Asphalt and Concrete Street Section and Repair Services-4974-Original Pricing
i°
COLT~I~` ~B~T~ ~
~.E~~BT, made and entered into this ~ dad of October A.~., ~a ~ by
and bet~~reen Cat of Benton ~ of the County of Benton and State of ~'e~as, acting thrau~h
eor e ~ Cam bell ~here~~nto dull authorized so to dog he~ie~n~after te~n~ed
~~~~~~~r~
~a~ae-public horn an
PO Boy X50
Benton, ~~~D~
of the City of Dentan, Ca~~nty of Denton and State of ~'e~as , hereinafter ter.ed
~~l 'f I1 1~~\.J ~rl~
l~'~1~SSET ghat for and xn eansideratian the pa~~nents and ~g~+eerne~ts herei~~.er .
mentioned, to be made and erfor.ed by and unde~• the conditions expressed in the bonds
attached hereto, I~TRA.~'~~ hereby ~.rees with Q'NE~ to commence and corr~plete
perfo~rn~ar~ce of the ~vo~.• specified below: .
Bid ~~4~Best value did for ~`l~ree ~ea~r Contract far ~s halt and Street Section and ~e air
Se~+v~ces
in the estimated. amount of ~Oa ~~0 with ~nlt Prlcin s ~ha~vn on B~~.bit ~ and alb extra mar
in cor~r~ection there~~ith unde~~ the terms as stated in the enera~ Conditions of the agreement; and
at his or them awn ro er cost and expense to furnish a~~ rnteria~s, suppixes, machinery, ~ ~
e~~ipment, tools, superintendence, labar, insurance, and other accessories and ser~~ces necessary to
cam lete the ~~ror ecified above, in acco~•dance with the conditians and prices stated in the ~ ~
PraposaX and the perfor~nanee and pa~n~er~t Bands} attached hereto, and in accordance with the
general Conditions of the agreement, the pecxa~ Conditions, the ~otlce to Bidders ~Adve~-tise~nent
far Bids at~d ~nstzructions to Bidders, as referenced herein and on file in the office of the
~u~chasin agent, and in aecardance with all local, state and federal lames; and plans, ~rhich
i~zel~rdes a~~ maps, plats, luep~;rots, aid athe~~ dx~ins axed printed or ~rrYtten e~planatar~ matter
theraf, and the pecrflcatrons therefore, as prepared by. .
fit Staff
alb of h~ch are referenced herein and made a pa~~t hereof and collecti~re~y evidence and eonstit~~te
the enure i/~nt~r~ctr .
1
The shall have the right to audit and ~nal~e copies a~ the ~baol~s, records and computations
pertaining to this agreement. The shall retain such haol~s, records, documents and
other e~ldence pertaining to this agreement during the contract period and eve dears thereafter,
eC~~t 1~ a~~d~t ~s I~ progress o~' audit findings are het u.+esolved, In ~vhxch case records shall be
Dept until alb a~~dit tasl~s are competed and resolved. These oohs, records, documents ar~d other
evidence shall he avaxlahle, ~~rlthin ~ a husine~ dais o~ written re~~uest. ~'u~thcr, the
~T.CT~ shall also require all Subcontractors, material suppliers, and other payees to retain
all books, records, documents and othez evidence pertaining to this agreement, and to alla~v the
~~ER similar access to those daeurrler~ts. ail hoods and records ~ri~l be made available ~r~thin a
mile radir~s of the its a~ ]~entan4 The cost of the audit gill be borne b~y the ~~ER unless the
audit reve~.ls an o~e~pa~n~e~t of ~ °Io ar greate~•, if an overpa~n~ent a~ 1 °Io or greater occurs, the
reasonable cast a~ the audit, including and travel casts, must be boc b~ the DNTAT~1~
which must be payable within eve business dais of receipt oaf are ir~~oice.
Failure to cornlOl~ with the provxsians of this sect~or~ shall be a ~.ate~{~al breach a~ this contract anal
shah constit~~te~ in the S sole discretion, grounds ~o~{ termination thereof Each o~ the
te~•ms "boas", 'records", "docurr~er~ts" and "other ev~der~ce'~~ as used above, shall be canst~~ued to
include drafts and electronic files, even i such drabs or electran~c die are su6seuentl~ used to
generate ar pziepare a ~"~nal printed document.
A , 3
I
]N ~TNESS VV'HERF.OF, tha parties of these p~~es~n#s live exECUted this agreement iu the
year and day fast above written.
AT.~'l3ST: 7
. Signatiu~e aF Fle
City of Denton
1} i~ 518 Of Fle
B~:
g~r~h,re o~ Ali e
CaNTRAG'f~R
. a , zsa
. ~ ~r rb~r, ~~x~s 76a.cz _ -
MAII~INC~ ADDRESS
PH~I~IE N`CTiVffiSR
~l~Q~ ~ ~a - 9 73 ~ ~ A V 7a1'Y 71 R~L'~
Si~a~~u~e of Fle
BY: _
AVTHDRi2F~D SI4N~'C]RE
APP~~V.E~]] AS T4 Fa1~M: FRINTE~] NAME, 'TITLE
Signalire ofi Fli e SEAL) .
HY:
A'A BURGESS, C AfiTOR1+TEY
~A-~
~
~ac~e~~'~s ~`~~er~~io~~ is ~~r'reted fo ~~~s~~~~ace rer~~~e~te~fs ~e~ow, is ~~~g~~~~ reeox~~~n~~c~
~r'clc~e~*s cone~~ ~~it~~ ~~~er~~ ~~es~vec~iv~ ins~~r~r~rce carriers ~r ~#~o~~e~s t~ c~efer~~i~e ~dv~rnce
of ~r'~~ s~~~~niss~o~z ~~~e c~vc~r'Iabr~~~y o i~sr~~~~~r~ce er~~frcc~~cs a~~c~ enci~rsee~s as ,~~~escribet~
rcnc~ ~ravidec~ 1~e~~er'~~. ~ c~~par~~~f ~a~s~ bir~rie~~ c~i~s ~o ca~r~~,y str~c~~,~ wr~~~ ~~~e ~~sr~ra~~ce
rcc~z~ir~~~cr~~st ~1~~r~ ~rc~~~e~• ~a~r~,~ be dis~~cc~~~;e~~ fro~t~ a~~arci o ~~~e co~r~r~ac~, ~Ipa~~ did r~~~arr~,
~r~s~~ra~~ce ret~~rire~n~~fs s~~c~~~ ~~co~ne co~~~~~c~cta~a~ o~~r~a~~ons, ~v1~~~ s~~ccess~'~~~ ~rde~~
s1~a~~ ~~a~e tr c~rrty ~o r~rrin~crr~ ~~~~~o~~~~~~r~~ ~~~e co~~rse ~~'~%is c~~frt~e~,
~t~o~t ~iitr~ c~~y o tie over o~ii~tiar~s or ~ic~bi~ities of tie 'on~~c~or, tie C'ona~c~or s~~~
i rovic% a~~ maintain ~~r~~ii the contracted wore cis been co~n~p~e~ed and ~cce~ted ~y tie 'i o
~cnton, ~~~re~~y the rnini~nrrt ins~c~#ance co~c~{arc as in~icate~~crer~after,
~s soon as pr~~ctica~~c a~~cr no~ca~ion of did c~~ar 'onactor saki f ~~e tie ~~~ccrsr~
~eartcnt S'~~~Sf C[t~~'~ ~~~`~d ~C~~es Of ~Y~s?~l"~'~~~, COn~G~Indn n~~n~le~` C~Y~L{ O~
~ra~ect. 'o~t~iactor ~na~, ~~on ~vritten rec~~~st tie P~rc~tasin ~cpart~nen~, ash ,~or~
c~a~rcc~tion o an~r ins~~r~c~nce re~ire~nc~ts at an~r ti~ne,F ~o~eve~~, contractors strong~~~
advised to rn~~~c sic requests p~~~or ~ici opening, since rnsu~•ance r~~~ircents ~a~ not be
n~ocired or ~~aived c~~ f~c~ b~c~ o~en~~ ~un~ess c~ wri~~en ~~cep~~~n has ~ee~ s~b~~~~ed w~~~ ~~e ~r'~
or~t~~acto~+ s1~~rII ~~ot co~r~ece an,~ ~vo~~ o~~ c~c~~~e~~ and ~riafe~~i~ci a~~ti~ ~~e o~~ she receives
~ati~ict~troa~~ tl~ttt t~~e co~~tr~cct bias ~ee~t r~cc,~te~~, approved} trr~d s~~~cc~ b,~ ~~ie ~~y o Denton
i~rs~~~~~nce po~~cics proposed o~ obtained in satr'sfaction of these req~irer~ents s~a~I ~or~~y
~it~r the o~io~~in~ ~en~rai scci c~~ions, c~~ s~~~d ~e ~n~in~~~irrd ~r~ co~~~c~~ce ~r~ ~]~es~
general s~ccrf nations ~hro~o~ ~~re d~r~~~o~ o, ~~c 'on~~~c~c~, ~r ~one~, i f so no~ed,•
Each poiic~ shall be issued ~ a co~npan~ autho~~~ed to do business ire the State of
~'e~a~ ~~ith ~~1~~. Best o~an gating ofat least A.- ~~Z or fetter,
~ Ax~~ de~lct~bies o~ self cured retentions shall be decia~ed in ~e bid p~oposa~~ If
req~~es~ed the pity, the ~n~~e~ sha~i ~eduee or elirr~inate Leh deductible o~
self ~n~ured ~ etention~ v~th respect to the 1t, its offie~a, agents, ernio~ees and
~o~~~nteers; o~~> the ~ontrac~or sbai~ p~ocu~ie . bond ua~anteeing payment of losses and
rebated investigations, elan adrnistration and defense e~er~ses,
Eiabi~ity poixcies shad be endorsed to p~o~ride the fo~~ovr~ng~
~ an~e as additional insu~~ed the it~r of Denton, ids ~ffie~a~, agents,
E.piayee and v~iunteers.
Z-9
i , ~
~r'~c~~~r's a~~e~tfr'~~ d~recfec~ ~o ~e i~ts~~~a~ce r~c~r~i~~ee~~s ~~~o~. rs ~~rhl~y ~eco~r~~tde
~~~~~s co~fe~4 ~e~~ r~s~ec~~~e ~~sr~rc~~~ce cr~~~~~~s o~ ~ro~ers ~o d~ter~r~~r~e r~~ ac~~~~ce
o~ f sr~b~r~ssio tyre c~vr~r'~~c~r~~ ~f ir~sz~ra~tc~ c~rt~f ~cas r~~td e~tc~o~se~t~e~~ts acs ~pr~~~~~~ec~
and ~~ov~r~ed e~~~~r~. f c~~ r~~~~c~~e~~ ~o~ ~~c~e~ fr~~~s ~o co~rp~y st~rc~~y ~~~h ~~~e r~as~~~r~~~e
~~c~~~~e~ne~~s, ~r~c~~r may b~ drsq~~cr~r ~edr~o ~c~a~c~ of ~~~e c~~trr~c~. ~po~t rrwa~d, a~~
i~s~~~a~ce ~~er~a~r~e~e~~s s~~r~~ ~ecorne co~~~c~ct~ral ~b~~a~r'ons~ ~v~ri~~~ ~~e s~~c~essf~~ ~rr~de~~
s~r~rl~ ~~~~e c~ r~~~~y ~o r~~~fc~r'~a ~~~~~o~~g~o~~~ ~~t~ co~~~se of ~~r's c~~f~c~~.
T~ARD P~Zi~;
ir~o~ct a~~ o~ f the o~~e~ ob~~ga~i~~s o~• ~ia~i~i~~~s o~'~~t o~t~ac~o~; the 'o~r~rac~~r s~c~~~
p~~~~e a~c~ afr~ta~~ ~t~r~ t~~ ~~~~~R~c~ed has ~~en c~r~p~e~ea~ aid acce~p~~d ~y ~e City of
~e~~o~, v~e~•J ~e ~n~~nr~ rr~s~~a~ce cave~~re cis ir~di~~~~d ~~r~~~rc~~'~er.
