2014-133oxDnvANCE No. 2014-133
AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A
CONTRACT FOR CISCO NETWORKING EQUIPMENT AND SMARTNET MAINTENANCE
ON CISCO NETWORKING EQUIPMENT FOR THE CITY OF DENTON; PROVIDING FOR
THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP
5492-AWARDED TO PRESIDIO NETWORKED SOLUTIONS GROUP, LLC 1N THE THREE (3)
YEAR NOT-TO-EXCEED AMOUNT OF $2,890,513).
WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for
Cisco networking equipment and Smartnet maintenance on Cisco networking equipment for the City
of Denton 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
5492 Presidio Networked Solutions Group, LLC $2,890,513
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 in the 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 take any actions that may be required or permitted to be perforrned by the City of Denton
under the RFP 5492 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 ���'.� day of �� �� 2014.
� ��
.. ....� }
r
�
MARK A. I�L�i��iOU�iE;i��;� M�.'�OR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
#�
i � .:..� :� !
BY: `
yt .�?
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
,� ,� � { � _-
.
BY: �,�,,��' �,� ' t
,� ��.��
� u.m..�
coNTRacT BY aNn BETwEErr
CITY OF DENTON, TEXAS AND PRESIDIO NETWO D SOLUTIONS GROUP,
LLC
(RFP #5492)
TFI�� C`+�il�`�,��1C'"�' �� n��cl.� ���c� e��t�,r�:,� ir�tra i]�i� ��,�� ���iy «1' s�� .��:�._.� x'�.U.,
?t1i4, � �rj�l ������r�°��� F�r�:�i�3ic� C�t�t�v���°Ic��l ��I��ii����� C:Ez•c��t��. I�I,C"� � li�i�it�c—�ity �c�x����it��,
5�
whose address is 1955 Lakeway Drive, Suite 220, Lewisville, Texas 75057, hereinafter referred
to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule municipal corporation,
hereinafter referred to as "City," to be effective upon approval of the Denton City Council and
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:
� , ,! � , . - -
Supplier shall provide products and/or services in accordance with the City's document
RFP # 5492 Cisco Networkin� Equipment and SmartNet Maintenance, a copy of which is on file
at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists
of this written agreement and the following items which are attached hereto and incorporated
herein by reference:
(a) City of Denton Standard Terms and Conditions (Exhibit "A");
(b) Request for Proposal (on File at the Office of the Purchasing Agent);
(c) Special Terms and Conditions (Exhibit "B");
(d) Insurance Requirements (Exhibit "C");
(e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "D");
( fl Contractor's Proposal. (Exhibit "E");
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 the written agreement then to the contract documents in the order in which
they are listed above. These documents shall be referred to collectively as "Contract
Documents."
IN WITNES5 WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: �
� � r � � , � � � . � r ,
. . �' � . ��
.
. "�-
.
���� �
= F=
BY: � � d� �
�; �.
C �3 l'�'1" ��,r�+��I' � i�
r �
BY: r��: � ��'�� `�f� ��� � ` ���° �
� �AUTHORIZED SIGNATURE
l)�zt�� ��rl�`�'�'t��� _
Name:.,._. �°�"� � �;rc �
Title:_..�_ �� �r ��.���, � � �`� ��. -, ��.
���1 �K���-��
i�.• : �
__� � w'�r��� ��° pr �°,��� . ���^,
EMAIL ADDRESS
CITY OF DENTON, TE S
.� ,ti
.;�. � ,.
,� .�
,.
, �.
B�� � °� No �� .. �_
: � ��'".� �� � � v_ � �,,. ����
� ��.
��(�i����L; C. CAMPBELL, CITY MANAGER
�.
, ,
DatO: �n....:. '�� � � _
1 r
1. 1 �' 1 1 1;' 1
These standard Terms and Conditions and the Terms and Conditions, Speciiications, Drawings
and other requirements included in the 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 Bidder, 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 Sellers Proposal
response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a
conflict between the provisions on the face of the Contract/Purchase Order these written
provisions will take precedence.
By subrnitting an Offer in response to the Solicitation, the Contractor agrees that the Contract
shall be governed by the following terms and conditions, unless exceptions are duly noted and
fully negotiated. Unless otherwise specified in the Contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and
36 shall apply only to a Solicitation to purchase Goods, and Sections 9, 10, 11 and 22 shall apply
only to a Solicitation to purchase Services to be performed principally at the City's premises or
on public rights-of-way.
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/TE . 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. CONTRACTOR TO PACKAGE DELIVERABLES: The Contractor will package
deliverables in accordance with good commercial practice and shall include a packing list
showing the description of each item, the quantity and unit price unless otherwise provided in the
Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly
and permanently marked as follows: (a) The Contractor's name and address, (b) the City's name,
address and purchase order or purchase release number and the price agreement number if
applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d)
the number of the container bearing the packing list. The Contractor shall bear cost of packaging.
Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all
the requirements of common carriers and any applicable speciiication. The City's count or
weight shall be iinal and conclusive on shipments not accompanied by packing lists.
4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to
ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of
deliverables.
5. TITLE & RISK OF LOSS: 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 TE S AND TRANSPORTATION CHARGES: Deliverables shall be
shipped 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 City shall have the right to designate what
method of transportation shall be used to ship the deliverables. The place of delivery shall be that
set forth the purchase order.
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
sites where the Contractor is to perform the services as required in order for the Contractor to
perform the services in a timely and efficient manner, in accordance with and subject to the
applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied
itself as to the nature of the City's service requirements and specifications, the location and
essential characteristics of the work sites, the quality and quantity of materials, equipment, labor
and facilities necessary to perform the services, and any other condition or state of fact which
could in 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. WO FORCE
A. The Contractor shall employ only orderly and competent workers, skilled in the performance
of the services which they will perform under the Contract.
B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while
engaged in participating or responding to a solicitation or while in the course and scope of
delivering goods or services under a City of Denton contract or on the City's property .
i. use or possess a firearm, including a concealed handgun that is licensed under state law,
except as required by the terms of the contract; or
ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled
substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on
the job.
C. If the City or the City's representative notifies the Contractor that any worker is incompetent,
disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed
any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the
Contractor shall immediately remove such worker from Contract services, and may not employ
such worker again on Contract services without the City's prior written consent.
Immigration: The Contractor represents and warrants that it shall comply with the requirements
of the Immigration Reform and Control Act of 1986 and 1990 regarding employment
verification and 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. INVOICES:
A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase
release after each delivery. If partial shipments or deliveries are authorized by the City, a
separate invoice must be sent for each shipment or delivery made.
B. Proper Invoices must include a unique invoice number, the purchase order or delivery
order number and the master agreement number if applicable, the Department's Name,
and the name of the point of contact for the Department. Invoices shall be itemized and
transportation charges, if any, shall be listed separately. A copy of the bill of lading and the
freight waybill, when applicable, shall be attached to the invoice. The Contractor's name,
remittance address and, if applicable, the tax identification number on the invoice must exactly
match the information in the Vendor's registration with the City. Unless otherwise instructed in
writing, the City may rely on the remittance address specified on the Contractor's invoice.
C. Invoices for labor shall include a copy of all time-sheets with trade labor rate and deliverables
order number clearly identified. Invoices shall also include a tabulation of work-hours at the
appropriate rates and grouped by work order number. Time billed for labor shall be limited to
hours actually worked at the work site.
D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all
Subcontract and other authorized expenses at actual cost without markup.
E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced
amount.
The City will furnish a tax exemption certificate upon request.
13. PAYMENT:
A. All proper invoices need to be sent to 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 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 specifed in Texas Government Code Section 2251.025 or
the maximum lawful rate; except, if payment is not timely made for a reason for which the
City may withhold payment hereunder, interest shall not accrue until ten (10) calendar
days after the grounds for withholding payment have been resolved.
C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the
partial shipment or delivery, as stated above, provided that the invoice matches the shipment or
delivery.
D. The City may withhold or set off the entire payment or part of any payment otherwise due the
Contractor to such extent as may be necessary on account of:
i. delivery of defective or non-conforming deliverables by the Contractor;
ii. third party claims, which are not covered by the insurance which the Contractor is
required to
provide, are filed or reasonable evidence indicating probable iiling 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 hereby given that any awarded firm who is in arrears to the City of Denton for
delinquent taxes, the City may offset indebtedness owed the City through payment withholding.
F. Payment will be made by check unless the parties mutually agree to payment by credit card or
electronic transfer of funds. The Contractor agrees that there shall be no additional charges,
surcharges, or penalties to the City for payments made by credit card or electronic funds transfer.
G. The awarding or continuation of this contract is dependent upon the availability of funding.
The City's payment obligations are payable only and solely from funds 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: 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 1% 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 thereo£ Each of the
terms "books" "records" "documents" and "other evidence" as used above shall be construed
9 7 � �
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 posts a payment bond
in
form, substance and amount acceptable to the City;
iii. require Subcontractors to submit all invoices and applications for payments, including
any claims for additional payments, damages or otherwise, to the Contractor in sufficient
time to enable the Contractor to include same with its invoice or application for payment
to the City in accordance with the terms of the Contract;
iv. require that all Subcontractors obtain and maintain, throughout the term of their
contract, 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. WA NTY-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 like deliverables under similar terms of purchase.
20. WA NTY — 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. WA NTY — 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. Recycled deliverables shall be clearly identified as such.
B. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty
implied by law; and any attempt to do so shall be without force or effect.
C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from
the date of acceptance of the deliverables or from the date of acceptance of any replacement
deliverables. If during the warranty period, one or more of the above warranties axe 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. WA NTY — 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. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty
implied by law, and any attempt to do so shall be without force or effect.
B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from
the Acceptance Date. If during the warranty period, one or more of the above warranties are
breached, the Contractor shall promptly upon receipt of demand perform the services again in
accordance with above standard at no additional cost to the City. All costs incidental to such
additional performance shall be borne by the Contractor. The City shall endeavor to give the
Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery
of 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
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-CONFO ING 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 party 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. TE INATION 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 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. TE INATION 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 shall 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,
judgments and liability of every character, type or description, including all reasonable
costs and expenses of litigation, mediation or other alternate dispute resolution
mechanism, including attorney and other professional fees for: (1) damage to or loss of
the property of any person (including, but not limited to the City, the Contractor, their
respective agents, officers, employees and subcontractors; the officers, agents, and
employees of such subcontractors; and third parties); and/or (2) death, bodily injury,
illness, disease, worker's compensation, loss of services, or loss of income or wages to
any person (including but not 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.
: ,,'•" �' 1 1 1'' 1 1
1 1 1'1 1'' 1 ,
, � � � � ,' ' ;1 1
1 1 1` •' 1 1 1 1
� . � . . . � � � • . � � � �
� '• 1'' ' 1' I', i,1 ''. 1'
� . � . �; � � . I '' 1 'i � 1 .
� . , � . � � � �; . � ;
�• I '. 1' 1'I . 1 1 I
. � � . � � . � � • � ,
� '. 1 ' • 1 'l
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 coverage's 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 identiiied policy period has expired, or an
extension option or hold over period is exercised, as verification of continuing coverage.
iii. The Contractor shall not commence work until the required insurance is obtained and
until such insurance has been reviewed by the City. Approval of insurance by the City
shall not relieve or decrease the liability of the Contractor hereunder and shall not be
construed to be a limitation of liability on the part of the Contractor.
iv. The Contractor must submit certiiicates 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 A- 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
Materials Management Department
901 B 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 clairns 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 terrn of the Contract or as required in the Contract.
xii. The Contractor shall be responsible for prerniums, 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.
xiv. The insurance coverage's 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
rnail, 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 901 B 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. INTELLECTUAL PROPERTY RIGHTS: The Contractor will defend any action,
including a claim or suit, against the City, its officers and employees, claiming that Products of
its original manufacture or its Software infringes any Intellectual Property Rights, and will
indemnify and hold the City, its officers and employees free and harmless from and against all
costs and damages awarded in any such action, provided that the Contractor is notified promptly
in writing of the action and at the Contractor's request and at its expense is given control of such
action and all reasonably requested information and assistance to settle or defend the same.
Should use of Products or Software be enjoined as a result of such action, then the Contractor
shall, within a reasonable time, which in no event is a period of in excess of sixty (60) days from
the date of injunction, either: (a) obtain for the City the right to continue to use the Product or
Software; (b) modify or replace the Product or Software with non-infringing equipment or
software; provided that the replacernent equipment or software substantially conforms to the
Contractor's then-current specification for the Product or Software; or (c) request the return of
the Product or Software and upon its return refund the value of the Product or Software as
amortized over a presumed ten (10) year straight-line depreciation period, as well as paying the
City's reasonable transportation costs. Both parties shall adhere to the Uniform Commercial
Code § 2-312 in regards to warranty of title and against infringement.
37. CONFIDENTIALITY: During the term of this Agreement and for a period of three (3)
years thereafter, neither party shall disclose to any third person, or use for itself in any way for
pecuniary gain, any Coniidential Information learned from the other party during the course of
the negotiations for this Agreement or during the Term of this Agreement. Upon termination of
this Agreement, each party shall return to the other all tangible Confidential Information of such
party. Each party shall retain in confidence and not disclose to any third party any Confidential
Information without the other party's express written consent, except (a) to its employees who
are reasonably required to have the Confidential Information, (b) to its agents, representatives,
attorneys and other professional advisors that have a need to know such Confidential
Information, provided that such parties undertake in writing (or are otherwise bound by rules of
professional conduct) to keep such information strictly confidential, and (c) pursuant to, and to
the extent of, a request or order by any Governmental Authority, including laws relating to
public records.
In all instances, both parties agree that the City is a local government entity subject to
compliance with Texas Government Code 552, commonly known as the "Open Records Act".
