R16-039 RESOLUTION NO. R16 -039
A RESOLUTION OF THE CITY OF BOYNTON BEACH,
FLORIDA, APPROVING AND AUTHORIZING THE CITY
MANAGER TO SIGN A THREE -YEAR MASTER AGREEMENT
4 FOR THE PLATINUM PREMIER SERVICE AGREEMENT WITH
THYSSENKRUPP ELEVATOR BASED ON THE TCPN
CONTRACT #5042 AND WITH AN ANNUAL COST FOR THE
FIRST YEAR OF $26,988.12 AND PROVIDING AN EFFECTIVE
10 DATE.
1i
1'
1: WHEREAS, ThyssenKrupp was previously awarded contracts for annual
1 inspections and service /repairs for nine (9) two -stop elevators at eight (8) City
1 facilities /locations; and
1 WHEREAS, Some of the various facility /locations have ended up with different
1 ' agreement terms that has caused some difficulty in managing this service agreement,
1 ; therefore; and
1 WHEREAS, City Staff conducted a conference with representatives of
23 ThyssenKrupp to resolve issues regarding agreement termination and charges for services,
21 the result of which was a tentative agreement to consolidate all individual agreements into
2' one master agreement; and
2: WHEREAS, City Staff is requesting the City Commission to authorize the City
2 . Manager to sign a three -year master agreement for the Platinum Premier Service Agreement
2 with ThyssenKrupp Elevator for elevator annual inspections and service /repairs in all eight
2. (8) City facilities based on the TCPN Contract #5042 and has an annual cost the first year of
2' $26,988.12.
24 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
2 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
S: \CC \WP \Resolutions\2016\R16- 039 - ThyssenKrupp Agreement.doc
31 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
3 being true and correct and are hereby made a specific part of this Resolution upon adoption
3 hereof.
3: Section 2. The City Commission dies hereby authorize the City Manager to sign
3 a three -year master agreement for the Platinum Premier Service Agreement with
3• ThyssenKrupp Elevator for elevator annual inspections and service /repairs in all eight (8)
31• City facilities based on the TCPN Contract #5042 and has an annual cost the first year of
3r $26,988.12, a copy of which is attached hereto as Exhibit "A ".
3: Section 3. This Resolution shall become effective immediately upon passage.
3: PASSED AND ADOPTED this 1st day of March, 2016.
4 CITY OF BOYNTON BEACH, FLORIDA
4
4 ► YES NO
4:
4 Mayor — Jerry Taylor
4.
4. Vice Mayor — Joe Casello
4r
4; Commissioner — David T. Merker
4!
51 Commissioner — Mack McCray
5
5P Commissioner — Michael M. Fitzpatrick
5:
54
5. VOTE
5• ATTEST:
5r g
C �
61 Je th A. Pyle, CMC
6 i' rim City Clerk
6 (Corporate Seal)
5: \CC \W P \Resolutions\2016 \R16 -039 - ThyssenKrupp_Agreement. doc
AGREEMENT
THIS AGREEMENT (hereinafter "Agreement ") made and entered into on this day of March,
2016 by and between City of Boynton Beach, Florida, a governmental municipality, having an address of
100 East Boynton Beach Boulevard, Boynton Beach, FL 33425hereinafter referred to as "Purchaser "), and,
ThyssenKrupp Elevator Corporation, a Delaware corporation, having an address of 7567 Central Industrial
Drive, Riviera Beach, Florida 33404 (hereinafter referred to as "Contractor "). In consideration of the
mutual covenants contained herein, Contractor agrees to perform the services described herein and .
Purchaser or its members agree to pay the amounts described herein, all on the terms and conditions set
forth in this Agreement.
1. INTRODUCTION:
Contractor will maintain the elevator equipment as more particularly described on Exhibit A
attached hereto and made a part hereof, on the terms and conditions subsequently set forth. We will use
trained personnel directly employed and supervised by us. They will be qualified to keep your equipment
properly adjusted, and they will use all reasonable care to maintain the elevator equipment in proper
operating condition. We will on an as- needed and call -back basis systematically examine, adjust and
lubricate as required, and, in our sole opinion, if conditions warrant, we will repair or replace all elevator
parts and devices not specifically excluded by this contract.
2. PERFORMANCE:
The Services shall be performed in a diligent and first class manner, with quality supplies,
materials, equipment and workmanship and in such a manner so as to minimize the possibility of any
annoyance, interference, or disruption to tenants or other occupants of the Property and their invitees.
Upon completion of the Services, Contractor shall restore the Property to its original condition and shall
leave the Property clean and free of all tools, equipment, waste materials and rubbish.
Contractor will, at its discretion and expense, perform governor and safety tests on traction
elevators or annual relief pressure tests on hydraulic elevators per local and State codes. Contractor
assumes no responsibility for the operations of the governor or safety on traction elevators, or the hydraulic
system on hydraulic elevators, under the terms of this Agreement, until test has been made. Should the
systems not meet safety requirements, it shall be the responsibility of the Purchaser, at their cost, to make
necessary repairs and to place the equipment in a condition, which will be acceptable for coverage under
the terms of this agreement. Contractor shall not be liable for damage to the building structure resulting
from this testing.
Contractor will service Purchaser's equipment and its component parts in their
present condition with the understanding that Contractor shall neither be required nor obligated to service,
make renewals or repairs upon the elevator(s) or equipment by reason of negligence, obsolescence, misuse
of the equipment, loss of power, blown fuses, tripped stop switches, theft, vandalism, explosion, fire, power
failure, water damage, storm, lightning, nuisance calls or by any other reason or any other cause beyond our
control, except ordinary wear and tear from the commencement date of this agreement. Any work not
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specifically covered under this agreement and excluded from coverage shall be performed at Purchaser's
sole expense.
3. INDEPENDENT CONTRACTOR RELATIONSHIP:
Contractor shall assume all duties under this Agreement as an independent contractor,
and shall not be deemed for any purpose to be an agent, servant, or representative of Purchaser. Purchaser
shall have no direct control of Contractor, its agents, or subcontractors in the performance of the work
hereunder. Nothing contained herein shall be construed to be inconsistent with such independent
contractor relationship.
4. BY HIGHLY - TRAINED CONTRACTOR PROFESSIONALS:
Contractor employed and supervised elevator technicians, who are among the most trusted
in the industry, will provide all maintenance courteously and dependably. Our elevator technicians receive
ongoing training in general equipment development as well as advancements made to your specific
elevators.
5. ASSURANCE OF CONTRACTOR STANDARD OF QUALITY:
To help increase elevator performance and decrease downtime, our technicians utilize the
latest industry methods and technology available to us for your specific brand of elevator. They will be
equipped with the tools, documentation and knowledge to troubleshoot your unique system.
Behind our technicians' is a team devoted to elevator excellence. Technicians are
supported around the clock by a family of engineers and field support experts. Our North American
Technical Support Facilities continuously research advancements in the Industry and in your equipment.
Contractor maintains a comprehensive parts inventory to support our field operations.
Replacement parts are stored throughout North America in Contractor's facilities, and are normally
available as necessary. Most specialized parts are available within 24 hours, seven days a week. All
replacement parts used in your elevator will be new or refurbished to meet the quality standards of
Contractor.
