Rental of Heavy Equipment-4814-Specifications/Pricing
Purchasing Department
901-B Texas St.
Denton, TX 76209
(940) 349-7100
www.dentonpurchasing.com
IFB # 4814
Bid for Annual Contract for Heavy Equipment
Rental Service
NIGP CLASS and ITEM
975 13 975 66
975 24 975 29
975 34 975 84
BIDS DUE: October 6, 2011
2:00 P.M.
Bid submitted by:
Company Name
TABLE OF CONTENTS
BID PROPOSAL FORM SIGNATURE OF AUTHORIZED REPRESENTATIVE .................... 3
BID INSTRUCTIONS AND CONDITIONS ......................................................................... 4 11
OPENING DATE, TIME, PROCEDURES, CONTACTS
GENERAL CONDITIONS
DELIVERY REQUIREMENTS
EVALUATION CRITERIA
SPECIAL TERMS AND CONDITIONS
DISADVANTAGED BUSINESS ENTERPRISES ..................................................................... 12
VENDOR REFERENCES ......................................................................................................... 13
CONFLICT OF INTEREST QUESTIONNAIRE ........................................................................ 14
GENERAL SPECIFICATIONS ......................................................................................... 15 17
MINIMUM SUBMISSION REQUIREMENTS
TECHNICAL SPECIFICATIONS ...................................................................................... 18 19
APPENDIX A .................................................................................................................... 20 37
PURCHASE TERMS AND CONDITIONS
This Table of Contents is intended as an aid to bidders and not as a comprehensive listing of
the bid package. Bidders are responsible for reading the entire bid package and complying
with all specifications.
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
The undersigned agrees this bid becomes the property of the City of Denton after the official opening.
The undersigned affirms he has familiarized himself with the local conditions under which the work is to
be performed; satisfied himself of the conditions of delivery, handling and storage of equipment and all
other matters that may be incidental to the work, before submitting a bid.
The undersigned agrees, if this bid is accepted, to furnish any and all items/services upon which prices
are offered, at the price(s) and upon the terms and conditions contained in the Specifications. The
period for acceptance of this Bid Proposal will be ninety (90) calendar days unless a different period is
noted by the bidder.
The undersigned affirms that they are duly authorized to execute this contract, that this bid has not
been prepared in collusion with any other Bidder, nor any employee of the City of Denton, and that the
contents of this bid have not been communicated to any other bidder or to any employee of the City of
Denton prior to the official opening of this bid.
The undersigned agrees that the IFB posted on the website are the official specifications and shall not
alter the electronic copy of the specifications and/or pricing sheet (Exhibit 1), without clearly identifying
changes.
The undersigned understands they will be responsible for monitoring the City of Denton Purchasing
Website at: http://www.cityofdenton.com/index.aspx?page=397 to ensure they have downloaded and
signed all addendum(s) required for submission with their proposal.
Should a conflict arise between the PO, supplier terms, or contract; the terms and conditions set forth in
this IFB shall prevail.
Vendor hereby assigns to purchaser any and all claims for overcharges associated with this contract
which arise under the antitrust laws of the United States, 15 USCA Section 1 et seq., and which arise
under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et seq.
The undersigned affirms that they have read and do understand the specifications and any attachments
contained in this bid package.
NAME AND ADDRESS OF COMPANY: AUTHORIZED REPRESENTATIVE:
___________________________________ Signature___________________________
___________________________________ Date ______________________________
___________________________________ Name _____________________________
___________________________________ Title ______________________________
Tel. No. ____________________________ Fax No. ___________________________
Email.
COMPANY IS:
Business included in a Corporate Income Tax Return? ______YES ______NO
_____Corporation organized & existing under the laws of the State of ____________________
_____Partnership consisting of _________________________________________________
_____Individual trading as ______________________________________________________
_____Principal offices are in the city of _____________________________________
PAGE 3 OF IFB #4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
COO(1)C
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OMPLETE SET OFRIGINAL AND NE OPY
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MBRITPD901-BTS,D,TX76209
UST E ECEIVED N HEURCHASING EPARTMENT AT EXAS T ENTON
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QP
UESTIONS REGARDING SPECIFICATIONS MUST BE SUBMITTED IN WRITING TO THE URCHASING OFFICE
(5).
FIVE WORKING DAYS PRIOR TO THE BID OPENING ALL QUESTIONS SUBMITTED AFTER THAT DATE
WILL NOT BE CONSIDERED TO ENSURE ALL BIDDERS ARE GIVEN EQUAL ACCESS TO THE INFORMATION
.
PROVIDED
All questions regarding the bid and purchasing process should be directed to:
Elton D. Brock, Purchasing Manager E-Mail: Elton.Brock@cityofdenton.com
Phone: (940) 349-7100
Questions concerning the technical aspects of this specification may be directed to:
Keith Gabbard, Streets & Drainage Superintendent
Phone: (940) 349-7144 E-Mail: Keith.Gabbard@cityofdenton.com
Addendums
Proposers are required to submit signed addendum acknowledgement(s) with their proposal.
Proposers will be responsible for monitoring the City of Denton Purchasing Website at:
http://www.cityofdenton.com/index.aspx?page=397 to ensure they have downloaded and
signed all addendum(s) required for submission with their proposal.
, in
sealed envelopes or boxes. All bids must be clearly marked with the name of the Company
submitting the bid, the Bid Number and Date and Time of opening on the outside of the
"ORIGINAL"
envelope/box. Original bid must be clearly marked and contain all original
All proposal pages must be initialed or signed where indicated.
signatures. All bids will
be publicly opened at the date and time listed above or as soon thereafter as practical. The
City of Denton does not accept faxed bids.
Any bid received after the date and/or hour set for bid opening will be returned
unopened.
If bids/proposals are sent by mail to the Purchasing Department, the bidder shall
be responsible for actual delivery of the bid to the Purchasing Department before the
advertised date and hour for opening of bids. If mail is delayed either in the postal service or in
the internal mail system of the City of Denton beyond the date and hour set for the bid
opening, bids thus delayed will not be considered and will be returned unopened.
The respondent shall provide an electronic copy of the response to this IFB, as a
supplement to the sealed bid proposal in hard copy format, to ebids@cityofdenton.com,
as detailed below. The format shall be in Microsoft Office format.
Additionally, the City of Denton shall accept written Proposals by the due date. All bidders
shall submit one original copy signed by an officer authorized to bind the company, and 2
copies of the completed bid response in a sealed envelope. Bid proposals may be hand
delivered (by Firm or express courier) to the address listed below. Where responses are sent
All submittals,
PAGE 4 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
whether mailed or delivered by courier shall be sent to and received no later than 2:00 p.m.,
Central Time by the response due date to the following address:
City of Denton
Attention: Elton D. Brock, MBA, CTPM, CTCM, C.P.M.
Purchasing Manager
901B Texas Street, Denton, TX 76209
940-349-7100
Any bid proposal received after the date and/or hour set for proposal opening will be returned
unopened. The City of Denton reserves the right to accept or reject in part or in whole any
proposals submitted, and to waive technicalities of the submission, in the best interest of the City.
Submitted bid proposals shall remain in effect for a (90) ninety day period after due date, or until
award is executed.
Submittals shall include on the envelope and the cover sheet with the IFB number and name.
Bids may be withdrawn at any time prior to the official opening. Alterations made before
opening time must be initialed by bidder guaranteeing authenticity. Any attempt to negotiate or
give information on the contents of this bid with the City of Denton or its representatives prior
to award shall be grounds for disqualification. After the official opening, bids become the
property of the City of Denton and may not be amended, altered or withdrawn without the
recommendation of the Purchasing Agent. The approval of the City Council is required for
public works projects.
The City of Denton reserves the right to accept or reject in part or in whole any bids submitted,
unless denied by the bidder, and to waive any technicalities for the best interest of the City.
Any submitted article deviating from the specifications must be identified and have full
descriptive data accompanying same, or it will not be considered. Submitted bids shall remain
in force for a ninety (90) day period after opening or until award is made; whichever comes
first. In case of default after bid acceptance, the City of Denton may at its option hold the
accepted bidder or contractor liable for any and all resultant increased costs as a penalty for
such default. The City of Denton will award the bid to the lowest, most responsible bidder
while complying with all current state and local laws.
The City of Denton is exempt from Federal Excise and State Sales Tax; therefore, tax must not
be included in this bid.
ANNUAL CONTRACT FOR HEAVY
The City of Denton is requesting bids for the
EQUIPMENT RENTAL.
