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2013-024
%(+$1$%$1$-"$%.1, 2013024 AdditionalFileExists AdditionalFileContainsRecordsNotPublic,AccordingtothePublicRecordsAct Other %(+$2#§º«(´¯º¯§²¹ FifthAmendmentKOrdinanceNo.201442612/16/14JR ORDINANCE NO. 2013-024 AN ORDINANCE ACCEPTING PROPOSALS AND AWARDING A PUBLIC WORKS CONTRACT FOR THE PROCUREMENT OF SERVICES AND MATERIALS TO PREPARE SUBSTATION SITES AND TRANSMISSION LINE EASEMENTS FOR CONSTRUCTION; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5086-AWARDED TO MANN ROBINSON AND SONS, INC.1N THE NOT TO EXCEED AMOLINT OF $2,380,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the purchase of galvanized steel structures in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Proposals" on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5086 Mann Robinson and Sons, Inc. $2,380,000 SECTION 2. By the acceptance and approval of the above numbered items of the submitted proposals, the City accepts the offer of the persons submitting the proposals for such items and agrees to purchase the materials, equipment, supplies or services in accordance with the terms, specifications, standards, quantities and for the specified sums contained inthe Proposal Invitations, Proposals, and related documents. SECTION 3. Should the City and person submitting approved and accepted items and of the submitted proposals wish to enter into a formal written agreement as a result of the acceptance, approval, and awarding of the proposals, the City Manager or his designated representative is hereby authorized to execute the written contract; provided that the written contract is in accordance with the terms, conditions, specifications, standards, quantities and specified sums contained in the Proposal and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to talce any actions that may be required ar permitted to be performed by the City of Denton under RFP 5086 to the City Manager of the City of Denton, Texas, or his designee. SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the J��� day of c��2��,�, 2013. MARK A: BU1��TGH�',�VIAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: � ) APPRO D AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: � 4-O P 5086 i - p✓~ Zit 3 -uZ~ CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND MANN ROBINSON & SON, INC (RFP 5086) THIS CONTRACT is made and entered into this 5t' day of February 2013, by and between Mann Robinson & Son, Inc. a corporation, whose address is 7066 Rhoads Rd, Aubrey, TX 76227, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a Texas Municipal Corporation and Home-Rule City, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and the subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Contractor shall provide construction services in accordance with the City's RFP # 5086 - Substation and Transmission Line Easement Site Preparation Services, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes as "Exhibit B". The Contract consists of this written agreement and-the following items which are attached hereto and incorporated herein by reference: (a) Revised Technical Specifications from RFP # 5086 (Exhibit "A") (b) City of Denton Request for Proposal # 5086 (Exhibit "B") (c) City of Denton Standard Terms and Conditions (Exhibit "C"); (d) Not Applicable (Exhibit "D"); (e) Insurance Requirements (Exhibit "E"); (f) Special Terms and Conditions (Exhibit "F"); (g) Contractor's Proposal. (Exhibit "G"); (h) Project Plan Process (Exhibit "H") 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 an 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, and then to the contract documents in the sequential order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." i IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. I "CONTRACTOR" ;insifkkn -<)Pvx Tric-, i ATTEST: By: \ - AUTHORIZED SIGNATURE By: TYPED NAME: ; , TITLE: ~e-,-c~cx c PHONE NUMBER \ E-MAIL ADDRESS CITY OF DENTON, TEXAS A Texas Municipal Corporation i By: GEORGE C. CAMPBELL CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: i I EXHIBIT A REVISED TECHNICAL SPECIFICATIONS for Substation and Transmission Line Easement Site Preparation - Various Sites RFP # 5086 PROJECT SUMMARY Denton Municipal Electric (City of Denton, Texas) is seeking proposals for an annually renewable, unit price contract for site preparation for various electric substation and transmission line projects. Other types of work such as access preparation, temporary drainage installation, clean up, and restoration may also be required. This work is part of a Capital Improvement Program that will include construction of as many as fourteen substations over the next five years along with transmission line construction. The site preparation work will include items such as clearing, disposing, demolishing, excavating, importing, exporting, grading and -compacting to prepare the sites for construction. This specification provides the information necessary to allow prospective Contractors to prepare unit price proposals for providing site preparation that will be described in the drawings for each project and this specification. The Contractor shall provide all equipment, materials and labor necessary to complete the work described in a manner satisfactory to the Owner. Project designs are in process for four substation sites at this time; however, final design drawings are not yet available. Construction drawings will be provided to the successful Contractor via email or FTP site for each project as the designs are completed. Typical site plan and typical grading plan for one station are attached as Exhibit 3 (two drawings). The work required may vary significantly from site to site. It is intended that the pricing structure accommodate these differences by providing unit cost elements that can be applied to account for variations. The primary purpose of this proposed contract is early stage site preparation of sites for construction activities. This does not preclude the possibility that the Contractor could be called on at other times in the project to provide services. It is intended at this point to award the contract for site preparation to one Contractor; however, DME reserves the right to enter contracts with more than one Contractor should workload require. Any contract awarded shall not be exclusive and shall not guarantee any minimum amount of work. Any drawing errors discovered shall be promptly reported to DME for resolution. The construction work required for this RFP shall be as described in the plans and specifications. As an introduction and summary, typical principal components. of. the work for site preparation of the substation sites are: Site work. The Contractor shall clear the designated portion of the respective site of all vegetation, including grass, trees, brush and bushes and grade the site in accordance with the grading plan. Clearing of the entire.site is not intended unless noted for that specific site. The Contractor shall take care not to disturb or remove vegetation not designated for removal. The Contractor shall be responsible for removing and disposing of all plant material generated during clearing and stripping. The Contractor shall remove all fences, buildings, driveways, and utilities necessary to clear the designated portion of the site. The Contractor shall fuIW grad; and compact the entire designated portion of the site including surface leveling, shaping, and Rilly re-compacting the site in accordance with the grading plan. The Contractor will be directed to either stockpile suitable excavated or surplus material on-site, or to remove the material from the site. Geotechnical Boring Logs will be made available for each site when the boring logs become available. For pricing purposes, since the work included in this contract will be primarily surface work, the Contractor should use his best judgment with regard to existing soils conditions in the area. Note that rock excavation, if encountered, will be paid separately. Technical questions, drawings, -and transmittals shall be directed to: Mr. Chuck Sears OR Mn Brent Heath, P.E. Denton Municipal Electric Denton Municipal Electric 1685 Spencer Road 1685 Spencer Road Denton, TX 76205 Denton, TX 76205 Phone: (940) 349-7111 Phone: (940) 349-7180 Fax: (940) 349-7334 Fax: (940) 349-7334 PROJECT LOCATIONS There are as many as fourteen proposed substation sites that will be prepared under this contract (all in Denton, Texas). There are four projects currently under design and nearing the construction phase. The two sites that will be used to evaluate this proposal are: • 2520 E. McKinney Street o A site southwest of the intersection of A udra Lane and Loop 28.8 Other possible substation sites will be identified by the Owner at a later date. 1. GENERAL A. Definitions 1. The term "Owner" shall mean The City of Denton and their duly authorized representatives, namely Denton Municipal Electric (DME) , swell as any persons in wham or authority in which may be vested the duties and functions which the "Owner" is now authorized by law to perform. 2. The term "Engineer" shall mean the Engineer. employed by the Owner to provide engineering services for the Project, and said Engineer's duty authorized assistants and representatives. 3. The term Supervisor and or Observer shall mean the person, if any, appointed by the Owner to be the "on-site representative". The term is limited to such special representative of the Owner, if any, who is responsible exclusively to the Owner. 4. The term "Contractor" shall mean any entity that is submitting a-proposal for the construction of the project, and subsequently, the entity that is selected to construct the project in accordance with the plans, specifications, and construction drawings provided. 5. The term "Project„ shall mean the construction of the work described herein and on the project plans and construction drawings. 6. The term "Completion of Construction" shall mean full performance by the Contractor of the Contractor's obligations under the Contract and all amendments and revisions thereof including the Contractor's obligations to obtain releases of liens from material men and Subcontractors as stated in Section VI in the RFP document. 7. The term "Completion of the Project" shall mean full performance by the Contractor of the Contractor's obligations under the contract and all amendments and revisions thereof and when final payment is made to the Contractor. B. Conflicts in Documentation In the event that conflicts are discovered between this Technical Specification and the RFP instructions, the more restrictive statements shall apply. C. Complete And Functional Construction with New Material It is the intent of this specification to require site preparation work that brings the site to the fully cleared, graded, and compacted condition with excess spoil removed (or stockpiled if directed) such that construction planned for the site can begin without further alteration of the site surface. Proposal pricing, and any final adjustments approved, shall reflect this requirement. It is not possible to specify or describe every detail of work required to complete a project of this nature or to predict problems that might be encountered. The successful Contractor will be required to provide all labor, equipment, tools, specified material, and incidental items necessary to undertake the construction and complete the project, as described herein, resulting in fully prepared and functional sites that perform to their intended purposes. Minor omissions from the specification or drawings shall not relieve the Contractor from the obligation to provide the completed project that is fully functional as intended by the Owner. Failure of this specification to describe each detail or incidental item. -necessary to a,complete and functional project shall not entitle the Contractor to additional charges. Examples of items that will not be considered as basis for claims for additional cost are, but shall not be limited to, minor relocations, minor changes in the grading plan, differences in the actual surface of the site from that shown on the grading plan, reasonable weather delays, site cleanup, etc. Further, all work shall be performed and completed in a thorough and workmanlike manner and shall follow the -best modern recognized practices, notwithstanding any omissions from this specification. D. Price Calculation for Evaluation The price to be used in evaluating the proposals will be constructed by applying the unit price to the quantities shown on the proposal pricing sheet to arrive at a total estimated price for a typical site and for the estimated annual amount. H, Site Conditions The Contractor shall be responsible for visiting the respective sites and properly accounting for site and excavation conditions in proposal prices. Unexpected conditions in excavation will not be considered basis for a cost adjustment. Any know underground utilities will be shown on plans; however, there are no guarantees as to what may be discovered during excavation. The Contractor remains under the obligation to obtain underground utility locates prior to any excavation. The same information will be made available for future projects. E. Mobilization It is recognized that there are legitimate mobilization cost for site work at each site. -Safeguards must be included in the pricing structure to protect both the Owner and the Contractor. Mobilization will be paid only for the initial time equipment is brought to the site. Mobilization will not be paid for replacements of equipment whether due to maintenance needs or for other reasons. No demobilization costs will be paid by the owner. The Owner will consider additional mobilization cost if work must be halted on a site and work delayed until a significantly later time. F. Miscellaneous Unidentified Services A section has been included on the Pricing Sheet for the proposer to insert costs for services that have not been identified or may not lend themselves to inclusion in the unit costs listed in Section I. It is likely that -some -sites will require other work that cannot be identified at this time. The proposer is encouraged to include items in Section II to provide hourly or other unit costs, based on his experience, for additional work that j could be needed but cannot be quantified at this time. The intent is to avoid change orders for reasonable amounts of additional work that could be required to make the site work for a project complete. G. Work Required Near Energized Lines Denton Municipal Electric is a municipally owned electric utility whose business purpose is to transmit, distribute, and sell electricity. The work identified in this RFP is intended to provide facilities that wit] form part of the infrastructure necessary for operation of the electric utility. No work is required on energized lines for this project; however the Contractor is hereby notified that there may be energized electric power lines on or near the work areas on any given site. Work may be required above energized underground distribution conductors. Appropriate precautions are required to prevent tools or equipment being placed or operated closer than ten (10) feet from any distribution voltage overhead power line or closer than twenty (20) feet from any I I transmission voltage overhead power line. The Contractor shall -consult with DME for appropriate instructions on working near underground conductors. The Contractor shall be responsible for compliance with all OSHA requirements related to the work. H. Compliance with Statutes and Regulations The Contractor shall comply with all applicable statutes, ordinances, rules, and regulations pertaining to the work. The Contractor understands that the obligations of the parties hereunder are subject to the applicable regulations and orders of governmental agencies having jurisdiction in the premises. 