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2014-335ORDINANCE NO. 2014-335 AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE SUPPLY OF SOIL, SAND, LIMESTONE, AND AGGREGATE ROCK FOR VARIOUS CITY OF DENTON DEPARTMENTS; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5634-AWARDED TO MULTIPLE VENDORS AS SHOWN ON EXHIBIT A 1N THE THREE (3) YEAR NOT-TO- EXCEED AMOLTNT OF $3,900,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of Soil, Sand and Aggregate 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 5634 5634 5634 5634 CONTRACTOR CJA Enterprises, L�LP Lhoist North America of Texas Tim Beaty Builders, Inc. Weir 777 I: ►�i �Ii�J�M� Exhibit A Exhibit A Exhibit A Exhibit A 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 performed by the City of Denton under File 5634 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 proposals. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. WWmm� PASSED AND APPROVED this the �� l�a�r of �'..�" �'� �"�� 2014. �'° _ ..�., ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: � � � �..w,� �� '� � � � ..A�°� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: �,��,��° ��`��" � �,LL. � � �� ' � � � � � ��;� � .. :.a �,� � �o �o CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND CJA ENTERPRISES, LLP (RFP 5634) r °* � ` � ,� � � �:-�� "� � �. ,� � � �..� �:"Y-��:� �"��1'"%�".��"��"'�w N��at�,i� �tg�us.� ��ta��'��t°! ��a �tl�ti� c�l�� I" � � �° ��' r"�+,,�., 2014, by and between CJA Enterprises, LLP a partnership, whose address is 362 Crossroads Rd, Collinsville, TX 763233, 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: SCOPE OF SERVICES Supplier shall provide products and/or services in accordance with the City's document RFP # 5634 Supplv of Soil, Sand, Lime and Ag��, 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) � Special Terms and Conditions (Exhibit "A"); (b) Request for Proposal # 5634 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C"); (d) Insurance Requirements (Exhibit "D"); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E"); (� Contractor's Proposal. (Exhibit "F"); 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." RFP # 5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY ��:��i �"� � r"�` , BY� �, �,µl� ��' �� ..www�.� � �p�� ..,,� �.M�� °� Date: Name. � � � "��.,� � ,� Title:��_ � , ,� �� n,,,� �� , , �,,,, �,,, � �� PHONE NUMBER ........ � � �::� �� '"�� , �� ^°� � � � �� ., � �� EMAIL � � � � �1;a��,:,' CITY OF DENTON, TEXAS r� �� , ,, �,rf��r � ° � �� .��..,., BY: , ! �� GEORGE C. CAMPBELL, "�'1"�" MANAGER BY �,°°"�"" �''� � � � � �� _ �°°'��- Date M 4 �'�� ....�.. � v ��P ,� � �o � �� ' �, � �� ,'��P�,��... .,�� d� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ...� � �� "�.�"�''� �"„�� p � � �� -----�� RFP # 5634 Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $500,000. Pricing shall be per Exhibit F attached, Contract Terms 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. Price Escalation and De-escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index(PPI) Construction sand and gravel, south (PCU21232121232103)and U.S. Energy Information Administration (EIA) prior 52 week average for Midwest (PADD 2) for retail diesel (on-highway) — all types. The price will be increased or decreased based upon the annual percentage change in the indices. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the indices change exceed a minimum threshold value of +/-1%, then the stated eligible contract prices shall be adjusted in accordance with the appropriate index change not to exceed the 8% limit per year. Cooperative Purchasing/Pig�yback Option This contract may not be used by other governmental agencies. This section is withdrawn from the original RFP, Main Document, Section 9. RFP # 5634 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts/Purchase Orders issued by the City 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 Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. l. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor's Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. 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. RFP # 5634 4. 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 specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non-conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or eyuipment; 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 Contractor who is in arrears to the City 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. 5. 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. 6. FINAL PAYMENT AND CLOSE-OUT; RFP # 5634 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 specifted 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. 7. 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 , , , , to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 8. 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: RFP # 5634 i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, 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. 9. WARRANTY-PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor 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. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. 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 RFP # 5634 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. 11. ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non-conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non-conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. 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. 13. 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. 14. 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. 15. TERMINATION FOR CAUSE: In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall 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 RFP # 5634 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. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. 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. 18. 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. 19. 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 RFP # 5634 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specifc insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. 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 verifcation 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 disqualifcation from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of 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 RFP # 5634 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. lt is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. 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. 21. 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. 22. 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 RFP # 5634 Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. 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. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co-counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and/or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information"). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential lnformation without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP # 5634 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made-for-hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint 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� 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. 27. 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. 28. 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. RFP # 5634 29. 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. 30. 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 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. 31. 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 (Exhibit E). 32. 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, 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, Texas, or his designee under this agreement. 33. 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. RFP # 5634 34. 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. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision- making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualifed individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City 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. RFP # 5634 38. 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. 39. 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. 40. 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 5:00 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. 41. 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. 42. NON-SUSPENSION OR DEBARMENT CERTIFICATION: The City 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 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 RFP # 5634 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. 43. 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. 44. 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. 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 - l Od) 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". RFP # 5634 45. RIGHT TO INFORMATION: The City 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. 46. 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 taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.�po.�ov/davisbacon/tx.html 48. 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. 49. 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 Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City 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 and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. 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. 51. 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 Procurement Manager in writing of any such damage within one (1) calendar day. RFP # 5634 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. 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 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. 53. 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. 54. 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 any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of 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. RFP # 5634 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS , . .'.- � �. � � � � �� i � . , STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, 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 projec� 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 the contract has been accepted, approved, and signed by the Ciry ofDenton. 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 Offcials, 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 po[icies described on the certificate be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims made 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. RFP # 5634 • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1.000,000.00 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. Ifthe Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500.000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used RFP # 5634 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. [ ] 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 RFP # 5634 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 # 5634 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 (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing 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 certifcate 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 RFP # 5634 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 the project; and b. a new certifcate 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 RFP # 5634 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 # 5634 C;ity oi`I��ratt�n ftFI� f�r Supply af �ail, �and, Lirt�e att�l A��r��at� , % � f � 1"I��r�� i.� l� �s�� lJ�s�� l�i�a�� Fa� vendor or other �� rr d�iin�� business with local��a�rw ��mental c��uC�� w Thi�s �uestionnaire reflects chan es made to the law b H. . 1441, 80th Leg., Regular Ses� � g g y sion. / �. ..... �� . ,.; C)F'FI�F, iJS� (7fiiLY This questionnaire is being fled in accordance with chapter ]76 of the Local Gove�°nment Code by a persan � � Date iceceived who has a busirtess relationship as defined by Sectian 176.001(1-a) wrth a local governmental entity and the ' person meets requirements under Section 176.006(a). ', By law this questiannai►�e must be filed with the �•ecords administrator of the local gavec•nment entity not later than the 7th business day afteg° the date the persan becomes aware of facts that require the statement to be filed. See Section 176.006, Local Gavernment Code, A person commits an affense if the persan knawingly violates Section 176.006, Local Government Code. An offense undei° this section is a Class C misdemeanor, � Name of�pe'°son who has a business relationship with local govei°nmental entity. None kn y own Check this box if you ai°e tiliiig a'r update to a prcviously �led questionnaire. ('I'I1e I�tw a°�;��i,p°u;ti tltat you �le en updat�d con�pleted qucsiionaxaire witlr tf7e appropriale filing auihcarity raot Pater fhan tkt� 7`I` business day atter th� a,��uG�s dl�+� �au��p,��pwudGw� itted �;�w� �tu��uur.i'mu'n�.� becoenes t�u�;��suutr�iJ.N��; ��si� iaeaua,�a°uir�'te,N� Name of local government officer with whom filer has an employment or business relationship. Nonc knawn This section, (item 9 including subparts A, B, C& D), must be completed for each offlcer with whom the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to thls Farm CIQ as necessary A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from ihe filer of the questionnaire? �. ...,� Yes � . � w� 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 incame is not received from the local governmental entity? 1_,� Yes Q_ �.1 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 peroent or more? 4 _. u.�, Yes D. Describe each affiliation or 2�t��in�� 4� Carla Peacock . k�ru��ip. Signature of person ��r�e� �bam��is�g�°�� u�Pu �p�� gove� RFP 5634 - Main Document RFP 5634 September 14,2014 Date ►,�. � � , EXHIBIT F a J v� � y °� N a � a1 � � � N N N N N N N '� N N N N N N N •L � � 0 a •V1 W •y I Q� � O � , � ', � W .. 0 ... :: ... .:: ..... _.. 1� O O O O u"1 O O vl O O O O �/1 O u"1 O O O Q....., V 00 N N N I� fn I� Ol N 01 01 M 01 �--I Ol i--1 l0 '�.. l0 N (� � � M M fn V1 I� V1 fh f�'1 K1 f�1 �..��. f�'1 f� M I� N N M V�--I �--I �--I a--1 �--I �--I �--I e-I N ri ''.... �-i N' �--I N �--I N e-I ''., s1 �--I •` I a � 'c � v� v� v�'v� v� in +n in in v� +n +n. in +� +n +n in v� v} � �'" U U o � o � � � � U � � a� - o � • v '� � c � 0 � o � � ^ �' o, •� � �` � � U '� � a� U N o c a � o � � � U � � ��' � ° ��' I� � � o o, o�� U U U V �" � � �' � a�°i I V� a� Z�-a �c a o a o a o° U > � � � o V � a� °�� .aY��aY� � �� a a o a� .>_ -� � p � 4� c� � c� � c� �� , °�•��''o,�'a�'�>>�a� °� � a� cn U �n � � � , > � � U � , � '� � '� � '� � .>_ c� �, 'n� o a�'�� o�` � � a�U�U�U� , �m �n >_ V �n �' �, a� a� c � � � � � � � a� c U Q� p�p � C�� 0 �°� N N� N N� �� 'vf � O E N++ r� N C C C C C C N^'j� �� N� N J C�� O O O O O O N�� CO a"� C.� 'C � C O E fA N N(A fA (n � L L.L �� a� a� m'x a� E o cn �� a� a� a� a� a� a� � �n � Z o c c� a� � a� J J a� � E E E E �� U N N�� U J N�� a �. f0 J J J J J J�. �'a � l0 � � N C fn J � �� a a a�� Q. _ (`0 � a � �� a m m ca co m m a� a� � �� o�°N � aa�� c Q �'o 'o cv �, � o��_ a a a a a Q, �� Q Q •� � c� (!� � + � N � � - - � � � � � � � � � u� C Q O. - � i = N N � _ = = = = = N N � v '� � O O � � ,� � _ � � � N � �' O O CO (D � d � I- F- � lA J �� M 00 00 � N N M M M M a. d� a � ��} c c c c c c c c c c c c c c c c c c > j V V H F�- f� H H� H H F�- I� I� H H F-� H H H H Y ......J..... � . . ... a 'z m o 0 0°o 0 0 0 0 0 0 0 0 0 0 0 0 0 0°o °o Q� Q000000000000000000c�o Ln ln o0 � M N �� d' �h � � r � � � � .. .. ~ Z i r � � "' O � � (,� � N' O 00 N� Cfl o0 �' O �' M � 11� CO f� OO O N CO y W � � N N N N N C7 M M M M M M M��' '� _ N RFP 5634 �� 4 �' r, A� ►� 1� ► '� a, � w� ��.