All bids must be submitted on the attached Bid Proposal Form.
Vendors may bid on any or all items.
All bids shall specify terms and conditions of payment, which will be considered as part of, but
not control, the award of bid. City review, inspection, and processing procedures ordinarily
require thirty (30) days after receipt of invoice, materials, or service. Bids which call for
payment before thirty (30) days from receipt of invoice, or cash discounts given on such
payment, will be considered only if, in the opinion of the Purchasing Agent, the review,
inspection, and processing procedures can be completed as specified.
PAGE 5 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
Bids will be considered irregular if they show any omissions, alteration of form, additions or
conditions not called for, or irregularities of any kind. However, the City of Denton reserves the
right to waive any irregularities.
The City of Denton reserves the right to accept or reject in part or in whole any bids submitted,
and to waive any technicalities for the best interest of the City. Bids may be rejected, among
other reasons, for any of the following specific reasons:
1. Bids containing any irregularities.
2. Unbalanced value of any items.
3. Bid price cannot be determined based upon information provided, i.e. missing
freight charges, or other fees.
Bidders may be disqualified and their bids not considered for any of the following reasons:
1. Collusion exists among the Bidders.
2. Reasonable grounds for believing that any Bidder is interested in more than one
Bid for the work contemplated.
3. The Bidder being interested in any litigation against the City.
4. The Bidder being in arrears on any existing contract or having defaulted on a
previous contract
5. Lack of competency as revealed by a financial statement, experience and
equipment, questionnaires, etc.
6. Uncompleted work, which in the judgment of the City, will prevent or hinder the
prompt completion of additional work, if awarded.
7. Any other unresolved issues with the City.
Due care and diligence has been used in preparation of this information, and it is believed to
be substantially correct. However, the responsibility for determining the full extent of the
exposure and the verification of all information presented herein shall rest solely with the
bidder. The City of Denton and its representatives will not be responsible for any errors or
omissions in these specifications, nor for the failure on the part of the bidder to determine the
full extent of their exposure.
The successful bidder may not assign their rights and duties under an award without the
written consent of the Purchasing Agent. Such consent shall not relieve the assignor of liability
in the event of default by the assignee.
Prices
shall include all charges for freight, F.O.B. Destination to specified delivery location with
the city limits of Denton.
Hours of operation, which are available for deliveries, are between 7:00 a.m. and 4:00 p.m.,
Monday through Friday, excluding holidays, unless otherwise noted.
Delivery date is important to the City and may be required to be a part of each bid. The City of
Denton considers delivery time to be that period elapsing from the time the individual order is
placed until that order is received by the City at the specified delivery location. The delivery
date indicates a guaranteed delivery to the City of Denton, Texas. Failure of the bidder to
PAGE 6 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
meet guaranteed delivery dates or service performance could affect future City orders.
The City reserves the right to demand bond or penalty to guarantee delivery by the date
indicated. If order is given and the Bidder fails to furnish the materials by the guaranteed date,
the City reserves the right to cancel the order without liability on its part.
Bid Evaluation
Evaluation criteria
shall include, but is not limited to the following:
a. Lowest responsible bidder meeting specification
b. Delivery
c. Vendor's past performance record with the City of Denton
d. City of Denton's evaluation of vendor's ability to perform
e. City of Denton's experience with products bid
f. Special needs and requirements of the City of Denton
Award
The City reserves the right to award by line item, section, or by entire proposal;
whichever is most advantageous, unless denied by the bidder.
The award of this contract will be based upon the lowest price, most responsible bidder
meeting specifications as allowed by Chapter 252 of the Texas Local Government
Code.
After the contract has been awarded all proposals are open for public inspection and the
unsuccessful respondent(s) may request a debriefing regarding their submittal. Please
contact the City of Denton Materials Management staff to document the request for a
debriefing. A meeting with the City of Denton Materials Management Staff and the using
Department shall be provided in a timely manner
PAGE 7 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
Preferences
Local Preference Purchasing
Texas Local Government Code, Sec. 271.9051. CONSIDERATION OF LOCATION OF
BIDDER'S PRINCIPAL PLACE OF BUSINESS IN CERTAIN MUNICIPALITIES.
(a) This section applies only to a municipality with a population of less than 250,000 that
is authorized under this title to purchase real property or personal property that is not
affixed to real property.
(b) In purchasing under this title any real property, personal property that is not affixed
to real property, or services, if a municipality receives one or more competitive sealed
bids from a bidder whose principal place of business is in the municipality and whose
bid is within five percent of the lowest bid price received by the municipality from a
bidder who is not a resident of the municipality, the municipality may enter into a
contract for an expenditure of less than $100,000 with:
(1) the lowest bidder; or
the bidder whose principal place of business is in the municipality if the
governing body of the municipality determines, in writing, that the local
bidder offers the municipality the best combination of contract price
and additional economic development opportunities for the municipality
created by the contract award, including the employment of residents
of the municipality and increased tax revenues to the municipality.
(c) This section does not prohibit a municipality from rejecting all bids.
(d) This section does not apply to the purchase of telecommunications services or
information services, as those terms are defined by 47 U.S.C. Section 153.
Environmentally Preferable Purchasing Policy
Texas Local Government Code, Sec. 271.907. VENDORS THAT MEET OR EXCEED
AIR QUALITY STANDARDS.
(a) In this section, "governmental agency" has the meaning assigned by Section
271.003.
(b) This section applies only to a contract to be performed, wholly or partly, in a
nonattainment area or in an affected county, as those terms are defined by Section
386.001, Health and Safety Code.
(c) A governmental agency procuring goods or services may:
(1) give preference to goods or services of a vendor that demonstrates that the
PAGE 8 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
vendor meets or exceeds any state or federal environmental standards, including
voluntary standards, relating to air quality; or
(2) require that a vendor demonstrate that the vendor meets or exceeds any state or
federal environmental standards, including voluntary standards, relating to air
quality.
(d) The preference may be given only if the cost to the governmental agency for the
goods or services would not exceed 105 percent of the cost of the goods or services
provided by a vendor who does not meet the standards. The cost may not exceed
$100,000.
This provision shall comply with City of Denton Resolution R2007-032.
Quantities
indicated on the Bid Proposal Forms are estimates based upon the best available
information. The City reserves the right to increase or decrease the quantities to meet its
actual needs without any adjustments in the bid price. Individual purchase orders will be
issued on an as needed basis.
Product Changes During Contract Term
The supplier shall not change specifications during the contract term without prior approval.
Any deviation in the specifications or change in the product must be approved in advance by
the City of Denton. Notice of a change shall be submitted in writing to
dentonpurchasing@cityofdenton.com, with the IFB number in the subject line, for review.
Products found to have changed specifications without notification, and acceptance, will be
Adding New Products or Services to the Contract after Award
Following the contract award, ADDITIONAL services or products of the same general category
that could have been encompassed in the award of this contract, and that are not already on
the contract, may be added. A formal written request may be sent to successful Contractor(s)
to provide a proposal on the additional services and shall submit proposals to the City of
Denton as instructed. The City of Denton may accept or reject any or all pricing proposals, and
may issue a separate RFP or IFB for the products after rejecting some or all of the proposals.
The commodities and services covered under this provision shall conform to the statement of
work, specifications, and requirements as outlined in the request. Contract changes shall be
made in accordance with Local Government Code 252.048
Authorized Distributor
The respondent shall be the manufacturer or authorized distributor of the proposed products.
The distributor shall be authorized to lease to the City of Denton, and make available the
PAGE 9 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
CONTRACT TERMS AND CONDITIONS
Contract Terms:
It is the intention of the City of Denton to award an annual contract for the rental of heavy
equipment as listed within the price proposal exhibit. The City and the Awarded Contractor shall
have the option to renew this contract for an additional four (4) one-year periods, for potential on-
going support or maintenance of the solution, and potential additional services that may be
necessary. Services undertaken pursuant to this IFB will be required to commence within
fourteen (14) days of delivery of a Notice to Proceed.
The Contract shall commence upon the issuance of a Notice of Award by the City of Denton
and shall automatically expire on October 20, 2012, with options for renewal for four (4)
additional one-year periods. At the sole option of the City of Denton, the Contract may be
further extended as needed, not to exceed a total of six (6) months.