~s soon as ~~•ac~~ca~~e a~e~ ~~a~ron o Ord award, C'or~~r~ac~o~ shc~~~~~~ ~v~~ ~~re ~'~~rc~asr'
~e~a~~~te~tt sa~~sfc~c~or~ ce~•~i ~ca~~s i~s~~~•a~~~, a~~a~~r ~~e brd aid ti~~e off' ~~e
~o~e~ o~~rac~o~ ~tc~y, ~~por~ wri~~e~ ~•~~~s~ ~o ~~~cas~ .De~pa~~e~~, ash fog
~~~1 ~ ~{.+LLi~~ld iJ ~~w3i~~~~LG ~~~L~~! sr116~~~.1 ~L 4~fL~ 6~lfd~j* ~~~'YG3~Gl~ ~.I~GI i.4~~V~j] G s6l~tJ~~~
ac~~~sea~ t~ ~ra~e such ~•eq~~s~s ~arro~ ~o Ord ~e~~~t, sr~tce r~ts~~~•c~~c~ ~•e~~ir~r~~~s mad
r~o~ ~e~ o~ ~~a~v~d a~e~ ~ic~ openi~~ ~~~~ess a ~i~~~ exce~ro~ has ~ee~t s~bmi~te~ ~~e b~
o~~t~~rc~o~~ shr~~~ ~to~ co~t~e~e ~vo~~k e~~~e~~ ~~y ~rcr~~r~cr~ ~~~r~ he a~ s~~e r~~eives
~ro~~a~io~ co~rac~ has ~~e ~rcce~fec~, ~,~,~~o~e~~, aid s~g~ec~ fete ~'it~ a~~~~o~~
insu~•a~c~ po~i~i~s ~ro~aosed o~ ~~~ar~e sa~r~sfac~ror~ of ~~~se regir~e~te~ts s~c~~~ co~~~
with ~e fa~~o~~~n ~~e~•a~ s~~cr ~ca~i~ns, c~~d s~c~~~ ~na~~~a~~ed i~r cop~~a~c~ ~v~~ ~~s
~~~e~a~ s~ecr r~c~~~o~s ~~rro~~o~~ ~ d~~ratior~ o, ~~e `or~~ac~, ~r ~o~te~r Aso n~~~:
~ each volley shall ~e ~ss~ed b~ a com~ar~~ a~tl~orized to de hus~ne~ ~ the State of
~'e~s ~~t~ hest orr~pan~ rating ~f t least ~ or defter:
~ 1~ny dedi~ctlhles or self lr~~xed r~tent~ons shall he declared In the bxd ~~o~osal. I~
requested b the City, the Insurer shall reduce or eliminate such deductibles or
self cured xetent~ons Frith respect to tine ity# Its o~~cial, agents, employees and
~clu~.teers; or, the contract~~+ half roc ~ a hand guarar~tee~n~ payment of dosses and
rebated in~restigatio~s, claim administration and ~.e~ense epenses~
~ ~iabilzty policies shat ~ be endorsed to pro~ride the #~allo~ing:
~ dame as additional insured the City o~~enton, its f~icials, A.ents,
Employees ar~d ~rolunteers.
cl -9
i
~ `~ha~ such insurance ~ prin~a~~~r to an~r other insurance a~a~~able to the
additional insured with respee~ to cairns co~e~ed under the ~olic~ a.d that this
insurance ap~ie sepa~atel~ to each insured against whom claim is made or
suit is brought. ~'he inclusion of amore than one insured shall nab operate to
increase the insurer's limit of libili,
~ '~cr~c~~~~fio~~: ~'e '~t~ ~r~~~~~~es .0 ray rv~~~~e~ r~o~ic~ s~io~c~ and off` ~~~e
o~ic~~~s c~escr~~ec~ ~~a e ce~~~ ~cr~~e ~e c~~ce~~~d o~ ~c~~e~~a~~y ch coed
~eo~~e ~~~e e~~irc~~io~~ d~~e.
~ Should and of the required insurance be pra~ided under clairnsy~nade farm,
ontractox shall maintain such caverae contir~uausl thraughaut the tee of
this eantrac~ and, ~ithot lapse, for a period of three years ~e~ond the contract
expiration, such that occurrences arising during the con~rac~ term which ~i~e
rise to claims made aver expiration of the contract shall be covered.
~ Should of the required insurance ~e pro~rided under a form of coverage that
Includes a general annual aggregate ~~mit providing far claims investigation or
Zeal defense costs to be included the general annual aggregate I~n~xt, the
ontracta~ shall either double the occurrence l~n~its or obtain ~ncrs and
antractors protective ~ia~ilit insurance.
~ Sha~ld and required insurance lapse during the contract tern, requests for
patents originating aver such lapse shlX not be processed until the pity
receives satisfacto~~ e~rdence off` reinstated coverage ~ required ~ this co~.tract,
effective as of the lapse date, if insurance is not reinstated, ~it~ rna~, at its sale
option, terminate this agree.ent effective on the date of the lapse.
l"10
4I
~~I..i +J ~/L ~ ~J~~~ V ~i iii V JLl ~~~JVf~~ ~
rsa~~~r~~ce ~po~~cr'es ~p~o~pose~ o~ a~~r~rner~ r~~ ~r~frsf~c~~o~ off' hr's o~~ac~ r~c~c~r""~r'oncr~~y
c~~~~~y ~~~h the o~~ow~~ r~ar~C~r~ s~a~c~~~r~~~~~~s, aid s~cr~~ ~e ~nar~r~c~~r~e cornp~ra~c ~~t~~
~h~~~ c~r~d~~~~~~~ s~ecaf ~ca~~or~s ~~1~or~g~i~a~t ~~e du~c~~ror~ of ~~~e o~~ra~~, ~~ner~ ~o r~o~~~~
enera~ ~~~bi~~#~ ~~urance: F
C~enerai Liability insurance with can~bined single limits of not less than ~,~D~~~~~~0~
shall be prodded and rnaintair~ed by the contractor. ~~e policy shall he written an an
occur~•en~e basis either in ~ single palxcy ar in combination of u.nder~yin and
umbrella or excess palieies,
~fthe Commercial general Liability form Farm C ~~a~ current editian} is used:
~ Ca~erae ~ shad include premises, operations, products, and co.pleted
operations, independent contractors, cantraetual ~iabilit~ covering this contract .
and broad form praperty damage eo~erae.
~ average ~ shall include personal injury.
~ o~e~~ae , ~nedioal pay~nnts, is not required,
the Comprehens~~e general ~ia~iiit fog ~`orm. ~x~ Oaa~ ~u~~ent ~dtt~ar~ and
~C~ farm ~ a4a4~ is used, it shad include at least:
~ bodily injury and property I~arnae ~,iability for prernises, operations, products
and completed operations, independent cantrctors and p~~ope~~ty damage
resulting ~ronz explosion, collapse ar urYderground exposures,
~ ~raad ~orr~. cantractuai liability {preferably by endorsements covering this
cantraet, persanai injury liability and broad ~'orrn property damage liability,
~ntnmabYle L~ah~~Y~y ~~~urncc:
Cantractar shall provide Commercial Autamabiie liability insurance with Carnbined ingic
~i~nit ~L~ of not leis tbr~ ~~O,U~~,~~ either in ~ singe policy or in a combination a~
basic anal u.brell ar excess policies. ~`he policy will include bodily injury and prope~~ty
damage liability arising out of the operation, maintenance and use of ail autarnab~les and i
mobile equipment used in ean~ur~ct~on ~vi~h this contract.
satisfaction, of the above requirer~er~t shah be in the ~'o~~n of a policy er~dorsernent far;
~ any auto, or
. ~ ail armed, hired and nor-owned autos,
' I - 1 1
~r~ers' om~en~s~io~ Xsu~raaace
ontractar shall u~chase a~ad ~naitain ar~er" o~apensation i~su~a~ce which, i~a ad~txar~
t~ e~t~~a~ the r~~r~um tatato ~'~~~I1~'elel~ts ~~a~ ~SSUa~1Ce such ~ns~~a~ce, has
ua~o~e~'s Liab~l~t~ bait o~ at least ~ aa,0~~ ~o~ each accide~.t, ~ a~,0~~ ~e~ each
e~npla~ee, a~ad a 5~a,~00 pa~ic~ limit fay accu~atia~al disease. Thy ~it~ geed ~aat 6e
named ~ a~ ""Additional ~r~su~ed"# bit the i~aure~i shall a~iee t~ ~ai~re ail rights of
subrQatio~a against the City, its a~~cials, agents, e~a~layees d ~olu~atecrs ~`or at~~ ~vorl~
perfor~m.ed for the City the Named Insured, ~o~ bu~l~~ag ar ca~ast~ucti~~. pxa~ects, the
or~t~acto~ shall co~npl~ with the provisions off' Attachment ~ i~a accordance with ~~a~.
afthe ~'es labor bode ar~d ~e l 10,1 l0 o~the ~`e~as o~e~~s ~a~enati~n
Caaaissi~~a ~~'C~.
~ ~ ~~~ncrr~'s Co~.t~rae#n~~s F~o~ect~v ~iabr~rt ~~asurance
~'he ar~tz{a.ct~~ ~ial~ obta1~, pay fay a~ r~i~tain at all tine burin the ~rosecutior~ a~` the
~ror under this co~at~act, an ~~v~aex's ar~d Cantractoa~"s Pzatect~~e I1iab~lit~ insua~ancc palie~
nanai~. the City as insured fax pr~pe' da.age and badil~ injury which naafi arise i~ the
prosecutian of the a~l~ ar Contractor's ope~atians wader this ca~at~act. o~e~age shah be on
an "faccrrence'f basis, aaad the p~lic~ shah be issued b~ the same insurance carnpa~~ that
caries the Contractor"s l~abilit~ insurance, alic~ limits gill be at least combined badxl~.
~~~u~y aid ~Orope~~~ damage Ica' occucnce with a aggregate.
~ ~ r~f~ssion~~ ~za~i~~t~ ~nsurncc
Pra~essia~aal liab~lxt~ insurance with l~naits uat less tha~a peg claim rich
respect to ~aeglxgent acts, ears or onaissio~.s i~a can~aectian nth p~~o~ess~Qnal services i~
required under dais A.greeme~.t.
~ ~uidcr' Zn~rance
builders' Risl~ Insurance, on an ~.ll4Risl~ forte. for l ~~°~o of the ca.pleted value shall be pra~vided, such polio shall include as ""Named Insured'" the
City of Denton grad all
subcantract~rs as theixi interests ~a~ ap~ear~
Cl " 12
~ ~ o~aerc~~~ x~e
~~av~de~ co~c~ae ~a~ the theft a~ di~a~ea~ance of cash ~ a~ chec~~, robber i~.s~da~aut~de
the premise, b~~~a~~ of the pre~e, aid e~z~~a~ee de~xty, The en~p~o~ee f~de~~t~
par~ian of this ea~erae shell be mitten on a `~b~et" basis to aver emp~a~ees,
inc~~dxn.g ~e~ hlre~, e i~s`ance sha~ld ~e required i~' e cetraa~or has access td
pity finds. ~in~its o~ not less than each accuence are required.
~ ~ ~.d.d~~xa~a~ Z~asurnce
~the~ insurance n~a~ be required an an ir~di~idual basis far extra ha~ardaus cantraets and
spec~f~c ~e~~~ce agreements. such additional insurance is required ~`ar a speclt~~c contract,
that ~ie~u~rernent mill ~e described ire the r'pecific onditions'f ofthe contract speci~cat~~n,
Cl « 1 3
markers' 'a~apea~sa~io~ coverage fo~~ ~uiidi~g ar fans#ruction ~~o~ects fns
av~r~a~.en~ai entities
Defi.tions;
certificate ~f coverage ~"certificate"}~~ caps Q a certificate of insurance, a certificate
of autharit~ to self~insure issued the comrnissio~., or coverage agreement
S T~~-$~, T~~83, ar ~'-84}# showing statutory ~varl~ers~ cornpensation
irrurance coverage for the person's or etit~' ernpla~ees providing services on a
project, far the duratio~a of the project.
~urat~on of the pro j eat ~ ~~~~ude~ the tuna frame the beirng of tie ar a~ tie prod oat
u~.til the eo~tractor'slpersanrs orb on the pra~ect has been co.pleted and accepted
the gaver,~nentai entity,
persons providing services on the project ~'"u~contraCtOr" in 4~,0~~~ ~ i~.cludes all
persons or entities performing all ar part the services the contracto~+ has undertaken to
perfora. on the pra~ect, rega~~diess of whether that person co~atracted directly with the
cantraet~r and rea~clless of whether that person has en~p~oees. This includes, ~vith~ut
limitation, independent cantracta~~s, subcontractors, leasing companies, motor carriers,
over-operators, e~nplo~ees of and such, entit~r, ar employees of and entity which
furnishes persons to provide services an the project. ~'ervices" include, ,th~ut
li~nittian, providing, hauXing, or delivering e~uxp~.ent or materials, ar providing labor,
transportation, or other service related to a proj ecta r' services does got include
activities unrelated to the project, such as faad~beverage vendors, office supply
deliveries, and delivery ofpartable toilets,
B. The contractor shall provide coverage, based on proper reporting of classification codes
and payroll ar~eunts and fling of any average agreements, which meets the statutory
requirements of ~'es Labor bode, Section ~ l {44~ far all e.p~oyees of the
contractor providing services an the project, for the duration ofth pra~ect.
