Township Council Meeting — Packet

and Safety and the Township shall attempt to reach an agreement on a course of action in response to the actual or potential conflict. If such an agreement cannot be reached, the Township has the right to terminate the Agreement for convenience. 25. INDEPENDENT CONTRACTOR Fire and Safety shall be and remain an independent contractor with respect to all services performed hereunder and agrees to and does hereby accept full and exclusive liability for the payment of any and all contributions or taxes for social security, unemployment insurance or old age retirement benefits, pensions or annuities now or hereafter imposed under any state or federal law which are 6

measured by the wages, salaries or other remuneration paid to persons employed by Fire and Safety for work performed under the terms of this contract and further agrees to obey all lawful rules and regulations and to meet all lawful requirements by all duly authorized state or federal officials, and Fire and Safety agrees to indemnify and save harmless the Township from any such contributions or taxes or liability therefore. 26. STATE REQUIRED RECORD RETENTION N.J.S.A. 52:15C-14(d) and N.J.A.C. 17:44- 2.2 Fire and Safety shall maintain all documentation related to products, transactions or services under this contract for a period of five years from the date of final payment. Such records shall be made available to the New Jersey Office of the State Comptroller upon request. Refusal of Fire and Safety to provide information upon request by the State Comptroller or otherwise impede or fail to cooperate with any audit or performance review, the State Comptroller may recommend to the Township that the person be subject to termination of their contract, or temporarily or permanently debarred from contracting with the Township. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals. ATTEST: TOWNSHIP OF WEST ORANGE __________________________________ By:_________________________________ Karen Carnevale, Municipal Clerk Susan McCartney, Mayor WITNESS: FIRE & SAFETY SERVICES __________________________________ By:________________________________ (printed name) Title: 7

249-26 September 15, 2026 RESOLUTION WHEREAS, on July 23, 2024 the Township of West Orange (the “Township”) awarded a contract (the “Agreement”) to FF1 Apparatus LLC with offices at 34 Wilson Drive, Sparta, New Jersey 07871 (“FF1”) for preventative maintenance services for various fire apparatuses utilized by the West Orange Fire Department (the “Fire Apparatuses”) for a two-year period from July 1, 2024 through June 30, 2026; and WHEREAS, the Township of West Orange (the “Township”) requires the retention of a vendor to provide preventative maintenance services for the Fire Apparatuses, including the following: 1 1989 PIERCE Pumper 1250/500 1 2001 PIERCE Pumper 2000/500 1 2006 Seagrave Quint 1500/500 2 2006 PIERCE Pumper 1500/500 1 2015 PIERCE Ladder N/A 1 2018 PIERCE Pumper 1500/500 and WHEREAS, FF1’s bid offered the lowest bid as to the annual costs for preventive maintenance services portion of the Bid Specifications at: (i) $995 per year for Chassis; (ii) $495 per year for Pumper; and (iii) $1,595 per year for Aerial Ladder; and WHEREAS, the Township is satisfied with the services of FF1 for the preventative maintenance services for the Fire Apparatuses; and WHEREAS, the original Agreement contained an option to extend the contract for a period of one year from July 1, 2026 through June 30, 2027; and WHEREAS, the Township and FF1 desire to enter into an agreement, in a substantially similar form as attached hereto as Exhibit “A,” to perform preventive maintenance services for the Fire Apparatuses for an additional term of one (1) year from July 1, 2026 through June 30, 2027.

NOW, THEREFORE BE IT HEREBY RESOLVED by the Township Council of the Township of West Orange that the Township is authorized to award the Agreement, annexed hereto as “Exhibit A,” in a substantially similar form, for an additional term of one (1) year for the preventive maintenance services to FF1, consistent with the terms set forth therein; and BE IT FURTHER, RESOLVED that the Mayor shall be authorized to execute the Agreement, in a substantially similar form annexed hereto as “Exhibit A,” on behalf of the Township, subject to Township Attorney review; and BE IT FURTHER, RESOLVED that notice of this contract award shall be available in the Clerk’s office in accordance with applicable law. Karen J. Carnevale, R.M.C. Susan Scarpa Municipal Clerk Council President Adopted: September 15, 2026 I hereby certify funds are available from Account No: John C. Ditinyak, CFO