1. Extension to Successors and Assigns Each and all of the covenants and agreements herein contained shall extend to and be binding upon the successors and assigns of the parties hereto. I Standard of Work and Codes and Standards All work shall be done in a thorough and workmanlike manner in accordance with the plans, specifications, and construction drawings. K. Drawings and Other Documents All drawings, maps, and other documents pertaining to projects or otherwise provided pursuant to this RFP or referenced herein shall be considered a part of this specification. L. Locations of Facilities, Surveying, and Staking Grading shall be as indicated on the plans and details for each project. The Owner will provide surveying control on or near the site for any project, which will include a benchmark. The Contractor shall be responsible for protection of these references. Should the Contractor's activities result indamage to -these references, he shall replace the references at his expense prior to receiving final payment. The Contractor shall be responsible for all grade surveying and staking for all projects. Any actions necessary to resolve incorrect grading b_y the Contractor that are not in accordance with the plans and specifications shall be at the Contractor's expense. This shall include problems discovered in the completion phase of the substation that are a result of errors by the Contractor. I i 1VL Safety Requirements The Owner considers safety to be the highest core value and priority. The goal is for zero incidents or injuries. The same goal is expected of Contractors and subcontractors throughout the project. In submitting a proposal, the Contractor is agreeing to pursue the work with the highest degree of regard for all aspects of safety in the prosecution of the project. The Contractor further agrees that the Owner, or any designated employee or representative of the Owner, has the right to stop work at any time that it is believed that there is, or could be, a compromise to safety; and, that in the case of such a work stoppage, the Contractor will not be allowed to continue the work until the compromise to safety is resolved to the satisfaction of the Owner. Any work stoppage for reasons of safety will not be considered as basis for a claim for additional fiends. I. The work shall be performed in accordance with all applicable federal, state, and local safety regulations and in accordance with all Owner safety policies. The Contractor shall comply with all reasonable safety requirements by the Owner. 2. The Contractor shall be responsible for the observance of proper safety practices and the avoidance of unnecessary damage to property by all personnel engaged in the work. 3. The Contractor shall take all steps necessary to prevent damage to or interference with existing power lines, communication facilities, roadways, railroads, waterways, buried cables, pipelines, fences and other facilities adjacent to or crossing the project right-of-way. 4. Neither the professional activities of the Engineer, nor the presence of the Engineer and/or Owner or the Engineer's and /or Owner's employees and sub-consultants at the construction site, shall relieve the general Contractor and any other entity of their obligations, duties, and responsibilities including, but not limited to, construction means, methods, sequences techniques, or procedures necessary for performing, superintending, or coordinating all portions of the work of construction in accordance with the contract documents and any health or safety precautions required by any regulatory agencies. The Contractor agrees that he is solely responsible for job-site safety, and warrants that this shall be made evident in the Owner's agreement with the Contractor. The Contractor also agrees that the Owner, the Engineer and the Engineer's consultants shall be indemnified and shall be insured under the Contractor's general liability insurance policy. 5. The Contractor shall be responsible for-citations and fines imposed on the Contractor from all sources. 6. The Contractor shall ensure that proper personal protective equipment (PPE) is use at all time buy all employees on site. As a minimum, this shall consist of hard hats safety glasses, leather work boots, and appropriate work cloths. 7. The Owner reserves the right to conduct -random safety inspections. 8. Timeliness of injury notification - Injuries, accidents, near misses, and damage to equipment shall be reported to the Owner immediately after occurrence. The i Contractor shall conduct an investigation and provide a written report to the Owner within 48 hours of any of the above types of incidents. 9. Return to work procedure - When an employee of the Contractor is injured and the injury requires off-site medical attention, it is required that the employee have a return to work authorization signed by a licensed medical provider stating that the employee is cleared to return to work with or without limitations. The Contractor may also be required to complete a root cause analysis that clearly defines the cause of the incident and the methods that will be instituted for prevention of recurrence. The Owner reserves the right to require that this root cause analysis be completed before resuming the work. N. Locating Underground Utilities As required by State law, the Contractor is responsible for obtaining all required locates for underground facilities prior to any excavation. Should unlocated, or incorrectly located, underground utilities or other structures be encountered during excavation, the Contractor shall consult with the Owner immediately to determine a course of action. The Contractor shall cooperate with all parties in resolving any problems discovered and in keeping any utilities services in operation to the greatest extent reasonable while alternative solutions are implemented. The Contractor shall be responsible for repair of damaged underground facilities where the Contractor has fa'i'led to obtain proper locates prior to excavation. Any repairs required shall be done to the satisfaction of the Owner. 0.. Exiroys xud 0-missio-us by the Contractor No payment shall be made to the Contractor for materials or labor required to correct errors or omissions on the part of the Contractor. Payments shall not be made for work found not to be in accordance with the plans -and specifications. P. Work Staging Areas The specific site maybe used -as .a staging -area. If the Contractor must use private land f for staging or other construction purposes, the Contractor shall make all necessary arrangements with the landowner and shall pay all rental or other costs. The owner will not be liable for any damage, theft or vandalism that occurs to the Contractor's equipment on the site. Any land, whether belonging to the City of Denton or to a private landowner, used for staging or other construction -purposes shall be thoroughly cleaned after use and -restored to a smooth surface free of ruts and reseeded if appropriate. Q. Security The Owner will not be liable for any damage, theft or vandalism that occurs to the Contractor's equipment on the substation site or any staging site. Once Owner supplied materials .are issued to the Contractor, the Contractor shall be responsible for damage, theft or vandalism of the materials regardless of where they are stored. R. Storm Water Pollution Prevention Plan Compliance i The Contractor shall comply with all requirements contained in the SWPPP throughout the project and shall maintain all silt fences and drainage restrictions placed for the plan. If adjacent land is used for a staging area, appropriate features of the SWPPP shall apply to use of that land as well. The SWPPP is available for viewing at the Owner's office. S. Portable Toilet The Owner will provide a single "port-a-potty" type facility on site. The Contractor shall provide any additional portable toilet facilities as necessary to accommodate Contractor personnel. T. Site Waste and Spoil Management and Cleanup During the course of the project, from beginning to end, the Contractor shall maintain a continuous waste management and cleanup program. All waste material shall be contained or stockpiled daily before leaving the site. Any kind of waste, whether generated by the project or by employees of the Contractor, shall be contained daily in a dumpster or other container and removed from the site at least weekly. This type of waste shall not be left or allowed to accumulate outside the waste container beyond the end of the day. Pallets may be stacked for later removal unless they are damaged or intended for waste. With the exception of any unused material provided by the Owner remaining -after completion of construction, -all trash or -unusable debris generated by the Contractor shall be disposed of in a manner suitable to the Owner and at the cost of the Contractor. Unless directed otherwise by the Owner, the Contractor shall dispose of excess spoil from site work. The project will not be considered complete until the requirements of this section are complete. Failure to comply with the requirements of this section at the end of the day will result in a mandatory work stoppage on the following day until the cleanup is completed and, at the option of the .Owner, result in -a forfeiture by the Contractor of 100 per -day per occurrence to be deducted from any payment due or from any future pay request. Exceptions will be granted when weather makes cleanup problematic. The Owner must approve exceptions in advance. U. Acceptance After work has been completed, the site will be inspected, at the expense of the Owner, to determine whether the requirements of these specifications have been fulfilled. Final payment under the contract will not be made until this inspection is completed and the Owner -is entirely satisfied with the construction, as related to the Contractor's work, all test reports are furnished, and excess Owner furnished material is returned, and the site is brought into compliance with all plans and specification requirements. I I I I It. CONSTRUCTION A. Time and Manner of Construction 1. The Contractor agrees to commence construction on a site on a date to be determined (hereinafter called the "Commencement Date"). The Commencement Date will be designated for each site independently. The Contractor further agrees to prosecute diligently and to complete construction in strict accordance with the plans, specifications, and construction drawings within the time frame determined for each site at the time the purchase order is issued. 2. The time for completion of construction for each site is critical. It is not anticipated that there will be any reason for an extension of the time required to complete the project. Extensions of time for completion will be considered only as a last resort and only for causes that are beyond the control and without the fault of the Contractor, including acts of God, fires, floods, inability to obtain -materials, and acts or omissions of the Owner with respect to matters for which the Owner is solely responsible. Provided, however, that no such extension of time for completion shall be granted the Contractor unless within five (5) daysafter the happening of.any event relied upon by the Contractor for such an extension, Contractor shall have made a request therefor in writing to the Owner, and provided further that no delay in such time of completion or in the progress of the work which results from any of the above causes except acts or omissions of the Owner, shall result in any liability on the part of the Owner. 3. The Contractor shall submit a construction plan that includes the intended sequence and intended schedule for construction as soon as practical after the Notice of Award or purchase order is given for each project. The Owner shall have approval authority for the construction plan. 4. The Owner may from time to time during the progress of the construction of the project make such changes, additions to or subtractions from the plans, specifications, construction drawings, list of materials and sequence of construction provided for in the previous paragraph as conditions may warrant. If any change in the construction shall require an extension of time, a reasonable extension will be granted if the Contractor shall make a written request to the Owner within five (5) days after any such change is made. If the cost to the Contractor for construction of the project shall be materially increased by any such change or addition, the Owner shall pay the Contractor for the reasonable cost thereof in accordance with a construction contract amendment signed by the Owner and the Contractor, but no claim for additional compensation for any such change or addition will be considered unless the Contractor shall have made a written request and obtained approval therefore to the Owner prior to the commencement of work in connection with such change or addition. Such request must demonstrate to the satisfaction of the Owner the reasons for the cost change. Substitution of material of similar types shall not be considered as justification for a change in the project construction cost. D. Environmental Protection The Contractor shall perform work in such a manner as to maximize preservation of beauty, conservation of natural resources, and minimize marring and scarring of the landscape and silting of streams. The Contractor shall not deposit trash in streams or waterways, and shall not deposit herbicides or other chemicals or their containers in or near streams, waterways or pastures. The Contractor shall follow, under the general direction of the Owner and/or Engineer, the criteria relating to environmental protection as specified herein by the Owner and/or Engineer. C. Contractor's Resources The Contractor agrees that in the event this proposal is accepted, he will make available for use in connection with the proposed construction all necessary resources to prosecute the project within the expected time. This shall include, as a minimum, tools, equipment, and qualified superintendents, foremen, technicians, and other labor resources. D. Supervision and Inspection 1. The Contractor shall cause the construction work on the project to receive constant supervision by a competent and qualified superintendent employed by the Contractor (hereinafter called the "Superintendent") who shall be present -at -all times -during working hours where construction is being carried on. The worksite shall have continuous English speaking supervision. The Contractor shall also employ, in connection with the construction of the project, capable, experienced and reliable foremen and such skilled workmen as may be required for the various classes of work to be performed. Directions and instructions given to the Superintendent by the Owner shall be binding upon the Contractor. 2. The Owner reserves the right to observe, directly or through an independent engineering or testing firm, the activities of the Contractor and to require changes to procedures that, in the Owner's or his representative's opinion, do not meet the requirements or intents of this specification. 3. The Contractor shall plan and coordinate the work with the Owner such that notice and opportunity is afforded for inspection. 4. The Owner reserves the right to require the removal from the project of any employee of the Contractor if in the judgment of the Owner such removal shall be necessary in order to protect the interest of the Owner_ The Owner, Engineer or the Supervisor has the right to suspend the work wholly if the Contractor or any of the Contractor's employees are being abusive or in any way trying to intimidate the Owner, Engineer or the Supervisor. If work is suspended due to this provision, there will be a meeting with the following entities represented to resolve and correct any problems: the Supervisor, the Engineer, the Contractor and the Contractor's Surety. The Contractor shall not be compensated monetarily or by extension of completion date if the work on the project is suspended due to this provision. The Owner, Engineer or the Supervisor, if any, shall have the right to require the Contractor to increase the number of its employees and to increase or change the number or kind of tools and equipment if at any time the progress -of the work shall be unsatisfactory I, to the Owner; but the failure of the Owner to give any such .directions shall not relieve the Contractor of its obligations to complete the work within the time and in the manner specified in this proposal. 