�:" Iy'�� R�.��# r�:C 4� ��i.� �#`�ii F, � � i� �. � r, 4\ i R l � • i i i _ _ —'�_ _ _ __ ' ' � R�f � �� — aG�'w �+�' �' � '� " � . . �- I, a . ��"�3ifi�` � .� # *,. � � T ., �,. � .. M �� T � ��:. 4. Tax �ayer I# r 17 5, �t� �st�blish�d: t �r 1 6, istari��lly Ur�d�ruti�i�ed usin�sso �s ls� co ies ��t �e i ic t�s t� 7. �es y� c� any hav� �n �stablished physical pr�s�r�c� in th� St�t� of T'exas, ��° th� �iiy of er�ton? �s, t t� � �x s ., ,, � � �� - . < , , � i r M ; . �� ^ : � �� r .� i � � �. �; �' ,� ' � � ' �� 1 � ' A � ; � ' i s ♦ ., ., �� M� � � � ' �I � . � � * �M M a �1 � i �' i R�. � 1; � � y r �'� � ��' ! . i � .� 1� ',4;,� ' " �� ' i ' Mr '�' 1' � � .i"" ';,M� ` i1; ,. � M 1 � � �, � 4 ' 1� � � M . 1 ' � �� ' �� 4 � iI"1 �� . ' � �..... ► � �� ! `i �� ♦ .� 1 � .� *, . � i' ♦ : � " � 1�� '�' 1 II . ,� . � � � 1, � : �, � � � , , � ., � . � � ,� ! ' M 1`r . i1 . . � � +� � ' 1� �' A ' .� � ' # 1 �� , I . 1 " 1 Gi � � 7 ; I ! ' ' #� 1, '1� � A �, .�. . I �^' . ` 4' � i.� . ' i I. R ' .� ! .i , ,. ,, �I . � � # !� � u. � � � '�: � ! '"" dl , 1 � • � . , �; I � � �t. ItF��41�tain l7ocum�nt Pa�� 12 oi 19 I� 1:II:.3i�� ►; � `' ` � r � �� +� � + - ± , ��,^ 11. Have you ever had a contract terminated by the O�vn�r? If so, where and why? Give name and telephone nu ber (s) of Owner (s). �ver t° i e c tract 12, as yo co pany i ple ented an E ployee ealt and Safety Pro ra co pliant with 29 CF 1910 "General Industry 5tandards" and/or 29 CF 1926 "General Canstruction Standards" as they apply to your Co pany's customary activities? l��l.��°'t`��a��.ax»�tnx ,��d'i�p �a��ulN�a��v4.,&rlr�>�v�� u��l}_„�.ut��°It �a�riu�,`;�� r�r 8�°�a�°_��I d�h��1 ��l�l_;�"��x.N:�m�w�i�w�° __��,r��M.11 II �� I��r�r�,��uU�w�:° Il �k �'r°�� _ ., �� .. : � �. � �, ��- � 1 � �• r rr- . ! r � � � � �. i . � ii . i R � f ' � i a i N i i 1 f � . 1' M' � '�� i' �' i � �i' . .y 1� f` iy � " ♦ i . , f �1' i. ' I � 4-i • ' �' ' * ! ♦ • � � � . � . � � .; � � ., �. � i n �" 1!4 fi � '!' . i� • 1 f �. . 1 I f * A - 4 i � � i �� ! � � ' � � ! i 26. Provide details_on how frm rneets the minimum pualific�tions stated in Section 3; u►taN��m�w�a��^�w��,�,��a��a�°��rra�,��;..��a��w`��:�v!�m±��u�w�w��.�u��uw�� a��a�,��°��a��„�e� �"c�wm r �r c . � rri � ��:-, � � ,� r� 1 1 r .: CJA Enterprises LLP has been in business since �eptember of 2001. We built �ur busaness o ravi i i c sto e se ice exce ti v ar y r y. e tr t eV C St 8C j St S e t t E tY' t S C 9t I'. e 1 1 �' Y VI t�SC 0tlC �t P t S 1 C( 1t,S t C 5t i'C S t i t/v f at t ey re receivi ; i' t e c st er ers y s s F�6§ 4 Main Document Page 13 af l9 � � r� . ' � 4M � t�.,k ve or is o ly eliverin 1 yar s er loa ( t re rese ti / illi it as y r s), e t e custo er ets to t e e of t e jo t ey st or er ore ateri 1 i or er to i is , � � 11- �1 � �1 1` � 1 r � I', i Ir ( 1` I ��i ! I M' , � f � 4'� �: 1 # 1. 1 sl I, 7 1�' 1 ' 1; I Cf1 ' 1 1 1 '1 1► � i ,�' ,� � ,M � 1 ,�' r *see attac e t for refere ces 7. w��,�„u��w��x�� ,� �,��,a��w� ��trv��;��W�N��m�� „��Ma.�i��a��..�,a.,�,��„�w�-�raw�° ��'� ��µ�ivpu��. � �� ';1 i, r, � ;r; � f �� i :�� i • � • � � ' � �a� �;� � � � a� � � CJA Enterprises has delivered loads on the same day as ordered. J ter rises ca lso eliver to t e jobsite in a itio to t e stoc lac t'to . it o r strai t truc t t car as uc s a tractor trailer, we ca et i to a y ti t locatio s t at are i accessi le by tractor trailers or tr e s a s. CJ ter rises ca rovi e a ote on aterial t at eets certain speci�catio s/re uire e ts t at is not liste on t e rici s eet ( x i it 1} e ave a ne or of rivers t at wor wit s to eliver i volu es of ateri 1 en ee e . 1�� r �i• � � � r� r � ��, ,� �� « � � � � � ,r �� i � � .� M �� ; � �� , �� a,� � i �� i ��,� i s i � M 1 1 ( f � il 1 1 4: 1 �� I ; A 1 (i{ � u' 1�� T I i a i", 1 CJ�A Enterprises will on occasion work on Saturday to try to rneet the delivery re uire ent of t e i. e o t e ajori of t e ai te ce o o r tr c n it is RF g�34Main DoCUmettt Page 14 of i9 � ��i� ��, ' � ►r �� s � " * �+. ,� f, ' f ` 1 1 1 ` 1 1!� 1 I �� I � � � � +4 f f I ' � � � 1 � 1 .�I , i. � �' IR 1 I M' f �� ! li 1 f I i1 � i � ! 1 1 �r �'� , w � f � 9 '' II ' 1 �� ' I �� 4 ` � , � �� . f , � �� . . ,� 4, 1 f ', I ` , � 4 �., , 4 � � � . � � , . . � 1i %' � iM 1 I I ; 1�� i 1�� f f 1 •,4 �' �..... M M�. �� 1..; 1........ f 1 f f i 1 I�. 1 ' GM � 1 f fi 1 CJA Enterprises accepts credit cards at a 3% surcharge. RF � 34 ain ocument Page 15 of 19 � � �� m,� � �� I �� f � � I "�� ✓ *� �� ( F �4 �� i �� u � �11 r� �� r�� ' � � �w � � �U i��e �• �� 6� � �f;� "/ � Pv �� G7�.� C�'.� � � . �.o� � .� �.. .�� . [ -% % i ;' l 5i ` ;,/ W.A.� " �r m.,� y ^ � Y. % D � / // / ii � /ii +fk' �, ,. � � , �; � �„ � s f; �i .; , + �, � � , , „ � � . � � ° MII F � �� ♦ � � � � EXHIBIT F � ! � �.� �� { �i �, a�� h `� ��;: r Y I"� Y��n y. P�V �"w� � II.�, W� IF:� J; � �::� GJ' I�� G Q� a ,�"� �":�� "� Rw;� V�V P^� �U' � � , � �� „ ��, �u_� �i �III� V�['�� ;.��f�)' e. d��C> ,�. �Y"'I, I iC ��, / .. . i'?C:i ,N�pap u b�. � o, ,,,. . II��Y,N;�, �"4m�'" m"fJ � � , °� � qi. b . The iexas Comptroller of Public Accounts (CPA) administers the Statewlde Historically Underutflized Business (HUB) Program for the State of Texas, which includes certifying minority and woman-owned businesses as HUBs and is designed tv facilltate the participation of minority and woman-owned businesses in state agency procurement opportunities, We are pleased to inform yau that your application for certification/re-certification as a HUB has baen approved. Yaur company's profile is listed in the State of Texas HUB Directory and may be viewed anline at http://www,window.state.tx.us/procurement//cmbllhubonly.html, Provided that your company continues to meet HUB eligibility requlrements, the enclosed HUB certificate is valid for four years. You must notify the HUB Program in writing of any changes affecting your company's compliance with the HUB etigibility requirements, including changes in ownership, day-to-day management, control and/or principal place af business. Note; Any changes made to your company's lr�formatlon may reryuire the HUB Program to re-evaluate your company's ellglbllity. Please reference the enclosed pamphlet ior additional resources, such as the state's Centralized Master Bidders Llst (CMBL), that can increase yaur chance of doinc� business with the state. Thank you far your participatian in the HUB Program! If you have any questions, you may contact a HUB Program representative at (512) 463-5872 or toll-free in Texas at (888) 863-5881. Texas Historically Underutilized Business (HUB) Certificate �� CertificateNlfS Number: 1642052173200 � � , � � � IIN ��,� FileNendor Rfumber: 069512 �J�� IIII�II �� Approval f�atc�: 20•MAR•2013 Scheduled �xpiration Datc; 20-MAR-2017 �� The Texas Comptroller of Public Accounts (CPA), hereby certifies that J T I LL has successfully met the established requirements of the State of Texas Historically Underutilized Business (HUBj Program to be recognized as a HUB. This cei�tificate printed 22-MAR-2013, supersedes any registration and certificate previously issued by the HUB Program. If there are any changes regarding the inFormation (i,e., buslneas structure, ownership, day-to-day management, operational contral, business locatlon) provided in the submisslon of the business' application for registrationlcertiflcation as a HUB, you must immediately (withln 30 days of such changes) notlfy the HUB Program in writing. The CPA reserves the rlght ta conduct a campliance review at any time ta confirm HUB eligibllity, HUB certification may be suspended or revoked upon findings of ineligibility. �� , , c.��.�. Paiil GiGson, Statewide HUB l�rogram Managor Texas Piocurement and Support Services Note: In order for Sfete agencios and institutions of higher education (universities) to be credited for utilizinp this business es a MUB, thoy must eward payment under the CertlflcateNlD Number itlentifod above. Agencies and universlties are encouraged t� validaie HUB cerflfication priar to Issuing a notice of award by accessing llio Intornel (http:!lwww,wlndow,stete.tx,usfprocuremonUcmbllcmblhub.html) or by conteciing the MUB Program at 1-886-863-6681 or 612• 463•8872, rs��. u��i2 RFP 5634 Hl�li F Ciiy of I7entmt� RFP for Supply af Soil, Sand, L,ime �nd Ag�regat� Any exceptions taken to ilais solicitatlon mus2 be itemized on the lines b�low, Addition�l pages m�y be added �s n�eded, If ihere are no exceptions, please si�r► where indicated at the bo�torn af the page. Ttein # D�scr•iption P�yrnent tertrts: Payin�nt is exp�cted within 30 days fi°om the invoice date, Suppliers ar� an net 3Q terr�s and are paid irt a iirnely rnaniier in �rder to maintain our �ood �t°edit standing wiih ea�h of therr�, 'fhe prices shown ir� exhibit 1 rep�ees�nt the best contra�i�d prices for the deliv�ry of the requested rriaterial. _ __ CJA accepts credit cards as payrr►ent with a 3% sui°charge _ _ _ ��`�1��11�i��"�,,,�a��`�q .��`�.��;,'..�� "�m:�;� ��"�;�,�.0 _ , �� t �, _ _ � �k �� m� �� . � � �'��.�� tl9 ��Y N�V�oalC:�hR",�i „"�" 3i�nature �, ., � � � ^ , � r < N� � � .� � r � R� � .. . Campany 4C � � i . � 4 Main Document Page ] 6�f 19 �w:i�:�r�� r� "" � , � � , , , . . . . � i � �+ z , � � +j �� , ^ � �, � � 1. �. w ! � � A��" ! �'�. i �A F� i # R' *' � ' „ # ', �� i � � . 4 M �� / � ., � �� r 1 A 1 � � ' � �� 4 i � ' �i � � � . � i # � � ' ^ � ` � I � tl ��4 _ R� 1.�1 r� R � `� 4�� 4 �' i R + �� '�. �.� ♦ I► ^� ` ', 4� F � 4i' 4 r�i� F �..�� } '# R' i i �.... 1+1 1�i �'�� 1�'.. � i } t ..:� v " ��.". �.� . , lii � '� ! .�. � +� � . � r � ." li �.�i , 1i �'" p�..., � �� . �� . ,� ... A �' ` �. � � ! �� ' 1 .'� �r:. IF'' I�i '� ♦ R ♦ 4 4! . y 1! ': # 1��' } 4 "1!'�� 11 M ,,. .#.��,,. � . � � � � ,�:. �. � i ' 4 : M # r i ^ . ' i1 " '} ^ + �, � �� , .. �. . , " � ,.,� ... �r ,�, �..� ��. .�., � ..�...� .::, � ..:' � II 4' } � 1 � ,� fi . M�':� r " ;1 � R � �. . �. . �: , � r. �f4�.�. '!�� 4 � � � M ,#� f � I. � ` + ��., f.:.., ,.ti 1' �.�� ^ w ' 1�� .' # il� i *�. " 1 �..� � , -�� .: .. ,,-.. i.M t M . � ... . .., �.. i A�� # � '� � ' .i1 '� 'Y �� , � � � M� ::,. " . .� " a ��^ f , . .. 9 1� � i ! � !'� . 1 �� w . � � � w � , , . . �� . �� i a ^ �� ' ,, .R M � � i � . .� � � � . � �� 1� « � . ^ � M r � . „ , �; � � r ' .,, � ► A! �,� � � 4 ' i�. �� 1 '. �. �. 1 ; �. 1 , ' Addend�arn IOIo 1 �3ated �'��? � � �°w�N„�m � "� ELeceiv�d _ _ Add�ndum I�10 2 Dat�d Rec�ived _ Add�ndum I<Io 3 I7ated C�eceived I�1A A �i SS C �,I�il`t �►UT I E � a�'�� ; CJA Enier ris�s LI,P Si nature Carla Pea�oc�C ��, ��°°� �" P � � o� � � �.� �� ,�� 36�2 �rossraads I�d I7ai� Sepi�rr►ber 14, 2014 � ,� , � , a `�1 i'! '�1 � .-�� + * t , �.� . `.� � �CG� Title partner/own�r a1 ' � � r;, . + � a� .�W �� '� .. DA7E (MMIDDIYYYY) ��'�""�'�'" CERTIFICATE OF LIABILITY INSURANCE 10/08/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORI2ED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certlficate holder Is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subJect to the terms and conditions of the policy, certaln pollcles may require an endorsement. A statement on thls certificate does not confer rights to the ceRificate holder In lieu of such endorsement(s). PRODUCER (800) 576-1510 (888) 858-1497 w�a,�tr: ,Alliance .�,��r��y°„lu�� _,� nite state T ucking Alliance � � ��CON�Tr��k�rAll ance.com �� PO BOX � H2� S% INSURER(S) AFFORDING COVERAGE � NAIC N QY�II'lfltnll_ TX %�nQ'i] INSURERA: PiOdr � �essive Countv Mutual Ins Co INSURED 540-840-1960 CJA Enterprises LLP 362 Crossroads Rd Collinsville, TX 76233 INSURER B : INSURER C : _. INSURER D : INSURER E : COVERAGES CERTIFICATE NUMBER: REVISION �4d1Vi��'R: ' THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD ' INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ,WSR ...... , _,.,,, �4D'DLiS`U�R� � NA�llll,�'T7d� ......... , .... ......_. ee... I CyLIG"Y EF� ", ,W��E�..M�1"'�.XI� I TR 1 TYPE OF INSURANCE iuca � wvn POLICY NUMBER IMMII1Il/VWV1 y� yy' � LIMITS � GENERAL LIABILITY EACH OCCURRENCE $ � �;�d�4M'��C.HI+t. GENERAL LIABfLITY �H�AG� CY FY�I�rLCY PRFMISFR /Fa nrrurrQnr.al � :.: -�;r,M„-. ,,,.,,,, , .... .... IGLAIMS-MADE I I OGGUR MED EXP (Any one person) T PERSONAL & ADV INJURY �; GENERALAGGREGATE $ GFN"I. AGGREGATE LIMIT APPLIES PER: PRODUCTS - GOMPlOP AGG � _ �. I"�QLII9:sV ..... � � r LOG � AUTOMOBILE LIABILITY C MI"�I�l :�a �I t G I f i'" � � rnnn nnn A � Q]gQ$�jg�-$ 5/24/2014 05/24I2015 �k:e�iaama�aaq�qp _,_ , � .-�.« _,___ ANY AUTQ BQDILY INJURY (Per person) $ �� ALLOWNED ��ry� SCHEDULED AUTOS � I AUTOS BODILY INJURY (Per accident} �i � NON-OWNEd W'M1^k4DN��F�"IN'�Ad�i� �E � � _ HIREDAUTdS AUTOS f�� '��9�- r .. � $ UMBRELLA LIAB OCCUR EACH OCCURRENCE � 1 DEDESS LIA RETENT� CLAIMS-MADE AGGREGATE S I6N S , , ,.,. , , ... $ . ._._._._�_ .........�� ._. WORKERS COMPENSATION i WC. STAT`U- �+1 N� AND EMPLOYERS' LIABILITY Tnov i innirc �� ANY PROPRIET6R/PARTNER/EXECUTIVE � N� A E L EACH ACCIDENT a OFFIGER/MEMBER EXCLUDED7 (Mandetory In NH} � L CuI�,�J+S� EA Ef�F�G.�;Vk'N�I: 8 If yes, describe under ��"� DESCRIPTION OF OPERATIONS below E L�kl"r�A`S�I = pOLICY LIMIT $ W � DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (Attach ACORD 101, Addltlonal Remarka Schedule, If more spece Is requlred) Schedule Autos: 2007 Kenworth VIN:1NKDLBOX27J172728 2007 Kenworth VIN:1NKDLUOXX7J172729 2008 Kenworth VIN:1KNWX4EX88J234443 The City of Denton, its Officials, Agents, Employees and volunteers 'are listed as the certificate holder/ additional insured for RFP 5634, supply of soil, sand, lime and aggregate. � Materials Management Department 901 B Texas St Denton, TX 76209 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AU7HORIZED REPRESENTATIVE ----..... ......... .... _. .......... O 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010I05) The ACORD name and logo are registered marks of ACORD �` DATE (MMfDD1YYYY) �''�"�"`�"�''"� CERTIFICATE OF LIABILITY INSURANCE so,��,��014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTAIIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: ff the certlflcate holder Is an ADDITIONAL INSURED, the pollcy�les) must be endorsed. If SUBROGATION 15 WAIVED, subJect to the terms and condltlons of the pollcy, certaln pollcles may requlre an endorsement. A statement on thls certlflcate does not confer rlghts to the certlflcate holder In Ileu of such endorsement s1. PRODUCER " ,,, Dldrid Ph11,J.�.�w� Agents Alliance 3ervices, Ltd �"�� , (94O)SSZ-9691 ��°��,f940)243-1050 Ramey Kinq Iasurance ' - ,��.��.�.1i��z��a� 1c�.z�� .com 510 N. I35 E INSURERfS1AFFORDINGCOVERAGE NAIC• Denton TX 76205 �NSURERnMouat Vernon Fire =nsurance Co IN3URED INSUR�� B ° ._. m . CJA Enterprises �P INSL1REqC • 362 Crossroads Rd �n�suRE� o� Colliasville TX 76233 ��'�A�� CERTIFICATE NUMBER:CL149161"��;s�4 ��''�p,�ICyN �lU�l�t�'i�: ' THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOIWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ��ry� � ..... .... . POLICYNUMHER �I�%�.YICId'b"yYV paq ,p'�d'+('^P'YY...�.. _...�..... ....._..� TVPEOFINSURANCE �i.ico ueeeen�' LIMITS �'��. � GENERAL LIABILRY rp,�� d��;��{�{rp��F g 1, OOO , OOO I � sv _ u } � �, ��a�r�w��,,w��. <�� r=r�� u ddbeu�� t r ��r� �rti��s r�-� ��,rrenco9 � 100 . 000 �'��' s/ie/2oia /ie/2oi5 A� d�t n.irv��r ��r�e�. � r,�,.�,:a.r� r,2575013� iNrr� �7ac� t�r„r on� c�ere�,�,Y � 5., 000 �>.r_rasc�r�Ne_ � r�v �iv�u�tv s 1, 000 , 000 I _ c�r�r�rz,n� a�e�rar.carr_ s 2, 000 . 000''. ��r� i. a,e�sa�r�r� i._aiwrr ��i aFS �a:er� ��ac,r�u�:rs.. ccr�n�ro� �,�e � Inaluded, X� i � ��..��:��r r 6 aw�� k.t�� $ � AUTOMOBILELIABILITY r�i�-� ,•,.