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2012-302ORDINANCE NO. 2O 12-302 AN ORDINANCE AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND G2 ELECTRICAL TESTING AND CONSULTING, LLC, A TEXAS LIMITED LIABILITY CORPOR.ATION, FOR HIGHLY TECHNICAL PERSONAL SERVICES RELATED TO THE PROTECTION AND CONTROL OF ELECTRIC INFRASTRUCTURE TO BE RENDERED TO THE CITY OF DENTON, TEXAS (DENTON MUNICIPAL ELECTRIC); AUTHORIZING THE CITY MANAGER TO EXPEND FUNDS THEREFOR IN ACCORDANCE WITH THE CONTR.ACT; AND PROVIDING AN EFFECTNE DATE (FILE 5058—G2 ELECTRICAL TESTING AND CONSULTING, LLC, IN AN AMOUNT NOT-TO-EXCEED $1,035,573). WHEREAS, Texas Local Government Code, Section 252.022(a)(4) provides that "a procurement for personal, professional, or planning services" is exempt from the requirements of competitive bidding; and WHEREAS, G2 Electrical Testing and Consulting, LLC, is a Texas limited liability corporation (hereafter the "Provider") which provides highly technical personal services for the City's electric utility regarding its infrastructure; which services require specialized experience and training; and WHEREAS, the City lacks staff who are qualified to perform the work necessary to accomplish the upcoming work for its electrie utility; and this Provider is being selected as being qualified based upon its demonstrated experience and competence to perform the proposed personal services; and WHEREAS, the fees under the proposed Contract are fair and reasonable, and the Council finds that such personal services are reasonably necessary in order to perform the mission of Denton Municipal Electric; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings stated in the preamble of this ordinance are incorporated herein by reference. SECTION 2. The City Manager is hereby authorized to enter into a"Personal Highly Technical Services Contract for Protection and Control Services by and between the City of Denton, Texas and G2 Electrical Testing and Consulting, LLC," to provide services for the City of Denton, Texas and its wholly-owned electric utility department, Denton Municipal Electric, in the amount of not-to-exceed $1,03 5,573; a copy of which Contract is attached hereto and incorporated by reference herein. SECTION 3. The City Manager is authorized to expend funds as required by the attached Contract. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton, Texas under File No. 5058 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the � day of /���(/C/ , 2012. MARK A. BURROUG , MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPR VED A O LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By� ,�- � THE STATE OF TEXAS )( )� COUNTY OF DENTON )( PERSONAL HIGHLY TECHNICAL SERVICES CONTRACT FOR PROTECTION AND CONTROL SERVICES BY AND BETWEEN THE CITY OF DENTON, TEXAS AND G2 ELECTRICAL TESTING AND CONSULTING, LLC [File No. 5058] THIS CONTRACT is made and entered into this ��� day of 2012 by and between G2 Electrical Testing and Consulting, LLC., a Texas limited liability corporation, whose address is 7113 Holden Drive, Rockwall, Texas 75087, hereinafter referred to as "Contractor;" and the City of Denton, Texas, a Texas municipal corporation and home-rule city, hereinafter referred to as "City;" this Contract shall be effective upon approval by the proper delegated authorities. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the Contractor and City agree as follows: I. SCOPE OF SERVICES Contractor shall provide all labor, supervision, materials and equipment necessary for fiber optic cable installation services for Denton Municipal Electric. These products and services shall be provided in accordance with the Contractor's proposal, being a letter dated August 22, 2012, issued by an officer of Contractor to Charles Sears, Engineer, an employee of the City, a copy of which letter is attached hereto and incorparated herein for all purposes as Exhibit "A". The Contract consists of the following items which are attached hereto and incorporated herewith by reference: (a) Contractor's Proposal (Exhibit "A"); (b) Insurance Requirements (Exhibit "B "); (c) Form CIQ — Conflict of Interest Questionnaire (E�ibit "C"). These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of any inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to this written Contract, then to the Contract documents in the order in which they are listed above. These documents shall be her�after referred to collectively as "Contract Documents." Page 1 of 16 II. TERM OF CONTRACT The term of this Contract shall be for five (5) years from the date of Contract execution, or until such time as the funds provided for in this Contract are fully expended, whichever event shall first occur. This Contract term shall commence upon approval by the Denton City Council, and upon the issuance of a notice to proceed issued by the City. This Contract may be renewed and extended, if agreed upon in writing by the Contractor and City. III. WARRANTY Contractor warrants and covenants to City that all services provided by Contractor, Contractor's subcontractors, and Contractor's agents under the