5. The manner of construction of the project, and all materials and-equipment used therein, shall be subject to the inspection, tests and approval of the Owner and/or Engineer and the Contractor shall furnish all information required by the Owner and/or Engineer concerning the nature or source of any materials incorporated or to be incorporated in the project. The Owner and/or Engineer shall have the right to inspect all payrolls, invoices of materials, and other data and records of the Contractor and of any subcontractor, relevant to the construction of the project. The Contractor shall provide all reasonable facilities necessary for such inspection and tests and shall maintain an office at the site of the project, with telephone service where obtainable (mobile phone acceptable). The Contractor shall have an authorized agent accompany the Owner and/or Engineer when final inspection is made and, if requested by the Owner, when any other inspection is made. 6. In the event that the Owner or the Engineer shall determine that the construction contains or may contain defects, it shall be the duty of the Contractor and the Contractor's surety or sureties to have an inspection made by an Engineer approved by the Owner, for the purpose of determining the exact nature, extent and location of such -defects. 7. The Engineer may recommend to the Owner that the Contractor suspend the work wholly or in part for such period or periods as the Engineer may deem necessary due to unsuitable weather or such other conditions as are considered unfavorable for the satisfactory prosecution of the work, excessive easement damage, or because of the failure of the Contractor to comply with any of the provisions of the specification: Provided, however, that the Contractor shall not suspend work pursuant to this provision without verbal authority from the Owner to do so. If verbal instruction is given, it shall be verified within twenty-four hours by written notification from the Owner. The time of completion herein above set forth shall be increased by the number of days of any such suspension, except when suspension is due to the failure of the Contractor to comply with any of the provisions of this contract. In the event that work is suspended by the Contractor with the consent of the Owner, the -Contractor before resuming work shall give the Owner at least twenty-four (24) hours notice. E. Defective Materials and Workmanship i . The acceptance by the Owner or the Engineer of any materials equipment (including owner-furnished materials) or any workmanship shall not preclude the subsequent .rejcction tharcof ifsucb _materials, equipment, or workman-ship shall be found defective after delivery or installation, and any such materials, equipment or workmanship found defective before final acceptance of the construction shall be replaced or remedied, as the case may be, by and at the expense of the Contractor. Any such condemned material or equipment shall be immediately removed from the site of the Project by the Contractor at the Contractor's expense. The Contractor shall immediately notify the Owner, Engineer, or Supervisor of any damage that is .caused to.any Owner furnished materials due to accident. or negligence. If the Owner deems it necessary, the damaged material shall be replaced by the Contractor at Contractor's expense. The Contractor shall not be entitled to any payment hereunder so long as any defective materials, equipment or workmanship in respect to the Project, of which the Contractor shall have had notice, shall not have been replaced or remedied, as the case may be. 2. Notwithstanding any certificate which may have been given by the Owner or the Engineer, if any materials, equipment (except Owner-furnished materials) or any workmanship which does not comply with the requirements of this specification shall be discovered within one (1) year after completion of construction of the project, the Contractor shall replace such defective materials or equipment or remedy any such defective workmanship within thirty (30) days after notice in writing of the existence thereof shall have been given by the Owner. In the event of failure by the Contractor to do the requested correction, the Owner may replace such defective materials or equipment or remedy such defective workmanship, as the case may be, and in such event the Contractor shall pay to the Owner the cost and expense thereof. M. GENERAL REQUIREMENTS OF THE CONTRACTOR A. Protection to Persons and Property 1. The Contractor shall at all times take all reasonable precautions for the safety of employees on the work and of the public, and shall comply with all applicable provisions of federal, state, and municipal safety laws and building and construction codes, as well as the safety rules and regulations of the Owner. All machinery and equipment and other physical hazards shall be guarded in accordance with the "Manual of Accident Prevention in Construction" of the Associated General Contractors of America unless such instructions are incompatible with federal, state or municipal laws or regulations. 2. The following provisions shall not limit the generality of the above requirements: a. The Contractor shall at no time and under no circumstances cause or permit any employee of the Contractor to perform any work upon energized lines, or upon poles carrying energized lines. b. The Contractor shall limit the movement of its crews and equipment so as to cause as little darnage as possible to access ways and areas adjacent to the project site and shall endeavor to avoid marring the lands. All fences, which are necessarily opened or moved during the construction of the project, shall be replaced in as good condition as they were found. Except for access by public roads, the Contractor shall confine all activities to land owned by the City of Denton that are pad of the project site or access easements thereto Damage to adjacent properties shall be the responsibility of the Contractor. The Contractor shall be monetarily responsible to the Landowner for any damages to adjacent property or associated livestock. The Owner will settle damages with the Landowner and deduct such settlement from any funds due the Contractor if the Contractor does not settle damages with the Landowner within thirty (30) days EXHIBIT C CITY OF DENTON STANDARD TERMS AND CONDITIONS These standard Terms and Conditions and the Terms and Conditions contained in the specification, drawings and other requirements included in this City of Denton's solicitation are applicable to 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 Proposer, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the -Supplier. No Terms and Conditions contained in the Seller's proposal response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions in these standard Terms and Conditions, those in the Contract, those an the Purchase Order, or those contained in the specification, the more restrictive provisions shall 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. 1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor's -Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. 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. 3. Deleted 4. Deleted 5. TITLE & RISK Of TOSS: Title to and risk of loss of the deliverables shall pass to the City only when the City actually receives and accepts the deliverables. 6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be priced F.O.B. point of delivery -unless otherwise specified in -the Supplemental Terms and Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to include all delivery and transportation charges. The place of delivery shall be determined with the issuance of an original PO. after such damages occurred and became known to the Landowner, .Owner, or Contractor. c. The project, from the commencement of work to completion, or to such earlier date or dates when the Owner-may take possession and control in whole or in part as hereinafter provided, shall be under the charge and control of the Contractor and during such period of control by the Contractor all risks in connection with the construction of the project and the materials to be used therein shall be borne by the Contractor. The Contractor shall make good and fully repair all injuries and damages to the project or any portion thereof under the control of the Contractor by reason of any act of God or other casualty or cause whether or not the same shall have occurred by reason of the Contractor's negligence. The Contractor shall hold the Owner harmless from any and all claims for injuries to persons or for damage to property happening by reason of any negligence on the part of the Contractor or -any of the Contractor's .agents or employees during the control by the Contractor of the project or any part thereof. d. The Contractor shall remove any and all excess or unusable rock, debris, underbrush and other useless material from the site of the project as rapidly as practicable as the work progresses. e. Upon violation by the Contractor of any of the provisions of this section, after written notice of such violation given to the Contractor by the Owner, the Contractor shall immediately correct such violation. Upon failure of the Contractor to do so, the Owner may correct such violation at the Contractor's expense: Provided, however, that the Owner may, if it deems it necessary or advisable, correct such violation at the Contractor's expense without such prior notice to the Contractor. f. The Contractor shall submit to the Owner monthly reports in duplicate of all accidents, giving such data as the Owner may prescribe. B. Delivery of Possession and Control to Owner Upon written request of the Owner, the Contractor shall deliver to the Owner frill possession and control of any portion of the project, provided the Contractor shall have been paid at least ninety-five percent (95%) of the cost of construction of such portion. Upon such delivery of the possession and -control of any portion of the project to the Owner, the risk and obligations of the Contractor with respect to such portion of the project so delivered to the Owner shall be terminated: Provided however, that nothing herein contained shall relieve the Contractor of any liability with respect to defective materials and workmanship. C. Accountability for Material Provided by the Owner 1. It is not expected that there will be any Owner-provided material for the work covered by this specification. Should it be necessary for the owner to issue material for any project, delivery will be made at the project site or at other locations as directed by the Owner at the time. Loading atother storage locations, transportation to the project site and unloading shall be the responsibility of the Contractor. Once the Contractor accepts possession of material, he shall be responsible for the value of the material until the Owner accepts the project and all excess material is returned to the Owner. Security -against .loss, theft, .or -damage shall be the responsibility of the Contractor. 2. The material provided to the Contractor will be based on estimates of the amounts needed for the project. Additional material will be provided where justified by the Contractor through demonstration that the estimate was not adequate. Excess material shall be returned to the warehouse or other designated location before conclusion of the project. The Contractor will be charged for any excess material not returned and the amount deducted from the final invoice. The Contractor will be charged for loss or material returned damaged. .3 Material transfers to and from the Contractor will be accompanied by specific inventories prepared and verified at the time transfer is made. All inventories shall be signed by at least one representative of the Contractor and Owner who are present at the time the transfer is made. Notations of damage shall be made on the inventory prior to being signed. D. Non-assignment of Contractor The Contractor shall perform directly, and without subcontracting, not less than twenty- five percent (251/o) of the construction of the project, to be calculated on the basis of the total contract price. The Contractor shall not assign the contract effected by an acceptance of this proposal or any interest in any funds that may be due or become due hereunder or enter into any contract with any person, f rin or corporation for the performance of the Contractor's obligations hereunder or any part thereof, without the approval in writing of the Owner and of the Surety and Sureties on any bond furnished by the Contractor for the faithful performance of the Contractor's obligations hereunder. If the Contractor, with consent of the Owner, and any Surety or Sureties on the Contractor's bond or bonds, shall enter into a subcontract with any subcontractor for the performance of any part of-this contract, the Contractor shall be as fully responsible to the Owner for the acts and omissions of such subcontractor and of persons employed by such subcontractor as the Contractor would be for its own acts and omissions and those of persons directly employed by it. E. Restoration and Cleanup The Contractor.shall maintain a continuous cleanup program .throughout construction both with regard to refuse and the surface condition of the site. All refuse, either project related or that generated by the Contractor's personnel, shall be properly disposed of or placed by the end of each workday. The Contractor shall keep the surface of the site in a reasonably graded state with ruts repaired, spoil from excavation stockpiled or used were additional fill is needed, and excavations for removal of trees or other underground structures, whether natural or manmade shall be refilled an restored to a safe condition immediately upon completion of the removal and, in no case, left open beyond the end of the work day. Excess excavated or other removed material may be temporarily stockpiled in a common location on site to accumulate amounts that will allow truckload disposal to be efficient The -Owner reserves the right to specify when removals are made. There is no guarantee, but the a design objective will be to balance sites to the degree possible to avoid import or export. F. Special Requirements 1. CUP of Denton Rectuirements The Contractor shall comply with all City of Denton construction, traffic control, and other regulatory or rule requirements. Silt fences are required to be maintained. The Contractor shall install silt fences and other erosion control measures as required by the Storm Water Pollution Prevention Plan (SWPPP). The Contractor shall comply with the requirements contained in the SWPPP and any amendments made thereto. 