�a�,�,rw �" � I C3d�DILY�„�U ., � � � ,�„„ � ANY AU70 II�lJIBRY (P�r poe�son } $ Ad.l. �WNEI:) SCNEI7liI..rC3 63�iC7BI..Y IIVJU�ZY (POr rarr;idanC) $ I fUJT6S P,B..ITOS _ tpp. � GAMdte;:iFm" $ 6� C7tJ-awN .r_I7 ENt r� r�r�r I HI4'2EDAlJTCiS AUiOS $ � UMBRELLA LIAB �y�� , F=AC:H GC;CURRF._IV�;E $ ... EXCESSLIAB .... CLAIMS-dv1ADF. NG(�R�GATF � .... ..._ .......�.... ..��I7Ff1 F7FTF!`J.1..IP9f`J$ $ W4RKER3 COAAPENS�TION . v� uTt;"� U- U'T19... AND EMPLOYBRS' LIABILITY �r �rtiAV i i��marc �ra ANY PROPRIETORlPARTNERlEXECUTIVE � N � A � I_ I-ACH F,C:CIDFIV7 � OFFICERlMEMBEFt EXCLUDECf� � � �� " ""......" 'Mendatory In NH) E I.. DISF.HSE - EA Etv9PLQYEE $ If yes, d6scribe under �� fJFSCRIPTION OF OPERATIONS below � I.. [71SEF`+�.�`'"E -� {�JI_I�:JY I_IY�Afi $ DESCRIPTION OF OPERATONS 1 LOCATIONS ! VEHICLES (Attach ACORD 701, Addltlonal Remarkc Schsdule, I! moro spacs lo rsqulrecq The General Liability coverage includes a blanket automatic Additional Insured endorsement or policy 'terms that provide additional insured status including Products and Completed Operations hazard and a blanket Waiver of Subrogation endorsement that provides a Waiver of Subrogation to the Certifiaate Holder only when there is a written contract between the Named Insured and the Certificate Holder that requires 'such status subject to policy terms and conditions. The additional insured endorsement does not apply to Workers' Compensation. ' � +� !� _. :. City of Denton =ts Officials, Denton, TX ACORD 25 (2010105) INS025 (201005) 01 Aqents, Emplyees aad Volun fION SNOULD ANY OF TFIE ABOVE DEBCRIBED POLICIHS BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENfAT1VE _�-V King/DLP ° OO 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND LHOIST NORTH AMERICA OF TEXAS LTD. (RFP 5634) � �°.��.. THIS CONTRACT is made and entered into this �� "�� 1ay of , , A.D., 2014, by and between Lhoist North America of Texas a partnership, whose address is 3700 H,.,IP„ CtrPPt� Ft w,,,-�h Tx ��in�a 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: SCOPE OF SERVICES Supplier shall provide products and/or services in accordance with the City's document RFP # 5634 Supplv of Soil, Sand, Lime and Ag��, a copy of which is on file at the offce 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) Special Terms and Conditions (Exhibit "A"); (b) Request for Proposal # 5634 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C"); (d) Insurance Requirements (Exhibit "D"); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E"); (� Contractor's Proposal. (Exhibit "F"); 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." RFP # 5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY "� � � � � � BY .. .., ��--- �� .:� �� ,� �� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY � � ��.�n.�e,�.��...� r �� .� �� BYa� � ___�_ � ,� .�...�"._ �"� .�.m... RFP # 5634 CO �"�"��..,� �;"I"�R �� BY: � � �"� � �� ... � ....�� .��. _�.... � _. � AUTHORIZED SIGNATURE Date: Name: Tollie Smith Title: Mana�er, DFW Area Sales 817-897-0064 PHONE NUMBER To11ie.Smith(�a,lhoist.com _..��....... �..n.,..E�MAIL�ADDRESS ..�............_..�..__�........��. CITY OF DENTON, TEXAS , ,. ',_..,.�. � � � � BY: � P� �� ,� '�`'� � �� .,, �� m�� .......��.�. GEORGE C. CAC�1�,'��ELL, '1"t"�'" MANAGER � ��, , Date: `� `� rv � ��....�.. �,� � ° � � �,..: .�� F° �� Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $500,000. Pricing shall be per Exhibit F attached. Contract Terms 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 notifes 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. Price Escalation and De-escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index(PPI) Construction sand and gravel, south (PCU21232121232103)and U.S. Energy Information Administration (EIA) prior 52 week average for Midwest (PADD 2) for retail diesel (on-highway) — all types. The price will be increased or decreased based upon the annual percentage change in the indices. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the indices change exceed a minimum threshold value of +/-1%, then the stated eligible contract prices shall be adjusted in accordance with the appropriate index change not to exceed the 8% limit per year. CooAerative Purchasin�/P'ig�vback Option This contract may not be used by other governmental agencies. This section is withdrawn from the original RFP, Main Document, Section 9. RFP # 5634 EXn�b�t c Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts/Purchase Orders issued by the City 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 Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor's Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. 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. RFP # 5634 4. 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 specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non-conforming deliverables by the Contractor; ii, third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City 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 Contractor who is in arrears to the City 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 shail 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. 5. 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. 6. FINAL PAYMENT AND CLOSE-OUT: RFP # 5634 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. 7. 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 to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 8. 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: RFP # 5634 i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, 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. 9. WARRANTY-PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor 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 ofpurchase. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. 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 RFP # 5634 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. 11. ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non-conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non-conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. 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. 13. 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. 14. 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. 15. TERMINATION FOR CAUSE: In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall 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 RFP # 5634 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. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. 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. 18. 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. 19. 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 RFP # 5634 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. 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 identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of 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 RFP # 5634 Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. 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. 21. 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. 22. 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 RFP # 5634 Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. 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. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co-counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: In order to provide the deliverables to the City, Contractor may require access to certain of the City's and/or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information"). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidentia) Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP # 5634 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made-for-hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint 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 ofl 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. 27. 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. 28. 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. RFP # 5634 29. 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 itde 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. 30. 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 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. 31. 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 (Exhibit E). 32. 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, 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, Texas, or his designee under this agreement. 33. 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. RFP # 5634 34. 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. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision- making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties from relying on the skills of a person who is trained in the subject matter of the dispute or a contract interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of initiation of the mediation process, the mediator shall be selected by the Denton County Alternative Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session. The City and the Contractor will share the mediator's fees equally and the parties will bear their own costs of participation such as fees for any consultants or attorneys they may utilize to represent them or otherwise assist them in the mediation. RFP # 5634 38. JiTRISDICTION 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. 39. 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. 40. 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 5:00 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. 41. 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. 42. NON-SUSPENSION OR DEBARMENT CERTIFICATION: The City 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 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 RFP # 5634 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. 43. 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. 44. 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. 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". RFP # 5634 45. RIGHT TO INFORMATION: The City 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. 46. 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 taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo. �ov/davisbacon/tx.htm l 48. 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. 49. 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 Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City 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 and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. 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. 51. 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 Procurement Manager in writing of any such damage within one (1) calendar day. RFP # 5634 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. 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 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. 53. 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. 54. 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 any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of 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. RFP # 5634 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS � , .� � . , � � s �r r �r i . � � STANDARD PROVISIONS: Without limiting any of the other ob[igations or liabilities of the Contractor, 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 cerlificates of insurance including any applicable addendum or endorsements, containing the coniract number and tit[e 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 the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the fo[lowing general specifications, and sha[I be maintained in compliance with these genera[ 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 tlre policies described on the certificafe be cancelled or materially changed before the expiration date. • 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. RFP # 5634 • 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. � , � �� , •. • � � All insurance policies proposed or obtained in satisfaction of this Contract shall addi[ionally comply with the following marked specifacations, and shall be maintained ln compliance with these additional specffacations throughout the duration of the Contract, or longer, af so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and rnaintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out af the operation, maintenance and use of all automobiles and mobile equipment used RFP # 5634 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. [ ] 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 af 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 RFP # 5634 �... . ��.. � �� #' .., �'... r � � .�.., �.�� • f��.. � ,�.: � � ... � � � ... .. 1' ....� ' ;...! ! �,.;' '� :.,.'• �.... � '�� M ��.� w �.. � .�� ...� ... � . "# ' � [ ] Additional Insurance • ` •- -� -• � � • �. � �� • � :.. -�� - ,�• -- -� , �. �•� . . - .+ _� �� . � �- � .�� ..� . .. ' :�. *. � �.! . . �;.�. ,;... � 1 �.� l..... l.... . R..' .�.�.� . R � . � .::. L� ► [] Warkers' 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 autharity to self-insure issued by the commission, ar a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutary workers' campensation insurance coverage far the persan'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 af the wark on the project until the contractar's/person's work on the project has been completed and accepted by the governmental entity. Persans providing services an the project ("subcontractor" in §406.096) - includes all persons or entities perfarming all or part of the services the cantractor has undertaken to perform an 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, subcontractars, 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 limitatian, providing, hauling, or delivering equipment or materials, ar providing labor, transportation, or other service related ta a praject. "Services" daes not include activities unrelated to the praject, such as foad/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractar shall pravide coverage, based on praper reporting of classification codes and payroll amounts and irling of any overage agreements, which meets the statutory requirements af Texas Labor Code, Section 401.011(44) for all employees af the Contractor providing services on the project, for the duration of the project. C. The Contractar must provide a certificate af coverage to the governmental entity priar to being awarded the cantract. D. If the coverage period shown an the contractor's current certificate of caverage ends during the duration of the project, the contractor must, priar to the end af the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and pravide to the governmental entity: 1. a certificate af coverage, priar to that person beginning work on the project, so the governmental entity will have on file certificates of caverage 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 extensian of coverage, if the coverage period shown an the current certificate of coverage ends during the duratian of the project. F. The contractar shall retain all required certificates of coverage for the duration af the project �' ' , , , and far ane year thereafter, G. The contractor shall notify the governmental entity in writing by certified mail ar personal delivery, within 10 days after the contractor knew or shauld have knawn, of any change that materially affects the provision of coverage af any person providing services on the project. H. The cantractor shall past on each praject site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the praject that they are required to be covered, and stating how a person may verify coverage and report lack af caverage. I. The contractar shall cantractually require each person with whom it contracts ta pravide services an a project, to: 1. provide coverage, based on praper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Sectian 401.011(44) for all af its employees providing services on the project, far the duration af the praject; 2. provide to the cantractor, priar to that person beginning wark on the project, a certificate of coverage showing that caverage is being provided for all employees of the person providing services on the praject, far the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage shawing extensian af coverage, if the coverage period shown on the current certificate of coverage ends during the duratian of the project; 4, obtain from each other person with whom it contracts, and pravide to the contractar: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage periad 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 gavernmental entity in writing by certified mail or personal delivery, within l0 days after the person knew or should have known, of any change that materially affects the provisian of caverage of any persan providing services on the praject; and 7. Contractually require each persan 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 af caverage, the contractar is representing to the governmental entity that all employees of the contractor wha will provide services on the project will be covered by workers' campensation caverage for the duration of the project, that the caverage will be based an praper reparting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier ar, in the case of a self-insured, with the commission's RFP # 5634 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 ta 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. I: ' : . . EXHIBIT E City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate CONFLICT OF INTEREST QUESTIONNAIRE �m.w�.