The contractor must provide a certificate of coverage to the governn~.en# entity prior to
being awarded the contract,
D~ if the coverage period shown on the contractor's current certificate of coverage ends
ding the duration of the project, the contractor must, prior to the end of the coverage
period, fide a near certificate of coverage ~v~th the governn~.ental entity showing that
coverage has been extended. 1
The contractor shall obtain from each person providing services on ~ project, and
provide to the governmental entity;
l - 14
~ certificate of coverage, prior to that petsar~ beg~rg work on tho pra~ect, a the
over~menta~ ent~t~ ~v~~~ have an cert~f~cate of coverage ha~.g o~e~e for
a~~ person. pravxdx~.g service ors the pra j ect} ~,d
na dater than seven days after receipt b~ the ~ontrcto~•, a ne~v cert~~cate of coverage
sho~~r~ng e~ter~s~or~ of coverage, the coverage period shown an the current
ce~~ficate of coverage ends dur~r~g the duratiar~ of the pro~cct.
~'he eantractor sha~~ retain requzred ~eif~cate of coverage ~`ar the duration of the
praject and for ore dear there~ftcr.
~'he contractor sha.~~ not~f~ the goverrenta~ entlt~ ~n ~vr~t~~.g ce~ti~ied ~na~~ or
per~or~a~ de~~ver~, with ~ ~ dais after the contxiactar ~ne~v ar shau~d have mown, of
a~.y change that ater~al~ affects the prov~s~Q~ of coverage of and person prov~d~ng
services a~. the project,
. ~'he cantractor ~hal~ ost an each ~ro~ect site a notice, in ~e test, fo~~ and maser
p~escr~~ed b~ the ~'e~as orers' ompe~satiorr o~iss~on, i~f`ar~~g aZ~ persons
prov~d~ng ~erv~ces on the p~+oject that they are required to be covered, a~.d tatin.g how
person a~ very coverage and report ~acl~ of cove~~ae.
~"ie contractor shah conactua~~ re u~re each person ~v~th ~vhorn it contracts to provide ~ ~
services on a pro~eet, to:
~ ~ provide coverage, based orr proper reporting of c~asstf~cat~an codes ~ar~d pa~rra~~
amounts ar~d f~~~g of and coverage agreements, ~h~ch meets the statutory
re~utrernent~ of ~'e~a Labor bode, ect~an ~0 ~ ~a ~ ~ ~~4} for a~~ of its employee
prov~~ir~g se~~vtces on the prod ect, far the durat~an of the prod ect;
provide to the contractor, prior to that person beg~nr~r~ ~vorl~ an the prod ect, a
certtf~cate of coverage shorn that coverage ~ being provided for alb empla~ees of
the person prov~dxn services on the prod ect, `ar the duration of the pray ect;
} provide the contractor, prlar to the er~d of the coverage period, a new certifteate of
coverage sha~v~ng extensxo of coverage, if the coverage period how on the current
certificate of coverage ends during the duration. of the p~~oject;
o~tai~ from each other person ~rhor~ it eor~traets, and prav~de to the contractor;
a} certificate of coverage, prior to the other person beginng Ivor on the pro~ect~
and
~ a ne~v cert~f~cate of coverage shoving e~tensiou. of coverage, prior to the end of the coverage period, if the coverage period ha~vn on the current certificate of
coverage e.tis during the du~~at~on of the pt+a~ect;
cl- 15
5 retx~ all required ce~~f~eate of ca~erage an f~~e for the d~.~at~~n of the project and
fir ane ~ea~ thereafter;
nat~f~ the go~errenta~ ent~t~ in rit~r~ by certified a~~ ~erona~ de~~~er~,
-ithin ~ ~ dais after the persa one' or sho~i~ have know, of are change t.at
ateriaii~ affects the p~~~rision of co~erae person pr~~riding ~ services on the
project; and
7~ contrctul~~ require each persan with barn it contracts, to perform a required
a~agraphs } - with the certificates coverage to be pra~rtded to the person for
horn they are pro~id~ng eices.
B~ signing this cantrat ar providing or causing to be provided a certificate of ca~rerae,
the contractor ~ representi~ag to the go~ern~nentai entity that aii e~o~ees of the
contractor ha iit ~~ovide services an the project ~e covered ~ ~vor~ers~
co~npensa~tion coverage for the duration afthe ~ro~ect, that the coverage ~vi~i be based o~.
proper ~•epartin of ciass~f~cation codes and .~oa.~rroil a.ounts, and that aii coverage
agreement be flied ~v~th the appropriate ins~u~ance carrier or, in the case of a seif~
inured, v~ith the corr~r~ission's ~iviion of Seib X~surance ~eguiat~on, providing false
ar ~nisieading information naafi subject the coutrctor to adrninistrative penalties,
criminal penalties, civil ~enaitie, or other c~vii actions.
The co~.tractor's failure to con~~ly with any of these provisions is a breach of ca~tract by the cantractar h~ch entities the go~ernn~entai eut~t~ to declare the contract void
~f the
contractor does not rcn~edy the breach within terndays after receipt off` notice of breach from the goverx~.entai entity,
i ~
l~~ ~ 1 U
CITY
OF
Purchasing Depa~Ement
90'[-B Texas St.
Den#on, TX 7G209
X940} 349-7100
www.t{entonpurchasing,com
F B # 4974
Best Value Bid for Three Year Contract Asphalt
and Concrete Street Sections and Repair
Services
NIGP CLASS and ITEM
913 50
9'i 3 84
The award of fhis cantracf will be based upon a "best value" evaluation as allowed by Chapter
252 of fhe Texas Local Govemmenf Code. The criferia for fhe evaluation ~s lisfed in fhe
invitation to bid docurrients. Only those items Irsted can be used fo determine "besf value':
BADS DUE: July 31, 2012
2:4~ P.11~.
Bid submitted by.
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CITY OF DENTON
THREE YEAR CaNTl~AsCT FOR ASPHALT AND C~NCREFE S'FR~ET SECT[DNS A~1D C~EPAIR SERYIC~
ATTACHI~ENT A
A~KN~WLEDGEMENT
5LIRPLEMENTI~i.. FORMS
Tate ~r~derslgned agues thls b[d becomes the properfy o€ the Glty o~ Denton after the dal apenir~g.
Tire unde~slgne~ ai~m~s he has famAieriz~ hMself with the local co~dltlans under which fhe work is to ~e
perrtaimad; wed hidraa~f of the cor►dttio~s of de~tvsry, hander and stoke of equipment and eke other medtasa
thgt mey be tnddental t4 #~'~e work. before submitting ~ I~dd.
The ur~dersi~ned agrees. if this bid ~s. accepted, to iurnlsh any and ail ~msfsenrlces ups ~Id~ prices are
offered, at tie p~cs(s~ and span the tams ~n~ oondStla~ ~o~ined !~1 the 8pec~ations. 1'he period far
acceptance of this Bid Prvpose~l w1A he ninety (9D} caler~ar d~q►s unless a dlff~~er~ period is r~oled dy the ~idd~r.
The ~nder~n~d aR~+ms that fey are duly a~mnrized to euaecuba this c~r~ract, that This bid has na ~a~n prepared
I~ cdluslor~ with any Sher Ridcler~ nar am employee of fhe dty aF ~entan, and that the oar~erit~s of this old have
not been communicated to any ether ~Idder or to any employee of tl~e ~I~ ~t Denton friar ~n tie atllclaE apeni~~
a~ tl'~~ bDd. .
The undersigned awes that the LFS posted nn the websita are tote afRdel specl~cetlons and shell not att~err the
eladt~+nt~ic oapry ofthe speaC~tlor►s ~ctlae prEdn~ street ~l~tt 1]. wkhaut clearly ide~ttity+rtg change,
Tie undersl~ned under~nds they wig he respansfble for maNt~ring #~e Cify aF Denfion Purch~sing 1AFsbslta a~ n. a ~ #a ensUr~ they ha~re downloaded std signed all addendum{sy
required far s~misslo[t tn~ the[r pr~oposa[.
Shauki a oa~ict arise between the Pit suppffer iem~, ar bract; fie temps ar~d candl~ar~s set forth In ttr~s I~B
sfi~li prevail. .
Vendor heredy assigns to pu~+ct~aser airy end all olakns far overd~a~g~s assodat~f with this aar~traat vr~ivh Elsa
under the antitrust laws of the Ur~ted 5#atas~ i 5 USCA Sec~idn 1 and w~fch a~dse undue tf►~ ar~trust taws
of the 8~aba o~Te~~ Tex. Bars. ~ Gom. Code, $actla~ 1~.D~, et sea.
The unde~gned af~irrres ~tt~atthey ~v~a r~ea~ ar~d da understand the specmr~ailons and any ~tac~rnerr~ts ~oritalned
In this ~1d paeke~e. .
NAME ANO ADDRESS QF CaMPANY: AUTN~E~ ~ F~RESE~[TA`I'NE:
w~I.c, CQ a~ Si~neture'
~ ~r +~I ~ Name
Tal. No. - 3~P~ Zs~~ Fax i~o. _ - ~ ~x - Q73 ~ -
COMPAN1r IS:
Business tnr~uded IR a CQrpafate Inoama Tax Retum~ ~1f~S ~~~I~
~aporatton orgeeized ~ eodsdr~ udder the i~ws of ~a~Stste flf ~ ~ A
Partnership oonsisthg of
indi►ri~d~el tra~r~ as
!1~~ndpst oiAces are !n t#~a any ~f a
PA[3E 2~d OF lFB ~45~'4
TH~~~ YEAS C~NT~T FDR ~P~~LT ANA ~N~~~T~ ~TR~~T F~T~ON ANA ~EP~~~ ~1~1~~C~
ATTA~~~~T` ~
AF~~` ~CD~D ~CT~'~~(~~~IR~
~~nst Be Submitted kith did ubr~}
~e ~ ofDentan. desixes to avail i~seh`afthe henef~ts of ~ect~on ~~.~435 afthe ~aa~ a~e~unent Cade; and.
cor~sidcr the s~#`c records of otentl~. contra tars prior t~ awaxd~. bids o~. C~~ cantr~.cts, Pursuant t~ Section
25~.~43 of the ~oc.I C~o~ern~nent Cade, the City of Denton hay adapted the fo~la~ri~g Witten de~.~.tian and
criteria far accu~ateiy deter ~e safety record of a bidder pria~ to a.~varding bids on contracts.
~'hc definition criteria faar deterxrrining the safety record of ~ bidder far this consideration shah be;
'P~ae Ci of Dentn~ shall consider the sa~ehy r~eeord of the bidder's in detexminxn~ the responsibility thereof, tY
~'he i ~a consider ~.ny incideaace invoZvin ~arkex safety or safety of the citizens of the City of ~entan, tY ~
be it re~at~d ar caused b environ~nenta~~ mechanical operational, supervision oar any athe~r cause factor.
~eeifically, the pity nay consider, arnor~~ other things;
a. Com la~nts ta, ar ~na1 orders entered hya the C~cupatian~ Safety and ~eai~ l~e~.c~v Can~i~sxon {~~RC}} against the bidder foz ~.olations of ~~A reguiations ith the
past three ~3~ years.
b. Citations a. de~.ned beio} franc ~n~ixanr~er~tul Protection Agency ~ dezed ~ .
heia~} for violations within the past eve years. Envxrann~.entai P~otcctxon .en.c~es
incxude, but are not neeearily iirnxted ta, the Army Carps of ~n,gineer A.C~~, the Fish and il~.life Serce ~l]F~, the Env~onmentl Protection
~ ' i a
A enc PA~~, the ~e~ Ca~~ss~on an l~nvrronental ~r~ai~ty the ~`e~a
~a~iral Resource nervation Con~nisxan ~T~IRC~ ~predecessar to the 'f}, the ~e~as De anent ofeaith ~ c ~'exas Pars andildlife I]eparlxnent ~~'PD}~
the 5t~untuarai Pest Control Board ~PC~~, agencies of lacai gaverents respansibie far
enforc~n envixanmental protection or over safety re~atnd la~~l ar zegu.la~.ons, and
sear x~ atar~ agencies of other states afthe ~nitcd Mates. Citations rnlnde notices
of ~riola~an, notices of enfarcen~ent, suspensio~revacatia~ of state ar federal ~~cense
ar rcitra~.ons, fines assessed, pend~g criminal na~.plamts, mdict~ments, ar
can.~ctions, administrative orders, drab ordersa final orders, and ~udicia~. ~
judgments. .
c. Can~.c~.o~us of a crinal a~en~e within the past tern ~lD~ years, which resulted in
bndi~y ha~'n nr death.
d, other safety rc~ated matter deemed by the ~ Corancil to be matea~al i~ y
detering the responsibility aftlie bidder and. his or her abx~ity to perfa~rm the ser~.ces
or ands re aired. by the bid doc~eats in a. safe en~ronn~ent, both far the ~arl~er and ~ ~
other ernplayees of bidder and the eiti~en of tl~c City of Denton.
r er to abta~n. ro er infarrnation from hxdders sa that City of Denton ~ consider the safely arecards of dad A ~ atential contractors riar to a~vard~ bids an City
contracts, City of Denton requires that bidden answer tl~e ~ p g
falla~~g three {3~ ~uestinns and cubit theme nth their bids;
bidder or the co ora~.o ar~nership, or insti~.tian represented by the h~dder, or anyone acting ~`or has the ~ ~ ~
sr~ch ~r~m ca ara~on artnershi or ~stitutian, received citat~ans for violations of w~thm the past three ~p p
years
~A~ IFB #~~74
iT F ~~i~~i~ .