249-26 September 15, 2026 AGREEMENT FOR THE MAINTENANCE OF FIRE APPARATUS FOR THE WEST ORANGE FIRE DEPARTMENT This Agreement for the Maintenance of Fire Apparatus for the West Orange Fire Department is made by and between the Township of West Orange located at the Municipal Building, 66 Main Street, West Orange, New Jersey (herein “Township) and FF1 Apparatus LLC (“FF1”) with offices at 34 Wilson Drive, Sparta, New Jersey 07871. WITNESSETH WHEREAS, the Township requires the retention of a vendor to provide preventative maintenance services for various fire apparatuses utilized by the West Orange Fire Department; and WHEREAS, on July 23, 2024, the Township awarded a contract to FF1 for a two-year period from July 1, 2024 through June 30, 2026 (the “Agreement”); and WHEREAS, pursuant to the Agreement and in accordance with the Bid Specifications (“EXHIBIT A”), the Township and FF1 had the ability to extend the Agreement for one addition year from July 1, 2026 through June 30, 2027; and WHEREAS, the Township and FF1 desire to exercise the one-year extension option. NOW THEREFORE, for valuable consideration, including the promises, covenants, representations and warranties hereinafter set forth, the receipt and adequacy of which are hereby acknowledged, the parties, intending to be legally and equitably bound, agree as follows: 1. WORK TO BE PERFORMED FF1 hereby covenants and agrees to perform the preventative maintenance services enumerated in Sections III, IV, and V of the Bid Specifications consistent with the terms, conditions, and the scope of services as set forth in the Bid Specifications and the Bid Submission, including the Annual Cost for Preventive Maintenance set forth in Section VIII of the Bid Submission, except that the following is the current fleet of fire apparatuses (the “Current Fleet”) which this Agreement applies to: 1 1989 PIERCE Pumper 1250/500 1 2001 PIERCE Pumper 2000/500 1 2006 Seagrave Quint 1500/500 2 2006 PIERCE Pumper 1500/500 1

PIERCE Pumper 2000/500 1 2006 Seagrave Quint 1500/500 2 2006 PIERCE Pumper 1500/500 1 2015 PIERCE Ladder N/A 1 2018 PIERCE Pumper 1500/500 1

In the event of any conflicts between the terms and conditions set forth in the Bid Specifications and the Bid Submission, the terms and conditions set forth in the Bid Specifications shall govern, except for the Current Fleet, which shall be governed by this Agreement. 2. TERM The term of this agreement shall be for a period of one-year, from July 1, 2026 through June 30, 2027. The Township may terminate this agreement by issuing a notice of termination which shall be issued no later than sixty (60) days prior to termination. 3. CONSIDERATION The Township shall compensate FF1 for preventative maintenance services as follows: (i) $995 per year for Chassis; (ii) $495 per year for Pumper; and (iii) $1,595 per year for Aerial Ladder. 4. PAYMENT Payment shall be made by the Township within thirty (30) days of the receipt and approval of itemized bills and vouchers. No payments may be made in advance of services pursuant to N.J.S.A. 40A:5-16. 5. ACCEPTANCE OF PAYMENT The acceptance of payment by FF1 shall constitute a release of any claims or liabilities of any nature whatsoever, if any, owing to FF1 from the Township, its agents, servants and employees. 6. EQUAL EMPLOYMENT OPPORTUNITY FF1 acknowledges that they shall comply with the requirement of N.J.S.A. 10:5-31, et seq. and N.J.A.C. 17:27 and submit to the State of New Jersey and/or the Township such documentation as shall be required by law as more specifically set forth in Exhibit B entitled “Mandatory Equal Employment Opportunity Language.” 7. DISCRIMINATION IN EMPLOYMENT FF1 acknowledges that it has read N.J.S.A. 10:2-1, et. seq. (Discrimination in Employment on Public Works; contract Provision), the terms of which are incorporated herein as if expressly set forth at length, and FF1 agrees to comply with and be bound by the terms thereof. 8. NOT-TO EXCEED AMOUNT Total compensation under this Agreement shall not exceed $9,500.00 (the “Not-to-Exceed Amount”) without a further written encumbrance and additional authorization by resolution of the Township Council. 2

