BACKGROUND CHECKS

1.33 ASSIGNMENTS

1.34 FORCE MAJEURE

1.35 CONTRACTOR’S LICENSE

1.36 WAIVER

1.37 LIMITATION OF LIABILITY

1.38 SEVERABILITY AND REFORMATION

1.39 SURVIVABILITY

PART 2 - PRODUCTS AND SERVICES

2.1 SCHEDULED PREVENTATIVE MAINTENANCE LABOR

2.2 MAINTENANCE OF ELEVATORS, EQUIPMENT COVERAGE

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2.3 CLEANING

2.4 PAINTING

2.5 INSPECTIONS / TESTS

2.6 CALLBACK SERVICE (24 HOURS, 7 DAYS PER WEEK)

2.7 OWNER’S RIGHT TO MONITOR CONTRACTOR SERVICE AND PERSONNEL

2.8 CONFIDENTIALITY

2.9 SECURITY

2.10 OBSOLESCENCE

2.11 SCHEDULED SERVICE PROCEDURES

PART 3 - EXECUTION AND SUPPLEMENTAL REQUIREMENTS

3.1 PERFORMANCE TIMES, LEVELING, AND CONTRACT SPEED

3.2 PARTS INVENTORY, WIRING DIAGRAMS AND MATERIALS

3.3 MATERIALS AND WORKMANSHIP

3.4 EQUAL OPPORTUNITY

3.5 PROTECTION OF WORK AND PROPERTY

3.6 REPRESENTATION

3.7 VIOLATIONS

3.8 CHANGES IN SCOPE

APPENDIX 1 – Performance Guarantees

EXHIBIT A

EXHIBIT B

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DIVISION 14 – CONVEYING EQUIPMENT

14 00 00 Conveying Equipment

14 01 00 Maintenance of Conveying Equipment

14 01 20 – Maintenance of Elevators – Full Coverage Agreement and Specifications

This Maintenance Agreement ("Agreement"), effective (the "Effective Date"), is made by and between The

Florida Dept of Children and Families ("Owner") and ("Contractor"). Owner hereby retains Contractor to provide maintenance and service for the vertical transportation systems at the property described herein. See

Exhibit B – Contractors Schedule of Unit Pricing, for additional details.

City Address Number of Units State ID#

Tallahassee 2383 Philips Road 1 / Mowrey E2000 / 2 Landing / 2500lb Capacity 74073

Quincy 6 Key Street 1 / Schindler 330A / 2 Landing / 2500lb Capacity 93949

Marianna 4481 Clinton Street 1 / Schindler 330A / 2 Landing / 2500lb Capacity 93950

PART 1 - GENERAL CONDITIONS

1.1 AGREEMENT INTENT

A. The purpose of this agreement is to state and define the terms and conditions under which the Contractor shall provide full comprehensive maintenance and repair services for the vertical transportation systems identified, and the terms and conditions under which the Owner shall compensate the Contractor for such services rendered.

B. It is the intent of this Agreement to ensure all requirements, procedures, tests, inspections, service practices, component repairs, equipment renewals, system adjustments, filing procedures and recording documentation as referenced, mandated or otherwise implied herein are all inclusive, and to guarantee to the Owner that the absence or omission of a particular item of work, service or procedure shall not alleviate the Contractor of the sole responsibility to provide such labor, expertise, materials, equipment, services or other procedures applicable to the Agreement and practical requirements unless same is specifically excluded, or prorated herein.

C. Minimum standards and requirements for services to be rendered shall be performed in accordance with the original equipment manufacturer (OEM) specifications, Maintenance Control Program, and

Tallahassee / Marianna / Quincy 14 01 20 - 2 Elevators VDA No. 78702 11/12/2025 relative time periods. Where there is no specific requirement for a preventive maintenance procedure, the OEM standard shall be employed unless no relevant documentation is available. The absence of both a contract requirement herein and the OEM design standard shall cause the Contractor to engage the services of a qualified engineer to formulate the relative standards and incorporate same as an addendum to this agreement with the Professionals' Seal and Stamp.

1.2 DEFINITIONS OF TERMS

A. The term “Owner,” as used herein, refers to the person, organization, corporation, or other entity representing the building’s ownership or acting with authority as the Owner’s agent. The term "Owner" includes any individual or entity with legal authority to act on behalf of the building owner in relation to the management, coordination, and purchase of services under this Agreement. This includes, but is not limited to, hired agents and designated representatives.

B. The term “Authority,” “Governing Authority (GA),” “Authority Having Jurisdiction (AHJ),” or references of similar import, as used herein, shall mean the local government agency responsible for enforcement of vertical transportation Safety Codes and local laws or their designated representative, private inspection agency, consultant or other licensed designee.

C. The term “Contractor,” “Elevator Contractor” or “Vendor” as used herein, refers to any persons, partners, firm, corporation or officer(s) of such companies having an agreement with the Owner to furnish qualified labor and materials for the execution of the services and maintenance work described herein.

D. The term “Subcontractor,” as used herein, refers to any persons, partners, firm, or corporation having materials and/or labor for the execution of the work herein described.