' Tl~l ~EA~ I~TR~ ~~I~~F~ALT f~~ l~#T~ ~r~~[~~ !D #P~41~ _
~ '
bier and ~ nber ~ av t t ~ ~ ~
b tie i~ , . ~ rpt ~ ~
t ~f~ low ~ldt ' ~ ~ ~
~
' ~ ~ ~ ~ ~ mss, 1 rs~ d j~di~ fib
the ~ ~s~n~ 'S~ ~ nor ~ tip ~idd~r mint pra~id~ ~
' ~ ~ ~ ~
~I1~ rw~~w w
biddy ~ 1 ~r ~ ~ ~
< , a~ ~ ~ m~ ~ doh?
It bar ~ id DES far #i ~r #br t bit ~ ~ a~~
bid ~ ~ to ~ ~uc~ ~ ~
T~
~11'Y ~~1~1+1
I ~ that I h r~~ wlilF~il ~Ipnf~tlo~ I~ #hls ~~tl~r~r~~l~~ ~ h I l#hl'~d Inr~fi~n ~r~ ~
end ~nsw t~ qs#1. I ~ ~ t[~at ~f~ Ir~f~m~~n ~Iv~r~ m~ Ire the q~tl~nn~~ will b~
InYlgl, W~1 ill ~1'~'ll~~~ d ~F1~ ~.,.;..~....,~,.r~..~~ `It.~~~.r~.~~ ~~~a. 1~ ~ . ~ur~ ~ Fla
~~@~.
_ ~
. Ti~l~
~ ~
~ i
Hod MixAspl~al~ t~r~luckio~F Sales & Road Cons~r~~rlon - ~ s
..,~inc~ ~~23,,,
34a ~t~ ~orl~ a~. Box ~~a ~enta~, ~ 7~~ ~~a~~n # ~~40} ~~~258~ fax # ~~40~ ~$~-9~~2
~EFE~ENCE;
Te~cas ~epa~ment of ~`ran~po~~~~on
~~~4 Pl~~irie ~l'eef
aen~on, Te~cas ~~~a~
r~ hri 8ehl~~Ce, P~ ~ ~ng~ne~er Pane; 94a-38~-~ 41 ~
T~x~~ ~ep~r~men~ a~ Tr~n~par~a~~an
F~rtfal~h afsf~rc~
50~ E~ie~s B~~~,
E~l~e~s, Texas ~6~~40
Mr. ~ical'dQ on~a~e~ PE -~l"ea ~ng~neer ~ .
Phone: 8~ ~-3~~~4~a~
Te~c~ aepar~rnent of Tranpa~a~~an
ioh~~a ~al~ Dis~l~~o~
~G~5 , U Hey 8~
~~nes~~~~e, Te~cas 7~~4a
Mr, ~~ke M~~l~m, P,E, ~ Aria Eng~nee~
~~40-~~5-5a7~
~ '
THREE YF! I~Ff RA'f R ~FIALT Apl~ r~E Y ~E~~ ~ 1~~~41R ~ER~
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C~TYOF DENTIN
THREE YEAR CONTRACT FOR ASPHALT ANp CONCRETE sTR~ET sETIDNS ANp REPAIR sER111CE
t~~dar~ ~u~c~.~~ Te~.s n~ o~d~t~ons
These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings
and other requirer~ents included in the City of Denton's solicitation are applicable to
Contracts~Purchae orders issued by the City of Denton hereinaf#er referred to as the City or
Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in ~rriting .and signed by a representative of the Ci#y's Procurement
Department and the
supplier. Flo Terms and Conditions contained in the Sellers Proposal response, Invoice or
Statement shall serve #o modify the terms set forth herein. If there is a conflict between the
provisions on the face of the Contract~Purchase order these written pro~rision will take
precedence
By subrr~itfing an Offer in response to the Solicitation, the Contractor agrees that the Contract shall
be governed by the following terns and conditions, unless excep#ions are duly noted and fully
negotra#ed, Unless atherw~se spec~f~ed ~n the Contrac#, Sect~an 4, ~F 7, f and fi
shall apply only #o a Solicitation to purchase Coods, and sections 9, ~ ~ ~ and shall apply only to a Bolici#ation to purchase Services #o be perforr~ed principally at
the City's premises or on public
rights-of~w~.
~ , C~NTRACTDR~S ~BLtATI~NS, The Contractor shall fu#ly and timely provide all deliverables
described in the Solicitation and in the Contractor's offer in strict accordance with the terms,
covenants, and conditions of the Contract and all applicable Federal, state, and local laws, rules,
and regula#ions.
Ii~FETIVE DATE~TE~I~I. Unless otherwise specified in the Solicitation, this Contract shall be
effective as of the date the contrsct is signed the City, and shall continue in effect until all obligations are performed in accordance with the Contrac#,
CDNTI~ACT~ T~ PACI~CAE DEt.~1~El~AB~.E~ The Contractor gill package deliverables in
accordance with good cor~rnercial practice and shall include a packing list showing the description
~f each item, the quan#i#~ and unit price unless otherwise provided in the Specifications or
Supplemental Terms and Conditions, each shipping container shall be clearly ar~d perr~anently
marked as follows; ~a~ The Cor~trac#or's nave and address, fib} the City's nsr~e, address and
purchase order or purchase release number and the price agreement number if applicable, ~c} -
Container number and total number of containers, e.g~ box ~ of ~ boxes, and ~d~ the n~r~ber of the
con#ainer bearing the packing lis#. Tne Con#ractor shall bear cost of packaging Deliverables shall _ be suitably packed to secure lowest transports#ion casts and to conform
#o all the requirements of
con~rnon carriers and any applicable specification, The City~s count or weight shall be final ar~d
conclusive on shipments not accor~panied by packing lists,
4. H~~~IENT I~IMIDER i~ES~R1~ATl~N P~H~BIT~D; The Contractor is not authorised to ship the
deliverables under reservation and na tender of a bill of lading gill operate as a tender of
deliverables.
TiT~,~ RISC ~F L~: Title #o and risk of loss of the deliverables shall pass to the City only
when the City actually receives and accepts the deliverables
DEI~IV~R~ TERMS AND TRANPDRTAT~DN C~ARGE~ Deliverables shall be shipped
PAF ~F !FB#~9~~
CITY ~Ir pE~TON
THREE YEAS CONTRACT FAR AsPHAI,T A~1D C~~IC~ETE sTREET ECT~~NS AID REPAIR sERV~CEs
F.D,B. point of delivery unless otherwise specified in the Supplemental Te~n~s and Conditians.
finless otherwise stated in the offer, the Contractors price shall be deemed to include ail delivery
and transportation charges, The City shall have the right to designate what method of
transportation shall be used to ship the deliverabCes~ The place of delivery shall be that set forth the
purchase orderF ~ .
1. RIGHT ~F ~NPECTI~N AND ~EJECT~N; The City expressly reserves ~I[ rights under law,
includin but nat limited to the Uniform Comrnerciai Code; to inspect the deliverables at delivery
before accepting there, and to reject defective ar non~conform~ng del~verabies. If the City has the right to inspect the ~ontractorrs, or the Cantractor's Subcontractor's,
facilities, or the deliverables at
the Contractor's, or the Cantractor's Subcontractor's, premises, the Contractor shall furnish, or
cause to be furnished, without additions! charge, all ~easanable facilities and assistance to the City .
to facilitate such inspection.
8, N~ ~EPLACEI~ENT 0~ DEF`ECTI~IE TENDER; Every tender or delivery of deliverables must
fully comply with all provisions of the Contract as to time of deli~rery, quality, and quantity. Any nan~ .
complying tender shall constitute a breach and the Contractor shall not have the right to substitute
a conforming tender; provided, where the time for perfarmance has not yet expired, the Contractor
may notify the City o the intention to cure and may then make a canforming tender within the time allotted in the contract
PLACE A~iD CDNDITI~N ~F` wDRI~; The City shall provide the Contractor access to the sites
where the Contractor is to perforr~ the services as required in order for the Contractor to perform
the services in a timely and efficient manner, in accordance with and subject to the applicable
security laws, rules€ and regulations. The Cantractar acknowledges that it has satisfied itself as to
the nature of the City's service requirements and specificatians, the location and essential -
characterlstics of the worl~ sites, the quality and quantity of materials, equipment, labor and
facilities necessary to perform the services, and any ather condition or state of fact which could in
any way affect performance of the Contractor's obligations under the contract. The Contractor
hereby releases ar~d holds the City harmless from and against any liability or claim far damages of any kind or nature if the actual site, including premises and special defects,
or service conditions
differ from expected conditions.
~ g. w~RKIr~RCE
A. The Contractor shall employ only orderly and competent workers, skilCed in the performance of
the services which they will perform under the Contract.
B, The Contractor, its employees, subcontractors, and subcontractor's employees may eat while
engaged in participating or responding to a solicitation or while in the course and scope of
delivering goods orservices under a City of Qenton contract ar an the City's property .
i. use ar possess a firearm, including a concealed handgun that is licensed under sta#e law, except as required by the terms of the contract; ar
ii. use or passers alcoholic or other intoxicating beverages, illegal drugs or controlled
substances, nor ray such workers Ise intoxicated, or under the influence of alcohol or drugs, on
the job.
C, If the City or the City's representative notifies the Contractor that any worker is incompetent,
disorderly ar disobedient, has knavuingly or repeatedCy violated safety regulation, has possessed
any ~irearrn, or has possessed or was under the influence of alcohol or drugs on the jab, the
Contractor shall immediately remove such worker from Contract services, and may eat employ
such worker again on Contract services without the City's. priorwrittn consent.
Immigration: The Cantractar represents and warrants that it shah comply with the requirements of
the Immigration Reform and Control Act of ~~98 and ~99a regarding en~ployrnent verification and
PACE 2~ AFB #~~?4
C[TY~P DI~NTOh!
TNR~~ YEAR ~~ITRACT ~~R AsPHALT ANp Ca[~~R~T~ sTRE~T s~CTI~NS ANp Fi~PA~R sERVIC~~
retention of verification forms far any individuals hired an ar after l~avernber , ~ 98~, who will
erforrn an labor or services ender the Contract and the Illegal Irr~rni~ration Reform and In~igrant p Y
l~iespansibilityAtt of ~ 9 ~"I I RI IAA} enacted on September 4, ~ 99.
CD~PLIA~Ci~ 'WITH H~A~,TH~ AF~TY~ ANA ~IIIVCR~NIVI~I~TAI~ R~GUI~ATi~N: The
Contractor, itfs Subcontractors, and their respective en~plvyees, shall comply fully with all
applicable federal, state, and local health, safety, and environmental iav~rs, ordinances, rules and
regulations in the perfo~n~ance of the services, including but not limited to those promulgated by
the Cit~r and by the occupational Safety and Health Administration ~~SHA~. incase of conflict, the
mast stringent safety requirement shall govern. The Contractor shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, ~.udgments,
fines, penalties and
liability of every kind arising from the breach of the Cantractarfs obligations under this paragraph.
~nvlromm~tal Protection The Despondent shall be in compliance with aII applicable standards,
orders, or regulations issued pursuant to the mandates of the Clean Air Act U. , C. ~4~~ o~
seq.} and the Federal dater Pollution Control Act, as amended, ~ U.S.C. ~2~'i e~ seq.},
~ IIVVDICE:
A. The Contractor shall submit separate invoices in duplicate on each purchase order ar purchase
release afker each delivery. If partial shipments ar deliveries are authorized by the City, a separate invoice must be sent for each shipment or delivery made.
B. Proper Invoices must include a unique invoice number, the purchase order or delivery
order
number and the master agreement number if applicable, the epartment~ I~arne~ and the
Warne of tlne point of contact for the ~epartrnent. Invoices shall be iterr~ized and transportation
charges, if any, shall be listed separately. A copy of the bfll of lading and the freight raybill, when
applicable, shall be attached to the invoice. The Contractors Warne, remittance address and, if
applicable, the tax identification number on the invoice must exactly rr~atch the information in the
llendor~s registration with the City. Unless otherwise instructed in writing, the City may rely an the
remittance address specified on the Contractors invoice. Invoices for iabar shall include a copy of all time«sheets v~rith trade labor rate and deliverables
order number clearly identified, Invoices shall also include a tabulation of ~rark~haurs t the
appropriate rates and grouped bywark order number. Time billed far iabarshall be limited to hours
actually ~rorked at the ~rark site,
Unless otherv~rise expressly authorized in the Car~tract, the Contractor shall pass through all
Subcontract and other authorized expenses t actual cost r~ithout markup.
I". I*ederl excise taxes, State takes, ar City sales tastes must not be included in the invoiced
arnount~
The City will furnish a tax escernptian certificate upon request.
~ PAY~I*NT;
A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid ~rithin
thin 3a calendar da s of the City's receipt of the deliverables ar of the invoice being received in y~ ~ Y
Accounts Payable, ~uhichever is later.