Renewal Options:
The City of Denton reserves the right to exercise an option to renew the contract of the vendor
for additional one (1) year periods, provided such option is agreed upon in writing by both
parties. All terms and conditions must remain the same for each optional additional renewal
ter. If the City exercises the right in writing, the Bidder shall update and submit any legal
documents required during the initial solicitation by no later than thirty (30) calendar days prior
to the commencement of the option period. These documents, if applicable, will be specified in
the Special Conditions and include, but are not limited to, Insurance Certificates and
Performance Bonds and must be in force for the full period of the option. If the updated
documents are not submitted by the Bidder in complete form within the time specified, the City
will rescind its option and seek a new bid solicitation.
Renewal Periods:
st
1 Renewal 10/20/12 10/19/13
nd
2 Renewal 10/20/13 10/19/14
Price Escalation and De-escalation:
The City will implement an escalation/de-escalation price adjustment after the first year. The
escalation will be based upon the U.S Department of Labor, Bureau of Labor Statistics,
Producers Price Index (PPI)* for construction, mining, and forestry machinery and equipment
rental and leasing (WPU443101) (http://www.bls.gov/ppi/home.htm). The price will be
increased or decreased based upon the annual percentage change in PPI. The maximum
escalation will not exceed +/- 5% for any individual year. The escalation will be determined
annually at the renewal date. Should the PPI change exceed a minimum threshold value of +/-
1, then the stated eligible bid prices shall be adjusted in accordance with the PPI change not to
exceed the 5% limit per year.
*
Producer Price Index/PPI is defined by the U.S. Department of La
The Producer Price Index (PPI) is a family of indexes that measuices
received by domestic producers of goods and services. PPIs measu
seller. This contrasts with other measures, such as the Consumer
from the purchaser's perspective. Sellers' and purchasers' prices may differ due to government sub
excise taxes, and distribution costs.
PAGE 10 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
Cooperative Purchasing:
The City of Denton encourages Cooperative Purchasing efforts among the governmental
City of Denton facilitate
this cooperative effort.
Should other Governmental Entities decide to participate in this contract, would you, the
Vendor, agree that all terms, conditions, specifications, and pricing would apply?
_____Yes _____No
If you, the Vendor, checked yes, the following will apply:
City of
Governmental Entities utilizing Inter-Governmental Contracts with the
Denton
will be eligible, but not obligated, to purchase materials/services under
the contract(s) awarded as a result of this solicitation. All purchases by
City of Denton
Governmental Entities other than the will be billed directly to that
City of Denton
Governmental Entity and paid by that Governmental Entity. The
Governmental Entity will order its own material/services as needed.
PAGE 11 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
FOR DISADVANTAGED BUSINESS ENTERPRISES ONLY
Disadvantaged Business Enterprises (DBE)
are encouraged to participate in the City of
Denton's bid process. The Purchasing Department will provide additional clarification of
specifications, assistance with Bid Proposal Forms, and further explanation of bidding
procedures to those DBEs who request it.
Representatives from DBE companies should identify themselves as such and submit a copy
of the Certification.
The City recognizes the certifications of the State of Texas Building and Procurement
Commission HUB Program. All companies seeking information concerning DBE certification
are urged to contact.
State of Texas HUB Program
Texas Building and Procurement Commission
PO Box 13047
Austin, TX 78711-3047
(512) 463-5872
If your company is already certified, attach a copy of your certification to this form and return
with bid.
COMPANY NAME: ______________________________________________________
REPRESENTATIVE: ____________________________________________________
ADDRESS: ____________________________________________________________
CITY, STATE, ZIP: ______________________________________________________
TELEPHONE NO. __________________________ FAX NO . ____________________
Indicate all that apply:
______Minority-Owned Business Enterprise
______Women-Owned Business Enterprise
______Disadvantaged Business Enterprise
PAGE 12 OF IFB # 4820
CITY OF DENTON
BID FOR ANNUAL CONTRACT FOR HEAVY EQUIPMENT RENTAL
VENDOR REFERENCES
other than the City of Denton,
Please list three (3) Government references, who can verify
the quality of service your company provides. The City prefers customers of similar size and
scope of work to this bid.
REFERENCE ONE
GOVERNMENT/COMPANY NAME:
LOCATION:
CONTACT PERSON AND TITLE:
TELEPHONE NUMBER:
SCOPE OF WORK:
CONTRACT PERIOD:
REFERENCE TWO
GOVERNMENT/COMPANY NAME:
LOCATION:
CONTACT PERSON AND TITLE:
TELEPHONE NUMBER:
SCOPE OF WORK:
CONTRACT PERIOD:
REFERENCE THREE
GOVERNMENT/COMPANY NAME:
LOCATION:
CONTACT PERSON AND TITLE:
TELEPHONE NUMBER:
SCOPE OF WORK:
CONTRACT PERIOD:
PAGE 13 OF IFB # 4820
CITY OF DENTON
BID FOR PURCHASE OF AT-75 REAR EJECTION STEEL TRANSFER TRAILER
CIQ
CONFLICT OF INTEREST QUESTIONNAIRE
FORM
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular
OFFICE USE ONLY
Session
.
Date Received
This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a
person who has a business relationship as defined by Section 176.001(1-a) with a local
governmental entity and the person meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity
not later than the 7th business day after the date the person becomes aware of facts that require the
statement to be filed. See Section 176.006, Local Government Code.
A person commits an offense if the person knowingly violates Section 176.006, Local Government
Code. An offense under this section is a Class C misdemeanor.
Name of person who has a business relationship with local governmental entity.
1
2
Check this box if you are filing an update to a previously filed questionnaire.
th
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7 business
day after the date the originally filed questionnaire becomes incomplete or inaccurate.)
3
Name of local government officer with whom filer has an employment or business relationship.
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business
relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from
the filer of the questionnaire?
Yes No
B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the
local government officer named in this section AND the taxable income is not received from the local governmental entity?
Yes No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer
serves as an officer or director, or holds an ownership of 10 percent or more?
Yes No
D. Describe each affiliation or business relationship.
4
Signature of person doing business with the governmental entity Date
PAGE 14 OF IFB #4820
CITY OF DENTON
BID FOR PURCHASE OF AT-75 REAR EJECTION STEEL TRANSFER TRAILER
GENERAL SPECIFICATIONS
SCOPE
It is the intent of this specification to describe a hydraulically actuated Rear Ejection
Steel Transfer Trailer with the following minimum specifications considered necessary
to perform the work assigned. The body shall be capable of Rear Loading, compacting
and transporting refuse to a landfill and dispensing the load by means of hydraulic
ejection. The body shall not be required to be tilted, lifted, or otherwise displaced from
the chassis in order to eject the load.
The manufacturer shall provide warranties or guarantees as a customary trade practice;
the bidder will furnish the City of Denton with such warranties or guarantees upon
request by the City of Denton.
PROPOSALS
Proposals shall be provided using the bid proposal form (p. 3 - 4). Additional
proposal form.
Pricing shall include all costs to deliver complete hydraulically actuated Rear Ejection
Steel Transfer Trailer as specified in this specification. Any special fees or
commissions, and all freight for delivery to City of Denton Fleet Services and unloading
costs must be included in the quoted price.
MINIMUM SUBMISSION REQUIREMENTS
The following minimum requirements must be demonstrated in order for the submission
considered responsive
to be to the City of Denton. Any proposal received, which is
determined to not meet these mandatory requirements shall be immediately disqualified
and rejected as non-responsive.
Contractor must have a one-year proven history of providing rental service of
fully functional equipment and vehicles, in sound condition.
Contractor must have provided at least one (1) years experience meeting
these specifications, evidenced through the references provided.
Of course, complies with all the State of Texas business requirements
Must be a licensed lessor or lease facilitator of vehicles in the State of Texas
(Texas Occupations Code, Chapter 2301, Section 2301.251)
http://www.statutes.legis.state.tx.us/Docs/OC/htm/OC.2301.htm
Must meet all USDOT requirements, rules, policies regarding the rental of the
listed heavy equipment and accessories, and specifically must meet all State
and Federal laws.
The Proposing company must be registered by the State of Texas or the
County of Denton, to provide any services which may be required and the
company must have all licensure required by the State to provide any
services required.
PAGE 15 OF IFB #4820
CITY OF DENTON
BID FOR PURCHASE OF AT-75 REAR EJECTION STEEL TRANSFER TRAILER
Certificate of Status Issued by the Texas Secretary of State
status, as well as the enti
registration. How do I obtain information about filing with the State of Texas,
or obtaining copies or certificates from the Secretary of State Webpage:
Phone 512-463-5578, or email
http://www.sos.state.tx.us/corp/copies.shtml,
corpcert@sos.state.tx.us.