Contract shall be produced and performed in a skillful and workmanlike manner and shall comply with the specifications for said goods and services as set forth in this Contract and the Contractor's proposal attached hereto and incorporated herein as Exhibit "A." N. PAYMENT Payments hereunder shall be made to Contractor following City's acceptance of the work and within thirty (30) days of receiving Contractor's invoice for the products and services delivered. Contractor shall bill the City monthly. The total compensation under this Contract, including any materials, and any out-of-pocket expenses incurred, shall not exceed the sum of $1,035,573. Contractor recognizes that this Contract shall commence upon the effective date herein and shall continue in full force and effect until termination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Denton, which fiscal year ends on September 30th of each year, sha11 be subject to Denton City Council approval. In the event that the Denton City Council does not approve the appropriation of funds for this Contract, the Contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. V. PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC Contractor shall at all times exercise reasonable precautions for the safety of employees and others on or near the work site and shall comply with all applicable provisions of Federal, State, and Municipal safety laws, regulations and ordinances. The safety precautions actually taken and the adequacy thereof shall be the sole responsibility of the Contractor. Contractor shall indemnify City for any and all losses arising out of, or related to a breach of this duty by Contractor pursuant to paragraphs VII. and VIII., as set forth herein. Page 2 of 16 vr. LOSSES FROM NATURAL CAUSES Unless otherwise specified in this Contract, all loss, liability or damage to Contractor arising out of the nature of the work to be done, or from the action of the elements, or from any unforeseen circumstances in the prosecution of the same, or from unusual obstructions or difficulties which may be encountered in the prosecution of the work, shall be sustained and borne by the Contractor at its sole cost and expense. VII. 1NDEMNIFICATION Contractor shall release, defend, indemnify and hold the City, its elected officials, officers and employees harmless from and against all claims, damages, injuries (including death), property damages (including loss of use), losses, demands, suits, judgments and costs, including attorney's fees and expenses, in any way arising out of, related to, or resulting from the services provided by Contractor under this Contract or caused by the negligent act or omission or the intentional act or omission of Contractor, its officers, agents, employees, subcontractors, licensees, invitees or any other third parties for whom Contractor is legally responsible (hereinafter "Claims"). Contractor agrees to defend the City against all such Claims. In the event the City is a named party to a suit arising out of the subject matter of this Contract, the City shall have reasonable input into the selection of defense counsel to be retained by Contractor in fulfilling its obligation hereunder to defend and indemnify City. City reserves the right to provide a portion, or to provide its own defense; however, City is under no obligation to do so. Any such action by City is not to be construed as a waiver of Contractor's obligation to defend City or as a waiver of Contractor's obligation to indemnify City pursuant to this Contract. Contractor shall retain defense counsel within seven (7) business days of City's written notice that City is invoking its right to indemnification under this Contract. If Contractor fails to retain counsel within such time period, City sha11 have the right to retain defense counsel on its own behalf, and Contractor shall be liable for all costs incurred by City. VIII. COMPLIANCE WITH APPLICABLE LAWS Contractor shall at all times observe and comply with all Federal, State and local laws, regulations and ordinances, including a11 amendments and revisions thereto, which in any manner affect Contractor or the Contractor's work, and Contractor shall indemnify and save harn�less the City against any clairn related to or arising from the violation of any such laws, ordinances and regulations whether by Contractor, its employees, officers, agents, subcontractors, or representatives. If Contractor observes that the work is non-compliant, or at variance therewith, Contractor shall promptly notify City in writing. Page 3 of 16 IX. VENUE The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract. The parties agree that this Contract is performable in Denton County, Texas, and that exclusive venue shall lie in Denton County, Texas. X. ASSIGNMENT AND SUBLETTING Contractor agrees to retain control and to give full attention to the fulfillment of this Contract. This Contract shall not be assigned without the advance written consent of City, and that no part or feature of the work will be sublet to anyone objectionable to the City. Contractor further agrees that the subletting