2. Vehicle Inspection Each vehicle that is to be used on the project may be inspected by the Owner at any time for excessive oil leaks. If significant oil leaks are found, the Contractor -shall fur them before putting the equipment on_any.site. The Contractor shall be responsible to keep all his equipment maintained in such a manner to prevent oil leaks on the Owner's properties. IV. ENVIRONMENTAL CONTROLS In an effort to protect the environment, to minimize damage claims against the Contractor and the Owner, every person working on this project needs to understand and follow the guidelines set out below. The construction contract requires that the Contractor perform the work "in such manner as to minimize marring and scarring of the landscape and silting of streams". The Engineer's and Owner's personnel will also be subject to these requirements. The following requirements shall be followed wherever applicable, except where local regulations or Land Owner requirements are more stringent, in which case the more stringent requirements shall govern. A. Hunting There will be no hunting by the Contractor, his employees, or guests, on the project site, j or on the privately owned lands which this line traverses. No firearms are to be carried by personnel engaged in the construction of this project. B. Fires Open fires of any type shall not be permitted on project site, or on adjacent property. All grass fires that start in the vicinity where the Contractor is working shall be the responsibility of the Contractor and all damage payments -to -the Land Owner and Tenant or governmental agency shall be made by the Contractor. C. Contamination Crankcase oil, hydraulic oil, gasoline, etc., shall never be dumped into streams or onto the ground, but must be removed from the project for proper disposal. All used cans, boxes, packages and Litter of all types shall be removed from the site immediately after use and shall never be allowed to be scattered by wind or to cause a fire hazard. D. Excavation Any and all excess earth, rock, debris, underbrush and all other useless material shall be removed by the Contractor from the site of the project as rapidly as possible as the work progresses. E. Open Doles No holes shall be left open or unfilled over night. F. Markers I No section corner markers, property corner or corner post shall be disturbed in any way. If the placement of a structure is set too close to the marker or corner, the Contractor shall contact the Owner and/or Engineer to resolve the problem. G. Roads The Right of Way shall be used by the Contractor between public roads for the travel of the Contractor's vehicles. An exception to this requirement is granted to the Contractor in those specific circumstances stated on the plan and profile sheets or addendum, that existing roads may be used. If the Contractor desires to use other existing trails or roads through private property, he will obtain written permission from the Land Owner with a copy thereof provided to the Engineer and Owner for their files before the trail or road is used by the Contractor. H. Fences The Contractor shall protect all fences on or adjacent to the Owner's property, unless they are designated for removal. 1. Gates Gates shall be used for all ingress and egress. Gates shall be closed and locked in accordance with the Owner's instruction during the course of the project. J. Domestic or Ranch Animals Should any Contractor related activity cause injury to any domestic or ranch animal, the Contractor shall immediately notify the Owner of the animal and medical help for the -animal should be obtained, if required. All claims need to be settled with the Owner of the animal immediately and a report given to the Owner. K. Notification The Contractor shall notify the project Observer and Denton Municipal Electric dispatcher each working day concerning the planned location of each Contractor crew on the project. The Owner may require other notifications to meet operational and safety requirements. L. Firearms There shall be absolutely no firearms carried by any individual or in any vehicle on any City of Denton work site or parked on adjacent property. IT IS STRONGLY SUGGESTED THAT THE CONTRACTOR GIVE EACH EMPLOYEE A COPY OF THE ABOVE SPECIFICATION REQUIREMENTS. THE CONTRACTOR SHALL BE CHARGED $250.00 LIQUIDATED DAMAGES PLUS ANY ACTUAL DAMAGES FOR i EACH VIOLATION OF ANY OF THE ABOVE REQUIREMENTS. A written report will be provided to the Contractor by the Owner for each incident that is observed. V. ACCESS A. Ingress and Egress I . The activities ofthe Contractor are to be restricted to the -Owner's property. The property is described on the plans. The Contractor is responsible for assuring that the property boundaries are known and that activities are confined to the property and .easements. 2. The Contractor shall repair any damage to ingress and egress routes caused by the Contractor's activities. The project will not be considered complete until such repairs are made. B. Temporary Access Improvements. Access improvement -or other temporary access measures may, or may not, be required for any site. VI. SITE WORK A. General 1. The Contractor shat l perform all earth work as required to dress the site to final grades. The Grading Plan elevations are finished subgrade elevations. Site work shall include, but not be limited to, excavation, embankments, compaction, backfill, drainage, surfacing, and any associated tasks to prepare the site for the installation of the substation equipment. The Contractor shall protect the final grading, repair any damage, and restore the compacted grades after excavation for the required work is completed. After excavation work is completed, the Contractor shall final grade and compact the site to achieve smooth transitions and drainage. The final grades will be expected to generally conform to the Grading Plan and must be approved by the Owner. The Owner reserves the right to require minor adjustments in the final sub grade and drainage swales. 2. The Contractor shall provide all material and labor for the tasks specified herein. All materials shall be hauled to the site and installed by the Contractor. B. Clearing, Stripping, Grubbing Clearing and stripping is required for this project. Removal of vegetation, including grass, trees, brush and shrubs within the limits of the designated site will be required. Removal of all shrubs and trees less than 3" dbh will be considered part of Clearing and Stripping. Other clearing outside the limits of the designated site within the Owner's property may also be required. Payment for all hauling and disposal of vegetative spoils will be made separately as part of the Spoil Removal to City Site item. All trees to be removed shall he -completely removed to a.depth of two feet below natural ground or proposed subgrade, whichever is greater. Holes remaining after removal of trees and stumps shall be backfilled and compacted as specified below under Compaction. C. Excavation The Contractor shall perform all excavation for the construction. All excavation shall be considered unclassified excavation, meaning that no extra payment will be made based on the type of material excavated, except that excavation of rock, if encountered, will be paid for separately. Excavation under this contract includes segregating, temporarily stockpiling excavated materials, removing excess material from the site, labor and materials necessary to maintain excavations during construction, and removing temporary construction when no longer required. Excavation will also include removal of all asphalt pavement within the designated -limits of the site. 1. Excavated surfaces shall be finished to the dimensions required, moistened with water and tamped or rolled to form firm and compact areas for placing concrete foundations. Special preparation of surfaces of auger excavations is not required. 2. The Grading Plan shows subgrade levels for all areas. Gravel installation will be above this level, but is not in this contract. 3. Grade to the lines, grades and dimensions shown on the drawings. Drainage ditches shall be clear of obstructions and diverge sufficiently at the tower ends to prevent erosion. 4. Material excavated from the site may not be suitable for reuse. The owner will make this determination during all phases of construction. Material from excavation or final site grading not suitable or required for earthwork shall be removed from the site and disposed of in a manner suitable to the Owner. Such disposal shall be at the Contractor's expense. D. Spoil Removal to City Site The Contractor will remove and dispose of unusable excavated material from the site, as directed by the Owner. Excess material that is to be removed will be hauled and delivered to a City of Denton site designated by the -Owner. If that designated site is the City of Denton landfill, all landfill costs will be paid directly by the Owner. Measurement for payment shall be per Ton delivered to the landfill or other designated City site.. E. Embankments Embankments that must remain after the site work is completed shall be protected throughout the site work. Should erosion or other damage occur or be caused, the Contractor shall repair such damage at an appropriate time prior to completion of the project to the satisfaction of the Owner including stabilization. Embankments that are created or must be reworked as a part of the project shall be -stabilized as a part of the work. F. Grading and Compaction 1. Where compacting earth materials is required, materials shall be deposited in horizontal layers as specified. 2. Excavating, placing, moistening and compacting operations shall result in materials being uniformly compacted throughout the required section and homogeneous, free of lenses, pockets, streaks or laminations. Fill material shall be void of any organic matter, rocks larger than 2-inches, and 4 inch clumps of soil material. 3. Compaction on the site will be tested at the Owner's expense. 4. If a test of compaction reveals that work has been inadequate, the Contractor shall perform corrective work in accordance with recommendations of the Owner's geotechnical consultant in order to achieve the requirements in the specification, all at his own expense. The Owner reserves the right to require verification testing of such additional work also at the Contractor's expense. 5. When compacting the clayey or silty materials, the thickness of the horizontal layers shall not be more than 6 inches. Excavating and placing operations shall result in materials, when compacted, being blended sufficiently to secure the highest practicable density, impermeability and shear strength. Prior to and during compacting operations, materials shall have moisture content of not greater than 4% wet or less than 2% dry of optimum moisture. Moisture content shall be uniform throughout each layer. If moisture is outside tolerance, compaction shall not continue until the material has been wetted or dried to within tolerance, or as -approved by the Owner. When material has been .conditioned, it shall be compacted by rollers or by hand or power tampers. Where tampers are used in confined areas, they shall be equipped with suitably shaped heads to obtained required density. 6. The density {dry) of the soil in the compacted material shall not -be less than 95% of the standard maximum soil density (dry) as determined by ASTM D 698 for the particular material. The standard maximum soil density is the dry weight per cubic foot of the soil compacted at optimum moisture content. 7. As clarification, the Contractor shall be responsible for grading and compaction of the entire designated site at the conclusion of the project. Compaction shall meet the requirements of Paragraph 6 immediatelyabove (95% of the standard maximum dry soil density as determined by ASTM D 698for the particular material). 8. When compacting cohesionless materials, the thickness of horizontal layers after compaction shall be not more than -6 inches if compaction is by rollers or tampers; not more than 12 inches if compaction is by treads of crawler-type tractor, surface vibrators or similar equipment; and not more than the penetrating depth of the vibrator if compaction is by internal vibrators. Water shall be added as required to obtain the specified density. Relative density of the compacted material shall not be less than 70% as determined by ASTM D 4253-83 and ASTM D 4254-83. 9. Grading and compaction shall result in the project being completely smooth, freely draining, and in accordance with the grading plan, compacted as indicated above, without soft spots. The Contractor shall proofroll the entire designated site with a I I loaded rubber--tired truck to locate any soft spots. Soft spots, if located, shall be removed and recompacted as specified above. G. Provide and Haul Borrow to Site I . If required, the Contractor shall furnish suitable fill material for placement on the site. The borrow material shall be a sandy-clay or clayey-sand material, void of any organic matter, rocks larger than 2-inches, and 4 inch clumps of soil material. The Plasticity Index of the soil shall be not greater than 30. The material shall be delivered to the site, to be placed as specified above. 2. Borrow to be provided will be measured by the cubic yard, compacted in place. No allowance for loose placement in trucks will be made. The quantity to be provided will be based on the Owner's estimate of material needed. 3.. The City of Denton currently has a contract for supply of fill material, and may elect to provide the material to the site instead of requiring the Contractor to provide it. The price to be shown on the Pricing Sheet is a Not-To-Exceed price. The Owner and the Contractor will negotiate the actual price on a site-by-site basis as needed. H. Site Drainage Site drainage shall be maintained at all times during the course of construction. Placement of excess excavated material shall not create any ponding or other drainage obstruction. 1. Hydromulch In addition to the requirements of North Central Texas Council Of Governments (NCTCOG) Item 202.6, hydromulch must be sprouted and must achieve 75% healthy established ground coverage prior to the removal of erosion control devices and must achieve full coverage within the one-year maintenance period. The type of grass and rate of application shall be as indicated below: Planting Season Seed and Application Rate April through September 50 lb/acre hulled Bermuda October through March 35 lbs/acre unhulled Bermuda 75 lbs/acre Millet 1501bs/acre g ye Note: All application rates are Pure Live Seed rates as defined in NCTCOG Spec. Item 202.6.3. Regular watering sufficient to establish growth is included in this item. All areas disturbed by the Contractor during the course of construction must be stabilized. The Contractor shall also be responsible for watering at intervals required to maintain adequate growth and establishment of the grass. The Contractor will be responsible for acquiring the water and no additional pay will be given. Watering shall be done at a minimum of twice a week until proper coverage is obtained and the project has been accepted. Contractor must achieve 75% coverage prior to the final acceptance of the project with no bare spots larger than 25 square feet. If areas do not meet minimum I coverage, then the -Contractor must re hydromulch failed areas until proper -coverage is obtained. Contractor shall be responsible for mowing the project area to maintain a maximum grass height of 6" until the final acceptance of the project. The Contractor shall be responsible for any measures necessary to establish a uniform stand of grass as described above, including but not limited to mulching, placement of an erosion control mat, or other measures. I Temporary Erosion Control This item shall be in accordance with NCTCOG Spec Item 201. except as herein described. An erosion control plan will be provided in the plans. The erosion control measures shown on the plan are to be considered minimum measures. The Owner will provide a Storm Water Pollution Prevention Plan (SWPPP) for each site. During construction, if any of the erosion control measures are found to be inadequate the Contractor must re-evaluate the erosion control measures and notify the Owner of any problems. The Contractor must clean all erosion control measures after a storm event to ensure that they will function correctly for the next storm event. All materials collected in the erosion control devices must be removed properly at the Contractor's expense. After any required hydromulching has been completed, it may be necessary to add additional erosion control devices to ensure seeding takes -hold. This shall-be subsidiary to this proposal item. All maintenance of erosion control devices and any additional measures needed to ensure proper erosion control will be considered -subsidiary to this proposal item. Unless the Owner will be required to maintain the erosion control after site preparation is completed, the Contractor shall be responsible for removing all erosion control devices once area has been properly hydromulched, or otherwise stabilized, and coverage is accepted by the Owner. Contractor shall provide all labor, equipment, and materials necessary for the erosion control measures as specified in the provided SWPPP and any additional erosion control devices needed for this pro=ject. K. Construction Entrance A temporary stabilized construction exit will be required for most sites to facilitate removal of sediment from vehicles and other construction equipment prior to exiting the construction site. The stabilized exit will consist of 3 -inch to 5-inch minimum coarse aggregate placed in a layer at least 12 inches thick on a geotextile fabric to keep soil and rock separated. The exit will be cleaned and maintained as long as construction vehicles are accessing the site. L. Demolition and Removal of Structures This item covers the complete demolition of all designated buildings, barns, outbuildings or other structures on the site in accordance with City of Denton and OSHA requirements. Prior to commencing demolition, the Contractor shall ensure that all utilities (water, sewer, gas, electric, phone, cable) are disconnected. For purposes of this i RFP, it will be assumed that there are no hazardous materials .