Certificate of Account Status
Public Accounts
Information about certificates of account status is available from the State of
A Certificate of Account Status is utilized to
determine whether a taxable entity doing business in Texas is in good
standing with its franchise tax reports and payments. A Certificate of Account
Status may be required in order to conduct real estate or financial
transactions in Texas. To check existing account status, utilize this webpage:
https://ourcpa.cpa.state.tx.us/coa/Index.html
DEVIATIONS TO SPECIFICATION
Bidders quoting to this specification will indicate any areas where deviations are
required by their design and will provide sufficient information to permit full evaluation of
their product prior to bid opening. This data will reference the appropriate section
number and be sent in letter format with their bid. Any alternate bid should be approved
by the City of Denton prior to the bid opening date. Alternates may not be considered
less than 10 days prior to opening date. Approved alternates will then be sent back out
in an Addendum, for all vendors to know that the alternate is acceptable. Unless
specifically noted by bidder as indicated above, all quotations shall meet and include all
items as detailed in this specification.
SHIPMENT AND DELIVERY
A delivery schedule after placing an order is required with the bid. The delivery lead-
time for the Rear Ejection Steel Transfer Trailer will be a consideration in evaluating this
bid.
GENERAL REQUIREMENTS
All equipment furnished under this contract shall be new or used, in a fully operational
condition, and the same as the manufacturers current production model. Accessories
not specifically mentioned, but necessary to furnish a complete unit ready for use shall
also be included. The equipment furnished shall conform to all ANSI Safety Standards
A245.1-1984.
PAGE 16 OF IFB #4820
CITY OF DENTON
BID FOR PURCHASE OF AT-75 REAR EJECTION STEEL TRANSFER TRAILER
QUALITY CONTROL
The manufacturer shall be responsible for the quality control of the manufacturing
processes to assure that all requirements of these specifications are met. However, the
purchaser reserves the right to observe, to inspect and to require additional quality
control investigations, either by its personnel or an independently employed quality
control inve
Failure to adequately maintain fabrication and quality of fabrication until completion shall
be grounds for cancellation of the order or any part thereof.
Failure or repairs required due to quality control failures or manufacturing procedures
shall be the responsibility of the manufacturer.
WRITTEN WARRANTY and GUARANTEES
Written guarantees shall include any limitations as to the nature of failure or time
limitations. The guarantee shall begin upon receipt of the accepted units, not on the
date of manufacture. Guarantees shall indicate whether or not it is made on a full
replacement basis or a prorated basis and if prorated then what are the terms. The
manufacturer/supplier guarantees that the Rear Ejection Steel Transfer Trailer furnished
under this specification are of high quality and agrees to replace any Rear Ejection
Steel Transfer Trailer found to be defective during inspection, installation, or service for
a minimum period of 12 months after unit is delivered to Denton. All replacements by
the manufacturer/supplier shall be free of charge F.O.B. at the same delivery point
called for in the original order. Replacements must be handled in a professional and
timely manner and in no case shall a replacement unit take longer than 60 days to
arrive in Denton after first being submitted for replacement.
PAGE 17 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
SPECIFICATIONS FOR HEAVY EQUIPMENT NEEDED FOR RENTAL:
GENERAL
The City of Denton is requesting bids for Rental of Heavy Equipment in accordance with the
following specifications. The intent is to award the bid as an annual contract. The City spends
an estimated $500,000 annually for the rental of equipment, however, this is only an estimate,
and is not a guarantee. The City will issue purchase orders on an as-needed basis. Delivery
shall not be made until notification is received from the Purchasing Department and/or a
purchase order is issued. Indicate manufacturer and part number of item bidding if it is other
than specified.
AWARD
The City intends to award by section, however, the City may award by line item, or by
complete bid, whichever is most advantageous to the City.
Award will be based upon the monthly rate, plus delivery and pick-up. Bids submitted without
delivery and pick-up will not be considered.
DELIVERY
Delivery shall be made F.O.B. City of Denton as specified at time of order. Each rental
agreement must clearly identify the Purchase Order Number.
INSURANCE
The City of Denton, lessee, is a self-insured public entity as allowed by the State of Texas for
established by the Texas Tort Claims Act as listed below:
Property Damage: $100,000
Bodily Injury: $250,000 per person
$500,000 per occurrence
The Risk Retention Fund is funded by the City in accordance with generally accepted accounting
practices through actuarially calculated annual contributions. Information regarding filing a claim
with the City can be obtained from the Risk Management Department at City Hall East, 601 East
Hickory, Ste. H, or by phone at (940) 349-7807.
To the extent permitted by law, and without waiving its governmental immunity, the City of Denton
will agree to indemnify, defend and hold harmless the Lessor for property damage, personal injury,
eased equipment, but
limited to the liability limits established by the Tort Claims Act as set forth above.
The City at its option, may purchase Damage Waiver insurance for individual pieces of equipment.
Bidders should include published pricing, or make pricing available upon request.
PAGE 18 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
It is the intent of these specifications to describe the minimum requirements for Rental
Equipment to be used on various City projects. The units shall be late model and
include all necessary equipment and be ready for use as intended. Brand names have
been used as a reference only to describe approximate size and capacity. All equal
equipment should be bid.
1. Bid pricing shall be for a one-day, one-week or one-month period from
date of delivery, as specified on the Bid Proposal Forms.
The rate shall be prorated for periods less than one week from the date
after the City notifies the vendor to pick up the unit. The City may rent
equipment for periods longer than one month.
2. Quoted prices include all fees. Bids submitted without will not be considered.
3. Bids shall include a total price for delivery FOB Denton and pick-up for
withoutwill
each piece of equipment. Bids submitted pick-up and delivery
not be considered
.
4. The City of Denton will be responsible for relocation inside the City from job
site to job site if necessary.
5. Delivery to include instructions in operations and required daily operator
preventative maintenance.
6. Bid award will be based upon a combined evaluation of price and
availability of equipment that best fulfills the need of the City of Denton.
7. Rental units required may be more than one of each depending upon
the requirements of the City.
8. Required maintenance and/or repairs will be performed by owner of equipment.
9. Limited preventative maintenance will be performed by the City of Denton,
i.e. daily operator preventative maintenance.
10. Equipment delivery should be made within three workdays from time of order.
11. The City reserves the right to rent equipment from another vendor should
the contracted vendor be unable to meet the needs of the City.
12. The City at its option, may purchase Damage Waiver insurance for
individual pieces of equipment. Bidders should include published pricing,
or make pricing available upon request.
13. The City may refill the fuel tank of the equipment with biodiesel fuel.
PAGE 19 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
APPENDIX A
City of Denton
Standard Purchase Terms and Conditions
These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings
and o
Contracts/Purchase Orders issued by the City of Denton hereinafter referred to as the City or
Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations
Supplier. No Terms and Conditions contained in the Sellers Proposal response, Invoice or
Statement shall serve to modify the terms set forth herein. If there is a conflict between the
provisions on the face of the Contract/Purchase Order these written provisions will take
precedence.
By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall
be governed by the following terms and conditions, unless exceptions are duly noted and fully
negotiated. Unless otherwise specified in the Contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36
shall apply only to a Solicitation to purchase Goods, and Sections 9, 10, 11 and 22 shall apply only
rights-of-way.
1. . The Contractor shall fully and timely provide all deliverables
described in the
covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules,
and regulations.
EFFECTIVE DATE/TERM
2. . Unless otherwise specified in the Solicitation, this Contract shall be
effective as of the date the contract is signed by the City, and shall continue in effect until all
obligations are performed in accordance with the Contract.
CONTRACTOR TO PACKAGE DELIVERABLES
3. : The Contractor will package deliverables in
accordance with good commercial practice and shall include a packing list showing the description
of each item, the quantity and unit price unless otherwise provided in the Specifications or
Supplemental Terms and Conditions, each shipping container shall be clearly and permanently
purchase order or purchase release number and the price agreement number if applicable, (c)
Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the
container bearing the packing list. The Contractor shall bear cost of packaging. Deliverables shall
be suitably packed to secure lowest transportation costs and to conform to all the requirements of
common carriers and any applicable specification. The City's count or weight shall be final and
conclusive on shipments not accompanied by packing lists.
SHIPMENT UNDER RESERVATION PROHIBITED
4. : The Contractor is not authorized to ship the
deliverables under reservation and no tender of a bill of lading will operate as a tender of
deliverables.
TITLE & RISK OF LOSS
5. : Title to and risk of loss of the deliverables shall pass to the City only
when the City actually receives and accepts the deliverables.