�.��e.��w.Not ��licable ______ CONFLICT OF INTEREST QUESTIONNAIRE � � � �FORIVIYCIQ Fur vendor or other person do[ng business wlth local governmental entity This questionnaire reflects changes made to the Iaw by H,A. 1q91 * 80th Le . R �� _ ___ ' ��""" egular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person lu', osi� Re«��ea who has a business relationship as defined by Section 176.001(]-a} with a local govemmental entity and the M person meets requirements under 5ection 176.006(a). � By Isw this questio�utaire must be filed with lhe records administrator of the local govemmenl entity not later than the 7th business day after the date the person becomes aw�re of facts that require the statement to be filed. See Section 176,006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Locsl Govemment Code. An offense uNS�c��r t9�i� :��c�4e�aro a� a Class C misdemeanor. .�..�.. ..._.�.m�.__�..�__._ . _.___�_��.m�.___T..._ _..,--�. __ .....,� �....�_..... ___._._. �� IYumc uf persun who has a�aqa�incss r+�rlwliun�ia'i�w �wit�i Nar�r�r�l' govcrnmental cnNty, �', Check thls box if you arc tiling on updatc to e prevlously flled qucsNonnaire. (The lew ra:a�uires that you File an updntcd completed questionneire with the appropriate filing authority not later Ihan the 71h business day afler fhe date the ori�xu��aBW�� filed aaGa�.wC@,aeauu�r�r°u drsw�;rxuua�,� buu�un�4nP��t� ua�� u��ar�ca Kpa.��.'6 Name of local government offlcer wllh whom fller hes an employment or buslness relatlonshlp. Name of Officer This sectlon, (item 3 including subparts A, B, C$ D), must be campleted for each o�cer wlth whom the Fller has an employment or other busineas relatlonship es defined by Section 176.001(1-a), Local Government Code, Attach addilional pages to thls Form CIQ as necessary. A. Is the local government officer named In thls section receiving or likely to recelve taxable Income, other than Invesiment Income, from the filer of the questionnalre? � Yes —�—J No B. Is the iller of the questlonnalre recelving or Ilkely lo recelve taxable Income, other than Investment Income, irom or al the dlrectlon o( the local government offlcer named In thls secllon AND the taxable Income ia not recelved from the local governmental entily? �� Yes ��,,.� No C. Is the fller of this questlonnalre employed by a corporatlon oi other buslness entity with respecl to whlch lhe local government officer serves as an oHlcer or director, or holds an ownershlp of 10 percenl or more7 �......�wJ Yes ��m.� No D. Descrlbe eaoh affillatlon or buslness relatlonshlp, ____.._._ .,,_.. ------------ _...... w.....u, ........ - ,_�_, ., Signeture of person doing business with the governmental Date RFP 5634 - Main Document RFP 5634 Page l6 of 17 W H a � W � � � Q WC L J � Z N J � N L�L � a a � N L � � � a� s N Cu0 C 'u �L a � M,A W.w Y I a � oc Exhibit F v ,� m a � a c > .. VI ......, a0+ � y C N X d O K p � ,, � � � � ' O � H � � '� ai � a +��+ �0 � � N N ,..... . Q � � > � i .,�., � W •61 � a..+ � O � Z N � � � N O O � � � J a r' � ,,, r' ° i � N N �--I ',,,. �C � N � N N � (n C C C � � � ~ � ~ C � 'a�_+ j � I a N � •V � .� � � a� p � � � II �� i II II � � J �. Z' a� �, i Z' .� , O � � � � � � � � � N ? - J � - � m a � p 0 �' � ❑ � Z , � >+ Y �C 7 � Y }, � ` � � ` � Q � � m � � � a a, � a� = Q � Q .� � � E � � E Y . .X �C .X � � � a m � � m � � ' o � o 0 0 0 0 0 � J F- H H H H F- Y a � � a C C► O O N 00 � Z � OW � � � � � � � � � � � � � � � � RFP 5634 Exhibit F �,I�°°°°°°° """'"Lhoist North America �I �_�acrr;at �.rcr¢��7 Solicitation RFP 5634 Supply of Soil, Sand, Lime and Aggregate for the City of Denton Submitted by: Lhoist North America of Texas Ltd. 3700 Hulen Street Fort Worth TX 76107 Tollie Smiih, Sales Manager 817-897-0064 Mobile 817-731-4658 Fax Website: www.lhoist.us Email: Tollie. smith(a�Lhoist. com Lhoist North America Mailing Address: PO eox 985004, Fo►t Worth, Texas 76185-5004 Physical Address: 3700 Hulen Street, Fort Worth, Texas 76107 Phone: (817) 732-8164 (888) 888-8912 (Fax): (817) 739-4658 RFP 5634 Exhibit F City of Dcnton Rl'P for Supply of Soil, Sand, Lime and Aggregate ��'��-BUSINESS OVERVIEW QUESTIONNAIRE AND FORMS 1. Contractor Legal Name (for contracting purposes); Lhoist North America of Texas Ltd. 2, SubSldlary of: Not Applicable 3. Organization Class (circle): �`� Partnership µ� Corporation Individual Association ��. ��' 4. Tax �Paycr ID#: 75-z40s810 5, Date Established; 12/31/2011 6. Historically Underutilized Susiness: 3C� No 7. Does your company have an established physical presence in the State of Texas, or the City of Denton? Yes or No, in which? Yes, in thc slate of Texas 8, Please provide a detailed lisking of all products and/or services that your company provides. Broad range of lime products fi•om several different locations in tlie state of Texas and across the US 9, Has your company filed or been named in any litigation involving your company and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available, lnclude lawsuits where Owner was involved, No ]0. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner. No 11. Have you ever had a contract tetminated by the Owner7 If so, where and why? Give name and telephone number (s) of Owner (s), No 12, Has your company implemented an Employee Health and Safety Program compliant with 29 CFR 191� "General Industry Standards" and/or 29 CFR 1926 "General Construction St�ndards" as they apply to your Company's customary activities? Yes hLlu:��'ww�v.osha.l;ov/pls/psh�weUfownsrCll.searCh fonn'?�� doc tvne=ST�1NDARDS&E� toc level=l&p kevvalue=1926 RFP 5634 - Main Document RFP 5634 Page l2 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate 13. Resident/Non-Resident Bidder Determination; Texas Government Code Section 2252,002: Non-resident bidders. Texas law prohibits cities and other governmental units from awarding contracts to a non-resident firm unless the amount of such a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident would be reyuired to underbid in the non-resident bidders' stat�, In order to inake this detennination, please provide the name, address and phone number of: a, Responding firms principle place of business; Lhoist North America of Texas, Ltd., 3700 Hulen Street, Fort Worth TX 817-732-8164 b. Company's majority owner principle place of business: Lhoist Group, Rue Charles Dubois 28, 1342 Limelette Belgium 32 10 23 07 11 c. Ultimate Parent Company's principle place of business: Lhoist Group, Rue Charles Dubois 28, 1342 Limelette Belgium 32 10 23 07 11 26. Provide details on how firm meets the minimum qualifications stated in Sectlon 3: ,��,,..�. _ �.,_ ��1��a��w � �rk ��;� ��" s��'��4 I��:�i�� '�c�a9��a�z��M a��.��u��ii�� u�� kn�� t��+�l��e�'��r�i %°e�� reference . We have been in the lime business since 1966 under our former name Chemical Lima Company. We have worked with municipalities, TXDOT, private construction contractors large and small. We own our quarries so we do not have to be concerned about our lime supply. ��.,��.�.,.�� " � �� . w�ti,t��a��iin�d� a:a ulc�'a�u� ivM�l�axwpaiM��x �.�„c��n�ia^�rr�:� ��r�i' a��l�r��' :. . ��M ��%��.� +��r��6��1� �aw �r� �� 'C k�lr�� ^. �.�_�..�_...�m��,�.� ��..�.� We have worked with a large range of cities, contractors and projects, We have experience delivering both dry and slurry lime. We will provide references of our performance, RFP 5634 - Main Document RFP 5634 Page 13 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate U IS I C I NS Any exceptions taken to this solicitation must be itemized on the lines belaw. Additionel peges may be addtd as needed, If there are no exceptions, please sign where indicated at the bottom of che page, Item # Description re� Coonerative P'urc��a�x�i��'�a,��a�N� Option - exception to the entire item . _ _ - _ _ �� r�� N ,p � � �,�„ ��.�,�,�,.,�� .. _ V�d �4 � Lhoist North America of Texas Ltd. 09/17/2014 Signature_ Company. _ . Date No Exceptions taken to this solicitation, Signeture Company Dace RFP 5634 - Main Documeat Page l4 of 17 RFP 5634 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate -r i. *w '1" i./ / 1 r � Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefcrs customers of similar size and scope of work to this solicitation. REFERENCE ONE GOVERNMENT/COMPANY NAME: Dallas County Park Cities LOCATION: 1811 Regal Row, Dallas TX 75235 CONTACT PERSON AND TITLE: J�tx� Branom . TELEPHONE NUMBF.R: 214-652-8639 �. SCOPE OF WORK: Water trcatment chamicals CONTRACT P�ILIpD; 10/1/14 to 09/30/IS REFERENCE TWO ;� .� ..._ �.��.�m .� ��..�� .�...�:�.ee��u. � �� : ��ma_.s.. w�� . � .. ..��... .��.,,�.� � GOVERNMENT/COMPANY NAME; Tarrant County, Precinct #4 LOCATION Precinct #4 Maintenance Faality, 601 Longhom Road, Fort Worth TX 76179 CONTACT PERSON AND TITLE; D'Renda TELEPHONE NUMBLR: 817-306-4000 SCoPE OF WORK: 5oil stabilization CON'I'ftAC"1'PERI011; 10/1/]3 to 09/30/14 „� �.�.��. � .. ..��.,... ,.�.�::,�,.�,.. ...�._:�.�:_.��:... ��y.��-,��,�� REFF,RF,NCE TkIR�E �.N Y.� �� ..� �.�.. _w. ,.: ..._��.w . mW.a�e.__�,�x�� ._.w ,��w� .:._.:. �� M. .,.— _.-��ll..� .. .. .mn._,��,�• ��- .�.��, GOVE1tNMENT/COMPANY NAME; City of Hallom City LOCATION: P. O, Hox 14246, Haltom City TX 76111 CONTAC7 PGR50N AND TITLE; , ��n'.. .. T�LEPHONE NUMBER: 817-822-9449 SCOP� OF WORK; Soil stabilization CONTRACT PERIOD: No formal contract RFP Sb34 - Main Document RFP 5634 Page 15 of 17 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate CKNOWLEDGEMENT The undersigned ngrees this submission becomes the property of the City of Denton afier the official opening. The undersi�ned affirms he has familiarized himself with the specification, drawings, exhibits and other documents; the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of matarials and equipment; and all other matters that will be reyuired for the work before submitting a response, The undersigned agrees, if this submission is accepted, to furnish any snd all items/services upon which prices arc offered, nt the price(s) and upon the terrns and conditions contained in the specification, The period for acceptance of this submission will be 120 calendar days unless n different period is noted, 1'he undersigned affirms that they are duly authorized to execute this contract, that this submission has not been prepared in coUusion with any other respondent, nor any employae of the City of Denton, and that the contents of this submission have not been communicated to any other respondent or to any employee of the City of Denton prior to the acceptance of this submission. Respondent hereby assigns to the City any and all claims for overcharges associated with this contruct which arise under the antitrust laws of the United States, 15 USCA Section l e e., and which arise under the antittust laws of the State of Texas, Tex, Bus, & Com. Code, Section 15,01, et sea. The undersigned affirms that they have read and do understand tlie specifications, all exhibits and attachments contained in this solicitetion package. The undersigned agrees that the solicitation package posted on the website are the official specifications and shall not alter the electronic copy of the apecificetions andlor pricing sheet (Exhibit 1), without clearly identifying cha�iges, The undersigned understands they will be responsible for monitoring tlie City of Denton Purchasing Website at; http:l�u�ww.citvoldentnn,con�/index.[jspx7aa�e=397 to ensure they have downloaded and signed all addendum(s) required for submissian witli their response. I certify that 1 have made no willFul misrepresentations in this subntission, nor have I withheld information in my statements and answers to questions. [ am aware that the information given by me in lhis submission will be investigated, with my full pennission, and lhat any misrepresentations or omissions may cause my submission to be rejected. Acknowledge receipt of following addenda to the solicitation: Addendum No 1 Dated N/A Addendum No 2 D�tcd Addendum No 3 Dnted NAME AND ADDRESS OF COMPANY: Lhoist North America of Texas Ltd. 3700 Hulen ��:�°a:�t ..Fort_Worth TX 76107._. �m._. � Tel. Na. 817-732-8164 Email, To11ie.Smith@Lhoist,com RFP 5634 - Main Document RFP 5634 Received Received Received .°�.�,��"�.�.��„�,�r� � �M ��,�. ^ ��^ k"V � �a�4..�� '�'r�;: � �� , � �aG�;a��Xw.�� .�. e .. Date 09/17/2014 Name Michael Eliasen Strate��c Accounts Title Vice President ww �, � � _ Fax No. 817-731-4658 Page 17 of 17 ��'�'�"�"'� CERTIFICATE OF LIABILITY INSURANCE �TE(MMIDD/YYYY) , 09I30/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certiflcate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subJect to the terms and condltlons of the policy, certaln policies may require an endorsement. A statement on this certiflcate does not confer rights to the certlflcate holder in lieu of such endorsement(s). PaoouceR Marsh USA, Inc. 4400 Comerica Benk Tower 1717 Main Street Dallas, TX 75201-7357 A4tn: dallas.certs@marsh.coml(A66} 966-4664 344191-AI I-GAWXR-14-15 IN$URED Lhoist North America, Inc. flk/a Chemical Lime Company P.O, Box 985004 Ft. Worth, TX 76185 IN3URER B : NIA INSURER�C: N/A INSURER D : INSURER E : R(S) AFFORDING COVERAGE �,,,,,.�,.�,,,,,,,.,. Insurance Company ---........NAIC # 22667 NIA N(A� �...,. COVERAGES +GE'RT1��C'?#T� N�Alhtl'G3��:' HOU-001867723-43 �t�''�"G�[ff� NUVIPI��Fi'W 1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN IS5UEd 70 THE IN3URED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN'3,�' ._,� ADDL '�U�fi —., � ...... .... ...... ......'d�F�i.qC'Y E.FF'„ ,.k�'4�LD,9^.W �,�F� ................. ..... ,,, ..,,., ._ . . ,_,.. .,..__,.,. ........_. a ra TYPE OF INSURANCE � iNCa •nm arn ir.v N��MqER NVN��E7�k�Y'W'MY ,i�C}: M LIMITS __,_. A GENERAL LIABILITY HDO GZ733%5�'I 1010112014 1010112015 ��..... EaGH �7�,a,.r,��ar��r��,.�. � g 1,000,000 r�r��no�a",r f� �'� rwi Cu ° ....m, X� t�n�h�� m+� a,�r��-r��L Ll,��ur'r^� o-*��h�o�.� �.4��3, �c��arr�ane��,} a 600 000 � �I#,.d'4�M� fwRF�l��1 � '� � 4�7�P��'i,dFd'. � MED EXP (Any one,oerson� � ....... 