6. DEPENDABLE MAINTENANCE:
Contractor will perform the following services:
Examine the elevator equipment for proper operation. Our examination, lubrication, and
adjustment will cover the following component groups and related equipment of your elevator system:
• Control and landing positioning systems
• Signal fixtures
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• Machines, drives, motors, governors, sheaves, and ropes
• Power units, pumps, valves, and jacks
• Car and hoistway door operating devices and door protection equipment
• Loadweighers, car frames and platforms, and counterweights
• Safety mechanisms
Lubricate equipment for smooth and efficient performance.
Adjust elevator parts and components to maximize the elevator's performance and safe
operation.
Relamp all signals as required (during regularly scheduled visits).
Repair or replace components worn due to normal wear.
Contractor agrees to maintain Purchaser's elevator equipment as outlined in this
agreement. We will endeavor to provide a comprehensive maintenance program to maximize the
performance, safety, and life span of your equipment.
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7. EXTENT OF COVERAGE:
7.1 TRACTION ELEVATORS:
Contractor agrees to and shall maintain the traction elevator equipment herein described,
on the following terms and conditions:
7.1.1 Contractor will use trained employees directly employed and supervised by
Contractor. Such employees shall be qualified to keep the Equipment properly adjusted, and
Contractor will use all reasonable care to maintain the Equipment in proper and safe operating
condition.
7.1.2 Contractor will as needed regularly and systematically examine, adjust, clean and
following as required, and if conditions warrant, repair or replace the fo g q lace the same: p p
7.1.2a Machine worm gear, thrust bearings, drive sheave, drive sheave shaft bearings,
brake pulley and brake coil, contact linings and component parts;
7.1.2b Motor and motor generator, motor windings, rotating element, commutator,
brushes, brush holders and bearings;
7.1.2c Silicon control rectifiers, reactors, filters, heat sinks, amp traps, transducers, and
all control components;
7.1.2d Controller, selector and dispatching equipment, leveling devices and cams, all
relays, solid state components, resistors, condensers, transformers, contacts, leads, dash pots,
timing devices, computer and micro computer devices, steel selector cable or tape, and
mechanical and electrical driving equipment;
7.1.2e Governor, governor sheave and shaft assembly, bearings, contacts, and governor
jaws;
7.1.2f Deflector or secondary sheave, bearings, car and counterweight guide rails, top
and bottom limit switches, governor tension sheave assembly, compensating sheaves assembly,
counterweight and counterweight guide shoes including rollers or gibs;
7.1.2g Hoistway door interlocks and hangers, bottom door guides and auxiliary door
closing devices and all fastening devices and associated reinforcement in attached components;
7.1.2.h Hoistway entrance door sill areas beyond the entrance frame opening; will be
cleaned.
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7.1.2i Automatic power operated door operator, car door hanger, car door contact, door
protective device, car ventilation system platform, load weighing equipment, car safety
mechanism, elevator car guide shoes, gibs or roller;
7.1.3 Contractor shall maintain the individual minimum performance standards defined
below:
7.1.3a "Start to Stop Time" as measured from the moment the car begins motion till the
time it stops for a single floor run.
7.1.3b "Door Open Time" as measured from the fully closed door position to a fully open
stopped position.
7.1.3c "Door Close Time" as measured from the fully open door position to a fully closed
stopped position. Door closing pressure shall not exceed 30 lbs.
7.1.3d "Leveling Accuracy" as measured from car sill to landing sill at a fully stopped
position under all load conditions.
7.1.3e "Rated Speed" as the same shall be that noted and shall not vary by more than 5%
regardless of direction or load.
7.1.4 Contractor shall maintain the Rated Speed in feet per minute, the original
performance time, including acceleration and retardation as designed and installed by the
manufacturer and perform the necessary adjustments as required to maintain the original Door
Open Time and Door Close Time, within limits of applicable codes, or to adjust and maintain
revised Door Open Time and /or door close Time upon direction of Purchaser.
7.1.5 Contractor shall maintain smooth ride quality, smooth acceleration and
deceleration and comfortable stop.
7.1.6. Door operation shall be positive and quiet with rapid and smooth checking at
limits of travel. Contractor shall annually, check the group dispatching systems and make
necessary tests to insure that all circuits and time settings are properly adjusted and that the
system performs as designed and installed by the manufacturer or to adjust and maintain revised
settings upon direction of Purchaser.
7.1.7 Examine periodically all safety devices and governors and conduct an annual no-
load test.
7.1.8 Calibrate load- weighing devices to Purchaser's selected settings, after annual
and, as applicable, five -year safety tests are conducted.
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7.1.9 Renew all wire ropes as often as is necessary to maintain an adequate factor of
safety; equalize the tension on all hoist and compensation ropes, lubricate ropes appropriately and
when necessary remove all residue and accumulated deposits from the rope surface and shorten
ropes and chains as required to provide legal and reasonable bottom clearances.
7.1.10 Repair or replace conductor cables and hoistway and machine room elevator
wiring in such a way as to maintain the percentage of spare conductors present at the signing of
this Agreement. In no case shall the number of spare conductors be less than 5 %.
7.1.11 Furnish lubricants compounded to the manufacturer's rigid specifications.
7.1.12 Make other safety tests recommended or directed by all applicable governmental
authorities in force at the time of the signing of this Agreement. Contractor shall not be required to
install new attachments on the elevators recommended or directed by insurance companies, or by
governmental authorities, nor to make replacements with parts of a different design recommended
or directed by insurance companies, or by governmental authorities.
7.1.13 Coordinate all testing requiring an independent witness or inspector with the
Purchaser's appointed representative. Any such tests conducted without Purchaser's witness or
inspector shall be repeated at Contractor's cost.
7.1.14 It is agreed that Contractor shall not be required to make renewals or repairs
necessitated by reason of Purchaser's negligence or Purchaser's misuse of the Equipment or by
reason of any other cause beyond Contractor's reasonable control except ordinary wear and tear.
7.1.15 Contractor shall also maintain, and if conditions warrant, repair or replace the
following auxiliary equipment:
7.1.15a All handicap devices;
7.1.15b All elevator related earthquake devices if applicable.
7.1.16 Contractor shall have no responsibility for the following items of Equipment, which
are not included in this Agreement.
7.1.19a The items of elevator equipment excluded from this contract are: the finishing,
repairing, or replacement of cab enclosure, hoistway door panels, door frames, sills, car flooring,
floor covering, lighting fixtures, light bulbs and tubes, main line power switches, breaker, feeders to
controller, alignment of elevator guide rails, smoke and fire sensors, fire service reports, air
conditioners and all other items as set forth and excluded in this agreement. Elevator signal light
bulbs will be replaced during regular service calls.
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7.2 HYDRAULIC ELEVATORS:
Contractor will maintain the hydraulic elevator equipment herein described under
the same terms and conditions described under 7.1 entitled "Traction Elevators ", at the same are
applicable to hydraulic elevators, with the following additions:
7.2.1 The items of elevator equipment excluded from this contract are: the finishing,
repairing, or replacement of cab enclosure, hoistway door panels, door frames, sills, car flooring,
floor covering, lighting fixtures, light bulbs and tubes, main line power switches, breaker, feeders to
controller, hydraulic elevator jack outer casing, underground piping, alignment of elevator guide
rails, smoke and fire sensors, fire service reports, air conditioners and all other items as set forth
and excluded in this agreement. Elevator signal light bulbs will be replaced during regular service
calls.
7.2.2 Filters, mufflers and muffler components are included.
7.2.3 Periodically examine all safety devices and conduct pressure tests and other tests
required by ANSI Al 7.1 or other applicable codes.
