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HomeMy WebLinkAbout6647 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1 C01339 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: October 25, 2023 Goods & Services Agreement for Purchase COUNCIL MEETING Date: November 1, 2023 of a Cummins Emergency Generator for Department: PW&UANWTP Lift Station CE-1 Presenter: Eric J. Burris Phone: (360) 473-5448 SU ARY: The emergency generator at lift station CE-1 dates from the 1980s and is no longer supported by the manufacturer. The City has standardized on Cummins emergency generators to ensure compatibility with other equipment, and to help ensure parts and service availability. Staff received a quote from Cummins in the amount of $113,011.08 including shipping and applicable Washington state sales tax for a replacement generator for this location. Staff will perform all installation and performance testing of the new generator upon receipt. ATTACH ENTS: 1) Goods and Services Agreement; 2) Sales quote from Cummins; 3) Sole Source Memo FISCAL I PACTS (Include Budgeted Amount): Funds are available from Wastewater Capital STUDY SESSION AGENDA: El Limited Presentation El Full Presentation STUDY SESSION ACTION: El Consent Agenda El General Business El Public Hearing RECO ENDED OTION: Move to approve the purchase of a Cummins emergency generator through a Goods and Services Agreement for$113,011.08 including tax, and authorize the Mayor to finalize and execute the purchase with substantially the same terms and conditions as presented. COUNCIL ACTION: 7 Approve I I Deny I I Table I I Continue I I No Action Form Updated 01/02/2018 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 CONTRACT MODIFICATION AGREEMENT NO. 1 BETWEEN THE CITY OF BREMERTON AND Cummins, Inc. PROJECT - C#6647—New Generator at Lift Station CE#1 CONSULTANT (VENDOR)—Cummins Sales and Service DATE—July 3,2024 THIS CONTRACT MODIFICATION AGREEMENT SPECIFICALLY AMENDS THE AGREEMENT (the "Contract") entered into between the City of Bremerton and Cummins,Iuc. on February 20, 2024. All provisions in the Contract shall remain in full force and effect except as expressly modified by this document. For valuable consideration and by mutual consent of the parties, the modifications to the Contract are as follows: I. Section I. Scope , is modified as follows: Original Quote no. Q183740-20231101-1208 was not ordered or delivered. This item is not being replaced, the cost has decreased with new quote no. Q323306-20240703-1209 in the attached Revised Exhibit A. Section II. Term , is modified as follows: The Consultant shall complete the work described in this Contract Modification Agreement by 30- 45 calendar day from the date all parties have signed this agreement Section III. Compensation , is modified as follows: The original contract amount was 115,931.10 Dollars. Including tax The City shall pay the Consultant for the revised items and work described above,based on time and materials,an amount not to exceed $114,257.07 Dollars includin!tax resulting in a credit of $1,674.03 Dollars, to the original contract amount. II. Consultant accepts all requirements of this Contract Modification by endorsing below. Consultant further agrees that this Contract Modification constitutes full and final settlement of all of the Consultant's claims for contract time and for all costs of any kind, including without limitation, costs of delays related to any work either covered or affected by this Contract Modification, claims related to on-site or home office overhead, or lost profits. This Contract Modification does not limit the City's right to bring a claim for past performance. Page 1 of 2 Contract Modification 1 Rev. 09/2021 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 The undersigned consultant approves the foregoing Contract Modification as to the changes, if any, in the contract price specified for each item, including any and all supervision costs and other miscellaneous costs relating to the change in work, and as to the extension of time allowed, if any, for completion of the entire work due to said Contract Modification. This document will become a supplement of the contract and all provisions will apply hereto. It is understood that this Contract Modification shall be effective when approved by the City of Bremerton. The parties whose names appear below warrant that they are authorized to enter into a contract modification that is binding on the parties of this contract. In addition, Consultant warrants that it has or will inform the surety of this change,and shall take appropriate action to modify any bonds required under the contract to address this change. IN WITNESS WHEREOF, the parties have executed this Contract Modification on the day and year first written above. CUMMINS,INC. THE CITYigOyb BREMERTON signed by: By: MAS��UTh B . Y BF562 �84F§ChU1 tz Y r-46°9'61 {466"Wheel Wheeler Print Name: Print Name: Ceyy Its: Senior Sales Account Manager, PG ItS: Mayor Date: 8/2/2U24 Date: 8/2/2024 APPROVED AS TO FORM: ATTEST: Signed by: Signed by: B th.tltd. a By. aviyix k"oo t r KYLIE J.1I6LL, Bremerton City Attorney ANGELA HOOVER, City Clerk NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: Eric Burris. WWTP Manager City of Bremerton Public Works 1600 Oyster Bay Avenue Bremerton, WA 98337 Phone/Fax R:ALegal\Legal\Forms\FORMS ON COBWEB\Contract Modification Rev.09 2021.docx Page 2 of 2 Contract Modification 1 Rev. 09/2021 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 4s Sales and Quotation: Q-323306-20240703-1209 w� Service EXHIBITA July 3,2024 Prepared by Zach Schulte (206) 794-9801 hm272@cummins.com We are pleased to provide you this quotation based on your inquiry. Item Description Qty 1 DFEK Commercial Diesel Generator Set,500kW Standby 60Hz 1 U.S. EPA,Stationary Emergency Application 500DFEK, Diesel Genset,60Hz, 500kW-Standby Rating Duty Rating -Standby Power(ESP) Emission Certification, EPA,Tier 2, NSPS CI Stationary Emergency Listing -UL 2200 Cert-Seismic, IBC2000, IBC2003,IBC2006, IBC2009, IBC2011 None-Vibration Isolators Voltage-277/480,3 Phase,Wye,4 Wire Alternator-60Hz, 12 Lead, Extended Range, 105C Housing -None Enclosure Color-None Fuel Water Separator Control Mounting -Front Facing PowerCommand 2.3 Controller LCD Control Display Relays-Genset Status, User Configured Alarm -Audible, Engine Shutdown Signals-Auxiliary, 8 Inputs/8 Outputs Relay-Alarm Shutdown Control Display Language-English Circuit Breaker or Entrance Box or Terminal Box-Left Only Circuit Breaker-800A, Left,3P, 600/415V, SS RMS,80%UL/IEC Circuit Breaker or Entrance Box or Terminal Box, Right-None Bottom Entry, Left Circuit Breaker or Entrance Box or Terminal Box, Right-None Indication -Ground Fault Exhaust Connector-NPT Quotation: Q-323306-20240703-1209 Page 1 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 ,s Sales and Quotation: Q-323306-20240703-1209 OW Service Engine Air Cleaner-Normal Duty Engine Cooling -Radiator,40C Ambient Shutdown -Low Coolant Level Coolant Heater-208/240/480 Volts AC,40F Minimum Ambient Temperature Genset Warranty-2 Years Base Literature-English Packing-None 2 OTECD,OTEC Transfer Switch-Electronic Control: 800A/1000A 1 OTEC1000,Transfer Switch, PowerCommand, 1000 Amp Listing -UL 10081CSA Certification IBC Seismic Certification Application -Utility to Genset Cabinet-Type 1 Poles-3(Solid Neutral) Frequency-60 Hz System -3 Phase, 3 or 4 Wire Voltage-480 Volts AC Genset Starting Battery-24V DC PC40 Control Auxiliary Relay-Switch in Emergency Position-24 Volts DC Auxiliary Relay-Switch In Normal Position -24 Volts DC Interface-Communications Network, MODBUS RTU Module Relay-Elevator Signal Transfer Switch Warranty-2 Year Comprehensive 3 Vibration Isolator,Seismic-20001bs, 1.11" Deflection, 18021bs/in Spring Rate 6 4 Battery Charger-10Amp, 120/2081240VAC, 12124V, 50/60Hz 1 5 Generator batteries, Group 8D x2, battery boxes and battery rack 1 6 Exhaust silencer and flex, shipped loose and installed by others 1 7 Start up and system testing with a 2 hour load bank test 1 8 Factory direct delivery to site,off-loading by others. No additional storage, handling or re-routing 1 included. QUOTE TOTAL: $ 104,630.01 Plus 9.2% sales tax $9626.06 Quote value does not include any tax. Total $114,257.07 Quotation: Q-323306-20240703-1209 Page 2 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 Sales and Quotation: Q-323306-20240703-1209 wf Service EXCEPTIONS AND CLARIFICATIONS: - No electrical specifications or drawings provided. COVID 19 SUPPLEMENTAL STATEMENT AS A RESULT OF THE OUTBREAK OF THE DISEASE COVID-19 ARISING FROM THE NOVEL CORONAVIRUS,TEMPORARY DELAYS IN DELIVERY, LABOUR OR SERVICES FROM CUMMINS AND ITS SUB-SUPPLIERS OR SUBCONTRACTORS MAY OCCUR. AMONG OTHER FACTORS, CUMMINS' DELIVERY OBLIGATIONS ARE SUBJECT TO CORRECT AND PUNCTUAL SUPPLY FROM OUR SUB-SUPPLIERS OR SUBCONTRACTORS, AND CUMMINS RESERVES THE RIGHT TO MAKE PARTIAL DELIVERIES OR MODIFY ITS LABOUR OR SERVICE.WHILE CUMMINS SHALL MAKE EVERY COMMERCIALLY REASONABLE EFFORT TO MEET THE DELIVERY, SERVICE OR COMPLETION OBLIGATIONS SET FORTH HEREIN, SUCH DATES ARE SUBJECT TO CHANGE. INTERNATIONAL BUILDING CODE(IBC)CERTIFICATION The products in this quotation identified as meeting the requirements of the 2009 IBC have been certified by their respective manufactures via a combination of analytical testing and shaker table testing. Not all products have been shaker table tested. OFFICE OF STATEWIDE HEALTH PLANNING AND DEVELOPMENT(OSHPD) OSHPD seismic requirements are continuing to evolve. Please contact Cummins for the most current requirements for meeting OSHPD applications. SELECTIVE COORDINATION FOR NATIONAL ELECTRIC CODE(NEC)ARTICLE 700 AND 701 LOADS Cummins generators are equipped with the manufacturer's recommended circuit breaker. Information regarding this device can be supplied upon request.This quotation is not valid if any changes to this circuit breaker(s) is required to coordinate with other devices in the electrical distribution system. If changes are required,the customer must provide a copy of the coordination study listing the manufacturers part number of the disconnect device to be supplied with the generator and a revised quotation will be issued. TRANSFER SWITCH WITHSTAND AND CLOSE RATINGS Transfer switch(es), if included in this quotation, require a withstand and closing rating (WCR) capable of meeting the available upstream fault current(kAIC).The WCR may be based on a specific breaker rating or a time-based rating, and it is the responsibility of a qualified facility designer or engineer to verify compatibility. In the event that the proposed transfer switch(es)are not compatible, the transfer switch(es)will need to be re-quoted to ensure compatibility.A full listing of the WCR can be provided upon request and will be included as part of the submittal package. CUMMINS STANDARD EXCLUSIONS Exhaust System All off-engine piping, hangers,flanges, gaskets, bolts, insulation, other materials and labor to install. Fuel System All fuel piping and materials not limited to; supply, return,venting, valves,coolers,filters, pumps, fittings, primary fuel regulator,storage tank&senders, external to genset package.All fuel for testing and initial fill. Fuel tank vent extensions and flame arrestors unless specifically listed in the Bill of Materials. Cooling System Intake louvers, exhaust louvers,air dampers, sheet metal ducting, flex adapters, sound attenuators/baffles.All off engine piping, flexible connections, labor and coolant for remote cooling systems. Electrical All off-engine wiring, field terminations of wiring, and lugs other than those detailed in our submittal. Mounting Mounting bolts and anchors. Vibration isolators (if included) may be shipped loose for installation at the jobsite by others. Seismic engineering calculations. Electrical Testing Not limited to International Electrical Testing Association (NETA), infrared scanning, harmonic content or other independent agency testing of switchgear, switchboards, protective relays, circuit breaker, electrical coordination studies, arc flash studies and reactive load site testing. Environmental Testing Environmental Protection Agency (EPA), local air quality district or other Authority Having Jurisdiction (AHJ), including acoustical. Programming All protective relay settings, breaker settings, PLC programming or other user configurable device programming. Documentation Electronic submittals and operation and maintenance manuals will be provided. Printed copies are available upon request, additional charges may apply. Miscellaneous Site specific labeling. Exhaust backpressure, airflow restriction or vibration analysis Design Cummins is not responsible for system design or engineering and does not guarantee system performance standards. Cummins will supply documentation and reasonable assistance to others responsible for system engineering, design and performance. Taxes and Permit Quotation: Q-323306-20240703-1209 Page 3 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 i�° Sales and Quotation: Q-323306-20240703-1209 wf Service Any applicable sales tax, permits, fees, licenses. Bonds Any bid bond, payment or performance bond or other type of bond. All items listed above are excluded and will only be supplied by Cummins if agreed upon, in writing, by a sales representative for Cummins. LEAD TIME: Submittal Typical submittal lead time is 2-3 weeks after receipt of purchase order. Equipment Current lead-time for the generator is 40-44 weeks after submittal approval and release for production. Please feel free to contact me if you require any additional information; or if you have any further questions or concerns that I may be of assistance with. Thank you for choosing Cummins. Submitted by: Zach Schulte,Senior Sales Account Manager—Power Generation hm272pcummins.com (206)794-9801 SUBMITTALS. An order for the equipment covered by this quotation will be accepted on a hold for release basis. Your order will not be released and scheduled for production until written approval to proceed is received in our office. Such submittal approval shall constitute acceptance of the terms and conditions of this quotation unless the parties otherwise agree in writing. THERE ARE ADDITIONAL CONTRACT TERMS AND CONDITIONS ATTACHED TO THIS QUOTATION, INCLUDING LIMITATIONS OF WARRANTIES AND LIABILITIES,WHICH ARE EXPRESSLY INCORPORATED HEREIN. BY ACCEPTING THIS QUOTATION, CUSTOMER ACKNOWLEDGES THAT THE CONTRACT TERMS AND CONDITIONS HAVE BEEN READ, FULLY UNDERSTOOD AND ACCEPTED. "—Signed by:a,,,,p,,,, 8/2/2024 Authorized S gnre Date City of Bremerton Company Name Greg Wheeler, Mayor Printed Name&Title Purchase Order No <Rest of the page is intentionally left blanker Quotation: Q-323306-20240703-1209 Page 4 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 Sales and Quotation: Q-323306-20240703-1209 cf Service TERMS AND CONDITIONS FOR SALE OF POWER GENERATION EQUIPMENT These Terms and Conditions for Sale of Power Generation Equipment,together with the quote ("Ouote"),sales order("Sales Order"), and/or credit application("Credit Application")on the front side or attached hereto,are hereinafter collectively referred to as this "Agreement"and shall constitutc the entire agreement bctwccn the customer identified in the Ouotc("Customer")and Cummins Inc. ("Cummins")and supersede any previous representation,statements,agreements or understanding(oral or written)between the parties with respect to the subject matter of this Agreement.Customer shall be deemed to have made an unqualified acceptance of these Terms and Conditions and it shall become a binding agreement between the parties on the earliest of the following to occur:(i) Cummins'receipt of Customer's purchase order or purchase order number;(ii)Customer's signing or acknowledgment of this Agreement;(iii)Cummins'release of equipment to production pursuant to Customer's oral or written instruction or direction;(iv) Customer's payment of any amounts due to Cummins;or(v)any other event constituting acceptance under applicable law.No prior inconsistent course of dealing,course of performance,or usage of trade,if any,constitutes a waiver of,or serves to explain or interpret, the Terms and Conditions set forth in this Agreement.Electronic transactions between Customer and Cummins will be solely governed by the Tcrms and Conditions of this Agreement,and any terms and conditions on Customer's wcbsitc or other intcrnct site will be null and void and of no legal effect on Cummins.In the event Customer delivers,references,incorporates by reference,or produces any purchase order or document,specifications,agreement(whether upstr am or otherwise),or any other terms and conditions related thereto,then such specifications,terms,document,or other agreement:(i)shall be null and void and of no legal effect on Cummins, and(ii)this Agreement shall remain the governing terms of the transaction. 1. SCOPE.Cummins shall supply power generation equipment and any related parts,materials and/or services expressly identified in this Agreement(collectively,"Equipment").No additional services,parts or materials are included in this Agreement unless mutually agreed upon by the parties in writing.A Sales Order for Equipment is accepted on a hold for release basis.The Sales Order will not be released and scheduled for production until written approval to proceed is received from Customer.A 0uote is limited to the plans and specifications section specifically referenced in the Quote.No other sections shall apply.Additional requirements for administrative items may require additional costs.The Quote does not include off unit wiring,off unit plumbing,offloading,rigging,installation, exhaust insulation or fuel,unless otherwise stated and mutually agreed to in writing by the parties.Unless otherwise agreed by Cummins in writing,this Quote is valid for a maximum period of thirty(30)days from the date appearing on the first page of this Quote ("Quote Validation Period").At the end of the Quote Validation Period,this Quote will automatically expire unless accepted by Customer prior to the end of the Quote Validation Period.The foregoing notwithstanding,in no event shall this Quote Validation Period be deemed or otherwise considered to be a firm offer period nor to establish an option contract,and Cummins hereby reserves its right to revoke or amend this Quote at any time prior to Customer's acceptance. 