5�000 � PERSONAL & ADV INJURY �, �,OOO,OOO ................ .................. ......... ........ ,.,,,,,. I ........ , , ,.,,,,,._. . .--------. _..._............ ............._.. _ ...... GENERAL AGGREGATE �; 10,000,000 GeN'L AGGREGATE LIMIT ,�1'l��VN:�S PER. PRODUCTS - COMP/OP AGG �� 3,000,000 ��r�Gr- _ , � X Fr{Dl,l�'Y � - LOC A nuTOMOei�e uneiurr ISA H08828350 10101/2014 101U1td015 �•��i��" �i ��." ��i�� 3,000000 �� d��i,k,� ,,, ---- �X . ANY AUTO BODILY INJURY (Per person) �a � �� " ALL OWNED � �� SCHEDULED � � � ......... AUTOS ,,,,,,,,,,, AUTOS BODILY INJURY (Per accldent) $ NON-OWNED I'tfi�r,b6�kF';�'"T 17�C�+kAi, �' HIREDAUTOS � AUTOS (f�e?s �crurJ�r�l},,,,,, '� .�..,,,,.,, �........._._..... ,,....,...,m.. _ �. _ _ ..... ._---... �$ UMBRELLA LIAB OCCUR EACH OCCURRENCE � _,., ........, ......... ............... ......... , �,, , ._, .,.,.,.,,, „ ,., ,.. E%CESS LIAB CLAIMS-MADE AGGREGA7E $ ..... ... .... . �,,,, � ........ ,,, � ❑ED RETEN710N$ R _. _.... .... .... ... . . ....... ....... .. ...... ... ... . ......... ..... �,.. q WORKERSCOMPENSATION � ' WLRC48O181 2(A S) "lO/U11�171 il'JI�111U1� X WCSTATW � OTH- A (� FnP�ROryEMBE; EXCLUDED7 ECUTIVE � N� A SCF C48018154 (WI) 10l01t2Q14 10I01I2015 E.L DIS ASECEA EMPLOYEE $ , 1 OOQ Q�Q I� If yes, describe under 1,aoa,000 �ESCRIPTION OF OPERATIONS below , E.L. DISEASE - POLICY LIMIT � DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Addltlonel Remarks Schedule, If more apace Is requlred) RE: BID 3397 CITY OF DENTON ATTN: KAREN SMITH 901 B TEXAS &TREET DENTON, TX 76201 ACORD 25 (2010/05) i1Yl,C."�' SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE �af �N,�re�Nr U�A� ��roc: Manashi MukherJee � O 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ,.� a� �,� : �� Ac�NCv Marsh USA, Inc. P O . . . . . . . . . . . . . . . . � . . . . . . � LICY NUMBER � ....................�� CARRIER AGENCY CUSTOMER ID: 344191 LOC #: Dal � las ADDITIONAL REMARKS SCHEDULE NAIC CODE NaMeDeNSUaeo Lhoist North America, Inc. flkla Chemical Lime Company P.O, Box 9850b4 Ft. Worth, TX 76185 EFFECTIVE DATE: Page 2 of 2 The ACORD name and logo are registered marks of ACORD �1'� DATE (MMIDDIYYYY) � CERTIFICATE OF LIABILITY INSURANCE o9130/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(les) must be endorsed. If SUBROGATION IS WAIVED, subJect to the terms and conditlons of the policy, certaln policies may require an endorsement. A statement on this certlflcate does not confer rights to the certificate holder In lieu of such endorsement(s). PROOUCeR Marsh USA, Inc. 4400 Comerlca Bank Tower 1717 Main Slreel Dallas, TX 75201-7357 Atln: dallas,certs@marsh.com/(866) 966-4664 344191-All-GAWXR-14-15 iNSURen Lhoist North America, Inc. flkla Chemical Lime Company P.O. Box 985004 Ft. Worlh, TX 76185 IN3URER D : INSURER E : N/A Insurance Company NIA R��3i/�N��a,i"a�� CERTI�N��#i"� N!U14�11�ER; HOU-001867721-37 Ci�Yp�lC6N N�li!lNN��t:� THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS ' CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ,,� . � � � INSR ., ....... ........._._ ....... ........... ......... ,,,,,,,,,,,,,,p5f4L �UB ............. ......... F"l'�tl.��Y �K'f�� 4'f.?�NCY �XP .... ,., � . L7R TYPE OF INSURANCE iuew' wvn POLICY NUMBER ��.. � Mf�U,d�pCyli+lfY'y ry7iCN�F�.YYY'Y� LIMITS A ceNeRn� uaeiuTr HDO G27337521 10/0112014 1010112015 eaeH cx:�M.�r��a��t;� � 1,000,000 -- ,X..� ��ri�f.l�l�a�� yf��d��-� � 500,000 COMMERCIAL GENERAL LIABILITY I`'S�, , �,s^�u�4e�i�a,;�y „ ..., ,,, ...., ,,.� CLAIMS-MADE � x,� OCCUR MED EXP (Anv one oerson� �$ 5,000 '� . ............. ... „ , ... ......._ _.....- — PERSONAL & A�V INJURY ��... $ 1,000,000 �.. ....... � ...... ........ � . ��..m.. ... ........ ,�„�., ......... GE. , ..... ... tveRal acGRecare � 10 000 000 � , e.., _ ,w ,�, ,,,,,,,,,, i GEN'L AGGREGA7E LIMIT APPLIES PER: ��. PRODUCTS - COMPIOP AGG $ 3,000,000 ........._, � s ... „ .. ..... .... .. X �'h�CY• ( $ POLICY .�.� � G�.C:F� 1 A nuTOMOei�e uneiurv ISA H08828350 1010112014 1010112015 ��'��" ��" $ 3,000 000 S��a,�accndt�rvt�,...�,.M ..... ... ...... ..... ........_ X ........---.... .,. RY (Per person) �G ANY AUTO BODILY INJU „ � , ,: „ ,_, �� ALL OWNED � SCHEDULEb BODILY INJURY (Per accldent) $ .AUTOS AU70S HIRED AUTOS AUTOS 4�? ��Y �� NON-OWNED �'R t�...... ...,,�.,,, . ... _ . . ,m ,.,.. ,_ , ,,,,,_.. ................... � - � � UMBRELLA LIAB � OCCUR EACH OCCURRENCE 9 ,.,_ ..... ............. ......... , „�,,,,, �.. , „�,,,,, . ,� � �� EXCESS LIAB CLAIMS-MADE AGGREGATE �u ... � , .. , , ........ . . .. ,,,,,�, ...... ......... � .... ....... f1Ff1 RFTFNTIl1N R - ANY PROPRIETOR/PARBILIT � � �� TNeRiExecurive �� WLRC48018142(AO ) 1 I I'�TJ14 1(7I01!'�(715 ��,�T��T�. ��FR .. �,.,� A OFOFRCER/MEM ER EXCL DED7 I h�N N � A SCF C48018154 (WI) 10101I2014 1010112015 �,L EACH ACCIDENT , $ 1(�UU U�U 4` 7 �... DISEASE _� ,,,,,, ... ( Man da tory In N H j - E A E M P L O Y E $ 1 000,000 E.L. . . , .�,.... , , .,.r..�w , ,e ,.,� e , If es, descrlbe under 1 000,000 f]��fmRIP71(,,,1N C1F C1PF,RATIQNS hal�w E.L. DISEASE - POLICY LIMIT � �DESCRIPTION OF OPERATION3 / LOCA710N3/ VEHICLE3 (Altech ACORD 101, Add{Qonaf Remerks Schedule, If more space la requlredj '�� CITY OF DENTON, ITS OFFICIALS, AGENTS, EMPLOYEES AND VOLUNTEERS ARE ADDITIONAL INSURED (EXCEPT ON WORKERS' COMP) AS RESPECTS OPERATIONS OF THE NAMED INSURED WHERE REQUIRED BY WRITTEN CON7RACT. WHERE RE�UIRED 8Y WRITTEN CONTRACT, WAIVER OF SUBROGATION IS INCLUDED ON WORKERS' COMPENSATION IN FAVOR OF THE CERTIFICATE HOLDER, HOLDER CITY OF DEN70N ACORD 25 (2010I05) �A�+SCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marah USA Inc. Manashi Mukherjee � � O 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD �� AGENCY Marsh USA, Inc. POLICY NU MBER CARRIER �mm �mmmm ��n ADDITIONAL �EMAR1�� AGENCY CUSTOMER ID: 344191 LOC #: Dallas ADDITIONAL REMARKS SCHEDULE NAIC CODE NAMEDINSURED Lhoist North America, Inc. flk/a Chemical Lime Company P,O. Box 965004 Ft, Worth, TX 76185 EFFECTIVE DATE: Page 2 of 2 ` � The ACORD name and logo are registered marks of ACORD CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND TIM BEATY BUILDERS, INC. (RFP 5634) �� "��1� ��(��d"�'�,��".�, i� i�o��c��c ��cl a°nt��.�� i��tc� �I:�i� �:''� � ��I�� rl' ��"��' _ �, �.��., 2014, by and between Tim Beaty Builders, Inc a corporation, whose address is PO Box 65, Denton, TX 76202, 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: SCOPE OF SERVICES Supplier shall provide products and/or services in accordance with the City's document RFP # 5634 Supplv of Soil, Sand, Lime and Ag��, 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) Special Terms and Conditions (Exhibit "A"); (b) Request for Proposal # 5634 (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C"); (d) Insurance Requirements (Exhibit "D"); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E"); (� Contractor's Proposal. (Exhibit "F"); 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 frst 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." RFP # 5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY CONTRACTOR BY: �� .� � ,�� ,� �..... A RIZED SIGNATURE Date: Name: W 2�y � � p �A.�.� �_ Title:�,_ h'M _w 38 � .�a � ,�,� �. . „ ___� PHONE NUMBER C�TrIJ.i+�/f�� T�CJ/J a� f.✓L �J .r � U�.� EMAIL ADDRESS CITY OF DENTON, TEXAS � � ,� ��° ��" �.....� ��, .. � , �w. .� �� BY: � �� . �._ GEORGE C. CAMPBELL, (: �`l"Y MANAGER ��.� �� .. ,,a � �� ,, , � BY• ,,�^''�" Date�, � �� ,�� . � �� u� � � _ .::.� _ .:' ��.. �� . --- � . �� °��'� ��'��°f,�� ' �,��.��I� �� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY . ��' �. �._ � �,.�, BY. � � ��' �� _� � �� ;M"�� r�'" ��. RFP # 5634 Exhibit A Special Terms and Conditions Total Contract Amount The contract total for services shall not exceed $1,300,000. Pricing shall be per Exhibit F attached. Contract Terms 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. Price Escalation and De-escalation Prices for the services must be firm for a period of one year from date of contract award. Any request for price adjustment must be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index(PPI) Construction sand and gravel, south (PCU21232121232103)and U.S. Energy Information Administration (EIA) prior 52 week average for Midwest (PADD 2) for retail diesel (on-highway) — all types. The price will be increased or decreased based upon the annual percentage change in the indices. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the indices change exceed a minimum threshold value of +/-1%, then the stated eligible contract prices shall be adjusted in accordance with the appropriate index change not to exceed the 8% limit per year. Cooperative Purchasing/Pi�gvback Option This contract may not be used by other governmental agencies. This section is withdrawn from the original RFP, Main Document, Section 9. RFP # 5634 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City's solicitation are applicable to Contracts/Purchase Orders issued by the City 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 Solicitation Response, Invoice or Statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions will take precedence. By submitting an Offer in response to the Solicitation, the Contractor agrees that the Contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. 1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all deliverables described in the Solicitation and in the Contractor's Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. Unless otherwise specified in the Solicitation, this Contract shall be effective as of the date the contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. 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 identifed. 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. RFP # 5634 4. 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 specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non-conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment; iv. damage to the property of the City 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 Contractor who is in arrears to the City 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 fscal 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. 5. 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. 6. FINAL PAYMENT AND CLOSE-OUT: RFP # 5634 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. 7. 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 l% 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 thereof. Each of the terms "books" "records" "documents" and "other evidence" as used above shall be construed , , � , to include drafts and electronic files, even if such drafts or electronic files are subseyuently used to generate or prepare a final printed document. 8. 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: RFP # 5634 i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Contractor. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City; iii. require Subcontractors to submit all invoices and applications for payments, including any claims for additional payments, damages or otherwise, to the Contractor in sufficient time to enable the Contractor to include same with its invoice or application for payment to the City in accordance with the terms of the Contract; iv. require that all Subcontractors obtain and maintain, throughout the term of their contract, 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 beneft 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. 9. WARRANTY-PRICE: A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. B. The Contractor certifies that the prices in the Offer have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other Contractor 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. 10. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules or regulations. A. 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 RFP # 5634 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. 11. ACCEPTANCE OF INCOMPLETE OR NON-CONFORMING DELIVERABLES: If, instead of requiring immediate correction or removal and replacement of defective or non- conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay all claims, costs, losses and damages attributable to the City's evaluation of and determination to accept such defective or non-conforming deliverables. If any such acceptance occurs prior to final payment, the City may deduct such amounts as are necessary to compensate the City for the diminished value of the defective or non-conforming deliverables. If the acceptance occurs after final payment, such amount will be refunded to the City by the Contractor. 12. 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. 13. 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. 14. 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. 15. TERMINATION FOR CAUSE: In the event of a default by the Contractor, the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the Contractor, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in eyuity, 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 RFP # 5634 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 disyualified 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. 16. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 17. 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. 18. 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, fre, 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. 19. 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 RFP # 5634 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), INDEMNIFY, AND HOLD THE CITY, ITS SUCCESSORS, ASSIGNS, OFFICERS, EMPLOYEES AND ELECTED OFFICIALS HARMLESS FROM AND AGAINST ALL INDEMNIFIED CLAIMS DIRECTLY ARISING OUT OF, INCIDENT TO, CONCERNING OR RESULTING FROM THE FAULT OF THE CONTRACTOR, OR THE CONTRACTOR'S AGENTS, EMPLOYEES OR SUBCONTRACTORS, IN THE PERFORMANCE OF THE CONTRACTOR'S OBLIGATIONS UNDER THE CONTRACT. NOTHING HEREIN SHALL BE DEEMED TO LIMIT THE RIGHTS OF THE CITY OR THE CONTRACTOR (INCLUDING, BUT NOT LIMITED TO, THE RIGHT TO SEEK CONTRIBUTION) AGAINST ANY THIRD PARTY WHO MAY BE LIABLE FOR AN INDEMNIFIED CLAIM. 20. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in EXHIBIT D The successful Contractor shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City. 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 verifcation of coverage prior to contract execution and within fourteen (l4) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer to disqualification from consideration for award. The Contractor must also forward a Certificate of Insurance to the City whenever a previously identified policy period has expired, or an extension option or hold over period is exercised, as verification of continuing coverage. iii. The Contractor shall not commence work until the required insurance is obtained and until such insurance has been reviewed by the City. Approval of insurance by the City shall not relieve or decrease the liability of the Contractor hereunder and shall not be construed to be a limitation of liability on the part of the Contractor. iv. The Contractor must submit certificates of insurance to the City for all subcontractors prior to the subcontractors commencing work on the project. v. The Contractor's and all subcontractors' insurance coverage shall be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of 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 90l B Texas Street RFP # 5634 Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor shall endeavor to provide the City thirty (30) calendar days' written notice of erosion of the aggregate limits below occurrence limits for all applicable coverage's indicated within the Contract. 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 Reyuirements: Specific insurance requirements are contained in the solicitation instrument. 21. 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. 