7.2.4 Periodically conducts an inspection of hydraulic fluid to detect contaminants and
assure proper viscosity, make necessary corrections and replace fluid as required. Furnish
hydraulic fluid compounded to the manufacturer's rigid specifications.
7.2.5 Clean excessive fluid leakage from pump pans, cylinder heads, machine room and
pit floors.
7.3 EXTENT OF COVERAGE:
7.3.1 ESCALATORS AND MOVING WALKS
Contractor will maintain the escalator equipment herein described under the same terms
and conditions described under Section 7.1 entitled "Traction Elevators ", as the same are
applicable to escalators, with the following additions:
7.3.1.a Controller, all relays, contacts, coils, resistance for operating and motor circuits,
operating transformers and operating rectifier;
7.3.1.b Handrail, handrail drive chains, handrail brush guards, handrail guide rollers,
alignment devices, steps, step tread, step wheels, step chains, step axle bushings, comb plates,
floor plates and tracks;
7.3.1.c Upper drive, upper drive bearings, tension sprocket bearings, upper newel
bearings, lower newel bearings;
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7.3.1.d All balustrade fastenings, deck and trim fastenings (screws, clips, etc.);
7.3.1.e Skirt panels and panel finishes;
7.3.1.f Escalator under -step lighting and balustrade panel and skirt lighting;
7.3.1.g Upper and lower pit equipment spaces, pit lights, trusses and inclined truss pans.
7.3.2 Examine periodically (at intervals not longer than six months) all normal operating devices
and equipment in accordance with ANSI A17.1, Section 1007 and conduct annual inspections and
tests of all safety devices, brakes, step up thrust devices and governors in accordance with ANSI
A17.1, Section 1008. If required, the governor will be calibrated and sealed for proper tripping
speed.
7.3.3 Contractor shall have no responsibility for the balustrade finishes, deck and trim finishes,
wedge guards and exterior truss enclosures.
8. COMPLIANCE WITH LAWS:
The rights and duties arising under this Agreement shall be governed by the laws of the
State in which the Property is located. In performing the Services required under this Agreement,
Contractor shall comply with all applicable federal, state, county, and municipal statutes, ordinances and
regulations. In the event that any portion of this Agreement is determined to be against public policy or
statute, then all other provisions shall remain in full force and effect.
9. TERM:
Service under the terms and conditions of this Agreement shall be for a non - cancelable
period of three (3) years commencing'on the 1st day of March, 2016, and shall thereafter be renewable
upon written agreement of the parties. Time is of the essence.
The term (length of contract) of maintenance agreements signed under the TCPN Contract
may exceed the term of the TCPN Agreement. The terms and conditions of the TCPN Agreement in effect at
the date the maintenance agreement is signed will remain in effect for the duration of members local
maintenance agreement. Maintenance Agreements can be as long as the TCPN members request provided
they are in accordance with local laws and regulations.
All work is to be performed during our regular working hours of our regular working days
unless otherwise specified below.
This contract includes callback service during our regular working hours.
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On all overtime service requests, we will absorb straight time and overtime premium
expenses. Overtime service requests are performed before or after normal business working days and
hours.
10. PRICING:
The price of Contractor's elevator service for the elevators and locations described herein is
set forth on Exhibit "B" attached hereto and made a part hereof. Payments shall be made in accordance
with the terms of Exhibit "B" on a quarterly basis payable in advance. The prices set forth herein are subject
to increase in the event the existing equipment is modified from its present state. A service charge of 1/%
per month, or the highest legal rate allowed by law, whichever is the greater, shall apply to all delinquent
accounts. Time is of the essence.
The Monthly Payment Amount shall be subject to review and adjustment for maintenance
agreements at the end of each 12 month period thereafter or beginning with expiration of any maintenance
period on Equipment. 80% of the Agreement price shall be adjusted to reflect any increase or decrease in
labor costs based on the straight time rate of elevator mechanics in the local area where the Property is
located. The remaining 20% shall be adjusted to reflect any increase or decrease in material costs based
on the Producer Price Index for Metals and Metal Products as published by the United States Department of
Commerce, Bureau of Labor Statistics. Total price escalations shall be no more than 5% in any one (1) year
period. Contractor shall provide thirty (30) day advance notification to Purchaser of pending price
adjustment for both labor and material. Pricing Schedules will be adjusted annually on Jan. 1 of each year
to coincide with the wage adjustments.
The words "fringe benefits" mean employee benefits granted in addition to direct hourly
labor rate, and include, but are not limited to, accruals for pensions, vacations, paid holidays, group life
and group health insurance. Fringe benefits shall not include any direct or indirect costs based on labor
This Agreement is subject to the terms and conditions herein, all of which are hereby
accepted.
11. INDEMNITY AND LIABILITY:
Contractor shall hold harmless and indemnify Purchaser, its managing agent, and
employees against all loss or liability, demands, judgments, expenses (including attorney's fees), claims or
actions based upon or arising out of damages or injury (including death) to persons or property, including
property owned, leased or borrowed, incurred by or sustained in connection with the performance of this
Agreement to the extent caused by the acts, omissions, or negligence of Contractor, its subcontractors,
managing agents, servants or employees, or based upon Contractor's violation of any statute, ordinance,
building code or regulation. Contractor's obligations under this paragraph do not include any injuries or
damages, if any, that arise out of or result from the negligence or concurrent negligence of Purchaser, its
managing agent, or other indemnity.
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Contractor shall also indemnify Purchaser and Purchaser's managing agent against all
liability and loss in connection with, and shall assume full responsibility for payment of all federal, state
and local taxes or contributions imposed or required under unemployment insurance, social security and
income tax laws, with respect to Contractor's employees engaged in the performance of the Services or
otherwise in connection with this Agreement.
Contractor shall not be liable for any damages or delays caused by acts of government,
strikes, lockouts, fire, explosions, theft, floods, riot, civil commotion, war, malicious mischief, acts of God or
any other cause beyond its control, and in no event shall Contractor be liable for special, indirect or
consequential damages.
12. INSURANCE REQUIREMENTS:
At its sole expense, Contractor shall carry and maintain throughout the Term of this
Agreement the insurance described below. Policies must be with carriers licensed to do business where
the services are to be performed. The form of the insurance shall at all times be subject to Purchaser's
reasonable approval, and the carrier or carriers must be good and responsible insurance companies. The
all risk and liabilities policies must each contain a provision by which the insurer agrees that such policy
shall not be canceled except after thirty (30) days written notice to Purchaser.
Before the start of work, Contractor shall submit to Purchaser a Certificate of Insurance
showing that all insurance requirements have been met. If any policy expires during the term of this
Agreement, is shall automatically be renewed and a new Certificate of Insurance shall be sent immediately
to Purchaser.
Workers' Compensation Statutory Limits
Employer's Liability $ 1,000,000 each accident
$1,000,000 policy limit- disease
$1,000,000 disease -each employee
General Liability
This shall include all major divisions of coverage and be on a commercial occurrence form.
It shall include premises operations, products and completed operations, contractual, personal injury,
owner and contractor's protective and broad form property damage.
Limits Primary: $2,000,000 each occurrence - BI & PD
$2,000,000 general aggregate
$2,000,000 personal injury & adv. Injury
Automobile Liability and Property Damage
This shall be on an occurrence basis with a combined single limit of $2,000,000. It shall
include all automobiles owned, leased, hired or non- owned.
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13. PURCHASER RESPONSIBILITIES:
Product Information. Purchaser agrees to provide Contractor with current wiring diagrams
that reflect all changes, parts catalogs, and maintenance instructions for the equipment covered by this
agreement. Purchaser agrees to authorize Contractor to produce single copies of any programmable
device(s) used in the equipment for the purpose of archival back up of the software embodied therein.
