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7987 - Contract Executed SCHEDULED SERVICE AGREEMENT Trane Office Trane U.S. Inc. dba Trane 1617 Hutton Drive Carrollton, Texas 75006 Trane Representative Joe Lucash Office: (469) 758-3000 Proposal ID 3144109 Service Contract Number 3144109 Contact Telephone Number for Service (469) 758-3000 Quote Number / Co-op Contract Number 02-108003-21-001/USC 15-JLP-023 Company Name Denton City of 215 E McKinney Street Denton, Texas 76201 U.S.A. David Moore Main Site Address: Denton Facilities Management Bldg 869 Woodrow Lane Denton, Texas 76205 United States February 28, 2022 DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B EXECUTIVE SUMMARY This Scheduled Service Agreement from Trane offers an exclusive approach to planned maintenance: It is grounded in worldwide expertise. Delivered locally by our own factory trained technicians. And provided according to your needs. Under this service agreement, you will hand off the responsibilities for planning, scheduling and managing routine maintenance to Trane. You will have a team of true professionals keeping your HVAC equipment running efficiently and reliability. As an HVAC service provider, Trane offers many advantages:  Confidence that your HVAC equipment is being cared for according to OEM best practices for both frequency and procedures  Priority service, available 24-hours a day, giving your facility precedence during urgent situations  Advanced diagnostic technologies, allowing our technicians to analyze system performance more comprehensively, so they can identify and correct a broader set of conditions Protect your bottom line. Proper maintenance can save an estimated 12 to 18 percent of your budget compared to a run-to-fail approach. This service agreement will help you capture those savings. (FEMP) O&M Guide 2010 ADDITIONAL SUPPORT Trane offers a wide range of maintenance and repair services beyond the scope of this service agreement. Ask your Trane representative for details. FOCUSED ON BETTER BUILDINGS When it comes to service effectiveness, experience matters. No other provider has more experience than Trane.  100+ years of system and equipment experience  35+ years in building automation systems (BAS)  20+ years in energy services Trane incident rates (OSHA) are consistently 50 to 70 percent below industry averages. SAFETY All Trane technicians follow documented processes ensuring uniform service delivery. CONSISTENT PROCESSES Trane procedures for handling refrigerant are compliant with federal and state regulations. ENVIRONMENTAL PRACTICES You will have a consistent group of Trane employees dedicated to your account. ASSIGNED TEAM DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 3 of 12 SCOPE OF SERVICES — STANDARD INCLUSIONS CONDENSER WATER (OPEN LOOP SYSTEM)  MONTHLY INSPECTION WTR-120 1. Maintain inventory for continuous feed of all chemical 2. Test all pertinent components of open recirculating system in order to protect equipment against scale, corrosion and biological threats 3. Keep all control equipment operating and/or alert customer of corrective actions needed 4. Treat systems for maximum equipment life expectancy, minimized operating costs and efficient operation 5. Inspect operating equipment for leaks, malfunctions and failures 6. Provide monthly verbal and written reports or as agreed upon with customer 7. Provide annual/quarterly reviews of the treatment program and provide action plans for continuous improvement Exclusions: Trane is not responsible for the condition of the cooling system prior to Trane water treatment services. This includes, but is not limited to water side equipment, chillers, and evaporators, pumps, piping and cooling towers. Major leaks and excessive chemical consumption is responsibility of customer. CHILLED/HOT WATER (CLOSED LOOP SYSTEMS) QUARTERLY INSPECTION WTR-130 1. Test all pertinent components of closed recirculating system in order to protect equipment against corrosion and biological threats 2. Treat systems for maximum equipment life expectancy, minimized operating costs and efficient operation 3. Inspect operating equipment for leaks, malfunctions and failures 4. Provide monthly/quarterly verbal and written reports or as agreed upon with customer 5. Provide annual reviews of the treatment program and provide action plans for continuous improvement EXCEPTION: Chemicals will not be included if there has been a major water leak or contamination in the system. EXCLUSIONS: Trane is not responsible for the condition of the cooling system prior to Trane water treatment services. This includes, but is not limited to water side equipment, chillers, evaporators, pumps, piping and cooling towers. HVAC EQUIPMENT