DELIVERY TERMS AND TRANSPORTATION CHARGES
6. : Deliverables shall be shipped
PAGE 20 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions.
be deemed to include all delivery
and transportation charges. The City shall have the right to designate what method of
transportation shall be used to ship the deliverables. The place of delivery shall be that set forth the
purchase order.
RIGHT OF INSPECTION AND REJECTION
7. : The City expressly reserves all rights under law,
including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery
before accepting them, and to reject defective or non-conforming deliverables. If the City has the
cause to be furnished, without additional charge, all reasonable facilities and assistance to the City
to facilitate such inspection.
NO REPLACEMENT OF DEFECTIVE TENDER
8. : Every tender or delivery of deliverables must
fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non-
complying tender shall constitute a breach and the Contractor shall not have the right to substitute
a conforming tender; provided, where the time for performance has not yet expired, the Contractor
may notify the City of the intention to cure and may then make a conforming tender within the time
allotted in the contract.
PLACE AND CONDITION OF WORK
9. : The City shall provide the Contractor access to the sites
where the Contractor is to perform 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 Contractor acknowledges that it has satisfied itself as to
the nature of the Cit
characteristics of the work sites, the quality and quantity of materials, equipment, labor and
facilities necessary to perform the services, and any other condition or state of fact which could in
hereby releases and holds the City harmless from and against any liability or claim for damages of
any kind or nature if the actual site or service conditions differ from expected conditions.
WORKFORCE
10.
A. The Contractor shall employ only orderly and competent workers, skilled in the performance of
the services which they will perform under the Contract.
B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while
engaged in participating or responding to a solicitation or while in the course and scope of
delivering goods or services under a City of Denton contract or on the City's property .
i. use or possess a firearm, including a concealed handgun that is licensed under state law,
except as required by the terms of the contract; or
ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled
substances, nor may such workers be 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 or disobedient, has knowingly or repeatedly violated safety regulations, has possessed
any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the
Contractor shall immediately remove such worker from Contract services, and may not employ
such worker again on Contract services without the City's prior written consent.
Immigration:
The Contractor represents and warrants that it shall comply with the requirements of
the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification and
PAGE 21 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
retention of verification forms for any individuals hired on or after November 6, 1986, who will
perform any labor or services under the Contract and the Illegal Immigration Reform and Immigrant
COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS
11. : The
applicable federal, state, and local health, safety, and environmental laws, ordinances, rules and
regulations in the performance of the services, including but not limited to those promulgated by
the City and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the
most stringent safety requirement shall govern. The Contractor shall indemnify and hold the City
harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and
Environmental Protection:
The Respondent shall be in compliance with all applicable standards,
orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et
seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S.C. §1251 et seq.).
INVOICES
12. :
A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase
release after each delivery. If partial shipments or deliveries are authorized by the City, a separate
invoice must be sent for each shipment or delivery made.
Proper Invoices must include a unique invoice number, the purchase order or delivery
B.
order
name of the point of contact for the Department
. Invoices shall be itemized and transportation
charges, if any, shall be listed separately. A copy of the bill of lading and the freight waybill, when
applicable, the tax identification number on the invoice must exactly match the information in the
C. Invoices for labor shall include a copy of all time-sheets with trade labor rate and deliverables
order number clearly identified. Invoices shall also include a tabulation of work-hours at the
appropriate rates and grouped by work order number. Time billed for labor shall be limited to hours
actually worked at the work site.
D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all
Subcontract and other authorized expenses at actual cost without markup.
E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced
amount.
The City will furnish a tax exemption certificate upon request.
PAYMENT
13. :
A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within
receipt of the deliverables or of the invoice being received in
Accounts Payable, whichever is later.
If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid
B.
balance at
the lesser of the rate specified in Texas Government Code Section 2251.025 or the
maximum
lawful rate; except, if payment is not timely made for a reason for which the City may
withhold
PAGE 22 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds
for
withholding payment have been resolved.
C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the
partial
shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery.
D. The City may withhold or set off the entire payment or part of any payment otherwise due the
Contractor to such extent as may be necessary on account of:
i. delivery of defective or non-conforming deliverables by the Contractor;
ii. third party claims, which are not covered by the insurance which the Contractor is
required to
provide, are filed or reasonable evidence indicating probable filing of such claims;
iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment;
iv. damage to the property of the City
is not
covered by insurance required to be provided by the Contractor;
time
specified in the Contract, and that the unpaid balance would not be adequate to cover
actual or
liquidated damages for the anticipated delay;
vi. failure of the Contractor to submit proper invoices with purchase order number, with all
required attachments and supporting
documentation; or
vii. failure of the Contractor to comply with any material provision of the Contract
Documents.
E. Notice is hereby given that any awarded firm who is in arrears to the City of Denton for
delinquent taxes, the City may offset indebtedness owed the City through payment withholding.
F. Payment will be made by check unless the parties mutually agree to payment by credit card or
electronic transfer of funds. The Contractor agrees that there shall be no additional charges,
surcharges, or penalties to the City for payments made by credit card or electronic funds transfer.
G. The awarding or continuation of this contract is dependent upon the availability of funding. The
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 or available and any deliverables
delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor
written notice of the failure of the City to make an adequate Appropriation for any fiscal year to pay
the amounts due under the Contract, or the reduction of any Appropriation to an amount
insufficient to permit the City to pay its obligations under the Contract. In the event of none or
inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City.
TRAVEL EXPENSES
14. : All travel, lodging and per diem expenses in connection with the
Contract shall be paid by the Contractor, unless otherwise stated in the contract terms.
FINAL PAYMENT AND CLOSE-OUT
15. :
A. If a DBE/MBE/WBE Program Plan is agreed to and the Contractor has identified Subcontractors,
the Contractor is required to submit a Contract Close-Out MBE/WBE Compliance Report to the
Purchasing Manager no later than the 15th calendar day after completion of all work under the
contract. Final payment, retainage, or both may be withheld if the Contractor is not in compliance
with the requirements as accepted by the City.
PAGE 23 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
B. The making and acceptance of final payment will constitute:
i. a waiver of all claims by the City against the Contractor, except claims (1) which have
been previously asserted in writing and not yet settled, (2) arising from defective work appearing
after final inspection, (3) arising from failure of the Contractor to comply with the Contract or the
under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising
than those previously asserted in writing and not yet settled.
SPECIAL TOOLS & TEST EQUIPMENT
16. : If the price stated on the Offer includes the cost of
any special tooling or special test equipment fabricated or required by the Contractor for the
purpose of filling this order, such special tooling equipment and any process sheets related thereto
shall become the property of the City and shall be identified by the Contractor as such.
RIGHT TO AUDIT
17. :
A. The Contractor agrees that the representatives of the Office of the City Auditor or other
authorized representatives of the City shall have access to, 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) years after final payment on this
Contract or until all audit and litigation matters that the City has brought to the attention of the
Contractor are resolved, whichever is longer. The Contractor agrees to refund to the City any
overpayments disclosed by any such audit.
B. The Contractor shall include section a. above in all subcontractor agreements entered into in
connection with this Contract.
SUBCONTRACTORS
18. :
A. If the Contractor identified Subcontractors in a DBE/MBE/WBE agreed to Plan, the Contractor
shall comply with all requirements approved by the City. The Contractor shall not initially employ
any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in
writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or
remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan
has been approved, the Contractor is additionally required to submit a monthly Subcontract
Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar
day of each month.
B. Work 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 deliverables to be provided by the Subcontractor be provided in strict
accordance with the provisions, specifications and terms of the Contract;
ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without
the prior written consent of the City and the Contractor. The City may require, as a condition to
such further subcontracting, that the Subcontractor post a payment bond in form, substance and
amount acceptable to the City;
iii. require Subcontractors to submit all invoices and applications for payments, including
any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to
enable the Contractor to include same with its invoice or application for payment to the City in
accordance with the terms of the Contract;
iv. require that all Subcontractors obtain and maintain, throughout the term of their contract,
PAGE 24 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
insurance in the type and amounts specified for the Contractor, with the City being a named
insured as its interest shall appear; and
v. require that the Subcontractor indemnify and hold the City harmless to the same extent
as the Contractor is required to indemnify the City.
C. The Contractor shall be fully responsible to the City for all acts and omissions of the
Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions.
Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual
relationship between the City and any such Subcontractor, nor shall it create any obligation on the
part of the City to 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 appropriate share of payments made to the
Contractor not later than ten (10) calendar days after receipt of payment from the City.
WARRANTY-PRICE
19. :
A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's
current prices on orders by others for like deliverables under similar terms of purchase.