Both parties agree that records generated by a government entity, including those records held by
the government entity's contractors may not be confidential, and subjected to open records
requests for information. The Contractor agrees to ensure that all records requested by the City
shall be delivered to the City, to effectively comply with Texas statutory requirements.
38. OWNERSHIP AND USE OF DELIVE BLES: 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 speciiic 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 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 o fl 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: 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 Conflict of
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 ensure to the
benefit of the City and the Contractor and their respective successors and assigns, provided
however, that no right or interest in the Contract shall be assigned and no obligation shall be
delegated by the Contractor without the prior written consent of the City. Any attempted
assignment or delegation by the Contractor shall be void unless made in conformity with this
paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity
not a party hereto; it being the intention of the parties that there are no third party beneficiaries to
the Contract.
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 modiiied 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. INTE RETATION: 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 rnore strictly against one party or the other. Whenever a terrn
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 deiined 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
iiling of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either
party may make a written request for a meeting between representatives of each party within
fourteen (14) calendar days after receipt of the request or such later period as agreed by the
parties. Each party shall include, at a minimum, one (1) senior level individual with decision-
making authority regarding the dispute. The purpose of this and any subsequent meeting is to
attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days
after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they
will proceed directly to mediation as described below. Negotiation may be waived by a written
agreement signed by both parties, in which event the parties may proceed directly to mediation
as described below.
B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the
negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in
mediation skills to assist with resolution of the dispute. Should they choose this option; the City
and the Contractor agree to act in good faith in the selection of the mediator and to give
consideration to qualified individuals nominated to act as mediator. Nothing in the Contract
prevents the parties from relying on the skills of a person who is trained in the subject matter of
the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within
thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by
the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to
participate in mediation in good faith for up to thirty (30) calendar days from the date of the iirst
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 unenforceability of any provision of the
Contract shall in no way affect the validity or enforceability of any other portion or provision of
the Contract. Any void provision shall be deemed severed from the Contract and the balance of
the Contract shall be construed and enforced as if the Contract did not contain the particular
portion or provision held to be void. The parties further agree to reform the Contract to replace
any stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision. The provisions of this section shall not prevent this entire Contract from
being void should a provision which is the essence of the Contract be determined to be void.
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 Day (observed)
New Year's Day (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: 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 DEBA ENT CERTIFICATION:
The City of Denton is prohibited from contracting with or making prime or sub-awards to parties
that are suspended or debarred or whose principals are suspended or debarred from Federal,
State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies
that its firm and its principals are not currently suspended or debarred from doing business with
the Federal Government, as indicated by the General Services Administration List of Parties
Excluded from Federal Procurement and Non-Procurement Programs, the State of Texas, or the
City of Denton.
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)
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. l0a - lOd) 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. LICENSE 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 t�es are the responsibility of the
respondent.
59. PREVAILING WAGE RATES: The awarded contractor shall comply with prevailing wage
rates as defined by the United States Department of Labor Davis-Bacon Wage Determination at
���.���;ir'������°,�l€�i.����I��°I�������r��t�'�.c�t:�fr��°��kt�.���i��, and at the Wage Determinations website
4v.v�c��l,�c�� for Denton County, Texas (WD-2509).
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 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 Workers' 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 SEQ.) and maintain a drug-free work environment; and the final rule, government-wide
requirements for drug-free work place (grants), issued by the Office of Management and Budget
and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the
Drug-Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply
with the relevant provisions thereof, including any 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 perforrnance 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.
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. RECO S 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 four (4) 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.
68. LIMITED LIABILITY: NOTWITHSTANDING ANYTHING CONTRARY IN THIS
AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER, BY REASON OF
ANY REPRESENTATION OR EXPRESS OR IMPLIED WARRANTY, CONDITION OR
OTHER TERM OR ANY DUTY AT COMMON OR CIVIL LAW, FOR ANY SPECIAL,
INCIDENTAL, INDIRECT, LOST PROFITS, CONSEQUENTIAL OR PUNITIVE
DAMAGES HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY ARI5ING OUT
OF OR RELATING TO THIS AGREEMENT. IN THE EVENT OF ANY BREACH OF THIS
AGREEMENT, HOWEVER, THE NON-BREACHING PARTY IS ENTITLED TO RECOVER
EXPECTATION DAMAGES FROM THE BREACHING PARTY, WHICH ARE DEFINED
AS THE AMOUNTS THAT NON-BREACHING PARTY WOULD HAVE RECEIVED
UNDER THE AGREEMENT HAD THE BREACHING PARTY FULLY PERFORMED
PURSUANT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IT IS
FURTHER AGREED THAT IF A CLAIM OR LIABILITY SHOULD ARISE FROM THE
JOINT OR CONCURRING NEGLIGENCE OF BOTH PARTIES HERETO, IT SHOULD BE
BORNE BY THEM COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE
STATE OF TEXAS. NEITHER THIS SECTION NOR ANY OTHER PORTION OF THIS
AGREEMENT SHALL BE CONSTRUED AS, OR SHALL CREATE ANY, RIGHT5 FOR
ANY PERSONS OR ENTITIES WHO ARE NOT A PARTY TO THIS AGREEMENT.
69. DATA CONSTRUCTION: The City is responsible for maintaining their own
procedures for the reconstruction of lost or altered files, backup or saving of data or programs to
the extent deemed necessary by the City and for actually reconstructing any lost or altered files,
data or programs. The Contractor assumes no responsibility for the protection of the City's data.
The Contractor is not liable for damage to software or data caused by service to the computer
hardware equipment. The City agrees that it shall have the sole responsibility for safeguarding
the software and data during service work performed by the Contractor. The Contractor is not
liable for software damage due to any outside factor, i.e. software virus.
� w . ar . . . . . � ■ " "° � �i � • � • �
� «� . � � � �r �r - �r w � w - . � r� � �
� . � �, �, . . r �', � . r , „�} , ,� � , :,
• -
Exhibit B
Special Terms and Conditions
Total Contract Amount
The contract total for services shall not exceed $2,890,513 for the entire contract term. Pricing
including the discount rates shall be per Exhibit E attached.
Contract Term
The contract term will be one (1) year, effective from date of award. The City and the Supplier
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. 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.
� ; �
Manufacturer's Suggested Retail Price (MSRP)
MSRP is defined as the Cisco product sales price suggested by the manufacturer or publisher of a
product.
City's Discount
The minimum City's discount for all products and services will be the percentage off of Cisco's
current MSRP.
City's Price
1) The price to the City shall be calculated as follows:
Unit Price = MSRP — City's Discount
2) The City's cooperative agencies purchasing products and services under this Contract may
negotiate more advantageous pricing or participate in special promotional offers with the
Contractor. In such event, a copy of such better offerings shall be furnished to the City upon
request.
Shipping and Handling Fees
The price to the City under this Contract shall include all shipping and handling fees. Shipments
will be Free On Board Destination. No additional fees shall be charged to the City for standard
shipping and handling. If the City requests expedited delivery, the City shall be responsible for
any charges for expedited delivery.
Mobilization/Trip Charges
Pricing for services provided under this Contract are exclusive of any mobilization or trip
charges that may be incurred in the performance of those services. Trip charges may include
personal vehicle mileage or commercial coach transportation, hotel accommodations, parking
RFP # 5492
and meals; provided, however, the amount of reimbursement by the City shall not exceed the
amounts authorized for Texas' state employees as adopted by each cooperative agencies, when
applicable; and provided, further, that all trip charges shall not exceed the maximum rates
established for state employees under the current State Travel Management Program.
Mobilization/trip charges may not be included as part of the amounts payable by the City for any
services rendered under this Contract. Anticipated additional trip charges (travel expenses) must
be pre-approved in writing by the City.
Price Adiustments
Prices quoted for the commodities and services specified in RFP #5492 may be adjusted, based
upon changes to the MSRP; however, the discount levels shall remain firm for a period of one
year from date of contract award. Any request for price adjustment must be based on the
manufacturer's catalog price list. The price will be increased or decreased based upon the annual
percentage change in the manufacturer's price list. The discount levels shall be determined and
negotiated, if necessary, annually at the renewal date. The Contractor shall identify Cisco's
MSRP price adjustments when City staff request a Bill of Material (quote) during the project
design planning phase. After the project design planning phase is concluded, the City's purchase
order shall reflect the approved new pricing including the fixed discount level for each product.
Any request for price increase for the items listed under the Miscellaneous and Technical
Services section (Items 54 — 57d of Exhibit E) shall be based on the Consumer Price Index,
Inflation Calculator, or competitive wage adjustment and capped at five (5) percent. The request
shall be submitted in writing with supporting evidence for the need of such increase to the
Purchasing Manager at least 60 days prior to contract expiration of each year. Respondent 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: �urchasin�(a�`vofdenton.com
Or mail to:
City of Denton
Attn: Purchasing Manager
RFP # 5492
901 B Texas Street
Denton, Texas 76209
Or call:
City of Denton Purchasing
(940) 349-7100
The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes.
� • ; .•
Substitutions
Substitution Cisco products or other brands are not permitted without the written approval of the
City of Denton Purchasing and Technology Services Departments. Refer to the Product Changes
During Contract Term section, hereinafter, for further information.
Refurbished or used equipment will not be accepted under this agreement, unless otherwise
approved by the City of Denton.
Product Changes Durin� Contract Term
The Contractor shall not change specifications during the contract term without prior approval.
Any deviation in the specifications or change in the product must be approved in advance by
the City. Notification of manufacturer's replacement models shall be provided in advance,
when possible. The replacement notification shall clearly identify the product(s) listed in Exhibit
E immediately upon the release of the replacement model by the manufacturer. Notice of a
change shall be submitted in writing to �urchasin�(�a,cityofdenton.com, with the Contract (RFP)
number and the Exhibit E's item(s) number in the subject line; and in addition, identified on the
Bill of Material (quote) issued to Technology Services during the project design planning phase,
for review. Products found to have changed specifications without notification, and acceptance,
will be returned at the supplier's expense. Products that have been installed will be replaced at
the supplier's expense.
AddinS New Products or Services to the Contract after Award
Following the Contract award, ADDITIONAL services or products of the same general category
that could have been encompassed in the award of this contract, and that are not already on the
contract, may be added. A formal written request may be sent to the Contractor to provide a
proposal on the additional services and shall submit proposals to the City as instructed. All
service prices and discount rates are subject to negotiation with a Best and Final Offer
("BAFO"). The City may accept or reject any or all pricing proposals, and may issue a separate
RFP or IFB for the products after rejecting some or all of the proposals. The commodities and
services covered under this provision shall conform to the statement of work, specifications, and
requirements as outlined in the request. Contract changes shall be made in accordance with
Local Government Code 252.048.
Cooperative Purchasin�
Contract shall be available for use by all governmental entities, providing there is no conflict
with any applicable statutes, rules, policies, or procedures. The governmental entities will have
the option to use the pricing as agreed to within the resulting contract. The Contractor shall have
the right to request an option to review and approve any and all cooperative purchasing
opportunities that arise with the governmental entities.
Governmental entities will issue their internal purchase orders directly to the contractor(s),
however, shall reference and cite the City of Denton contract number (RFP #5492) within the
purchase order document.
� • ; ,•
After award, the Contractor agrees to pay a service fee in the amount of 1% of the dollar
amount of all externally issued purchase orders generated from use of this contract by
cooperative agencies, and is negotiable depending upon the contractor's volume of sales. For the
purposes of responding to this RFP, the administrative fee of 1% shall be used in
calculating the pricing specified in the pricing section. The Contractor further agrees to remit
the service fee by check on a quarterly basis for the previous quarter spent through this contract,
to the Contract Administration Supervisor, at 901 B Texas Street, Denton, TX 76209, on or by
the fifteen day of each month, following the end of the quarter. The Contractor shall also
provided quarterly sales reports from the contract awards and Purchase Orders issued from the
Contract, for the purpose of billing and collecting the service fee, and for compiling required
purchasing history. This report shall be sent to purchasing�a�city_ofdenton.com on or by the tenth
day of each month. The Contractor further agrees that the City shall have the right, upon
reasonable written notice, to review the Contractor's records pertaining to purchases under this
awarded contract to verify the accuracy of service fees charged to the Contractor.
Standards of Performance
Monthly Time Standards - Contractors shall fully understand that the City relies on the product
or service of the contract to provide vital municipal services, and the availability and reliability
of the equipment is of the essence. With this in mind, the Contractor shall meet the following
performance standards at all times. Labor disputes, strikes, and other events, except those
beyond the Contractor's control such as acts of God, shall not relieve the Contractor from
meeting these standards. For service category, the Contractor must ensure the given level of
service is achieved, within the designated number of working hours.
Contractor shall deliver goods or services within specified delivery times for 95% of all orders.
The City reserves the right to utilize the services of another installer should the Contractor
cannot meet the new equipment installation deadline required by Technology Services.
Performance Lipuidated Dama�es
The Contractor shall incur contractual payment losses, as initiated by the City for
performance that falls short of specified performance standards as outlined below:
The Contractor shall be assessed a one (1%) percent fee each month 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 month 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.
RFP # 5492
Exhibit C
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 Confractor, the
Contractor shall provide and maintain until the 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 any time;
however, Contractor shall not commence any work or deliver any material until he or she
receives notification that fhe contract has been accepted, approved, and signed by the
City of Denfon.
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
expirafion date.
RFP # 5492
• Should any of the required insurance be provided under a claims made form, 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.
• 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 specificafions throughout the durafion of the Contract,
or longer, if so nofed:
[X] A. General Liability Insurance:
General Liability insurance with combined single limits of not less than
$1,000.000.00 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
RFP # 5492
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.
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.