COVERAGE City of Denton Buildings The following "Covered Equipment" will be serviced at City of Denton Buildings: Equipment Manufacturer Model Number Serial Number Waterside Equipment Trane NA NA Description Quantity Per Contract WTR-120 Cond Water Monthly Inspection (Service 1)21 WTR-130 CHW-HW (Closed Loop System) Periodic Inspection (Service 2)7 DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 4 of 12 SITE COVERAGE DETAILED The following buildings and systems will be serviced for City of Denton: City Hall - 2 chiller system - 2 cooling towers - Closed loop 2 boiler system City Hall West - 1 chiller system City Hall East - Closed loop 1 boiler system - 2 chiller system Fire - 2 chiller system - 1 closed loop boiler system Lake Ray Roberts - 1 chiller system Solid Waste Admin - closed loop 1 boiler system Civic Center - closed loop 1 boiler system Emily Fowler Library - closed loop 1 boiler system DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 5 of 12 PRICING AND ACCEPTANCE David Moore Facilities Engineer Denton City of 215 E McKinney Street Denton, Texas 76201 U.S.A. Main Site Address: Denton Facilities Management Bldg 869 Woodrow Lane Denton, Texas 76205 United States Trane Service Agreement This Service Agreement consists of the pages beginning with the title page entitled “Scheduled Service Agreement,” the consecutively numbered pages immediately following such title page, and includes and ends with the Trane Terms and Conditions (Service) (collectively, the “Service Agreement” or "Agreement"). Trane agrees to inspect and maintain the Covered Equipment according to the terms of this Service Agreement, including the “Terms and Conditions,” and “Scope of Services” sections. Trane agrees to give preferential service to Service Agreement Customer over non-contract customers. Service Fee As the fee(s) (the “Service Fee(s)”) for the inspection and maintenance services described in the Scope of Services section with respect to the Covered Equipment, Customer agrees to pay to Trane the following amounts, plus applicable tax, as and when due. Contract Terms* Total Amount Payment Payment Term Mar 2022 – Sep 2022 $5,341.00 $763.00 Monthly Oct 2022 – Sep 2023 $9,156.00 $763.00 Monthly Oct 2023- Nov 2023 $1,526.00 $763.00 Monthly *NOTE: Customer is currently under contract until February 28, 2022. New site (Ray Roberts Water Plant) will be added into the current contract at no extra charge. Quarterly billing stays same for the end of the current contract. Omnia Partners Pricing Breakdown (Full contract Term): Labor: Water Treatment Technician @ $101.15/hr.……………………………………….….…………………$4,492.07 Water Treatment Chemicals:…………………………………………………………………...…..………..…....$10,518.16 Freight and Fuel charge:……………………………………………………...…………………………….….........$1,012.77 Service Fee Discount. A one-time 3.00% discount is offered for full payment of 1 year(s) in advance of the commencement of the Service Agreement. Invoice would be issued at start of the Agreement and is due net 15 days from date of invoice. The discount would be $480.69 if this option is selected. Tax will be calculated based upon the pre-discounted price. This Service Fee discount is for advance payment only under the terms stated in this section and is not applicable to credit card transactions. Please check the box to select this discount option. In addition to any other amounts then due hereunder, if this Agreement is terminated or cancelled prior to its scheduled expiration, Customer shall pay to Company the balance of any amounts billed to but unpaid by Customer and, if a “Service Project” is included in the Agreement, the Cancellation Fee set forth in “Exhibit A” Cancellation Schedule attached hereto and incorporated herein, which Cancellation Fee represents unbilled labor, non-labor expenses and parts materials and components. Subject only to a prior written agreement signed by Trane, payment is due upon receipt of invoice in accordance with Section 4 of the attached Terms and Conditions. DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 6 of 12 Term The Initial Term of this Service Agreement is 1 year, 9 months, beginning March 1, 2022. However, Trane’s obligation under this Agreement will not begin until authorized representatives of Trane and Customer have both signed this Agreement in the spaces provided below. Following expiration of the initial term on November 30, 2023, this Agreement shall renew automatically for successive periods of 1 year, 9 months (the “Renewal Term”) until terminated as provided herein. If you do not want to renew this Agreement for the Renewal Term, please notify Trane by telephone or by U.S. mail prior to the expiration date set forth in the preceding sentence. If any