(such _as asbestos) in the buildings. In the event that asbestos or other hazardous materials are encountered prior to or during the demolition, the City of Denton will be responsible for all testing, removal and abatement necessary to lawfully remove such materials. Demolition of the structure and clearing of the site will include but not be limited to: • Removal of all existing structures, including contents, foundations, underground equipment, underground structures (except for septic tanks) and fences • Removal of concrete flatwork and sidewalks associated with the structures s Removal of telephone lines and services • Removal of all trash and debris on the sites • Removal of air conditioning system components and proper capture of refrigerants • Water service shall be disconnected at the meter box, and the meter removed and delivered to the City of Denton. • Sanitary sewer service shall be removed to the right-of-way line and a two-way cleanout installed. All materials shall be removed and disposed of at an approved off-site facility. Contractor shall take measures to ensure that adjacent properties are not damaged. After demolition, the Contractor shall grade the site for positive drainage and hydromulch disturbed areas to prevent erosion. The City of Denton shall be responsible for obtaining the appropriate demolition permit with the City of Denton, and for paying any necessary permit fees. Measurement for payment for demolition and removal of structures will be per Ton. The City of Denton will pay directly all landfill costs associated with disposal at the City of Denton landfill. M. Remove Propane Tank This item will consist of emptying, disconnecting and removing a propane tank from the site, including safe disposal of the tank, and removal of all gas lines associated with the tank. N. Remove Septic Tank j This item shall consist of properly emptying an existing septic tank, removing it from the site and safely disposing of it. Any leach field drain pipes must be removed and disposed .of. 0. Remove Light/Electrical Poles This :item shall consist of removing from the site any light .poles-and/or -electrical distribution poles on the site. The entire pole, including foundation, is to be removed from the site and disposed of. i P. Signs, Barricades and Traffic Handling This item shall include all necessary barricades, barrels, signs and other traffic control devices necessary to ensure the safety of the travelling public adjacent to the work site. All traffic control measures shall comply with the Texas Manual on Uniform Traffic Control Devices and City of Denton requirements. A Right-of-way permit will be required from the City of Denton for any work in public right-of-way. No lane closures will be allowed without the express permission of the city of Denton. Q. Site Recompaction If required, this item shall consist of returning to the site after installation of the substation electrical equipment (by others) to grade and recompact the site. Construction of the substation itself will include excavation for foundations and trenches for conduit and other facilities. The Contractor shall return to the site, regrade it in accordance with the grading plan, recompact the site, and proofroll to identify any soft spots. Soft spots, if located, shall be removed and recompacted as specified above. Mobilization for this portion of the work shall be included in the proposed price for Site Recompaction. Contractor shall take extreme care to protect existing facilities. Respondents may wish to visit the DME substation located at 1221 Bonnie Brae to familiarize themselves with the equipment that will be on the site at this time. R. Provide Open-Graded Rock for Surface and Deliver to Site 1. The rock shall be from a source approved by the Owner. Contractor shall furnish the crushed rock and deliver to the site. Crushed rock will be irregularly shaped limestone type, not round. The rock shall be from 3/4" to 1 %z" gravel for proper compacting. "Bunker" material that contains more than 10% fines will not be acceptable. The Contractor shall furnish a sample of rock to the Owner and must approve prior to placement. 2. Rock to be provided will be measured by the Ton, compacted in place, assuming 105 pounds per cubic foot. The actual quantity used will be calculated based on the square yardage required and the unit weight provided by the source quarry. S. Place Rock Surface 1. Gravel surfacing six (6") inches thick shall be placed on the entire substation area. No gravel is required outside the substation fence. Geogrid material (provided by the Owner) shall be placed as indicated on the drawings on the compacted subgrade prior to placement of the gravel. 2. The crushed rock final surfacing shall be compacted with a vibratory roller. Gravel shall be added until all areas are consistent in cover thickness, are even, and consistently follow the contours of the underlying soil surface. The 6" depth of gravel requirement shall apply after compaction of the gravel. 3. Prior to placement of the gravel, the subgrade shall be free from .depressions and soft spots and conform to grades shown on the drawings and shall be compacted as required in the section on compaction. Gravel shall not be placed until the subgrade has been approved by the Owner. Gravel surfacing shall be 6 inches thick after compaction. 4. The gravel shall be placed, compacted according to the compaction specifications herein. Surfaces of gravel shall be free of corrugations and waves. T. Provide and Place Flexible Base 1. The flexible base shall be Grade 1, Type D as specified in TxDOT Spec Item 247, Flexible Base. Material shall be provided from a source approved by the Owner. 2. Flexible base shall be placed as described below. i 3. This item shall include both providing and placing the flexible base as indicated on the plans. U. Place Flexible Base 1. Flexible base (provided by others at the site) shall be placed by the Contractor to the lines grades .and thickness .shown on the plans, and in accordance with TXDOT Spec Item 247. Prior to placement the Contractor shall prepare the subgrade as indicated on the plans and/or as indicated in Spec Item 247. The subgrade shall be free from depressions and soft spots and conform to grades shown on the drawings and shall be compacted as required in the section on compaction. Gravel shall not be placed until the subgrade has been approved by the Owner. 2. The flexible base shall be brought to the proper moisture level and compacted as specified in TxDOT Spec Item 247. Surfaces of flexible base shall be free of corrugations and waves. VII. WARRANTY AND GUARANTEE The supplier shall guarantee that the material and workmanship furnished shall be free from all defects and shall give successful service under the intended operating conditions. The supplier shall also agree upon notice from the Owner to promptly and without charge, and to the satisfaction of the Owner, make such changes, replacements, corrections, etc., which may be required to make good all defects developing in the site work under its intended use with proper care for a minimum period of 12 months from the date the construction is accepted by the Owner. ~I i I 7. RIGHT OF INSPECTION AND REJECTION: 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 right to inspect the .Contractor's, .or the Contractor's Subcontractor's, facilities, or the deliverables at the Contractor's, or the Contractor's Subcontractor's, premises, the Contractor shall furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance to the City to facilitate such inspection. 8. NO REPLACEMENT OF DEFECTIVE TENDER: 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. 9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the site 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 and 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 City's service requirements and -specifications, the location and essential characteristics of the work site, 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 any way affect performance of the Contractor's obligations under the contract. The Contractor 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. 10. WORKFORCE: 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 Citys 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 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 Responsibility Act of 1996 ("IIRIRA) enacted on September 30, 1996. 11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS: The Contractor, it's Subcontractors, and their respective employees, shall comply fully with all 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 liability of every kind arising from the breach of the Contractor's obligations under this paragraph. 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.). 12. Deleted 13. PAYMENT: A. All proper invoices need to be sent to The City of Denton, Texas, Accounts Payable. Approved invoices will be paid within thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever date is later. B. If payment is not timely made (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025; except, if payment is not timely made for a reason for which the City may withhold 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 cr 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 or the City's agents, employees or contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would 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 bcreby.given that ,any awarded firm who is in arrears to the City of Denton far 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. C. The awarding or continuation of this Contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds that are appropriated and available for 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. 14. TRAVEL EXPENSES: 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. 15. FINAL PAYMENT AND CLOSE-OUT: 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. 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 terms of any warranty specified herein, (4) arising from the Contractor's continuing obligations under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than those previously asserted in writing and not yet settled. 16. SPECIAL TOOLS & TEST EQUIPMENT: i 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. 17. RIGHT TO AUDIT: A. The City shall have the right to audit and make copies of the books, records and computations pertaining to the Contract. The Contractor shall retain such books, records, documents and other evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all 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 all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to the Contract, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 1% or greater. If an overpayment of I% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the Contractor which must be payable within five (5) business days of receipt of an invoice. B. Failure to comply with the provisions of this section shall be a material breach of the Contract and shall constitute, -in the City's sole discretion, grounds for termination thereof. 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. 18. SUBCONTRACTORS: 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 except as provided in the Contractor's Plan. The Contractor shall not substitute 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 i I 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 aer-ordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Contractor, with the City being a 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. 19. WARRANTY-PRICE: 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 Re deliverables under similar terms of purchase. 20. WARRANTY - TITLE: 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. 21. WARRANTY - DELIVERABLES: 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. Only new materials shall be used for this project. i 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 12 months 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-conforming deliverables with fully conforming deliverables, at the -City's option and 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 impair the City's rights under this section. 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 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 manufacturer's warranty, the Contractor shall transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest extent to enforce such manufacturer's warranty for the -benefit of the City. 22. WARRANTY - SERVICES: 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. 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 for a minimum period of 18 months following project completion or 12 months from the date the station construction is accepted by the Owner. 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 the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. C. If the Contractor is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the i 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. 23. ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES: 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, losses and damages attributable to the City's evaluation of and determination to accept such 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. 24. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other parry for written 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. 25. STOP WORK NOTICE: 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. 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. 26. DEFAULT: 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 Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to the City. 27. TERMINATION FOR CAUSE: 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 (10) day period, cures such default, or provides evidence sufficient to prove to the City's 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 i be entitled to recover all actual damages, costs, losses and expenses, incurred by the City as a result of the Contractor's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the Contractor, the City may remove the Contractor from the City's 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. 28. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon 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. 29. FRAUD: 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. 30. DELAYS: 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 shad negotiate an equitable adjustment for costs incurred by the Contractor in the Contract price and execute an amendment 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 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. 