[X] 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$500,000 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 Insured. For building or construction projects, the
Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096
of the Texas Labor Code and rule 28TAC 110.110 of the Texas 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
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.
[ ] Additional Insurance
Other insurance may be required on an individual basis for extra hazardous contracts
and specific service agreements. If such additional insurance is required for a specific
contract, that requirement will be described in the "Specific Conditions" of the contract
specifications.
RFP # 5492
[Xl
ATTACHMENT 1
Workers' Compensation Coverage for Building or Construction Projects for
Governmental Entities
A. Definitions:
Certificate of coverage ("certificate")-A copy of a certificate of insurance, a
certificate of authority to self-insure issued by the commission, or a coverage
agreement (l1NCC-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,
RFP # 5492
and provide to the governmental entity:
1. a certificate of coverage, prior to that person beginning work on the
project, so the governmental entity will have on file certificates of
coverage showing coverage for all persons providing services on the
project; and
2. no later than seven days after receipt by the contractor, a new
certificate of coverage showing extension of coverage, if the coverage
period shown on the current certificate of coverage ends during the
duration of the project.
F. The contractor shall retain all required certificates of coverage for the
duration of the project and for one year thereafter.
G. The contractor shall notify the governmental entity in writing by certified mail
or personal delivery, within 10 days after the contractor knew or should have
known, of any change that materially affects the provision of coverage of any
person providing services on the project.
H. The contractor shall post on each project site a notice, in the text, form and
manner prescribed by the Texas Workers' Compensation Commission,
informing all persons providing services on the project that they are required
to be covered, and stating how a person may verify coverage and report lack
of coverage.
I. The contractor shall contractually require each person with whom it contracts
to provide services on a project, to:
1. provide coverage, based on proper reporting of classification codes and
payroll amounts and filing of any coverage agreements, which meets the
statutory requirements of Texas Labor Code, Section 401.011(44) for all of
its employees providing services on the project, for the duration of the
project;
2. provide to the contractor, prior to that person beginning work on the
project, a certificate of coverage showing that coverage is being provided
for all employees of the person providing services on the project, for the
duration of the project;
3. provide the contractor, prior to the end of the coverage period, a new
certificate of coverage showing extension of coverage, if the coverage
period shown on the current certificate of coverage ends during the
duration of the project;
4. obtain from each other person with whom it contracts, and provide to the
contractor:
a. a certificate of coverage, prior to the other person beginning work on
RFP # 5492
the project; and
b. a new certificate of coverage showing extension of coverage, prior to
the end of the coverage period, if the coverage period shown on the
current certificate of coverage ends during the duration of the project;
5. retain all required certificates of coverage on file for the duration of the
project and for one year thereafter;
6. notify the governmental entity in writing by certified mail or personal
delivery, within 10 days after the person knew or should have known, of
any change that materially affects the provision of coverage of any person
providing services on the project; and
7. Contractually require each person with whom it contracts, to perform as
required by paragraphs (1) -(7), with the certificates of coverage to be
provided to the person for whom they are providing services.
J. By signing this contract or providing or causing to be provided a certificate of
coverage, the contractor is representing to the governmental entity that all
employees of the contractor who will provide services on the project will be
covered by workers' compensation coverage for the duration of the project,
that the coverage will be based on proper reporting of classification codes
and payroll amounts, and that all coverage agreements will be filed with the
appropriate insurance carrier or, in the case of a self-insured, with the
commission's Division of Self-Insurance Regulation. Providing false or
misleading information may subject the contractor to administrative
penalties, criminal penalties, civil penalties, or other civil actions.
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 # 5492
EXHIBIT D
CITY OF DENTON
RFP FOR CISCO EQUIPMENT AND SMARTNET MAINTENANCE
ATTACHMENT G
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor or other ,�e�nr� doi�� business with local r���cr•rzin��xi;rl �r�tfky�
This questionnaire reilects changes made to tlie law by H.B. 1491, SOth Leg., Regular Session. OFFICE USE ONLY
_ _
This questionnaire is being filed in accordance with chapter 176 of the Local Govermnent Code by a person n��� N����.��a
who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
person meets requirements under Section 17G.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not
later tl�an the 7th business day after the date the person becomes aware of facts that rcquire the statement to
be filed. See Section 176.006, Local Government Code.
A person commits an offense if the person knowingly violates Section 176.006, Local Government Code.
An offense under this section is a Class C misdemeanor.
� Namc of person wha has a busincss rclationship wilh local govcrnmcntal cutit��.
�� /?'�
i
❑ Chcck this boz if you arc filing an updatc to a prcviously filed qucstionnairc.
(The la��� requires ll�at you file an updaled compleled queslionnaire with the appropriate filing auUiority not later than the 7'h business day after
the date the originally filed questionnaire becrnnes incomplete or inaccurate.)
._ _ ___
3 Name of local government officer with whom filer has an employment or business relationship.
Name of Officcr
This section, (item 3 including subparts A, B, C& D), musl be completed for each officer with whom lhe filer has an employment or other
business relationship as defined by Section 176.001(1-a), Local Governmenl Code. Attach additional pages to this Form CIQ as necessary.
' A. Is the local government officer named in this seclion receiving or likely to receive taxable income, other than investment income, from
the filer of the questionnaire7
� Yes 0 No
B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of
the local government officer named in this section AND the taxable income is not received from the local governmental entity?
f_9 Yes �� No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer
serves as an officer or director, or holds an ownership of 10 percent or more?
� Yes u No
D. Describe each a�liation or business relationship.
__._.�,
4 ,..°'`�� �TM� .n..,.�_.
�
�� ��~ �.
__�..._._
�d. �._...�.� �. �n � ��� _.��. �°�_� _���'�.�,.� m�
S��nature of person doing s��tti�� s ith t� �+r r m�nt § Date
�nitty �
PAGE 56 OF RFP # 5492
w
H
m
2
X
w
v
ro
c
�
.�
�
as
�
�
�
�
�
� �
f13
� c-%
a. �
.� a
� o
w o
�, N
C �
O o `d' !
� ��N �
�z�'
O�
�a.C'
�.,�i�¢'.
..�
•
�
.
�
a-+
C
d1
'L5
O N
Q. �
� Z
�
a�
v
C
[0
C
�
y
.�
G
�q-+
GJ
Z
�
f0
�
�
ro
�
�
�
�
�
Q
.�
�
�
d
v
�
u
�
0
N�
�
a
aJ
s
u�
a�o
�
a.
�
N
01
d'
�
C.
LL
�
�
�
�
.ti7
�
�
N
�
C
d
u
�
a
�
O
C
O
-�
�
L
O
u
0
�
c
a
n,
ti
�;
c
0
a
U
�
u
v
�
v
t
0
�
C
O
4
ti
�
0
U
�
�
U
v
�
'd
U
�
c
0
+�
u
v
H
b1
C
0
�
a
�
N
v
a
0
U
O
�
�
�
v
�
c
0
�
v
v
F�-
m
O
ll..
�
c
.�
a`
U
�
�
O
d
� � #
N �( ,�
i-�
w�, � [O.. �0 f0 f0
� � � � �
r-1 ti .''., ci c�-I ''...
u O O O O
•� C7 O O O
�1" � �. r�-I l�D ,.,. �
� �� 00.. O �ri � r-i
N .. .. � � � � � � ���.
�
c
�
w
v� in +r� �
�' � o ���. O O d
V O O O Q
•L O O l7 O
a
= �`�-+ � ' °� d°�
�
�
� I � � „�
c a � o 0
� � o 0 0 0
o v� � � a �
� �
o �
� �
\
u°
+�
�
u�i ., v d C�1
�.+ 3� u � � � oxo N �
C � 4 0
�' T
� i ro V N a I� N M �
a� � U N LL LL (n
U OG w
Zl�i ZN Z Z
� O D U'
O '�
� � A ��
Q p p � i �� �
•�7 O � � .-• � �' C � t' a �
'� I� T3 O O c0 O LL N
o �n �°o u� oa �o�cno �
� o � n oaoWoc�C�o�
� � � �n a��d� �r�r� cn
� �� cn 'u� �— m cn + u� rn w cn �
Zs � �n (� > > a� �„ � a� � � a>
o x c�o� x•�� x-�(� x n
o �
G�. ZUr� Z(n�Z(nd�- Z(n
o w � W ���
�
w Q F
�zQ � N N d-
�a�,
� �
� � � � �
Qa��+ � vx � ``1 .-�o-� � r�-' �
z � ^� ��
H_ � � �
� S,.? "�,' ; �
�
� � � .�
°
�
,�i..
!� ..',..
c
�v
�
c
.�
�
�
�
�
�
U?
v
c
e� �
c �
d. �
CL
�= o i
� o
w
� CV �
C �
O o � -
f
� � 6N9 N i
n '� � O i
;8 � .Q �
C3C30'_Q �
f4A (Y9
Cf �°J
d' d
H r-�
�y O
C� O
C.� 0
&� �
(A �
n n
�
�' tn �n +n
° °o °o °o,
0
�
0 0 ' °°� ace�i.
nj h , r9 m
�
i/T��.. Vi �,,, i/} �,� 4/}
9 0 ... .•�_•��� o 0
o O O O
M .....' M .�i .--I
tt' � [t .... N �.... N
Y
U
d
�
C
�
O
r-I
l0
ri
Q
Z
N
O
W
�'
m
� v�
v
°o °o
m `�
v
N
1f1� t/}
0 0
O O
� N
� x
U U
O O
N �
C C
4? O
�', �
ri
� �
°o �
0 0
N .
t/} '. i/T
O ' o
�'' 0
(rl �',.., M
d''' d'
r � � �
u � � r--
P m � ����N � N �
� O �
I � ((a Q Z Z� p�p Z Z Z
00 �`.L (n � (n m ch U% O.. Q Q
� � � z Z� U Z� �n in
�n`�� U��r, O� Od- � OM Mp U
zUtn oz UZ UU �cnUU U.-
� � � ���� � _._ � ._ �. � ,_ _ _.....
.o ro °' � � ` � � �. �n � � �r, � �n
�� o � � � � + o � c �r mao o� v�i�°n �m `o 00 � �
�v,'�lja� �-�a� Z� d"-o �jo c� �,a �c�moov.. ,.o aN
� m o= � a [l. � in »_� o rn _ � o m c*) o v� .�G rn u,. >
— Li. �,� c� p�p � fn Z � z u�i o F-- Z� 4n W 7. w h U� +.+ �,>. N ?. � �'�
�(n t'W � C` p O d(] Ul� Zm� ++d. c�0a. ZmM W�'p (*''OIJJ NZ (7 C
O
e� N�oo � 0. �n�....z��v� U�F-Zv�o� UC7mUWwr�
co � �r+� N�� coQ�'� ��X co� � o o�X?'n-U� oo ��� � 1-
r 00 � u'> > � � z N o (.7 Z y� Q � � � ,cs c.> 4 Q � � � � � '"" �o '- �
c(� in o o�aU �a�n.Q a��x °� m �.a.�x m o Z.N x o.� x o
Wo0 Z Z(n Q,�;p i,_l�(n�(nZ fno0(nmU UN (noOUd UN� U��
L1J LL] W W W I.aLI W W
N ���. N N � N '�, I rt , � c- ,, ��,,. .
N I N I N � N I N I M 3 M� M ��� d� I d' ��
v
},
j{:
1
i, i (
£ �
�{�
�
�
U
C
(6
C
w
c
.�
C
�
�
�
�
�
C
(6 F-
�
� U
� �
d �
= O
� O
W N
rn
c �,
o� '�I
0
� � � ° I
�ZU7o �
;O � .� ���.:
U Q
tJUOCQ ,
x
u
O
�
C
�
c�
�
lD
�
�
O
0
�i i
Ot
�
�
�
O
ri
�t
u u u u' u u u u u
tn ���. N U7 VY1 l/1 V1 �... N l/7 N
C C C C C C C C C
O..'. � ,� ... �. O 4 O O,I.. O
0�0 ,...... N � l^D M O���..�' W. �� d'
N N N...., Vl N N e-i'' �-I
N
l/1 </T�. l/�',. tlk� V� <!T V?.� t/�...,���. t/}
O O O����. O O O O O O
CJ ul ' �'........., V1 O o o O O
O Ol ��. Ol � Ol .-1 l0 ��. v1 .--I �D
lfl . M ', �1 Qt �j' M a--1 N N
m
�vs �n
� �
4 O
� �
� � � �r � � �
0 0... � a o o �
O o�.. O... Q o o O
m m m m m m m
d d'' d' d d d d'
x
u
O
N
C
N
�
N
�
W
C�7
�
�
O
Ki
d
i
•
�
�
�
a
O
ri
N
�
�
� rG � � W LYl m m d] O
i X o 0 0 0 0 ,o o � H
� cn i- � � ,- � •- ,- ,- ¢ � a
r r = ' = z �,' Z �
U U U a.. a. a�'a� a�p�ch,L)_in U°� Zo
J J J ll IL LLU LL.UIl�IL�LL� n.� O1�
C7 C7 C'3 fA CA lAQ(AQ,C�U(�U(AU QQ UM
+ + + := U q�
_ � � j O �- u� tL � � -O � � � � C � G '
-� � c/� � Q �� n. �, c� tn � � c� c� c� � Q c� r a�
U N'
�•��-�cx E�I-� l�•�� � mo cXO E� �_ �� v a: U a°�i ° ��:
w��pW�ow.ra�w W ������W�W� i� U3� �j�x��
c� � c� > u� cn C7 e tA c� �—��' cn � u� � cn � o � a z m� n�
Q c`o ai �Q'a�a�°� ° mQ a�Q cUF-_o1-.nQ.-Qc�Qu� M���;,c�-�0..�=,
o" �oo aiu=o I-m �m �;� a� Em mm �m w .-c� c ca�X<C�
oQ-�r-o c o C7�°C7-°;r ai �• v�iC7�C7-OC7-° c��YQ �Q� ,`_�
O�LL/-� �MO CO�CO Oc�O c� V fA V tn,O c0p (D.p (0 p?Cw O/�/1�(+.�
T a,� / � Y'" 1— �a-L+ C T T C.., Y G��,,, Q CO Q �O �,,, T U�. T U�,. T' U OO � C�,,. �I �O U �
. _.. �......� . .....:..:, . ..._ �. —,..�. .... ..:........a .,,,......��._. _ �,.........�....
w �.� �..� w�.. .,...... w w � w ..,..... w w � ���,. w W �
'�" . T' ', ,r' r � '� r T' T `r rl �-i
�
�_.,..� ............... .��.�.�,..,..,..�.. _ �.. ..,,.�.,�....�...�._.,...._.....,. �
.e � `
�
�
�
10 .O u r6 _L] ���. c� ' tl .. N........ 4-. O� ��� �� (6
L11 ln lll � l0 . l0 l0 lb �O � � � r' f�
�
�
�
�
if?
r-1
��
v
U
c i
en
c
� ;
a� I
z
�
ca
E
� j
� I
C �
(l$ �
�
� U i
a �
a
� o
W °
CV '
C� ro C
C ` � I
O p
� � � N �
n Z � O �
O �kk `� I
y � 'C
CiC�a.'Q I
�a �a �
� o 0
�� � o
S_J N lA
h �w �
(�'1 x-1 N
t/3� tll?� ?�
a° °o °o
eP} If� 11j
�F1 ' Ol Ol
�t d' �
i d N c-i'
r�r5 ri N
is"t� � LT' 11?