E. The term “Consultant,” as used herein, refers to VDA.

F. The term “Agreement,” “Contract” or “Contract Documents,” as used herein, consists of this specific document, pages 1 to 41; and any alternates, addenda, or substitutions as may be referenced under Exhibits or Riders approved by the parties for the final execution of the Agreement.

1.3 ABBREVIATIONS AND SYMBOLS

A. Abbreviations for associations, institutions, societies, reference documents and/or governing agencies, which may appear in this Contract Document, shall mean the following:

ADA Americans With Disabilities Act AHJ Authority Having Jurisdiction AIA American Institute of Architects ANSI American National Standards Institute ASME American Society of Mechanical Engineers

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BOCA Building Officials and Code Administrators International, Inc. (Basic National Building Code)

EPA Environmental Protection Agency GA Governing Agency NEC National Electrical Code OSHA Occupational Safety and Health Administration

1.4 AGREEMENT COVERAGE

A. The entire vertical transportation system(s) shall be maintained as hereinafter described, in accordance with the following detailed terms. Trained employees of the Contractor will use all reasonable care to keep the systems in proper adjustment and in safe operating condition, in accordance with all applicable codes, ordinances, and regulations.

B. The specifications are written in the singular with the understanding identical work, materials, and equipment shall be provided for all vertical transportation units identified unless otherwise specified.

C. With the exception of only those items specifically identified as being performed by others, the specifications are intended to include all engineering, material, including hydraulic oil, hoist ropes, suspension belts, etc., labor, testing, and inspections needed to achieve work specified by the contract.

Inasmuch as it is understood that any incidental work necessary to execute the Agreement is also covered by the Contract specifications, the Contractor is cautioned to familiarize himself with the existing equipment and job site conditions. Additional charges for material or labor shall not be permitted subsequent to execution of the Contractual Agreement for work, services, or procedures covered herein.

D. Maintenance coverage shall include, but is not limited to, preventive services, callback services, inspection and testing services, repair(s) and/or direct replacement component renewal procedures, and housekeeping of the machine room and pit areas.

1.5 HOURS OF WORK

A. All scheduled work shall be performed during regular working hours of the regular working days of the elevator trade, 8:00 A.M. to 4:30 P.M., Monday through Friday, except union-designated holidays.

Contractor to provide a list of union-designated holidays.

B. Scheduled repairs and/or other major adjustment procedures necessitating removal of a piece of equipment from service for an extended period of time must be scheduled through the Owner.

1. Owner retains the right to have such work completed during overtime hours with the understanding the Contractor shall pay for the regular labor portion and the Owner extraordinary obligation is extra premium labor costs only.

2. Callback services shall be made available twenty-four (24) hours per day, seven (7) days per week, including weekends and holidays as further specified herein.

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C. Travel time for all billable callback services shall be capped at 1.0 hour (round-trip) per callback for actual travel in Quincy and Tallahassee and 2.0 hours for Marianna. No additional travel, fuel, surcharges and/or sundries fees will be permitted.

1.6 SOLE RESPONSIBILITY

A. The maintenance work shall be performed only by Certified and/or Qualified Technicians and Mechanics directly employed and supervised by the Contractor, who are experienced and skilled in maintaining vertical transportation units similar to those to be maintained under this Contract and shall not be assigned or transferred to any agent or subcontractor without the express consent of the Owner.

B. It is mutually agreed that the Contractor shall not be under any obligation hereunder to make any repairs or replacements except those incidental to the normal operation of the machinery, and that the Contractor is not required under this Contract to make repairs or replacements necessitated by reason of malicious damage, fire, including non-elevator component electrical fire, which are the result of causes beyond Contractor's control. All repairs, if necessitated by this paragraph, will be performed at the fees indicated in Exhibit A.

1. It is mutually agreed that the Contractor shall make any and all repairs or replacements caused by Contractor's improper repair, negligent or willful acts or omissions at Contractor’s expense.

2. Any disagreement regarding repairs noted by the contractor as outside of normal wear and tear or operation will be reviewed and resolved by an elevator consultant designated by the Owner.

1.7 OWNER’S RIGHT TO CORRECT WORK

A. Should the Contractor fail to perform any replacements, repairs, or upgrades (outside of mutually agreed backordered parts), within one hundred (120) days, the Owner may cancel the said service, and no amount shall be due the Contractor thereunder. If the Contractor fails to perform satisfactory work to the Owner, the Owner may elect to have work corrected by another qualified Contractor, and the cost may be deducted from the Contract at the Owner’s option.

1.8 SERVICE/REPAIR TIMEFRAME

A. Any service or repair that requires a single technician or team shall be performed within ten (10) working days, excluding weekends and/or holidays. If part(s) needed are not in stock, or are special order, the date the Contractor receives the part(s) will be the start of the ten (10)-day requirement for completion of the service or repair(s). Confirmation for receiving parts/materials can be requested by the Elevator Contractor, Vendor, Owner, Consultant, or manufacturer.