These items will remain your property.
Safety. Purchaser agrees to instruct or .warn passengers in the proper use of the
equipment and to keep the equipment under continued surveillance by competent personnel to detect
irregularities between elevator examinations. Purchaser agrees to report immediately any condition that
may indicate the need for correction before the next regular examination. Purchaser agrees to shut down
the equipment immediately upon manifestation of any irregularities in operation or appearance of the
equipment, notifying us at once, and written notice within ten (10) days after any occurrence or accident in
or about the elevator. Purchaser agrees to provide our personnel a safe place in which to work.
Contractor reserves the right to discontinue work in the building whenever, in their sole opinion, the
personnel do not have a safe place in which to work. Purchaser agrees to provide a suitable machine room
including secured doors, waterproofing, lighting, ventilation and heat to maintain the room at a
temperature of 50 °F minimum to 90 °F maximum. Purchaser also agrees to maintain the elevator pit in a
dry condition at all times. Should water or other liquids become present, you will contract with others for
removal and the proper handling of such liquids.
Other. Purchaser agrees not to permit others to make alterations, additions, adjustment,
or repairs or replace any component or part of equipment during the term of this agreement. Purchaser
agrees to accept our judgment as to the means and methods to be employed for any corrective work under
this agreement. In the event of the sale, lease or other transfer of the elevator(s) or equipment described
herein, or the premises in which they are located, Purchaser agrees to see that such successor is made
aware of this agreement and assumes and agrees to be bound by the terms hereof for the balance of the
agreement, and subject to termination herein provided, or otherwise be liable for the full unpaid balance
due for the full unexpired term of the agreement.
Items Not Covered. Contractor does not cover cosmetic, construction, or ancillary
components of the elevator system, including the finishing, repairing or replacement of the cab enclosure,
ceiling frames, panels, and /or fixtures, hoistway door panels, door frames, sills, car flooring, floor covering,
lighting fixtures, ceiling light bulbs and tubes, main line power switches, breaker(s), feeders to controller,
hydraulic elevator jack outer casing, buried piping, alignment of elevator guide rails, smoke and fire
sensors, fire service reports, intercommunication devices, security systems not installed by us, batteries for
emergency lighting and lowering, air conditioners, heaters, ventilation fans and all other items as set forth
and excluded in this agreement.
14. NON WAIVER:
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Waiver of any breach or failure to enforce any of the terms of conditions of this Agreement
at any time shall not limit or waive either party's rights thereafter to enforce or compel strict compliance
with every term and condition of this Agreement. Course of conduct or failure to enforce shall not constitute
a waiver of any written provision of this Agreement
15. NOTICES:
Every notice or other communication to be given by either party to the other with respect to
this Agreement, shall be given by personal delivery of telecopy or United States registered or certified mail
postage prepaid, return receipt requested, addressed as hereinafter provided. Except as otherwise
specified herein, the time period in which a response to any notice or other communication must be made,
if any, shall commence to run on the earliest to occur of (a) if by personal delivery, the date of receipt, or
attempted delivery, if such communication is refused; (b) if given by telecopy, the date on which such
telecopy is transmitted and confirmation of delivery, or attempted delivery, thereof is received; and (c) if
sent by mail (as aforesaid), the date of receipt or delivery is refused. Until further notice, notices and other
communications under this Agreement shall be addressed to the parties' address listed on the first page
hereof.
Tim W. Howard
Director of Financial Services
100 E. Boynton Beach Boulevard
Boynton Beach, FL 33434
Jeff Jaudes
National Accounts Manager Scott Silitsky
ThyssenKrupp Elevator Corporation ThyssenKrupp Elevator Corporation
114 Town Park Drive, 114 Town Park Drive NW, Suite 300
Suite 300 Kennesaw, GA 30144
Kennesaw, GA 30144 Attn: National Account Contract Administrator
16. FEDERAL PROVISIONS /ACTS:
Contractor shall comply with provisions of Executive Orders 11246, 11375, 11758,
Section 503 of the rehabilitation 'Act of 193, Vietnam Era Veteran's Readjustment Act of 1974, 38
U.S.C. 4212 and 41 CFR Chapter 60. Contractor shall support Equal Employment Opportunity and
Affirmative Actions Compliance programs.
Contractor covenants and agrees to comply in all respects with the Immigration
Reform and Control Act of 1986 (PL99 -603) and all rules and regulations adopted pursuant thereto,
and agrees to indemnify and hold Purchaser harmless of and from any claims and /or demands
asserted against Purchaser and /or any costs or expenses suffered or incurred by Purchaser, including
attorney's fees, as a result of Contractor's failure or alleged failure to comply with such Act, rules and
regulations.
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17. ACCEPTANCE:
Purchaser's acceptance of this agreement and its approval by an executive
officer of Contractor will constitute exclusively and entirely the agreement for the service
herein described. All other prior representations or agreements, whether written or verbal,
will be deemed to be merged herein, and no other changes in or additions to this agreement
will be recognized unless made in writing and properly executed by both parties. Should
acceptance be in the form of a purchase order or similar document, the
Purchaser's p p
provisions, terms and conditions of this agreement will govern in the event of a conflict.
This proposal and contract is hereby accepted.
18. PUBLIC RECORDS:
The terms and conditions of Florida Statute 119.0701 (Contracts; public
records) are made a part of this agreement as though said Statute has been set forth, herein at
length, and the parties agree to fully comply with said provisions.
19. ' WAIVER OF VENUE:
The parties to this agreement knowingly and voluntarily waive trial by jury
and do hereby agree and consent that the venue for any proceeding or lawsuit, through, by or
under the terms of this agreement, including non - payment or breach of contract shall be in
Palm Beach County and State of Florida.
20. NON - PAYMENT:
Non - payment of any amount due ThyssenKrupp Elevator Corporation under
this agreement shall be considered a material breach of the agreement. In the event of a
breach of this agreement, or the failure to pay any amount due or to become due under the
terms of this agreement within forty -five (45) days from its billing date, all repair,
replacement and services will automatically lapse and the contractor at its option may cancel
this agreement and declare all sums due or to become due in the future under this agreement
for the full unexpired term of the agreement, accelerated due and payable in full as and for
agreed damages, and until same are fully paid, the contractor shall be discharged and released
from any obligations or liability under the terms of this agreement.
{00118336.1 306- 9001821 } ThyssenKrupp Elevatorl3TCPN Contract # R5042
Page 13 of 17
21. ATTORNEY'S FEES:
In the event of any litigation involving the terms and conditions of this agreement, or to
collect any sums which may be due, hereunder, including lost profits or liquidated damages,
the successful party in any such litigation will be entitled to an .award of reasonable
attorney's fees, including, but not limited to any appellate action.
ACCEPTED:
CITY OF BOYNTON BEACH, FLORIDA THYSSENKRUPP ELEVATOR CORP.
BY: BY:
Lori LaVerriere Name
TITLE: City Manager TITLE: Account Manager
DATE: DATE:
THYSSENKRUPP ELEVATOR CORP THYSSENKRUPP ELEVATOR CORP.