22. 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 RFP # 5634 Registered Mail, Return Receipt Reyuested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 23. 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. 24. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Contractor does not know of any valid basis for any such claims. The Contractor shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii) the Contractor's breach of any of Contractor's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co-counsel on the City's behalf. Further, Contractor agrees that the City's specifications regarding the deliverables shall in no way diminish Contractor's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Contractor. 25. CONFIDENTIALITY: ln order to provide the deliverables to the City, Contractor may require access to certain of the City's and/or its licensors' confidential information (including inventions, employee information, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidential) (collectively, "Confidential Information"). Contractor acknowledges and agrees that the Confidential Information is the valuable property of the City and/or its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City and/or its licensors. The Contractor (including its employees, subcontractors, agents, or representatives) agrees that it will maintain the Confidential Information in strict confidence and shall not disclose, disseminate, copy, divulge, recreate, or otherwise use the Confidential Information without the prior written consent of the City or in a manner not expressly permitted under this Agreement, unless the Confidential Information is required to be disclosed by law or an order of any court or other governmental authority with proper jurisdiction, provided the Contractor promptly notifies the City before disclosing such information so as to permit the City reasonable time to seek an appropriate protective order. The RFP # 5634 Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 26. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and interests throughout the world in and to the deliverables. A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees to disclose such patentable subject matter to the City. Further, if requested by the City, the Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right, title, and interest to specific inventions under such patentable subject matter to the City and to execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute, acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by the City, to the City upon request by the City. B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor agrees that upon their creation, such deliverables shall be considered as work made-for-hire by the Contractor for the City and the City shall own all copyrights in and to such deliverables, provided however, that nothing in this Paragraph 38 shall negate the City's sole or joint ownership of any such deliverables arising by virtue of the City's sole or joint 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 ofl 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. 27. 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. 28. 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. RFP # 5634 29. 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 fde 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. 30. 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 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. 31. 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 (Exhibit E). 32. 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, 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, Texas, or his designee under this agreement. 33. 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. RFP # 5634 34. 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. 35. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 36. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 37. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision- making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to mediation as described below. Negotiation may be waived by a written agreement signed by both parties, in which event the parties may proceed directly to mediation as described below. B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation skills to assist with resolution of the dispute. Should they choose this option; the City and the Contractor agree to act in good faith in the selection of the mediator and to give consideration to qualifed 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 frst 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. RFP # 5634 38. 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. 39. 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. 40. 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 5:00 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. 41. 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. 42. NON-SUSPENSION OR DEBARMENT CERTIFICATION: The City 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 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 RFP # 5634 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. 43. 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. 44. 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. 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 defnition, 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 - l Od) 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". RFP # 5634 45. RIGHT TO INFORMATION: The City 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. 46. 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 taxes are the responsibility of the respondent. 47. PREVAILING WAGE RATES: All respondents will be required to comply with Provision 5159a of "Vernon's Annotated Civil Statutes" of the State of Texas with respect to the payment of prevailing wage rates and prohibiting discrimination in the employment practices. http://www.access.gpo.�ov/davisbacon/tx.html 48. 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 benefts to public servants. The Respondent shall give all notices and comply with all laws and regulations applicable to furnishing and performance of the Contract. 49. 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 Worker's Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City 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 and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 50. 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. 51. 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 Procurement Manager in writing of any such damage within one (1) calendar day. RFP # 5634 52. FORCE MAJEURE: The City, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City. 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 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. 53. 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. 54. 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 any immunities from suit or from liability that the City may have by operation of law. 55. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of 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. RFP # 5634 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS Upon contract executaon, all insurance requdrements shall become contractual obligations, whrch the successful contractar shall have a duty to maintaan throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinaf[er. 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 the contract has been accepted, approved, and signed by the Ciry ofDenton. All insurance policies proposed or obtained in satisfaction of these requirements shall correply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A- VII or better. Any deductibles or self-insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. �� That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims made 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. RFP # 5634 • 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 cornpliance with these additional specifications throughout the duralion of lhe Contract, or longer, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 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 reGuired. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used RFP # 5634 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. [ ] 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 occupationa] 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 ] l 0.110 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 _ .�w_w 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 RFP # 5634 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 reyuired 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 # 5634 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 (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration ofthe project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certifcate 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 RFP # 5634 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 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 certifcate 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 RFP # 5634 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 # 5634 EXHIBIT E City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate • , ' ' •` 1�? . 1 �. r ' "'/ � � ` � ; ' � ' � � '' WCONFLICT OF INTERE AAMMMAAAm mm .�'�"W�"�, __...� _.......� �� a.....aw. .... �.. � �w_ ��. ...... ww��......�...�.�.�.� � ..�e�aa �� ST (�UESTIONNAIRE FORM CIQ k'or vendor or other person doing bnsiness with local Qavernmental entity "T is quest�onna�re re ects changes rna� e to tl�e law b��. . 1491, $ t �.e o, egul��.�.�,�� .� ..�.� y � r Sesswon. pFFICE USE ONLY q � � � � P Y P � .�,,,,� ..�..�_ This uestiot�natre is be'n filed in accordance wsth cha ter 176 of the Local Govern ent Code b a ersan '' n�ce Reoeivea who has a business relationship as defined by Section 176.001(1-a} with a 1ocaS gov�rnm�ntal entity and the person meets reauirements under Section 176.006(a}. By law this questionnaire nlust be fiied with the recards administrator of the local governm�nt entity not later than the 7th business day after th� dat� the p€xson becomes aware of facts that require th� statement to be filed. See S�ction 176.006, Local Government Code. A person co 'ts an offense if the person owingly violates Section 176.006, Local Gov�rnment Code. An offense under this section is a Class C misdeineanor. ..._ �_�,,��.�..�,�.�_��_.��__. �.... �....��.��_....� .�,,,_.4.�naa�.. .....�.. t�1Vame of person who has a business relationship with ]ocal governmental entity. � �heck this box if ou sere [ilin an u date to a reviousl �� —___�...,__�....�_. y _...._.._...��. � P P Y 2 �� .. �� ....... .......�� ❑ liled quesfionnt�ire. I (The (aw requires that you file an updated completed questionnaire with the appropriaie fiiing autharity not later than the 7t1i husiness day after the date the arr� k�r�xhl��fifed � ioawdqt�p�a�n�rti�a� becomes wbwa��apuo ��a�Cau or ixotu �a��A��. y 3��.�mm._�,�._�._,.�_ � ��.,�„ ...�.��....� ,w�,� ��,�. ,�b,,,,�.o,��,,, w_ ��......�.�. Name of local government officer with whom filer has an employment or business relationship, Name of Officer This section, (item 3 including subparts A, B, C& D), must be completed for each officer with wham the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach addltional pages to this Form CIQ as necessary� A. Is the local government officer nemed in this section receiving or likely ta receive taxable income, other than investment income, from the filer of the questionnaire? ��..�_� Yes 1�........_..11 No '�, Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? �........��,' Yes �......�.� No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or directar, or holds an ownership of 10 percent or more? �..... �� Yes ��mN No D. Describe each affiliation or business relationship. � �� . .. . .............. _ � � . C� �t' � I'� �0... . _._. .... ----- ... �ma..., . 4� --- ,...� � mm � NOT APPLICABL.E... ********** .m._ � �„... � .,�� .. i4 � � . r _�._.��n..m..emm. l �� ..� . ��d<��1•a��"�i�f �a� �cr�� c;rdr��m a;�urra�µ,� �^�Rk� ii�- , .p�..r�w�a��q��V Date ��q�6G� �,,,,,,m, FtFP 5634 - Main Document Pag� 16 of I7 RFP 5634 Exhibit F �,� +� � N �,„� ., �., � � �.. •� �. , . „ . . __ �� . � September 18, 2014 City of Denton Materials Management RFP 5634 SUPPLY OF SOIL, SAND, LIME AND AGGREGATE FOR THE CITY OF DENTON 901 B Texas Street Denton, TX 76209 ebids a(�,citvofdenton,com Dear Karen E. Smith, Attached, please find our response to fihe above referenced Request for Proposal. Thanksl �� ,,,��.��o�� -��. »-"""��" .«��" ��,� a,"� �.,„„ � Corey Thomas cthomas(a�tbbuilders,com Tim Beaty Builders, Inc. (940)387-3275 (940)382-5461 FAX PO Box 68 Denton, TX 76202 e�.�. t�a� �� r��;�v°r�c�rv, �E:;�cn;; �c��2 �� °�-�z7s B^'�� (94Q1$ 3�2-54�i1 RFP 5634 W F- Q C7 W � � Q W � C Z N J 0 � 0 J a a � N L � +� a, a� s H oA c .� �L a � � M � � a � oc Exhibit F v a�c �; a ,� � �� N' N N N' N N N N N ++ � � Vi � � ' GJ X W G I � � m p r�-I cr1 r�-I M rf V-I l�D O r-I O � � � 00 O 00 rM-I � � N I � N 4J V °° � a` � !' H � � � � � � � �I � � a � � � .-. ? � � u� p c N � �-. U "�-' � � N � � N a� U � t 0 'V � � � � a o a� � o � � � � � a �c '� o U 'C U U � 0 Q � O � � � � Y C N � U V � o `� a� .a o � o � � -a > >, � � = � � V � � 3 � p U a N p N � > � > a Q V � "= "�O � - � _ �L � C� � � � 0 � o ° o o � N � , � , U M O � � > — — � .�. � N N � N — ��^ _ +• �• � � � N � m Y � N � � *k J j � c�v `� � "� �j N� N fl- — � N �, z � m = � mU � � � ++ cc�p � � � m 0 � O � � cE � -a C� Q+� Q � Q _ C� v a c � � � � — � � � c c � � u� a�i � � � Q.�- � a � (� V> V �� 00 U LL � � . � � N � L a a� � = o a� o � o N a� � oc a o i� c� a. U o U U..r � c� m a r . O �} } o 0 0 0 0 } } > > U U � �- � � F— U U Y z m � 0 � O O o O � p Z � � ,°n � °o � o o � �° o a or Q � Z � � � r � � "' O � � � W � CO 00 r � N M � d�' _ y. RFP 5634 cic�� con RFP for Supply of Soil, Sand, Lime and Aggregate � Attachment E- Conflgct of Quest�onnarre Form 9 Attachment F - Ackno..^ . _ — -- �. �..._ � ............. wled�ment . .�� .—..____ ,_. _. _._ _� w�,.,F.... . .. it res o se, it ta s r' eac sectio , i t e follo i or er�: � �� .; , ►;�. �,,► ' �r .��, � � . � � �� . � . � �� . . i v �. r .,,' , . • � , � . �• - :-. : .- 2. Subsidiary of: 3. Organization Class (c�rcle): P erslup �( ��x��r��c�at�� Individual Association , � _ �, , � 5. Date Established: 19 8 3 � � .' �- -� ; - - • �1L'r ��- • � •. , • . - ,� -� . . � _ _ . . , . • - , • . � �-��, • ; � # � *. : ' -, - � �- , �- , -w � • . . •� , c � . _ . � � �. . r +- - . . - •.- ��• . - �, . _ . _ . �.. �.. - . . 9. Has your company filed or been narned in any litigation involving your company and the Owner on a contract within the last five years under your cuxrent company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. No. 10. Have you ever defaulted on or failed to complete a contract under your cunreni company name or any other company name? If so, where and why? Give name and telephone number af Owner. No 11. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number (s) of Owner (s}. No RFP 5634 - Main Document RFP 5634 Page I 1 of 17 .` �- + ��.. . � ! �'�... i i 4 '.; � � ` , 1 i M � � � � 12. Has your company implemented an Employee Health and Safety Program compliant with 29 CF 1910 "General Industry Standards" and/or 29 CFR 1926 "General Const ction Standards" as they ap ly to your Co pany's customary activities? k�� //www ��s��a�,��vJ��C�,lc��M�r�l;��'a��r��auc�� .��M�°1��.�t��Ax�ro�+�'�a��; �vp�� °.� i �l`�J1��N�i��>��:,��toc ]e:r��l 1�� r��Ir�c=�i�Ja�t� �� n ..: �_ * .. ♦- ' : ��- �- . � . � . . ♦�;- - ♦ 1 ' � . �• ' r ��. . , , � � s - r � � * � � � . , �� + �� , � �� - • � . � � � . � � � � , , !