1. Should the Owner request the work be performed on weekends and/or holidays, the Owner shall only pay the overtime premium portion of the service or repair(s).

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1.9 COMPENSATION

A. Payment for services rendered shall be made on a monthly basis, within thirty (30) days of the end of each billing period. In addition, Owner shall pay any tax imposed upon the Contractor by existing or future law, as due in conjunction with the services rendered or purchase of materials used to provide the services. No additional travel and/or sundries fees will be permitted.

1. Payment for callback services shall be invoiced on a monthly basis for all callback services with an itemized statement for each service rendered using the hourly rates specified in Exhibit “A” and adjusted on an annual basis in accordance with terms specified herein.

a. Contractor is required to verify with authorized caller or an (Owner/Management Representative) if overtime services are approved before dispatching technician(s); if services are not approved, and services are rendered on overtime, Owner is not responsible for additional overtime charges.

2. Callback services shall be invoiced with an itemized invoice, listing the hourly rates specified in Exhibit A and adjusted on an annual basis in accordance with the terms specified herein. No additional travel and/or sundries, fees or surcharges will be permitted. Exception to the above statement is as follows regarding payment for after-hours work:

a. Any calls placed to the Contractor on or before 1:00 p.m. Monday through Friday, with the exception of a Legal Holiday for the International Union of Elevator Constructor’s (IUEC) and not serviced until after 4:30 p.m. will not be charged to the Owner.

b. Payments for monthly service will be based on compliance with the entire maintenance Agreement herein including (but not limited to) the following:

1) Monthly maintenance records must be updated and kept on site in the Code required Maintenance Control Program (MCP) to include any Contractors Monthly PM Check Chart(s).

2) All site visits, regardless of their nature, shall result in the Contractor’s employees leaving onsite a time ticket of work performed in such an area designated by the Owner.

3) General compliance with all contractor deliverables.

1.10 BREAKDOWN, MALFUNCTION OR DAMAGE

A. Immediately upon the Contractor's discovery of any damage or signs of disrepair, mechanical breakdown or malfunction of, or cracks or breaks in any item to be repaired hereunder, they shall advise the Owner and the Contractor shall place such "Out of Order" or warning signs as are appropriate with necessary barricades or other required protection as directed by the Owner. Such signs will be furnished by the Contractor upon request of the Owner and shall remain in place until necessary repairs are completed.

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1.11 TRASH/OIL REMOVAL

A. The Contractor shall remove from the building, all garbage, debris, and other waste materials (whether solid or liquid) arising out of or in connection with its operations hereunder, and any such garbage, debris and other waste materials not immediately removed shall be temporarily stored in a clean and sanitary condition, approved by the Owner, in suitable garbage and waste receptacles, also approved by the Owner and shall be kept covered except when filling or emptying them. The Contractor shall exercise care in removing such garbage, debris, and other waste materials from the building. The manner of such storage and removal shall always be subject in all respects to the continual approval of the Owner. No equipment or facilities of the Owner shall be used in such removal unless with its prior consent in writing. No such garbage, debris or other waste materials shall be permitted to be thrown, discharged, or disposed into or upon the streets bounding the Site of Work.

B. Equipment or oil removal shall be the responsibility of the service Contractor and shall be recycled or disposed of in an environmentally friendly manner in accordance with EPA regulations. All costs are to be incurred by the Contractor.

1.12 SUSTAINABILITY REQUIREMENTS

A. The Contractor agrees to dispose of the aforementioned equipment and rubbish in accordance with any and all applicable federal, state, and municipal environmental regulations, and further accepts all liability that may result from handling and/or disposing of said material at no cost to the Owner. The contractor shall implement sound practices for recycling and disposal in an ecofriendly manner of old equipment and materials to include packaging and shipping supplies.

B. When requested, the contractor shall submit a detailed sustainability program to the Owner for review that includes documenting and monitoring of the processes. The sustainability program shall encompass a sound waste/recycling management plan that identifies and categorizes the different types of materials, proper storage, removal and disposal or recycling on this project to minimize the environmental impact. In addition, to Environmental Training, Chemical Storage and Spill Containment, the program shall include, but is not limited to, proper containment and disposal of Batteries, Bulbs, Electronics, including data deletion, New & Used Oil, Solvents, Paints, Aerosols, Cathode Ray Tubes, Paper and Plastic.

1.13 GRATUITIES/LOST AND FOUND

A. No personnel employed in performing the Work shall solicit or accept gratuities, for any reason whatsoever, from passengers, tenants, customers, or other persons at the Site of the Work. Any articles found by such employees at the Site of the Work shall be immediately turned over to the office of the Owner. The Contractor shall instruct their employees (and shall cause any Subcontractor’s to instruct their employees) in the provision of this numbered clause.

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1.14 LABOR ACTIONS

A. Whenever any labor strike, slowdown, work stoppage, picketing or other labor action which might interfere with the performance of the Contract, occurs at the Site of the Work as a result of the Contractor's (or its Subcontractor's) utilization of particular means, methods or manpower to perform the Work required by this Contract, the Contractor shall pursue all remedies which are appropriate and available to him to avoid such interference including, but not limited to the utilization of supervisory and other non-union employees trained in the proper maintenance and repair of the equipment.