BY: BY: JeffJaudes
Name Name
TITLE: Branch Manager TITLE: National Account Manager
DATE: DATE:
(00118336.1 306- 9001821) ThyssenKrupp Elevatorl4TCPN Contract # R5042
Page 14 of 17
1
City of Boynton Beach - Exhibit A
Location Name Location Address Number Serial # Stops Elevator
of Type
Elevators
41499,
Boynton Beach Municipal Building 120 E Boynton Beach Blvd 2 41498 2 Hydraulic
4/2 -F &2-
Intracoastal Park Pavilion 2240 N. Federal Hwy 1 92937 R Hydraulic
Wilson Park 225 NW 13th Avenue 1 93049 2 Hydraulic
Boynton Beach Library 208 S. Seacrest Blvd 1 87581 2 Hydraulic
Boynton Beach Fire Rescue 2080 High Ridge Road 1 95727 2 Hydraulic
1913 Schoolhouse Museum 141 E. Ocean Drive 1 54426 2 Hydraulic
5469 W. Boynton Bch
West Water Plant Blvd 1 46528 2 Hydraulic
Boynton Beach Operations 124 E. Woolbright Rd 1 57136 2 Hydraulic
{00118336.1 306- 9001821) ThyssenKrupp Elevatorl5TCPN Contract # R5042
Page 15 of 17
City of Boynton Beach - Exhibit B
Location Name Location Address ' Number of Platinum Premier Service
Elevators Agreement Price Monthly
Boynton Beach Municipal Building 120 E Boynton Beach Blvd 2 $ 499.78
Intracoastal Park Pavilion 2240 N. Federal Hwy 1 $249.89
Wilson Park 225 NW 13th Avenue 1 $249.89
Boynton Beach Library 208 S. Seacrest Blvd 1 $249.89
Boynton Beach Fire Rescue 2080 High Ridge Road 1 $249.89
1913 Schoolhouse Museum 141 E. Ocean Drive 1 $249.89
5469 W. Boynton Bch
West Water Plant Blvd 1 $249.89
Boynton Beach Operations 124 E. Woolbright Rd 1 $249.89
Total: 9 $2,249.01
{00118336.1 306-9001821) ThyssenKrupp Elevatorl6TCPN Contract # R5042
Page 16 of 17
EXHIBIT C
REFERENCE TABLE
The following pronouns or terms used throughout the Agreement shall refer to the following:
1. "we" or "us" or "our" are references to: ThyssenKrupp and /or Contractor
2. "They" as first used in Paragraph 1. Entitled Introduction is a reference to: ThyssenKrupp or
Contractor personnel
3. "You" or "Your" are references to: The City of Boynton Beach or Purchaser
(00118336.1 306- 9001821) ThyssenKrupp Elevatorl7TCPN Contract # R5042
Page 17 of 17
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Purchaser: City Of Boynton Beach `�
124 E Woolbright Rd 1
Boynton Beach, FL 33435 -6040 `
Hereinafter referred to as "Purchaser ", "you ", and "your ". II
By: ThyssenKrupp Elevator Corporation li
7567 Central Industrial Dr '
Riviera Beach, FL 33404
Phone: 561- 842 -5761 !i
Fax: 866- 296 -9716 '`
www.thyssenkruppelevator.com i
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Hereinafter referred to as "ThyssenKrupp Elevator Corporation ", "ThyssenKrupp Elevator ", "we ", "us" and "our ",
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PLATINUM PREMIER SERVICE AGREEMENT
34
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ThyssenKrupp Elevator agrees to maintain Purchaser's elevator equipment described below in accordance with this !;
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agreement. We will endeavor to provide a comprehensive maintenance program designed to protect your investment and li
maximize the performance, safety, and life span of the elevator equipment to be maintained. jl
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Equipment To Be Maintained
Building Name Building Location Manufacturer Type Of Unit Unit ID # Of Stops ?
BOYNTON BEACH 120 E BOYNTON BEACH Dover Hydraulic 41498 2 i
MUNICIPAL BUILDING BLVD i
BOYNTON BEACH 120 E BOYNTON BEACH Dover Hydraulic 41499 2 i
MUNICIPAL BUILDING BLVD 't
INTRACOASTAL PARK 2240 N FEDERAL HWY Dover Hydraulic 92937 2 ;
PAVILLION ?
WILSON PARK 225 NW 13TH AVENUE Dover Hydraulic 93049 2 I
It
BOYNTON BEACH 208 S SEACREST BLVD Dover Hydraulic 87581 2
LIBRARY ii
BOYNTON BEACH FIRE 2080 HIGH RIDGE ROAD Dover Hydraulic 95727 2 `
RESCUE
1913 SCHOOLHOUSE 141 E OCEAN DRIVE Dover Hydraulic 54426 2 ;
MUSEUM '
WEST WATER PLANT 5469 W BOYNTON BEACH Dover Hydraulic 46528 2 r BLVD i
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Preventative Maintenance Program 1
We will service your equipment described in this agreement on a regularly scheduled basis. These service visits will be ;<
performed during normal business working days and hours, which are defined as Monday through Friday, 8:00 AM to 4:30 €
PM (except scheduled holidays). All work performed before or after normal business working days and hours shall be I considered "Overtime ".
I
ThyssenKrupp Elevator will perform the following services:
• Examine your elevator equipment for optimum operation. Our examination, lubrication and adjustment will .
cover the following components of your elevator system: I
o Control and landing positioning systems li
o Signal fixtures
o Machines, drives, motors, governors, sheaves,. and wire ropes
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. o Car and hoistway door operating devices and door protection equipment
o Loadweighers, car frames and platforms, and counterweights
o Safety mechanisms
• Lubricate equipment for smooth and efficient performance
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• Adjust elevator parts and components to maximize performance and safe operation
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Full Coverage Parts Repair and Replacement 1
ThyssenKrupp Elevator will provide full coverage parts repair and /or replacement for all components worn due to normal ;i
wear, unless specifically excluded in the "Items Not Covered" or "Other Conditions" provisions herein. We maintain a ii
comprehensive parts inventory to support our field operations. All replacement parts used in your equipment will be new
or refurbished to meet the quality standards of ThyssenKrupp Elevator. Most specialized parts are available within 24 3
hours, seven days a week. We will relamp all signals as required (during regularly scheduled visits). I!
Maintenance Control Program 3
ThyssenKrupp Elevator performs service in accordance with A17;1 — 2010 / CSA B44 -10. Section 8.6 of the code requires ;l
the unit owner to have a Maintenance Control Program (MCP), ThyssenKrupp's MCP meets or exceeds all requirements i
outlined in Section 8.6. The Maintenance Control Program includes 'ThyssenKrupp Elevator's Maintenance Tasks & j
Records documentation which shall be used to record all maintenance, repairs, replacements and tests performed on the 3
equipment and is provided with each unit as required by code. ThyssenKrupp Elevator also provides per Section 8.6 of the
code, a maintenance tasks procedures manual with each unit; TKE calls this manual the BEEP Manual, or Basic Elevator,
Escalator Procedures Manual. We do not perform any tests unless such tests are specifically listed as included elsewhere ;
in this agreement -
Quality Assurance i
To help increase elevator performance and decrease downtime, our technicians utilize the latest industry methods and t
technology available to us for your specific brand of elevator. They will be equipped with our tools documentation and
knowledge to troubleshoot your unique system, as well as access to a comprehensive ,parts replacement inventory I
system.
Behind our technicians is a team devoted to elevator excellence. Technicians are supported around the clock by a team
of engineers and field support experts. Our North American technical support facilities continuously research
advancements in the industry and in your equipment. Also, our internal quality control program 'ensures optimum and
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reliable operation of your elevator equipment.