9. NEW JERSEY LAW This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey notwithstanding any provisions of such laws relating to jurisdiction. Any claim shall be brought in the Superior Court of New Jersey, Essex Vicinage. Each of the Parties hereby irrevocably consents to the service of process of any of the aforementioned courts in any such action or proceeding by the mailing of copies thereof to it by regular mail. Each of the Parties hereby irrevocably waives any objection that it may now or hereafter have to the laying of venue of any such claim, suit, proceeding, or action in such respective jurisdictions. 10. PARTIAL INVALIDITY If any term, condition, or provision of this Agreement or the application thereof to any person or circumstance shall, at any time, or to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those to which this Agreement is invalid or unenforceable, shall not be affected thereby, and each term, condition, and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law, provided, however, that no such invalidity shall in any way reduce the services to be performed by FF1 for the Township. 11. NO ASSIGNMENT FF1 shall not assign, transfer, convey, sublet, or otherwise dispose of this Agreement or its right, title or interest in or to the same or any part thereof without prior written consent of the Township and the approval of the Township’s Municipal Council. 12. BINDING ON SUCCESSORS Except as otherwise provided in this Agreement, all agreements’ terms, provisions and conditions to this Agreement shall be binding on and inure to the benefit of the parties hereto, their respective personal representatives and successors. 13. MODIFICATIONS No modification of this Agreement shall be valid or binding unless the modifications shall be in writing, approved by the Township’s Municipal Council and executed by the Township and FF1. 14. NO WAIVER No waiver of any term, provision or condition contained in this Agreement or any breach of any such term, provision or condition shall constitute a waiver of any subsequent breach of such term, provision or condition by either party, or justify

n contained in this Agreement or any breach of any such term, provision or condition shall constitute a waiver of any subsequent breach of such term, provision or condition by either party, or justify or authorize the non-observance on any other occasion of the same, or any other term, provision, or condition of this Agreement by either party. 3

15. CAPTIONS The captions or the paragraph headings contained in this Agreement are solely for purposes of convenience and shall not be deemed part of this Agreement for the purpose of construing the meaning thereof or for any other purpose. 16. OWNERSHIP OF RECORDS All records and data relating to work performed for the Township shall belong to the Township and shall be surrendered to the Township upon the expiration or termination of this Agreement, except that FF1 will retain such information as is necessary to maintain a complete work record. FF1 shall not use such information or data except for the performance of the service hereunder, without the prior written permission of the Township. 17. INSURANCE FF1 shall keep in force the following types of insurance at its own expense and underwritten by a company licensed to do business in the State of New Jersey and acceptable to the Township. The Township reserves the right to accept, amend or modify any of the conditions listed. The Township must be notified within three (3) days of an offense, which may result in a claim. FF1 shall not take any action to cancel any of the insurance required under this Agreement without the approval of the Township. The maintenance of insurance under this section shall not relieve FF1 of any liability greater than the insurance coverage. Any and all subcontractors retained must fully comply with the same insurance requirements as listed. a. WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY INSURANCE with limits of not less than $1,000,000.00 will be maintained in full force during the life of this contract by FF1 covering all employees engaged in performance of this contract pursuant to N.J.S.A. 34:15-12(a) and N.J.A.C. 12-235-1.6. b. GENERAL LIABILITY INSURANCE with limits of not less than $1,000,000.00 for Bodily Injury and Property Damage Liability each occurrence and $2,000,000.00 General Aggregate will be maintained in full force during the life of the contract by FF1. The policy will include FF1 's protective liability insurance (also known as contingent liability insurance) with the same limits. In the event more than one insured is named in the policy, a CROSS LIABILITY endorsement will be included which provides that the employees of each of the named insureds are not excluded