1.15 USE OF PATENTED MATERIALS

A. The right to use all patented material, composition of matter, manufacturers, apparatus, or appliances required in connection with this Contract shall be obtained by the Contractor without separate or additional compensation.

B. The Contractor shall indemnify the Owner and their agents against and save them harmless from all loss and expense incurred in the defense, settlement or satisfaction of any claims in the nature of patent infringement arising out of or in connection with the Owner's use, in accordance with the preceding paragraph of this numbered clause, of such patentable subject matter or patented material, manufacturer’s and/or their composition of matter, apparatus or appliances. If requested by the Owner, and if notified promptly in writing of any such claim, the Contractor shall conduct all negotiations with respect to and defend such claims without expense to the Owner.

1.16 GENERAL OBLIGATIONS

A. Except with the prior written approval of the Owner, or as specifically authorized or required elsewhere herein, the Contractor shall not erect, maintain, or display any signs, posters, or advertising at the Site of the Work. Interior signs affecting public safety and security shall be in accordance with guidelines established by the Owner and shall be subject to the approval of the Owner.

B. In order to effectuate the policy of the Owner, the Contractor shall comply with all provisions of federal, state, municipal, local and departmental laws, ordinances, rules, regulations and orders which affect the Contract and the performance thereof, except where stricter requirements are contained in these Specifications, in which event the latter requirements shall apply. The Contractor shall apply for any permits, licenses, or variances in the name of or on behalf of the Owner, where required by law or, by the immediately preceding sentence, shall obtain express written approval from the Governing Authority.

C. The Contractor shall provide qualified labor or other assistance on behalf of the Owner for work performed by other trades, professionals, inspectors, and Owner personnel when conditions warrant or upon request of the Owner. The Owner shall approve all requests for the Contractor's labor assistance and, when applicable, shall approve requests for additional compensation by the Contractor under "Extra Work" provisions included herein.

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D.

1.17 COMMUNICATION

A. CHECK IN / OUT PROCEDURES: Carefully follow the check-in/our procedures for each facility. Proper identification badges must be worn always while in any of the buildings. Keys must be signed out and returned daily.

B. CUSTOMER REPRESENTATIVE: A representative of the Contractor will be available to discuss with the Owner the vertical transportation needs in the areas of modernization, traffic handling ability, recommendations, and requirements of Government Authorities, proper use, and care of the units.

C. QUARTERLY MEETING WITH Owner: Account Representative shall meet with Owner on a quarterly basis.

The meeting should consist of the following agenda items: (1) status of the account, (2) review of the prior month's activities, (3) review of any problem areas, and (4) inspections/testing. Owner shall prepare and distribute minutes for these meetings.

D. REPORTS: Contractor shall provide at each quarterly meeting, detailed reports of the previous quarter’s activities including details by unit of all callbacks, repairs, testing, preventive maintenance along with dates, reason for unit out of service, time taken out of service, task performed (PM, callback, repair, etc.), resolution to any problems, time placed back in service, total time out of service and a listing of all credits to be issued as a result of non-compliance with the requirements of this specification.

E. DATA COLLECTION: Contractor shall coordinate with VDA representative(s) to provide the necessary application programming interface (API) between VDA’s VERIFY or such similar system with Contractor’s portal for the routine collection of data to fulfill the requirements under this Contract within ninety (90) days of Contract execution. Should the required data and/or systems change throughout the term of this Contract, the Contractor shall be responsible for making the necessary adjustments to their system(s). The cost of setting up, maintaining, or modifying the system shall be included in the price of this Contract.

1. Should the protocol fail or be disrupted, the Contractor shall be responsible for submitting the data electronically outside of the system in a format acceptable to VDA and/or the Owner.

2. Should VDA and/or the Owner’s designee elect to receive data outside of the interface system noted above, the Contractor shall submit the data electronically in a format acceptable to the Owner.

3. During the interface phase outlined above, the Contractor is responsible for submitting the data monthly.

4. All data submitted to VDA and/or the Owner shall be submitted by the tenth (10th) of the following month.

A.

B.

C.

The awarded contract allows for maintenance, service, repair, upgrades, and modernization.

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1.21 RECORD DRAWINGS

A. Contractor shall provide and maintain two (2) complete sets of updated electrical wiring diagrams and control schematic drawings on file with the building, and they are to become the property of the Owner for each group and/or individual system.

1.22 REPORTS BY CONTRACTOR

A. The Contractor shall, at any time during the term of this Contract, upon written request of the Owner, render a report of inspections, repairs or replacements made by the Contractor at the premises herein, itemized as to parts installed or services performed, and supply samples of lubricants, compounds, or other materials employed.

1. Contractor shall prepare and issue all required forms and/or reports relative to examinations, tests and inspections as specified herein.