B. The Contractor certifies that the prices in the Offer have been arrived at independently without
consultation, communication, or agreement for the purpose of restricting competition, as to any
matter relating to such fees with any other firm or with any competitor.
C. In addition to any other remedy available, the City may deduct from any amounts owed to the
Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current
prices on orders by others for like deliverables under similar terms of purchase.
WARRANTY TITLE
20. : The Contractor warrants that it has good and indefeasible title to all
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 all adverse title claims to the deliverables.
WARRANTY DELIVERABLES
21. : The Contractor warrants and represents that all deliverables
sold the City under the Contract shall be free from defects in design, workmanship or manufacture,
and conform in all material respects to the specifications, drawings, and descriptions in the
Solicitation, to any samples furnished by the Contractor, to the terms, covenants and conditions of
the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry
codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall be new or
recycled merchandise, and not used or reconditioned.
A. Recycled deliverables shall be clearly identified as such.
B. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied
by law; and any attempt to do so shall be without force or effect.
C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from
the date of acceptance of the deliverables or from the date of acceptance of any replacement
deliverables. If during the warranty period, one or more of the above warranties are breached, the
Contractor shall promptly upon receipt of demand either repair the non-conforming deliverables, or
replace the non-
at no additional cost 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 Contractor. The City
shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30)
calendar days of discovery of the breach of warranty, but failure to give timely notice shall not
D. If the Contractor is unable or unwilling to repair or replace defective or non-conforming
deliverables as required by the City, then in addition to any other available remedy, the City may
PAGE 25 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
reduce the quantity of deliverables it may be required to purchase under the Contract from the
Contractor, and purchase conforming deliverables from other sources. In 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 another source.
E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate
Contractor shall assist and cooperate with the City to the fullest extent to enforce such
the benefit of the City.
WARRANTY SERVICES
22. : The Contractor warrants and represents that all services to be
provided the City under the Contract will be fully and timely performed in a good and workmanlike
manner in accordance with generally accepted industry standards and practices, the terms,
conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or
regulations.
A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty implied
by law, and any attempt to do so shall be without force or effect.
B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from
the Acceptance Date. If during the warranty period, one or 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 additional cost to the City. All costs incidental to such
additional performance shall be borne by the Contractor. The City shall endeavor to give the
Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of
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 remedy, the City may
reduce the amount of services it may be required to purchase under the Contract from the
Contractor, and purchase conforming services from other sources. In such event, the Contractor
shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such
services from another source.
ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES
23. : If, instead of
requiring immediate correction or removal and replacement of defective or non-conforming
deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims,
costs,
defective or non-conforming deliverables. If any such acceptance occurs prior to final payment, the
City may deduct such amounts as are necessary to compensate the City for the diminished value
of the defective or non-conforming deliverables. If the acceptance occurs after final payment, such
amount will be refunded to the City by the Contractor.
RIGHT TO ASSURANCE
24. : Whenever one party to the Contract in good faith has reason to
assurance of the intent to perform. In the event that no assurance is given within the time specified
after demand is made, the demanding party may treat this failure as an anticipatory repudiation of
the Contract.
STOP WORK NOTICE
25. : The City may issue an immediate Stop Work Notice in the event the
Contractor is observed performing in a manner that is in violation of Federal, State, or local
guidelines, or in a manner that is determined by the City to be unsafe to either life or property.
PAGE 26 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
Upon notification, the Contractor will cease all work until notified by the City that the violation or
unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the
City as a result of the issuance of such Stop Work Notice.
DEFAULT
26. : The Contractor shall be in default under the Contract if the Contractor (a) fails to
fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to
provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks
relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in
fer, or in any report or deliverable required to be submitted by the Contractor to the
City.
TERMINATION FOR CAUSE:
27. In the event of a default by the Contractor, the City shall have
the right to terminate the Contract for cause, by written notice effective ten (10) calendar days,
unless otherwise specified, after the date of such notice, unless the Contractor, within such ten
reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy
available under law or in equity, the City shall be entitled to recover all actual damages, costs,
without
-
judgment interest at the maximum lawful rate. Additionally, in the event of a default by the
vendor list for three (3) years and
any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and
remedies under the Contract are cumulative and are not exclusive of any other right or remedy
provided by law.
TERMINATION WITHOUT CAUSE
28. : The City shall have the right to terminate the Contract, in
receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to
the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay
the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes,
for all goods delivered and services performed and obligations incurred prior to the date of
termination in accordance with the terms hereof.
FRAUD
29. : Fraudulent statements by the Contractor on any Offer or in any report or deliverable
required to be submitted by the Contractor to the City shall be grounds for the termination of the
Contract for cause by the City and may result in legal action.
DELAYS
30. :
A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if
the City deems it is in its best interest. If such delay causes an increase in the cost of the work
under the Contract, the City and the Contractor shall negotiate an equitable adjustment for 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 within thirty (30) calendar days from the date of
receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the
Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall
excuse the Contractor from delaying the delivery as notified.
B. Neither party shall be liable for any default or delay in the performance of its obligations under
this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots,
civil commotion, labor 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
PAGE 27 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
any of the foregoing causes, then the time for completion of the services will be extended;
provided, however, in such an event, a conference will be held within three (3) business days to
establish a mutually agreeable period of time reasonably necessary to overcome the effect of such
failure to perform.
INDEMNITY
31. :
A. Definitions:
i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action,
judgments and liability of every character, type or description, including all reasonable costs
and expenses of litigation, mediation or other alternate dispute resolution mechanism,
including attorney and other professional fees for: (1) damage to or loss of the property of
any person (including, but not limited to the City, the Contractor, their respective agents,
officers, employees and subcontractors; the officers, agents, and employees of such
subcontractors; and third parties); and/or (2) death, bodily injury, illness, disease, worker's
compensation, loss of services, or loss of income or wages to any person (including but not
subcontractors, and third parties), ii. "Fault" shall include the sale of defective or non-
conforming deliverables, negligence, willful misconduct or a breach of any legally imposed
strict liability standard.
THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND
B.
HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED
OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY
ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE
CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS,
IN THE THE CONTRACT.
NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE
CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION)
AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM.
INSURANCE
32. : The following insurance requirements are applicable, in addition to the specific
Attachment A.
insurance requirements detailed in 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 minimum carry insurance in the types and amounts indicated
and agreed to, as submitted to the City and approved by the City within the procurement
process, for the duration of the Contract, including extension options and hold over periods,
and during any warranty period.
ii. The Contractor shall provide Certificates of Insurance wi
endorsements required to the City as verification of coverage prior to contract execution
and within fourteen (14) calendar days after written request from the City. Failure to provide
the required Certificate of Insurance may subject the Offer to disqualification from
consideration for award. The Contractor must also forward a Certificate of Insurance to the
City whenever a previously identified policy period has expired, or an extension option or
hold over period is exercised, as verification of continuing coverage.
iii. The Contractor shall not commence work until the required insurance is obtained and
until such insurance has been reviewed by the City. Approval of insurance by the City shall
not relieve or decrease the liability of the Contractor hereunder and shall not be construed
to be a limitation of liability on the part of the Contractor.
PAGE 28 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
iv. The Contractor must submit certificates of insurance to the City for all subcontractors
prior to the subcontractors commencing work on the project.
companies licensed to do business in the State of Texas at the time the policies are issued
and shall be written by companies with A.M. Best ratings of B+VII or better. The City will
Insurance Fund.
vi. All endorsements naming the City as additional insured, waivers, and notices of
cancellation endorsements as well as the Certificate of Insurance shall contain the
solicitation number and the following information:
City of Denton
Materials Management Department
901B Texas Street
Denton, Texas 76209
ional
insured shown on any policy. It is intended that policies required in the Contract, covering
both the City and the Contractor, shall be considered primary coverage as applicable.
viii. If insurance policies are not written for amounts agreed to with the City, the Contractor
shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified.