of any portion or feature of the work, or materials required in the performance of this Contract, shall not relieve Contractor from its full obligations to City as provided by this Contract. XI. INDEPENDENT CONTR.ACTOR Contractor covenants and agrees that Contractor is an independent contractor and not an officer, agent, servant or employee of City; that Contractor shall have exclusive control of and the exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondent superior shall not apply as between City and Contractor, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. XII. 1NSURANCE AND CERTIFICATES OF INSURANCE Contractor shall procure and maintain for the duration of the Contract insurance coverage as required and as specifically set forth in the Insurance Requirements marked Exhibit "C" attached hereto, and incorporated herein by reference. Contractor shall provide a signed insurance certificate verifying that it has obtained the required insurance coverage prior to the effective date of this Contract. XIII. HINDRANCES AND DELAYS No claims shall be made by Contractor for damages resulting from hindrances or delays from any cause during the progress of any portion of the work embraced in this Contract. Page 4 of 16 XN. AFFIDAVIT OF NO PROHIBITED INTEREST Contractor acknowledges and represents that it is aware of all applicable laws, the City Charter, the City Code of Ordinances, and the City Code of Conduct regarding prohibited interests; and is aware that the existence of a prohibited interest at any time will render this Contract voidable. Contractor has executed the Affidavit of No Prohibited Interest, attached and incorporated herein as Exhibit "D." XV. SEVERABILITY The provisions of this Contract are severable. If any paragraph, section, subdivision, sentence, clause, or phrase of this Contract is for any reason held to be contrary to the law or contrary to any rule or regulation having the force and effect of the law, such law or decisions shall not affect the remaining portions of this Contract. However, upon the occurrence of such event, either party may terminate this Contract by giving the other party thirty (30) days written notice if City and Contractor are unable to agree upon a satisfactory substitute provision. XVI. TERMINATION City may, at its option, with or without cause, and without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract, terminate this Contract, in whole or in part by giving at least thirty (30) days prior written notice thereof to Contractor, with the understanding however, that all services being terminated shall immediately cease upon the date such notice is received by Contractor. XVII. ENTIltE AGREEMENT This Contract and its attachments embody the entire agreement between the parties and may only be modified in writing if approved and executed by both parties. XVIII. CONTRACT 1NTERPRETATION Although this Contract is drafted by City, should any part of it be in dispute, the parties agree that the Contract shall not be construed more favorably for either party. XIX. SUCCESSORS AND ASSIGNS This Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. Page 5 of 16 �. HEADINGS The headings of this Contract are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. XXI. RIGHT TO AUDIT The City shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The Contractor shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and for four (4) years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until a11 audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within ten (10) business days of written request. Further, the Contractor shall also require a11 Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this Contract, and to a11ow the City similar access to those documents. A11 books and records will be made available to the City within a fifty (50) -mile radius of the City. The cost of the audit wi11 be borne by the City unless the audit reveals an overpayment by the City of 2% or more. If an overpayment of 2% or more occurs, then the reasonable cost of the audit, including any travel costs, must be borne by the Contractor, which sum must be payable within ten (10) business days of receipt of an invoice. Contractor's failure to comply with the provisions of this section shall be a material breach of this Contract and sha11 constitute, in the City's sole discretion, grounds for ternunation thereo£ Each of the terms "books ""records ""documents" and "other evidence " as used above > > , � shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. IN WITNESS WHEREOF, the City and Contractor have executed this Contract on the date and year stated hereinabove. "CITY" THE CITY OF DENTON, TEXAS A Texas Municipal Corporation By: GEORGE C. CAMPBELL CITY MANAGER Page 6 of 16 ATTEST: JENNIFER WALTERS, CITY SECRETARY By: �.� APP VED AS O LEGAL FORM: ANITA BURGESS, CITY ATTORNEY $ ' 1 'L�.� 1V Y• "CONTRACTOR" G2 ELECTRICAL TESTING AND CONSULTING, LLC A Limited Liability Corporation By: ���( %�1��'�, ATTEST: ,S;�YP�,, ��• �,: ELIZABETH BELL ' "` MY COMMISSION EXPIRES :��T�: tem6 •.,.:•.. �; Se er 21. 