B. if pa n~ent is not timeCy made, per paragraph ~4}; interest shall accrue on the unpaid y
balance at the lesser of the rate pec~f~ed in Texas government Code Section or
the maxirrrum lawful rate; except if payment is not tln~ely made for a reason for which the
ity nay withheld payment hereunder, interest shall not accrue until ten 0~ calendar days
after the grounds forwithholding payment have been resolved.
C~ If parfial shipments or deliveries are authari~ed by the City, the Contractor v~ill be paid far the
partial
~A~ AFB #4974
~TY~ D~I~IT~N THREE YEAR ~NTRACT 1=aR AsPNALT ANA C~N~R~TE sTREET sECTI~IVS ANA REPAID sERV~Es
shipment or delivery, as stated above, provided that the invoice r~atches the shiprnent ar delivery.
D. The City nay withhold ar set off the entire payment or park of any payment otherwise due the
Contractor to such extent as may be necessary on account of;
i. delivery of defective ar nonconforming deliverables by the Contractor;
ii. third party clair~s, which are not covered by the insurance which the Contractor is
required to provide, are filed or reasonable evidence indicating probable filing of such ciairs;
iii failure of the Contractor to pay ubcantractor, or for labor, materials ar equipment;
iv, damage to the property of the City or the City's agents, e~ployees ar contractors, which is not covered by insurance required to be pavided by the Contractor;
v, reasonable evidence that the Contractor's obligations will not be completed within the
time specified in the Contract, and that the unpaid balance would na# be adequate to cover actual
or liquidated damages far the anticipated delay;
vi~ failure of the Contractor to submit proper invoices with purchase order nurnber, with all
required attachments and supporting dacumenta#ion; or
vii. failure of the Contractor to comply with any material provision of the Contract
Documents.
Notice is hereby given that any awarded firr~ who is in arrears to the City of Denton far
delinquent taxes, the City may offset indebtedness awed the City through payment withholding. l', Payrnen# will be made by checlt ar ACH unless the parties n~utualiy agree to
payment by credit
card or other electronic jeans such a wire transfer of funds, The Contractor agrees that there
shall be no additional charges, surcharges ar penalties to the City far payments made by credit
card ar electronic funds transfer.
The awarding ar continuation of this contract is dependent upon the availability of funding. The
City#s payment obligations are payable only and solely from funds Appropriated and available far
this contract The absence of Appropriated or other lawfully available funds shall render the
Contract null and void to the extent funds are not appropriated ar available and any deliverables
delivered but unpaid shall be returned to the Contractor. The City shall provide the Cantractar
written native of the failure of the City to made an adequate Appropriation far any fiscal gear to pay the amounts due under the Contract, or the reduction of any Appropriation
to an ar~aunt
insufficient to permit the City to pay its abligat~ons under the Contract. In the event of none or
inadequate appropriation of funds, there wil! be no penalty nor removal fees charged to the City.
~ TRA1~~L ~~CPEN~; ~Il travel, lodging and per diem expenses in connection with the
Contract shall be paid by the Contractor, unless otherwise stated in the contract terns.
~ ~I~VA~#.., PAYI~I~I'VT Ai~D CLE~~UT~
A. if a DB~~M~~IVB~ Program Plan is agreed to and the Cantra~tor has identified Subcontractors,
the Cantractar i required to submit a Contract Clos~~ut MS~IUl~B~ Compliance Report to the
Purchasing Manager na later than the ~ nth calendar day after completion of ail work under the contract. l*inai payment, retainae, or bath may be withheld if the
Cantrstar i not in compliance
vuith the requirements as accepted by the City.
B~ The mal~ing and acceptance of final payment gill constitute; .
i. a waiver of all claims by the City against the Contractor, except claims which have
been previously aserked in writing and not yet settled arising Pram defective work appearing
after final inspection, arising from failure of the Contractor to comply with the Contract or the
terms of any warranty specified herein, ~G~ arising from the Contractor's continuing obligations
under the Contract, including but not limited to indemnity and warranty obligations, or arising
under the City's right to audit and ii. a waiver of all claims by the Contractor against the City other
than those previously asserted in writing and not yet settled.
~ P~CIAL T~~L & TAT ~C~UIPM~I~T: If the price stated on the Dffer includes the cast of
PAS 2~ i+ ~i"~ #~9~~4
IT~'~F DNT~N
TNRE~ YEAR ~NTRAT FDR APHA~.T ANp CC~NCR~T~ sTR~FT sECTIDNS A~~ REPAIR s~I~vlC~s
an eaial taalin or s ecial test equipment fabricated or required by the Contractor far the
Y ~ 9 ~ purpose of i'illin this order, such special tooling equipment and any process sheets related thereto
shall became the property of the City and shall be identified by the Contractor a such.
~ RIGHT T~ AItDIT:
A. The Contractor agrees that the representatives of the office of the City ~uditar ar other
authorised representatives of the City shall have access ta, and the right to audit, examines or
reproduces, any and all records of the Contractor related to the performance under this Contract
The Contractor shall retain all such records for a period of four ~4~ }rears after final payment on this
Contract or until all audit and litigation natters that the City has brought to the attention of the
Contractor are resolved, whichever Es longer, The Contractor agrees to refund to the City any averpayn~ents disclosed by any such audit
B~ The Contractor shall include section a. above in all subcontractor agreements entered into in
connection with this Contract.
~8. UBCONTRACT~R~~
A. If the Contractor identified Subcontractors in a D~~~MBEIV~B~ agreed to Plan, the Contractor
shall comply ~vith all requirements appra~ied by the City, The Contractor shall not initially employ
r any Subcontractor e~ccept as provided irr the Contractor's Plan The Contractor shall not substitute
any Subcontractor identified in the Pian, unless the substitute has been accepted by the City in
uvriting. i~o acceptance by the City of any Subcontractor shall constitute a wai~rer o~ any rights ar remedies of the City with respect to defecti►~e deliverables provided
by a Subcontractor if a Plan
has been approved, the Contractor is additionally required to submit a Monthly Subcontract
swards and expenditures Repor# to the Procurement ivlanager, na later than the tenth calendar
day of each n~onth~
6.11vork performed for the Contractor by a Subcontractor shall be pursuant to a written contract
between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the
terms of the Contract, and shall contain provisions that:
i. require that all d~iiverabies to be provided by the subcontractor be provided in strict
accordance with the provisions} pepifications and terms of the Contract;
ii. rohibit the Subcontractor from further subcontracting any portion of the Contract without p the prior vuritten consent of the City and the Car~tractor. The City
may require, as a cond~t~vn to
such further subcontracting, that the Subcontractor past a payment band in form, substance and
amount acceptable to the City;
iii. require Subcontractors to submit all invoices and applications for payments, including
any claims far additional payments, damages or athervuie, to the Contractor in sufficient time to
enable the Contractor to include same with its invoice ar application far payment to the City in
accordance with the terms of the Contract;
iv. require that ail Subcontractors obtain and maintain, throughout the term of their contract,
insurance in the type and amounts specified for the Contractor, with the City being a nar~ed
insured as its interest shall appear; and v. require that the Subcontractor indemnify and hold the City harrriless to the same extent
as the Contractor is required to indemnify the City. .
C. The Contractor shall tae fully responsible to the pity for all acts and orissions of the
Subcontractors just as the Cantract~or i responsible for the Contractor's awn acts and anissions~
Nathin in the Contract shall create for the benefit of any such Subcontractor any contractual g
relat~onh~p between the City and any such Subcontractor, nor shall it create any obligat~an an the
part of the City tv pay or to see to the payment of any moneys due any such Subcontractor except
as may otherwise be required by law,
D~ The Contractor shall pay each Subcontractor its pprapriate share of payments made to the
Contractor not later than ten 0} calendar days after receipt of payment from the City.
PAS ~ IB #974
CITY ~F ~~~TaN THREE YEAR Ca~[TRACT FAR As~~ALT ANp caNCR~TE sTR~ET ~cTI~N AND R~PA~R sERV~cEs
~ 9, WARRANTY-PRICK: .
A. The Contractor warrants the prices quoted in the offer are no higher than the Contractor's
current ricer on orders by ethers far like deliverables under similar terms of purchase.
p 'out The C~ntractar certifies that the prices in the offer have been arrived at ~r~dependentfy with
consultation, car~r~unication, or agreement for the purpose of restricting competition, as to any
matter relating tv such fees with any other firrr~ or with any competitor.
in addition to any other remedy available, the City may deduct from any amount awed to the
Contractor, or otherwise recover, any arnvunts paid for iterr~ in excess of the Contractor3s current prices on orders by others far Cike deliverables under similar terms of purchase.
~4, WARRANTY ~ TiT>..~: The Contractor warrants that it has gaud and indefeasible title to ail
deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, .
claims, security interests and encumbrances, The Contractor shall indemnify and hold the City
harmless from and against ail adverse titCe claims to the deliverables,
, wARRAIVTY - ~~~~VERABL~: The Contractor warrants and represents that all deliverables
sold the City under the Contract shall be free from defects in design, workmanship or rr~anufacture,
ar~d conform in all material respects to the specifications} drawings, and descriptions in the oiicitation, to any samples furnished by the Contractor, to the terms,
covenants and conditions of
the Contract, and to all applicable state, Federal yr local laws, rules, and regulations, and industry
cods and standards, Unless otherwise stated in the oiicitatian, the deiive~ables shall be ne~u or
recycled merchandise, and not used or r~canditioned~
A. Recycled deliverables shall be clearly identified as such.
The Contractor may not limit, exclude or disclaim the foregoing v~rarranty ar any ~rarranty implied
by law; ar~d any attempt to da so shall be without force or effect.
C. finless otherwise specified in the Car~tract, the v~arranty period shall be at feast one year from
the date of acceptance of the deliverables ar from the date of acceptance of any replacement
deliverabCes, If during the warranty period, one or mare of the above warranties are breached, the Contractor shall promptly upon receipt of demand either repair the r~on-conforming
deCiverables, or
replace the non~canforrning deliverables with fully canforrning deliverabCes, at the City's option and
at no additional cast to the City All costs incidental to such repair or replacement, including but not
limited to, any packaging and shipping costs shall be borne exclusively by the Cantractor~ The City
shall endeavor to give the Contractor written notice of the breach of warranty within thirty €0~
calendar days of discovery of the breach of warranty, but failure to give timely notice shall not
impair the City's rights under this section.
C~. if the Contractor is unabCe yr unwilling to repair ar replace defective ar non-conforming
deliverables as required by the City, then in addition to any other available remedy, the City may
reduce the quantity of deliverables it may be required to purchase under the Contract from the
Contractor, and purchase canforn~ing deliverables from other sources, fn such event, the Contractor shall pay to the City upon demand the increased cost, if any,
incurred by the City to
procure such deliverables from a~ather source.
if the Contractor is not the manufacturer, and the deliverables are covered by a separate
manufacturer's ~rarranty, the Contractor shat! transfer and assign such manufacturer's warranty to
the Cit~r. if for any reason the manufacturer's warranty cannot be fully transferred to the City, the
Contractor shall assist and cooperate Frith the City to the fullest extent to enforce such
manufacturer's warranty for the benefit of the City
wA~RANTY ~RUIC~; The Contractor warrants and represents that ail services to be
provided the City under the Contract will be fully and tirneiy performed in a good and workmanlike manner in accordance Frith generally accepted industry standards and
practices, the terms,
PAS 0 aF lFB ~497~
CITE ~F ~~~NTUN
THREE YEAR oNTRAT FUR AsPHAE~T AND CoNCRETI~ STREET sECTIUNS AND REPAIR sERVICEs
conditions, and covenants of the Contract, and all applicable Federal, State and Iocal laws, rules or regulations.
A. The Contractor nay not lirr►it, exclude ordiaclairn the foregoing warranty or anywarrar~ty implied
by lair, and any attempt to do o shall be without farce or effect.
E~. Unless otherwise specified in the Contract, the warranty period shall be at least one year franc
the Acceptance Date. If during the warranty period, one ar more of the above warranties are
breached, the Contractor shall promptly upon receipt of demand perform the services again in
accordance with above standard at no additionaE cost to the City. AEI casts incidental to such
additional perrorr~ance shall be borne by the Contractor. The City shall endeavor to give the
Contractor written notice of the breach of warranty within thirty ~~D~ calendar days of discovery of
the breach warranty, but failure to give timely notice shall not impair the City's rights under this section.
C. if the Contractor is unable or unwilling to perform its services in accordance with the above
standard as required by the City, then in addition to any other available rerr~edy, the City may
reduce the amount of services it may be required to purchase under the Contract l'ror~ the
Contractor, and purchase conforming services #ram other sources. In such event, the Contractor
.shall pay to the City upon demand the increased cast, if any, incurred by the City to procure such
services from anothersaurce.