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To assure that quality standards are being maintained, we may conduct periodic field quality audit surveys. Your ,
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Elevator M<,inienance Agreement
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dedicated ThyssenKrupp Elevator representative will be available to discuss your elevator needs with you in all aspects
of service and modernization. In 'addition, you may receive recommendations for upgrades that will also provide you with
budget options designed to enhance the appearance, performance and safety of or meet. Code requirements for your
equipment over time.
Service Requests During Normal Working Days and Hours
Service requests are defined as any request for dispatch of our technician to the location of the equipment covered in this
agreement from one or more of the following: you or your representative, the building or building's representative,
emergency personnel, and /or passengers through the elevator's communication device and /or from Vista Remote
Monitoring through the elevator's communication line. Service requests include minor adjustments and response to
emergency entrapments that can be accomplished in two hours or less (excluding travel time) and do not include
regularly scheduled maintenance visits.
We will respond to service requests during normal business working days and hours, as defined above, at no additional
charge.
Overtime Service Requests
On all overtime service requests, we will absorb straight time and overtime premium expenses. Overtime service requests
are performed before or after normal business working days and hours. ; 3
❑ Service History Website:
This agreement includes Premium access to ThyssenKrupp Elevator's website in accordance with the following terms and
conditions. During the term of this Agreement, ThyssenKrupp Elevator agrees to provide Purchaser with a user name and password to
ThyssenKrupp Elevator's website for access to maintenance and service call data generated following the effective date of this
Agreement. Purchaser shall, at its sole cost, provide and ensure the functioning integrity of its own hardware, software and internet
connection necessary to access the website. By executing this Agreement, Purchaser acknowledges that any work performed by
ThyssenKrupp Elevator modernization and /or construction personnel may not be included or accessible on the website. ThyssenKrupp
Elevator reserves the right to restrict access to the website If any of Purchaser's accounts with ThyssenKrupp Elevator has an
outstanding unpaid balance greater than 30 days or in the event of anticipated or pending litigation of any kind.
• THE WEBSITE IS PROVIDED TO CUSTOMER "AS IS" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY
KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THYSSENKRUPP ELEVATOR EXPRESSLY DISCLAIMS
ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE WEBSITE
INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TILE AND
NON- INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE,
USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, THYSSENKRUPP ELEVATOR PROVIDES NO
WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE CP WILL BE ACCESSIBLE TO
CUSTOMER, ACHIEVE ANY INTENDED RESULTS, MEET CUSTOMER'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION,
MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR
WILL BE CORRECTED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW IN NO EVENT WILL THYSSENKRUPP
ELEVATOR. OR ITS AFFILIATES, BE LIABLE TO THE CUSTOMER OR ANY THIRD PARTY FOR ANY USE, INTERRUPTION,
DELAY OR INABILITY TO USE THE WEBSITE OR FOR THE ACT OF ANY THIRD PARTY INCLUDING THE INCORPORATION OF A rt
VIRUS, SPYWARE OR ANY OTHER MALICIOUS PROGRAMS.
ThyssenKrupp Communications() (Check box if included)
ThyssenKrupp Communications is ThyssenKrupp Elevator's 24 -hour telephone monitoring and emergency call service.
I
Hevator MoIntenance Agreement
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2016- 253051 - ACIA- 12RHKVO
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Our representatives are trained to handle elevator calls and they can assess the situation and quickly dispatch a a
technician when necessary. If needed, they can stay on the line to reassure a stranded passenger that help is on the way.
ThyssenKrupp Communications maintains digital recordings and computerized records of the time, date, and location of
calls received and action taken for the benefit of passengers and building owners. Special considerations regarding
ThyssenKrupp Communications are set forth below. r ;
Through its centralized ThyssenKrupp Communications call center, ThyssenKrupp Elevator will provide 7 days per week,
24 hours per day, 365 days per year dispatching service for calls placed by Purchaser after normal business working days ,,
and hours to the local ThyssenKrupp Elevator branch office and telephone monitoring on all elevator(s) maintained under
this Agreement that have operational telephone equipment capable of placing a call to that call center. Depending on the
nature of the call and circumstances, ThyssenKrupp Elevator's operators can call one or more of the following: Purchaser's ';
Designated Contacts set forth in Section 2 below; Local Emergency Services at phone numbers provided by Purchaser in , :;
Section 3 below; and /or a local ThyssenKrupp Elevator service technician to be dispatched to the location of the
equipment. ;;
Purchaser hereby acknowledges that as a condition precedent to ThyssenKrupp Elevator's placement of calls to ,j
Purchaser's Designated Contacts and any Local Emergency Services under this Agreement, Purchaser must first
complete Sections 1 and 2 below. Purchaser further acknowledges that it is Purchaser's sole responsibility to advise '}
ThyssenKrupp Elevator immediately in writing of any changes to the information contained in those two (2) sections during 'l
the term of this Agreement. Purchaser acknowledges that no revision to that information will be made without '1
ThyssenKrupp Elevator first receiving such request in writing from Purchaser's authorized representative.
ii
Under those circumstances where ThyssenKrupp Elevator is unable to reach Purchaser's Designated Contacts set forth in l
Section 2 below, Purchaser hereby gives ThyssenKrupp Elevator express permission to dispatch a ThyssenKrupp ii
Elevator service technician to the location of the equipment at Purchaser's expense in accordance with ThyssenKrupp
Elevator's applicable billing rates. Purchaser further agrees that ThyssenKrupp Elevator does not assume any duty or i1
responsibility to advise any caller, regardless of his or her location within or outside the elevator, to take or not take any il
sit
specific action resulting from a medical or other emergency or any other situation including, but not limited to, entrapment '
p ment ,
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of persons, evacuation, repair or return to service of any equipment.
In the event that a ThyssenKrupp Elevator call center operator perceives that a call from within the elevator constitutes a
medical or other emergency, Purchaser hereby gives ThyssenKrupp Elevator the express permission to call Local i
Emergency Services at the telephone numbers provided by the Purchaser in Section 3 below at ThyssenKrupp Elevator's -
. sole discretion. Under those circumstances, Purchaser agrees to pay all related charges for services provided by any ri
,
Local Emergency Services in response to that call. Purchaser agrees that ThyssenKrupp Elevator shall not be responsible
. for ensuring an appropriate (or any) response by Local Emergency Services to that call. '
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None of the services described anywhere in this Agreement includes maintenance of any type or kind of the Purchaser's ii
telephone or other communication equipment. The Purchaser retains possession and control of its telephone and other :i
communication equipment and is responsible for ensuring uninterrupted operation of that equipment so that it is capable of
placing a call to ThyssenKrupp Communication's call center. ;'
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Elevator Mranicnance Anieernent
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ThyssenKrupp Communications Contact Information - To Be Completed by Purchaser A
Section 1, Elevator Detail:
Total number of elevators in Building
Elevator Elevator Telephone Number including *" Elevator Elevator Telephone Number including
# Area Code , , # Area Code
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Section 2, Purchaser Designated Contacts: ;!