O O' O
Pf) fYl ,,,', M
d �Y et
C � Q
Z z z
rn rn �
� � �
lD ' N �}
i/}. i!? t/i
o � o°
N N ' 6�1
N lD f�
d� .-I N
t/} VD ���......... t!T
� o 0
O .... t7 ��� O
�--I rl 1--1
N N N
�
d Q
� z
irr m
� �
� �
06 �
N M
'U? t/T
o a
0 0
ul h
Cj1 �.��. Ol
O1'...... d'
�t d'.
V? t/1
o �
o O
M rl
d� N
a �
n d
ti �
� �
� �
� ti
Cf' V'i
i/} �/}
0 0
0 0
� u'1
fT O1
:P' Ol
W 00
4!� i/T
O O
M , fYl
� ' V'
00 00 00 � �
Y '�
� � � � � � � , �- ..�
I�- H h ZQ Z Z ^ QY Q W
� �¢ � U (no �� �o W �w � �d
Z'- Z N Z� (n Z(n (/� � Q
J� I..JN �Ilq OUJ OUJ ..OUJ � OU� .J Jr�
� - N N � tll
a�) C N C N 'L �
�.�. �•?� •? Qo a.o do � u°�iQ +� a�i aNi
� ar �'J �'� � a� Q� Q� � v d��ia' d� c •� c�Di v�
�-c !� L � L Ll o�n u7 v� o u� � C W n- > d) � � 0 4�
'i7 ��� 00 ��� 00 ����� F'- r C I— N C F--- lf7 C lD '� —� � �
`j ��� � (n U W fA Q) d. J US
'D p i "� O ` 'C7 O ` Il.l � N W � � W (� � � � c _.l � � � --� @ � y � �
..... Q v- ���.. T3 ldi �y'...... l7 lf] �� z (� z U Z U . LIJ �] }�
n. �_`Q`n-¢�n-F-m-� F--m-� F-°�-.� (n � c�W�� cw a. o a�a. c�i �
u� o� � oa a� °aX u��X a�cw�X a���Q> �.,_.c!) � ca� .,.. � c
`� ay c<t� �Q.� ��L d Q w� c��<L� Q�� `L co�
o i.r�-oo in-ac� o.p�o ad� n o og
°�U''c�v °U'�° o o�7C-au��X-ou��X-rs�n u7 n� o�S[L n o_.°�•�°w�
r� U(naaa�nv7ooQ�ncncsoQ�n �e( vs�c4�Q
LLl W W W W W W W W W
N N N N N N r� .-i ,-� .-�
p0 � p� � � � W � O�U � pp � G1 � � I � I,�,� I O � O
� �
v
U
C
tt7
c
�
�
�
N
Z
�
m
E
�
�
c
m �
�
� U
a �
a
� o
w o
� (V ,
c Ctl :
O O � I
� � � N I
� Z � O I
t- .
t��•�
v U � ¢ (
� � � � � �
r.;� c� c� �s �s r�s Q d B
� ti .-� � .--� ti � Z �
.--i
� � � O� O O i-�I c-1 N
0 0 .-+ ut m v�
� � O v�i .~-i �m m �m v�i
tfti � s�°#'..��,.. M �.
�
O
Q
u'1
rn
rn
N
Y/1� i/} i/� V} i/T VT
O 0��. b... �� O O
O b c� O p O
°m vm � .�°-i m �
V} LR.�., tf1� ��. th t/F'�. t!} V} V} <fF
a ,,, � � ..,�, \ � � �. � � � �
�' O O C7 O C] 6 O O
d' dm' ,..... V'm' Vm' ,'�.' dm' d�' N N N
� �
�
CY +
�
t�
n'
iJD ........, i./?
Q , a
ih tA
� �
O' O
� �
! Lf) O
i o � N � ¢
r- r�- r- i
� N l� J i! _I i i � w p�
� � i
X x i< � � � � u" � u"' cn u'. "' a. C7
N N N (!7 fn (n � X � X Z i� ��y d�
� [L a. U o U U O N C7 � O N �- Q o� S' h-
J J J '�r'� � U[L UCI. UO.. QUY fn W
_ a�..�...�.. �. .�.._. _- — ..,m...�.w�
� � 0 � � � � � � i
[�i � � � � � � � � >. A >. Il p CL �j �1' p � vl i.. � �
� UT ''UN �J� U U �U r N ln 1] O�� ��
�� x_ i i � N` N N � � � � �� N � p Llf Q �
,;'� 2 � � � � Q� v- `�• ` �-- ` (n y (n � (n � t' ''Z '� � ll� �
1�,. (A U �n U c» U J,� _J _I J V � U -J U � �- � C'� `.�
� � � �7�ry A V � A V � >. �J � � f0 � (`D 'r Q >. V Q Y. U 'Q ?"` (� t- w Q O f0 � � �
(a � ai �F- U'— 4- �' � �'_ y, c� ,� ,� U.... �: .... ii • O � 1� N i�
!�/J (0 � Cy�-, C U�iJ C�_J �(/� C:n �(n F-'�J I-�J I"�J O N z ld7(ap(n
,�.' C � ^ '_ � ` ._ Q -- in -- fn Z ._ � z ._ Z .- � b Lfl r.. (A C *"' �p
I U C��-� U N J U�-J c� � Q N Q tll d W J U W-J t� W� U� � r�% � O��
� � > � � �� E ' �� �p Ea� ��-,(n � '(/i � �>(� � �> *° �j�+r � U•C4=
. J�'i K N•C X�...•� X N'C O i- ���- O i!� X� Ui %C N(I� X� O p U G(i �. �� C
�CV � LLCVL�CL.CV� 0.r-�Ndld') WCV 0 WCVO LJJCVLi o0QQC1 U(/��
u�. w w u�.. w u� u`5 w w � w u�
rl i r; I ri i rt I� I+-o I � I �-a I +-1
w � r'{ �� � I r�l � � � ri � T� � � � ri ri
G��'tul
� � N � N
� � � �
�
v
i�l,
M ��
]�,'
��,_
a
.
. •
.
.
� � � � �
t�a o c� a e�
,-�� Z .�-+ ' � � Z �
� � m o�0, .-`�1 � h
� N. �j W N I� 0�
a� � d � omo� � m
F-k m N' M tV� rv
� �
� S
N N
'�/} {/}
�, �
�',, �
'd N
V} i/F� 1!) V}'�.. Vl�
a g ° ° a
� m � ° m
'�°
l/� i/} t/1 �/} a/i�
O D O 6%
� � Q , d �
d' dm' d�'' N �
� �
4 �
el' N
t!f �/?
o n
N N
t/} in
� �
� �
M M
cF d'
�
0
�
c
N
�
h
lD
�
i/}
Q
�
U�1
4/}
p°
�
M
d'
� ' i � N
d o ii
� � � � � ' � � v d '�
W�� i � � N N � Fa-� � � .� .tu y.�.. fn
�� � F- I- Z`� cU c �-°s �
Q � � � � � � � � � � �
, � r , � , , � � � � c� � � L�C V
QZ U�Q dU� dZ dZ �Ud dd �� Qa ,C7
�t � � �
� �{. 4
d � ` ` rn N � � ` 1 � � V � � � �
ir•
�� et O O�Q ��C �J �� � O " C� `" +`' (0 � O [L �J ��
� �� N � �w% � 4�,.. N� � � w �F- � � W.��.3'�j �
� .� � �es � .c �c u� 'c � � . I- � � N p, o a�i � C a�i � �'uJ � � L'�]
03 �d ua Oom riE�ey� WO a� ro .o �n�
�ri •-- Z � a. s� oo U in •- z o'� `= h- �'� �`" 'C �� c
� E��� Z N � `�OV� E��"� � cn� �, in�° 3 cn o� �`� m ai E
00 �Q* c� � a�'ij 'c���o0 cQ." �, o c� � ° cd�. °� ����°
CS �- r' CV N�+-° � o -� O � N U u7 p N N� O �-
c» ora �� c, � c� ca c o cr °" rn'm o� o � �n ° n. �n .° �n ' o�'- ° co
et b� e/� oo d oo d d � c� ao ��r -a C.� cA o0 4 ,- � *- ..� ,- C .- � E.-
u`5 w w w u� w w w w w
01 M Ol d� N O� � a �1 �"�
.�I���I � IM��1M �I��-I�I����-� ,�
�
� ,1
�� � �'
�_� �
r�;
( '
,�, ,
�
�
�
c
�
�
Z
�
E
�
�
c
m
c
a�
E
n
.�
W
C
C
� � �
� � �
,_ $ �
c.7 C ) O..'
t��-
U
�
�
0
0
cV
�
d'
N
O
c
d
� b �
�
� `�
d
� � � � � t Q Q d �
rw � � r� gw Z Z' Z i'
N�, � .. O�1 ����, � OQO ��.. l�D ,., � ,... � N ' f` .
N�.... u'1 ' 01 N 01 �'' e-i �� r-I .. � �..
lND , 'tl` . ���' N e-1 N
ri
i/? t/? M1/1� llH� i/} 'V} �, V1� t/T ��.. 4R'.�.. v°F.
��" ' Q���, �..... O O O O O O,.. O
� "�CII�' ,..... ��,........ b �O H M N aM-i h
vH fV
t+!'}�,, i/} ilb�,.�. {I} V} {/} t/H�� i/? t/r� tf�.
. o . . o . o , . . � o ___._.. o \ . � . \ ..,, � .�,..
0 0 0 o a o 0 0 0 0
CF mt N � '� tY d', N,,, N 'd'
. m '
� Ll
� � � � �- F--
, � � � � �
, V � ' ' d ti�
� h��- �� U U =' � �W U�7� Z
� II U �F-�- �¢ �� f� fn� �'+��wLLl Uy.
U� V �U U� V�ry fI�`� fAU ZU�U w`fL
�Q '" U� dU(�U zcA
C� 0: J Id� �U �l J LLl J UJ � Q �� v�°� U._1 U J ��
. . . _ _. J,,, _.. .,.�. ..m.�.... � .. I i C U U �
�' � tn cv 'C (� � o � y � t/� �O
N lL .$ � y � � x N X C � N V �, � N U�!7' ��
��� U �- (A � SG f77 �- � � C Q� ttN a fn w fn � '�- x�
� � ¢ � .J C1 � t�/) �y y � 'i°" i. � '- L � Q) �.. � � J X J X Q� � �
� G� C ' � 00 � ' h^ lli C U � U7 �- (U � a� � _ '– (n " �
�n ��,J c� ca � W� cu ,.� cn .a a� r�, � v, rn� �" v, co �' Q cri d cri .�, a� :� d�
a �,} i� v i.n � Z U ro � ro — � cu � co :;.. .ra � � �..., � � � �` � ._
d] � 7 � "O ld7 �-- �-- � .J . � � � � � C C ,� C � � � C � � N � 4) U � ...... �' C
;� �� Q� n�z � � ro�� �a �� cuz� m�� W ro� ro c�'� 5�i w
�„�� �� �d�� � �� � � � � �z � � �, �t/� cc/) cr v� a� c �
-°�o� `t.�o��{r CJcu�U�n�YUwa�V�mU7�cAroc�n cc� a�
.-� ln �U(noo<L �LLJ� �W..�r-�v-i-�•-?°'W�LIJ�W� OU�C
LLI � Ll.i W w w � W W W
r-+ ,� .-� rt .-i .-+ ,� v-� .-� ,-�
�
�� —'�......��.. _ �.�;.., _ .
�?
f7
�
sa � ro .n U � ro � u -o a� � �, o
H4.,, W 00 �: . T Ol Ol C7� O� ....... � �..� , N N
C`1 �
� �
� �
� �
��;
l�l,
t ;
t,,.»' :
I {
`�;� :
��,
�
a�i
c
�
a'
�
�
�
'� �t
c
cu p.-
� � I
�• p„ (
w O �
m N .