ACC~P~`ANC~ INC~l1~~L>~TE OR N~N~G~NI~~R~ING Dt_1~1ERABI~~~ If, instead of
requiring immediate correction ar removal and replacement of defective or non-conforming
deEiverables, the City prefers to accept it, the City ray do so, The Contractor shall pay all claims, casts, lasses and damages attributable to the City's evaluation of and determination
to accept such
defective or nonconforming deliverables. If any such acceptance occurs prior to final payment, the
City ray deduct such amounts as are necessary to compensate the City for the di~inished value
of the defective or non-conforming deliverables. if the acceptance occurs after final payment, such
arr~ountgill be refunded to the City by the Contractor. .
~4. RIGHT TG ASUI~ANC~: whenever one party to the Contract in good faith has reason to
question the other party's intent to perfarrn, demand ray be made to the other{ party far written
assurance of the intent to perfarrn.~ In the event that no assurance is given within the tune specified
after demand is made: the demanding party may treat this failure as an anticipatory repudiation of the Contract,
Z~. STEP wGRK N~~'1CE; The City may issue an immediate Stap IlVark Notice in the event the
Contractor i observed performing in a manner that i in violation of FederaE, State, or local
guidelines, or in a manner that is determined by the City to be unsafe to either life or property.
Upon notification, the Contractor will cease all warp untiE notified by the City that the violation ar
unsafe condition has been corrected. The Contractor shall be liable for alE casts incurred by the
City a a result of the issuance of such Stop livork Notice.
D~FAUL~~. fibs Contractor shall be in default under the Contract if the Contractor ~a} fails to fully, tin~el}v and faithfully perl:orrn any of its material
obligations under the Contract, fib} fails to
provide adequate assurance of perrormar~ce under Paragraph ~4, ~c} became insolvent or seeks
reEief under the bankruptcy lags of the United States or ~d~ makes a material misrepresentation in
Contractor's Offer} ar in any report or deEiverable required to be submitted by the Contractor to the
City.
~7. T~R~i[NATi~N F0~ CA~J~: In the event of a default by the Contractor, the City shall have
the right to terminate the Contract far cause, by written notice effective ten D} calendar days,
unless otherwise specified, after the date of such notice, unless the Contractor, within such ten
PAE~~ ~F ~FB#4974 `
CIT~~F D~NT~N
TREE YEAS C~NTR~cT FOR AsPH~I~T AID CQNRETE STREET EpTipNS ANp REPAIR RV[CE~
~ ~ da period, cures such default, or pro~rides evidence sufficient to prove to the City's { ~ Y reasonable atisf~ctian that such default does not,
in fact, exist. In addition to any other remedy
available under la~u or in equity, the City shall be entitled to recover all actual damages, costs,
losses and expenses, incurred by the City as a result of the Contractor}s default, including, ~vithout
limitation, cast of saver, reasonable attorneys' fees, court casts, end prejudgment and post
~ud ment interest at the rnaxin~um laful rate. Additionally, in the event of default by the ~ g
Contractor, the City may rer~ave the Contractor from the Cityfs vendor list far three years and
an offer submitted by the Contractor may be disqualified far up to three {3} years. All rights and y
remedies under the Contract are cumulative and are not exclusive of any other right or remedy
provided by ~av~~
TERM~NATI~h! V1~lTH~I~T CAUSE. The City shall have the right to terminate the Contract, in
~rhole or in part, without cause any time upon thirty {g~ calendar days' prior ~vritten native, Upon
receipt of a native of terr~inativn, the Contractor shall promptly cease ail further ~rork pursuant to
the Contract, u~ith such exceptions, if any, specified in the notice of termination. The City shall pay
the Contractor, to the extent of funds Appropriated or otherv~ise legally available far such purposes,
far all Dods delivered and services performed and obligations incurred prior to the date of g
termination in accordance v~ith the terms hereof.
FRA~JD; Fraudulent statements by the Contractor an any offer or in any report or deliverable
required to be submitted by the.Contravtor to the City shall be grounds far the termination of the Contract for cause by the City and may result in legal action.
~0. ~~L~AYS:
A, The Cit ma delay scheduled delivery or other due dates ley Britten notice to the Contractor if Y y. F of the ~ror~
the City deems ~t ~s ~n its best interest. If such delay causes an increase ~n the cost
under the Contract, the City and the Contractor shall negotiate an equitable adaustrnent far costs
incurred by the Contractor in the Contract price and execute an amenCitynt to the Contract. The
Contractor must assert its right to an adjustment ~rithin thirty {fig} calendar days from the date of
revel t of the notice of delay. Failure to agree an any adjusted price shall be handled under the p
Dis ute Resolution process specified in paragraph ~9, Ho~rever, nothing in this provision shall p excuse the Contractor fram delaying the delivery as natified~
B, Neither arty shall be liable for any default or delay in the performance of its obligations under
P this Contract if, chile and to the extent such default or delay is caused by acts of God, fire, rots,
civil comn~ation, lobar disruptions, sabotage, sovereign conduct, or any other cause beyond the
reasonable control of such Party, In the event of default or delay in contract performance due to
an of the foregoing vauses, then ~ the time for completion of the services vuiil be extended; y
rovided, horever, in such an event, a conference v~i4l be held ~vithin three business days to
establish a mutually agreeable period of time reasonably necessary to overcame the effevt of such
failure to perform.
3~, I~D~IV~NITY: A. ~efinitiona
i, "Indemnified Clairns'r shall include any and all claims, demands, suits, causes of action,
judgments and liability of every vharacter, type ar description, including all reasonable casts
and expenses of litigation, mediation or other alternate dispute resolution mechanism,
includin attorney and other professional fees forF }damage to or lass of the property of
any person {including, but not l~r~~ted to the City, the Contractor, their respective agentsi
officers, employees and subcontractors; the officers, agents, and employees of such
ubcantractars; and third parties; andfor death, bodily injury, illness, disease, vuorkers'
corn ensation, lass of services, or loss of income or wages to any person {including but not p
RAGE 3~ CAF IFS ~49~4
CITY OF DENTIN
THEE YEAR CONTRACT FAR As~HALT ANA C~NRETE sTREET sECTIO~s AND REPAIR sERVIEs
limited to the agen#, officers and employees of the City, the Contractor, the Contractor's
subcontractors, and third parties, ii. "Fault" shat! include the sale of defective or non conforming deliverables, negligence, willful rniseonduct or a breach
of any legally irnpcsed
strict liability standard,
B. THE C~~ITRACT~R SHALL DEFEND SAT THE ~PTI~N ~F THE ~ITY~, ItVD~MNIFY, AND
HELD THE CITY, ITS SUCE~R, AIN, OFFICER, ~MPL~YEE AID ELECTED
OFFICIALS HARMLE FRAM AND A~AINT ALL INDEMNIFIED CLAIM DIRECTLY
ARIII~1 OUT OF, II~CII~ENTAL TD, COI~fCERNIN OR REULTIN FROM THE FAl~L7 DF
THE C~t~TRACT~R, ~R THE CONTRACTOR' AGENT, EMPLOYEES OR
tJI~CGNTRACTORa IIV THE PERFORMAhtCE DF THE CONTRACTGR' GILIGATI~N .
DNDI~R THE CC~tVTRACT. I~GTHIIU HEREIN SHALL DID DEEMEq TO ~.IMIT THE RIOH~' OF
THE CITY OR THE CGNTRACTOR ~INCLUDINO, BtaT NOT LIMITED TO, THE RIGHT TO EEI~ CONTRIBUTION AGAINST ANY THIRD PARTY wHC~ MAY LIABLI~ FGR AN INDEMI~I~'IED }
CLAIM.
2. lNURAIVCE~ The following insurance requirements are applicable, in addition to the specific
insurance requirements detailed in Attachment . The successful firm shall procure and maintain
insurance of the types and in the minimum amounts acceptable to the City of Denton. The ~ insurance
shall be written by a company licensed to do business in the State of Texas and satisfactory to the
City of Denton.
A~ General Requirements,
i. The Contractor shall at a minir~urn carry insurance in the types and amounts indicated and agreed to, a submitted to the City ar~d approved by the City
within the procurement
racers, far the duration of the Contract, including e~ctensian options and hold over periods,
p and during any warranty period
ii, The contractor shall provide Certificates of Insurance with the coverage's and
endorsements required to the City as verif iatian of coverage prior to contract execution
and within fourteen ~~4} calendar days after written request from the City, Failure to provide
the required Certificate of Insurance may subject the offer to drqualificatian frarn
consideration far award The Contractor must also forward a Certificate of Insurance to the
City whenever a previously identified policy period has expirod, or an extension option ar
hold over periad is exercised, as verification of continuing coverage. iii. The Contractor shall net carrnence work until the required insurance is obtained and
until such insurance has been revie~ved by the City. Approval of insurance by the City shall
net relieve ar decrease the liability of the Contractor hereunder and shall not be construed
to be a limitation of liability on the part of the Contractor.
iv. The Contractor must submit certificates of insurance to the City far ail subcontractors
prier to the subcontractors commencing work on the project,
v, The Contractor's and all subcontractors' insurance coverage shall be written by
corn anies licensed to do lousiness in the State of Texas at the time the policies are issued
and shall be written by can~panies with A.. Best ratings of A-1111 or Ioet~e~. The City Mill
eccept workers' compensation coverage written by the Texas workers' Cor~pensation
Insurance Fund vi. Afl endarsernents naming the City as Additional Insured, wai~rers of subrogation, and
notices of cancellation endorsements ~s well a the Certificate of Insurance shall contain
the solicitation number and the following lnforrnationF
City of Denton
Materials lVlanagement Department
g4~B Texas Btreet
Denton, Texas X209
PAS 33 ~F lFB #4~7~4
CITY q~NT~N T~~~~ ~o~ ~s~~~L~ co~uc~~~~ s~~~~r s~c~~o~s ~~a ~~v~c~
t~ii. The ~othe~' insurance clause shall not apply to the City ~rhere the City i an Additional
Insured shorn on any policy, It is intended that policies required in the Contract, covering
bath the City and the Contractor, shall be considered primary coverage as applicable.
viii. if insurance policies are not ~uritten far amounts agreed to pith the City, the Contractor
shall carry lrJrnbrella or Excess Liability Insurance for any differences in amounts specified.
If Excess Liability Insurance is provided, it shall folio the form of the primary caverae.~
lx. The City shall be entitled, upon request, at an agreed upon location, ar~d r~ithout expense, to revie certified copies of palicies and endorsements
thereto and may make
any reasonable requests for deletion or revision or rnadification of particular policy terms,
conditions, limitations, or exclusions except There policy pro~risior~s are established by la~
or regulations binding upon either of the parties hereto or the under~rriter on any such
palicies.
x. The City reserves the right to revieu~ the insurance requirements set forth during the
effective period of the Contract and to make reasonable adjustments to insurance
coverage, limits, and exclusions ~rhen deemed necessary and prudent by the City based
upon changes in statutory laver, court decisions, the claims history of tho industry or financial
condition of the insurance cor~pany as v~ell as the Contractor.
xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or a required in the Contract,
xii. The Contractor shall be responsible for premiums, deductibles and self-insured
retentions, if any, stated in palicies, All deductibles or self-insured retentions shall be
disclosed on the Certificate of Insurance,
xiii. The Contractor shall endeavor to provide the City thirty ~g~ calendar days' Britten
native of erosion of the aggregate limits belay occurrence limits for all applicable
coverage's indicated v~ithin the Contract
xiv. The insurance coverage's specified in ~vithin the solicitation and requirer~ents are
required r~inimums and are not intended to limit the responsibility or ,liability of the
Contractor. . specific Coverage Requirements: Specific insurance requirements are contained in the
solicitation instrument.
3. LAIC; if any claim, demand, suit, or other action is asserted against the Cantractar ~vhich
arises under or concerns the Contract, or Which could have a~ material adverse affect on the
Contractor}s ability to perform thereunder, the Contractor snail give written notice thereof to the City
v~ithin ten calendar days after receipt of notice by the Cantractar, Such notice to the City shall
state the date of notification of any such claim, demand, suit, or other action; the naves and
addresses of the clain~ant~}; the basis thereof; and the name of each person against ~uhom such
claim is being asserted; such notice shall be delivered personally or by mail ar~d shall be sent to the City and to the Denton City Attorney. Personal delivery to the City
Attorney shall be to City l-loll,
East Mcl~Cinr~ey Street, Denton, Te~cas 7~~g~.