2. SHIPPING; DELIVERY; DELAYS.Unless otherwise agreed in writing by the parties,Equipment shall be delivered FOB origin, freight prepaid to first destination.For consumer and mobile products,freight will be charged to Customer.Unless otherwise agreed to in writing by the parties,packaging method,shipping documents and manner,route and carrier and delivery shall be as Cummins deems appropriate.Cummins may deliver in installments.A reasonable storage fee,as determined in Cummins'sole discretion,may be assessed if delivery of the Equipment is delayed,deferred,or refused by Customer.In the event Customer fails to take any or all shipments of Equipment ordered hereunder within thirty(30)days of the agreed upon delivery date,Cummins shall have the right,in its sole discretion to either(i)charge a minimum storage fee in the amount of one and one-half percent(1.5%)per month of the total quoted amount;or(ii)consider the Equipment abandoned and,subject to local laws,may(a)make the Equipment available for auction or sale to other customers or the public,or(b)otherwise use,destroy,or recycle the Equipment at Customer's sole cost and expense. The foregoing remedies shall be without prejudice to Cummins'right to pursue other remedies available under the law,including without limitation,recovery of costs and/or losses incurred due to the storage,auction,sale,destruction,recycling,or otherwise of the Equipment.Offloading,handling,and placement of Equipment and crane services are the responsibility of Customer and not included unless otherwise stated.All shipments are made within normal business hours,Monday through Friday.Any delivery,shipping, installation,or performance dates indicated in this Agreement are estimated and not guaranteed.Further,delivery time is subject to confirmation at time of order and will be in effect after engineering drawings have been approved for production.Cummins shall use commercially reasonable efforts to meet estimated dates,but shall not be liable to customer or any third party for any delay in delivery,shipping,installation,or performance,however occasioned,including any delays in performance that result directly or indirectly from acts of Customer or any unforeseen event,circumstance,or condition beyond Cummins'reasonable control including, but not limited to,acts of God,actions by any government authority,civil strife,fires,floods,windstorms,explosions,riots,natural disasters,embargos,wars,strikes or other labor disturbances,civil commotion,terrorism,sabotage,late delivery by Cummins' suppliers,fuel or other energy shortages,or an inability to obtain necessary labor,materials,supplies,equipment or manufacturing facilities.AS A RESULT OF COVID-19 RELATED EFFECTS OR INDUSTRY SUPPLY CHAIN DISRUPTIONS,TEMPORARY DELAYS IN DELIVERY,LABOR OR SERVICES FROM CUMMINS AND ITS SUB-SUPPLIERS OR SUBCONTRACTORS MAY OCCUR.AMONG OTHER FACTORS,CUMMINS'DELIVERY OBLIGATIONS ARE SUBJECT TO CORRECT AND PUNCTUAL SUPPLY FROM OUR SUB-SUPPLIERS OR SUBCONTRACTORS,AND CUMMINS RESERVES THE RIGHT TO MAKE PARTIAL DELIVERIES OR MODIFY ITS LABOR OR SERVICE. WHILE CUMMINS SHALL MAKE COMMERCIALLY REASONABLE EFFORTS TO MEET THE DELIVERY,SERVICE OR COMPLETION Quotation: Q-323306-20240703-1209 Page 5 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 Sales and Quotation: Q-323306-20240703-1209 cf Service OBLIGATIONS SET FORTH HEREIN,SUCH DATES ARE SUBJECT TO CHANGE.IN THE EVENT DELIVERY,SHIPPING,INSTALLATION, OR PERFORMANCE IS DELAYED,HOWEVER OCCASSIONED,DUE TO EVENTS BEYOND CUMMINS'REASONABLE CONTROL,THEN THE DATE OF DELIVERY,SHIPPING,INSTALLATION,OR PERFORMANCE FOR THE EQUIPMENT OR SERVICES SHALL BE EQUITABLY EXTENDED FOR A PERIOD EQUAL TO THE TIME LOST,PLUS REASONABLE RAMP-UP. 3. PAYMENT TERMS; CREDIT; RETAINAGE.Unless otherwise agreed to by the parties in writing and subject to credit approval by Cummins,payments are due thirty(30)days from the date of the invoice.If Customer does not have approved credit with Cummins,as solely determined by Cummins,payments are due in advance or at the time of supply of the Equipment.If payment is not received when due,in addition to any rights Cummins may have at law,Cummins may charge Customer eighteen percent(18%)interest annually on late payments,or the maximum amount allowed by law.Customer agrees to pay Cummins'costs and expenses(including reasonable attorneys'fees)related to Cummins'enforcement and collection of unpaid invoices,or any other enforcement of this Agreement by Cummins.Retainage is not acceptable nor binding,unless required by statute or accepted and confirmed in writing by Cummins prior to shipment.If Customer fails to make any payments to Cummins when due and payable,and such failure continues for more than sixty(60)days from the date of the invoice,or less if required by applicable law,then Cummins may,at Cummins'sole discretion and without prejudice to any other rights or remedies,either(i)terminate this Agreement;or(ii)postpone delivery of any undelivered Equipment in Cummins'possession and/or suspend its services until payment for unpaid invoices is received. 4. TAXES;EXEMPTIONS.Unless otherwise stated,the Quote excludes all applicable local,state and federal sales and/or use taxes, permits and licensing.Customer must provide a valid resale or exemption certificate prior to shipment of Equipment or applicable taxes will be added to the invoice. 5. TITLE; RISK OF LOSS.Unless otherwise agreed in writing by the parties,title and risk of loss for the Equipment shall pass to Customer upon delivery of the Equipment by Cummins to freight carrier or to Customer at pickup at Cummins'facility. 6. INSPECTION AND ACCEPTANCE.Customer shall inspect the Equipment upon delivery,before offloading,for damage,defects,and shortage.Any and all claims which could have been discovered by such inspection shall be deemed absolutely and unconditionally waived unless noted by Customer on the bill of lading.Where Equipment is alleged to be non-conforming or defective,written notice of defect must be given to Cummins within three (3)days from date of delivery after which time Equipment shall be deemed accepted. Cummins shall have a commercially reasonable period of time in which to correct such non-conformity or defect.If non-conformity or defect is not eliminated to Customer's reasonable satisfaction,Customer may reject the Equipment(but shall protect the Equipment until returned to Cummins)or allow Cummins another opportunity to undertake corrective action.In the event startup of the Equipment is included in the services,acceptance shall be deemed to have occurred upon successful startup. 7.LIEN;SECURITY AGREEMENT.Customer agrees that Cummins retains all statutory lien rights.To secure payment,Customer grants Cummins a Purchase Money Security Interest in the Equipment.If any portion of the balance is due to be paid following delivery,Customer agrees to execute and deliver such security agreement,financing statements,deed of trust and such other documents as Cummins may request from time to time in order to permit Cummins to obtain and maintain a perfected security interest in the Equipment;or in the alternative,Customer grants Cummins a power of attorney to execute and file all financing statements and other documents needed to perfect this security interest.Cummins may record this Agreement,bearing Customer's signature,or copy of this Agreement in lieu of a UCC-1,provided that it shall not constitute an admission by Cummins of the applicability or non-applicability of the UCC nor shall the failure to file this form or a UCC-1 in any way affect,alter,or invalidate any term,provision,obligation or liability under this Agreement.The security interest shall be superseded if Customer and Cummins enter into a separate security agreement for the Equipment.Prior to full payment of the balance due,Equipment will be kept at Customer's location noted in this Agreement,will not be moved without prior notice to Cummins,and is subject to inspection by Cummins at all reasonable times. 05.01.2023 8. CANCELLATION;CHARGES.Orders placed with and accepted by Cummins may not be cancelled except with Cummins'prior written consent.If Customer seeks to cancel all or a portion of an order placed pursuant to this Agreement,and Cummins accepts such cancellation in whole or in part,Customer shall be assessed cancellation charges as follows:(i) 10%of total order price if cancellation is received in Cummins'office after Cummins has provided submittals and prior to releasing equipment to be manufactured;(ii)25%of total order price if cancellation is received in Cummins'office after receipt of submittal release to order,receipt of a purchase order for a generator already on order with the factory,or is asked to make any hardware changes to the equipment already on order with the factory;(iii)50%of total order price if cancellation is received in Cummins'office sixty(60)or fewer days before the scheduled shipping date on the order;or(iv) 100%of total order price if cancellation is received in Cummins'office after the equipment has shipped from the manufacturing plant. 9. TERMINATION.Cummins may,at any time,terminate this Agreement for convenience upon sixty(60)days'written notice to Customer.If the Customer defaults by(i)breaching any term of this Agreement,(ii)becoming insolvent or declared bankrupt,or(iii) making an assignment for the benefit of creditors,Cummins may,upon written notice to Customer,immediately terminate this Agreement.Upon such termination for default,Cummins shall immediately cease any further performance under this Agreement, without further obligation or liability to Customer,and Customer shall pay Cummins for any Equipment or services supplied under Quotation: Q-323306-20240703-1209 Page 6 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 Sales and Quotation: Q-323306-20240703-1209 cf Service this Agreement,in accordance with the payment terms detailed in Section 3.If a notice of termination for default has been issued and is later determined,for any reason,that the Customer was not in default,the rights and obligations of the parties shall treat the termination as a termination for convenience. 10. MANUALS.Unless otherwise stated,electronic submittals and electronic operation and maintenance manuals will be provided, and print copies may be available upon Customer's request at an additional cost. 11. TRAINING; START UP SERVICES;INSTALLATION.Startup services,load bank testing,and owner training are not provided unless otherwise stated.Site startup will be subject to the account being current and will be performed during regular Cummins business hours,Monday to Friday.Additional charges may be added for work requested to be done outside standard business hours,on weekends,or holidays.One visit is allowed unless specified otherwise in the Ouote.A minimum of two-week prior notice is required to schedule site startups and will be subject to prior commitments and equipment and travel availability.A signed site check sheet confirming readiness will be required,and Cummins personnel may perform an installation audit prior to the startup being completed. Any issues identified by the installation audit shall be corrected at the Customer's expense prior to the start-up.Portable load banks for site test(if offered in the Ouote)are equipped with only 100 feet of cable.Additional lengths may be arranged at an extra cost. Cummins is not responsible for any labor or materials charged by others associated with start-up and installation of Equipment,unless previously agreed upon in writing.Supply of fuel for start-up and/or testing,fill-up of tank after start up,or change of oil is not included unless specified in the Ouote.All installation/execution work at the site including,but not limited to:civil,mechanical, electrical,supply of wall thimbles,exhaust extension pipe,elbows,hangers,expansion joints,insulation and cladding materials, fuel/oil/cooling system piping,air ducts,and louvers/dampers is not included unless specified in the Ouote.When an enclosure or sub- base fuel tank(or both)are supplied,the openings provided for power cable and fuel piping entries,commonly referred to as"stub- ups",must be sealed at the site by others before commissioning.All applications,inspections and/or approvals by authorities are to be arranged by Customer. 12. MANUFACTURER'S WARRANTY.Equipment purchased hereunder is accompanied by an express written manufacturer's warranty("Warranty")and,except as expressly provided in this Agreement,is the only warranty offered on the Equipment.A copy of the Warranty is available upon request.While this Agreement and the Warranty are intended to be read and applied in conjunction, where this Agreement and the Warranty conflict,the terms of the Warranty shall prevail. 13.WARRANTY PROCEDURE.Prior to the expiration of the Warranty,Customer must give notice of a warrantable failure to Cummins and deliver the defective Equipment to a Cummins location or other location authorized and designated by Cummins to make the repairs during regular business hours.Cummins shall not be liable for towing charges,maintenance items such as oil filters, belts,hoses,etc.,communication expenses,meals,lodging,and incidental expenses incurred by Customer or employees of Customer, "downtime"expenses,overtime expenses,cargo damages and any business costs and losses of revenue resulting from a warrantable failure. 14. LIMITATIONS ON WARRANTIES. THE REMEDIES PROVIDED IN THE WARRANTY AND THIS AGREEMENT ARE THE SOLE AND EXCLUSIVE WARRANTIES AND REMEDIES PROVIDED BY CUMMINS TO THE CUSTOMER UNDER THIS AGREEMENT. EXCEPT AS SET OUT IN THE WARRANTY AND THIS AGREEMENT,AND TO THE EXTENT PERMITTED BY LAW,CUMMINS EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS,WARRANTIES,ENDORSEMENTS,AND CONDITIONS OF ANY KIND,EXPRESS OR IMPLIED, INCLUDING,WITHOUT LIMITATION,ANY STATUTORY OR COMMON LAW IMPLIED REPRESENTATIONS,WARRANTIES AND CONDITIONS OF FITNESS FOR A PURPOSE OR MERCHANTABILITY. The limited warranty does not cover Equipment failures resulting from:(a)inappropriate use relative to designated power rating;(b) inappropriate use relative to application guidelines;(c)inappropriate use of an EPA-SE application generator set relative to EPA's standards;(d)normal wear and tear;(e)improper and/or unauthorized installation;(f)negligence,accidents,or misuse;(g)lack of maintenance or unauthorized or improper repair;(h)noncompliance with any Cummins published guideline or policy;(i)use of improper or contaminated fuels,coolants,or lubricants;(j)improper storage before and after commissioning;(k)owner's delay in making Equipment available after notification of potential Equipment problem;(1)replacement parts and accessories not authorized by Cummins;(m)use of battle short mode;(n)owner or operator abuse or neglect such as:operation without adequate coolant,fuel,or lubricants;over fueling;over speeding;lack of maintenance to lubricating,fueling,cooling,or air intake systems;late servicing and maintenance;improper storage,starting,warm-up,running,or shutdown practices,or for progressive damage resulting from a defective shutdown or warning device;or(o)damage to parts,fixtures,housings,attachments and accessory items that are not part of the generating set. 15. INDEMNITY.Customer shall indcmnify,defend and hold harmless Cummins from and against any and all claims,actions,costs, expenses,damages and liabilities,including reasonable attorneys'fees,brought against or incurred by Cummins related to or arising out of this Agreement or the Equipment supplied under this Agreement(collectively,the"Claims"),where such Claims were cauzcd or contributed to by,in whole or in part,the acts,omissions,fault or negligence of the Customer.Customer shall present any Claims covered by this indemnity to its insurance carrier unless Cummins directs that the defense will be handled by Cummins'lc,al counsel at Customer's expense. Quotation: Q-323306-20240703-1209 Page 7 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 " Sales and Quotation: Q-323306-20240703-1209 w� Service 16. LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER TERM OF THIS AGREEMENT,IN NO EVENT SHALL CUMMINS,ITS OFFICERS,DIRECTORS, EMPLOYEES,OR AGENTS BE LIABLE TO CUSTOMER OR ANY THIRD PARTY,WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER LEGAL THEORY (INCLUDING,WITHOUT LIMITATION, STRICT LIABILITY OR NEGLIGENCE),FOR ANY INDIRECT,INCIDENTAL,SPECIAL,PUNITIVE,LIQUIDATED,OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION DOWNTIME,LOSS OF PROFIT OR REVENUE,LOSS OF DATA,LOSS OF OPPORTUNITY,DAMAGE TO GOODWILL,ENHANCED DAMAGES,MONETARY REQUESTS RELATING TO RECALL EXPENSES AND REPAIRS TO PROPERTY, AND/OR DAMAGES CAUSED BY DELAY),OR IN ANY WAY RELATED TO OR ARISING FROM CUMMINS' SUPPLY OF EQUIPMENT UNDER THIS AGREEMENT OR THE USE OR PERFORMANCE OF EQUIPMENT SUPPLIED UNDER THIS AGREEMENT. IN NO EVENT SHALL CUMMINS'LIABILITY TO CUSTOMER OR ANY THIRD PARTY CLAIMING DIRECTLY THROUGH CUSTOMER OR ON CUSTOMER'S BEHALF UNDER THIS AGREEMENT EXCEED THE TOTAL COST OF EQUIPMENT SUPPLIED BY CUMMINS UNDER THIS AGREEMENT GIVING RISE TO THE CLAIM. BY ACCEPTANCE OF THIS AGREEMENT, CUSTOMER ACKNOWLEDGES CUSTOMER'S SOLE REMEDY AGAINST CUMMINS FOR ANY LOSS SHALL BE THE REMEDY PROVIDED HEREIN. 