� �,
C � .� '
O
r
� � � N
C1�'�D0 (
����-,
,� �� �
����
d Q
� Z
o rv
n m
V1 Ui
i/} t/}
�! d
O o0
�
� d
M H
d' N
Y
u
O
�
c
0
�
�
.-i
��
a/t-
�
�
M
�
�
u
O
Q �
� c
� �
0
�m-1 V 1
N �
� N
e�4
r1
y/} �(/}
O Q
0 �.�
P�d �
t/}����. t/9�
o �
� �
ri M
N °C1'
Y
u
O
Q �
� F
o d
0 0
o �
II1 �
Ol ry
M m
1/F i/}
O,,,,,',,. O
C7 O
� i d�°
+n v'�
ef � o
Q d
r-I M
N d'
Q
Z
0
0
C7
Q1
P'�
�
�
�
O
t-i
PV
�
u
O
vi d
� Z
� �
�
ci
�11 u�
11
� '��M
� �
�
U�i �
m �
.-a
� �
O C�
in e'i
e}' N
i �
r
i
i �
� ,'�' � ,� F! .-, C!i h� U h�- Y �`" Y
w U�'i r. r�, cv N rv , z r- z
� `n ao c�,n oo � cn, � � en f� � u� �
�
v oz � o� a. o i a o� a�'. b�
� r- c.� � d c� dC U U U U c.� c.S t� U U
� �
� � �
o Q� � ' Pie°a� � c � V c c c �? c a� tt o �
�'esc`o� �� �n��g � enn o o v�o ''a>.cy�c ��
Ca�a�..J w f-w �....� � U� .c.�� U� �c� ro�--U�
as
� c�¢ a'Q `�i� v�❑ � a�°ie°�v �- ca�CJ� r�i a° ro�c�Q�„ �`� � a� ���U
0 0� F- .�-'�-` :w• h° �- ca , Z U � U Z (� a, c c cn � Z m
"" (,� c Z � � �'i sC � c�a h- � � � � � �n !-- z 'D � � +n F- � .o r � � � ..� I- � (L
� � C7�� � ����y�r--._h W��x�N� �.aCX �N� o �r- °�X,--
C3�c��� � o � � �iXFd-�� �'a�s�X��rn ���X cv�i� `� o� o�X�
�� �wc'�cJ CU g._epood o Ur�epoo�r (�r�cpoo�r- (.UUe� �u)��
W W � ll.l LL] W uJ W W LL]
�1
,-e .-i � � CJ ...�''.... O O C7 � w
. Ill '....... ldl r-I r-1 �
��NI��NI N I�I�I N i�IN N 1N� NI�
�
�,
��;
�., ` ;�
�
��
,,,,
j'�y �
U
C
N
�
C
�
�
�
Ctl
�
�
C
tt1 }-
qcj `.'
a �
a �
Q' O
W e;v
�
� ,
o p � ,.......���..�..
N � ON'� N �',.
�zu�ici'
�. ,
���.c
�v��
.]G �L
o a
� �
C C
CJ .....,��.��.
ri j
g
a
�
�
� �
� �
Y
0
�
G
�11
N
O�l
N
d
�
�
�
i/A'...... i/F
� a
�^ �
�,
� �.
� o
�' �
w
.�
d
�
lD
Ol
�
�V'F 'U?
Q d
� N
� �
� �
�, �
� �
x
b',,
� Q
�
C z
. ______.___
O�l p�y
� ^
N
t/1, ¢R
� �
� �
� �
� �
m a
� �
.
. .
.
s• e:. �• s.� :
s.• ..• . !� •�� *..
� � ■ ■ ! � a • � � • ■'
' �
� � 1. 1 w. , �.
� • � •
., • � 1. *� �. 1: � � �'f w
• ! •. � �� ~ r•. 1:. �� � 1�. �Y ■ s 1� ! ' ,. w�
/ . � .. � . .�� 1
�' • R. , � �. � � � � � . . • � � n � ... w. � �
� + . e � , f� • , � • � • :•
� • i �
• i � � � � . � � r � e
� . ..� .: � � .: � � � �,�_ � ; � �. . �� �
� �. . � � !� � . � �S • � �� �� wn
x� . �. � *. � � � • � � � . i �. �. �
� , ♦ � * � • �. � • � � • � � � : . w • � . � .�,..... * � f , w
,,. 1� •� w w • w
y �
• .• ..�� � �� �. � ��� # � �
�.� . .:� � � � �• : •. � �. • � •.. �. ■ �. � •+.
�I � I�ININI N �N �I N iN�������
�
c
0
C
N
�
�
�'.
�.
�
�
"Jr
,
,
,
.
� w
R ��
■
�
�
n_
�
0
e.i
ro
�r
O
t�l
a
•C
�
_ _
_ . ___ _
U U
p.. 0.. ?. A�.. }, �.'� T�. Y�
v� v� � � 0 C� d � rZ
C C � H H.... H ��-I r�-I �
° � � o o °o, °w, � a
ul. M.. � � N.. 0�1 O O 0�0
� h, N tU� � � O
�y'� c-� �. N f� M� M N
H '
�r'3�..... V} a/?� t1�,...... i!?', {/} y/}. {/7,.. �/T��.
°o °o °o, °o °o, °o, o °n, °o
�c.�-' � � o 0 0 � � ' o ,
O � � ' N o0 00 , �
� N'
V? tl} .., t/} V} i/? ,�'�,. t/� V? VT i/?
. . .......a .w
a o 0 0 0 -�`c.�' o °�`r�' o
� � � � � � � � �
�
� w r �
� tn , � [.]
UO U � � � � � � U X �,,,. � j
r
Q � � � � � (�' �` N M � U
i ..... i rn � ��.. w (V T � (� � (J � r
U Z U'd' U(n �� 7 L�I... N tly.. > i U N
�- � O cA U I-
�'t ,c h � � V � � c � u�.. I�i. � U5
�
° `1` +' ♦C1�C � � � °p ° "�' � ro ,�co � � � � r- � �
... :Y L. � . HI L .� U" � C.] Qi � iV ,� Y
� 3 o c ,... m m cD N W� ro t0 ry��q o. � � q� ,� �f .o `� �j �� r �
� p„ �.bC ��J' �'r h Od cV �U' 1� r (.i W ll7 Cp C � U'=°' � U W N�`� C�A O
q d O U M�/7 � d Q CV O�- .r... (l7 � � C� 0..
C.) C �CJ �� �O��U w��N j �N M� � n U) � � d30 �(�m � �[i
�.�� b� N � >C]��m�+ d E cdW- v�i�"� n-c�o a�l� ��'(�� '� �
$ �a c�•� =p}_,wu"'NQop � � ccA �C1c'`�'ra'- � N'c � N'�o�� � a�i.�
o� roc» � cn��.ci.,_.�CC'3,'� o mtr �� dM.. �� ��X'o �U
a.d�~.�oo �i N �UJ�noN.UU�cq_a. ° �u,.S�u_ C rocl�oo>J
u� uj w u� u�] u�l. u�J u� u�
.-a ,-� -a w �o �n � � � �
e
co
.� �� _� _ � ��
�.
�
�
�i
�
f0 � 2] � o fU .� U 'C7 N � p Y..
N N � 4�? rry � � m Q M M �.,.� M
�L •y
9�" �
�f;� � '
e'�r � ,
u� �
r
.
I
�
. �
�
.
. .
�
a n
�.: �: � �� ..
N
�
�9
�
.-�-I
b
O
1``
Ll � O O
v--I c-i c�-I r�-I
� O W Oa0
� � � �
� ,. N r-i '�. .^1
4/F l/} il1�, il* iJh
� Q a o �
a � � � �
��
ri
+h �vl +n vx
b b � 4�"5
dM' ,a" � �
Q
�
O
�
N
N
�
0
0
0
�
o,
�
O
�-I
N
r-�i
C�L
�
� � �
� ....... r�-1 ���. Z
O .... �.. � C11
� � ��/1 `-I
e-i
41T Q�l��. i/}
O � O
� o m
H
� � r/�
a �d O
tm}' �., "m�' N
i ! Q �-
� � �
i (n � p 1 h r, �
�Y ,�� W � O � �� �� ,�a�, � � p�,
�h Z
� �--' N "�' G � � C,� -r �U �U � � N �"� Z
�
N L� W r ..� �n � U U p� �� W� � n
U(A � �f7 la. eV � � � U N C.� (A � lri S U
�U t- 'L.,`' O fn u�^
� V N v7 � � CJ X X � �� �.., C�
"Cy �� ... � V7 C�j LL LL � ,J m �G r p'�
�u°�°'mv� a o�'`'' ro'� U,� �„�y �� f.0 a�iU C7v� w'ii��
od ri N w�� µ- :� ca.. a� � n, <� ` d�. rn a� ��,, cn w u� ro m ev ro� c`�oF--
d� �hma- cn� �u��n (V c `✓U�>U �N C`C� 'r-��dN �N��UUU.!
U c�i tn � �j n. � •� ti.. cv M ro � � '� Z � � � C�J� � �. � r- � *`- �.
'�'��� ��cn � � � �-� � � `� � �3�rC°m w � �►�rv�—� ��
�'� � -�m��— E �F- v�i� Y� �ro a�n. �--�� en � Nm� �a �cn ev
�� W N.1�NrCCaij � ctA �p� � � �'c = �°o `L� v � � �a � �NOCm � �� � �
� � � ca ,,._ n� � � o ro C� � � o �° o ..- � � X 'o ,e� U �+ �s � .-. N ,m d° r-°. �
N rU�uy('NNU�cp�a, o�lL ��LL � e0fho0�-J jUaO`u�C]...,.U,-F--....US
u`� ud] u`� ud] u�. w u`� u°.] � ' u� u`�
M M M M c'l M M N ' CV N N
M � M ! M I M p M I M � M � M� M � M � �`"1 � M
E�
c
0
c
�
�
u
�
cv
c
�
.�
�
a�
Z
�
N
�
�
'C7
N
C
ar
E
a.
.�
W
v�
c
:�
�
ev
os
Z u�i
� �
F--
�
V
�
�
0
0
e'.i
io
�
0
e�
d
•c
n_
Q
_ __ _ ..
m o m' � � o
C� d a � L� �''
Q tn Q
.`�-� � � c,d.-+ � Z � �
O N
m °o a ° o � � �
� � ° � o o�a o �
N ,-, u� ,, .--i u� m m c�
� .-i n ni ni e.i Y-+
� �
v� � �n ir +� �n in �cn
° °o, o o° °a, ' °o °o ��a,
o,
"' °o � o°o °o ' ° � �
� �� O .... u't ' N �. N '. lfl M -e#` ��.
N
�y.'.... rl ...''. lD N�' N V1
N
iJ? i/T �1i,,,. i/�',, '411� V? 41? �.,.
.�.....m.w \ � (�\ o �....� . .... \ � p°
� � � � � � � �
d' d' d' �' d' N � N
N �p
U N �
� i Q � �
�
m � N � �."
Cn � M ,� � � U T � � � � �
N U� �� n., ,n�.. �F- O� (.�7 O�
'-� CO � U '�7 '[t � fl.
� � � � � � � ¢ C ro r N C W � C
� , •O 't,�' � ch � � + M � � � � U O � (p �
t�n > o 'O � Q � � (n ca - � C -� " �P' O Q� '�' u-
,i �tiOCypn. ��N o.�?•CL� �� a� CS N>.� c� a� � � c
U�� in� N °ntvr°�,-, u> Q �� ��� �ju�U N.o � �N � v°�.. o
p��.,� co .d. p„ � (� ..., c� � ro c� .� v I- Q d� � C"J .� z G] m N �
00 �y 3 rn v�n �r a� o � cp a �� M x � rn y� a. m y ca
2: f!'J ' V a�.� ' M N U N b� � M,_, G M i ���--. I— (� aj 'C (0 H' O N
Xr-v,mob,;�uJ..cLa.- oa�o'�co ���wOG b.D og��X� Vc
�� i� Ur V1 C fb m�U �' �� N Q N � O:i�' U r�`.. Q U C� (1.. �,� `� �.V
X c n �U�� a�. 0 5 �d �'oF-� `� �d � t c ro�X o �
ooN CUm�U,-� �� Ud� d�� N�5 � CAU md N ro (noo�
W � � I.LJ LLl W W Ltl
N N N N N N d' d'
�
.._._.m...�_ �.._.. _ _ �. . �
�.