31. INDEMNITY: A. Definitions: i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action, II i 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: (l) 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 limited to the agents, officers and employees of the City, the Contractor, the Contractor's 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. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND 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 PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LINHT 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. 32. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in Attachment A. 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 with the coverages and 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 i construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by 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 accept workers' compensation coverage written by the Texas Workers' Compensation 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, Texas Materials Management Department 901B Texas Street Denton, Texas 76209 vii. The "other insurance" clause shall not apply to the City where the City is an additional 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) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. i i xiv. The insurance coverages specified in within the solicitation and requirements are 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. 33. CLAIMS: 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 Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the City 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. 34. NOTICES: 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 specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the -City at 901E Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: 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. 36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: 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 -del iverables 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 ill I reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In 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-counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations 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. 37. COIF MENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and/or its licensors' -confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information"). Contractor acknowledges and agrees that the Confidential Information is the 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 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. 38. OWNERSHIP AND USE OF DELIVERABLES: 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 however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint II I authorship of such deliverables. Should 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 interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, 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. 39. PUBLICATIONS: All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form, the source shall be identified. 40. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. 41. NO CONTINGENT FEES: 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. 42. GRATUITIES: I I it 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. 43. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: 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. The Contractor shall complete and submit the City's Convictof Interest Questionnaire (Attachment G). 44. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The Contractor's services shall 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 the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's 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. 45. ASSIGNMENT-DELEGATION: The Contract shall be binding upon and inure 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. 46. WAIVER: 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. 47. MODIFICATIONS: 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. 48. INTERPRETATION: 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. 49. DISPUTE RESOLUTION: 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 i from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. 50. JURISDICTION AND VENUE: 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 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. 51. INVALIDITY: The invalidity, illegality, or unen-forceability 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. 52. HOLIDAYS: The following holidays are observed by the City: New Year's Day .(observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Da (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 scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. 53. SURVIVABILITY OF OBLIGATIONS: I 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. 54. NON-SUSPENSION OR DEBARMENT CERTIFICATION: The City of Denton is prohibited from contracting with or malting 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. 55. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any 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. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 56. BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded requirements -if applicable) The following federally funded requirements are applicable, in addition to the specific federally funded requirements detailed in Attachment B. 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". 57. RIGHT TO INFORMATION: 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. 58. LI4CENSE FEES OR TAXES: Provided the solicitation requires an awarded contractor or supplier to be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent. 59. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. 60. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: 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. 61. FEDERAL, STATE, AND LOCAL REQUIREMENTS: Respondent shall demonstrate on-site compliance with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue Act 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. 62. DRUG FREE WORKPLACE: 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 se q.) 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 amendments to the final rule that may hereafter be issued. 63. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: 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. 64. FORCE MAJEURE: 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. i 65. NON-WAIVER OF RIGHTS: 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, failure, or waiver of either Party's exercise _or partial -exercise of any right or remedy under the 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. 66. NO WAIVER OF SOVEREIGN IMMUNITY: 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. 67. RECORDS RETENTION: 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 five (5) years after the expiration of the Contract, or until the CPA 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 CPA, 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. i EXHIBIT E INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain .u iftl Me contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at anytime; however, 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 throughout the duration of the Contract, or 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- VII or better. • Any deductibles or self-insured retentions shall be declared in the 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; 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: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. Should any of the required insurance be -provided under a claims made forth, Contractor shall 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. RFP # 5086 • 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. 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 throughout the duration of the Contract, or longer, if so 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 Property 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 liability 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. RFP 4 50'86 i 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. fX] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' 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, $100,000 per each employee, and a $300,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall 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 Jaasured. 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 Workers' Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all 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 $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 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 RFP # 5086 i I i 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. j ] Additional Insurance Otber .ins nfuice may be required on an individual basis for ez bazardous 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. RFP # 5086 ATTACHMENT I [X] Workers' Compensation Coverage for Building or Construction Projects for Covernmental 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 all 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. 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 RFP # 5086 i 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 1-0 days after tire-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. 1. 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: a. 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; RFP # 5086 i i 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. K. 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. RFP # 5086 EXHIBIT E SPECIAL TERMS AND CONDITIONS CONTRACT TERM The contract term shall be for a one (1) year from the date of award. The City and the Awarded Contractor shall have the option to renew this contract for an additional two (2) one-year periods. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with the provision of the section titled "price adjustments", or the section(s) titled "termination". 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. PRICE ADJUSTMENTS Prices per Exhibit G must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the, 1) Oil Price Information Service (OPIS) spot mean for DFW Gross No. 2 LED distillate price rack average rate and the 2) U.S Department of Labor, Bureau of Labor Statistics, Employment Cost Index (ECI) for Total Compensation, Private Industry Construction Workers (CIU2012300000000A) as found at (http://www.bis.gov). The price will be increased or decreased based upon the annual percentage change in the ECI and diesel average. The escalation will be determined annually at the renewal date. Should the ECI and diesel average change exceed a minimum threshold value of +/-I%, then the stated eligible prices -shall be adjusted in accordance with the ECI and diesel change. The Contractor should provide documentation as percentage of each cost associated with the unit prices quoted for consideration. Request must be submitted in writing with supporting evidence for need of such increase to the Purchasing Manager at least 60 days prior to contract expiration of each year. Contractor must also provide supporting documentation as justification for the request. Upon receipt of such request, the City of Denton reserves the right to either: accept the escalation as competitive with the general market price at the time, and become effective upon the renewal date of the contract award or reject the increases within 30 calendar days after receipt of a properly submitted request. If a properly submitted increase is rejected, the Contractor may request cancellation of such items from the Contract by giving the City of Denton written notice. Cancellation will not go into effect for 15 calendar days after a determination has been issued. Pre-price increase prices must be honored on orders dated up to the official date of the City of Denton approval and/or cancellation. The request can be sent by e-mail to Or mail to: Or call: City of Denton City of Denton Purchasing Attn: Purchasing Manager (940) 349-7100 RFP # 5086 901B Texas Street Denton, Texas 76209 The City of Denton reserves the right to accept, reject, or negotiate any proposed price changes. RFP # 5086 CONTRACTS AND BONDS Successful awarded contractor will be required to sign original contract and submit a performance bond for $100,000 or 110 percent of the total proposal submitted and payment bond for $100,000 or 100 percent of the total proposal submitted, whichever is the lesser, -before work is to commence. The awarded contractor will be required to increase the bond amount(s) should the cumulative total exceeds $100,000. The contractor shall assume all costs in increasing the bond limits. The cost for such bonds shall be included in the proposed price. PERFORMANCE LIQUIDATED DAMAGES The Contractor shall incur contractual payment losses, as initiated by the City for performance that falls short of specified performance standards as outlined below: • Participate in a preconstruction conference within ten (10) days of Notice to Proceed with a specific site project. • Provide a project plan and schedule within seven (7) days of the preconstruction conference that includes a formal estimate of the total cost. • Begin mobilization on or before the date in the project plan. • Complete work in accordance with the approved project plan. • Remain in compliance with all aspects of the contract. The Contractor shall be assessed a one (1%) percent fee each week when any one of the performance standards outlined above are not met in full. The Contractor shall be assessed a two (2%) percent profit fee each week when any two (2) or more performance standards outlined above are not met in full. At the end of each month, the City will review the monthly reports and determine the percentage of penalty to be assessed to the Contractor's monthly profit margin. Total Contract Amount The contact total for services shall not exceed $2,380,000 per total contract term. Pricing shall be per Exhibit G attached. RFP # 5086 i Exhibit G Contractor's Proposal RFP 5086 Pricing Sheet for DME Sub. & Trans. Line Easement Site Preparation - Various Sites Item Est_A.n nual # Type of Service Quantity U01VI unitPrice SECTION I - DESIGNATED PROJECTS: Furnish all supervision, labor, material, supplies, tools, equipment and transportation to prepare identified substation sites: 1 Mobilization 4 LS $ 1,000.00 2 Silt Fence 6,000 LF $ .3-00. 3 Silt Fence Removal and Disposal 6,000 LF $ 0.50 4 Construction Entrance (20'x50') 4 EA $ 2;000:00 5 Inlet Protection 4 EA $ 50.00 6 Tree Protection 1,260 LF $ 2.00 7 Erosion Blanket 1,400 SY $ 2.00 8 18" Rock Berm 35 LF $ 40.00- 9 Tree Removal and Disposal(3" - 6" dbh) 35 EA $ 65.00 10 Tree Removal and Disposal (6" - 12" dbh) 21 EA $ 90.00 11 Tree Removal and Disposal (12" - 18" dbh) 7 EA $ 180.00 12 Tree Removal and Disposal than 18" dbh) 4 EA $ 300.00 13 Stripping, Clear n& Grubbing (See Note 1) 16 ACRE S .7.50.00 14 Unclassified Excavation 7,000 CY $ 4.00 15 Rock Excavation 150 CY $ 20:00 16 Grading & Compaction 16 ACRE $ 3,000.00 17 Spoil Removal to City Site (See Note 2) 1,800 Ton $ -8.00 18 Provide and Haul Borrow to Site 3,500 CY $ 9.00 19 Hydromulch 5,000 SY $ 0.50 20 Temporary CMP Culvert (18" - 24") Installed 100 LF $ 36.00 21 Signs, Barricades and Traffic Handling 2 LS $ 100.00 22 Demolish & Remove Structures (See Note 3) 150 Ton $ 47.50 23 Remove Propane Tank and Dispose 2 EA $ 300.00 Exhibit G Contractor's Proposal RFP 5086 Pricing Sheet for DME Sub. & Trans. Line Easement Site Preparation - Various Sites item fEst dual # Type of Service Quantity DDS Unit Price 24 Remove Septic Tank and Dispose 2 EA $ 400.00 25 Remove Leach Lines and Dispose 200 LF $ 10.00 26 Remove Light/Electric Poles 2 EA $ 400.00 27 Site Recompaction 35,000 SY $ 1.05 28 Place Open-Graded Rock 45,000 Sy $ 1.00 29 Place Geogrid (provided by Owner) 1,100 SY $ 1.50 30 Provide Open-Graded Rock for Surface 18,000 TON $ 21.00 31 Place Flex Base 135 Ton $ 4.00 32 Provide and Place Flex Base 135 Ton $ 21.75 SECTION II - HOURLY RATE FOR ADDITIONAL SERVICES 33 Motorgrader 70 Hour $ 130.00 34 Dozer 80hp or less 70 Hour $ 100.00 35 Dozer over _80 hp 70. flour $ 130-0-0. 