If Excess Liability Insurance is provided, it shall follow the form of the primary coverage.
ix. The City shall be entitled, upon request, at an agreed upon location, and without
expense, to review certified copies of policies and endorsements thereto and may make
any reasonable requests for deletion or revision or modification of particular policy terms,
conditions, limitations, or exclusions except where policy provisions are established by law
or regulations binding upon either of the parties hereto or the underwriter on any such
policies.
x. The City reserves the right to review the insurance requirements set forth during the
effective period of the Contract and to make reasonable adjustments to insurance
coverage, limits, and exclusions when deemed necessary and prudent by the City based
upon changes in statutory law, court decisions, the claims history of the industry or financial
condition of the insurance company as well 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 as required in the Contract.
xii. The Contractor shall be responsible for premiums, deductibles and self-insured
retentions, if any, stated in policies. All deductibles or self-insured retentions shall be
disclosed on the Certificate of Insurance.
xiii. The Contractor shall endeavor to provide the City thirty (30) calenda
notice of erosion of the aggregate limits below occurrence limits for all applicable
required minimums and are not intended to limit the responsibility or liability of the
Contractor.
B. Specific Coverage Requirements: Specific insurance requirements are contained in the
solicitation instrument.
CLAIMS
33. : If any claim, demand, suit, or other action is asserted against the Contractor which
arises under or concerns the Contract, or which could have a material adverse affect on the
PAGE 29 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City shall
state the date of notification of any such claim, demand, suit, or other action; the names and
addresses of the claimant(s); the basis thereof; and the name of each person against whom such
claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to
the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City Hall,
215 East McKinney Street, Denton, Texas 76201.
NOTICES
34. : Unless otherwise specified, all notices, requests, or other communications required
or appropriate to be given under the Contract shall be in writing and shall be deemed delivered
three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered
Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered
upon receipt by the addressee. Routine communications may be made by first class mail, telefax,
or other commercially accepted means. Notices to the Contractor shall be sent to the address
writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas
76209 and marked to the attention of the Purchasing Manager.
RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL
35. : All material submitted by
the Contractor to the City shall become property of the City upon receipt. Any portions of 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 Information Act,
Chapter 552, and Texas Government Code.
NO WARRANTY BY CITY AGAINST INFRINGEMENTS
36. : The Contractor represents and
warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the
deliverables and (ii) the deliverables supplied by the Contractor in accordance with the
specifications in the Contract will not infringe, directly or contributorily, any patent, trademark,
copyright, trade secret, or any other intellectual property right of any kind of any third party; 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, indemnify, and hold the City harmless from and
against all liability, damages, and costs (including court costs and reasonable fees of attorneys and
its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the
the event of any such claim, the City shall have the right to monitor such claim or at its option
engage its own separate counsel to act as co-
tions under this paragraph and the City makes no warranty that
the production, development, or delivery of such deliverables will not impact such warranties of
Contractor.
CONFIDENTIALITY
37. : In order to provide the deliverables to the City, Contractor may require
employee information, trade secrets, confidential know-how, confidential business information, and
other information which the City or its lice
valuable property of the City and/or its licensors and any unauthorized use, disclosure,
dissemination, or other release of the Confidential Information will substantially injure the City
PAGE 30 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
and/or its licensors. The Contractor (including its employees, subcontractors, agents, or
representatives) agrees that it will maintain the Confidential Information in strict confidence and
shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential
Information without the prior written consent of the City or in a manner not expressly permitted
under this Agreement, unless the Confidential Information is required to be disclosed by law or an
order of any court or other governmental authority with proper jurisdiction, provided the Contractor
promptly notifies the City before disclosing such information so as to permit the City reasonable
time to seek an appropriate protective order. The Contractor agrees to use protective measures no
less stringent than the Contractor uses within its own business to protect its own most valuable
information, which protective measures shall under all circumstances be at least reasonable
measures to ensure the continued confidentiality of the Confidential Information.
OWNERSHIP AND USE OF DELIVERABLES
38. : The City shall own all rights, titles, and
interests throughout the world in and to the deliverables.
A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor
agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the
Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire
right, title, and interest to specific inventions under such patentable subject matter to the City and
to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute,
acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by
the City, to the City upon request by the City.
B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor
agrees that upon their creation, such deliverables shall be considered as work made-for-hire by the
Contractor for the City and the City shall own all copyrights in and to such deliverables, provided
such de
by operation of law, such deliverables not be considered works made-for-hire, the Contractor
hereby assigns to the City (and agrees to cause each of its employees providing services to the
City hereunder to execute, acknowledge, and deliver an assignment to the City of) all 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 work-made-for-
hire agreement, in a form to be reasonably approved by the City, to the City upon delivery of such
deliverables to the City or at such other time as the City may request.
C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its
employees to, execute, acknowledge, and deliver all applications, specifications, oaths,
assignments, and all other instruments which the City might reasonably deem necessary in order
to apply for and obtain copyright protection, mask work registration, trademark registration and/or
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 and exclusive right, title, and
deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as
those described in this Paragraph 38 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 work registration or patent protection for any of the deliverables, but should desire
to keep the same secret, the Contractor agrees to treat the same as Confidential Information under
the terms of Paragraph 37 above.
PUBLICATIONS
39. : All published material and written reports submitted under the Contract must
be originally developed material unless otherwise specifically provided in the Contract. When
PAGE 31 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
material not originally developed is included in a report in any form, the source shall be identified.
ADVERTISING
40.
the fact that the City has entered into the Contract, except to the extent required by law.
NO CONTINGENT FEES
41. : The Contractor warrants that no person or selling agency has been
employed or retained to solicit or secure the Contract upon any agreement or understanding for
commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide
established commercial or selling agencies maintained by the Contractor for the purpose of
securing business. For breach or 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 from any
amounts owed to the Contractor, or otherwise recover, the full amount of such commission,
percentage, brokerage or contingent fee.
GRATUITIES
42. : The City may, by written notice to the Contractor, cancel the Contract without
liability if it is determined by the City that gratuities were offered or given by the Contractor or any
agent or representative of the Contractor to any officer or employee of the City of Denton with a
view toward securing the Contract or securing favorable treatment with respect to the awarding or
amending or the making of any determinations with respect to the performing of such contract. In
the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled,
in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred
by the Contractor in providing such gratuities.
PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
43. : No officer, employee,
independent consultant, or elected official of the City who is involved in the development,
evaluation, or decision-making process of the performance of any solicitation shall have a financial
interest, direct or indirect, in the Contract resulting from that solicitation. Any willful violation of this
section shall constitute impropriety in office, and any officer or employee guilty thereof shall be
subject to disciplinary action up to and including dismissal. Any violation of this provision, with the
knowledge, expressed or implied, of the Contractor shall render the Contract voidable by the City.
Attachment
B
).
INDEPENDENT CONTRACTOR
44. : The Contract shall not be construed as creating an
employer/employee rel
be those of an independent contractor. The Contractor agrees and understands that the Contract
does not grant any rights or privileges established for employees of the City of Denton, Texas for
compensation, or any other City employee benefit. The City shall not have supervision and control of
the Contractor or any employee of the Contractor, and it is expressly understood that Contractor shall
perform the services hereunder according to the attached specifications at the general direction of the
City Manager of the City of Denton, Texas, or his designee under this agreement.
ASSIGNMENT-DELEGATION
45. : The Contract shall be binding upon and ensure to the benefit of
the City and the Contractor and their respective successors and assigns, provided however, that
no right or interest in the Contract shall be assigned and no obligation shall be delegated by the
Contractor without the prior written consent of the City. Any attempted assignment or delegation by
the Contractor shall be void unless made in conformity with this paragraph. The Contract is not
intended to confer rights or benefits on any person, firm or entity not a party hereto; it being the
intention of the parties that there are no third party beneficiaries to the Contract.
PAGE 32 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
WAIVER
46. : No claim or right arising out of a breach of the Contract can be discharged in whole
or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is
supported by consideration and is in writing signed by the aggrieved party. No waiver by either the
Contractor or the City of any one or more events of default by the other party shall operate as, or
be construed to be, a permanent waiver of any rights or obligations under the Contract, or an
express or implied acceptance of any other existing or future default or defaults, whether of a
similar or different character.
MODIFICATIONS
47. : The Contract can be modified or amended only by a writing signed by both
parties. No pre-printed or similar terms on any the Contractor invoice, order or other document
shall have any force or effect to change the terms, covenants, and conditions of the Contract.
INTERPRETATION
48. : The Contract is intended by the parties as a final, complete and exclusive
statement of the terms of their agreement. No course of prior dealing between the parties or course
of performance or usage of the trade shall be relevant to supplement or explain any term used in
the Contract. Although the Contract may have been substantially drafted by one party, it is the
intent of the parties that all provisions be construed in a manner to be fair to both parties, reading
no provisions more strictly against one party or the other. Whenever a term defined by the Uniform
Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition
shall control, unless otherwise defined in the Contract.