1.23 PRICE ADJUSTMENT

A. Labor Contracts and Overtime:

1. It is further understood and agreed that the Contractor shall furnish to the Owner in duplicate, a copy of their current labor contract and any subsequent labor contracts effective during the term of this Contract pertaining to elevator maintenance personnel, and the Contractor further agrees to furnish any additional information concerning overtime charges to the Owner at any time upon request.

B. The Contractor shall be entitled to a review of their labor and material costs for the purpose of adjusting the maintenance fee thirty (30) days prior to the annual renewal date of this Agreement each year.

C. Upon submission of proof satisfactory to the Owner that the Contractor's actual labor and/or material costs for performance of service have changed, the monthly price for service coverage shall be adjusted in an amount equal to the established variance based on the following formula:

1. Eighty percent (80%) of the current fee shall be used to represent the labor portion of the contract.

2. Twenty percent (20%) of the current fee shall be used to represent the material portion of the contract.

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D. The current labor portion of the contract shall be increased or decreased by the percentage of increase or decrease of the current straight-time hourly rate for a mechanic, compared with same rate used for the previous year’s labor portion of the agreement.

1. The initial base labor cost amount is $ . This represents the cost of the maintenance mechanic’s hourly wage with associated cost of fringe benefits. (No additional overhead or profit.)

[AMOUNT TO BE ENTERED BY THE CONTRACTOR AT THE TIME OF AWARD]

E. The current materials portion of the contract shall be adjusted based on the established monthly difference in the “Producer Commodity Prices for Wholesale Metals and Metal Products Index” as published by the United States Department of Labor, Bureau of Labor Statistics, during the month within such adjustment occurs for comparison.

1. Using April 2025 as the base month, the material factor is 325.212.

F. Annual adjustments shall be effective the first day of the new Contract year and shall remain unchanged for the next twelve (12) months.

G. Notwithstanding anything to the contrary, the maximum annual increase shall not be more than THREE percent (3%) of the total contracted payment for the preceding Contract year.

1.24 INSURANCE COVERAGE

A. The Contractor shall not begin work under this Contract until it has been agreed to and obtained the following minimum insurance coverage:

1. The Contractor hereby agrees, to the fullest extent permitted by law, to assume the entire responsibility and liability for the defense of and to pay and indemnify the Owner, their agent and employees against any loss, cost expense, liability or damage and will hold each of them harmless from and pay any loss, cost, expense, liability or damage (including without limitation, judgment, attorney's fees, court costs and the cost of appellate proceedings) which the Owner incurs because of sickness, injury to or death of any person or on account of damage to or destruction of property, including loss of use thereof, or any other claim arising out of, in connection with, or as a consequence of the performance of the services or the furnishing of the equipment and supplies and/or any acts or omissions of the Contractor or any of its officers, directors, employees, agents, subcontractors, or anyone directly or indirectly employed by the Contractor for whom it may be liable as it relates to the scope of this Contract.

2. The Contractor shall, before the commencement of any provisions of any services, file certificates, showing existence of such insurance with the Owner, and such insurance shall be subject to the Owner's approval as to the adequacy of protection and compliance with this Contract, and the satisfactory character of the Insurer. Such insurance shall be placed with Licensed and Admitted carriers who write insurance and do business in the State of FL. Licensed for Surplus is not acceptable.

3. The Owner agrees to give the Contractor notice within a reasonable time (Sunday and holidays excluded) of any accidents, alterations, or changes affecting the equipment covered by this

Tallahassee / Marianna / Quincy 14 01 20 - 12 Elevators VDA No. 78702 11/12/2025 contract and of any change of Ownership. It is understood and agreed that the Contractor will notify the Owner immediately when any equipment becomes unsafe or operates in a manner which might cause injury to anyone using said equipment and it is further understood and agreed that the Contractor will immediately remove any equipment from service when the equipment becomes unsafe or operates in a manner which might cause injury to anyone using said equipment.

4. The Contractor agrees to maintain such insurance as will fully protect the Contractor, Agent, and the Owner of the building from any and all claims under worker’s compensation act or employers’ liability laws, and from any and all other claims of whatsoever kind of nature for damage to property or for bodily injury, including death to anyone whomsoever, that may arise from the operations of the Contractor.

5. Prior to the commencement of operations, Contractor will purchase and maintain the following minimum insurance as will protect it, the Owner from any claim which may arise out of a result of Contractors operations under this service Contract whether such operation shall be by the Contractor, its employees or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable:

a. Commercial General Liability Insurance on an Occurrence basis including: [LEAVE THIS

SECTION IF INSURANCE IS PROVIDED BY THE SERVICE CONTRACTOR IF NOT INSERT THE

INSURANCE COVERAGE PROVIDED BY THE THIRD PARTY SUCH AS CBRE; JLL) FOR

INSURANCE COVERAGE

1) Bodily Injury, Property Damage including Personal Injury and death.

2) “Per Project” endorsement.

3) Broad form property damage liability.

4) Blanket Contractual Liability including contractual liability assumed by this contract.