17.DEFAULT;REMEDIES.Customer shall be in breach and default if: (a)any of the payments or amounts due under this Agreement are not paid;(b)Customer fails to comply,perform,or makes any misrepresentation relating to any of the Customer's obligations or covenants under this Agreement;or(c)prior to full payment of the balance due,Customer ceases to do business,becomes insolvent, makes an assignment for the benefit of its creditors,appoints a receiver,commences an action for dissolution or liquidation,or becomes subject to bankruptcy proceedings,or the Equipment is attached,levied upon,seized under legal process,is subjected to a lien or encumbrance,or transferred by operation of law or otherwise to anyone other than Cummins.Upon the occurrence of any event of Customer's default,Cummins,at its sole option and without notice,shall have the right to exercise concurrently or separately any one or all of the following remedies,which shall be cumulative and not alternative:(a)to declare all sums due,and to become due, under this Agreement immediately due and payable;(b)to commence legal proceedings,including collection actions and specific performance proceedings,to enforce performance by Customer of any and all provisions of this Agreement,and to be awarded damages or injunctive relief for the Customer's breach;(c)to require the Customer to deliver the Equipment to Cummins'branch specified on the face of this Agreement;(d)to exercise one or more of the rights and remedies available to a secured party under applicable law;and(e)to enter,without notice or liability or legal process,onto any premises where the Equipment may be located, using force permitted by law,and there to disconnect,remove and repossess the Equipment,the Customer having waived further right to possession after default.A waiver of any event of default by Cummins shall not be a waiver as to any other or subsequent default. 18. CUSTOMER REPRESENTATIONS; RELIANCE.Customer is responsible for obtaining,at its cost,permits,import licenses,and other consents in relation to the Equipment,and if requested by Cummins,Customer shall make these permits,licenses,and consents available to Cummins prior to shipment.Customer represents that it is familiar with the Equipment and understands operating instructions and agrees to perform routine maintenance services.Until the balance is paid in full,Customer shall care for the Equipment properly,maintain it in good operating condition,repair and appearance;and Customer shall use it safely and within its rated capacity and only for purpose it was designed.Even if Customer's purchase of Equipment from Cummins under this Agreement is based,in whole or in part,on specifications,technical information,drawings,or written or verbal advice of any type from third parties, Customer has sole responsibility for the accuracy,correctness and completeness of such specifications,technical information, drawings,or advice.Cummins make no warranties or representations respecting the accuracy,correctness and completeness of any specifications,technical information,drawings,advice or other information provided by Cummins.Cummins makes no warranties or representations respecting the suitability,fitness for intended use,compatibility,integration or installation of any Equipment supplied under this Agreement.Customer has sole responsibility for intended use,for installation and design and performance where it is part of a power,propulsion,or other system.Limitation of warranties and remedies and all disclaimers apply to all such technical information,drawings,or advice.Customer acknowledges and agrees by accepting delivery of the Equipment that the Equipment purchased is of the size,design,capacity and manufacture selected by the Customer,and that Customer has relied solely on its own judgment in selecting the Equipment. 19. CONFIDENTIALITY.Each party shall keep confidential any information received from the other that is not generally known to the public and at the time of disclosure,would reasonably be understood by the receiving party to be proprietary or confidential,whether disclosed in oral,written,visual,electronic,or other form,and which the receiving party(or agents)learns in connection with this Agreement including,but not limited to: (a)business plans,strategies,sales,projects and analyses;(b)financial information,pricing, and fee structures;(c)business processes,methods,and models;(d)employee and supplier information;(e)specifications;and(f)the terms and conditions of this Agreement.Each party shall take necessary steps to ensure compliance with this provision by its employees and agents. 20. GOVERNING LAW AND JURISDICTION.This Agreement and all matters arising hereunder shall be governed by,interpreted,and construed in accordance with thc laws of thc State of Indiana without giving effect to any choice or conflict of law provision.The parties agree that the federal and state courts of the State of Indiana shall have exclusive jurisdiction to settle any dispute or claim Quotation: Q-323306-20240703-1209 Page 8 of 10 Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 pri.n�.t=City ef s4 M1IWTD CE44 � 0 Sales and ^tom±gin: Q 323306 20243703 1200w Service arising in connection with this Agreement or any related matter,and hereby waive any right to claim such forum would be inappropriate,including concepts of forum non convcniens. 21. INSURANCE.Upon Customer's request,Cummins will provide to Customer a Certificate of Insurance evidencing Cummins' relevant insurance coverage. 22.ASSIGNMENT.This Agreement shall be binding on the parties and their successors and assigns.Customer shall not assign this Agreement without the prior written consent of Cummins. 23. INTELLECTUAL PROPERTY.Any intellectual property rights created by either party,whether independently or jointly,in the course of the performance of this Agreement or otherwise related to Cummins pre-existing intellectual property or subject matter related thereto,shall be Cummins'property.Customer agrees to assign,and does hereby assign,all right,title,and interest to such intellectual property to Cummins.Any Cummins pre-existing intellectual property shall remain Cummins'property.Nothing in this Agreement shall be deemed to have given Customer a license or any other rights to use any of the intellectual property rights of Cummins. 24. PRICING.To the extent allowed by law,actual prices invoiced to Customer may vary from the price quoted at the time of order placement,as the same will be adjusted for prices prevailing on the date of shipment due to economic and market conditions at the time of shipment.Subject to local laws,Cummins reserves the right to adjust pricing on goods and services due to input and labor cost changes and/or other unforeseen circumstances beyond Cummins'control. 25. MISCELLANEOUS.Cummins shall be an independent contractor under this Agreement.All notices under this Agreement shall be in writing and be delivered personally,mailed via first class certified or registered mail,or sent by a nationally recognized express courier service to the addresses set forth in this Agreement.No amendment of this Agreement shall be valid unless it is writing and signed by an authorized representative of the parties hereto.Failure of either party to require performance by the other party of any provision hereof shall in no way affect the right to require such performance at any time thereafter,nor shall the waiver by a party of a breach of any of the provisions hereof constitute a waiver of any succeeding breach.Any provision of this Agreement that is invalid or unenforceable shall not affect the validity or enforceability of the remaining terms hereof.These terms are exclusive and constitute the entire agreement.Customer acknowledges that the provisions were freely negotiated and bargained for,and Customer has agreed to purchase of the Equipment pursuant to these Terms and Conditions.Acceptance of this Agreement is expressly conditioned on Customer's assent to all such Terms and Conditions.Neither party has relied on any statement,representation,agreement, understanding,or promise made by the other except as expressly set out in this Agreement.In the event Cummins incurs additional charges hereunder due to the acts or omissions of Customer,the additional charges will be passed on to the Customer,as applicable. Headings or other subdivisions of this Agreement are inserted for convenience of reference and shall not limit or affect the legal construction of any provision hereof.The Parties'rights,remedies,and obligations under this Agreement which by their nature are intended to continue beyond the termination or cancellation of this Agreement,including but not limited to the Section 16.Limitation of Liability provision contained herein,shall survive the expiration,termination,or cancellation of this Agreement. 26. COMPLIANCE.Customer shall comply with all laws applicable to its activities under this Agreement,including,without limitation,any and all applicable federal,state,and local anti-bribery,environmental,health,and safety laws and regulations then in effect.Customer acknowledges that the Equipment,and any related technology that are sold or otherwise provided hereunder may be subject to export and other trade controls restricting the sale,export,re-export and/or transfer,directly or indirectly,of such Equipment or technology to certain countries or parties,including,but not limited to,licensing requirements under applicable laws and regulations of the United States,the United Kingdom and other jurisdictions.It is the intention of Cummins to comply with these laws,rules,and regulations.Any other provision of this Agreement to the contrary notwithstanding,Customer shall comply with all such applicable all laws relating to the cross-border movement of goods or technology,and all related orders in effect from time to time,and equivalent measures.Customer shall act as the importer of record with respect to the Equipment and shall not resell,export, re-export,distribute,transfer,or dispose of the Equipment or related technology,directly or indirectly,without first obtaining all necessary written permits,consents,and authorizations and completing such formalities as may be required under such laws,rules, and regulations.In addition,Cummins has in place policies not to distribute its products for use in certain countries based on applicable laws and regulations including but not limited to UN,U.S.,UK,and European Union regulations.Customer undertakes to perform its obligations under this Agreement with due regard to these policies.Strict compliance with this provision and all laws of the territory pertaining to the importation,distribution,sales,promotion and marketing of the Equipment is a material consideration for Cummins entering into this Agreement with Customer and continuing this Agreement for its term.Customer represents and warrants that it has not and shall not,directly or through any intermediary,pay,give,promise to give or offer to give anything of value to a government official or representative,a political party official,a candidate for political office,an officer or employee of a public international organization or any other person,individual or entity at the suggestion,request or direction or for the benefit of any of the above-described persons and entities for the purposes of inducing such person to use his influence to assist Cummins in obtaining or retaining business or to benefit Cummins or any other person in any way,and will not otherwise breach any applicable laws relating to anti-bribery.Any failure by Customer to comply with these provisions will constitute a default giving Cummins the right to immediate termination of this Agreement and/or the right to elect not to recognize the warranties associated with the Equipment. Quotation: Q 323306 20240703 1200 Page-Q-ef4G Docusign Envelope ID:3A816824-70CD-480E-B84D-70FEFE4A4A54 Project: City of Bremerton WWTP CE1 Sales and Quotation: Q-323306-20240703-1209 we Service Customer shall accept full responsibility for any and all civil or criminal liabilities and costs arising from any breaches of those laws and regulations and will defend,indemnify,and hold Cummins harmless from and against any and all fines,penalties,claim,damages, liabilities,judgments,costs,fees,and expenses incurred by Cummins or its affiliates as a result of Customer's breach. 27. To the extent applicable,this contractor and subcontractor shall abide by the requirements of 41 CFR §§ 60-1.4(a), 60- 300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race,color, religion, sex, sexual orientation, gender identity or national origin. Moreover,these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. The employee notice requirements set forth in 29 CFR Part 471,Appendix A to Subpart A, are hereby incorporated by reference into this contract. Quotation: 0-323306-20240703-1209 Page 10 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 GOODS AND SERVICES AGREEMENT THIS AGREEMENT, is entered into between the City of Bremerton, a Washington Municipal Corporation ("City"), and Cummins ("Vendor"), whose mailing address is:500 Jackson Street, Columbus, Ohio 47201-6258 The parties agree as follows: I. VENDOR SERVICES. The Vendor shall provide the following goods and materials and/or perform the following services for the City: New Generator at Lift Station CE-1 per quote #Q-183740-20231101-1208, dated Nov. 1, 2023. These terms and conditions shall incorporate and include Cummins terms and conditions attached as Exhibit A. II. TIME OF COMPLETION. Vendor shall complete the work and provide all goods, materials and services within 30 - 45 calendar days calendar days from the date all parties have signed this Agreement. III. COMPENSATION. The City shall pay the Vendor the total amount of $115,931.10, including applicable Washington State Sales Tax, for the goods, materials and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: To be Invoiced Within 30 Days of Delivery payment due net 30 A. Defective or Unauthorized Work. The City reserves its right to withhold payment from Vendor for any defective or unauthorized goods, materials or services. If Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services on its own or from a third party,and Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs"shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct the cost to complete this Agreement, including any Additional Costs, from any and all amounts due or to become due the Vendor. IV. INDEPENDENT CONTRACTOR. Vendor is and shall be at all times acting as an independent contractor and not as an employee of the City. The Vendor shall secure at its expense, and shall be responsible for all payments of income tax, social security, state disability insurance compensation, unemployment compensation, and all other payroll deductions for the Vendor, officer, agents, employees and subcontractors. The Vendor shall also secure all applicable business licenses, if required, in connection with the contract services, including all required licenses for Vendor's officers, agents, employees and subcontractors. Page 1 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 V. TERMINATION. The City may terminate this Agreement for good cause. "Good cause" shall include, without limitation, any one or more of the following events: A. The Vendor's refusal or failure to supply a sufficient number of properly skilled workers or proper materials for completion of this Agreement. B. The Vendor's failure to complete this Agreement within the time specified in this Agreement. C. The Vendor's failure to make full and prompt payment to subcontractors or for material or labor. D. The Vendor's failure to comply with federal, state or local laws,rules or regulations. E. The Vendor's filing for bankruptcy or becoming adjudged bankrupt. If the City terminates this Agreement for good cause, the Vendor shall not receive any further monies due under this Agreement until the goods, materials, and services required by this Agreement are completed and fully performed by the City or a third party of the City's choosing. VI. CHANGES. The City may issue a written change order for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines,for any reason,that a change order is necessary, Vendor must submit a written change order request to an authorized agent of the City within fourteen (14) calendar days of the date Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the change order work upon receiving either a written change order from the City or an oral order from the City before actually receiving the written change order. If the Vendor fails to require a change order within the time allowed, the Vendor waives its right to make any claim or submit subsequent change order requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment the Vendor must complete the change order work; however, the Vendor may elect to protest the adjustment as provided below: A. Procedure and Protest by the Vendor. If the Vendor disagrees with anything required by a change order, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor shall: 1. Immediately give a signed written notice of protest to the City; 2. Supplement the written protest within fourteen (14) calendar days with a written statement that provides the following information: a. The date of the Vendor's protest. Page 2 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 b. The nature and circumstances that caused the protest. c. The provisions in this Agreement that support the protest. d. The estimated dollar cost, if any, of the protested work and how that estimate was determined. e. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. 3. The Vendor shall keep complete records of extra costs and time incurred as a result of the protested work. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all protests, provided the procedures in this section are followed. If the City determines that a protest is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. B. Vendor's Duty to Complete Protested Work. In spite of any protest, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. C. Vendor's Acceptance of Changes. The Vendor accepts all requirements of a change order by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. A change order that is accepted by Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order(including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). VII. CLAIMS. The Vendor shall give written notice to the City of all claims other than change orders within fourteen (14) calendar days of the occurrence of the events giving rise to the claims. Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement; or, if(and only if) no such provision is applicable, unless that claim is set forth in detail in writing and received by the City within seven (7) calendar days from the date Vendor knew, or should have known, of the facts giving rise to the claim. At a minimum, a Vendor's written claim must include the information set forth regarding protests in Section VI(A)(2)(a)-(e). FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM Page 3 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. Vendor must, in any event,file any claim or bring any suit arising from or connected with this Agreement within 120 calendar days from the date the contract work is complete. VIII. WARRANTY. Goods purchased hereunder are accompanied by an express written manufacturer's warranty("Warranty)and, except as previously provided in this Agreement, is the only warrant offered on such goods. The Vendor shall correct all defects in workmanship and materials during the term of the Warranty set forth in Vendor's Quotation ("Warranty Term") in accordance with the Warranty Term. Defects corrected under the Warranty are warranted for the time remaining under the Warranty Term. The Vendor shall begin to correct any defects within seven(7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time,the City may complete the corrections at the expense of Vendor. IX. INDEMNIFICATION. Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all third party claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with bodily injury, death or tangible property damage to the extend caused by defective goods manufactured by Vendor and delivered to City under this Agreement. Vendor's obligation to indemnify shall not extend to that portion of damages caused by the City's sole negligence. The City's inspection or acceptance of any of Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Vendor and the City,its officers, officials, employees, agents and volunteers,the Vendor's liability hereunder shall be only to the extent of the Vendor's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THIS INDEMNIFICATION CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. X. INSURANCE. The Vendor shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons or damage to property that may arise from or in connection with the performance of the contract work by the Vendor, its agents, representatives, employees or subcontractors. Page 4 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Before beginning work on the project described in this Agreement, the Vendor shall provide a Certificate of Insurance evidencing: A. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and B. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate for personal injury, bodily injury, and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations/broad form property damage; and employer's liability. C. Excess Liability insurance with limits not less than $1,000,000 limit per occurrence and aggregate. D. Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim. E. Workers Compensation insurance as statutorily required by the Industrial Insurance Act of the State of Washington, Title 51, Revised Code of Washington and employer's liability with limits not less than $1,000,000. Any payment of deductible or self-insured retention shall be the sole responsibility of the Vendor. All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which shall be provided on a"claims-made"basis. The City shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Vendor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all the required insurance policies. The Vendor's Commercial General Liability insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. The Vendor's insurance shall be primary and non-contributory insurance as respects the City and shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. It shall be an affirmative obligation upon Vendor to advise the City's Risk Manager by fax at(360)473-5161, or by certified mail, return receipt requested to City of Bremerton, Attn: Risk Management, 345 6th Street, Suite 100, Bremerton, WA 98337 within two days of the cancellation, suspension or substantive change of any insurance policy required herein, and failure to do so shall be construed to be a breach of this Agreement. Page 5 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 The City also reserves its unqualified right to require at any time and for any reason, proof of coverage in the form of a duplicate of the insurance policy with all endorsements as evidence of coverage. XI. MISCELLANEOUS. A. Licenses and Taxes. Vendor shall possess a current Bremerton Business License and any regulatory license required to fulfill Vendor's obligations under this Agreement. B&O taxes shall be paid when due, and Vendor, by this Agreement, assigns any payments due under this Agreement to the City Clerk for payment of such taxes which have been declared delinquent. B. Conflict and Precedence. In the event of a conflict between the contract documents, the document which rates higher on the following list shall take precedence: 1. Amendments/ Change Orders to Goods and Services Agreement 2. Goods and Services Agreement 3. Specifications 4. Terms and Conditions 5. Vendor's Proposal C. Documents Incorporated by Reference. The following documents are incorporated by reference, including but not limited to: 1. Terms and Conditions, 2. Specifications, 3. Proposal, and 4. Non-Collusion Affidavit. D. Use of Photographs and Images. Vendor shall not use or distribute photographs or images depicting City officials, personnel, property, or equipment whether prepared by Vendor or provided by City without prior written consent of the City. The City will not unreasonably withhold its consent. E. Equal Employment Opportunity Statement. In the hiring of employees for the performance of work under this Agreement, the Vendor, its subcontractors, or any person acting on behalf of Vendor shall not discriminate in any employment practice on the basis of age (40+), sex, race, creed, color, national origin, sexual orientation/gender identity, marital status, military status, or the presence of any physical, mental or sensory disability. F. ADA Statement. The City of Bremerton does not discriminate on the basis of disability in programs and activities, which it operates pursuant to the requirements of the Americans with Disabilities Act of 1990, and ADA Amendments Act. This policy extends to both employment and admission to participation in the programs, services and activities of the City of Bremerton. Reasonable accommodation for employees or applicants for employment will be provided. G. Compliance with Laws. Vendor shall comply with all federal, state and local laws, rules and regulations throughout every aspect in the performance of this Agreement. Page 6 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 H. Prevailing Wages. Vendor shall file a "Statement of Intent to Pay Prevailing Wages"with the State of Washington Department of Labor& Industries prior to commencing the contract work. Vendor shall pay prevailing wages and comply with Chapter 39.12 of the Revised Code of Washington, as well as any other applicable prevailing wage rate provisions. The latest prevailing wage rate revision issued by the Department of Labor and Industries is attached. L Work Performed at Vendor's Risk. Vendor shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of this Agreement. All work shall be done at Vendor's own risk, and Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. J. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Washington. If any dispute arises between the City and Vendor under any of the provisions of this Agreement, resolution of that dispute shall be available exclusively under the jurisdiction, venue and rules of the Kitsap County Superior Court, Kitsap County, Washington. K. Attorney's Fees. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall be responsible for payment of its own legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit; however, nothing in this subsection shall limit the City's right to indemnification under Section IX of this Agreement. L. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed below, unless otherwise notified. Any written notice shall become effective upon delivery, but in any event three (3) calendar days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement. Notices to be sent to: Notices to be sent to: CITY: VENDOR: Attn:Eric Burris Attn: Zach Schulte City of Bremerton Cummins 345 6th Street, Suite 100 500 Jackson St Bremerton, WA 98337-1891 Columbus, Ohio 47201-6258 M. Assignment. Any assignment of this Agreement by the Vendor without the written consent of the City shall be void. N. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Vendor. Page 7 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 O. Severability. If any one or more sections, subsections, or sentences of this Agreement are held to be unconstitutional or invalid, that decision shall not affect the validity of the remaining portion of this Agreement and the remainder shall remain in full force and effect. P. Suspension & Debarment. For contracts involving Washington State or Federal funding, Vendor hereby certifies, by signing this agreement, that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Washington State, Federal department, or agency. Vendor shall provide immediate written notice to the City if at any time it learns that it is or has become ineligible for certification. Should Vendor enter into a covered transaction with another firm, Vendor agrees by signing this agreement that it will verify that the firm with whom it intends to do business is not debarred, suspended, ineligible, excluded or disqualified. Q. Entire Agreement. The written provisions and terms of this Agreement, together with any attached Exhibits, supersede all prior verbal statements by any representative of the City, and those statements shall not be construed as forming a part of or altering in any manner this Agreement. This Agreement and any attached Exhibits contain the entire Agreement between the parties. Should any language in any Exhibit to this Agreement conflict with any language contained in this Agreement,the terms of this Agreement shall prevail. R. LIMITATION OF LIABILITY. NOTWITHSTANDING ANY OTHER TERM OF THIS AGREEMENT, IN NO EVENT SHALL VENDOR, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO CITY OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION DOWNTIME, LOSS OF PROFIT OR REVENUE, LOSS OF DATA, LOSS OF OPPORTUNITY, DAMAGE TO GOODWILL, ENHANCED DAMAGES, MONETARY REQUESTS RELATING TO RECALL EXPENSES AND REPAIRS TO PROPERTY, AND/OR DAMAGES CAUSED BY DELAY) IN ANY WAY RELATED TO OR ARISING FROM VENDOR'S SUPPLY OF EQUIPMENT UNDER THIS AGREEMENT OR THE USE OR PERFORMANCE OF EQUIPMENT SUPPLIED UNDER THIS AGREEMENT. IN NO EVENT SHALL VENDOR'S LIABILITY TO CITY OR ANY THIRD PARTY CLAIMING DIRECTLY THROUGH CITY OR ON CITY'S BEHALF UNDER THIS AGREEMENT EXCEED THE TOTAL COST OF EQUIPMENT SUPPLIED BY CUMMINS UNDER THIS AGREEMENT GIVING RISE TO THE CLAIM. BY ACCEPTANCE OF THIS AGREEMENT, CITY ACKNOWLEDGES CITY'S SOLE RECOVERY AGAINST VENDOR FOR ANY LOSS SHALL BE THE REMEDY PROVIDED HEREIN EVEN IF THE EXCLUSIVE REMEDY UNDER THE WARRANTY IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN WITNESS WHEREOF,the parties below have executed this Agreement. CITY: VENDOR: Page 8 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1 C01339 CITY OF BREMERTON CUMMINS gDocuSigned by: DocuSigned by: 'dwat, ✓.� aRARA, lAU�t. J By: 0 By: Print Name 46°ti r 'irvh e e l e r Print Name: c u e Its: Mayor Its: Senior Sales Account Manager, PG Date: 2/20/2024 Date: 2/20/2024 APPROVED AS TO FORM: ATTEST: DocuSigned by: DocuSigned by: By• 641(ked letwix hafix Awar ' 52ACBE8381B01162... By: KYLIE J. FINNELL, Bremerton City Attorney ANGELAE b464 R, City Clerk R:\Legal\Legal\Forms\FORMS ON COBWEB\Goods and Services Agreement Rev.04 2023.docx Page 9 of 9 Goods and Services Agreement Rev. 04/2023 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Sales and Project: City of Bremerton WWTP CE1 CQuotation: Q-183740-20231101-1208 Service November 1, 2023 Prepared by Zach Schulte (206)794-9801 zach.t.schulte@cummins.com We are pleased to provide you this quotation based on your inquiry. Item Description Qty 1 DFEK Commercial Diesel Generator Set,500kW Standby 60Hz 1 U.S. EPA,Stationary Emergency Application 500DFEK, Diesel Genset, 60Hz, 500kW-Standby Rating Duty Rating-Standby Power(ESP) Emission Certification, EPA, Tier 2, NSPS CI Stationary Emergency Listing- UL 2200 Cert-Seismic, IBC2000, IBC2003, IBC2006, IBC2009, IBC2011 None-Vibration Isolators-Normal Duty Voltage-277/480, 3 Phase,Wye, 4 Wire Alternator-60Hz, 12 Lead, Extended Range, 105C Housing-None Enclosure Paint-None Fuel Water Separator Control Mounting-Front Facing PowerCommand 2.3 Controller LCD Control Display Relays-Genset Status, User Configured Alarm-Audible, Engine Shutdown Signals-Auxiliary, 8 Inputs/8 Outputs Relay -Alarm Shutdown Control Display Language-English Circuit Breaker or Entrance Box or Terminal Box - Left Only Circuit Breaker- 1200A, Left, 3P, 600/415V, SS RMS, 80%UL/IEC Circuit Breaker or Terminal Box Right-None Bottom Entry, Left Circuit Breaker or Entrance Box or Terminal Box, Right-None Indication -Ground Fault Exhaust Connector- NPT Engine Air Cleaner- Normal Duty Engine Cooling-Radiator, 40C Ambient Shutdown -Low Coolant Level Coolant Heater-208/240/480 Volts AC,40F Minimum Ambient Temperature Genset Warranty-2 Years Base Literature- English PackinQ- None 2 OTECE, OTEC Transfer Switch-Electronic Control: 1200A 1 OTEC1200, Transfer Switch-, PowerCommand, 1200 Amp Listing- UL 1008/CSA Certification IBC Seismic Certification Application-Utility to Genset Cabinet-Type 1 Cable Lugs-Mechanical, 4-600MCM/Pole Poles-3(Solid Neutral) Frequency -60 Hz System -3 Phase, 3 or 4 Wire Voltage-480 Volts AC Genset Starting Battery-24V DC PC40 Control Auxiliary Relay-Switch in Emergency Position-24 Volts DC Quotation: Q-183740-20231101-1208 Page 1 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Project: City of Bremerton WWTP CE1 CSales and Service Quotation: Q-183740-20231101-1208 Auxiliary Relay-Switch In Normal Position-24 Volts DC Interface-Communications Network, MODBUS RTU Module Relay-Elevator Signal Transfer Switch Warranty-2 Year Corn prehensive 3 Vibration Isolator, Seismic-20001bs, 1.11" Deflection, 1802Ibslin Spring Rate 6 4 Battery Charger-10Amp, 120/208/240VAC, 12124V, 50160Hz 1 5 Exhaust silencer and flex, shipped loose and installed by others 1 6 Battery boxes and racks 1 7 Delivery to site, off-loading by others 1 8 Generator batteries, Group 80 2 9 Start up and system testing with a 2 hour load bank test. 1 TOTAL:$ 106.164.00 Sales Tax $9,767.09 Quote value does not include any tax. Total $115,931.10 EXCEPTIONS AND CLARIFICATIONS: No specifications or electrical drawings provided or reviewed for this proposal. COVID 19 SUPPLEMENTAL STATEMENT AS A RESULT OF THE OUTBREAK OF THE DISEASE COVID-19 ARISING FROM THE NOVEL CORONAVIRUS, TEMPORARY DELAYS IN DELIVERY, LABOUR OR SERVICES FROM CUMMINS AND ITS SUB-SUPPLIERS OR SUBCONTRACTORS MAY OCCUR.AMONG OTHER FACTORS, CUMMINS' DELIVERY OBLIGATIONS ARE SUBJECT TO CORRECT AND PUNCTUAL SUPPLY FROM OUR SUB-SUPPLIERS OR SUBCONTRACTORS,AND CUMMINS RESERVES THE RIGHT TO MAKE PARTIAL DELIVERIES OR MODIFY ITS LABOUR OR SERVICE. WHILE CUMMINS SHALL MAKE EVERY COMMERCIALLY REASONABLE EFFORT TO MEET THE DELIVERY, SERVICE OR COMPLETION OBLIGATIONS SET FORTH HEREIN, SUCH DATES ARE SUBJECT TO CHANGE. INTERNATIONAL BUILDING CODE(IBC)CERTIFICATION The products in this quotation identified as meeting the requirements of the 2009 IBC have been certified by their respective manufactures via a combination of analytical testing and shaker table testing. Not all products have been shaker table tested. OFFICE OF STATEWIDE HEALTH PLANNING AND DEVELOPMENT (OSHPD) OSHPD seismic requirements are continuing to evolve. Please contact Cummins for the most current requirements for meeting OSHPD applications. SELECTIVE COORDINATION FOR NATIONAL ELECTRIC CODE (NEC)ARTICLE 700 AND 701 LOADS Cummins generators are equipped with the manufacturer's recommended circuit breaker. Information regarding this device can be supplied upon request. This quotation is not valid if any changes to this circuit breaker(s) is required to coordinate with other devices in the electrical distribution system. If changes are required,the customer must provide a copy of the coordination study listing the manufacturers part number of the disconnect