6 '�•;,a;; ; •• P 201 By: �����. �� Page 7 of 16 EXHIBIT "A" CONTRACTPROPOSAL G2 ELECTRICAL TESTING AND CONSULTING, LLC August 22, 2012 Page8of16 G2 Electrical Testing & Consulting LLC 7113 Holden Dr. Rockwall, TX. 75087 � Tel: 972-207=6503 Fax: 972-722-7713 greg.gideon@g2et.com http:l/www.g2et.com August 22, 2012 Mr. Charles Sears Denton Municipal Electric 1659 Spencer Rd. Denton, TX 76205 RE: Proposal to provide Protection and Control services Dear Mr. Sears: Thank you for the opportunity to submit a proposal for a renewable annual agreement to provide protection and control services to DME. G2ETC proposes to provide these services on an ho.ur.l.y basis to include new substation commissioning, substation re- commissioning, operational-commissioning review, assistance with NERC compliance, troubleshooting, and emergency services. Per your request, I have provided an estimated maximum cost for one year with cost adjusted annually at renewal. Please contact me should you have questions. Regards, Greg Gideon ,�.�,,� !�.t�.c��v Page 1 of 11 G2 Electrical Testing & Consulting LLC Cor�tents MAXIMUM ESTIMATED COST SUMMARY ............................................................................................................ 3 RATESCHEDULE .........................................................................................................................................................e 4 NEW SUBSTATION COMMISSIONING .................................................................................................................... 5 SUBSTATION TiE=CO1VIMISSI`ONIIYG ...:....:...:�.......................................................................................................... 6 OPERATIONAL-DRAWING REVIEW ..................................:.................................................................................... 7 NERCCOMPLIANCE .................................................................................................................................................... 8 PROTECTION SYSTEM RETROFIT .......................................................................................................................... 9 EMERGENCYSERVICES ...........................................................................................................................................10 EXCEPTIONS................................................................................................................................................................11 Page 2 of 11 G2 Electrical Testing & Consulting LLC MA�C��MUM ��TIMA�'E�D �COST SUMMARY New Substation Commissioning: $96.565 • Provide services to test voltage and current transformers, perform secondary voltage and current injection from field devices, test protective relays, verify communication aided .tripping at local and remote ends, functionally test control circuitry using dynamic (fault simulation) relay testing, verify in-service readings, and provide detailed test reports to Denton Municipal Electric Substation re-commissioning: $25,750 • Provide services to test voltage and current transformers, perform secondary voltage and current injection from field devices, test protective relays, verify communication aided tripping af local and remote ends, functionally test control circuitry using dynamic (fault simulation) relay testing, verify in-service readings, and provide detailed test reports to Denton Municipal Electric Operational-Commissioning Review: $19,350 • Provide services to review schematic diagrams, protection and control schemes, and relay settings pertaining to ne�v and existing DME substations NERC PRC-005 Compliance: $10,350 • Provide consulting services to assist DME with North American Electric Reliability Corporation protection and control reliability standards Protection System Retrofit: $31,865 • Design assistance, general consultation on protection and control systems, general troubleshooting and testing assistance, retroiit installation, retrofit functional testing, general periodic relay testing, and protective relay test training. Emergency Services: $11,175 • Provide emergency services to assist DME with protection and control related circuitry at all substations Estimated Annual Total $195,055 Page 3 of 11 G2 Electrical Testing & Consulting LLC RATE SG�F�I�DU-LE Hourlv Rates TITLE RATE DESCRIPTION EXPERIENCE EXEMPT (Hour) LEVEL (Years) Lead.