5) Independent Contractors Protective Liability coverage. The minimum limit for

Comprehensive Liability insurance coverage shall be:

a) Each Occurrence: $1,000,000

General Aggregate: $2,000,000 including “Per Project” endorsement Products & Completed Operations Aggregate: $1,000,000

b) Excess liability limits of not less than:

Each Occurrence: $4,000,000 Coverage to follow form of underlying policies.

c) Worker’s Compensation Insurance - In accordance with the statutory limits.

d) Employer’s Liability Insurance – With a minimum limit of not less than:

Bodily Injury by Accident: $1,000,000 each accident Bodily Injury by Disease: $1,000,000 each employee Bodily Injury by Disease: $1,000,000 policy limit

e) Statutory State Disability Benefits Insurance covering all persons employed by the Contractor in connection with this contract.

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B. The foregoing insurance policies shall be primary to any other insurance which may be carried by the Owner and shall name Owner as additional insured with a specific policy endorsement as follows:

C. Certificates of Insurance evidencing such coverage shall be filed with the Owner prior to the commencement of the contract and renewal of insurance certificates shall be furnished prior to the expiration of any coverage herein.

D. The policies shall contain a provision giving Owner at least a thirty (30)-day prior written notice of any change or cancellation of such insurance, in the event of cancellation of Non-Payment of Premium, in which a ten (10)-day notice will be provided. This notice will be included on the Certificate of Insurance.

E. All insurance must be with a licensed and Admitted (licensed for Surplus Lines is not acceptable) insurance carrier with and maintain no less than, A.M. Best’s rating of “A-, size VII,” and shall be acceptable insurance carriers subject to the discretion of the Owner.

F. The Contractor agrees that the required insurance is not intended to limit the Contractor’s liability in the event the Contractor is deemed to be negligent in causing bodily injury or property damage during the course of its operation.

G. The Contractor will, at its own expense, maintain physical damage insurance in the amounts and against the perils desired by the Contractor on all property owned or rented by the Contractor. The Contractor hereby waives its rights of recovery against the Owner for any damage or loss to property of any kind which is owned or rented by Contractor or for which the Contractor is liable.

1.25 CANCELLATION

A. The Owner shall have the right to cancel this Contract upon at least thirty (30) days prior written notice to the Contractor of its election to do so without penalty for the following:

1. Elective upgrading of apparatus awarded to another vendor.

2. Substandard services and/or poor maintenance practices as confirmed by the Consultant or other qualified professional.

3. Failure to comply with Governing Authority directives and/or citations.

4. Cost analysis completed prior to expiration date.

B. For the purposes of this maintenance Agreement, if the Owner finds fault in the Contractor’s performance, the Owner shall notify the Contractor, citing the examples of default, and this communication will be presented via certified mail. The Owner will then allow the Contractor thirty (30) days from the date of receipt of the certified letter for the Contractor to reasonably cure said defaults.

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C. In addition to the rights provided in paragraph “A” hereunder, the Owner shall have the right to cancel this Contract immediately, upon the occurrence of any of the following contingencies: bankruptcy of the Owner or Contractor, mortgage foreclosure, condemnation, destruction, or transfer or conveyance of Title to the premises in which the subject equipment is located or the premises in which the subject equipment is located is rendered unusable in the opinion of the Owner.

D. Cancellation of this Agreement prior to the expiration date shall entitle the Contractor to payment for services rendered up to and including the date of cancellation; and the Owner shall not be responsible for any expenses or subsequent costs that may be incurred by the Contractor as a result of an early cancellation or standard Contract Agreement expiration.

1.26 NOTICES

A. All notices to be given under the Contract shall be in writing and addressed to the party to be notified, postage prepaid, by registered or certified mail, return receipt requested, or by delivering the same in person to such party. All notices shall be deemed to have been given as of the date of delivery indicated on the return receipt or date of failure to deliver by reason of changed address of which no notice was given or refusal to accept delivery, or when personally delivered. Any party or person to whom notices are to be sent or given pursuant to the Contract may, by notice to all such other parties or persons mentioned herein, change its address for the giving of notices, provided, however, that a notice of change of address shall be deemed effective only when received by the addressee. Notices to be given hereunder shall be sent or delivered to:

Contractor:

Owner:

Florida Department of Children and Families Office of Design and Construction 2415 North Monroe Street, Suite 400 Tallahassee, FL 32303

1.27 PAYMENT/TERMS

A. This service will be furnished from for the period of FIVE (5) years. All replacement parts, repairs, adjustments, and associated services, as specified herein, shall be supplied, installed, performed, and conducted at the Contractor's sole cost and expense unless otherwise specified herein.

1. Automatic Renewal:

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VDA No. 78702 11/12/2025

a. The Owner shall have the right to renew this Agreement on a year-to-year basis upon expiration of the initial Contract period. All terms, conditions, and provisions shall remain intact.

b. There will be no automatic Renewal unless Owner authorizes in writing or as outlined below to prevent lapse in service coverage.