4. N~TIES; finless otherise specified, ail notices} requests, or other communications required
or appropriate to be given under the Contract shall be it v~riting and shall be deeed delivered
three business days after postmarked if sent by L1.S. Postal Service Certified or Registered
Mail, Return Receipt Requested. Notices delivered by other ears shall be deemed delivered
upan receipt by the addressee. Routine cor~munications may be made by first class mail, telefax,
or other comrr~ercially accepted means. Natives to the Cantractar shall be sent to the address
specified in the Contractor's offer, ar at such other address as a party nay natif~i the other in
v~riting. Notices to the City shat! be addressed to the City at g0~ ~ Texas Street, Denton, Texas 76~Og and rnari'Cod to the attention of the Purchasing Manager
PAS 4 0~ IFS #474
CITY ~ ~ENTN
THREE YEAR C~~ITRACT EAR APHA~.T AND CONCRETE s~'REET sECTI~NS ACID REPAIR sERV~CEs
IHT T~ BID, ~R~~~AL AIV~ C~I~TI~ACTUAL ~IAT~RIAL; All material submitted by the Contractor to the City shall becor~e property of the City upar receipt, Any
partior~s a~ such
material claimed by the Contractor to be proprietary must be clearly marked as such,
Determination of the public nature of the material is subject to the Texas Public lnforrnatior Act,
Chapter and Texas avernment Code,
N~ V1~ARRAI~TY' ~Y CITY AAINT INFRINEMEh~T; The Contractar represents and
-warrants to the City that: ~i} the Contractor shall provide the City good and indefeasible title to the
deliverables .and iii} the deliverables supplied by the Contractor in accordance with the
specifications in the Contract gill not infringe, directly ar contributorily, any patent, trademark,
copyright, trade secret, or any other intellectual property right of any kind of any third partyf that no . claims have been made by any person or entity with respect to
the ownership or operation of the
deliverables and the Contractor does not know of any valid basis for any such claims. The
Contractor shall, at its sole expense, defend, indernify, and hail the City harmless from and
against all liability, damages, and casts ~inciuding court casts ar~d reasonable fees of attorneys and
other profesianals~ arising out of or resulting from; ~i} any claim that the City's exercise anywhere
it the world of the rights associated with the City's' ownership, and'if applicable, license rights, and
its use of the deliverables infringes the ir~teflectual property rights o~ ar~y third party; ar iii} the
Contractor's breach of any of Contractor's representations ar warranties stated ire this Contract. In
the event of any such ciairn, the City shall have the right to rnonitar such claim ar at its option
engage its awn separate counsel to act as co~counsel an the City's behalf. further, Contractor agrees that the City's specifications regarding the deliverables
shall in no way diminish
Cor~trctar's warranties ar obiiatians under this paragraph and the City makes na warranty that
the production, development, or delivery of such deliverables will rat impact such warranties of
Contractar.
- ~IFIDENTIALITYa In order to rovide the deliverables to the City, Contractor may require p
access to certain of the City's andlar its licensors' confiidential information including inventions,
erployee infor~atian, trade secrets, confidential knaw~how, cat~fider~tial business infarrnation, and
other inforrnatian which the City ar its licensors consider confidential} collectively} "Confidential
Irfarrnation"}, Car~tractar acknowledges and agrees that the Confidential [nfarmatian is the valuable property of the City and~ar its licensors and any urauthari~ed
use, disclosure,
disserr~inatian, or ether release of the Confidential infarrnation will substantially inure the City
and~or its licensors, The Contractor including its employees, subcor~tractarsx .agents, ar
representatives} agrees that it will r~aintain the Confidential Inforrr~atian In strict confidence ar~d
shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential
Int:ormation without the prior written consent of the City ar in a manner not expressly permitted
under this Agreer~ent, unless the Confidential Infarrnatian is required to be disclosed by law ar ar
order of any court ar other governmental authority with proper ~urisdictior, provEded the Contractor
promptly ratifies the City before disclosing such infarrnation s.a as to permit the City reasonable
time to seek an appropriate protective order, The Contractar agrees to use protective measures no
less stringent than the Contractor uses within its awry business to protect its own mast valuable . inforrnatian, which protective measures shall under all circumstances
be at least reasonable
measures to ensure the continued confidentiality of the Confidential Infarmation~
~wNE~Hi~ ACID SSE ~F gELl1~~t~A~LE; The City shall own ail rights, titles, and
interests throughout the world in and to the deliverables,
A, patents. A to any patentable subject matter contained in the deliverables, the Contractor
agrees to disclose such patentable subject matter to the City. l~urther, if requested by the City, the
Contractar a reel to assi n and, if necessary, cause each of its employees #o assign the entire g g
PAGE 35 ~F lFB 49~~
t CI'I'Y~F ~~NTDN
THREE YEAR DNTRAT AsPHALT AiV~ GaNCRETE sTR~ET SE~T~aN ADD RE~AlR sERVICEs
right, title, and interest to specific inventions under such patentable subaect matter to the City and
to executex acknowledge, and deliver and, if necessary, cause each of its employees to execute, .
acknowledge, and deliver an assignr~ent of letters patent, in a form to be reasonably approved by
the City, to the City upon request by the Cite
Copyrights. As to any deliverables containing capyrightable subject matter, the Contractor
agrees that upon their areatian, such deliverables shall be considered as work made-for-hire ~y the
Contractor far the City and the City shall awn all copyrights in and to such deliverables, provided
however, that nothing in this Paragraph 8 shad negate the City's sale or saint ownership of any
such deliverables arising by virtue of the City's sale or~aint authorship of such deliverables should
by operation of law, such deliverables not be cansidered works rnade~far-hire, the Contractor hereby assigns to the City hand agrees to cause each of its eployees
providing services to the
City hereunder to execute, acknowledge, and deliver an assignment to the City aft ail worldwide .
right, title, and interest in and to such deliverables. With respect to such work made»for~hire, the
Contractor agrees to execute, acknowledge, and deliver and cause each of its employees
providing services to the City hereunder to execute, acknowledge, and deliver a v~ork~made-far
hire agreement, in a form to be reasonably approved by the City, to the City upan delivery of such
deliverables to the City or at such other time as the City nay request.
C. Additional Assignments. The Contractor further agrees ta, and if applicable, cause each of its
ernpiayee to, executer acknowledge, and deliver all applications, specificat~ans, oaths;
assignments, and all other instruments which the City night reasonably deem necessary in order to apply far and obtain copyright protection, mask work registratianF trademark
registration andlor
protection, letters patent, or any similar rights in any and all countries and in order to assign and
convey to the City, its successors, assigns and nominees, the sole at~d exclusive nigh#, title, and
interest In and to the deliverables. The Contractor's abiigations to execute, acknowledge, and
deliver {or cause to be executed, acknowledged, and delivered instruments or papers such as
these described in this Paragraph 8 a., b., and c, shall continue after the termination of this
Contract with respect to such deliverables, In the event the City should not seek to obtain copyright
protection, mask uvork registration ar patent protection for any of the deliverables, but should desire
to keep the same secret, the Contractor agrees to treat the same as Confidential lnfarmatian under
the terms of Paragraph 7 above.
~9, P~~LIATI~i~: All published n~ateriai and written reports submitted under the Contract must
be originally developed material unless otherwise specifically provided in the Contract, vvhen
material not originally developed is included in a report in any farm, the source shall be ideritifiedF
~0. A~1~ERTlIN. The Contractor shall not advertise ar publish, without the City's prior consent,
the fact tha# the City has entered into the Contract, except to the extent required by law.
~ N~ C~hl~'~NE~lT F~~: The Contractor warrants that no person or selling agency has been
employed or retained to solicit or secure the Contract upan any agreement or understanding far
commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established car~rnercial or selling agencies maintained by the Contractor
far the purpose of
securing business. For breach yr violation of this warranty, the City shall have the right, in addition
to any other remedy available, to cancel the Contract without liability and to deduct frarr~ any
amounts awed to the Contractor, ar atherw~se recover, the full amount of such commission,
percentage, brokerage or contingent fee,
R~T'UiT'i~~ The City rnayf by written native to the Contractor, cancel the Contract without
liability if it is determined by the City that gratuities were offered ar given by the Contractor or any
agent ar representative of the Contractor to any officer ar employee of the City of entan with a
view toward securing the Contract or securing favorable treatment wi#h respect to the awarding ar
PACE 3~ ~F AFB #4974
lT~' D~i~lT~l~
RAE YEAR CONTRACT ~aR AsPHALT ADD CONCRETE sTREE~ s~pT[~~IS ANp RE~A1~ ERI~ICEs TH
' of n determinations with respect to the pe~forrning of such contract, In amending ar the making ~ e entitled
e Contract i canceied by the City pursuant to this provision, the City she!! b , the event th ht end remedies to recover or withhold the amount of the cost incurred
in addit~an to any other rig
b the Contractor in providing~such gratuities.
AAIhfT PER~NAt. ~NT~RET IN C~I~T~A~T; No officer, employee, 4~~ PR~H~~IT~~i~ devela meat
' dent consultant or elected official of the City who is involved in the p ~ndepen .
cisian-r~akin rocess of the performance of any solicitation shat! have a financ~a evaluation, or de g p ul v~olat~on of this
'erect direct or indirect, in the cantract resulting from that solicitation. Any willf !nt F
' stitute ire ro riet in office, and any officer or employee guilty thereof she e section shall con p p y ~ ~ ~ is rovis~on
with the
subect to d~sc~ l~na act~an up to and ~ncludsng dismissa~~ Any v~olat~on of th p a ~ p he contract voidable b the City.
knawled e, expressed ar implied, of the Contractor shall render t g ' ' Conflict of interest Questionnaire ~Attao~ment
The Contractor shah complete and ubrn~t the City s
F
T~ACT~R: The Contract shah not be construed as creating an ~4~ IND~~~~D~iVT shad
ern to ee relationshi , a partnership, or a joint ventureF The Contractor's services e[~ployer~ p Y p ds that the Contract
be thaw of an inde endent contractor, The Contractor agrees and understan
~ ees of the Clt of Denton, Texas far dogs trot grant any rights or privileges established for employ y
` tax withholdin social security taxes, vacation or sick leave benefits, workers the purposes of ~ncorne g: ' 'o and cor►trol of
cam ensation, ar any other City employee benefit. The City shad not have superv~si n
to ee of the Contractor, and it is expressly understood that Contractor shall the Contractor or any ernp y eneral direction of the
erfarrn the services hereunder according to the a~ached specifications at the g
Cit Dana er of the Cit of Denton, Texas, ar his designee under this agreement; y ~ ~
- AT~~I~: The cantract shah be binding upon and ensure to the benef it of AINl~ENT DE~,E r that
' and the Contractor and their respective successors and assigns, provided haweve t the City
' he Contract shah be assigned and no obligation shad be delegated by the no right ar interest ire t or dele ation b
Contractor without the riot written consent of the C~ty~ Any attempted assfignrnent g Y p
be void unless made in conformity with this paragraph. The cantract ~s not the Contractor shall F ~ of it bein the
ed to confer ri hts yr benefits on any person, firm ar entity net a paY beret , g intend ~ rect.
intention of the attics that there are no third party beneficiaries to the Cont p
or ri ht arisin aut~ of a breach of the cantract can be discharged in whale
4~.1~1~AlV~R. Na claim g g ~ F ' waiver or renunciation of the claim or right uniess the waver ar renunciation ~s or in part by a
tiara and is in writ'rn si ned by the aggrieved party No waiver by either the supported by con~dera g g
the Cit of an one or more events of default by the ether p~►rty shall operate as, or Contractor or y y der the cantract, or an
be construed to be, ~ permanent waiver of any rights or obligations un
' ~ tance of an ether existing ar future default or defaults, whether of a express ar implied accep y
similar ord~fferent character
F be modified or amended only by a writing signed by bath 4~F II~DD~~ICATION~ The cantract can
' or similar terms on an the Contractor invoice, order ar ether document par#~es. No pre-panted Y . .
arse ar effect to than e the termsF cavenantsf and car~d~tions of the Contract. shall have any f g
:The Contract is intended by the parties as a final, complete and exclusive lNT~~I~R~TAT~~I~
the terms of their a reement~ loo course of prior dealing between the parties or course statement of g
e of the trade shall be relevant to supplement ar explain any term used in of performance or usag
h the Contract ma have been substantially drafted by one parley, it i the the Contract Alth~ug y attics readin
' of the attics that ali rovisians be construed in a manner to he fair to bath p ~ intent p p defined b the n~farm
no rovisions more strictly against one party or the other. l~vhenever ~ term ~ p
PACE 37 I~B #974
CITY ~F D~l1iT~~1
TI~RE~ ~~A~ CONTRACT ~aR APF~ALT ANA Ca~CR~T~ T~~~T sECT1~Ns ADD RE~A~R s~~Vl~s
Cornr~ercil Code, as enacted by the Mate of Texaf is used in the Contract, the UCC definition shall control, unless otherwise del fined in the Contract. .
~9~ ~I~UT~ RES~LtJTI~i~;
A~ if dis ute arises out of or relates to the Contract, ar the breach thereof, the porkies agree to p ` i the f ~l~n
negotiate prior to prosecuting a suit for damages. However, thES sect~or~ does riot proh~b t g
of a lawsuit to toll the running of ~ statute of iir~i~ations or to seek injunctive relief, Either pay may
rr~ake a written re~ uest far meeting between representatives of each party within fourteen {14}
calendar days after receipt of the request or such cater per~ad as agreed by the parties. Each party
shad include, at a rninirnurn, one ~~}senior level individua~i with decisian~n~akir~g authority regardipg
the dispute The purpose of this and any subsequent meeting is to attempt in good faith to
negotiate a resolution of the dispute. If# within thirty ~3a~ calendar days after such meeting, the parties have not succeeded in pegatiating a resotutiar~ of the
dispute, they wil! praceed. directly to
mediation as described beio~u. Negotiation nay be waived by a written agree~ent signed by bath
partied, in which event the porkies may praceed directly to media#ion as described below.