�Relay.Test �$11.0 , Relay Testing, Retrofit & > 15 Yes Specialist, Commissioning, Control Circuit Verification Senior Relay Test $105 Relay Testing, Retrofit & > 10 Yes Specialist, Commissioning, Control Circuit Verification Relay Test $100 Relay Testing, Retrofit & > 5 NO Engineering Cammissioning, Control Technician Circuit Verification Regulatory Consultant $115 Regulatory Consulting for > 5 Yes System Protection overtime Rates tor exempt empioyees are appiicanie oniy to rtoiiaays as recognizea oy ciieni and are billed at 2 times hourly rate. Non-Exempt employees are billed at 1'/ times hourly rate. Subcontractor Rates Subcontractors will be billed at cost plus 10% Travel Expenses Travel Time will be invoiced at the standard hourly rate Automobile Travel will be invoiced at $.75 per mile Air Travel and Vehicle Rental will be invoiced at actual cost plus 5% Per Diem Expenses for an assignment requiring an overnight stay will be invoiced at actual cost. Pavment Terms Net 30 Epuipment Renta! Test Equipment rented for an assignment will be invoiced at actual cost. Test equipment rental quotes will be provided to client prior to commencing work for a given project. Upon agreement between client and consultant, client may rent and/or provide test equipment to consultant. Page 4 of 11 G2 Electrical Testing & Consulting LLC NEW Sl�8ST�4�'�O�'d �0lUlM�S��IONING Client: DME Project: New Substation Commissionin� Location: Multiple Substations Date:8-22-2012 Scope of Work: Provide services to test voltage and current transformers, perform secondary voltage and current injection from field devices, test protective relays, verify communication aided tripping at local and remote ends, functionally test control circuitry using dynamic (fault simulation) relay testing, verify in-service readings; and provide detailed test reports to Denton Municipal Electric ��Straight Time � �Over �ime Classification Hourly Rate Hourly Rate Lead Specialist (2) $110.00 $NA Itemized Estimate FOUR BREAKER STATION Labor: 200 hours @ $110/Hr = $22,000 Expenses = $2,750 Equipment = $1,000 SIX BREAKER STATION Labor: 250 hours @ $110/Hr = $27,500 Expenses = $3440 Equipment = $1,250 TEN BREAKER STATION Labor: 300 hours @ $110/Hr = $33,000 Expenses = $4,125 Equipment = $1,500 Estimated Annual Total $96,565 Page 5 of 11 G2 Electrical Testing & Consulting LLC �- SUBSTATI�ON RE-COMMISSIONING Client: DME Project: Substation Re-Commissionin� Location: Sin�le Substation Date:8-22-2012 Scope of Work: Provide services to test voltage and current transformers, perform secondary voltage and current injection from field devices, test protective relays, verify communication aided tripping at local and remote ends, functionally test control circuitry using dynamic (fault simulation) relay testing, verify in-service readings, and provide detailed test reports to Denton Municipal Electric , .,Straig�t Time Over Time Classification Hourlv Rate HourlY Rate Lead Specialist (2) $110.00 $NA Itemized Estimate FOUR BREAKER STATION Labor: 200 hours @ $110/Hr = $22,000 Expenses = $2,750 Equipment = $1,000 Estimated Annual Total $25,750 Page 6 of 11 G2 Electrical Testing & Consulting LLC OP�RATIO�'IA�L-� U�f�A1AII�NG REVIEW Client: DME Location: Multiple Substations Scope of Work: Project: Operational Review Date:8-22-2012 Provide services to review schematic diagrams, protection and control schemes, and relay settings pertaining to new and existing DME substations Straight Time Over Time Classification Hourl�Rate Hourlv Rate Lead Specialist (1) Senior Specialist (1) $110.00 $105.00 Itemized Estimate Labor: 80 hours @ $110/Hr = $8,800 Labor: 80 hours @ $105 /Hr =$8,400 Expenses : =$2,150 $NA $NA EstimatedAnnual Total $19,350 Page 7 of 11 G2 Electrical Testing & Consulting LLC NE�RC� COMPLIANCE Client: DNIE Project: NERC Compliance Location: Multiple Substations Date:8-22-2012 Scope of Work: Provide consulting seivices to assist DME with North American Electric Reliability Corporation protection and control reliability standards Straight Time Over Time Classification Hourlv Rate Hourly Rate Consultant (1) $115.00 $NA Itemized Estimate Labor: 80 hours @ $115/Hr = $9,200 Expenses : =$1,150. Estimated Annual Total $10,350 Page 8 of ll G2 Electrical Testing & Consulting LLC PROTE��'�IO�JJ �Y�T�M�F�ETROFdT Client: DME Location: Multiple Substations Scope of Work: Project: P&C Retrofits Date:8-22-2012 Design assistance, general consultation on protection and control systems, general troubleshooting and testing assistance, retrofit installation, retrofit functional testing, general periodic relay testing, and protective relay test training. Straight Time Over Time Classification Hourlv Rate Hourlv Rate Lead Specialist (1) Senior Specialist (1) $110.00 $105.00 Itemized Estimate Labor: 150 hours @ $1 lO/Hr = $16,500 Labor: 100 hours @ $105 /Hr =$10,500 Equipment: Expenses : =$1,500 =$3,365 $NA $NA Estimated Annual Total $31,865 Page 9 of 11 G2 Electrical Testing & Consuiting LLC EM�E�RGENCY vE�Ra/�CES Client: DME Location: Multiple Substations Scope of Work: Project: Emer�ency Services Date:8-22-2012 Provide emergency services to assist DME with protection and control related circuitry on an as needed basis. Straight Time Over Time Classification Hourlv Rate Hourly Rate Lead Specialist (�) Senior Specialist (1) $110.00 $105.00 Itemized Estimate Labor: 40 hours @ $110/Hr = $4,400 Labor: 40 hours @ $105 /Hr =$4,200 Equipment: Expenses : =$1,500 =$1,075 $NA $NA Estimated Annual Total $11,175 Page 10 of 11 G2 Electrical Testing & Consulting LLC � EXCEPTIONS Delays that are not caused by G2 Electrical Testing & Consulting LLC that result in delaying testing protective relays, will be billed at an hourly rate as specified in the Rate Schedule in this Quote. Such delays include, but are not limited to, delays by the off- taker for testing and clearances, delays due to ERCOT, delays in testing equipment due to other contractors working on equipment that cannof be tested. 