2. The Owner agrees to pay the Contractor on a monthly basis, the fee of Dollars ($ ) [TO BE ENTERED BY THE CONTRACTOR] during the term of this Agreement, subject to price adjustments as specified herein.

a. Monthly invoices shall indicate the base monthly portions of the Contract amount due under the Agreement for maintenance services.

b. Any state or local tax charges, which may be applicable, are not included in the monthly fee indicated and shall be itemized on the monthly billing invoice statement accordingly.

c. Extraordinary work and/or other work, as approved by the Owner, shall be invoiced separately upon completion and acceptance of the work or other services performed.

1.28 INVOICING

A. Invoices for preventive maintenance, callbacks, upgrades, and authorized repairs outside of this Contract shall be submitted through a mutually agreed process with the “Owner or Owners Representative and the Contractor

1. Invoices for authorized work shall be itemized to include labor hours and parts.

2. Invoices shall not exceed the proposal amount without prior written approval.

3. Invoices must be submitted within thirty (30) days of the completion of the work unless prior written authorization is approved by the Owner.

4. Disputed invoices shall be submitted by the Contractor in writing, within forty-five (45) days of the date on the invoice.

5. Disputed invoices shall be resolved within forty-five (45) days of the dispute.

6. Invoices submitted after sixty (60) days from the date of work being completed may be authorized by the Owner as no charge.

1.29 NON-PAYMENT

A. The Owner may have the Contractor’s work and systems’ performance operations checked monthly to ensure the Contractor is performing in accordance with this Contract. If the work requirements are not maintained, the Owner will retain the monthly payment to the Contractor until the Consultant verifies that the work and/or operating performance is back to standard. If three (3) consecutive months of substandard maintenance is noted, the Owner has the right to immediately cancel the Contract without notice to the Contractor.

B. The Consultant or Owner may withhold approval for payment on any request to such extent as may be necessary to protect the Owner from loss on account of:

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1. Negligence on the part of the Contractor to execute the work properly or failure to perform any provisions of the Contract. The Owner, after three (3) days written notice and/or email to the Contractor, may, without prejudice to any other remedy, make good such deficiencies and may deduct the cost of remedy from the maintenance Contract.

2. Claims filed or reasonable evidence indicating probable filing of claims due to the Contractor’s failure to perform.

3. Failure of Contractor to make payments properly to subcontractors for material and labor used to fulfill contractual requirements.

4. Damage to the building and/or equipment as a result of work performed or another subcontractor’s failure to perform.

1.30 ERRORS AND OMISSIONS

A. Contractor shall notify the Owner and Consultant in writing regarding any necessary services, coverage or items which may have been omitted from the maintenance Contract specifications and any irregularities, discrepancies or duplications that could affect the full comprehensive intent of the Agreement.

1. Any duplication of work or coverage is specified as a means of demonstrating the Contract requirements, but such duplication, if any, is not intended to expand coverage or increase requirements for such work or services, and such duplication shall not increase costs or provide justification for extra or additional charge to the Owner.

1.31 LABOR LAWS

A. The Contractor performing work under this Contract shall comply with applicable provisions of all federal, state, and local labor laws.

1.32 BACKGROUND CHECKS

A. The Contractor agrees to submit to background checks, as required by the Owner, for any of their employees who are assigned to work on this project, or in the building, at any time at the Owner’s expense

1.33 ASSIGNMENTS

A. Neither party to the Contract shall assign the Contract or sublet it as a whole without the written consent of the other, nor shall the Elevator Contractor assign any payment due them or to become due to them hereunder without the previous written consent of the Owner.

B. Notwithstanding any provision in this section to the contrary, the Contractor's consent shall not be required for the transfer or assignment of the Contract by the Owner in connection with the sale of the

Tallahassee / Marianna / Quincy 14 01 20 - 17 Elevators VDA No. 78702 11/12/2025 building to a new owner, or to satisfy the terms, conditions, or requirements of the Owner's mortgage or another lender. In the event of the sale of one or more properties, the new owner shall have the right to continue the current contract, including any amendments, on a month-to-month basis for a duration not exceeding six (6) months without written consistent by both parties.

1.34 FORCE MAJEURE

A. Neither party shall be liable by reason of any failure or delay in the performance of its obligations due to strikes, lockouts, riots, fires, explosions, acts of God, war, governmental action, or any other cause which is beyond the reasonable control of such parties. The performance of such party shall be excused for such reasonable time as may be required to resume performance following cessation of such cause.

1.35 CONTRACTOR’S LICENSE

A. If required by law, Contractor certifies that it is licensed in the state, municipality, and/or local jurisdiction where the property is located to perform the elevator maintenance services pursuant to this Agreement, and that the license will be maintained current and valid for the Initial Term and any renewal term of this Agreement.

1.36 WAIVER

A. A waiver by either party of any term or condition of this Agreement in any instance shall not be deemed or construed as a waiver of such term or condition for the future, or of any subsequent breach thereof.

All remedies and rights of the parties contained in this Agreement shall be cumulative.

1.37 LIMITATION OF LIABILITY

A. It is expressly understood and agreed by the Parties that Owner, its parent, subsidiaries and/or affiliates shall not be liable or responsible in any way for any loss of or damage or injury to any equipment as referred to in this Agreement or other personal property belonging to Contractor or any personnel of Contractor while in any area of the building; nor shall Owner, its parent, subsidiaries and/or affiliates be liable for any injury suffered by any personnel of Contractor while on or in the Owner’s property.