device to be supplied with thegenerator and a revised quotation will be issued. TRANSFER SWITCH WITHSTAND AND CLOSE RATINGS Transfer switch{es), if included in this quotation, require a withstand and closing rating(WCR)capable of meeting the available upstream fault current(kAIC). The WCR may be based on a specific breaker rating or a time-based rating, and it is the responsibility of a qualified facility designer or engineer to verify compatibility. In the event that the proposed transfer switch(es) are not compatible, the transfer switch(es)will need to be re-quoted to ensure compatibility.A full listing of the WCR can be provided upon request and will be included as part of the submittal package. CUMMINS STANDARD EXCLUSIONS Exhaust System All off-engine piping, hangers, flanges, gaskets, bolts, insulation, other materials and labor to install. Fuel System All fuel piping and materials not limited to;supply, return,venting,valves, coolers,filters,pumps,fittings, primary fuel regulator, storage tank&senders, external to genset package.All fuel for testing and initial fill. Fuel tank vent extensions and flame arrestors unless specifically listed in the Bill of Materials. Cooling System Intake louvers, exhaust louvers, air dampers, sheet metal ducting, flex adapters, sound attenuators/baffles.All off engine piping, flexible connections, labor and coolant for remote cooling systems. Quotation: Q-183740-20231101-1208 Page 2 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 $alesand Project: City of Bremerton WWTP CE1 • Service Quotation: Q-183740-20231101-1208 • Electrical All off-engine wiring, field terminations of wiring, and lugs other than those detailed in our submittal. Mounting Mounting bolts and anchors. Vibration isolators(if included) may be shipped loose for installation at the jobsite by others. Seismic engineering calculations. Electrical Testing Not limited to International Electrical Testing Association(NETA), infrared scanning, harmonic content or other independent agency testing of switchgear, switchboards, protective relays, circuit breaker, electrical coordination studies, arc flash studies and reactive load site testing. Environmental Testing Environmental Protection Agency (EPA), local air quality district or other Authority Having Jurisdiction (AHJ), including acoustical. Programming All protective relay settings, breaker settings, PLC programming or other user configurable device programming. Documentation Electronic submittals and operation and maintenance manuals will be provided. Printed copies are available upon request, additional charges may apply. Miscellaneous Site specific labeling. Exhaust backpressure, airflow restriction or vibration analysis Design Cummins is not responsible for system design or engineering and does not guarantee system performance standards. Cummins will supply documentation and reasonable assistance to others responsible for system engineering, design and performance. Taxes and Permit Any applicable sales tax, permits, fees, licenses. Bonds Any bid bond, payment or performance bond or other type of bond. All items listed above are excluded and will only be supplied by Cummins if agreed upon, in writing, by a sales representative for Cummins. LEAD TIM : Submittal Typical submittal lead time is 3-4 weeks after receipt of purchase order. Equipment Current lead-time for the generator is 60-64 weeks after submittal approval and release for production. Please feel free to contact me if you require any additional information; or if you have any further questions or concerns that I may be of assistance with. Thank you for choosing Cummins. Submitted by: Zach Schulte, Territory Manager ,aah tschulthncumm ins.com (206)794-9801 SUBMITTALS. An order for the equipment covered by this quotation will be accepted on a hold for release basis. Your order will not be released and scheduled for production until written approval to proceed is received in our office. Such submittal approval shall constitute acceptance of the terms and conditions of this quotation unless the parties otherwise agree in writing. THERE ARE ADDITIONAL CONTRACT TERMS AND CONDITIONS ATTACHED TO THIS QUOTATION, INCLUDING LIMITATIONS OF WARRANTIES AND LIABILITIES,WHICH ARE EXPRESSLY INCORPORATED HEREIN. BY ACCEPTING THIS QUOTATION, CUSTOMER ACKNOWLEDGES THAT THE CONTRACT TERMS AND CONDITIONS HAVE BEEN READ, FULLY UNDERSTOOD AND ACCEPTED. Quotation: Q-183740-20231101-1208 Page 3 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Sales and Project: City of Bremerton WWTP CE1 Quotation: Q-183740-20231101-1208 Service ,—OocuSigned by::',,,,�y,,- U" "' 2/20/2024 Authors elf` 'ePi e7e___ Date City of Bremerton Company Name Greg Wheeler,Mayor Printed Name&Title Purchase Order No <Rest of the page is intentionally left blank> Quotation: 0-183740-20231101-1208 Page 4 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 CSales and Project: City of Bremerton WWTP CE1 Ser ce Quotation: Q-183740-20230630-1314 TERMS AND CONDITIONS FOR SALE OF POWER GENERATION EQUIPMENT These Tenns and Conditions for Sale of Power Generation Equipment,together with the quote("Quote"),sales order("Sales Order"), and/or credit application("Credit Application")on the front side or attached hereto,are hereinafter collectively referred to as this "Agreement° and shall coi:istitute the eatil'E! agreement eetweefl the eustemer identified in the Ouote("Cos tomex") and Cummins Int. ("Cnroroins "1 and sunez:sede ai:iv nre•A0b1S I'E!n r:esentation, s temeftts, ag,eemer,ts or tmderstanding (oral 01 wiitten)between the parties wi!b respect to the si.i bie t matter of t1=i is_"greemefl!•. Customer shall be deemed to have made an unqualified acceptance of these Terms and Conditions and it shall become a binding agreement between the parties on the earliest of the following to occur:(i) Cummins' receipt of Customer's purchase order or purchase order number;(ii)Customer's signing or acknowledgment of this .Agreement;(iii)Cummins'release of equipment to production pursuant to Customer's oral or written instruction or direction; (iv) Customer's payment of any amounts due to Cummins;or(v)any other event constituting acceptance under applicable law.No"prior inconsistei:itoourse sf dealii:tg, eoarse ef perfofffiaHee,er usage of u ade,if an.,constitutes a waivel of,of selves to explain or iorecn i:et.the 'temu and C l mditim l s set forth ht this Agreement.Eleetrenic transactions between Customei and Cull 11 nitl s will oe solely got lem ed by the Ter:ms and Cemlit:iens ef this Agreeme nt,and any terms and conditions wl Customel•s website or odtet iotemet site will be null m:ulvsid ai:td ofno legal effeet on Cummins.In the eveHt Cm tomer deli ers. re feren ces,incwnorntes by reference,or pmduces any nurohase er:der er deel.lment,speeifieea ens,agreement(whethei ttfSbeam or otltet wisei,of any othel terms and coruliuoi:is related thereto,tl=IeA saeh si eeifieat:ie M.terms, dc,etlment,or other agreement. (i)shall be nail and void and of no legal effeGt 8n CuRuRiAs.afld(ii-)this.t\afeemeflt shall remain the governing terms of the tlansactiolt 1.SCOPE. Cummins shall supply power generation equipment and any related parts,materials and/or services expressly identified in this Agreement(collectively, Equipment "). No additional services,parts or materials are included in this.Agreement unless mutually agreed upon by the parties in writing.A Sales Order for Equipment is accepted on a hold for release basis.The Sales Order will not be released and scheduled for production until written approval to proceed is received from Customer. A Quote is limited to the plans and specifications section specifically referenced in the Quote.No other sections shall apply.Additional requirements for administrative items may require additional costs.The Quote does not include off unit wiring,off unit plumbing,offloading, rigging,installation, exhaust insulation or fuel,unless otherwise stated and mutually agreed to in writing by the parties.Unless otherwise agreed by Cummins In writing,this Quote is valid for a maximum period of thirty(30)days from the date appearing on the first page of this Quote("Quote Validation Period").At the end of the Quote Validation Period,this Quote will automatically expire unless accepted by Custome r prior to the end of the Quote Validation Period.The foregoing notwithstanding,in no event shall this Quote Validation Period be deemed or otherwise considered to be a firm offer period nor to establish an option contract,and Cummins hereby reserves its right to revoke or amend this Quote at any time prior to Customer's acceptance. 2.SHIPPING;DELIVERY;DELAYS.Unless otherwise agreed in writing bythe parties,Equipment shallbe delivered FOB origin, freight prepaid to first destination.For consumer and mobile products,freight will be charged to Customer.Unless otherwise agreed to in writing by the parties, packaging method,shipping documents and manner,route and carrier and delivery shall be as Cummins deems appropriate. Cummins may deliver in installments. A reasonable storage fee,as determined in Cummins' sole discretion, may be assessed if delivery of the Equipment is delayed,deferred,or refused by Customer.In the event Customer fails to take any or all shipments ofEquipment ordered hereunder within thirty(30)days of the agreed upon delivery date,Cummins shall have the right,in its sole discretion to either(i)charge a minimum storage fee in the amount of one and one-half percent(LS%)per month of the total quoted amount;or(ii)consider the Equipment abandoned and,subject to local laws,may(a)make the Equipment available for auction or sale to other customers or the public,or(b)otherwise use,destroy,or recycle the Equipment at Customer's sole cost and expense. The foregoing remedies shall be without prejudice to Cummins' right to pursue other remedies available under the law,including without limitation,recovery of costs and/or losses incurred due to the storage,auction,sale,destruction,recycling,or otherwise of the Equipment.Offloading,handling,and placement of Equipment and crane services are the responsibility of Customer and not included unless otherwise stated.All shipments are made within normal business hours,Monday through Friday.Any delivery,shipping, installation,or performance dates indicated in this Agreement are estimated and not guaranteed. Further,delivery time is subject to confirmation at time of order and will be in effect after engineering drawings have been approved for production.Cummins shall use commercially reasonable efforts to meet estimated dates,but shall not be liable to customer or any third party for any delay in delivery,shipping,installation,or performance,however occasioned,including any delays in performance that result directly or indirectly from acts of Customer or any unforeseen event,circumstance,or condition beyond Cummins' reasonable control including, but not limited to,acts of God,actions by any government authority,civil strife,fires,floods,windstorms,explosions, riots,natural disasters, embargns, wars, strikes or other labor disturbances, civil commotion, terrorism, sabotage, late delivery by Cummins' suppliers,fuel or other energy shortages, or an inability to obtain necessary labor,materials, supplies, equipment or manufacturing facilities.ASA RESULT OF COVID-19 REIATED EFFECTS OR INDUSTRY SUPPLY CHAINDISR.UPTIONS, TEMPORARY DELAYS IN DELIVERY, LABOR OR SERVICES FROM CUMMINS AND ITS SUB-SUPPUERS OR SUBCONJRACI'ORS MAY OCCUR.AMONG OTHER FACTORS,CUMMINS'DELIVERY OB UGATIONSARE SUBJECT TO CORRECT AND PUNCTIJAL SUPPLY FROM OUR SUB-SUPPUERS OR SUBCONTRACTORS,AND CUMMINS RESERVES THE RIGHT TO MAKE PARTIAL DELIVERIES OR MODIFY ITS LABOR OR SERVICE. WHILE CUMMINS SHALL MAKE COMMERCIALLY REASONABLE EFFORTS TO MEET THE DELIVERY SERVICE OR COMPLETION Ouotation: Q-183740-20230630-1314 Page 5 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Project: City of Bremerton WWTP CE1 Sales and Service Quotation: Q-183740 20230630 1314 OBUGATIONS SET FORTH HEREIN SUCH DATES ARE SUB!ECT r'OCHANGE. IN THE EVENT DELIVERY,SHIPPING; INSTALLATION OR PERFORMANCE IS DELAYED, HOWEVER OCCASSIONED, DUE TO EVENTS BEYOND CUMMINS'REASONABLE CONTROL, THEN THE DATE OF DELIVERY SHIPPING,INSTALLATION OR PERFORMANCE FOR THE EQUIPMENT OR SERVICES SHAILBE EQUITABLY EXTENDED FORA PERIOD EQUAL TO THE TIME LOST,PLUS REASONABLE RAMP-UP. 3.PAYMENT TERMS;CREDIT; RETAINAGE.Unless otherwise agreed to by the parties in writing and subject to credit approval by Cummins,payments are due thirty(30)days from the date of the invoice.If Customer does not have approved credit with Cummins, as solely determined by Cummins,payments are due in advance or at the time of supply of the Equipment. If payment is not received when due,in addition to any rights Cummins may have at law,Cummins may charge Customer eighteen percent(18%)interest annually on late payments,or the maximum amount allowed by law.Customer agrees to pay Cummins'costs and expenses(including reasonable attorneys'fees)related to Cummins'enforcement and collection of unpaid invoices,or any other enforcement of this Agreement by Cummins.Retainage is not acceptable nor binding,unless required by statute or accepted and confirmed in writing by Cummins prior to shipment. If Customer fails to make any payments to Cummins when due and payable,and such failure continues for more than sixty(60)days from the date of the invoice,or less if required by applicable law,then Cummins may,at Cummins'sole discretion and without prejudice to any other rights or remedies,either(i)terminate this Agreement;or(ii)postpone delivery of any undelivered Equipment in Cummins'possession andlor suspend its services until payment for unpaid invoices is received. 4.TAXES;EXEMPTIONS.Unless otherwise stated,the Quote excludes all applicable local,state and federal sales andlor use taxes, permits and licensing.Customer must provide a valid resale or exemption certificate prior to shipment of Equipment or applicable taxes will be added to the invoice. 5.TITLE; RISK OF LOSS.Unless otherwise agreed in writing by the parties,title and risk of loss for the Equipment shall pass to Customer upon delivery of the Equipment by Cummins to freight carrier or to Customer at pickup at Cummins' facility. 6.INSPECTION AND ACCEPTANCE.Customer shall inspect the Equipment upon delivery, before offloading,for damage, defects, and shortage.Any and all claims which could have been discovered by such inspection shall be deemed absolutely and unconditionally waived unless noted by Customer on the bill of lading.Where Equipment is alleged to be non-conformingor defective,written notice of defect must be given to Cummins within three(3)days from date of delivery after which time Equipment shall be deemed accepted. Cummins shall have a commercially reasonable period of time in which to correct such non-conformity or defect.If non-conformity or defect is not eliminated to Customer's reasonable satisfaction,Customer may reject the Equipment(but shall protect the Equipment until returned to Cummins) or allow Cummins another opportunity to undertake corrective action.In the event startup of the Equipment is included in the services,acceptance shall be deemed to have occurred upon successful startup. 7.LIEN; SECURITY AGREEMENT. Customer agrees that Cummins retains all statutory lien rights.To secure payment,Customer grants Cummins a Purchase Money Security Interest in the Equipment. If any portion of the balance is due to be paid following delivery,Customer agrees to execute and deliver such security agreement, financing statements,deed of trust and such other documents as Cummins may request from time to time in order to permit Cummins to obtain and maintain a perfected security interest in the Equipment;or.in th e alternative,Customer grants Cummins a power of attorney to execute and file all financing statements and other documents needed to perfect this security interest.Cummins may record this Agreement,bearing Customer's signature,or copy of this Agreement in lieu of a UCC-1,provided that it shall not constitute an admission by Cummins of the applicability or non-applicability of the UCC nor shall the failure to file this form or a UCC-1 in any way affect,alter,or invalidate any term,provision,obligation or liability under this Agreement.The security interest shall be superseded if Customer and Cummins enter into a separate security agreement for the Equipment.Prior to full payment of the balance due,Equipment will be kept at Customer's location noted in this Agreement,will not be moved without prior notice to Cummins,and is subject to inspection by Cummins at all reasonable times. 05.01.2023 8.CANCELLATION; CHARGES.Orders placed with and accepted by Cummins may not be cancelled except with Cummins' prior written consent.If Customer seeks to cancel all or a portion of an order placed pursuant to this Agreement,and Cummins accepts such cancellation in whole or in part, Customer shall be assessed cancellation charges as follows: (i) 10%of total order price if cancellation is received in Cummins' office after Cummins has provided submittals and prior to releasing equipment to be manufactured;(ii)25% of total order price if cancellation is received in Cummins' office after receipt of submittal release to order,receipt of a purchase order for a generator already on order with the factory,or is asked to make any hardware changes to the equipment already on order with the factory;(iii)50%of total order price if cancellation is received in Cummins' office sixty(60)or fewer days before the scheduled shipping date on the order;or(iv)100%of total order price if cancellation is received in Cummins'office after the equipment has shipped from the manufacturing plant. 