In the event of an emergency, or perceived emergency affecting the equipment covered by this Agreement, the Purchaser designates the following as i
its decision - making contacts:
Contact Name Title Primary Telephone # Secondary Telephone # ,i
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Section 3, Local Emergency Services Contact Information:
. Phone # for Local Police Department: ( ) - „
Phone # for Local Fire Department: ( ) -
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Section 4, Purchaser's Special Instructions: s
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The following are special instructions provided by Purchasers with respect to the information supplied above:
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tEl Periodic Safety Testing (Check box if included) i
ThyssenKrupp Elevator will test your equipment in accordance with those periodic testing requirements as outlined in the
American National Safety Code for Elevators and Escalators', ANSI A 17.1, which are in effect at the time this'agreement is i
executed. In the event that the state, city or local governing authority in which the equipment is located has adopted
different requirements, ThyssenKrupp Elevator will test your equipment in accordance with those periodic testing ii
requirements in effect at the time this agreement is executed. You agree to pay for any costs of the inspector and /or t;
inspection fees. Special Considerations regarding periodic safety testing are set forth below. I
Elevator Maintenance Agreement `
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Product Information t ;
You agree to provide ThyssenKrupp Elevator with current wiring diagrams that reflect all changes, parts catalogs, and
maintenance instructions for the equipment covered by this agreement (exception: we will supply all of the above for new
ThyssenKrupp elevators at no additional cost). You agree to authorize us to produce single copies of any programmable
device(s) used in the equipment for the purpose of archival back -up of the software embodied therein. These items will i;
remain your property.
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Safety • ',I
You agree to instruct or warn passengers in the proper use of the equipment and to keep the equipment under continued i I
surveillance by competent personnel to detect irregularities between elevator examinations. You agree to immediately
report any condition that may indicate the need for correction before the next regular examination. You agree to 'i
immediately shut down the equipment upon manifestation of any irregularities in either the operation or the appearance of i
the equipment, to immediately notify us, and to keep the equipment shut down until the completion of any repairs. You
agree to give us immediate verbal notice and written notice within ten (10) days after any occurrence or accident in or ;`
about the elevator. You agree to provide our personnel with a safe place to work. You agree to provide a suitable
machine room, including secured doors, waterproofing, lighting, ventilation, and appropriate air temperature control to
i maintain that room at a temperature between 50 °F and 90 ° F. You also agree to maintain the elevator pit in a dry 1
condition at all times. Should water or other liquids become present, you will contract with others for removal and the 1
proper handling of such liquids. We reserve the right to discontinue work in the building whenever, in our sole opinion, our
personnel do not have a safe place to work. You also agree that if ThyssenKrupp Elevator's inspection of a piece of
equipment serviced under this agreement reveals an operational problem which, in ThyssenKrupp Elevator's sole
judgment, jeopardizes the safety of the riding public, ThyssenKrupp Elevator may shut down the equipment until such
time as the operational problem is resolved. In that event, ThyssenKrupp Elevator will immediately advise you in writing of
ii
such action, the reason for such action, and whether any proposed solution is covered by the terms of this agreement. '
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Other 11
You agree not to permit others to make alterations, additions, adjustments, or repairs or replace any component or part of
the equipment during the term of this agreement. You agree to accept our judgment as to the means and methods
employed by us for any corrective work under this agreement. Since ThyssenKrupp Elevator's top priority is the i
satisfaction of its customers, if you should have any concern(s) with the means and methods used to maintain or repair
the equipment covered under this agreement, you agree to provide us with written ,notice of that concern and give us
thirty (30) days to respond either in writing or commence action to appropriately resolve it.
In the event of the sale, lease or other transfer of the ownership or management of the premises in which the elevator(s) ' ii
or equipment described herein are located, you agree to see that such transferee is made aware of this agreement and r
agrees to assume and/or be bound by the conditions hereof for the balance of the unexpired term of this agreement. I
Should the transferee fail to assume this agreement, you shall remain liable for all unpaid amounts, including those owed I
for the balance of the current unexpired term of this agreement.
i
In consideration of ThyssenKrupp Elevator performing the services herein specified, you expressly agree, to the fullest .+
extent permitted by law, to indemnify, defend, save harmless, discharge, release and forever acquit ThyssenKrupp
' Elevator Corporation, our employees, officers, agents, affiliates, and subsidiaries from and against any and all claims, ii
demands, suits, and proceedings brought against ThyssenKrupp Elevator, our employees, officers, agents, affiliates and
subsidiaries for loss, property damage (including damage to the equipment which is the subject matter of this agreement), ii
personal injury or death that are alleged to have been caused by the Purchaser or any others in connection with the 'i
presence, use, misuse, maintenance, installation, removal, manufacture, design, operation or condition of the equipment I
covered by this agreement, or the associated areas surrounding such equipment. Your duty to indemnify does not apply
to the extent that the loss, property damage (including damage to the equipment which is the subject matter of this
agreement), personal injury or death is determined to be caused by or resulting from the negligence of ThyssenKrupp
(Elevator Maintenance Agreement it
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Elevator and /or our employees. You recognize that your obligation to ThyssenKrupp Elevator under this clause includes
payment of all attorney's fees, court costs, judgments, settlements, interest and any other expenses of litigation arising
out of such claims or lawsuits.
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Insurance i
You expressly agree to name ThyssenKrupp Elevator Corporation along with its officers, agents, affiliates and ,
subsidiaries as additional insureds in your liability and any excess (umbrella) liability insurance policy(ies). Such
insurance must insure ThyssenKrupp Elevator Corporation, along with its officers, agents, affiliates and subsidiaries for
those claims and /or losses referenced in the above paragraph, and for claims and /or or losses arising from the _sole
negligence or responsibility of ThyssenKrupp Elevator Corporation and /or its officers, agents, affiliates and subsidiaries.
} Such insurance must specify that its coverage is primary and non- contributory. You hereby waive the right of subrogation.
Items Not Covered.
We do not cover cosmetic, construction, or ancillary components of the elevator system, including the finishing, repairing,
or replacement of the cab enclosure, ceiling frames ,panels, and /or fixtures, hoistway door panels, door frames, swing
door hinges and closing devices, sills, car flooring, floor covering, lighting fixtures, ceiling light bulbs and tubes, main line
power switches, breaker(s), feeders to controller, below ground or unexposed hydraulic elevator system, including but
not limited to, jack cylinder, piston, PVC or other protective material; below ground or unexposed piping, alignment of
elevator guide rails, smoke and fire sensors, fire service reports, all communication and entertainment devices, security ,I
systems not installed by us, batteries for emergency lighting and emergency lowering, air conditioners, heaters,
I ventilation fans, pit pumps and all other items as set forth and excluded in this agreement.