� ;
�
�
�
�,.� ro .r� u � a� m ,d ,��', , I.� 1�
M M M f`"t M M M � M M � M
� �'
� �
� '
� �
�
s� '�
h
,
��. :,
� ii
�
c
�
c
� �
i
N �
Z ���
� ��
� ('t7
N �—
.-+ � '
N V
n. � � '
� n" �
� �
w °
� fV
G � ; ,
C Y ,d,
b
� � ��} N =
� Z �A O � ..��..'',..
i�L�l.�
����-i
� �
� �
�y r 1
� �Tti
C31 �
�, �'3
,.,�.`�� x°�'
r�a
v� �
g�i9
VA �l/1
� ' b`
M �-i
�--I �--I
lU lb
e-��1 r�i
e'n-1 �
� N
� �
O p
^ N
Vl� v1
p\ p\
H C)
rl M
u9 �c9'
�
►
►`
�
e�-1
e-1
lD
M
M
M
�i
�
�
t�-1
f�
O
O
l71
fXj
rei
+n �/1 +/� t/1
CJ
O O �
� � g
u'1 , C�
e-9
t/? t�'F ln� l!}
\ o� o 0
O Y"o P-I P"I
r°
N l�D l�0 l�U'
v �
H �
O N
eY M
M �
� �
O O
dMl N
</} i/Y
O O
r-I O
c-I,,,.. '-I
lp' N
� �� �
w � a z
� 'oo'v' U T V ti o�'o U � �
� � j tC � � � LL. � pj � � Ll�„ �'-'
� li �j J u�., (no0 � U �X Of�Q �O
, c� C7 cn ,°n�, u� � z c�v �; cn c� � t� � ��
Uct CJNU cAS 'O� cv Q �y CJ� C)U
�� � tf� � �(n U lL � U � CV � N ' U N
a� p> � u- n- X�N ��ua o� O�� � 1° X� �
•- � �- �.°. •c c u'] � N *- � ,c � a. � N � �, a� C� � a� � N a�i aa
[1 o r]. c�l � �� � cL G U � °- cv n„ � c' C 3 U cq U1
� Z U � �' � 'C � � � -�y � � L 'cp ,� ,r! .� � � U � X `r ro � � � j �% M
a0 A�„ J OU p C7 ��. V7 f� -y 09 � G'1 Cb V1 .C] O �� R7 '�% �
�t C tF' Y--' C� iO Y'- C LL. �. G. `cy' 9-' T°° O(n �-
cNti' t��d tcVD� cNDU-r" U.N.u.� �� �N It� �.Cp'� ��� Q�iN �� ��y°`'v, �m'u°iC
•`r � �'�°_ C L f!� �.. C..... � C =� W pCl. GLfA pp tnN
cA cA tA—J�.C� ro <Crn��(,J c�U v� �u.n �U c��..._�o... e�..m`Z� ro[�
U�a� U�UZa, a'C7.cU�U �,cn� UU C x ca od �U dcv o�n ��.c�r-.�
�ll� �!!� �Or- cOUJ Cn�ll.a. �Q�o�- �U�..`�U �.�MCLN�(/�U fnld7U
W W W W � Ii,i W ll] W W
N N N N tV r-I ,-I r-� vw w�i
M � M� M I ��"1 � M �� � M � M I M � M � ��"1 IM
�
t �Y
1' �
�r,
+;i
?�'
i��',
�
�
�
c
.�
�
N '
�
� I
�
�
�
� (
to F-
c �
Q � �
� �
� O
� O
W N
� �,
cC {
O ` � �
O a-
� � rn N
� Z � O i
��CI
u U � � ?
� �
i� c`�-,
� Mi
t�l '' v�
t� '
i/?
C7
�
t�r�
tJ� iJy
� �
r-I ����. r4
ri' H
W ' lb
K/T
i/}
r�i
r-i
�
� Q
� W �
� �
ni r+
N N
O O
N Om1
f� N
�t/� t/�
a�-i O
.-i �--I
iD N
� 0 � d Q
� ,`t-i r Z Z
00 o u� ', iD
m vi ai m
ao E d� r-i v
N ���........ O l�D 00
i!} ,�,,. i/} {/} if} Nl�
O � O O
d�' , 0�0 ,,, N �-�-
W �..:
v� ', 4f-1 tf3 E�
ry ,,� � o \ \
. O C7
lo �n d N d'
'��' � r ¢ �
� � �
N � � 1 Q �� W �' p�j W Q � r
Z
m �,- ,V� �N �� � �lA U Orn Up_
a� mc� �� �� �� �� UU UX ��
U Up Ul!) UX Om > � W �Cl.. J U
�� �d' �W �r
� d`ri qJ X.� in r ,�' C� w
� Ci ' � � � � ca M r� ro � ..d u� � � � .J o� �
.�- � o0
m� �„ n �� co� Xm �� �..., C Z,. ���d- c
c� n. `� U"_ N N � o- N c,� ,� ..... a� cn � O� � O� X O
�U � �� � �o� M� ''�-� f/) �� aLL ?''c � p�W --��(n � L
0 o C] � v7 � .- rY � ro �? u.l o > ur o- � � r- 'Ei <C � `t �t � �
c� �. � � U "'-i � N � N C] — � r Z o a> '� (� > � � � � � '- v� s�
N�y� � L�7C���C �0'L7� N �.. N.,= q) �-R o�� O� ���
m` � � N C"� ��.z � d" � X 0= m � d�9 N GI. � ro C 07 LLl z� r- (n
� O � � r .e..� v .--. C1 ~2 W � (n
U a�i a�i�.� oro°ooa ����� c�U a�}w � c'u�- E U Uc�YJC�nU�C.�.� o a�'i
�f/� � E U Es]....'cV >Ur'......w-�r- �''...(n�cn. i W U>....,, �.ULiw- W Ua. ��.-i-
111 LLl � LLJ W LL1 Il.l W LLl LLJ
—......e,. _ .......�m._,_ ..
�-1 a-1 ��� e-i rt � �-1 �-I ��. rl 'r r- �
M f M � m I (�'1 � �'1 Ij m 1 � j � 1�� m � M � M
�
�>
�
�,,
�
3
�
c
.�
�
a�
z
�
�o
�
cr.r
v
c
en
c
N
�
o.
.�
W
m
c
c �
o p
c � �
� � d-
n � ,,,
� �
�
�v�
H
�
C.7
�
Q
0
0
cV
N
�
0
N
0
.Q
¢
� d a � Q' ? Q ¢ ¢ ¢ ¢
�- z z r z z zz z zz
� o �, o
`n' � � ° `�° � rn � ry �n m
� o �ri ni o oi cri o rn ��--i
Ol lD ��. N � I.l1 H d' c-I �Y 00 �.. d'
m m d� r m r�
N N N
�lh i/}' t/D y/}�.... �,..... i�i ��. t/h 1/r K/} t/S�'�.. V}.
O � �� O ����,,.. � .... Q�. a O� O O...
� Ir- N � �t t17 ��. CNO .� � � W '�. O c"�] '��..
� r� <t � c� r� in r in o r
�= .-
sg t�i E» t�i c�r � cfl tH �9 �9 c�
\� \ \ , \ ,_...� \ \ \° \° � \° \°
O O b O O O D O O O O
� � �',, � � � � � � � �
�! M C� T'- M Y T'. r T T
C N �t d' N � cV N N N N
>G X
, U , U
r r r� r l!7
� U � � U o ,- r- �n �
�� LLI� (n', �� w,.Uj' (AT N N NY NY M
i�r Z� � i X�-- �� fn� � � �° ��, �
ci� oy� �� U� o� c.�� � �c.���� c.�
�� �� �� c�w �� �u. ��u���� u�
�¢ � Q J� � � � ��cn��n �
w �
�^ '6 (n 'O C � .... � T N J
� � Z � U (b i�` i Z L� �
m c u�w � c� � c od J� nO� m� ��
c co � U cn m,-. io c ���•- cn .x �.-. m
g v c-� -�v-� a�°i XC7 �n � o�p-� o� ��� � N
¢ �r Qacn �-� � �,�ycn Q� �r.� .��
�'o��, zo� V�r-�n o��Zo�o�� . ��
.� 6i �`U' � LLI � � �. � c „-, (n �C Oi � z � rn � (� C � �
� Xm�-��X�,-�cn���o,Xcw'�X�tn�a�
U��zc4U�zU-o o��� U coUvjU U rnc
U(�cq0'WUC�O�Q�� U��WU���O
Q d Q Q Q Q ¢ Q Q Q Q
w w w w w w w w w w w
r- r r r r v-° r����. r (D C7 N
�
'
1
t9 � U "O �
`r' �°- °v � � d- � i � � � �' � � � � �
c�
�
� °
� � � �
� � � �
c
0
c
a>
�
�
;�r
�'
�., .
���, .
.
+
. �
r
�
<C �t Q d Q d d Q Q Q Q ¢ d QC d d ¢
.` �,. .... ... � �. .... �. ... ... �. �. -. -� �..
z z z z z z z z �' Z z z z Z Z Z z
�O ..... CS . tD O�, O........ 66 et N, 00 tD ��''.. O �' lD O 'ct o0 lD '�.
1� '' v1 � tb '.... (� d: N H 01 61 O N N 6t ��. f� 00 d' 1� ��.
d DO N� I� U1 V1 .�'. lD N� �t �� 00 � lp Ih lD e-I (YI l0 �' ..,.
ry) e-I �� Ol .. Ol N� M N� lA ��. n1 r-I 01 h'.... 00 N d' M..
rl [t .'', Ol Q� lD N f'rl ����. l0 lD .-i' e-I O N
1'� f� e-1 .--I M �:
�/? t!? t!T l/1� tA i!? �. VT � t1D- V1 t11� t!� i/T V?''�. VF� V? i!} l/!
�.. O. � d.....� O O C� ... O�. O O O C7 p o O��. O O
Q a o c� o o c? o 0 o d o Q o a o 0
,� o ,a: o O � r CO N 00 o O (O T N CV �
� r�- � Cm0 (MD N CG lf� d�' � I� I� � �- r ln d'
r r
G�i' (�i (fl Cf3 tf? b�J Ei� EA'' Ei9' d3 Efi fi EA Efl EF? � �fl
__._..... .___._..e........e,_ ..�.
0 0 0 0''� o o p o 0 0�� o�� o�� o 0 0 0 0
\...... \�. \ \' \ \......... 'o`. \ \ o . \'' o o \ \ \. \
b O O O' O Q O O O O O O O O O O O
�-- r^ �-- r. r....... r �r .....��. r r�. r- .. r�� �-- � �- r r r
N N N N N'' N N' N N N' N N N N N N N
V Q (.7 CJ U' -'
C7 �
, , , � , , , , c� a ¢ T
� °~,° c7 w w C7 c� c7 x x x T N N c� �
,- o 0 0 o a a o a o 0 o M
'lf] .. (D cD �'�.. (D lI') I.c) 'l.f) ln � ln In 4f) l!7 T .. N N N
0o rn rn in r. n r� r� � r� r� n •- r ,- � a-
p N J N M� M w M� M ch �1i M W M (� M � d � 0- Q
� ����� �cn�d�o�w�c��cn��'��'��' Q Qo�a�Q���
Y ��Cfn„�-v,.(n fn�(n�fn�(nNCn�y��(A�fn�(yA� [Y�(7CY�YOCY�Y
� UQ�N�.__I�d'�N��Y�r �N7N�N�d'7`cY QYQQQQQQ QQ
N
N
N
�
�
�
�
W W W W W W' W W W ll.l W � LLi W W W L1J
�-- r, �-- r N 00 (D M r M �' (D d' N � CD r
� N N N N N N, �y N N N N� M M ('') M M
'� � � � � d` � � �t �t d' d' d" d" �' �' �
��
0
�'
�'
�
� ,,..
,
�
. �
�
■;
d d Q ¢ �t d Q 4 d Q Q'�C Q d d�i d d Q Q
�. -.� _.. -� -� -m. �. � �. �.. �. -... � -.._ � �
z Z Z � 2 � z Z Z z z Z Z z z Z Z Z Z Z
l0 O c-1 lA N c}' 00 N .1 �� t-1 rl O cY �} .. t.f� N 00 �'`� ri pp .
c-1 �.. �r �'..... 01 h N O�. Q� iD O d' a--I d' t�1 V] O N d' I� m.
N tll N��� 01 lD �� O �!'1 lD �� N N� M M O N 61 �--I M N f� ,.'�..
0o m `t o o � o � m� d� rn .-i c� h o cr �a .-i .1
rn �ts m � r� �n o0 0 �o m r� cv r+ m I� ui
rl N. .--1 ,', N ��. �-1- .-i Ol' �--1 . f`1 ��.
�1`i .., L?',. i/? ih il} t/} ��.. {!� 'VA {/}',. ih �. i/} il? V� 4/� ��. {h l/} tA �/? ili ,,. V}
��''.. � O O. � a O O O O. d O O O O �.... O O O O
O O���. � ��' O O O O 0�.... O����. p b O� O O O...... O O C� C? �
N O � � N (D � N �� I� � � CO ��''. 00 �-- r r
lf) (D O����. 6j M� I.D.. �, �. Q. m,�,.. I� (V ,.. (O N(4 �. Cfl d' r r- r'�.
N... CV ,. N,,,. r r' .. r-'...,
�? 49 69 69 b�? Eg El�'' Eia Ffl 69' b9 69' � <i9 Ffi' 69 4A b9 FH d3
0 0 0 0 0 0� o o� �o�o o� a� o o���� o 0 0 0 0 0
\ \ '..., \ \ \ \ �....... \ \ 'o`. o \ ��, \ ''.. \ \ \ p\ '�, \ \ \ \
O O O C) O O O O O b O O O O Oi O O O d O
T T' ,..,. r r"' �, T T���.... T�� T T Y f �.' T" ''... T T....,. Y T r T 'r"' . Y'
N N N N N N' N N N N N'' N N N N N N N N N
i � lq O Z � � � ' i O � (n �
� N l!� N Q N �. 00 r Ln ... � �' � .. i
� c�D a0 00 d' C7 d' in � U1 C� d �- Q II II �
c� r> ,°n ,°r, '° Q �r �n U � Q w� C7 n C7 (.7 C7 C7
a. d ��.. � � �. 0. ( j J ',, i-' �i J ... Q O O l.f) CD (O I� �'�, O O. O
N c'o M M', � d' ' d'
U U U U � r �� V V o c�'n X¢ X X Q°' „°' °' r°-' °' °' °'
aY�Y',��'��OCYOCa�� � �Q��; U 'UW UUu.ldrn (L �[L a d LL
QQ'QQQ`.�QaCQQQ�`�,QN�NJ� � U(n UU(AUY U U U U U U
v
a� �
w Q
� �
� 'c
m �
�
UE
•� o
yU
¢ � a a a a' a a a� � a d Q a a a a a a
w w w w w w w w w w w w w w w w w
— _ . �_.�. �..m�n� � �—..,.__
�
N N r- r N,, r- � N r'', r- N u�7 N '- lf� N O� M� N
-- ,....__.� I �.,m.,._ �....w�
w- t Y � C' O (6 1] U 'B N`a- .G
M cY1 M M= M i'! M M M M� '�? d' �'' d' �" ����. �.�- �
�" '� d" �3' d' �g' ty° �. ct d' 'cF d° �, d' Q
0
c
a�
0
v
i
t
t.
i�
■'
�;
�
c
�
c
�
c
.�
�
a)
�
�
E
va
�
�
c
N
�
a.