DISPUTE RESOLUTION
49. :
A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to
negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing
of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may
make a written request for a meeting between representatives of each party within fourteen (14)
calendar days after receipt of the request or such later period as agreed by the parties. Each party
shall include, at a minimum, one (1) senior level individual with decision-making authority regarding
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 (30) calendar days after such meeting, the
parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to
mediation as described below. Negotiation may be waived by a written agreement signed by both
parties, in which event the parties may proceed directly to mediation as described below.
B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation
process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation
skills to assist with resolution of the dispute. Should they choose this option; the City and the
Contractor agree to act in good faith in the selection of the mediator and to give consideration to
qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties
from relying on the skills of a person 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 (30) calendar
days of initiation of the mediation process, the mediator shall be selected by the Denton County
Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in
good faith for up to thirty (30) calendar days from the date of the first mediation session. The City
participation such as fees for any consultants or attorneys they may utilize to represent them or
otherwise assist them in the mediation.
JURISDICTION AND VENUE
50. : The Contract is made under and shall be governed by the laws
of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in
PAGE 33 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to
and apply the substantive law of another state or jurisdiction. All issues arising from this Contract
shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the
exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or
interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from
any competent authority as contemplated herein.
INVALIDITY
51. : The invalidity, illegality, or unenforceability of any provision of the Contract shall
in no way affect the validity or enforceability of any other portion or provision of the Contract. Any
void provision shall be deemed severed from the Contract and the balance of the Contract shall be
construed and enforced as if the Contract did not contain the particular portion or provision held to
be void. The parties further agree to reform the Contract to replace any stricken provision with a
valid provision that comes as close as possible to the intent of the stricken provision. The
provisions of this section shall not prevent this entire Contract from being void should a provision
which is the essence of the Contract be determined to be void.
HOLIDAYS:
52. The following holidays are observed by the City:
MLK Day
Memorial Day
4th of July
Labor Day
Thanksgiving Day
Day After Thanksgiving
Christmas Eve (observed)
Christmas Day (observed)
ay (observed)
If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday
falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be
between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any
must be
scheduled deliveries or work performance not within the normal hours of operation
approved
by the City Manager of Denton, Texas or his authorized designee.
SURVIVABILITY OF OBLIGATIONS:
53. All provisions of the Contract that impose continuing
obligations on the parties, including but not limited to the warranty, indemnity, and confidentiality
obligations of the parties, shall survive the expiration or termination of the Contract.
NON-SUSPENSION OR DEBARMENT CERTIFICATION:
54.
The City of Denton is prohibited from contracting with or making prime or sub-awards to parties
that are suspended or debarred or whose principals are suspended or debarred from Federal,
State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that
its firm and its principals are not currently suspended or debarred from doing business with the
Federal Government, as indicated by the General Services Administration List of Parties Excluded
from Federal Procurement and Non-Procurement Programs, the State of Texas, or the City of
Denton.
EQUAL OPPORTUNITY
55.
Equal Employment Opportunity:
A.
PAGE 34 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability,
creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to
discrimination under any activities resulting from this RFQ.
Americans with Disabilities Act (ADA) Compliance:
B.
engage in any discriminatory employment practice against individuals with disabilities as defined
in the ADA.
BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded requirements)
56.
The following federally funded requirements are applicable, in addition to the specific federally
Attachment C.
funded requirements detailed in
A. Definitions. As used in this paragraph
i. "Component" means an article, material, or supply incorporated directly into an end product.
ii. "Cost of components" means -
(1) For components purchased by the Contractor, the acquisition cost, including transportation
costs to the place of incorporation into the end product (whether or not such costs are paid to a
domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or
(2) For components manufactured by the Contractor, all costs associated with the manufacture of
the component, including transportation costs as described in paragraph (1) of this definition, plus
allocable overhead costs, but excluding profit. Cost of components does not include any costs
associated with the manufacture of the end product.
iii. "Domestic end product" means-
(1) An unmanufactured end product mined or produced in the United States; or
(2) An end product manufactured in the United States, if the cost of its components mined,
produced, or manufactured in the United States exceeds 50 percent of the cost of all its
components. Components of foreign origin of the same class or kind as those that the agency
determines are not mined, produced, or manufactured in sufficient and reasonably available
commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected,
and prepared for processing in the United States is considered domestic.
iv. "End product" means those articles, materials, and supplies to be acquired under the contract
for public use.
v. "Foreign end product" means an end product other than a domestic end product.
vi. "United States" means the 50 States, the District of Columbia, and outlying areas.
B. The Buy American Act (41 U.S.C. 10a - 10d) provides a preference for domestic end products
for supplies acquired for use in the United States.
C. The City does not maintain a list of foreign articles that will be treated as domestic for this
Contract;
but will consider for approval foreign articles as domestic for this product if the articles are on a list
approved by another Governmental 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 INFORMATION:
57.The City of Denton 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.
LICENSE FEES OR TAXES:
58.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
PAGE 35 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
respondent.
PREVAILING WAGE RATES:
59. All respondents will be required to comply with Provision 5159a
prevailing wage rates and prohibiting discrimination in the employment practices.
http://www.access.gpo.gov/davisbacon/tx.html
COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS:
60.The contractor or supplier
shall comply with all State, Federal, and Local laws and requirements. The Respondent must comply with all
applicable laws at all times, including, without limitation, the following: (i) §36.02 of the Texas Penal Code,
which prohibits bribery; (ii) §36.09 of the Texas Penal Code, which prohibits the offering or conferring of
benefits to public servants. The Respondent shall give all notices and comply with all laws and regulations
applicable to furnishing and performance of the Contract.
FEDERAL, STATE, AND LOCAL REQUIREMENTS:
61.Respondent shall demonstrate on-site
compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue
Act of of 1978, dealing with issuance of Form W-2's to common law employees. Respondent is responsible
for both federal and State unemployment insurance coverage and standard Worker's 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 to Respondent or its employees for any Unemployment
or Workers' Compensation coverage, or federal or State withholding requirements. Contractor shall
indemnify the City of Denton and shall pay all costs, penalties, or losses resulting from Respondent's
omission or breach of this Section.
DRUG FREE WORKPLACE:
62.The contractor shall comply with the applicable provisions of the Drug-
Free Work Place Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701 ET SEQ.) and
maintain a drug-free work environment; and the final rule, government-wide requirements for drug-free work
place (grants), issued by the Office of Management and Budget and the Department of Defense (32 CFR Part
280, Subpart F) to implement the provisions of the Drug-Free Work Place Act of 1988 is incorporated by
reference and the contractor shall comply with the relevant provisions thereof, including any amenCitynts to
the final rule that may hereafter be issued.
RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY:
63.The Respondent
shall be liable for all damages to government-owned, leased, or occupied property and equipment
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 notify the City of Denton Procurement Manager in writing of any such damage
within one (1) calendar day.
FORCE MAJEURE:
64.The City of Denton, any Customer, and the Respondent shall not be
responsible for performance under the Contract should it be prevented from performance by an act
of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault
or negligence of the City of Denton. In the event of an occurrence under this Section, the
Respondent will be excused from any further performance or observance of the requirements so
affected for as long as such circumstances prevail and the Respondent continues to use
commercially reasonable efforts to recommence performance or observance whenever and to
whatever extent possible without delay. The Respondent shall immediately notify the City of
Denton Procurement Manager by telephone (to be confirmed in writing within 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.
PAGE 36 OF IFB #4820
CITY OF DENTON
ANNUAL CONTRACT FOR RENTAL OF HEAVY EQUIPMENT
NON-WAIVER OF RIGHTS:
65.Failure of a Party to require performance by another Party under
the Contract will not affect the right of such Party to require performance in the future. No delay,
Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or
remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a
waiver of any continuing or succeeding breach.
NO WAIVER OF SOVEREIGN IMMUNITY:
66.The Parties expressly agree that no provision of
the Contract is in any way intended to constitute a waiver by the City of Denton of any immunities
from suit or from liability that the City of Denton may have by operation of law.
RECORDS RETENTION:
67.The Respondent shall retain all financial records, supporting
documents, statistical records, and any other records or books relating to the performances called
for in the Contract. The Respondent shall retain all such records for a period of four (4) years after
the expiration of the Contract, or until the City or State Auditor's Office is satisfied that all audit and
litigation matters are resolved, whichever period is longer. The Respondent shall grant access to
all books, records and documents pertinent to the Contract to the City, the State Auditor of Texas,
and any federal governmental entity that has authority to review records due to federal funds being
spent under the Contract.
PAGE 37 OF IFB #4820