Personnel of Contractor shall make all necessary arrangements for the safety and security of such equipment and other personal property at all times.

1.38 SEVERABILITY AND REFORMATION

A. This Agreement is binding upon the Parties, their respective successors, assigns, and legal representatives. If a Court, having competent jurisdiction, determines that one or more of the provisions is invalid or unenforceable, the Court will have the right to modify same to the minimum extent

Tallahassee / Marianna / Quincy 14 01 20 - 18 Elevators VDA No. 78702 11/12/2025 necessary to make it valid and enforceable, with the rest of this Agreement remaining unaffected by such conclusion or reformation.

1.39 SURVIVABILITY

A. The parties agree that it would cause an undetermined amount of damages to the other party if either fails to comply with any terms and conditions governing the handling of each other’s confidential and proprietary information, or the representations, warranties and indemnifications agreed to under this Agreement and/or hereunder, all of which shall survive any early termination or expiration of this Agreement, and shall remain in full force and effect for the later of a period of one (1) year from the date of termination or expiration of this Agreement, or the date the information is returned to whoever disclosed such information, after the date of termination or expiration of this Agreement.

PART 2 - PRODUCTS AND SERVICES

2.1 SCHEDULED PREVENTATIVE MAINTENANCE LABOR

A. At a minimum, the Contractor agrees to furnish a qualified mechanic, trained to provide service for routine preventative maintenance procedures (exclusive of callbacks, repair work, Periodic Test Requirements – Category 1 Test Requirements) the following specified minimum hours.

B. The Contractor shall provide scheduled systematic examinations, adjustments, cleaning, and lubrication of all machinery, machinery spaces, hoistways, and pits. The Contractor shall include the minimum PM hours, as outlined below, that is to be dedicated to routine preventive maintenance.

MINIMUM OF: ONE (1) HOUR PER MONTH (HYDRO)

1. The mechanic shall report to the designated office upon arrival, sign in, and request a vertical transportation update on the units.

2. The mechanic shall report to the designated office before exiting the location, sign out, and provide an exit briefing.

C. Owner shall be credited TWO-TIMES the hourly billable service costs for any hours not provided under this Agreement per month on a per hour cost basis, plus 15% for wear and tear as listed in Exhibit A.

D. If for any reason the Owner notifies the Contractor that maintenance services are not allowed/required for any said month(s), the Contractor shall not be penalized for not performing their required hours for that period.

2.2 MAINTENANCE OF ELEVATORS, EQUIPMENT COVERAGE

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A. At no additional cost to Owner, Contractor shall provide full comprehensive repair, replacement, adjustment, and related service coverage for all component systems, including spare or replacement parts, unless specifically excluded herein. Failure to provide a particular component, service, or other procedure does not limit Contractor's obligation or liability to provide the necessary work or service.

1. Contractor shall perform complete maintenance of the elevators to ensure they may be operated safely in accordance with performance standards and other criteria specified in this Agreement twenty-four (24) hours per day, seven (7) days per week except for scheduled preventative maintenance and safety test procedures approved by Owner.

B. Contractor shall furnish all materials, labor, supplies, parts, barricades, warning signs, semi-permanent structures, or other apparatus necessary or proper for and incidental to maintenance procedures.

C. Contractor shall be responsible for clearing and paying for any violations and fines related to the Equipment.

D. Contractor shall be responsible for keeping the exterior of the machinery and any other parts of the equipment free from rust.

E. The following list of equipment is provided to establish the full comprehensive intent of this Agreement.

Coverage shall include all associated parts, apparatus and procedures whether specifically defined or not and shall include the necessary hoisting, rigging or other procedures required for execution of the repair, replacement, adjustment, and service of equipment covered under this Agreement.

1. Automatic door systems, power-operated door systems, and manual door/gate systems complete:

a. Power operator and engagement linkages.

b. Car door top track, hangers, and hanger roller assemblies.

c. Car doors and gate, eccentrics, stops, bumpers, and related operating mechanisms for multiple-speed or multiple-panel doors and gates.

d. Car gates, bottom guides, retainers, fire stops, gibs, entrance sills and threshold plates, gate handles, and protection guards.

e. Electrical safety switches and activation mechanisms, door protective and/or reversing devices, and power door operators.

f. Electromechanical safety interlock assemblies, related operating mechanisms, clutch, or other master system engaging devices, linkages, zoned locking devices, and self-closing devices.

2. Car frame, platform and car safety devices complete:

a. Crosshead, stiles, cab steadiers, cab isolation pads, hitch plates, tie rods, supports, and related structures.

b. Car guides, car rollers, shoes, stands, spindles, gibs, rollers, and tensioning devices.

c. Top/side exit access to operating/safety hardware and electrical switches.

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d. Car fans, blowers, and cab ventilation systems.

3. Controls, selectors, solid state power drives, encoding devices, transformers with related wiring, conduit, and circuitry complete:

a. Relays,…