- r -. � - � � � �� .� - • � � � r� � - �i � �� - � ; - w � � � � - �� . � �� r � � � � . �� . - , � � „ . � �� • . •�� . � � -�� . �'�� -� � - � �� . '•.♦ � � � �-�,, .�;� .. r� , . ,r � , �, , ,�,. . ► . � �� . -� � � �� - �- , _ � ' `. - � ►�. �� ►�' � . . � � ` 1� • . :�w�°ta�� l�?�;�� ro ��a��wr f�i��tir� ��r�a�� +� �u��r��u�M�� . �a�il��c��i��c��w�� ;��,�k�r� aw�u ��.�+��a� �� w�+��I��uM��w ��i�� ,� a� ��1�"a��i�rw�� ua��r�� `r�c�l�l�� a�I��,�� r�� I�� ,r��lt�+c��i t"��° reference . Tim Beaty Builders, Inc., has been providing construction and materials delivery services for over three decades in Denton, TX and aurrounding areas. . �. _ - �- + = �� - - �� - �� - �. , _ _ - _ ,_ : .- - . . .. _ -. .. _ _ . -:. . "� . � . . > ... .. . - - - , .i _ • +� � �s � � _ _ . . � � ,� * � - • . � - � � - _ . • ,. - ,. . - s ! �• •- . *• � _ . • , s �-� „ �. ■ � � ..'. � . ' s . s - � �- • . . ��. � , i�� - � I�TS�i►�r.��r1 �� . � . �� , - � ,�� ` � *y � � ,. ,. . - ,� ,. � • * . � � ♦ �- _ .. �� _ „ . • _ _ - . -� s • � s . s� � � s �r ,. � .� � ��r - . � ,. s . �� - .� . � - � � �� - ,� � . � �� . . - �r� • - • ��_ . - _ . � -�..r � - _ � � ♦ •�• s s. ,� � _ _ s - � ♦ .., 4 . • s�, - - .� ^ � s � 1�� . w ` -` •,�.' _- s- .�^ Our o ed equipment includes: Seven(7) Trucks and Pu g for haulin Three(3) Skid 5teers Three(3) Bulldozers Twa ( 2 } xcavators Two(2) Backhoes One(1) Grader - � . ,; -�i � �� • _ �.. �� ^� ��'��- � �s -.. . � �r�� . s •� ♦ �r . � �� i�; � « .. y � i ' �`x, � �� '` J:�; /', n' � , �, . , .. �, 1 � +� �" �. ��; . �: � r r ` j ,, w � , r 1 �; w ;,, ; �; � � r . .� ,� � - 'r. . �. � , , �� . . � � � � - �, i ,� � ; � � . � � �, ;, a "4, '' �„ ,, � �� i ;1� , ik � � .,: y ,� 4 , tl � ;}: '!' }, , Y ,. y ; , � ,� , ' r ; � � ; ? � � b ��'; h � � s, ; � y ' � i , � % �"' �, ' i, ,.. � ,, �, ' � � � � : ' i , � �.' ; � E` ;: t � , r f ' ; X ', ; +k , 4 , , , �, � .. „ ,,, , # ,. ,' , , t+, � ' ' R� � � 4 � f, • � 4 X *' � ,r ; .. � ' f. y f, � ` � , ,1 � �, �� . ■ 4 a� � � � ' L � � i � , ', � '� � �� ,� e e,�b � �ri"�, �' � � �,�..��,��;.��.: ... �� w�r � � ��y �� q a� S� �� e �" + "N �.`n. . �'��o�,, �'�`�w�'�; 1�� ,,� �'� .:� �" � �� X .. � � �� ^�� ... . .._ � �. �,. , ��,�� ..�. �� 9�cretary �k �� E UIP # C0106 C0126 C0130 C0140 C0150 C0156 C0160 C0166 C0176 C0178 C0186 C0196 CO206 CO226 CO236 CO246 CO256 C0326 C0426 C0436 C0446 C0526 C0716 C0916 C1006 C1016 C1046 C1046 C1056 C1116 C1126 C1136 C1216 C1336 C1416 C1426 C1436 C1446 C1456 RFP 5634 r xd�9��+G� F � ��5 � l� �� TIM ��,�'�"� � �� m.mr�� EQUIPMENT mDESCRIPTION UTILITY TRAILERS '07 MACK TRUCK / PUP '07 MACK TRUCK / PUP '07 MACK TRUCK / PUP '07 MACK TRUCK / PUP '07 MACK TRUCK / PUP '07 MACK TRUCK / PUP '07 MACK TRUCK / PUP '90 {NT'L TRUCK-3 TON '92 INT'L TRUCK-3 TON '92 INT'L TRUCK-3 TON '91 INT'L TRUCK 3 TON 963C CATERPILLAR (8 hr min) D6-C CATERPILLAR (8 hr min) D6-R CATERPILLAR (8 hr min) '05 320CL CAT EXCAVATOR (8 hr min) '06 320CL CAT EXCAVATOR (8 hr min) FIAT GRADER (8 hr min) '04 LS190 NH SKID LpADER (4 hr min) '13 CAT 272D SKID LOADER (4 hr min) '13 CAT 272D SKID LOADER (4 hr min) '88 FORD FLATeED-1.5 TON '96 MACK HAUL 7RUCK (4 hr min) 632 BOBCAT TH83 CAT FORKLIFT (4 hr min) A/C FORKLIFT 416E BACKHOE (4 hr min) 416E BACKHOE W/PACKER 416C BACKHOE (4 hr min) DATSUN FORKLIFT DATSUN FORKLIFT CASE 586E FORKLIFT (4 hr min) WELDER WITH OPERATOR JACKHAMMER W/COMPRESSOR HOTSY PRESSURE WASHER (4 hr min) TERRA EXTREME 3200 WACKER 6" WATER PUMP LIGHT TOWER WATER WAGON 5 �: 1 F �■ �1 !� Ii 4 f f r,t� �., - 4 1�� f� 1 � i� �!' ! i � � �' Any exceptions tat�en to this solicitation must be itemized on the lines below. Additional pages may be added as needed. If there are no exceptions, please si wlaere zndicated at the bottom of the page. Ite # Description 9 COOP TI�T C SING / PIGGYBAC 0 TION �► �► . �"�� a� , ;: ,, ;�"' � �'� �., �� °' �� . � � �:y,� ��r�� utr,o `>' � -1 - 1�4 �� w,� �., _ _ �. . _ _.m.� ��,._��. �� an�,p�,��Ga�c� � � �� Company T)�.t� � M i 1 � 1 1 : M Si�r�at�are Company Date P 5634 - ain ocument Page 14 of 17 RFP 5634 �" �� . � 1 ',. � ,,. � � * � k a . ,.^ 'J#i�t�s�'�+;��a�y_��e. *� ��.+� � , M, ��- #� li ��' li. ��. � ►�� .�R�. !. ! ��:�,.. ..� � 1 M " • # 1 �.�.... �T�%�� T��M�iAiNY N �: �o��tT�� e ��N�'ACi PEFLSON AND I°ITLE: TELE�I-i�IVE BEIt: SCC7PE �F W� . CONT C7' PE OD: GOVE M�I�dT/C.(JIvIPAIVY NAME: L�CA'T'ION: COI�TTACT PERSO�t A1VD TITI.,E: TEI,E��-Ii7NE BER: SCOPE �F �lC3RK: COIVT CT PERIOi3: �.��.+��i ��i City of Grand '�'m°a��xi Rorr►e ��a��°c,� (972)23 7��9 ��t�.,.,--- Deliver m�tersaV:� 201 ��+�, ��'ERENCE TWO �ity of �-Tighland V131age Scott iston (972}317�2989,_ _ _ , Beliver �r�Mai:c��k��l� ._ � ..w.... .... ��.� I�F��1`TC� T]EIitE� .� ... .��....��_.....:�,w,��,wri.�-� ;,,��::.�....._ _._ ._....... � �,��„ri,,.,� �� ...:..::_ �.��, � ��,�.�....... �.�:: ...m...:. �QVE�IMETVTl�ONiPARI� NAIviE: LOCATIOIV: GOIVTACT PERSON ANL) TITLE: TELE�Ei0I�1E BEI�: SCOPE �F WC3R.IC: CONTI:ACT' �ERIOD: , !A a�.�, � � Lake Cities Municipal LTtility ,4utfic'raty J�ff ight (940)497�2999. _ „ Haul off debris l a��;. .m_�..._ 201a � �*RA I}, • � ' . ► � ��.. F � 4 :' ! . 1 #, � « � ' ,*r ��:`��,��l�l�+4'.�k�i�k��~ :., i► \ � "� � �% � . . „ . . � �.� . , � , � . . ♦,� - � �,� y�- ., �. ..* �I 1:1 � ,.':. # � �. ! 1 '� # ' i. f � � ' [ � 4 � � �A �.' � +� ri��. r , ! i . I � Y, r# i ♦ ♦' � �� .. M r R • � ,,.. � 1 ! r . ., 1:,�. i�' ! �..��# 1:'�. 4 !` #"'� i1' 1 '.i,� . �i�: '. •. ,� r i` I# A' .��.� 1 ��# M II� 1 ',�r � ' 11 ....' 1 ' #� i ��` 1 4 # ! ...��.., 1;�..., ��,. � � f! ��' ,r R �� ;� � � i♦ ♦ ' � J� .. � � : �...... �.: �,� ' ' ♦�'�.� r *� ��. � • '� . . � i4 � ' ' 1 r ' �'." ��'� � ^M� . � ��. �1 , ', , ^ .. , i a:': ! �, ^ ��. , '1 a y' ,.�w � 1,i � '�1 l��.. , +.,, �w'� 1� Ir *' i R` ��1 . . � 4�.. ♦��.� �A' 1€ � ! , � ..,, � � � ,� ��.' .. .. .. #, � ' ' {: .... . 1♦.. �4 4 � ' �... � �.,*� -*... . ��,,. � * 1 ' �� . � 4.. . � � . �, .:. 1 ....' �. • ." # � . ., � R � # � � � 1�1 !"�. k" Y�^� �'� ' �N � i � �� .�. * ' 1 � � AddendumNo 1 Dated ��q��"„ FL�ceivc;d Addendum No 2 Daied �Leceiv�d _ __ Addendum No 3 Dat�d I�ec�iv�d . _ _ � ��:. �NTA�� im1i� I)I)�SS �F' �C,1�'II��IYe ALJT'�-IOTtIZ�I)12E�Tt�S � �' � � �� "im �eaty �urlders Lnc, "�i��w4�a�q�w��°. � ''�� ,,�� , �� ti. _,., 421 E �-Iickor}r Stz°��t l��t� , � � � ��`� � ,�: "� . �' ��° �� . �; � I T'itl� �'resid�nt Tel, I�c�. _(940}387�3275 Fax I�o. (940}9�2-5461 �nnail. tb�aty@tbeatybuilders,com I"��1'S�i7:�€�if� � M� � � � u • � �� , , ; � ,. I: , 1 :' �', 1 � .� 1, • , , � . P�"�w�� ;'(��!"T"I�,�"�T" �� s1� ;�� r��i id�Cc� ll�� "� �:�I��^ a�i" ��"��.�:.� �.�,� 2014, by and between Weir 777, LLC, a corporation, whose address is 10850 Luna Rd, Dallas, TX 75220, 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 # 5634 Supplv of Soil, Sand,.Lirne and Ag�regate, 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 iterns which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit66 A 99�; r•, (b) Request for Proposal # 5634 (Exhibit 66�99 on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit 66/"�99�9 ., (d) Insurance Requirements (Exhibit "1/99�9 (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E"); (� Contractor's Proposal. (Exhibit "F"); 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 docurnents, 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." RFP # 5634 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY 1 ■' • �'' BY• �°� ��..��,, .�.....��.._ ........................................._ _ �, �_ AUTHORIZED SIGNATURE Date: ��`�� .�°,� ... � ,. Name: �d'�� ' �u�,�� ^.� .... Title: �"��;�� a �� .� , , � � � .� � � � � , � � ,.� � � . � � � �� ... . ., �.. ° b M, � � �......... n.�� PHONE NUMBER "'u. ' °" „ �. ' �'� .. :� � � m..� �. , � ., �'�. � �G � ,° ° ��.� , � ,� d�, � �.m.. _� �"'�� ,� �� ................. EMAIL ADDRESS � � � , � °��. BY. �� ,��,��, �.,�� ' � ,� �_ . .. � � �� , .�,,.�..��.��,.... . GV��.i��l 4'"�E C. CAMPBELL� ��"I°"� MANAGER BY � �� `� s�� ',�� I ;��c.: � �;� � �� ,. _�.. ...... ... _-- ___.._.... .........�,�....... . �.. e , F . � � �.....�...�......�.� �� " 4 �'t(,nV� � � `� � �� ,V �" � � G��.. J � ,� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY �",,� � � ��,� ��..� �� BY: �""" �;�' � , ,��"� � �� :. ��" ��.��._..._ ~—~. �.y � RFP # 5634 _ ":�'�'��' A � , i � u� .� o �. �I� �; � � ��. �r �; T"�ial C�antt°�ci �irr�our�t Th� �.a�r�tra�t iot�l %�r ser�vic�s sh�ll ns�i �x��d �1,600,000, Prici�� shall b� p�r E�hibit F att�ch�d, o tt°�ct �t° s � � . „ � , �� . �� . �i , -� , � � -� � . ^� `#1;= �, � . " ` �` � ! �' � # � � #- � � � 1 � ' � i 1� + s� '' � " 1 .� � � �� ^ - ?' 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' � Cc�v�ra�� is a�equ��°�d ii �rc��d f�s f�►e�eral L,gabfllity is r�a�t pr�vge��d �r is u��v�r��bl� io th� cc��tr��tc�r r�r if ��c�gltr�ctc�r° le�ses ar a��nts a p�r�ia�� c�f ��ity bulldin�e L,ii�gts c�f fl��t l�ss th�n � ea�h oc�uri°�� r� ��q�rir�d, [] rof�ssio al L,ia ilitp I s r� c� ` ��, �� '� II II? II r +� � � � � , 5: . :., �• � .. � ,.i � � 4 � ' �, � � . � . . � � � 4i �� M i�' s I li 3 i .� ,� �f��'�.�.. [ ] Comm�rcial Crime ]'rovides coverage for th� theft or disappearance of cash or checks, robbery insideloutside the premises, burglary of the premises, and,employee fidelity. The ernploye� fdeli�y portion of this P # 5634 �., ' � ,.. • ! � ' '. ' � ��. i � � �. ' � �.. :;. ! �., ' � i, ' � #,. ,... ' ' � �, ' ' ' ��' . ` 1 w #' . � " . ' 4 . f � � � . ��' 1� �� '� 1 f � ' 1 '� '� [ ] Additional Insurance •' ' . . . �- -� -� � . � • . �. � - . . . �♦ � . . � �- .,, . � . . . . . � • �� ♦ . . � . . � . � � �,. - � �� . �� , �� .� . . � �� -�� -w �� - � - � w ', w s, - �� , �� . � . . . � � . . .� I [] or ers' Co pensation Coverage for uil in or Construction rojects for overn ental ntities . �. � . ,.�� ,�,. . , . �� .. ,.� , . , . � -�� . . . � .� . � # � . �� . , . , � . . . � �� 2 � : �� * , �� - � , � , .� � �� ,� � • �� • � - � � . . , � � � .� . � � �� . . � .� . � . � �� . � � -�•. � � � � � � - w . . . w . � . ! : + , � ' � . � � . �� • � � - ; � � - � � ` , w'� � � °� � � ,� �� a � �� i � �s �, .� i �° �� r � � i�- • �� ♦,� - -�, �� , �� . , � � � .��. , � �,, � � + ° ^ � �� ♦ . � � .� . ., � ♦ , � � �� 4 � �-� * -�_ � � .� � � � , � •� � � � � �r � y° �� i � , � � � ,dr � �� ,i +� . �� °� � � ��'�� _ � . � � ��,t � . � � � � , � , ,., , . . . .. � i♦ �!: �,� � �� M # �, "I`he Contra�tor mL►st provide a cert►ficaie of cov�rage to th� govern�n�ntal �i-ttity prior to being avvarded tl�e c�nit°act, � � r- �- �. �, , � � �. + �+� � + � ► � + ,, � � . ; � � � �� + , !, . ��. . E, T11e contraci€�r shall obtain froir► each p�rss�r� praviding services c�n a pr°c�ject, and prcavid� to th� ��vernrn�ntal �ntitye 1. a c�rtificate s�f cov�rage, prior ta tha� p�rsan beginnin� wc�rk an th� project, s� th� gav�rnin�ntal entity vvi11 hav� an fl� certificat�s of cc�v�r1�� sho�rin� cov�rag� for all p�rsans pr�vrdin� s�rvic�s on the pra�ect; and �, . . . , r . �. �� . . �. �� ,s�� r�� +� � ��. ,� + + � � ^ i � - . - . � �- ♦ . . ,,,. ♦ �� . , � � . . �- � �; �� -, G. The contractor shall notify the governmenial eniity in vvriting by certifed mail or personal delivery, within 10 days afier th� contractor ew or should have own, of any chang� that aterially affects tlle provision of coverage of any person providing services on �h� proj�ct. �-I. 7'he contractor shall post oi1 each projeci site � notice, in the text, fonn and manner prescrib�d by the Texas orkers' Compensation Commission, informing alI persons providing services on ihe project that they are reqtiired to be covered, a�id stating how a person may verify coverage and report lack of coverage. I. The contrac�or shall contrac�ually require each person with vdhom it contracts to provid� services on a project, to: #i . provide coverage, based on prop�r reporting of classification codes and payroll amounts and f ling of any cov�rage �gre�rnents, vvhich rneeis the statutory requir�m�nis of Texas Labor Code, Section 401.0] 1(44} for a11 of its einployees providing services on the project, for the duration of ihe project; 2. provide to the coniractar, prior to that person beginning work on th� project, � cer�ificate of coverage showing that coverage is being provided for all empioyees oi ihe persori providing services on the project, for the duration of �he project; � #�; • ��w .w� +r` �;r . �� °.�,-� i �. �. � � ` '.�. . � � � ., � �� ` � . �� - � . � � � +� � � ♦ � � w „ �� ♦ R � r � � r � � � � � � �� - �� • ,w �� . � 5. retain all required certificates of coverage on fil� for the dL►ration of the pi•oject and foi° one year th�reafter; � *� r � 4� .r i� � � �� ; � 1 i' � � � � � r y"' . I r " �" 4 3 1`:�,` 1 ri� `�S �i `�� ` li i` r ♦ � ., . ,- r � ' � i 4 i . � . �; - t y, , � � ., . . s ' '*„` ! If' �� . . � �r i �� ♦ t ,... � ♦ �� ,.... � i � i . � � 4 . i `. i � � . .�. . .� � .. � � . . . � .� ` M N� . . �� ' ..� � �. i1 '. �, �.,� . �.. .. ;1 • I 1 . �, , � . .,� li .��1 . ... ,. � �` 1 . �. � . ,« � � �, �' i � .�' �' � � ;1,, � ♦!� i 4��, 4 � �� +�` i' !� � ri� + `�i. ♦ ♦ 1 i d � ��'..1�. Division of Self-Insurance Regulation. Providing false or misleading information rnay subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actians. 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 natice of breach from the governmental entity. . . : , . EXHIBIT E CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity � This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFF�I USE,ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Dat� person who has a business relationship as defined by Section 176.001(1-a) with a local governmental �ec�i�v��+ entity and the person meets requirements under Section 176.006(a). � By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. ��...�....� ��.�. � q Name of person who has a business relationship with local governmental entity. �� Check this box if you are filing an update to a previously filed quesEionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7�h business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) � � Name of local government officer with whom filer has an �r��rr��r�t �rw� ��rr�N,��u�� relationship. Name �aG�Officer �'� This section, (item 3 including subparts A, B, C& D), must �°� �� ai��r�l�€��`� for each a�¢fi�� with w�E��ru the filer has an employment or other business relationship as defined by �c°. �'ra�r� 1��:��„q,°r(1-a), !_�a¢�� uv�:�co�r�p��c�t Code. Attach additional pages to this Form CIQ as necessary. 5 ,�k A. Is the local government officer named in this section ��a,��,�C�iM7� or IiN�� to r��flw��.�r��8�1�� I'�ro�.raw��, other than investment income, from the filer of the questionnaire? �'fE � ��° °`� ' Yes d� No ��' �li B. Is the filer of the questionnaire receiving or BN9��k �� receive G��a��l�a� inr�ra°fi�� wt�r��;• ��8�� investmerr�l income, from or at the direction of the local government �r �,��rr named 'pn� this ,�c�c�d�wr� l�tl�dl°71�1�� taxable income is not received from the local governmental entity? ` �j _� .p �� , � Yes �___ m�l' No �, C. Is the filer of this questionnaire employed by a��aA•p��p-��w�r�� c�a �1N��r busic�s��`� entity with respect to which the local government officer s�rves as an officer or dia'��t�:��°, or h�a�l��;, �u�°� own��„�•rfpr� of 10 percent or more? � ��....� "��s� V� No 1'�14 i � �� D. Describe each ��fhilAC�ti�d� or business relationship. �� r� s�^�' person �9�dr�� 1��4�ir°��;�, wvdtR�� the governmental Date . . . , � Exhibit F RFP 5634 - Evaluation and BAFO Sheet for SUPPLY OF SOIL, SAND, LIME & AGGREGATE Respondent's Name Welr 777 - BAFO ...�.....� ........_ __ . ...... .....�.._ _.� ......................�....................................... Iprincipal Place of Business Dallas TX �sr. nrvrduq� Estlmated Dellvery Mlles to Yard from Item # Qn, UOM Ploduct Descflptlon Unit Prlce pR0 (Days) 901B TeHas Street, Denton � �, , , ��.,..