8. if the efarts to resolve the dispute through negotiation fail, or the parties waive the negotiation
racers, the panties may select, within thirty ~g~ calendar days, a mediator trained in mediation p
skiils to assist with resolution of the disputeF hauld they choose this option; the City and the
Car~tractor agree to act in goad faith in the selection of the mediator and to give consideration to
qualified individuals nominated tv act a mediator. Nothing in the Contract prevents the parties
from relying op the skiils of a parson who is trained in the subject matter of the dispute or a
contract interpretation expert. if the parties fail to agree on a mediator within thirty ~D~ calendar days of initiation of the mediation process, the mediator shall
be selected by the Dentar~ County
Alternative Dispute ~esolutian ~rograrn ~DC~~}. The parties agree to participate in r~ediatian in
cad faith far up to thirty ~g}-calendar days from the date of the first mediation session, The Dity g
and the Contractor will share the mediator's fees equally and the parties gill bear their awn costs of
participation such as fees for any consultants ar attorneys they mar utilize to represent them ar
otherwise assist them in the mediation.
fig. JllRIDlCTIC~ AND 11Ehll~~F The Contract is rude under and shall be governed by the laws
of the Mate of Texas, ir~ciudin, when applicable, the Uniform Cor~mercial Cade as adopted in
Texas,ll.T.C,A,, ~us~ Carnrn. Cade, Chapter excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. Ali
issues arising fror~ this Contract
shall be resolved in the courts of Denton Caun#y, Texas ar~d the parties agree to submit to the
exclusive personal jurisdiction of such courts. The foregoing, however, shall riot b construed ar
interpreted #o limit ar restrict the right arability of the City to seek and secure injunctive relief from
any competent authority as car~templated herein.
5~ ~ IN~ALI~~TY: The irivaiidit ills alit , ar ur~enfarceabiiity of any provision of the Contract shill Y~ g y
in po .way affect the validity or er~for~eability of any other parkiop or provision of the Contract. Any
void ravision shall be deemed severed from the Contract and the balance of the Contract shalt be p
construed and enforced as if the Contract did nvt captain the particular portion ar provision held to be void., The parties further agree to reform the Contract to repiace any
strickep provision with a
valid praviion that comes as close a possible to the intent of the tricl~en provision. The
ravisions of this section shall not prevent this eptire Contract frop~ being void shauid a provision p
which is the essence of the Car~tract be determined to be void,
HO~,I~AI~: The fallowing holidays are observed by the City
DACE 38 i~B #~97~ ~ .
DiTYOF DENTON
THEE YEAR CDNTRA~T FAR ASPHALT ANR CONC~ET~ STREET sECTION AID REPAID SERVES
New Fear's Day observed} -
MLI~C Day
Memorial Day
4th of J u ly
- Lobar Day
Thanksgiving Day -
DayAfter Thanksgiving
Christmas Eve ~observed~
Christmas Day observed} hlew Year's Da observed
if a Legal Holiday falls on Saturday, it gill be observed on the preceding Friday. if a Legal Holiday
falls are Sunday, it will be observed on the following Monday. Narn~ai hours of operation shall be
between B;Og any and 4,g0 pm, Monday through Friday, excluding City of Denton Holidays, Any
scheduled deliveries or work performance not within the normal hours of operation must be
approved by the City Manager of Denton, Texas ar his authorized designee.
SURVIVA~I~ITY OF OBLIGATIONS; All provisions of the Contract that impale continuing
obli ations on the parties, including but not limited to the warranty, indemnity, and confidentiality ~ ~ ~ ~
obl~gatians of the parties, shall survi~re the expiration or term~natron of the Car~tract.
~4. NON-USP~NSiON D~BA~M~NT D~RTIFICATION: .
The C`rty of Denton is prohibited from contracting with or making prime ar sub~awards to parties
that are suspended or debarred or whose principals are suspended or debarred from Federal,
State, or City of Denton Contracts. ~y accepting a Contract ~vith the City, the 1lendor certifies that
its firm and its principals are not currently suspended ar debarred from doing business with the
Federal Oo~vernnlent, as indicated by the general Services Administration List of Parties Bxcluded
from Federal Procurement and Nan~Procurement Programs, the State of Texas, or the City of
Denton.
~5, EQUAL OPPORTUNITY A. equal Employment Opportunity; No Offeror, ar Offeror's agent, shall engage in any
discriminatory ernplayrnent practice. No person shall, on the grounds of race, sex, age, disability,
creedr color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to
discrimination under any activities resulting from this RF{.
Americans with Disabilities Act DADA} ~ompl~ance~ No Offeror, or Offerar's agent, shall
en a e in an discri~inato em la meat ractice against individuals with disabilities a defined g ~ y rY p ~
in the ADA.
5~. BUY AM~RIAN ACT~SUPPLIES {Applicable to certain federally funded requirements
The following fed~r~lly funded requirements are applicable, in addition to the specific federally funded requirer~ents detailed in Attachr~ent C%
A, Definitions, ~s used in this paragraph
i.'Component"means an article, material, or supply incorporated directly into an end product.
ii. "Cast of components" means
~ For components purchased by the Contractor, the acquisition cost, including transportation .
costs to the place of incarparation into the end product whether ar riot such casts are paid to a
domestic firrn~, and any applicable duty whether or not a duty~free entry certificate is issued}; or
~ Far components manufactured by the Contractor, all costs associated with the manufacture of ~ ~ i
the carp anent, including transportation costs as described in paragraph of this defin~tton, plus p
allocable o~rerhead costs, but excluding profit. Cast of components does not include any casts
PAF ~F IFB X4974
~lT~ DF DENTDN
T~IR~E YEAR CONTRAST F~~ API~ALT AND C~N~RETE TR~~T SECTIONS AND R~PAI~ ~ERV~CES
asac~ated with the manufacture of the end product.
iii. "Dornesticend product'" means-
} An unrr~anufactured end product mined or produced in the United States; ar
~2~ An end product manufactured in the United States, if the cost of its con~panents mined,
produced, ar manufactured in the United States e~cceeds ~a percent of the cost of all its
can~ponents, Carnpcnents of foreign origin of the same class or find as those that the agency
determines are not mined, produced, ar manufactured in sufficient and reasonably available commercial quantities of satisfactory quality are treated as damestic~ Scrap
generated, collected,
and prepared for processing in the United States is considered domestic.
iv. "end product"' means thane articlesr rya#erials, and supplies to be acquired under the contract
far public use.
vF "Foreign end product" means an end product other than a domestic end product.
vi~ "United States" means the 5o States, the District of Columbia, and outlying areas.
B. The Buy American Act ~ U.S. . ~ Da ~ ~ Odd provides preference far domestic end prad~rcts
for supplies acquired far use in the United States
. The City does not maintain a list of foreign articles that will be treated as domestic far this
Contract; but will consider for approval foreign articles as domestic for this product if the articles are on a list
approved by another Oovernn~ental Agency. The Offeror shall submit documentation with their
Offer demonstrating that the article is on an approved Governmental list.
D. The Contractor shall deliver only domestic end products except to the extent that it specified
delivery of foreign end products in_ the provision of the Solicitation entitled "Buy American Act
Certificate".
RIGHT TO ~IVFDR~IATIONt The City of Doman reserves the right to use any and all information
presented in any response to this solicitation, whether amended or not, except as prohibited by
law, Selection of rejection of the submittal does not affect this right.
~8~ LICENSE FEES GR 7AES. Provided the solicitation requires an awarded contractor or supplier
to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the
respondent.
. P~EI~AILING lI1~A~E SATES;The awarded contractor shall comply with, prevailing wage rates as
defined b the United States Department of Lobar Davis-Baran Uvage Determination at Y
htt :~~www.dof. ov~whdlcantractsldbra.htm and at the page Determinations website wwv~.wdol. ov
for Denton County, Texas
fi0, CO~PLIANC~ 1lTH ALL STATE, FEDERAL, ANq LOCAL LAwS ~ The contractor ar supplier shah comply with all State Federal, and Focal laws and requirements. The Respondent
must complywith all applicable laws t all times, including, without limitation, the followingF ~i~
~,0~ of the Texas Penal Cade, which prohibits bribery; ~ii~ ~~.Og of the Texas Penal Cade,
which prohibits the offering o~ conferring of benefits to public servants. The Responden# shall give
all notices and comply with all laws and regulations applicable to furnishing and perfarr~ance of the
Contract.
F'~DERAL, STATE AID ~DCAL ~E~UIRE~EN~': Respondent shall demonstrate onRslte
compliance with the Federal Tax Reform Act of 1 g8, SectEOn ~ ~o, amending Section 5g of the
Revenue Act of of ~ g7S, dealing with issuance of Form vIE-~'s to carnmon 4aw employees
Respondent is repansible,fprboth federal and State unemployment insurance coverage and standard ~IVarkers' Compensation insurance coverage. Respondent shall ensure compliance with
all federal and State tax laws and withholding requirements. The City of Denton shall not be liable
PAS 4Q OF AFB #97~
CITY ~F f)f;NT~N ~H~~~ cv~~~~c~ ~a~ ~as~H~~,r ca~vc~~~~ sr~~~r s~c~rior~s ~~Q ~~v~c~s
to Respondent or its employees far any i~nerrrployrent or 1l~lori~ers' Cornpenation coverage, or
federal or State withholding requirer~ents~ Contractor shall inder~rnify the City of Denton and shall
pay all torts, penalties, or losses resulting from Respondent's orrrfssion or breach of this Section.
6~, DI~U ~'R~~ I~lf~~l'LACE; The contractarshall comply with the applicable provisions of the
Drug-Free vl~ark Piave Act of ~ 98 ~Pubiic .aw ~ Og-Gg4, Title V, Subtitle D; 4~ lJ..C. 7D~ ET
~,}and maintain a drug«free ~vork environment; ar~d the final rule, governrent~wide
requirement for drug-free work place ~grants~, Issued by the office of l~lanagernent and Budget and the Department of Defense CI~R Part 28a, Suf~part to implement the pravisians
of the
Drug~Free fork Place Act of ~9~~ is incorporated by reference and the contrattar shall Comply
with the relevant previsions thereof, including any arnnitynts to the final rule that may hereafter
be issued.
. I~ESP~NDENT LIAB~L~TY lr~R DAI~ACE T~ 4~IElhll~l~f11T PROPERTY The Respondent
shall be liable for all damages to government~owned, leased, or occupied property and egulprnent
caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any
delivery or cartage company, in connection with any performance pursuant to the Contract The
Respondent shall ratify the City of Denton Procurement Manager in writing of any such damage within one ~~}calendar day,
~4. l; ORE I~IAJ ICU R~; The City of Denton, any Customer, and the Respondent shelf not be
responsible for performance under the Contract should it be prevented from performance by err act
of war, order of legal authority, act of Ood, ar other unavoidable cause net attributable to the fault
ar negligence of the City of Denton. In the event of an occurrence under this Section, the
Respondent gill be excused from any further performance or observance of the ~equire~rents so
affected for as long as s€~ch circumstances prevail and the Respondent continues to use
tomn~ercially reasonable efforts to recarnmence performance or observance whenever and to
Whatever e~ctent passible without delay. The Respondent shall immediately ratify the City of Denton Procurement l~ianager by telephone eta be canfirn~ed in ~rritirrg
~rithin five ~5} calendar
days of the inception of such occurrence} and describe at a reasonable level of detail the
circumstances causing the non-performance or delay in performance.
fVDIV-wA11~ER F R~GH`~S; failure of a Party to require performance by another Party under
the Cantratt will not affect the right of such Party to require performance in the future No delay,
failure, ar waiver of either Partyrs exercise or partial exercise of any rlght ar remedy under the
Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or
remedy, waiver by Party of any breach of any term of the Contract will not be Construed as a
waiver of any continuing or succeeding breaCh~
fiF NO Al1~~R ~F ~11~REION iNfl~IUNITY; The Parties expressly agree that rio provision of
the Contract i in any way intended to constitute a waiver by the City of Dentorr of any immunities
from suitor frog liability that the City of Denton may have by operation of law
RECRp RETEl1i:T1~N: The Respondent shall retain all financial records, supporting
documents, statistical retards, and any other retards or boolCS relating to the performances tailed
far in the Cantract~ The Respanderrt shall retain all such retards far a period of four ~4} years after
the expiration of the Contract, ar until the City or State Auditorts office is satisfied that all audit and
litigation matters are resolved, whichever period i IongerF The Respondent shall grant access to
all beaks, records and documents pertinent to the Contract to the City, the State Auditor of Texas,
and any federal governirrental entity that has authority to review records dui to federal funds being spent under the Contract.
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