36 Trackloader 70 Hour $ 130.00 37 Rubber Tire Loader 70 Hour $ 100.00 38 Compactor 70 Hour $ 90.00 41 25 ton End Dump 70 Hour $ 100.00 SECTION III - Delivery Timeframe Estimated time between notice to proceed with site work for a project until work begins: Calends 7 Normal Time to Complete Typical Site as Depicted on Pricing Sheet: Working Days 21 Note 1 (Line 13): This item is amended to remove disposal. It will be only for stripping, clearing, and grubbing. Note 2 (Line 17): This line assumes removal to the City Landfill. DME will pay the COD Landfill directly for landfill costs. Note 3 (Line 22): This line shall apply to removal of all structures from the site. DME shall be responsible for: Procuring and providing any demolition permits required Abatement of any asbestos discovered Paying the COD Landfill directly for landfill costs I Exhibit G Contractor's Proposal CITY OF DENTON RFP FOR SUBSTATION AND TRANSAUSSIONI INN, EASEMENT SITE PREPARATION SERVICES BUSINESS OVERVIEW QUESTIONNAIRE 1. ContractorNi-ane : ( C~ nY~ a i ►~J Scams , 2. Address (Principle Place Df Business:. `1 CJ6 ~1%C As 3. Does your company have an established physical presence in the State of Texas, or the City of Denton? y e o 101.16 e~KCPdS 9A . } orb roA -\-34. Z 6)- -T 4. Tax Payer 1D#: 5. Email Address of Prima Contact: ~ 'J ~ ~ ~ p,rkrt 6. Website Address: 7. Telephone: qct Ce4 qqG q6 8. Fax: 9q0 h 3)6S c) ),v-~,- 9. Other Locations: A- 10. Organization Class. Partnership Individual Corporation" 1 Association 1 i . Date Established 12. Former Business Name, Y-31 ~ 13. Date of Dissolution: pJA 14. Subsidiary of : W I V\ IS. Historically Underutilized Business: Yes o No 16. Principals and Officers: z Please detail responsibilities with the name of each principal or officer. 17. Key Personnel and Responsibilities: Exhibit G Contractor's Proposal CITY OF I)ENTON RFP FOR SUBSTATION AND TRANSMISSION LINE EASEMENT SITE PREPARATION SERVICES Please detail -responsibilities with the name of each key personnel. 18. Number of Personnel by Discipline: Discipline Number of Staff # Registered 19. Services Provided by Firm: Please vide a detailed listing of all services that your company provides. Please detail your prior experience working on similar projects with Texas governmental entities. Please detail your similar services provided over the. past two (2) years. Detail documented proof of at least three (3) projects in the past two (2) years. Please detail these services, including, the Mature of the services provided, the scope -of the activities, the organizations for which the services were provided, the dates of the projects, and the documented benefit to the governmental entity. 20. Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years raider your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. NO 21. Please provide at least (3) three references (preferably municipalities) and contract amounts. Include project description, contact names, position, and organization name and telephone number for each reference listed. See attachment F. 22. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. wV 23. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s). vuo 24. Has your company implemented an Employee -Health and Safety Pram eornoient with 29 CFR 1910 "General Industry Standards" and/or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? httu;//www.oslra.goy/pls/ashawel)/ow-,isrch.search forru?fs doc iyoe=STANDARDS&p toc level= l &p keyyalu►e=1926 25. Please state the liability and other insurance coverage(s) that will be provide for this project. _ 26. Please indicate the total number of projects your Firm has undertaken within the last five years? Exhibit G Contractor's Proposal CITY OF DENTON RFP FOR SUBSTATION AND TRANSMISSION LINE EASEM W SITE PREPARATION SERVICES SAFETY RECORD QUESTIONNAIRE The City of Denton desires to avail itself of the benefits of Section 252A435 of the Local GoveMMMt Code, and consider the safety records of potential contractors prior to awarding bids on City contracts. Pursuant to Section 252,0435 of the local Government Code, the City of Denton has adopted the following written definition and criteria for accurately determining the safety record ofa contractor prior to awarding City contracts. The definition and criteria for determining the safety record of a contractor for this consideration shall be: The City of Denton shall consider the safety record of the respondent determbdng the responsibility thereof. The City may consider any incidence involving worker safety or safety of the citizens of the City of Denton, be it related or caused by environmental, mechanical, operational, supervision or any other cause or factor. Specifically, the City may consider, among other things: a. Complaints to, or final orders entered by, the Occupational Safety and Health Review Commission (OSHRC), against the respondent for violations of OSHA regulations within the past three (3) years. b. Citations (as defined below) from an Environmental Protection Agency (as defined below) for violations xvithin the past five (S) yeti -s. -Environmental Protection Agencies include, but are not necessarily limited to, the U.S. Army Corps of Engineers (USACQP), the U.S. Fish and Wildlife Service (USFWS), the Environmental Protection Agency (EPA), the Texas Commission on Environmental Quality (TCEQ), the Texas Natural Resource Conservation Commission (TNRCC) (predecessor to the TCEQ), the Texas Department of Health (TDH), the Texas Parks and Wildlife Department (TPWD), the Struchrrat Pest Control Board (SPCB), agencies of local governments responsible for enforcing environmental protection or worker safety related laws or regulations, acid similar regulatory agencies of other states of the United States, Citations include notices of violation, notices of enforcement, suspension/revocations of state or federal licenses or registrations, tines assessed, pending criminal complaints, indictments, or convictions, administrative orders, draft orders, finial orders, and judicial final judgments. c. Convictions of a criminal offense rivithin the past ten (10) years, which resulted in bodily harm or death. A Any other safety related matter deemed by the City Council to be material in determining the responsibility of the respondent and his or her ability to perform the services or goods required by the bid documents in a safe environment, both for the workers and other employees of respondent and the citizens of the City of Denton. In order to obtain proper information from respondents so that City of Denton may consider the safety records of potential contractors prior to awarding bids on City contracts, City of Denton requires that respondents answer the following three (3) questions and submit them with theirbids: I i Exhibit G Contractor's Proposal CITY OF DENTON RFP FOR SUBSTATION AND TRANSMISSION LINE EASEMENT SITE PREPARATION SE_R VICES QUESTION ClNE Has the respondent, or the farm, corporation, partnership, or institution represented by the respomlent, or anyone acting for such firm, corporation, partnership or institution, received citations for violations of OSHA within the past three (3) years? YES- NO-J/. if the respondent lurs indicated YES for question number one above, the respondent most provide to City of Denton, with its bid submission, the following information with respect to each such citation: Date of offense, location of establishment inspected, category of offense, final disposition of offense, if any, and penalty assessed. QUESTION TWO Has the respondent, or the firm, corporation, partnership, or institution represented by the respondent, or anyone acting for such firm, corporation, partnership or institution, received citations for violations of environmental protection laws or - regulations, of any Under -type, within the past rive years? Citations include notice of violation, notice of enforcement, suspension/revocations of state or federal licenses, or registrations, fines assessed, pending criminal complaints, indictments, or convictions, administrative orders, draft orders, final orders, and judicial final judgments. YES NO_ If the respondent has indicated YES for -question number twe .abovo, the respondent must provide to City of Denton, with its bid submission, the following information with respect to each such conviction: Date of offense or occurrence, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. QUESTION THREE Has the respondent, or the firm, corporation, partnership, or institution represented by respondent, or anyone acting for such firm, corporation, partnership, or institution, ever been convicted, within the past ten (10) years, of a criminal offense which resulted in serious bodily injury or death? YES NO If the respondent has indicated YES for question number three above, the respondent trust provide to City of Denton, with its bid submission, the following information with respect to each such conviction: Date of offense, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. Exhibit G Contractor's Proposal CITY OF DENTON RPP FOR SUBSTATION AND TRANSMISSION IME EASEMENT SITE PREPARATION SERVICES CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes trade 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 person Date.Rm;,.mt who has a business relationship as def=ined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Seetim} 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 tinder this section is a Class C misdemeanor. i Nlante of person who bas a business neintionship with loeol governmental entity. kA- 2 t- i Cheek this box if you are filing an update to a previously -filed questionnatre. LI (The law requires that you file an updated completed questiotwalm with the appropriate filing authority not later than the 7* busineas day after the date the originally filed questionnaim becomes incomplete or inaccurate.) 3 Nance of local government o8loer with whom rder has an employment or business relationship. 3Vtutte_ofofrreer This section, (item 3 Including subparts A, B, C & 0), 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 CIO as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from Um filer of the questionnaire? Yes 0 No B. Is the fifer of the questionnaire receiving or likely to receive taxable Income, other than investment ftmome, from or at the direction of the _ local government officer named in this sse~t( ection AND the taxable income is not received from the local governmental entdy? u Yes ll U No C. Is the filer of this questionnaire employed by a corporation or other business entity "It mspectto tNWch the total government of mr serves as an officer or director, or holds an ownership of 10 percent or more? Yes ED No D. Describe each affiliation or business relationship. 41 Signature of person doing business with the governmental entity Date I i Exhibit G Contractor's Proposal CITY OF DENTON RU7 FOR SUBSTATION AND TRANSMISSION LINE EASEMENT SITE PREPARATION SERVICES DISADVANTAGED BUSINESS UTILIZATION The City of Denton will ensure that purchases of equipment, materials, supplies, and /or services comply with Texas Local Government Code 252.0215, in regards to competitive requirements in relation to Disadvantaged Business Enterprises (DBE). The City will ensure that all procurement opportunities are cost effective, and contributable to the competitiveness of the City, and its customers. All Procurement activities will be conducted in an open and fair manner with equal opportunity provided for all qualified parties. The City of Denton will provide equal contracting opportunities as provided by State and Federal law to small business enterprises, Historically Underutilized Businesses, and Disadvantaged Business Enterprises. Tlme City of Denton. encourages -all awarded Contractors to seek qualification as a DBE and/or utilize DBE's as sub-contractors, where feasible, to -meet the overall intent of the legislation. Disadvantaged Business Enterprises fDBE~: are encouraged to participate in the City of Denton's procurement process. The Purchasing Department will provide additional clarification of specifications, assistance with Proposal Forms, and further explanation of procurement 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 - TPASS Division PO Box 13047, Austin, TX 78711-3047 (512) 463-5872 or (888) 863-5881 or littp://www.window.state.tx.uLproggrpmgpt(pmgLhub/ Instructions: If your company is already certified, attach a copy of your certification to this foram and return with the submission. If your company is not already certified, and could be considered as meeting certification requirements, please use the web link to obtain such. If you are submitting a response and plan to utilize DBE's as subcontractors, then use the form below to identify the business(es) and include the HUB m tsfa;ation far each subcontractor. COMPANY NAME: REPRESENTATIVE: ADDRESS: CITY, STATE, ZIP: TELEPHONE NO. Ii AX NO . Indicate all that apply: Minority-Owned Business Enterprise 1Vonnen-Owned Business Enterprise Disadvantaged Business Enterprise Exhibit G Contractor's Proposal _ Mati !t 7056 Rhoades Road Aubrey, TX 76227 Telephone: 940365-2423 Fax: 940-365-0202 Personnel Dirtetory Tim Robinson 940-390-2331 Tom Robinson 944-391-3485 Brian Robinson 940391-7208 Robert Robinson 940-765-0508 Billy Bell 940-300-'5986 mann-robinson@solbroadband.com I I i Exhibit G 8/10/12 Home 6'ROractor's Proposal SAM System for Award Management Username Password Forgot Usemarre? Forgot PawAvd? Creak an Account • Nam a Search • Reports • SAN Help Entxy Dashboard ROBINSON, MANN &SON INC Entity OverVLty UW: -107301M "G£Cade: 4SM Status: Acthre . Entity Record 7066RHOADSRD Core Data AUBREY, lx, 76227.4448, U11TED STATES ~ Assertions Review Assertions ReviewAssertnrts Reps & Cents I t please select a value L^r t . POCS Excitzlons + ActNe ExcWlons [DpandAir r lnactIve Excluslons cwods & services: RETURN TO WARCII NAIC5 Codes setseted: Primary NAICS Description Coda 5617201ANTTORIAL SERWES 238810517E PREPARATION CONIRACTORS 56179WTHER SERVICEST08U11DINGSANDlW EWNGS 237990MKR HEAVY AND CIVIL ENGINEERING CONSTRUCTION 115112SOIL PREPARATION, PiAN ING, AND CULTIVATING 2381IOPOUREDCONCRMFOUNDATION ANDSMUC ME CONTRACTORS 236224COMMERCIAL AND W91111TIONAL BUILDING CONS SUCTION 561,7301ANDSCAPMU SERVICES PSC Codes Selected! PScCode Description She Metrics VIMM We, Location (Optiortai fDi informakion Do you wish to enter ED1 Infornetion for your awn-government an*? - Dhaster Relief Information Do you wish to enter MasterReTef Data for your entity? f1o Geographt Area Served, SAN I System for Award Hanagement 1.01 Note to all Usersi Thh Is a Federal Government computer system Use of Ws systemconstilates consent to rnontorirg at of tires. sen=xeant -UK ht1p://rAw0-SD qov (8am-"FaslernTime) US C1W 96"W-8210 https://sam,gov/portal/public/SAM/page4d4A itml?portalcomponent]d=212addS2-93bb-498e-8t iD-44ca.., k/2 I Exhibit G Contractor's Proposal i Mann Robinson Sin, Inc. Trade References and Similar Projects We tme one work for UWT for 30years arn various projects rme example simil=ar to tits h Dallas district 4777 E. Hwy 80 Dallas, TX 75150 contact Sally Richmond 214-920-6208 Kaufman county debris removal and channel cleaning in 2008 We have done work for the U.S.D.A. Natural Resources Conservation Service ,101 South Main St. Temple, TX 76501 contact Kathleen Pinckney 254-742-9984 Recent Projects are Aquila: Creek Bank Stabilization 2010 AS-7442-C-10-0087 and Elm Fork Site 7A Bank Stabilization AG-7442-C-11--0020 We have also done work for GCC Enterprises 1601 Valley View Ln Bldg. 2 Dallas, TX 75234 Contact Andre potter 972406-1050 ext. 206 GCC is a competitive 8A 4wmpany whacontracts a lot of -work from the Army Corps of Engineers s Fort Worth District 819 Taylor St. Fort Worth, TX 76102 Rework and Rack Rip Rap Emergency Spillway and Stilling Basin Lake Lewisville Task Order # 15 Rework and Rock Rip Rap Stilling Basin Lake Ray Roberts Task Order # 16 Excavate and Build Concrete Relief Drainage Channel Behind Dam Task Oder # 16 i Exhibit H Project Plan Process RFP #5086, Substation and Transmission Line Easement Site Preparation Services This exhibit establishes the process whereby individual substation site work projects will be initiated. It is a general outline of the steps to be taken in setting project construction schedules and establishing project prices. The steps are generally in order of occurrence; however, nothing herein precludes the parties from agreeing to an amended approach for any given project. 