�r�r�.�,. ..,.� ».��.,,.. �,� , �� r��r�waN�,�+�r��a� " %� N� � i ,, i � � � ,, ,-- ,: � � �� - �,,.,�,.. ,.,,,,� , �,,,,<,,,,,: ..;- - � ^,,, ; ,�.�„ � �:;.,�.,, � � 1 500 I Cu. Yd Top Soil Screened - City pick up S 12.50 �%i ��j�� 14 ..�.... M .......� ,,,� t% ///!�� ii r'�� 3 1,5d0 Cu. Yd Field Sand - Backfill - City pick up I$ a�p u��j�f�/%��j�, 14 . ��..�.��._ �:..��..� .........m... .�............�..__..�. i///%%'%/�ii%%///�i S � 12,000 �� Cu. Yd �5creened Sand - City picl< up �$ 9.C�6 �/��J�f � 48 �.W.7�..�....� ._.._ ......._ ____ _��_�WW.�.�..��..�..��..__�. ..._..��wW...... .m �� i%�ii �%p i P%�� / 1,Q00 �Fons Pit Sand (Concrete} - City pick up �i i ��i,��i� /- �� $ 7.00 ,,, � ,,,,,. 14 i.._._.. .�_. �._ _�.....__�......��..�_�,� � .............._..�..�..� ...��..��_�_.............�..��__ �..�..........�_ 9 800 Tons Manufactured Sand for Concrete Mixture - City pid< up ' �� i//�"r,��'� � S 12.00 i� „„r��„/�/,�i �ir /, 48 � ....._ _..�.�..�....mm�....__�......��.�.��....� � .�. i%�� %%i��/�� % /� ii l%i 1i 80Q 7ons Concrete Aggregate Class A, 1' -#14 Rock (Rewashed & Screenedj - City pick up ��/, ��a $ 10.50 �i/��,�/,,,� i//, 45 13 360 Tons Concrete Aggregete 3/8" Down Rock - City picl< up �� 10.50 ��jj� �%jj �j 14 15 1,000 ' Tons 1-3/4" + Down Flexible Base - City pick up � �i ii �i�� ', �� $ 6.75 ,;i�;�,�,, , Uii/r!�„ 14 ... .... . .... .. ... . _., „ , ,.n„ �.�„�,�m�»� 16 1,000 Tons 13/4" + 6own F{exible Base - Delivered to City $ 12J5 2 / " . _ � .....� ._�_.�..:e......� % 7.7 1,000 fUns 5/8" + 6own Flexible Base - City pick up $ 10.50 ,� i, 14 �.... .... _ ...�� __..... ....... �.�..._.� ..............._. ...............m.W....�._......�............ . .........�.....�..........._. ...�....�..........._.� �„ .mm ...._....._._..__...m // i ! , i ; 19 1,000 Tons Crushed Stone #t6-20 (for ice and snow control of city streets} - City pick up S �.aa 4s �7. � 300 � Tons Limestone Screening - City pick up � � '` � � � $ �msp , ;, 45 ....�_.�_. �..�.��. ..�.�......... �...m._..�..... �............ � .,�,,,�„,��», �..�.. ._...� a3 ' 200 Tons 11/2" Rock, Limestone (Washed & Screened) - City pick up ' S 1G.OQ 45 25 100 Tons q" - 71/2" Gabion Limestone - CiYy pick up �mITITmmmm� mm^IT�m��m�ITITm��IT�m �IT�mmmm�m �IT ��m $ 11.00 45 �7 500 Tbrrs 3/4" Rocl<, Limestone Utility Stone (Not Washed) - City picl< up S 10.00 , 45 ' 79 100 Tons Pea Gravel (Unwashed) - City pick up �� $ 17.00 6.; 42 100 Tons Pea Gt'avel (Washed} Ci.. __ ..... ...........................................� �......... ................_.�..... _... .�...........� � � �.m..._......... ty pick up $ 17.00 65 43 ' 15,b00 Cu. Ytl. Select Fill - CiYy pick up $ 9.50 '-' 14 � ,o�,�,� 45 1,00� Tons Type A, Grade 1 Flexible Base - City pick up ' ,, „ .._...,__, _� � ��..�, $ 7.75 45 ,�,� .�.�..�W.__.._...w_....,.�.�.�...:�:e,..: __.�,...�..�. ��Bp� B - Parks Maintee�ance Products 47 1,000 Cu. Yd. Ball Field Clay City pick�up mm�ITIT � mmm��mmX��X�^m�� m��mITm�� mm�m�m^�� mmIT�mm�IT �mXIT�mm�� mm^ $ 1.3.Q0 5£3 r s i�506 Tons USGA TurfTopdressing Sand, >92.5% Sand, Screened, Course to Medium, Washed, Ton - City picl< up �$ g,yp � �,i�H 54 ;00 Tons USGA TurfTo�dressing Sand, >92.5% Sand, Screened, Course to Medium, � � � 1Nashed, 7on - Delivered to City $ 25.50 3 �59 24 Cu�. Yd. ''Compost - BulkmCu. Yd. - Delivered toWCity WWWWWWWWWWWWW�WWWWWWWWWWWWWWWWWWWWWWWWWWWWW ��WWm WWWWWW SWWWXmm mmmmmmIT 40.00 ��% 14W�W � _�.�.m._...��. ��...... ... ..... _ ...�� .��.__ ._...�..�..._...�.. �.,�A I 62. 24 Cu. Yd, Bedding Soil Mix - Bulk Cu. Yd. - City pick up $ 33.00 2 6B 24 Cu. Yd. Bedding Soil Mix - Bulk Cu. Yd. - Delivered to City �m��ITIT�m�IT�IT�^ ITIT �� 39.00 , 14 64 � 20. Cu. Yd. Enhanced Bedding Soil Mix- Bulk Cu. Yd. - City pick up $ 34.00 2 — � . � ....�.� �.. � , ,, ,,,m �-�„�-, ; � " ` F; 24 Cu. Yd. Enhanced Betlding Soil Mix - Bulk Cu. Yd. - Delivered to City � 40.00 � 14 .� ��, �..e �, _�_,.__..._�.�_ �_......., ___ � ..e __ �,..,��w.w._ . ,,. 66 2700 3 Cu. Ft. Cypress Mufch, 3 Cu. Ft. Bag - City pick up $ 15A� 2 .mm 67 27Q0 3 Cu. Ft. !�w...ress Mww✓✓ .�w,,,,.w✓ �,,, ,., �...,,..,. ,�, _ „ `_ .., ��,.�.rv,,� � .� .w.. �.W..�.� yp ulch, 3 Cu. Ft. Bag Defivered to City $ 21.00 14 . , ....,�....� .... ............�,,,,,,,,,,,,,,....... .........�......._.....w�............................�.....�_.........�._.....�_....,,_.....�......�...,.....m.m................................................. _.�.._:.:.:.:..�.�_..:-...............,.�....._........... Payment Term Dfscounts �i�...��'�� . * � , , ,, , , ; „ , ;, �, � � � ,;;; ' : i >'+� �� , ; ,, . ;„ ,� ir ,� ; ,; . , � � ,. ; , ;; ; „ �� °�� n� ��° �� m �� ,� � � � �� °� �� i � + � " . . I:��1.�.kL! ., � �. � �� « �� ; , ��, , , ��,,, �,;�,� � ►::Mr,'�1,'M�f�� ; ��f ! ` 1 ��1 �� ' �� M 1 ' 1. Contractor Legal Name (for contracting pur�wses): Weir 777, LLC . si af: 3. Organizatian Class (circle); ers ' Co ratron I` s i tion . T yer : 7-1 3 7 ��.1��fT� , . ; � �, � �-� � •♦ : � � �, i�' � �i �, i, r .� � � �; � � R� � �r � 1 ti�� ' ' . �� ° 4 f ,� . - , i��- . ' �'� �� 1 , 1 A , � f � - • ., 1 i 1 r f , i 1 f � M � � 1 �I � 1' i` !-� i il � A 1�if �- ' fe � -1 Ifi f f`" ! � # i�' 1 '� 1;f• �- � -1; u t 1 1 1� ' 1�' 4 i' ' f *�,'�. 1 i �� 1 i R�: i� � � � ��` � �� 1 S .�, . � . ' : � .. 1 ` A �-: :', ' ! � r 1 ' ' � f ;. . • f i h' f ` i ' � 4- ` ` . i 1 ` N 1 i . � ' . li " 1 "' ; � � ,,� 1%� M - f-�� - f��i f i `• �" 1 1 '� ' f 1" 1 i i t. �(" f �, 1 1I 1:�� 1.;�� ! ` 9 A ` 9�;I� "i 1 i�'f 1 � :' _ NO 11. ve you ver a con t t i a y e er7 If , ere y7 °ve t 1 e r(s) f er (s). �� i �. � - �� . � � � �� + � � r ��; '��' 1 - ' , � ;��, i� . �� . � . . � . . 1 � �, �' ` � � . � � . . , � � ;; � ir : � � , , ! x�r��35�3�n Document Page 12 of 17 Exhibit F �� Ori for Supply of il, S , Lime and egate � � �. � •' - -. o � - + - ' �! � � • '' � 1 i � � . � � � ' ' '' � � �' �. � ` .�� ; �: � - • : , � �, �� '• �;�- �� '-� �-� : �.•;'�• • ;��; � �,- � 14 �� - . r.- - � r # e w �� - � � + � ! � �'+' � � � . �r • � � � ' � � r. - �• r - � � - �- � � �' -� •� � �- R � � . � • �- i i�• � ; - � �- � , . !- • � , � - - � � �- �' :wr - � � � +" � '''�� + r � � ' r . � � � 1: 1 "� �; 1 r � ��: i , t �'• . �-; �.- � . 1: I ' � �; 1 `• r �s, • � �. 1 � 26. ��'��A�'�� N�1�.�� I��w� ��a ��;� �� w�r��z�� la�"�� t;��u� :,� ��w�l�ww�� "��„�� n��nM�a�� a��„�� tt�� a� �� '�� refe nce . .��;:��3,�;�,"��.,,�'� ��Y��",�,w�a�� a.� �"��i��M��.�.w�� ir�� °��"��i�� ,��ww��w r��"��;��^;;� �� rv�°��,�, �+�� ,��N�a�� w°m�� `�.� ��° � ��s-�w� ��r�� a�� .�i,�� :��:�� „��' ��l��r� �� c��*�t, ��w�a��a.�� ^�°;�� I�M��.�;� ��ww�� wrr�M�� a�n� ��° *�"��I � �� a�,'��,�„a�; �� rv�� t�� M �� w ��G��.�°�� t� �. ,u ��,��d�� s�� u��.,��"�� a�� ,��' �� ,��N�� it i t ?m ��^a��, �.�� ,� ��v°�: �;�� c��a�� •�� ,��a��.l�� ^��µ�� R� 5�s ain Do ment Page 12 of 16 Exhibit F City of Denton RFP for Supply of Soil, Sand, Lime and Aggregate UBMISSION EXCEPTIONS Any �ceptians taken to this solicitation must ba itemized on the linee below. Additional pages may be added as needed. If there are no exceptions, please sign where indicated at the bottom of the page. Item # Description � w..��g��.� ......._...W....,�..____..._�,.........v,...w„_ nature , �, � ,; �,,�� r�, �,; � �;�,,:, � ;;, , , _mm�l...�-- � __ �_.. Signature Company �� . . �._ � � a . �. �. �.� �a. ....h.. Company Date ...1..��y.....w. Date RFPR�3��,�Vlain Document Pa$e 14 of 17 Exhibit F Clty Of' l3tori for Supply of Soil, S Lime d A te ,�►��. li:11��iR��►,•� �; . r �� u��i � i� e.i i �,1 � ii:, � .� � � 1 R 7 �; 1 � � ' ; �' 1 '��." : " " w : _; 1 ` + : : �; � ` 1 I : 1 � I 1 . �: � �; � . � / � , ' I ♦ �. ' � i , � '�.:� 1 � � � i C ?►CT` PE S N T I.E: ` 0�Ob1t1SOt1 SC F O : Provide A gregate CON CT PB O : �;�t��r� ��;�:.... �a � �,M�..��. � , ---�,,��.�� ....,�„�:�. � �� :�.��;��- � REFERENCE TWO '�. ��,��._ �,�� w�,._.. _..�_��,,. , . �.��.��.�u��-:�� . _.��._. ._�� w�.,.:,,;�� I � �` M, 1' � I � � • ; � , �.. � , � . '�I' � I ^ i � i' � � ��.: � � � A 1 :. ' � , ,.. Rl ��:��-�;��,�, ,,,;.��.:�•�„��w;,�;rv„�;�;,,,��;�-.��,w��:�,�� -. .....�= ��.m;:µ,��:�,.:,.W..�: �:�,:��.,..._..��.�.�-��,��mm..� ... � �� ,.,,�;.��.rrcna�:�r�:z:�;�a�r,�w;r��w��r;zn��;c,,.,� „ ,..�, �.,mrrnwrn,�ri%ruri.rtmmrrrrurrar�mmtir�r,mr�am��ra�.n.n.numr�ce�awr.�wo;,;r.�^—..� av,�xw^.�wv.. ...�„�.,�„��^r�^w�� . ��.��..;,�.....-•��.v.�,....��r, Wa�.�,��.srr�rr.: � ��m..��.J, NTlCO N : Luna ecyclers L CATI N: ��I�� C ACT PE S N T .'chard A�l.ito P : 214563-3273 �,. � �� ,. ., • '� 1� � � � �� , � 'C'��rJ Exhibit F City of Denton for Supply of Soil6 Sand, Lime and egate . . .,..�.�,.�,•� .�_�' �.�.�.:�„��.�+,,:6.a::�. �: ►'1► � � '1 1/1 ► 1 : ��; : � , ;�,-., :: � ::: � �� :• � �,� � : � �- �, ;. :�' s ��: , � -+ -, �� . �� ,; , � � • �: � . • , �: �- � � �; : , ,; � . � � , � • � - ;�� , ; � , ; , - � ; : • • ; � • � � - : � : , . : : • , , � : � � � . � ; ; � : , � , , , ,, � �: �� ;�: i �� -r �a � �i � �� +� :� � �' i� i � i � � :� ��: � : i:i �� r` �� : , u � � �: 1 �; �, l c �•� �-r �- r•� � � rrr� � 1 r� • �'i' �'�: ��: � � � ; � . `.,�� r ♦; : - i � :• � - � �- w ; ;� ; . � - . • ; i i „ �r , - ♦ i-. � ; �i � ; , � , .,,i� �:, � � : , r, � .. �` � � �: s � � � : : .� : � r ,,� ; Respondent hereby assigna to the City any and a11 claims for overcharges aseociated with this contract which arise under the °trust lawa of the United States, 15 USCA S°on 1 ., and which arlse under the antitruet laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.d1, The undersigned affirms that they have read snd do understand the specificatione, all exhibits snd a hments contained in tlus solicitation package. The undersi ed ees that the eollcitation package posted on the website are the official specifications and shall not alter the electronic copy of the spec2fications and/or pricing sheet (Exhibit 1), without clearly identifying changes. The undereigned understands they will be responeible for momtoring the City of Denton Purchasing Website st: http•// cityofdenton com/index as�x7naae=397 to ure they have downloaded and aigned all addendum(s) re ir for eubmission wsth thev response. I��y� t�� r� x�� il��l ��°��9,��r�� iw� t�ff� submission, nor have T withheld in% fiion in my �t��;r�� a�a��!�� a��w�r��w��. V�� rav�� ' �,�� i��`+�rr�z��on given by me in this aubmieaion will be investigated, �v�� "ull ��a��, ��a� �1�� °��a�ati�� t+r� �amissions may cause my submission to be rejected. Ac owl ge recelpt of follovv�ng addenda to the solicitation: de um No 1 Dated Received ��. ._. �..,�_ _ _ . . .�... � ...w ......,.� ...�.e.w �......� ...._......._ Addendum No 2 Dated Received ... ��.,,,,�, . .�,..� ..,,,,,,_ .., ..�a...... ,.,_,.._..� Addendum No 3 Dated Received NA A A SS F CO PA . AUT O E P SE A E: < Weir i77,LLC Si e � �„/,N, ,w,.,; ,,.,ww �,w�,.w, �.,,,,,,,.�......�.w,.......... .—_. ..�-�.,� � �- � � ... 10850_Luna Rd Dallas Tx 75220 Date _..��_ %� ....� �,, .,.w.._........__..._..._�,s�.....�.�.��m._�..�....�.�. � � � � •,,1, �; .,.�: . ' � u; , �� r� RFP 5634 ,� � ' � ,• Page 1? of 17 �� Y � UATE (MMIDD/YNY1� _, 10/7/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION UNLY AND CONFERS NO RIGHT3 UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATNE OR PRODUCER, AND THE CERTIFICATE HOLDER. NVI�C�d�f�'"fi�4N�: 1'� t�r� ��k�'�c�4e� I�c��° Y��a an �,�C�1°I°dC�NII�L pl��l�t��m the ��I�yr�P'r�� must be a�r�d�ar.��cN. If ��FF��e�"�N{�� 1� M1��kIM��, st��,a;�t to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such ��r��m��: �. PRODUCER �� T Sr'�lkC�� i"'L��'�,tt ... . _ .......� F�M�c��aE ��,x Mullis Newby Hurst LP , (972)201-0127 . �s�z�zoi-oiz3 5057 Keller Springs Road, Suite 400 �� s,�'u��.tt@mnhins.com Liberty Plaza II INSURER(SI AFFORDING COVERAOE NAIC � ��.�........ . . !�.._.�._.._ : ........_ WW..w........._ .......................... ...... _.....��_..__ , ex�ublic General Ins Corp �4139. Addison Tii irJ�O� INSl1RERA ��.d li �� iNSUr�o iNSUeeee:Travelers Prop Casualtv Comt�anv 5674 _ _,_--- .� � ..... ...__ . _,_ ,_ �.,.___. �, m � .___.�,_ , ..... . W@ir 777 � IaLC INSl1RER C� �. . .:..... .. .. .�.�,�,.. . . . . . � P. O. Box 541793 INCl1�ER q; .�._......_. �.. ...�,...�,� Dallas, TX 75354-1793 iNSUReRe. F: �tC�"U"��A�� '��°N��i��"M"�' NUMBER:2014-2015 ��;MdI�N�� +IN��6��: THIS IS TO CERTIFY THAT THE POUCIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD i INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS ' CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ___W__�_ _............�...� p�, . __.� _m.., _.m�. ��.W. ....�....�.......� ..................�_�.�..�..... .�.....�_.. i tso � TYPE OF INSURANCE iu " �� h� � � �� .,mqy c�w u�nm POLICYNl1MBER .�� y�pyy�� p�J@� '�YY LIMITS ... ---- ,,,�..,. : .�„M,...,�..,..�.�.. GENERAL LIABILITY EACH OCCURRENCE S 1� OOO � OOQ ....._ :� .... �:d7M�N9�Af f�CAi�IR 0..�N=1F�-0C��'��941 19�4W�E1.�6'�b'' p�R��.�,�ik �,��"'�`V��"A1� ...�..._......__ ..��._.. _� „,� - ,aa FMISFSlFw �� S 300 , 00a ....... _.._.. , ... ��_..��,;� _......:.�,� _�,�,...._.. �,�, _� .. .. �o/i/zoia ,o/i/zois �j � 4:1r4q�IS� Wyl�u��^: �� rc��:;q�q� 6CG4 9181407 MED ExP fAnv ane oersonl ' S_ 10 OOa �� ..w.Y._� �..........�,..,� ^ PERSONAL 8 ADV INJURY 5 1, OOO , OOO S.�E9�PL�I�.�B .�iJ�4,vF�kFGaWYTE,... ...... ..�.........:.�. .. ...�_� s 2,000 006 GEN°L ��C,Nd� .� ... `� �. _W� .__� ...��_� ^�;"sJA'I k LIMIT ,qi'��.li,:� PER: il�d�CNV�tlf`i`�� - CC761d� M�7��^ Wh�,�C7 S 2� OOO � OOQ� .�,n -- _� _ _._ _._.. _— _.. � �'C3LPd.��" �," �'f��.7- �.�Y�.� ... �. AUTOMOBILE LIABILITY ' i J�7 �31P�IiF � � �I�B �- tl {d�G �a��.��r]�g. W. .�.... 1�w 0 0 0� 0 0 0 � A�0 BODILY INJURY (Per person) $ .._..__ —_....—_. --------------. � ALLOWNED SCHEDULED 6CA491B1907 10/1/2014 �0/1/2015 gODILYINJURY(Peraccldent) $ AUTOS AUTOS ..�� ........................................_.�..w�� X X� NON-OWNED If N"tC)P �&�T"r` ¢Y,h6�tlP4C`sE:' $ HIREDAUTOS AUTO5 y�� M ._�� _� a X�'�. UMBRELLA LIAB �� X OCCUR �� EACH OCCURRENCE S�� 5� OOO , OOO �.. a.,�,,,,,, .............. __.. ... .... __.._..___._......�,. B EXCE6S LIA6 CLAIMS-MADE UP51�15923 10/1/2014 10/1/2015 AGGREGATE S $, ��0 , �0� �........ {]FI] RFTFNTIQN R S WdRKER6 COMPENSATION � � X Wc 5T/1iU- v"PHI- TlIDV I I�AITC FD ANDEMPLOYERS'LIABILITY -'�'� ' ••••••�• "�° °°°°-•• °•-••• ••••••- �ICER/MEMBERrEXCLUDED7 ECUTIVE ❑ ILO/1/2014 'LO/1/2015 �EL EACH ACCIDENT $ 1 000 000 YIN N/A (MendewrylnNH) 6CW49181407 E,L DISEASE EAEMPLOYE; S 1�000 000 If yes, describe under ' -' � �ESCRIPTION OF OPERATIONS below � wwmmITm � mmmmmmmmmmITmm ITITITITm IT� E.L. DISEASE - POLICY LIMIT S 1. 000 . OOU .....�W...�._.._...._.��.�._......�� . .�..�,. �..._ ._...�.�.�� w..._ ............. �.._.W......�.�.._ DESCRIPTION OF pPERAT1ON31 LOCATIONS 1 VEHICLES (Attaeh ACORD 101, AddlUonal Remarks Schedule, N more space Is requlred) RE: RFP # 5634 - Weir 777, LLC as Materials Supplier CERTIFICATE HOLDER as City of Denton, its Officials, Aqents, Employees and Volunteers Policies except Workers' Cornpensation include blanket Additional Insured endorsement providinq Additional Insured status to Certiticate Solder for Onqoinq and Cempleted Operations and Primary and Non-Contributory status phen evidenced by written contract with requirement between Named Tnsured and Certificate Holder. All policies include Thirty (30) Day Csncellation except Ten (10) Day Nonpayment of Premium or except Insured Request. City of Denton Materials Management 901 8 Texas Street Denton, TX 76209 ACORD 25 (2010/05) IN 5095 r�m nn�i �� SHOULD ANY OF THE ABOVE DESCRIBED POLICIE5 BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE u „�� ,�..... � �m.. Y,. Scott Stagner/SANDYF • - �� 1988-2010 ACORD CORPORATION. All rights reserved. Ti.0 A�`Afill n�me onrl Innn ��n renie4nrerl m�r4e nf Al:A17I1