questions arise regarding this Service Agreement or how to cancel this Agreement, Trane can be reached either by telephone at (469) 758-3000 or by direct mail addressed to: 1617 Hutton Drive Carrollton, Texas 75006. Renewal Pricing Adjustment The Service Fees for an impending Renewal Term shall be the current Service Fees (defined as the Service Fees for the initial Term or Renewal Term immediately preceding the impending Renewal Term) annually adjusted based on changes to the cost of service. The Service Fees for an impending Renewal Term shall be set forth in the service renewal letter furnished to Customer. Cancellation by Customer Prior to Services; Refund If Customer cancels this Agreement within (a) thirty (30) days of the date this Agreement was mailed to Customer or (b) twenty (20) days of the date this Agreement was delivered to Customer, if it was delivered at the time of sale, and if no Services have been provided by Company under this Agreement, the Agreement will be void and Company will refund to Customer, or credit Customer’s account, the full Service Fee of this Agreement that Customer paid to Company, if any. A ten percent (10%) penalty per month will be added to a refund that is due but is not paid or credited within forty-five (45) days after return of this Agreement to Company. Customer’s right to cancel this Agreement only applies to the original owner of this Agreement and only if no Services have been provided by Company under this Agreement prior to its return to Company. Cancellation by Company This Agreement may be cancelled during the Initial Term or, if applicable, a Renewal Term for any reason or no reason, upon written notice from Company to Customer no later than 30 days prior to the scheduled expiration date and Company will refund to Customer, or credit Customer’s account, that part of the Service Fee attributable to Services not performed by Company. Customer shall remain liable for and shall pay to Company all amounts due for Services provided by Company and not yet paid. COVID-19 National Emergency Clause The parties agree that they are entering into this Agreement while the nation is in the midst of a national emergency due to the Covid-19 pandemic (“Covid-19 Pandemic”). With the continued existence of Covid-19 Pandemic and the evolving guidelines and executive orders, it is difficult to determine the impact of the Covid-19 Pandemic on Trane’s performance under this Agreement. Consequently, the parties agree as follows: 1. Each party shall use commercially reasonable efforts to perform its obligations under the Agreement and to meet the schedule and completion dates, subject to provisions below; 2. Each party will abide by any federal, state (US), provincial (Canada) or local orders, directives, or advisories regarding the Covid-19 Pandemic with respect to its performance of its obligations under this Agreement and each shall have the sole discretion in determining the appropriate and responsible actions such party shall undertake to so abide or to safeguard its employees, subcontractors, agents and suppliers; 3. Each party shall use commercially reasonable efforts to keep the other party informed of pertinent updates or developments regarding its obligations as the Covid-19 Pandemic situation evolves; and 4. If Trane’s performance is delayed or suspended as a result of the Covid-19 Pandemic, Trane shall be entitled to an equitable adjustment to the project schedule and/or the contract price. DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 7 of 12 This Agreement is subject to Customer’s acceptance of the attached Trane Terms and Conditions (Service). CUSTOMER ACCEPTANCE TRANE ACCEPTANCE Trane U.S. Inc. dba Trane ___________________________________________ ___________________________________________ Authorized Representative Submitted By: Joe Lucash ___________________________________________ Proposal Date: February 28, 2022 Printed Name Office: (469) 758-3000 ___________________________________________ License Number: TACLA27470C Title ___________________________________________ ___________________________________________ Authorized Representative Purchase Order ___________________________________________ ___________________________________________ Title Acceptance Date ___________________________________________ Signature Date The Initial Term of this Service Agreement is 1 year, 9 months, beginning March 1, 2022. Total Contract Amount: $16,023.00. Regulated by the Texas Department of Licensing and Regulation PO Box 12157, Austin, TX 78711 Ph. 800-803-9292; 512-463-6599 License TACLA27470C DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B Senior Buyer 3/28/2022 Christa Christian National Account Executive 