1. The starting point for the process. shall be when the project plans are delivered to the contractor by DME with indication of a preferred start date. The preferred start date shall not be less than 30 calendar days from the date the plans are delivered to the contractor unless a date 1 sooner than 30 days is agreed to by both parties. Longer planning periods are permissible. Project plans shall include a list of owner furnished material and projected dates of availability and a status of the site preparation. DME and the contractor will coordinate, to the extent feasible, in the development phases of projects to better facilitate planning for both parties. Benefits could be realized in long range budget forecasting, better project timing, constructability planning, and in coordinating and optimizing contractor resources and availability. 2. The contractor shall acknowledge receipt of the plans, indicate acceptance of the planned start date or propose an alternate start date, and shall propose a preconstruction conference to discuss the project. The preconstruction conference shall be scheduled not less than 14 calendar days before the preferred start date. 3. At the preconstruction conference, the following actions are expected: a. The contractor shall provide: 1) A formal estimate of the cost based on the contract unit costs in force at the time of the notice based on the units shown on the project plans 2) A proposed time to be allowed for construction at the preconstruction conference 3) A project plan for the construction 4) A list of classification and quantity of expected personnel that will be assigned to the proj ect 5) A list of the type and quantity of expected equipment that will be assigned to the prof ect 6) Indicate a date when bonds may be expected to be received by Purchasing 7) Raise any issues of concern b. DME shall provide: 1) Revised proj ect plans, if any 2) A description of the project and constraints and answer questions 3) An updated list of owner furnished materials and projected dates of availability if there have been any changes from the initial list 4) An estimate of cost based on the units shown on the plans RFP 5086 5) An update to the status of site preparation if there have been any changes 6) Raise any issues of concern c. Jointly, both parties shall (some items may require additional time after the preconstruction conference for resolution. Resolution must be achieved before the purchase order can be issued): 1) Review the project plan 2) Attempt to arrive at a final cost estimate 3) Establish a formal project start for mobilization 4) Establish a formal project time for construction 5) Attempt to resolve concerns on all issues or agree on a process and time for resolving issues 3. After a formal start date and pricing are established: a. DME will enter the requisition for the purchase order based on the agreed pricing. b. The contractor shall provide bonds to Purchasing. c. Purchasing shall acknowledge receipt of bonds via email to the contractor and DME. d. Purchasing shall issue the purchase order, with 5% retainage if an individual job is over $400,000, which shall serve as the official notice to proceed. i RFP 5142 I 14/ 14J2o 1 DD3 }'moo CERTIFICATE OF LIABILITY INSURANCE 3/DATE (MMI''rf" L..~ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE: HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVEI_Y.OR NEGATIVELY AMEND, EKTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorse A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NAMN17 Ra.chyl Mead Agents Alliance Services, Ltd Q PHONE N . (940)382-9693 Fivc (940) 243-1050 MIL .rachyia kmurameyking.oom Ramey King Insurance - ADDRE, 510 N. 135 E INSURMS) AFFORDING COVERAGE Denton TX 76205 INSURER A:PTO ressiye Count Mutual Ins 92G3 INSURED INSURER B, bbnn Robinson & Sons, Inc.\ INSURER C, 7066 Rhoads Rd. ~`^4\~~ INSURER D: W ` INSURER E Aubrey TX 76227 Ix RER F : COVERAGES CERTIFICATE HUMBER L1211510198 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR TYPE OF INSURANCE BR POLICY NUMBER POLICY EFF PL CY EXP LANrfS GENERAL LIABILITY mm~u EACH OCCURRENCE $ _ COMMERCIAL GENERAL LIABILITY PRAEMGES 6 rre ce $ CLAIMS-MADE 1-1 OCCUR MED EXP (Any ons ) S PERSONAL & AOV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMPIOP AGO $ POLICY PRO- F-1 LOG S AUTOMOBILE LIABILITY E8 acq~ SINGLE LIMIT 1 1000 ,000 ANY AUTO BODILY INJURY {Per Person} $ P` AA L OWNED X AS~OSULEI~ 08910799-1 1/8/2012 1/8/201 - BODILY INJURY (Per accident) $ HIRED AUTOS X NON-0WNE1I/ PROPERTY DAMAGE $ AUTOS Pa acckkx* a 1)MBRELLALIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE 5 DEO R N $ WORKERS COMPENSATION YUC STATU OTH AND EMPLOYERS' LIABILITY E.L. EACH ACCIDENT $ ANY PROPRIETOR/PARTNER/EXECUTIVE Y( NIA OFFICER/MEMBER EXCLUDED? LJ (Mandatory In NH) E1. DISEASE- EA EMPI OYEE S tfyes, describe under DESCRIPTION OF OPERATIONS below E(._ DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS f VEHICLES (Attach ACORD 101, Addttlonal Remarks Schedule,if more space Is rewAred) Additional Insured status applies per form 1198 (01/04).- CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Denton ACCORDANCE WITH THE POLICY PROVISIONS. 901 B Texas Street I l r Denton, Tat 76201 z h E wo S I b j ~3 Ciu AUTHORIZED REPRESENTATIVE Q a t Jeff King/RLM ACORD 25 (2010105) ©1988-2010 ACORD CORPORATION. All rights reserved. INS025 /gninm) m The ArYln,amwwm mmd Anrnra yes am$efamr m2rkc .,r A('XMrn I I A`C„°~R° CERTIFICATE OF LIABILITY INSURANCE 3/14/ DA14/2010D1Y3 3 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: if the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. N SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on ffills eedificat a does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONEACT Rachyl Mead (940)243-1050 Agents Alliance Services, Ltd PHONE (940)392-9691 1 FAX Laic No- IC Ramey King Insurance E-MIML 510 N. 135 E INSU s AFFORDING COVERAGE NAIL # Denton TX 76205 INSURERA:Texas Mutual Insurance Co. 2945 INSURED / INSURER 8: Mann Robinson & Sons, Inc . - INSURERC : 7066 Rhoads Rd. INSURER D. o INSURER E : Aubrey TX 76227 INSURER F., COVERAGES CERTIFICATE NUMBER..-CL1212410441 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. T R TYPE OF INSURANCE ADIX L POLICY NUMBER M~Y MM/DOd l GENERAL LIABILITY EACH OCCURRENCE _ $ GE To RENTED COMMERCIAL GENERAL LIABILITY PREM "ES Ea occurrence $ CLAIM&-MADE F-IOCCUR MFD EXP (Any one person S PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMROP AGG $ POLICY PR4 LOC ' AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED BODILY INJURY(Peracadent) $ AUTOS AUTOS NON-OWNED l HIRED AUTOS AUTOS $ s UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DIED RETENTION $ $ Y IM 81 A WORKERS COMPENSATION X V~ Ate" TH AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNERIEXECUTIVE Y / N E.L. EACH ACCIDENT $ 1 000 00 OFFICERNEMBER EXCLUDED? N/A 2/5J2012 2/5/2013 (Mandatory In NH) SF0001121317 EL DISEASE- EA EAIPLO s 1,000,000 Ifyes, DESCRJPT10PTiOeN OF under OPERATIONS below D EL DISEASE-POLICYLWT $ 1,00o.000 ES DESCRIPTION OF OPERATIONS/ LOCATIONS [VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if morespace Is requaed) The insured's workers compensation policy includes form WC 42 03 04 A (Blanket Waiver of Subrogation for any persoryor organization for whom the Named Insured has agreed by written contract to furnish this waiver)✓✓ CERTIFICATE HOLDER CANCELLATIIDN SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE / THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Denton ACCORDANCE WITH THE POLICY PROVISIONS. 901 B Texas Street Denton, TX 76201 aurlroRGMDREPRESENrATIVe Jeff King/PIK ACORD 25 (2010105) ©1989 2090 ACORD CORPORATION. All rights reserved. IN902& rgmnnsl m The ef`-rier1 n=...e =M bram one .,e.*im amd ffr=r1rc^f A1' WrW WORKERS' COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Te-Fixiawl J,Lat Iosttit Campoay W G 42 03 04 A TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3A. of the Information Rage. We have the right to recover our payments from anyone liable for an injury covered by this policy. We wig riot enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations, described in the Schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectlyto benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization x) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furrdsh this waiver. 2. Operations: ALL TEXAS OPERATIONS 3. Premium The premium charge for this endorsement shall be 2.0° percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4. Advance Premium INCLUDED, SEE INFORMATION PAGE. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indleged below. (The foltowing "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement, effective on at 12:01 A.M. standard time, forts a part of Policy No_ TSF-0001111317 20121205 of the Texas Mutual Insurance Company Issued to MANN ROB I NSON B SON'S I NC Endorsement No. Premium $ t~ Authorized Representative WC420304A (ED, 1.01-2000) AGENT'S COPY DJNITSC14 12-05-2012 AddWonai Insured Endorsement Name of Person orjOrganixation CITY OF DENTON 1301 B TEXAS ST DENTON TX 76201 The person or organization named above is an Insured with respect to such liability coverage as Is afforded bythe policy but this Insurance applies to said Insured only as a person liable for the conduct of another insured and then only to the extent ofthat liability. We also agree with you that Insurance provided bythis endorsementwill be prlrnaryforany pourer unit specifically described on the Declarations Page. Limit of Liability Bodily Injury each person/ each accident Property Damage each accident Combined Liabliity $1,000,000 each accident All other terms, limits and provisions of this policy renwin unchanged. This endorsement applies to Pollcy Number: 06310749-1 issued to (Name of Insured): MANN ROBINSON & SON'S INC Effective date of endorsement: 03114/2013 Policy expiration date: 1110812013 Form 1199(01/04) II DATE (MM14D1YYYY) 1 w.. CERTIFICATE LIABILITY INSURANCE 0312812013 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO R143HTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND; EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF IN$URANCE DOES 140T CONSTITUTE A CONTRACT BETWEEN THEISSUIN€3lNSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER, IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(ios) must be endorsed. If SUBROGATION ISWWAIVED, s7jact to the terms and conditions of the policy, certain policies way require an endorsement. A statement on this certificate doses not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER - NAIVE: ~ fA AGENTS ALLIANCE SERVICES LTD PHC No t xt _ _ c_ca1: _ EfitAIL 510 N 1-35 1= ADI]RE.. NSURfR6s AVFL+ttrRWG C1tJVMAC* DENTON TX 76205-586 INSURERA : HALLMARK SPECIALTY INSURANCE COMPANY 26808 INSURED 1 r INSURERB MANN ROBINSON &SONS, INC.✓r ci( J`~I[~nA~7 INSURERC INSURER D : 7066 RHOADS ROAD INSURERE: AU BREY TX 76227 INSURER F _ ~ COVERAGES CERTIFICATE NUMBER- REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTNTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY;PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES. DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. rL1TR TYPE OF INS NCE POLICY NUMBER.. - MroDIYYYY PMM0NYYP - - LIMITS - GENERAL LIABILITY EACHOCC ; ENCE ~ 1,000,000 3d Oh~MER; GENERAL L LABILITY / PREMISES-rE:iocot.r*~nrx~ ~ itY0,0t1E1 CLAI.M8,MA.GE F OCCUk:!' : hiEr.3E1P1.dti?toYeaP s'st~'t$ 5,000 Y TXG303500-04 43!2812013 03128120114 PERSON PA_ c ACV NI URY S 1,000,000 G'FN E RAL AG G R EG AT E x 2,001,040 _2,000,000 GEN'L 6~FzGRi=GATE L@4p'ili' APPLIES PER'. PROcuCTS - CONIP1OPf u - rTR I'ii@_tC.'Y O - LOC COMBINE SINGLE LIMIT AUTOMOBILE LLABILnX BODILY IN tURY (Per person) $ ANY AUTO ALL. OVMED SCHEDULED BODILY INJJRY (Per aedd9rA) S AUTOS AUTOS NON PROF s3?3YLLA~ E -OIMdE'..J' Fw HREUAUTOS AJJTOS avi(wi UMBRELLA LEAS OCCUR EACki OCCURRENCE EXCESS LEAS CLAIMS-MtOE: ,AGG REGA TE ..OED REGENT ION.. '~STAt'U- tTTI- V40RKERS- COMPENSATION - AND EMPLOYERS LIABILITY Y I N tx,14YPROPRIETOR4•ARTNE.R,F.)(=CUTIVE~ NIA FACHACCIDENT_._. OF'FICERAMEMSER EXC!_UDEJ~ (Mandatary In NH) r k_ DISEASE -f:AA iFiOYc -tC gesz desar+be un&r F.3_. L'Q ,JiSE- P{71_!e'f t.3M1T $ Ot8l.RIPTIUN QF OPERATIONS bNow DESGRIPTIONOFOPERATIONSILOCA-noN$IVEHICLES tAttuhACORD101,AHditlanalRemarks -Schodula,Itmoresp=#Is-requ1'adj THE POLICY INCLUDESAN ENDORSEMENET PROVIDING THAT 30 DAYS NOTICE OF CANCELALTION WILL BE FURNISHED TO THE CERTIFICATE HOLDER EXCEPT FOR NON-PAYMENT OF PREMIUM WHEN 10 DAYS PRIOR WIRTTEN NOTICE WILL 13E GIVEN., CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CITY OF DENTON ME E04RATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 901 B TEY.AS ST JkUTHOMZW REPRESENTATIVE Denton TX 76201 Q 1988-2010 4CORD CORPORATION All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACGRD POLICY NUMBER: TX0303500-03 COMMERCIAL GENERAL LIABILITY HS 2010 06 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the follo_5(*-03 COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: 21)CITY OF DENTON 901 B TEXAS STREET DENTON, TX 76701 22) (if no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) A. Section 11- Who Is An Insured is amended to in- S. With respect to the insurance afforded to these clude as an additional insured the person(s) or or- additional insureds, the following additional exdu- ganization(s) shown in the Schedule, but only with sions apply: respect to liability for "bodily injury", "property dam- This insurance does not apply to "bodily injury" or age" or "personal and advertising injury" caused, in "property damage" occurring after: whole or in part, by: 1. Your acts or omissions; or 1. All work, including materials, parts or equipment furnished in connection with such work, on the 2. The acts or omissions of those acting on your be- project (other than service, maintenance or half; repairs) to be performed by or on behalf of the additional insured(s) at the site of the covered in the performance of your ongoing operations operations has been completed; or for the additional insured(s) at any location. 2. That portion of "your worm" or "your product" out of which the injury or damage arises has been put to its intended use by any person or organiz- ation other than another contractor or subcon- Endorsement Number: 4 tractor engaged in performing operations for a principal as a part of the same project. Endorsement Effective Date: 0311411 Premium Charge: $0.00 State Tax: $0.00 Stamping Fee: $0.00 Total Premium: $0.00 ALL PREMIUMS FOR THIS ENDORSEMENT ARE FULLY EARNED. HS 2010 06 09 Page 1 of 1 POLICY NUMBER; TXG303500-03 COMMERCIAL GENERAL LIABILITY HS 02 05 0196 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS OR COVERAGE CHANGE This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART RAILROAD PROTECTIVE LIABILITY COVERAGE PART In the event of cancellation or material change that reduces or restricts the insurance afforded by this Coverage Part, we agree to mail prior written notice of cancellation or material change to. SCHEDULE 1. Nam: CITY OF DENTON 2. Address: 9018 TEXAS STREET , DENTON, TX 78201 3. Number of days advance notice: 30 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsements.) EXCEPT FOR NON-PAYMENT OF PREMIUM WHEN 10 DAYS PRIOR NOTICE WILL BE GIVEN HS 02 05 01 96 Page 1 of 1