9.TERMINATION. Cummins may,at any time,terminate this Agreement for convenience upon sixty(60)days'written notice to Customer.If the Customer defaults by(i)breaching any term of this Agreement,(ii)becoming insolvent or declared bankrupt,or(iii) making an assignment for the benefit of creditors,Cummins may,upon written notice to Customer,immediately terminate this Agreement.Upon such termination for default,Cummins shall immediately cease any further performance under this Agreement, without further obligation or liability to Customer,and Customer shall pay Cummins for any Equipment or services supplied under Quotation: Q-183740-20230630-1314 Page 8 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Project:City of Bremerton VWVTP CE1 iW Quotation: Q-183740-20230630-1314 this Agreement,in accordance with the payment tenns detailed in Section 3.If a notice of termination for default has been issued and is later determined, for any reason,that the Customer was not in default,the rights and obligations of the parties shall treat the termination as a termination for convenience. 10.MANUALS.Unless otherwise stated,electronic submittals and electronic operation and maintenance manuals will be provided, and print copies maybe available upon Customer"s request at an additional cost 11.TRAINING; START UP SERVICES; INSTALLATION. Startup services,load bank testing,and owner training are not provided unless otherwise stated. Site startup will be subject to the account being current and will be performed during regular Cummins business hours,Monday to Friday.Additional charges may be added for work requested to be done outside standard business hours,on weekends,or holidays. One visit is allowed unless specified otherwise in the Quote.A minimum of two-week prior notice is required to schedule site startups and will be subject to prior commitments and equipment and travel availability.A signed site check sheet confirming readiness will be required, and Cummins personnel may perform an installation audit prior to the startup being completed. Any issues identified by the installation audit shall be corrected at the Customer's expense prior to the start-up. Portable load banks for site test(if offered in the Quote)are equipped with only 100 feet of cable.Additional lengths may be arranged at an extra cost. Cummins is not responsible for any labor or materials charged by others associated with start-up and installation of Equipment,unless previously agreed upon in writing. Supply of fuel for start-up and/or testing,fill-up of tank after start up,or change of oil is not included unless specified In the Quote.All installation/execution work at the site including,but not limited to:civil,mechanical, electrical,supply of wall thimbles,exhaust extension pipe,elbows,hangers,expansion joints,insulation and cladding materials, fueVoil/cooling system piping,air ducts,and louvers/dampers is not included unless specified in the Quote.When an enclosure or sub- base fuel tank(or both)are supplied,the openings provided for power cable and fuel piping entries,commonly referred to as"stub- ups",must be sealed at the site by others before commissioning.All applications,inspections and/or approvals by authorities are to be arranged by Customer. 12.MANUFACTURER'S WARRANTY.Equipment purchased hereunder is accompanied by an express written manufacturer's warranty("Warrantyu) and,except as expressly provided in this Agreement,is the only warranty offered on the Equipment.A copy of the Warranty is available upon request.While this Agreement and the Warranty are intended to be read and applied in conjunction, where this Agreement and the Warranty conflict,the terms of the Warranty shall prevail. 13.WARRANTY PROCEDURE.Prior to the expiration of the Warranty,Customer must give notice of a warrantable failure to Cummins and deliver the defective Equipment to a Cummins location or other location authorized and designated by Cummins to make the repairs during regular business hours.Cummins shall not be liable for towing charges,maintenance items such as oil filters, belts,hoses,etc.,communication expenses,meals,lodging,and incidental expenses incurred by Customer or employees of Customer, "downtime• expenses,overtime expenses,cargo damages and any business costs and losses of revenue resulting from a warrantable failure. 14.LIMITATIONS ON WARRANTIES. THE REMEDIES PROVIDED IN THE WARRANTY AND TIIIS AGREEMENT ARE THE SOLE AND EXCLUSIVE WARRANTIES AND REMEDIES PROVIDED BY CUMMINS TO THE CUSTOMER UNDER TIDS AGREEMENT.EXCEPT AS SET OUT IN THE WARRANTY AND THIS AGREEMENT,AND TO THE EXTENT PERMI'ITED BY LAW,CUMMINS EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS,WARRANTIES,ENDORSEMENTS,AND CONDITIONS OF ANY KIND,EXPRESS OR IMPLIED, INCLUDING,WITHOUT LIMITATION,ANY STATUTORY OR COMMON LAW IMPLIED REPRESENTATIONS,WARRANTIES AND CONDITIONS OF FITNESS FOR A PURPOSE OR MERCHANTABILITY. The limited warranty does not cover Equipment failures resulting from: (a)inappropriate use relative to designated power rating;(b) inappropriate use relative to application guidelines;(c)inappropriate use of an EPA-SE application generator set relative toEPA's standards;(d) normal wear and tear;(e)improper and/or unauthorized installation;(f)negligence,accidents, or misuse;(g)lack of maintenance or unauthorized or improper repair;(h)noncompliance with any Cummins published guideline or policy;(i) use of improper or contaminated fuels,coolants,or lubricants; (j)improper storage before and after commissioning;(k)owner's delay in making Equipment available after notification of potential Equipment problem;(1) replacement parts and accessories not authorized by Cummins;(m) use of battle short mode;(n)owner or operator abuse or neglect such as:operation without adequate coolant, fuel, or lubricants;over fueling;over speeding;lack of maintenance to lubricating,fueling,cooling,or air intake systems;late servicing and maintenance;improper storage,starting,warm-up,running,or shutdown practices, or for progressive damage resulting from a defective shutdown or warning device;or(o)damage to parts,fixtures,housings,attachments and accessoryitems that are not part of the generating set. 15.JNDEMNFFY.Ctlstomel shall iademni DI,defend and hold hatm!ess Cummifls from anti against any and a-11 claims,aetiens ,easts, expenses.dl l ml l ees stul lishilities inelttdinareasotlable aito meta'fees hfetteht ac aiflStOf inenrreel by Cl•lffilfiins related to ar arisiR u 011t of this A:areelnent or the Equipment stpplied under 1'nis:Aareement Eeolleeti. el..the"Claiffls")..mere such Claims'Nefe eatiseEl er eOfltribttted to M.inllffl.aleor iH Jlftf-t,t:he nets,areissiaHs,fault er negliaeHee of the G:lsle mer.Ctistemer shall flreseRt aav Oaims colleted b-v this indemnitl to its lnsttranee eaff:ier ttnless Cttmmms dlreets tflftt t:he defense will be handled by€1:lfflfflifts'legal colfflsel at Customer's expense. Quotation: Q-183740-20230630-1314 Page 7 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 CSalesa Project: City of Bremerton WWTP CE1 Service Quotation: Q-183740-20230630-1314 16.LIMITATION OF LIABILITY NOTWITHSTANDING ANY OTHER TERM OF THIS AGREEMENT,IN NO EVENT SHALL CUMMINS, ITS OFFICERS, DIRECTORS,EMPLOYEES,OR AGENTS BE LIABLE TO CUSTOMER OR ANY THIRD PARTY,WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER LEGAL THEORY(INCLUDING, WITHOUT LIMITATION, STRICT LIABILITY OR NEGLIGENCE), FOR ANY INDIRECT,INCIDENTAL,SPECIAL,PUNITIVE,LIQUIDATED,OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION DOWNTIME, LO OF PROFIT OR REVENUE,IDSS OF DATA,LOSS OP OPPORTUNITY, DAMAGE TO GOODWILL, ENHANCED DAMAGES, MONETARY REQUESTS RELATING TO RECALL EXPENSES AND REPAIRS TO PROPERTY,AND/OR DAMAGES CAUSED BY DELAY), OR IN ANYWAY RELATED TO OR ARISING FROM CUMMINS' SUPPLY OF EQUIPMENT UNDER THIS AGREEMENT OR THE USE OR PERFORMANCE OF EQUIPMENT SUPPLIED UNDER THIS AGREEMENT. IN NO EVENT SHALL CUMMINS' LIABILITY TO CUSTOMER OR ANY TillRD PARTY CLAIMING DIRECTLY THROUGH CUSTOMER OR ON CUSTOMER'S BEHALF UNDER THIS AGREEMENT EXCEED THE TOTAL COST OF EQUIPMENT SUPPLIED BY CUMMINS UNDER THIS AGREEMENT GIVING RISE TO THE CLAIM.BY ACCEPTANCE OF THIS AGREEMENT, CUSTOMER ACKNOWLEDGES CUSTOMER'S SOLE REMEDY AGAINST CUMMINS FOR ANY LOSS SHALL BE THE REMEDY PROVIDED HEREIN. 17.DEFAULT; REMEDIBS.Customer shall be in breach and default if: (a)any of the payments or amounts due under this Agreement are not paid;(b)Customer fails to comply,pertorm,or makes any misrepresentation relating to any of the Customer's obligations or covenants under this Agreement;or(c)prior to full payment of the balance due,Customer ceases to do business,becomes insolvent, makes an assignment for the benefit of its creditors,appoints a receiver,commences an action for dissolution or liquidation,or becomes subject to bankruptcy proceedings,or the Equipment is attached,levied upon,seized under legal process,is subjected to a lien or encumbrance, or transferred by operation oflawor otherwise to anyone other than CUmmins.Upon the occurrence of any event of Customer's default,Cummins,at its sole option and without notice,shall have the right to exercise concurrently or separately any one or all of the following remedies,which shall be cumulative and not alternative:(a)to declare all sums due,and to become due, under this Agreement immediately due and payable;(b)to commence legal proceedings,including collection actions and specific performance proceedings,to enforce performance by Customer of any and all provisions of this Agreement,and to be awarded damages or injunctive relief for the Customer's breach;(c)to require the Customer to deliver the Equipment to Cummins'branch specified on the face of this Agreement;(d)to exercise one or more of the rights and remedies available to a secured party under applicable law;and (e)to enter,without notice or liability or legal process,onto anypremises where the Equipment may be located, using force permitted bylaw,and there to disconnect, remove and repossess the Equipment,the Customer having waived further right to possession after default.A waiver of any event of default by Cummins shall not be a waiver as to any other or subsequent default. 18.CUSTOMER REPRESENTATIONS;RELIANCE.Customer is responsible for obtaining,at its cost,permits,import licenses,and other consents in relation to the Equipment,and if requested by Cummins,Customer shall make these permits,licenses,and consents available to Cummins prior to shipment.Customer represents that it is familiar with the Equipment and understands operating instructions and agrees to per-tom-1 routine maintenance services.Until the balance is paid in full,Customer shall care for the Equipment properly,maintain it in good operating condition,repair and appearance;and Customer shall use it safely and within its rated capacity and only for purpose it was designed.Even if Customer's purchase of Equipment from Cummins under this Agreement is based,in whole or in part,on specifications,technical information,drawings, or written or verbal advice of any type from third parties,Customer has sole responsibility for the accuracy,correctness and completeness of such specifications,technical information. drawings,or advice.Cummins make no warranties or representations respecting the accuracy,correctness and completeness of any specifications,technical information,drawings,advice or other information provided by Cummins.Cummins makes no warranties or representations respecting the suitability, fitness for intended use,compatibility,integration or installation of any Equipment supplied under this Agreement. Customer has sole responsibility for intended use,for installation and design and performance where it is part of a power,propulsion,or other system.Limitation of warranties and remedies and all disclaimers apply to all such technical informa lion,drawings,or advice.Customer acknowledges and agrees by accepting delivery of the Equipment that the Equipment purchased is of the size,design,capacity and manufacture selected by the Customer,and that Customer has relied solely on Its own judgment in selecting the Equipment. 19.CONFIDENTIALITY.Each party shall keep confidential any information received from the other that is not generally known to the public and at the time of disclosure,would reasonably be understood by the receiving party to be proprietary or confidential, whether disclosed in oral,written,visual,electronic,cir other form,and which the receiving party(or agents)learns in connection with this Agreement including,but not limited to: (a)business plans,strategies,sales,projects and analyses;(b)financial information, pricing,and fee structures;(c) business processes, methods, and models;(d)employee and supplier information; (e)specifications; and(f)the terms and conditions of this Agreement.Each party shall take necessary steps to ensure compliance with this provision by Its employees and agents. 20 GOVERNING LAW A NJ>.HJRISDICTION.This Agreement and all matters arisiflg heretmder shall he governed by interpreted and CORStrued in accordarme with the laws efthe State of Ioolana withel:lt i Vin effect to any choice 01 conflict of law nrnvision.'fh:e par:tias a6l'(a(.@ that the federal aee state cemts efthe State eflndiana shalHtave exclusive imisdlction to settle any dispute of claim Ouotation: Q-183740-20230630-1314 Page 8 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Project: City of Bremerton WWTP CE1 CSales and Quotation: Q-183740-20230630-1314 Service sing in connection with this Ar eement or Anyrele tee matter and hereby waive any light todatm such fnrnm would he inappropriate_hlelmline eoneer.ts of foithu no l l con eniens. 21.INSURANCE.Upon Customer's request,Cummins will provide to Customer a Certificate of Insurance evidencing Cummins' relevant insurance coverage. 22.ASSIGNMENT.This Agreement shall be bindingon the parties and their successors and assigns.Customer shall not assign this Agreement without the prior written consent of Cummins. 23.INTELLECTUAL PROPERTY. Any intellectual property rights created by either party,whether independently or jointly,in the course of the performance of this Agreement or otherwise related to Cummins pre-existing intellectual property or subject matter related thereto,shall be Cummins'property.Customer agrees to assign,and does hereby assign,all right,title,and interest to such intellectual property to Cummins.Any Cummins pre-existing intellectual property shall remain Cummins'property.Nothing in this Agreement shall be deemed to have given Customer a license or any other rights to use any of the intellectual property rights of Cummins. 24.PRICING.To the extent allowed by law,actual prices invoiced to Customer may vary from the price quoted at the time of order placement,as the same will be adjusted for prices prevailing on the date of shipment due to economic and market conditions at the time of shipment. Subject to local laws,Cummins reserves the right to adjust pricing on goods and services due to input and labor cost changes and/or other unforeseen circumstances beyond Cummins'control. 25.MISCELLANEOUS.Cummins shall be an independent contractor under this Agreement All notices under this Agreement shall be in writing and be delivered personally,mailed via first class certified or registered mail,or sent bya nationally recognized express courier service to the addresses set forth in this Agreement.No amendment of this Agreement shall be valid unless it is writing and signed by an authorized representative of the parties hereto.Failure of either party to require performance by the other party of any provision hereof shall in no way affect the right to require such performance at any time thereafter,nor shall the waiver by a party of a breach of any of the provisions hereof constitute a waiver of any succeeding breach.Any provision of this Agreement that is invalid or unenforceable shall not affect the validity or enforceability of the remaining terms hereof.These terms are exclusive and constitute the entire agreement. Customer acknowledges that the provisions were freely negotiated and bargained for,and Customer has agreed to purchase of the Equipment pursuant to these Terms and Conditions.Acceptance of this Agreement is expressly conditioned on Customer's assent to all such Terms and Conditions .Neither party has relied on any statement,representation,agreement, understanding,or promise made by the other except as expressly set out in this Agreement. In the ewnt Cummins incurs additional charges hereunder due to the acts or omissions of Customer,the additional charges will be passed on to the Customer,as applicable. Headings or other subdivisions of this Agreement are inserted for convenience of reference and shall not limit or affect the legal construction of any provision hereof.The Parties'rights,remedies,and obligations under this Agreement which by their nature are intended to continue beyond the termination or cancellation of this Agreement,including but not limited to the Section 16. Limitation of Liability provision contained herein,shall survive the expiration,termination, or cancellation of this Agreement. 