.�
�
W
rn
c
:Y
`o
�N
�s
��
� a
U �
F-
�
V
�
d
O
e�i
ev
d-
0
c�a
0
r
.�
Q
Q
aQ¢Q�¢¢¢¢ ¢¢¢ Q¢ a al Q¢aQd d
�'z'zz:�zzz'z z z z z z' 'z z` zz`zzz z
M Ol � I`� .'�Y ....... N N W N. V1 .�,.. N ci �. f� . cr O....... i,�„� N�� �. m�. �....
pp � p� N N� c-1 N Ol O Ql ��� Ql 'd; ,. N�� Ol N �
ri,,, 1� ' d' Ir, a-i O Ol N, �Y' lD .�' �� e-1 l/1 �� f�l ,,�
. lD �� M ��'-! N Ln N Q1 tYt l8 Ol 111 a--1 ��. �' N.' ('� CY � lD N, ri
a-i �--t � f`. 00 � Ul .. �-1 I� �-I a--I '�. c-1 00 ��... frl ��. M N'�, �-1
s�.i m rri rri c-i �-i
� V? V} tfi� U} +/} t/}'�. VF -V} L7�'��.. t/1- �',, -V� ....... t/� th t/� ��', Vt, i/? ,.... 411..����. t/} ... Vf . Vt� V1 �+/�,.'��..
O Q O O O O d O O O Q O Q � �� O O d a
. �. O O d�. O' C1 O O O O O� O O C?
r CA CO r r CA (70 (D (O p � � M 00 O 00 M M d' �
,,.. r v-� r��, v^ Y^ CV M � r � �� LP�S �'
N M T°
.��. Efl��'.... Eft f,9 H3''.�.. 69 {fl 4fl 4fl , t-J� �'.. Efl Efl ffi.''.� ff3 EH �' ffl'�. 69 £9 �A �� 4�$
\° \° \° \° \° ���... \° \° \° \° \° \° \° \° � \°'' \° \° ''� \° �..�. \° \° \° ��.. � \°
o a o 0 0 0 o a o 0 0 0 0 0 0 0 o a o 0 0 0
0 0' a o 0 o a a o a o o C� r,� o 0 0 0 0 0 0 0
r�. r r' r r r r r- r � '- r � �-' r'-' r������. r�. r T T'��. T r
N N N N N N N N N N N N N N N N' N' N N N' N N
i i
'_ � Y (� � Z
U °" � oo i cV i� � �
� II II II II II ¢ N Q �� � Z � x � ''' a CO
C7 U U' U C`3 C'3 U' r,- �n � Y � � U � � � � �
O r N O O � N�� OO � Q�.. I� U � � C"7 I� � � o
W 0�7 � � � � � � � � X a � � �� � f� T � r- � �Y �Y o0 l!')
g n r� � n � � � Q QU cn�U�nC? zpCt�xc�mr ii � N N N Q
c� d. a. a a a � a ��._. c� c� v N c� � c> ? cn v U v� z�n z c7 c7 c7 cn
U U U U U U U U Q Q J J J lfl J I� J Q J�� U� U� 11J ���� Q
U1
� O
N Cp
� �
� '�
� C
'C �
� (/�
N -�-
�
a� Q� a� Q a a a Q a a a a a a a a d d a
w w w w w w w w w w w w w w w w w w w
f`� � M� CO v- M', � M .-- N r � f'�, N N d' r r �t' ,- N
M �
.. � — � �C$ O ��..... � (Q ... e- � > i X N � .L7 U � � � 47 ,. �
�t 'V' � d' e1' d�' d' �� d' et d' cp' d�' � � d�' �� d' '�fi � �
�._. �.�� . . , . ....R ._ . ,.. �N �.!m.
c
0
c
a>
O
v
�
c
�
C
�
C
.�
�
�
Z
�
�
E
�
�
c
�
c
d
�
2
.�
W
rn
c
�
0
.� N
rn
��
��
- �
C.? �
■
�
a d d ¢<_r Q a a a Q Q¢ ¢_ ¢ a¢_ ¢ c¢
z z z z z`z z z z z z z z z � z z Z z
I`� �-1 a--7 00 N C) �--I O. L!1'� V' fV O ct 00..... cY d' N W 06
cY'1 � O 00 O� V1 tt ��.. N �� l0 tt 1� 00 DO lD rF lt7 �? I� I`�
CJ e--1 Vl ��� Ql P'� ['n ��� P'r W P� N (V1 01 ��. O �fl l� ... 41 � d'
� m ev r� u� d- r� �t m v, m u� Ct m �� � w u7'
e-a m et r,s oo v r� ' oo ,� m in r.i
, � �
t/}......' tsi� +/i . ln Vr V�. L? L?... v1� a!1 ��'.., L} <rr v3� �h �..�.... as� tn �.. tn vP v�
O� d O CS O .... 0..... O O �'�. O C> O O O C7
O O O O O Q Q� d O � O O O O � O' � �
M Qi �' c0 d' Qi l[> CD O �t ... N N�.... 00 00
O r C'7 Y`� �' ��� C�7 Y � c�0 r N N M M��
N d' II> r lf� lf� ��.. �
r
EA b9 tr9 K3 d� �fl Efl 69 di b9 Efl tf3' ��? +f3 �3 Efl' ui �
a...,,,.. �� .,m.___ o 0 0 0. ._ . o a o o_.�. _ . .
0 6 0��� o o b tl o o� o 0
p\ \ p\ p. \• M^•�p \'.,, \, p\ \ \�'.. p� \ \ \ \ p\ p. \�
O O (� O C� C7 O O C! l7 O' 4 O O Q Q b O O
T r P_ 'r"' T Y T,,,.. r r' ,,. T° ... e°' '('� T��� T r T 4'_ ,. T T
N N N N N N N' N N'' N N N N N N N N' N' N
m. ._.�..�.�., ., �— e ......m.. ,
� C� '
� � � II , O.. II � i �
'��,. W � � W X �. � 00 � � � Z �, Z � �� � r N N �
�ri o o N� Y a ��� � �° W cNp ,� cNO cNO � i.�ri
orn,- r-rn
u7Y u, �n`�C rnrn�.. � N da-> ? W' U1>r 0�0 m 0�0 a�0 U U
l� i l� ln � (� (� cp Q� �r N?> `$ o � �� � � Ur p' Q(� Q �
Q Z Q Q Z i , r� II �� � o � U N N �- N N d N N
O'� (n �(A rn(4 � (n fA C7 � C7 � � Q� Q I
Y Q00 QYQm �DooJ�t ...� �7��� Zi ZZ� ZZ� Z Z� Z Z
�
C
N � �
C C � �
N -� O
V� UE
0 � � �
� �
�
a�� ¢ a¢ a a a� a a ¢ a¢�¢¢ a
w w w w w w w w w w w w w w w
r r r- N,''�. N � r r° . r- c� N....., N......... d' ... r���. 00 N �O ��,.... ��. r..
w (U L7 tJ ..... "C7 N 4- �. L
l� �. lf I.C) � � CD (�D CC7 . (�D CD � CO ,. � I� f°° .. r°` ... r` . 1� � . � ,� � ....
:f' d' 'd' � �' � et , �g' �p' d' cg' '�' 'd' , �' d' d'
�'
�:
`�
��,
a�
v
c
m
c
a�
c
.�
�
a7
Z
�
�
�
�
�
�
c
�
�
d
._
�
W
�
c
c �
� o
C � �
N �
�z�
° n.
C� C3 �
�
cn
C_i
�
�
O
O
N
[U
�
�
N
0
¢
�¢ Q Q ¢¢ Q¢ Q Q d Q¢�c Q¢ c
�' z z z 'z 'z z'z z`z z' `z z z z z z
o m �� �. �'�. �1- o 00 0 ,-.� o N d b �O '�. o0
l0 00 � �� r/] �' � tY 00 l0 rrl C? c1 '..... d' 00 p� ' d- d; M� Ql
ri� lD � ' H�� N 'd' f� c-; O N�. f�'1 ..��' tD N. N � Ql M ul
�3 O �'.... (Xl l0 M 00 e--1 O d' N M. n N i.17 Ol
t�"t . 01 .� .. �. N h O` . 00 O� c-i M �--� � d' W'..... � p ul O Ol
L(1 lf1 � ,,. ri �-I R. CD� I� � wi N���. N N d7. c'� �,, fV �'..
N N
ifF UN �... � i/? i? �� �/? �� ih V} ih i/� �'��,. K/? th V} i/? Vl �,� VT Vl� V}
O O � O O O � O O O Q C7 1J O�. O O�� O����.. O
c:� o 0 0 0 0 o a o o c� c? o 0 0 0 0
�i r� cd ai CS T �ri c�i o c�i o o c.i c� o�oY cri �
C�! '� I� �� 00 ��� .- d' N O M Lf i (U � �� � 0�0. �fi M�'..... M�.
tra �t co M I� o N .- �t
f+y�,�. I�..'',. t.- ���., C�j Crj` � r� r-�. M ���.. r r r�
tFi �F! Ui En 4/3 4� '' (/1 4�3 4Ji t�i +3� 69 69 69 ER' EF3 Efl
� � .. .� �� . -
0 0 0 0 0 0 0 0 0 0 0�'' o o���'�� o o'�� o 0
\ \ � \...... \ \ \......... \ \ \ \ \ o \� o o . \. o .'�.
O O� O'���.. O O O'�.. O O O O� O' O O O O. O'��. O�
T T �Y d' �t' �Y CY �Y V� V �Y � �Y � '�Y �' V
N N N' N N (V ' N N N N N N CV N N N N
m � U U
CL m � � � ' o~o � W u1 (� (� C3 X
� O T T T T �..,(.a) � 1 1
�. r �� O T.. T L.C) ��.. V � O O O � O O � O O O O
��. p � ' 00 W 00 � 00 p� 00 l!') (D �.(D CO �� ln 11) Ln Ln L.l) LfJ
ki"y'I� N NNYNY,ch � NJN c�(nMW �j(n �•�j MtnMwM
� U O O'OF--�F-��,��U�jU U�UpUpUwU(4Uc�U(n
� n u �U �c�� c�YC�Y(��f?� (!J�(yn,�d,cy�o~o �N���yd�-��
� Z'' I U UU�U(n',U� UQ�N'7J�d 7N 7d' �r�N7N�N
U
C
lU �
N �
�
U O
� �
�
a a a a a ¢ �r Q ¢ a a Q Q �.�i ¢ a a
w w w w w w w w w w w w w w w w
N r .. r. . r CD M N r r r� �����. r N����. 00 CC7 M��� r,,,'�,,. M
r
C�i
9 1
� ro n c� -o a� � � � � � � � � �
x� r � � � � w � � � � �
.;� '� � ,�, �g d' ,� �' .d' d' d' � d- .�' cF eP � V' �. �' V'
� � �
Q�
� � � � II
� � � �
C
O
C
N
r`S
d
•
:
: �
r
H
v�
U
�
�
O
0
N
d'
0
N
0
¢
<C <C Q d d Q d I d Q d d <L Q Q Q d Q.
�.. -,._ � -.. -� �-.. 1 � � .... -.a � �.. � � �.. �...
Z z Z z z z z � z z Z z z z, z Z z
O�� p N O���. � �O ..... N N. O N N 'd' ... 00 ...
d � � v co m m � oo a n o � ��°n � � m
°r° ° ° N' � �' °a m n d°� � � cn.i o o � p'
r� � vi u� oi � .-� c.i oo n � n .-� ar d- d- a
. 8 p cy ni d�. �D� ri `t 1�... N' ^� �
r�
�}}�� +.? VF �'��. i/� lP� tJ} 41F tIf I V/� iJ�.� 1l1.. iA.'��. V} t!? L? y/} V� �..
b O d� CJ d O O O����. O O 0..... O O C� ��''� O�.. O
O O O O O O C�' O O O O � O O Q O O
G3 Q a0 t[) cD CO N c0 O f� N', 00 tb (V I'� 1�
*�° d' (U d' r ttJ M � 00 M 1� p�j � � on0 r�
C 7 M r� M N r r��� r r.. N�� I�
C�3 N° Cp ' pp ' CD � M M
{f� « t� (fl �fl �i &f3 N9 � E� ifi ffl' ffl ' Efl ' EFJ 69 EFi
_ . .._.�,.. _ ...._._. ._. �.__._.
`��� \° \° \° \ \ \° \° \° .. \ �. \ � � .... \° \° \° \
c�- o 0 0 0 0 0 0 0 0 0 0 0, o 0 0 0
E� O o O O O O O O O Q' O O O O O Q'
�` 'ct' 'tY' �ci' �7' �t � d' 'a' d' ty' tt d' �t d' '� '�
CV N N N N N N N N N N N N N N N N
a
� C7 C7 (� '� � � �n d z � � � , o
i� Q Q Q N � N Qi p o r l[)
}� X r N N N O O O pp pp � U)
t!� � � N N N M M ('7 � � �f� Q � � U =
r� I� �"' r"' T T O.. O.. O_ �ri �ri ,,y. � � U Z a
M C''7 � d 'd d Q .Q ....Q � � Q r � � �
UwUU? �C Q�iQ�Q�U�U�U�U U�� �,- �YU Vo cn
l>��f�� ���Y�Y�YCCY�Y�Y�����Y�a-������� U
?d'�d' �CXQQQQQQ QQ'<CQQQQYQY QQQ�YQN JN'J� �
'O �
� C
� ' � �
� ' C �'
� �
S C C,
ro �
� �
� U O
0 j V
a a a a a a a a a d a a ¢ d a a a
w w w w w w w w w w w w w w w w w
�s-° �'� CD d' N',.... � � r N.., N r' y,- ., N'�.... r r N r- �. r
. . . ,�._..e,..... � I� .. u.......�. �—............ _.. .,�,�......-----""" __�,.._ � _.. .
t�, �� (6 !] �. U °d � �,� `+- L �.. x 6y � � ��..����. � O
^��9` �' et �' �' �' d' �" .� .�' d' � � � 'c�' ,�g ry- d- �A
C
0
C
N
�
J
�
�
�
�
U
C
�
C
d
G
.�
�
N
Z
�
�
E
�
v
c
ca
c
a�
�
n.