4/1/2022 City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 11 of 12 APPENDIX SERVICE BEST PRACTICES Trane is completely dedicated to making buildings better. The ongoing pursuit of better buildings, using our long-term domain expertise to push new technologies into everyday use, keeps us at the forefront of the industry. In addition to the services details in the agreement above, we take practical steps every day to ensure our approach is safe and efficient. SAFETY Since 2003, U.S. Bureau of Labor Statistics records have consistently shown the Total Recordable Incident Rate (TRIR) and Days Away From Work (DAFW) for Trane have been significantly lower than those for HVAC repair and maintenance contractors and specialty trade contractors (construction). The company’s safety culture in America is unparalleled in the building service industry, with proven results in the continuous reduction of injury rates. Trane incident rates (OSHA) are consistently 50 to 70 percent below the industry average. A wide range of safety training and resources are available to Trane technicians, including:  Safety training—20 hours per year  Electrical safety—NFPA 70E compliant, electrical PPE  Fall protection  Ergonomics  Smith System Safe Driving Program  USDOT compliance  Refrigerant management training ENVIRONMENTAL PRACTICES Trane policies and procedures are compliant with all federal and state regulations. Refrigerant (and substitutes) handling, storage and leak repair processes are compliant with Environmental Protection Agency regulation 40 CFR Part 82. Service technicians are Universal-certified and use only certified recovery equipment Refrigerant Management Software (RMS) captures, manages and reports all refrigerant activity at your site. Annually, Trane will send you a report documenting all refrigerant activity that we performed for each piece of equipment during the past 12 months Trane adheres to all environmental regulations when removing used oil from refrigeration units. We have a national contract with a qualified supplier to recycle or dispose of used oil appropriately. DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B City of Denton Proposal ID: 3144109 © 2022 Trane Technologies All rights reserved. Confidential and proprietary information of Trane U.S. Inc. Page 12 of 12 CONSISTENCY Nationwide, Trane technicians follow documented, formal processes that ensure uniform service delivery. As an OEM, Trane has developed exclusive service procedures which provide the most reliable outcomes, and extended equipment longevity, at the most cost-effective price.  Exclusive service work flow processes provide detailed steps and information encompassing parts, materials, tools and sequence of execution  Additional steps addressing safety, quality control, work validation and environmental compliance  Technicians must consistently reference documented processes to ensure no critical steps are skipped or omitted  Applicable service processes meet or exceed ASHRAE 180-2008 Standard Practice for Inspection and Maintenance of Commercial Building HVAC Systems DocuSign Envelope ID: 7156DD00-66C7-4B2D-9C1C-AB8656823C8B Certificate Of Completion Envelope Id: 7156DD0066C74B2D9C1CAB8656823C8B Status: Completed Subject: Please DocuSign: 7987 - City of Denton 2022-2023 Water Treatment Proposal - 3144109 REV 2 (003).pdf Source Envelope: Document Pages: 9 Signatures: 2 Envelope Originator: Certificate Pages: 5 Initials: 0 Christa Christian AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 Christa.Christian@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 3/28/2022 4:42:57 PM Holder: Christa Christian Christa.Christian@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Christa Christian christa.christian@cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 3/28/2022 4:53:11 PM Viewed: 3/28/2022 4:53:20 PM Signed: 3/28/2022 4:53:30 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Joe Lucash jdlucash@trane.com National Account Executive Security Level: Email, Account Authentication (None)Signature Adoption: Uploaded Signature Image Using IP Address: 75.104.89.175 Sent: 3/28/2022 4:53:31 PM Viewed: 4/1/2022 11:53:58 AM Signed: 4/1/2022 11:54:44 AM Electronic Record and Signature Disclosure: Accepted: 4/1/2022 11:53:58 AM ID: ef68d710-353d-48de-a810-ad7868f321e1 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Sent: 4/1/2022 11:54:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 3/28/2022 4:53:11 PM Certified Delivered Security Checked 4/1/2022 11:53:58 AM Signing Complete Security Checked 4/1/2022 11:54:44 AM Completed Security Checked 4/1/2022 11:54:44 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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