'For such delays, G2 Electrical Testing & Consulting LLC will document such delays and provide a time sheet each day to the DME contract coordinator for approval. � • Any additional work that is requested of G2 Electrical Testing & Consulting LLC that is outside the scope of work for this quote will be billed at an hourly rate as specified in the Rate Schedule in this Quote. For additional work requested by City of Denton, G2 Electrical Testing & Consulting LLC will provide a time sheet each day to the DME contract coordinator for approval. Page 11 of 11 EXHISIT `B" CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS ContNactor's attentio�z is directed to tlze insura�zce requirenze�zts below. It is Izighly recomme�zded that Contractor's confe� with their respective insuNance caYriers ot� broliers to determine in advatace of execution lzereof regarding the availability of insurance certificates and endorsements as prescribed a�zd provided heYein. If a Co�atractor fails to comply strictly witlz the i�asurance requirements, that Co�itractor may be disqualified fronz awaNd of tlze Contract. Upo�a execution of tlze Contract, all i�asura�zce requirenaents slzall becorne contractual obligations, whiclz tlze Contractor having a duty to nzaintain througlzout tlae couNSe of this Corztract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Cont�actor, the Contractor shall provide and maintain until the contracted woYk has been completed and accepted by the City of Denton, Owner, the minimum insu�ance coverage as indicated hereinafter. As soon as pNacticable after notification of bid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. ContractoY may, upon written request to the Purchasing Departrrcent, ask for clarification of any insurance requiYements at any time; howeveY, Contractors are st�^ongly advised to make such �equests prior to bid opening, since the insurance requirements may not be modified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications th�oughout the duration of the Contract, o�^ longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A-. • Any deductibles or self-insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self- insured retentions with respect to the City, its officials, agents, employees and volunteers; Page 9 of 16 or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: The City requires 30 day writteiz notice slzould a�ay of tlze policies desc�ibed on tlze certificate be cancelled or materially clza�tged before the expiration date. • Should any of the required insurance be provided under a claims-made form, Contractor sha11 maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. Page 10 of 16 EXHIBIT B SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications th�oughout the duration of the Cont�^act, or longer, ifso noted.• [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Properiy Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liabiliry and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned, hired and non-owned autos. Page 11 of 16 EXHIBIT B [X] Workers Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,400 per each employee, and a$500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer sha11 agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at a11 times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [ ] Professional Liability Insurance Professional liability insurance with limits not less than per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a"blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. Page 12 of 16 . . [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. ATTACHMENT 1 [] Worker's Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes a11 persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. Page 13 of 16 i�:cn:���:3 D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: Page 14 of 16 . _�� C . a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) -(7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. a. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. Page 15 of 16 EXHIBIT "C' CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing bus'rness with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received person doing business with the governmental entity. By law this questionnaire must be filed with the records administrator of the local government 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 violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. 1 Name of person who has a business relationship with local governmental entity. %� 2 � Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th 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. NA 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? 0 Yes 0 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? 0 Yes 0 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? 0 Yes 0 No D. Describe each affiliation or business relationship. 4 '�a'ti- �.oi�%. Signature of rson doing business with the governmental entity Date Adopted 06129/2007