26.COMPLIANCE.Customer shall comply with all laws applicable to its activities under this Agreement,including,without limitation,any and all applicable federal,state,and local anti-bribery,environmental,health,and safety laws and regulations then in effect.Customer acknowledges that the Equipment,and any related technology that are sold or otherwise provided hereunder may be subject to export and other trade controls restricting the sale,export,re-export and/or transfer,directly or indirectly, of such Equipment or technology to certain countries or parties,including,but not limited to, licensing requirements under applicable laws and regulations of the United States,the United Kingdom and other jurisdictions.It is the intention of Cummins to comply with these laws,rules,and regulations.Any other provision of this Agreement to the contrary notwithstanding,Customer shall comply with all such applicable all laws relating to the cross-border movement of goods or technology,and all related orders in effect from time to time,and equivalent measures.Customer shall act as the importer of record with respect to the Equipment and shall not resell,export, re-export,distribute,transfer,or dispose of the Equipment or related technology, directly or indirectly,without first obtaining all necessary written permits,consents,and authorizations and completing such formalities as may be required under such laws,rules, and regulations.In addition,Cummins has In place policies not to distribute its products for use in certain countries based on applicable laws and regulations including but not limited to UN,U.S.,UK, and European Union regulations.Customer undertakes to perform its obligations under this Agreement with due regard to these policies.Strict compliance with this provision and all laws of the territory pertaining to the importation,distribution,sales,promotion and marketing of the Equipment is a material consideration for Cummins entering into this Agreement with Customer and continuing this Agreement for its term. Customer represents and warrants that it hasnot and shall not,directly or through any intermediary, pay,give,promise to give or offer to give anything of value to a government official or representative,a political party official,a candidate for political office,an officer or employee of a public international organization or any other person,individual or entity at the suggestion,request or direction or for the benefit of any of the above-described persons and entities for the purposes of inducing such person to use his influence to assist Cummins in obtaining or retaining business or to benefit Cummins or any other person in anyway,and will not otherwise breach any applicable laws relating to anti-bribery.Any failure by Customer to comply with these provisions will constitute a default giving Cummins the right to immediate termination of this Agreement and/or the right to elect not to recognize the warranties associated with the Equipment. Quotation: Q-183740-20230630-1314 Page y of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 =7 and Project City of Bremerton WWTP CE1 Quotation: Q-183740-20230630-1314 C Ce Customer shall accept full responsibilityfor any and all civil or criminal liabilities and costs arising from any breaches of those laws and regulations and will defend,indemnify,and hold Cummins harmless from and against any and all fines,penalties, claim,damages, liabilities,judgments, costs,fees,and expenses incurred by Cummins or its affiliates as a result of Customer's breach. 27.To the extent applicable, this contractor and subcontractor shall abide by the requirements of 41 CFR §§60-1.4(a), 60- 300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color,religion, sex, sexual orientation,gender identity, national origin, protected veteran status or disability. The employee notice requirements set forth in 29 CFR Part 471, Appendix A to Subpart A, are hereby incorporated by reference into this contract. Quotation:Q-183740-20230630-1314 Page 10 of 10 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Public Works and Utilities Department 100 Oyster Bay Ave. N. • Bremerton, WA 98312 • (360)473-5920 • FAX(360)473-5360 DATE: August 3, 2022 TO: Procurement File FROM: Cami Apfelbeck, Water Utility Manager Eric Burris,Wastewater Utility Manager SUBJECT: Sole Source Determination In accordance with Bremerton Municipal Code 2.76.090, Sole Source Purchases, the purpose of this memorandum is to document the necessity of sole source procurement methodology for the purchase of Cummins generators and generator services. Reasoning (check all supporting options below): ❑X Compatibility to existing City standard or to existing equipment, inventory, systems, data, programs or service. (Attach the business case for the standard and attach a copy of the standard if it is written). ❑ Licensed or patented product with only one dealer. (Include a statement explaining why this particular licensed or patented product the only one suitable for your purpose) ❑ Authorized service provider, repair and/or warranty services. The City requires service or repair support for products or equipment owned by the City, and the vendor is either a factory authorized warranty service provider or that particular vendor is required for warranty services according to the conditions of a current City contract. ❑ Unique design: Requires unique features that are essential aesthetic requirements, or not practical to match to existing design or equipment, such as artwork. Describe. ❑ Special bargain: This might include a surplus item, an auction sale, used equipment, returned "open box" purchase, or other similar one-time bargains. Describe. ❑ Delivery date: Only one supplier can meet required delivery date. Explain why this delivery date is essential. This can only be used in limited circumstances, for delivery deadlines that are the result of an unanticipated situation, and not a circumstance that could have been reasonably anticipated or averted by advance City planning. ❑ Project or research continuity: Product, systems, services or data must comply with an ongoing project, research, data, testing or analysis without a compromise in the integrity of the project. Also, this should be a situation that cannot be replicated by another company because there is a • Page 1 VENDOR NAME August 3, 2022 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1C01339 Public Works and Utilities Department 100 Oyster Bay Ave. N. • Bremerton,WA 98312 • (360) 473-5920 • FAX(360)473-5360 legal or physical obstruction to disclosing the project information to allow another company the opportunity to replicate. Examples include situations where a company has legal and/or proprietary rights to customization such as software code, or to data; or testing or data is collected through a unique measuring instrument that cannot be accurately duplicated and offered by another vendor. ❑ Requirement by funding source: Lender, grantor (such as federal government) or other provider of funds requires the specific product, service or system. Attach a copy of the document that clearly shows such a requirement is imposed by the funding source. E Legal monopoly: Only one supplier, such as electricity, water, or sewage. ❑ Trial and evaluation projects: A limited duration, limited scope pilot, trial or evaluation of a product, range of products or services. A trial or evaluation project would typically be part of establishing a standard for a City department, or to pilot a particular product or services for a City need. Describe the pilot, specify the scope of the pilot, and attach information to confirm that the pilot is part of a purposeful department pilot initiative. ❑ Other. Describe. Why is this the only company that can provide the sole source product or service? The reference section reference section explains why a particular product, manufacturer or service is necessary. The section below discusses why the company you request is the only available company. Cost/Quote support: See attached quotes and service agreements. Our staff believes this is a fair and reasonable price. Therefore, it is my determination that it is in the City's best interests to purchase Cummins generators and generator services through direct negotiation, pursuant to BMC 2.76.090 and 2.76.010, and that sole source purchase of these Cummins generators and generator services is justified for this procurement. Recommended by: . Digitally signed by Eric J.Burris Cami Apfelbeck DDate:igitally22 signed2.08.03 byl11:35:35 Cami Apfelb•07'00'eck Eric J. Burns s Date:2022.08.03 12:11:49 -07'00' Cami Apfelbeck, Water Utility Manager Eric Burris, WWTP Manager Approved by: Tom Knuckey DDitlly signed by Tom Kuckey a eat 22 08 03 13:45 2n 0700' Thomas Knuckey, Public Works and Utilities Director • Page 2 VENDOR NAME August 3, 2022 DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1 C01339 Action History (UTC-08:00)Pacific Time(US&Canada) Submit by Melinda Monroe 11/1/2023 6:39:33 PM(Start) Approve by Melinda Monroe 11/1/2023 6:40:18 PM(Contracts SME:Approve/Reject) • The task was assigned to Melinda Monroe 11/1/2023 6:39 PM Approve by Mike Riley 11/1/2023 6:46:27 PM (Finance Review:Approve/Reject) • The task was assigned to Mike Riley 11/1/2023 6:40 PM Approve by Stephanie Olson 11/2/2023 8:28:20 AM(Legal Review:Approve/Reject) #Approved pending review/approval of COI and insurance endorsement pages. • Stephanie Olson assigned the task to Stephanie Olson 11/2/2023 8:27 AM • The task was assigned to Legal 11/1/2023 6:46 PM DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1 C01339 Contract approval submission kI ln4/itrrovII Submission Information Submitter Melinda Monroe-Melinda.Monroe@ci.bremerton.wa.us Submission Priority* Initial Submission Type* New contract Previous Contract Contract Type* Goods and services Department* Public Works&Utility Division* WWTP Company/Entity* CUMMINS, INC. Contract/Project LF CE-1 NEW GENERATOR Name* Short description.Something to help identify the contract.E.g."Lower Lebo paving","Off duty agreement" Effective Date 11/1/2023 Desired start date of contract term,may not be required. Expiration Date 7/31/2024 Expected expire dated,may not be required. Renewal Date 1/31/2024 The date to start reviewing if current contract should be renewed Contract Cost* $ 113,011.08 Total estimated budget amount for entire contract term,including taxes. Contract Upload* cummins CE-1 LF.pdf 7.78MB 11_01_2023 41.pdf 112.94KB Max allowed 5 Vendor Approved* Yes No N/A Has the vendor approved this contract Submission Notes Instructions or comments for reviewer Signatures COB Signer Name Greg Wheeler COB Signer Title Mayor DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1 C01339 Vendor Signer Zach Schulte Name* Name of signer with authority to sign the contract Vendor Title* Representative Title of signer Vendor Email* zach.t.schulte@cummins.com Email where DocuSign will send contract Contract Administrator Review Legal Signer* Mychael Raya Contract Administrator Upload Legal Review Legal Review Upload 230309.pdf 606.29KB DocuSign Envelope ID:24B847E0-3757-4E60-A6CB-E628D1 C01339 Bremerton City Attorney Contract Review Sheet GENERAL CITY ATTORNEY TRACKING# 230309 Date Received: 7/28/23 Contractor: Cummins Purpose: GSA - New Generator at Lift Station CE-1 Contract Amount: $ 113,011.08 Contract Term: 30-45d from NTP Originator/Department Contact: Margret/WWTP Phone: X5440 Request Comments By: RISK MANAGER REVIEW ❑ APPROVE ❑ NOT APPROVE Reviewer Initials: SNO Date: 7/28/23 Comments: Need COI and insurance endorsement pages for: 1) Additional Insured; 2) Primary and Non-contributory Insurance; 3) Waiver of Subrogation CITY ATTORNEY E APPROVE ❑ NOT APPROVE CI Needs to go to Council Reviewer Initials: MRR Date: 8.9.23 Comments: Approve with edits included in GSA as well as quotation from Cummins. These changes are intended to encompass what was previously agreed upon with respect to a purchase that occurred in August of 2022 with Cummins that included a sole source memo, the intent of which was to standardize Cummins generators and generator services These current terms should match what was previously agreed ROUTED TO Margret 8/9/23 R:\LEGAL\Contracts\FORMS\Contract Review Request.doc ****Attorney-Client Communication. Not for Dissemination**** Public Works and Utilities Department 100 Oyster Bay Ave. N. • Bremerton, WA 98312 • (360)473-5920 • FAX(360) 473-5360 DATE: August 3, 2022 TO: Procurement File FROM: Cami Apfelbeck, Water Utility Manager Eric Burris, Wastewater Utility Manager SUBJECT: Sole Source Determination In accordance with Bremerton Municipal Code 2.76.090, Sole Source Purchases, the purpose of this memorandum is to document the necessity of sole source procurement methodology for the purchase of Cummins generators and generator services. Reasoning (check all supporting options below): ❑x Compatibility to existing City standard or to existing equipment, inventory, systems, data, programs or service. (Attach the business case for the standard and attach a copy of the standard if it is written). ❑ Licensed or patented product with only one dealer. (Include a statement explaining why this particular licensed or patented product the only one suitable for your purpose) ❑ Authorized service provider, repair and/or warranty services. The City requires service or repair support for products or equipment owned by the City, and the vendor is either a factory authorized warranty service provider or that particular vendor is required for warranty services according to the conditions of a current City contract. ❑ Unique design: Requires unique features that are essential aesthetic requirements, or not practical to match to existing design or equipment, such as artwork. Describe. ❑ Special bargain: This might include a surplus item, an auction sale, used equipment, returned "open box" purchase, or other similar one-time bargains. Describe. ❑ Delivery date: Only one supplier can meet required delivery date. Explain why this delivery date is essential. This can only be used in limited circumstances, for delivery deadlines that are the result of an unanticipated situation, and not a circumstance that could have been reasonably anticipated or averted by advance City planning. ❑ Project or research continuity: Product, systems, services or data must comply with an ongoing project, research, data, testing or analysis without a compromise in the integrity of the project. Also, this should be a situation that cannot be replicated by another company because there is a • Page 1 VENDOR NAME August 3, 2022 Public Works and Utilities Department 100 Oyster Bay Ave. N. • Bremerton, WA 98312 • (360)473-5920 • FAX(360) 473-5360 legal or physical obstruction to disclosing the project information to allow another company the opportunity to replicate. Examples include situations where a company has legal and/or proprietary rights to customization such as software code, or to data; or testing or data is collected through a unique measuring instrument that cannot be accurately duplicated and offered by another vendor. ❑ Requirement by funding source: Lender, grantor (such as federal government) or other provider of funds requires the specific product, service or system. Attach a copy of the document that clearly shows such a requirement is imposed by the funding source. ❑ Legal monopoly: Only one supplier, such as electricity, water, or sewage. ❑ Trial and evaluation projects: A limited duration, limited scope pilot, trial or evaluation of a product, range of products or services. A trial or evaluation project would typically be part of establishing a standard for a City department, or to pilot a particular product or services for a City need. Describe the pilot, specify the scope of the pilot, and attach information to confirm that the pilot is part of a purposeful department pilot initiative. ❑ Other. Describe. Why is this the only company that can provide the sole source product or service? The reference section reference section explains why a particular product, manufacturer or service is necessary. The section below discusses why the company you request is the only available company. Cost/Quote support: See attached quotes and service agreements. Our staff believes this is a fair and reasonable price. Therefore, it is my determination that it is in the City's best interests to purchase Cummins generators and generator services through direct negotiation, pursuant to BMC 2.76.090 and 2.76.010, and that sole source purchase of these Cummins generators and generator services is justified for this procurement. Recommended by: Digitally signed by Eric J.Burris Digitally signed by CamiApfelbeck Eric J. Burris Date:2022.08.0312:11:49 Cami Apfelbeck Date:2o2208�,,.35.35_0,,00, -07'00' Cami Apfelbeck, Water Utility Manager Eric Burris, WWTP Manager Approved by: Tom Knuckey Digitally signed by Tom Knuckey Date:2022.08.03 13:45:52-07'00' Thomas Knuckey, Public Works and Utilities Director • Page 2 VENDOR NAME August 3, 2022 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 7/9/2024 Aon Risk Services Central Inc. 200 E Randolph St. Chicago, IL 60601 317-841-6004 317-841-6006 Swiss Re Corporate Solutions Elite Ins 29700 Old Republic Insurance Company 24147 Allianz Global Risks US Insurance Co 35300 A 5,000,000CGP0000001-03 8/1/2023 8/1/2024 5,000,000 3 10,000 3 5,000,000 5,000,000 5,000,000 B MWTB 317015 23 8/1/2023 8/1/2024 2,000,000 3 PHYSICAL DAMAGE SELF-INSURED A CGU0000001-03 8/1/2023 8/1/2024 10,000,00033 10,000,000 B MWC 314311-23 8/1/2023 8/1/2024 3 2,000,000N 2,000,000 2,000,000 B Excess Auto Liability MWZX 317016 23 8/1/2023 8/1/2024 Limit 13,000,000 C Excess Liability USL02306023 8/1/2023 8/1/2024 Limit 10,000,000 Occ/Agg Al King A. I. King Insurance Agency, Inc. cummins@aikinginsurance.com 3 Cummins Inc. 500 Jackson Street Mail Code 91676 Columbus IN 47201-6258 80860521 3 3 City of Bremerton is listed as additional insured with a waiver of subrogation as required by written contract. City of Bremerton Attn: Noreen Bolo 345 6th Street, Suite 100 Bremerton WA 98337 General Liability, Auto Liability and Umbrella Policies are primary & non-contributory. 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 1 of 7 This certificate cancels and supersedes ALL previously issued certificates. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED –OWNERS, LESSEES OR Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 4 CONTRACTORS –COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) All persons or organizations as required by written contract or agreement Location And Description Of Completed Operations All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II –Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following is added to Section III –Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Insured Copy CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 2 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. Insured Copy CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 2 of 2 (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: Endorsement Effective Date: Named Insured: Cummins Inc. CGP0000001-03 08/01/2023 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 3 of 7 This certificate cancels and supersedes ALL previously issued certificates. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 3 CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations All persons or organizations as required by written contract or agreement All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1.All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2.That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Insured Copy CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 4 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company C.With respect to the insurance afforded to these additional insureds, the following is added to Section III –Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. Insured Copy Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: Endorsement Effective Date: Named Insured: Cummins Inc. CGP0000001-03 08/01/2023 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 5 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-03 08/01/2023 08/01/2024 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 6 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-03 08/01/2023 08/01/2024 80860521 | 23/24 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/9/2024 9:27:06 AM (EDT) | Page 7 of 7 This certificate cancels and supersedes ALL previously issued certificates. DATE(MMIDDIYYYY) AFRO° CERTIFICATE OF LIABILITY INSURANCE 7/20/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: A.I.King Insurance Agency, Inc. Aon Risk Services Central Inc. PHONE FAX 200 E Randolph St. E-MAIL Ext): 317-841-6004 (AIC,No): 317-841-6006 Chicago, IL 60601 ADDRESS: cummins@aikinginsurance.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: Swiss Re Corporate Solutions Elite Ins 29700 INSURED INSURER B: Old Republic Insurance Company 24147 Cummins Inc. 500 Jackson Street INSURER C: Mail Code 91676 INSURERD: Columbus IN 47201-6258 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: 81060551 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MMIDDIYYYY) (MMIDDIYYYY) A �/ COMMERCIAL GENERAL LIABILITY V V CGP0000001-02 8/1/2024 8/1/2025 EACH OCCURRENCE $5,000,000 DAMAGE TO RENTE CLAIMS-MADE ✓ OCCUR PREMISES(Ea occur ence) $5,000,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $5,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $5,000,000 ✓ POLICY PRO- JECT LOC PRODUCTS-COMP/OP AGG $5,000,000 OTHER: $ B AUTOMOBILE LIABILITY MWTB31701524 8/1/2024 8/1/2025 COMBINEDSINGLELIMIT $ (Ea accident) 2,000,000 ✓ ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) PHYSICAL DAMAGE $SELF-INSURED A �/ UMBRELLA LIAB ✓ OCCUR CGU0000001-02 8/1/2024 8/1/2025 EACH OCCURRENCE $20,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $20,000,000 DED RETENTION$ $ B WORKERS COMPENSATION MWC 314311-24 8/1/2024 8/1/2025 STATUTE OTH- ER AND EMPLOYERS LIABILITY Y I N ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $2,000,000 OFFICER/MEMBER EXCLUDED? N NIA (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $2,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $2,000,000 B Excess Auto Liability MWZX 317016 24 8/1/2024 8/1/2025 Limit 3,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Bremerton is listed as additional insured with a waiver of subrogation as required by written contract. General Liability,Auto Liability and Umbrella Policies are primary&non-contributory. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Bremerton THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: Noreen Bolo ACCORDANCE WITH THE POLICY PROVISIONS. 345 6th Street, Suite 100 Bremerton WA 98337 AUTHORIZED REPRESENTATIVE Al King ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 81060551 24/25 GL AU UMB WC (Custom Merged) Shelly Pence 7/20/2024 11:10:42 PM (EDT) Page 1 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 4 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s) All persons or organizations as required by written contract or agreement Location And Description Of Completed Operations All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B.With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III —Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage" caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and included 1.Required by the contract or agreement; or in the "products-completed operations hazard". 2.Available under the applicable limits of However: insurance; 1.The insurance afforded to such additional whichever is less. insured only applies to the extent permitted by This endorsement shall not increase the law; and applicable limits of insurance. 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 Insured Copy 21060551 124/25 GL AU UME WC (Custom Merged) I Shelly Pence 17/20/2024 11;10;42 PM (EDT) I Page 2 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached,effective on the inception date of the policy unless otherwise stated herein. (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: CGP0000001-02 Endorsement Effective Date: 08/01/2024 Named Insured: Cummins Inc. CG 20 37 1219 © Insurance Services Office, Inc., 2018 Page 2 of 2 Insured Copy 21060551 124/25 GL AU UME WC (Custom Merged) I Shelly Pence 17/20/2024 11;10;42 PM (EDT) I Page 3 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 3 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations All persons or organizations as required by written 'All locations on file with the Company contract or agreement Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B.With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only with exclusions apply: respect to liability for "bodily injury", "property This insurance does not apply to "bodily injury' or damage" or "personal and advertising injury" "property damage" occurring after: caused, in whole or in part, by: 1.AI1 work, including materials, parts or 1.Your acts or omissions; or equipment furnished in connection with such 2.The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2.That portion of "your work" out of which the 1.The insurance afforded to such additional injury or damage arises has been put to its insured only applies to the extent permitted by intended use by any person or organization law; and other than another contractor or subcontractor 2.If coverage provided to the additional insured is engaged in performing operations for a required by a contract or agreement, the principal as a part of the same project. insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 1219 © Insurance Services Office, Inc., 2018 Page 1 of 2 Insured Copy 21060551 124/25 GL AU UME WC (Custom Merged) I Shelly Pence 17/20/2024 11;10;42 PM (EDT) I Page 4 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company C. With respect to the insurance afforded to these 2. Available under the applicable limits of additional insureds, the following is added to insurance; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable limits of insurance. will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: CGP0000001-02 Endorsement Effective Date: 08/01/2024 Named Insured: Cummins Inc. Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 1219 Insured Copy 21060551 124/25 GL AU UME WC (Custom Merged) I Shelly Pence 17/20/2024 11;10;42 PM (EDT) I Page 5 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-02 08/01/2024 0 8/0 1/2 0 2 5 COMMERCIAL GENERAL LIABILITY CG20011219 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQ- UOR LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Con- (2) You have agreed in writing in a contract or dition and supersedes any provision to the contrary: agreement that this insurance would be pri- Primary And Noncontributory Insurance mary and would not seek contribution from any other insurance available to the addi- This insurance is primary to and will not seek con- tional insured. tribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 1219 ©Insurance Services Office, Inc., 2018 Page 1 of 1 81060551 24/25 GL AU UMP WC (Custom Merged) Shelly Pence 7/20/2024 11:10:42 PM (EDT) Page 6 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-02 08/01/2024 08/01/2025 COMMERCIAL GENERAL LIABILITY CG 2404 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART ELECTRONIC DATA LIABILITY COVERAGE PART LIQ- UOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES POLLU- TION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES PROD- UCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAIL- ROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS SCHEDULE Name Of Person(s)Or Organization(s): All persons or organizations as required by written contract or agreement Information required to complete this Schedule, if not shown above,will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Sec- tion IV—Conditions: We waive any right of recovery against the person(s) or organization(s) shown in the Schedule above be- cause of payments we make under this Coverage Part. Such waiver by us applies only to the extent that the insured has waived its right of recovery against such person(s) or organization(s) prior to loss. This endorsement applies only to the person(s) or organi- zation(s)shown in the Schedule above. CG 24 04 12 19 ©Insurance Services Office, Inc.,2018 Page 1 of 1 91060551 124/25 GL AU UME WC (Custom Merged) I Shelly Pence 17/20/2024 11 10 42 PM (EDT) I Page 7 of 7 This certificate cancels and supersedes ALL previously issued certificates. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 7/20/2024 Aon Risk Services Central Inc. 200 E Randolph St. Chicago, IL 60601 317-841-6004 317-841-6006 Swiss Re Corporate Solutions Elite Ins 29700 Old Republic Insurance Company 24147 A 5,000,000CGP0000001-02 8/1/2024 8/1/2025 5,000,000 3 10,000 3 5,000,000 5,000,000 5,000,000 B MWTB 317015 24 8/1/2024 8/1/2025 2,000,000 3 PHYSICAL DAMAGE SELF-INSURED A CGU0000001-02 8/1/2024 8/1/2025 20,000,00033 20,000,000 B MWC 314311-24 8/1/2024 8/1/2025 3 2,000,000N 2,000,000 2,000,000 B Excess Auto Liability MWZX 317016 24 8/1/2024 8/1/2025 Limit 3,000,000 Al King A. I. King Insurance Agency, Inc. cummins@aikinginsurance.com 3 Cummins Inc. 500 Jackson Street Mail Code 91676 Columbus IN 47201-6258 81060551 3 3 City of Bremerton is listed as additional insured with a waiver of subrogation as required by written contract. City of Bremerton Attn: Noreen Bolo 345 6th Street, Suite 100 Bremerton WA 98337 General Liability, Auto Liability and Umbrella Policies are primary & non-contributory. 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 1 of 7 This certificate cancels and supersedes ALL previously issued certificates. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED –OWNERS, LESSEES OR Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 4 CONTRACTORS –COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) All persons or organizations as required by written contract or agreement Location And Description Of Completed Operations All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II –Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following is added to Section III –Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Insured Copy CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 2 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. Insured Copy CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 2 of 2 (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: Endorsement Effective Date: Named Insured: Cummins Inc. CGP0000001-02 08/01/2024 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 3 of 7 This certificate cancels and supersedes ALL previously issued certificates. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 3 CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations All persons or organizations as required by written contract or agreement All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1.All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2.That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Insured Copy CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 4 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company C.With respect to the insurance afforded to these additional insureds, the following is added to Section III –Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. Insured Copy Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: Endorsement Effective Date: Named Insured: Cummins Inc. CGP0000001-02 08/01/2024 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 5 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-02 08/01/2024 08/01/2025 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 6 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-02 08/01/2024 08/01/2025 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/20/2024 11:10:42 PM (EDT) | Page 7 of 7 This certificate cancels and supersedes ALL previously issued certificates. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 7/22/2024 Aon Risk Services Central Inc. 200 E Randolph St. Chicago, IL 60601 317-841-6004 317-841-6006 Swiss Re Corporate Solutions Elite Ins 29700 Old Republic Insurance Company 24147 A 5,000,000CGP0000001-02 8/1/2024 8/1/2025 5,000,000 3 10,000 3 5,000,000 5,000,000 5,000,000 B MWTB 317015 24 8/1/2024 8/1/2025 2,000,000 3 PHYSICAL DAMAGE SELF-INSURED A CGU0000001-02 8/1/2024 8/1/2025 20,000,00033 20,000,000 B MWC 314311-24 8/1/2024 8/1/2025 3 2,000,000N 2,000,000 2,000,000 B Excess Auto Liability MWZX 317016 24 8/1/2024 8/1/2025 Limit 3,000,000 Al King A. I. King Insurance Agency, Inc. cummins@aikinginsurance.com 3 Cummins Inc. 500 Jackson Street Mail Code 91676 Columbus IN 47201-6258 81060551 3 3 City of Bremerton is listed as additional insured with a waiver of subrogation as required by written contract. City of Bremerton Attn: Noreen Bolo 345 6th Street, Suite 100 Bremerton WA 98337 General Liability, Auto Liability and Umbrella Policies are primary & non-contributory. 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 1 of 7 This certificate cancels and supersedes ALL previously issued certificates. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED –OWNERS, LESSEES OR Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 4 CONTRACTORS –COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) All persons or organizations as required by written contract or agreement Location And Description Of Completed Operations All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II –Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following is added to Section III –Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Insured Copy CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 2 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. Insured Copy CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 2 of 2 (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: Endorsement Effective Date: Named Insured: Cummins Inc. CGP0000001-02 08/01/2024 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 3 of 7 This certificate cancels and supersedes ALL previously issued certificates. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR Swiss Re Corporate Solutions Elite Insurance Company Endorsement No. 3 CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations All persons or organizations as required by written contract or agreement All locations on file with the Company Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B.With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1.All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2.That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. Insured Copy CG 20 10 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 2 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 4 of 7 This certificate cancels and supersedes ALL previously issued certificates. Swiss Re Corporate Solutions Elite Insurance Company C.With respect to the insurance afforded to these additional insureds, the following is added to Section III –Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. All other terms and conditions of this policy shall remain unchanged. This endorsement forms a part of the policy to which attached, effective on the inception date of the policy unless otherwise stated herein. Insured Copy Page 2 of 2 © Insurance Services Office, Inc., 2018 CG 20 10 12 19 (The information below is required only when this endorsement is issued subsequent to the preparation of the policy.) Policy Number: Endorsement Effective Date: Named Insured: Cummins Inc. CGP0000001-02 08/01/2024 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 5 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-02 08/01/2024 08/01/2025 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 6 of 7 This certificate cancels and supersedes ALL previously issued certificates. Cummins Inc. CGP0000001-02 08/01/2024 08/01/2025 81060551 | 24/25 GL AU UMB WC (Custom Merged) | Shelly Pence | 7/22/2024 2:05:01 PM (EDT) | Page 7 of 7 This certificate cancels and supersedes ALL previously issued certificates.