Other Conditions l
With the passage of time, equipment technology and designs will change. If any part or component of your equipment !#
covered under this agreement cannot, in our sole opinion, be safely repaired and is no longer stocked and readily 1
available from either the original equipment manufacturer or an aftermarket source, that part or component shall be _:
considered obsolete. You will be responsible for all charges associated with replacing that obsolete part or component as
well as all charges required to ensure that the remainder of the equipment is functionally compatible with that
replacement part or component. In addition, we will not be required to make any changes or recommendations in the
existing design or function of the unit(s) nor will we be obligated to install new attachments or parts upon the equipment
as recommended or directed by insurance companies, governmental agencies or authorities, or any other third party. _I
Moreover, we shall not be obligated to service, renew, replace and /or repair the equipment due to any one or more of the ,
following: anyone's abuse, misuse and /or vandalism of the equipment; anyone's negligence in connection with the use or 1
operation of the equipment: any loss of power, power fluctuations, power failure, or power surges that in any way affect
the operation of the equipment; fire, smoke, explosions, water, storms, wind, lightening, acts of civil or military authorities,
strikes, lockouts, other labor disputes, theft, riot, civil commotion, war, malicious mischief, acts of God, or any other
reason or cause beyond our control that affects the use or operation of the equipment, You expressly agree to release ;t
and discharge us and our employees for any and all claims and /or losses (including . personal injury, death and property
damage, specifically including damage to the property which is the subject matter of this agreement) associated therewith
or caused thereby. ThyssenKrupp Elevator shall also automatically receive an extension of time commensurate with any i;
delay in performance caused by or related to the aforementioned and you expressly agree to release and discharge
ThyssenKrupp Elevator from any and all claims for consequential, special or indirect damages arising out of the i
performance of this agreement. In no event shall ThyssenKrupp Elevator's liability for damages, arising out of this
agreement exceed the remaining unpaid installments of the current, unexpired term of this agreement 1 1
i i
Should your system require any of the safety tests on the commencement date of this agreement, ThyssenKrupp
Elevator assumes no responsibility for the day -to -day operation of the governor or safeties on traction elevators, or the
hydraulic system on hydraulic elevators under the terms of this agreement until the test has been completed and the I
equipment passed. Should the respective system fail any of those tests, it shall be your sole responsibility to make
hlevalot M inienance ngi eerron1
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necessary repairs and place the equipment in a condition that we deem acceptable for further coverage under the terms
of this agreement. We shall not be liable for any damage to the building structure or the elevator resulting from the
performance of any safety tests we perform at any time under this agreement. If during the initial firefighter's service test,
that feature is found to be inoperable, you shall be responsible for all costs associated with necessary repair(s) to bring
the elevator(s) into compliance with the applicable elevator codes in your local jurisdiction.
In the event an Attorney is retained to enforce, construe or defend any of the terms and conditions of this agreement or to
collect any monies due hereunder, either with or without litigation, the prevailing party shall be entitled to recover all costs
and reasonable attorney's fees.
You hereby waive trial by jury. You agree that this agreement and the rights and duties of the parties hereunder shall be
construed and enforced in accordance with, and governed by, the laws of the State of Florida. You further agree that
venue for any action, whether at law or equity, arising out of this agreement shall properly be Miami -Dade County,
Florida, You consent to the jurisdiction of the courts, both state and federal, of Miami -Dade County, Florida for any action
arising out of this agreement.
S
In the event any portion of this agreement is deemed invalid or unenforceable by a court of law, public policy or statute,
such finding shall not affect the validity or enforceability of any other portion of this agreement.
Our rights under this agreement shall be cumulative and our failure to exercise any rights given hereunder shall not
operate to forfeit or waive any of said rights and any extension, indulgence or change by us in the method, mode or
manner of payment or any of its other rights shall not be construed as a waiver of any of its rights under this agreement.
Price.
The price for the services as stated in this agreement shall be Two Thousand Two Hundred Forty Nine Dollars and One
Cents ($2,249.01) per month, excluding taxes, payable Quarterly in advance.
Term
This agreement is effective for Sixty (60) month(s) starting upon acceptance and is non - cancelable. To ensure continuous
service, this agreement will be automatically renewed for successive Sixty (60) month periods, unless either party timely
serves written notice upon the other party of its intention to cancel renewal at least ninety (90) days but not more than
120 days before the end of the initial Sixty (60) month period, or at least ninety (90) days but not more than 120 days 11
before the end of any subsequent Sixty (60) month renewal period. Notice shall be sent by certified mail, return receipt
requested to the address set forth on page 1 of this agreement. Time is of the essence.
Annual Price Adjustments
Since our costs to provide you with the service set forth in this agreement may increase, we reserve the right to adjust the
price of our service under this agreement accordingly. In the event this occurs, we will adjust your monthly price based on
the percentage change in the average rate paid to elevator examiners. This rate paid to elevator examiners consists of
the hourly rate paid to examiners plus fringe benefits and union welfare granted in place of or in addition to the hourly
rate. Fringe benefits include pensions, vacations, paid holidays, group insurance, sickness and accident insurance, and
hospital insurance, We also reserve the right to make additional adjustment to the price of our service under this
agreement and /or enact surcharges as needed to account for increased fuel prices when such increases exceed the
Consumer Price Index (CPI) current rate. We also reserve the exclusive right to make additional adjustment to the price
of our service under this agreement in the event that the equipment covered by this agreement is modified from its
present state.
evelor Maintenance Agieemenl {( i
•I K 11111 Page 9 of 11
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Early Payment Discoun 1
You may' elect to pay in advance for twelve (12) months of service described in this agreement. Such a pre - payment i ,
entitles you to a 3% discount from the annual price in effect at the time of payment.
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Overdue Invoices
A service charge of 1'/2 %o per month, or the highest legal rate, whichever is more, shall apply to all overdue accounts you
have with ThyssenKrupp Elevator that are in any way related to your equipment described in this agreement. If you do
not pay any sum due to ThyssenKrupp Elevator related to your equipment described in this agreement, regardless of
whether it is billed pursuant to this agreement or any other with us, within sixty (60) days from the billing date, we may
also choose to do one or more of the following: 1) suspend all service until all amounts due have been paid in full, and /or
2) declare all sums for the unexpired term of this agreement due immediately as liquidated damages and terminate our
obligations under this agreement, If ThyssenKrupp Elevator, elects to suspend service, we shall not be responsible for
personal injury, death, damage to property (including damage to the equipment that is the 'subject matter of this
agreement) or losses of any other type or kind that is in any way related the ThyssenKrupp Elevator's suspension of
service. Upon resumption of service, you will be responsible for payment to ThyssenKrupp Elevator for all costs we incur
d any damage e caused to your equipment durin that. time. Time is
that result from our suspension of service and to remedy y g y during
of the essence.
Submission of Proposed Agreement when Original Agreement in Full Force and Effect
In the event that Purchaser and ThyssenKrupp Elevator are parties to an existing elevator maintenance agreement at the I
time this proposed agreement is submitted for consideration, the existing agreement will remain in full force and effect
until such time as this proposed agreement is accepted and fully executed in writing by both parties. Upon full
acceptance by both parties, this proposed agreement, shall supersede all prior agreements.
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Special Considerations j s
No Special Considerations.
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Elevator Maintenance Agreement
I K 11!11 Page 10 of 11
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Acceptance
Your acceptance of this agreement and its approval by an authorized manager of ThyssenKrupp Elevator will constitute t{
exclusively and entirely the agreement for the services herein described. All other prior representations or agreements,
whether written or verbal, will be deemed to be merged herein and no other changes in or additions to this agreement .will
be recognized unless made in writing and properly executed by both parties.Should your acceptance be in the form of a
purchase order or other similar document, the provisions of this agreement will govern, even in the event of a conflict. ; ;
This proposal is hereby accepted in its entirety and shall constitute the entire agreement as contemplated by you and us.
This proposal is submitted for acceptance within one - hundred twenty (120) days from the Date Submitted by the
ThyssenKrupp Elevator representative indicated below. ' I
No agent or employee shall have the authority to waive or modify any of the terms of this agreement without the prior 1
written approval of an authorized ThyssenKrupp Elevator manager.,
ThyssenKrupp Elevator City Of Boynton Beach: ThyssenKrupp Elevator Corporation
Corporation: Approval:
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By: By: By:
(Signature of ThyssenKrupp (Signature of (Signature of
Elevator Representative). Authorized Individual) Authorized Individual)
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Dan Hall
David Muzzy (Print or Type Name) Branch Manager
Account Manager
david.muzzy @thyssenkrupp.com
(Print or Type Title)
(Date Submitted) (Date of Approval) (Date of Approval)
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Hevator Maintenance Agreement
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