.�
W
�
C
Y
`o
� �c�
Z LC)
�� �
_ LL
U �
F-
�
U
�
d
O
0
cV
i6
�
0
N
O
.Q
Q
¢Q � ¢¢ad�r¢ �c�Qa¢d�Qdd ¢ d ¢ ¢ �s
\ \ \ °^\ "a � \ ., 1 i °v 1 �� \ � 1 \ ` �. i °w � +... � `�
� Z � Z Z Z Z Z� � Z Z Z Z Z� Z Z� Z Z Z Z Z
N' O �� W Q d' .... lD .. � N U7 W 00 O. �fi o0 �. N �} � `t O... � N c'1' .. 0� '.
� N O',. �y lD 4D ��.. Q1 h s--I u1 OO , d: ��, lD d- '. �fl d� , N CY 'd: ,' Ct . I� O lD
O ���.. N � �D `Y '�. ch �A Q1 O u1 Ol ���� O �"0 O� O �' � O t^D ryOlj ..n-I N N
'd' Q V1 DO a^1 �� 00 Ir 1� t!) 1� 00 '��. ci 00 ul . N
r. ° u� � m m m� .-i m� o� m r� N d- � .-i m .�
�p� � m r: ,-i � � �i , ni .-i o , oi
N
tiF i/} �/} �,� 4/? �.��.. t/T �'..... i!} i/T i/?.... t/?....... 1A I L} V? [/T ���,��..
�.F'1 .,. l/} 4h .. t1} ..'', �l} �/? lh V? � V? /}
� o � O��� Q.... d b C? O O O O O O C7 0���. � p. p'. O O
O O O � O O O O'' O O O C7 O O O O O O O � �
r ln N' p0 ^�� M('O M c7 P� �i' ('O M I� Ct 00 00 � ~' r � d'
N(D � � N' N r�'' M M M N N M M N N d' 'Ci' � � p�j M N'
� r
7'-'
t�s £� 6Fi t�i �» ,�-i r�i Ea ifl +d� be 4» �» � cfl i� t�i �J' �i � ffi E» EA �
.n��.`.._ � � �' � � �, � � � � �.��.. _....,.. ..__. �.........._
�y— o O O O O O' o b O O O
Q• o�����.. o 0 0 0 0 0 0 0. o 0 0����� �'�. o o � o �' o � � � �'
C� O' O O O O O O O O O O O O O O O O O O O O C� O
�1- d , �Y 'd' � d' d' d' d' �t d' d' �" �' d' 'd' �Y � V' , � � d' d' �
4� N' N N N N N N N N N' N N N N N N N N N N N N N
�� m ._ - ...a._ .... —
i
� � � � � �
� �� � = Q Q � � o0
('f �V- Qi II II i �i II II II II' II r. NQ ��•! � U
Q W�}' C7 II C7 C7 C`3 C7 U' C.'.3 C`3 C`3 C'3 C3 C`3 r T �tj 1 }
� i � 'l1� (D (D I� O O O . O �r', N O� d r N��.. W ,.� a. r U
O,r o o � N c+� ch cn �r �� v� �r d� co co c� co 00 00 �� � I_-
rn rn'rn rn rn rn rn W rn rn rn rn rn rn o� X Q� U ii V
X� X X Q r� u r� r� � � r r, � r� r � r� r� � � Q Q U cn ) ,� , z�
c�wUC�w�a,a��ad.o.c���,a.a��a�-�-c?UC�NU�U �cn
U(n UU(AUY U U' U U'UUU U U U U'U U U Q QJJJLnJ1�JQJ�
a¢ a a a e a d a a Q Q a a¢ a¢ a a a a Q � a
w w w w w w w w w w w w w w w w w w w w w w
N � N �r �l ) N � M � N 1� � ' �M � (D .- (`'� � M r° CV r '- 1�
r
�.a„�,,,,e�.., � .
��..�,..m... _..._..... : �.'..w.,,..�....., —.u.w'.. � '....,, � . ��. ....�
'', �.., O . �. (n -r� � ��� � �S X
y- � - x —
� c� -o' a� I �
O O � O'� O � O O O O O. � p O'�. O O���' O, O O ��,. lrj Lf') � Lf)
l� ln L� 11� '�, ln � tn fi17 � � I.f) � lCj �' lf� l� ln '��, � ld� � t.c).....
s,�i
r �
ri�;
�+;,
' �,'
,� ,
��'
C
O
C
d
�
�
�
�
�
�
C
.�
�
�
�
E
cn
�
c
w
C
N
�
d
.�
W
m
C
Y
O
`�' N
.s. �}
Z �
� d
CJ d°
•
d <L Q Q Q d�L Q Q d d Q Q d d Q � <C
Z Z Z Z Z Z Z Z � Z Z Z Z Z Z Z � Z.
N l0 � � I� �',, 00,. 00 6
00 ��-I Ql ,, W, 00 11�0 , 0�0 M Ol l!1
l�D p�p 0�0 �. M N N ��.. l�D u�"� �' � � ....., �Y cm-s Pn .--� .., °"f � .....
m.--� rn rn �n m d� rn
���,,',, [1�� fyj a--I' N �-i N��,. N�
�i ',,
a07�� � th � t� t/?�� vf t/�...'. t/T� �t/} t/}.. V��..... VS'. N�/1,''.. t/L�� t/> �c/i��...
p........ �� O O O b� O 0....... d O�'.. O O O O O���'�� O
p. � O O O O 4 O O' O'� O O. O. O O' O
C7 (D Cp o0 M QS I� P� 00 N O I� O l!') 00
N��� M r O. lf') r- ' N M 00 � 00 O O�
.�,, CV N N CO CV (O N (D lp (O, r f� r � �t
.. �-- r- 'a' �-" �... r� r�. r......... N CY7...
�, 4A 4r9 b9 Efi �3' Efl ii9 '' 69 fJ3 (J) ' Efl 64 69 b9 &!3
.w_�._�.� �.�..,� � ._ . —.,w
0 0 0� o 0 0 0 0 0 0 �� o 0 0� n�' o� o�' o o��
o a � \ '. \ . \ \ \ � \ o ����.�.. o \ \ ,.. o \ � \ o o �
O O O O � O CJ O O, O O O O O � O Q �
�7" �' � �' d' � �' � 'ci' � � d' d' d' d' ' d' ' � �
N N N N N N N N N N N N' N N N N' N N
..�,_.. . �. -...�..� _ I
- �..,�
�.w.W
(� � � Cn Z i..� z C..) p� � ,.r, C7 , i-- �-
Z N (n � � W � W Y� a0 c� �'' Z Z
� _ � � a 0� (n 00 (n � 0�0 rn pJ_, u o�0 LU W
pMp M � � � .O O�� ��........ ��,� rx� J ��� ,.�
(ny[ CA00 � 1 N N N Q Q�Q QY o) O)�� � N7 �
� � Z U U'-'� II J r� 7
i..) � C.i � Z� Z v' c� c.�` (� rn C� � cn rn(� � (n fn (� �(,� Q' �� Q� Q
��a���w > > > > Q�camaYam oo���r � �>�>r
� �
�
3 ° `w �' c�i
�
A.
� —�` ' U � � �
� m
U�
,�� �� � �
�w o • �
�i � �
�
¢ Q a a a a a a a a ¢ a a a a a ¢ a
w w w w w w w w w w w w w w w w w w
N N r1' r r�1' r N��.. r-�. r r- ...... N N r.. s°°. r��, r-,. �
C�
f� � U � , Q% Y"'
�t O d O O O O LL7 � � rV- � N N N N N N N C`J �
�.Ci� � t17 l!� 11� L(� ��. ln � u� lf') t17 ....... � lf') 11 i Lf) l!') .... Ln � Li°i
i �
; }�
�%`
U
c
co
c
�
c
.�
�
�
Z
�
ea
E
�
�
c
w p—
c U
� �I
�- I
._ �
w ° (
v� N
C �i
a � � a
� � � � i
� Z `t3 o i
r
°a=;
uv�a`�"'
�����������
p � o�o � o � � rn � ° � �
pMp .. 00 OO l�0 N O a-Mi ,,, 0�0 �W `� �`' ,. �
f�ry ��., h N �p tr1 d' N�'��.. '^i r� '� O O,,, 0�7
���� N .--1 u"l� c--I CY�...., lD P� M
r-I � ri',..
�
�
�--�
�,/k• 4A� VT 9/�, lA 41}'.. {1? Vi'�, r/} 4PA t/1-:,� Cfl
�
Q O O' O O O��� O O.. O O O� �
a o 0 0 o a o 0 o a o
N O N 40 (U d' � �' (p ��'' (� C� r C
� M N 1"` f� C'V N� d" CS7 M C
N � � � � � � N N � � a
� ° c°�.a �
C)
7
tfl b4 ER 69 Efl E9 4fl (A' v3 69' EA , p
- _ _ � n.
�� o �° ��� -. � � � � � .�..
o 0 o n o 0 0 0 o O
C7 O�� O O� O�� O O O O����.. O O', N
'cF d' d' �f � � '�7' �i' d'' � d' , U
t"� N N N N N N N N N N
�
O
H
C7 LL Z
a m �
n i i � i
r r N N d m
cQD o� NN NN o0 00 O O
o O � �
O r... �.1.� CO fD CU (D ln L!�
o cn --� co co co co cn cn U U
W fq � r OQ 00 00 00 U U � �
�
0 o Y� o o� o o�7 0 o Y�L
r, � rU NNd N.NQ. N N' 11� (`�
Z' ZZ� ZZ� 2 Z� Z Z, Z Z
�����������
���i��4'���' �....�I��
�n � u� �7 � ui � ui I � � �n� �n � � � 'n� ui
n
'C3
C
�
N
�
0
c —
� v
.�
U .0
V� C�
g F-'
`v � O O
(�p C N Q y. ,.....
� Q d Gl �
� a � �°
,,., W � � � ..r
v
0
�
a
.�
.�
�
� I
ol � y��
Z
I �
} ��
Z
m
}
o �
Z � � L U �
c O� C�• ,, cLo o� py c`•
� ,a a�i3ro'o��'��
a° ca
..:. � } c �0 o cu a�
u � �• _° a� �o •ro � �
� �C T3 � U 43 � V1 "C7 N
p O.� � N�dC.7 O
� 3 � n- � � 3 i. �
� Q � W � � Qy � �
� �=�Wd c'n.�
O
�
h
Q
�
�
`� �k
� � � �
cyi =
v
.�
G7
�'
B
�
U
c
rn
c
aa
c
.�
�
�
�
�
E
�
b
c
ccS H
c �
� U
� �
a
� a
w °
� N
c �
c � ,�y
0
O
qCj � ONdD- N :
`� Z �t'i ci �'.
;°�.Q�
vv�Q
(0 I�
O
O
0
� �I
�
N
T
OI
O
�
W
�-�
�
I I OI
ai o �ri
� � n
�� �� ��
�
�
(U
p_ �•V � C r...
� q U,, p �j/1 � qj � N '-
T •L �. � vI � �,,,,,,.. � C � � L C QI
� �� �D �o�a��,�a� q�j °m
C� (�6 � U 2�� �, C Q'- C..... � C (p C
� � �-° � �° c�a a�•°—� � �� � � ro�
O�' N� �� � N 4 � N � W C U
� CO _ m � C +.+ N (n = LI.l � !_' (} � — N
� o+- c c�
� O � ,, � � � '�. U U ' U � �O
co �U JH�� QU Q I— Q..
� w = s z i
�,��
�
� � �
�
����
� �I�i�
�
a�
�
c
a�
X
N
�
C
�
O
U
N
�
f0
C
O
�+
"C3
�
�
v
�
+�
N �y
+-i Q
fD
U �
� �
.� -ts
a� �
� �'
� �
� U
L3- �
.�
� O
� L
Q�
� Q
M �
7� �
U�
U1
��., a�-'
a-+ �
v s
� �
c �3
o �
+�
c �
� �
w
O �
� �
U�
d�
� u
s O
++ �
O •�
4-- )„
N
� L
G! ►c- C
�- y � o
�� � �
�
� � � U
� V � �
� N � o
�. L1 n. .�
W
..J
m
Q
�
B
Q
Q
Z
Q
�
W
�
F-
❑
Q
W
J
�
Z
R�
�
F-
-� U
ZQ
O u.,
F= �
�
Z �
�
:ii Z
W O
Q Q
m
o fli
IL Q
� m
W W
U.. �
W Q
a�
�U
� o
Q ~
Vi ~
F,,., U
vw
�
O t�n
�
a. �'
r
W N
? �^
J �
❑ I.f..
Oa
� a
� LL'
�O
o Q
c� ❑
�w
aa
W�
O CJ
� W
J
V �
Z �
J a
aW
2 `,
��
�° r�
UW
�❑
�
� 0 U
Z � �
�
