2016-008ORDINANCE NO. 2016-008
AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A
CONTRACT FOR THE PURCHASE OF ELECTRIC UTILITY ALUMINUM SWAGE
CONNECTORS TO BE STOCKED IN THE CITY OF DENTON DISTRIBUTION CENTER;
PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN
EFFECTIVE DATE (RFP 5861— AWARDED TO IRBY UTILITIES IN THE THREE (3) YEAR
NOT -TO- EXCEED AMOUNT OF $660,000).
WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for
the supply of electric utility aluminum swage connectors 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.
FILE NUMBER CONTRACTOR AMOUNT
G1;fiJ
Irby Utilities
$660,000
SECTION 2. By the acceptance and approval of the above numbered items of the submitted
proposals, the City accepts the offer of the persons submitting the proposals for such items and
agrees to purchase the materials, equipment, supplies or services in accordance with the terms,
specifications, standards, quantities and for the specified sums contained 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 RFP 5861 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.
PASSED AND APPROVED this the day of � ya ._.. ., 2016.
CHRIS WATTS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: mmm.
APPR ::iD AS' 0 LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY: �..
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DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND IRBY UTILITIES
(RFP 5861)
January 5, 2016
THIS CONTRACT is made and entered into this date A.D.,
by and between Irby Utilities, a corporation, whose address is 7125 Belton Street, Fort Worth, TX
76118, hereinafter referred to as "Supplier," 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 in accordance with the City's RFP # 5861 — Su ply of
Electric Utility Aluminum Swage Fittings, 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, or on file, and incorporated herein by reference:
(a) Special Terms and Conditions (Exhibit "A ")
(b) City of Denton's RFP 5861 (Exhibit "B" on file at the office of the Purchasing
Agent)
(c) City of Denton Standard Terms and Conditions (Exhibit "C ")
(d) Form CIQ — Conflict of Interest Questionnaire (Exhibit "D ").
(e) Supplier's Proposal. (Exhibit "E ");
These documents make up the Contract documents and what is called for by one shall be
as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions
of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence
first to the written agreement then to the contract documents in the order in which they are listed
above. These documents shall be referred to collectively as "Contract Documents."
RFP 5861
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IN WITNESS WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
SUPPLIER IRBY UTILITIES
BY: (—Docu5igned by:
Ssta � t.S
A RgZE)SSIGNATURE
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: D!5igned by:
—au r (Pars
CSBFAFC1821946D...
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY: 5ocu
Signed by:
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C821996C2A2B439...
RFP 5861
CITY OF DENTON, TEXAS
DocuSigned by:
BY: wry- C.pti�l(
GEORGE C. AMMEEE, CITY MANAGER
1/7/2016
Date:
Russell James
Name:
Title:
SALES
fames @irby.com
Email:
8173214011
Phone:
12/16/2015
Date:
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: D!5igned by:
—au r (Pars
CSBFAFC1821946D...
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
BY: 5ocu
Signed by:
6'6t �. p
C821996C2A2B439...
RFP 5861
CITY OF DENTON, TEXAS
DocuSigned by:
BY: wry- C.pti�l(
GEORGE C. AMMEEE, CITY MANAGER
1/7/2016
Date:
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit A
Special Terms and Conditions
The Quantities indicated on Exhibit E are estimates based upon the best available information.
The City reserves the right to increase or decrease the quantities to meet its actual needs without
any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis.
Product Changes During Contract Term
The supplier shall not change specifications during the contract term without prior approval. Any
deviation in the specifications or change in the product must be approved in advance by the City
of Denton. Notice of a change shall be submitted in writing to
dentonpurchasing Lcityofdenton.com, with the above file number in the subject line, for review.
Products found to have changed specifications without notification, and acceptance, will be
returned at the supplier's expense. Products that have been installed will be replaced at the
supplier's expense.
Authorized Distributor
The supplier shall be the manufacturer or authorized distributor of the proposed products. The
distributor shall be authorized to sell to the City of Denton, and make available the manufacturer's
representative as needed by the City.
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.
Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall
automatically renew each year, from the date of award by City Council, unless either party notifies
the other prior to the scheduled renewal date in accordance with the provision of the section titled
"price adjustments ", or the section(s) titled "termination ". Extension of contract terms will require
mutual agreement of the parties.
Price Escalation and De- escalation
Prices for the commodities or services described in the RFP must be firm for a period of one year
from date of contract award. Requests made for pricing adjustments will be supported by
manufacturer or supplier cost justification support, including, but not limited to, applicable
industry index data provided by associated manufacturer(s) in accordance with the product
represented. The price adjustments may be submitted annually from the contract execution date to
the City for review, and acceptance.
Cooperative Purchasing /Pius Back Option
The contract resulting from this solicitation will be available for use by all governmental entities
within a 75 mile radius of Suppliers's base location associated to the specific solicitation, providing
there is no conflict with any applicable statutes, rules, policies, or procedures. The governmental
entities will have the option to use the pricing as agreed to within the resulting contract.
Governmental entities will issue their internal purchase orders directly to the supplier, however,
shall reference and cite the City of Denton contract number (Solicitation number) within the
purchase order document.
RFP 5861
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After award, the supplier agrees to pay a service fee in the amount of 2% of the dollar amount
of all issued purchase orders generated from use of this contract. The supplier further agrees to
remit the service fee by check on a quarterly basis for the previous quarter spent through this
contract, to Julia Klinck, Purchasing Coordinator at 901B Texas Street, Denton, TX 76209, on or
by the Fifteen day of each month, following the end of the quarter. The supplier shall also provided
quarterly sales reports from the contract awards and Purchase Orders issued from the Contract, for
the purpose of billing and collecting the service fee, and for compiling required purchasing history.
This report shall be sent to 12urchasingLcityofdenton.com on or by the tenth day of each month.
The supplier further agrees that the City of Denton shall have the right, upon reasonable written
notice, to review the Contractor's records pertaining to purchases under this awarded contract to
verify the accuracy of service fees charged to the Contractor.
Total Contract Amount
The contract total shall not exceed $660,000. Pricing shall be per Exhibit E attached.
Delivery Lead Time
Product or services shall be delivered to the City per the days /weeks noted in Exhibit E after
receipt of the order.
RFP 5861
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Exhibit A
Special Terms and Conditions
Mutually Agreed Amendments
Contract Exhibit B- "RFP 5861, Exhibit 2 Section A- General Provisions" shall be amended
for the following identified sections only. All other Terms and Conditions shall remain
unchanged.
17. INSURANCE
This section shall be deleted. This is supply only contract with no services performed on
site.
18. PERFORMANCE LIQUIDATED DAMAGES
The Contractor shall be assessed a one (1 %) percent fee each week when any one of the
performance standards outlined above are not met in full for "normal condition" orders and
based on usages in line with estimated annual quantities supplier by the City. At the end of
each month, the City will review the monthly reports and determine the percentage of
penalty to be assessed to the Contractor's monthly profit margin.
19. WARRANTIES
The contractor shall provide a warranty that is standard in the industry, which is a "pass
through" warranty condition for this agreement. Repair or Maintenance of fleet not
performed to industry standards shall be accomplished at the contractor's expense, at the
option of the City.
26. SHIPPING, DELIVERY, AND PACKAGING
All other sections under Section 26 shall remain unchanged, except the following, which
are amended to read.
Delivery Delays:
If delay is foreseen, Contractor shall give written notice to the Customer and
must keep Customer advised at all times of status of order. Default in promised
delivery (without accepted reasons) or failure to meet specifications authorizes
the Customer to purchase goods and associated fulfillment services of this RFP
elsewhere and charge any increased costs for the goods, including cost of
resoliciting, to the Contractor. Failure to pay a damage assessment is cause for
Contract cancellation and /or removal of the Respondent from the City's authorized
list of suppliers.
Restocking Fee
The Customer may request that a Contractor accept return of merchandise already
delivered or that a Contractor cancel an order prior to delivery. If the return is
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required through no fault of the Contractor, the Contractor may request a reasonable
restocking charge.
Contract 5861, "Exhibit C — City of Denton Standard Purchase Terms and Conditions" shall
be amended for the following identified sections only. All other Terms and Conditions shall
remain unchanged.
(Opening Paragraph 1)
These standard Terms and Conditions and the Terms and Conditions, Specifications,
Drawings and other requirements included in the City of Denton's solicitation are
applicable to Contracts /Purchase Orders issued by the City of Denton hereinafter referred
to as the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or
Supplier. Any deviations must be in writing and signed by a representative of the City's
Procurement Department and the Supplier. No Terms and Conditions contained in the
Sellers Proposal response, Invoice or Statement shall serve to modify the terms set forth
herein unless noted as Special Conditions, which have been mutually agreed upon.. If there
is a conflict between the provisions on the face of the Contract/Purchase Order these
written provisions and attachments will take precedence.
6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be
shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and
Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to
include all delivery and transportation charges. In the event shipping charges are
applicable, the City shall have the right to designate what method of transportation shall be
used to ship the deliverables. The place of delivery shall be that set forth the purchase order.
17. RIGHT TO AUDIT
A. The City shall have the right to audit and make copies of the books, records and
computations pertaining to the Contract. The Contractor shall retain such books, records,
documents and other evidence pertaining to the Contract period and five years thereafter,
except if an audit is in progress or audit findings are yet unresolved, in which case records
shall be kept until all audit tasks are completed and resolved. These books, records,
documents and other evidence shall be available, within ten (10) business days of written
request. Furthermore, the Contractor, to the best of its ability, 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.
19. WARRANTY - PRICE
B. The Contractor certifies that the prices in the Offer have been arrived at independently
without consultation, communication, or agreement for the purpose of restricting
competition, as to any matter relating to such fees with any other firm or with any
competitor.
RFP 5861
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20. WARRANTY — TITLE
The Contractor represents within reasonable expectation that it has good and indefeasible
title to all deliverables furnished under the Contract, and that the deliverables are free and
clear of all liens, claims, security interests and encumbrances. The Contractor shall
indemnify and hold the City harmless from and against all adverse title claims to the
deliverables.
21. WARRANTY — DELIVERABLES
The Contractor represents within reasonable expectation that all deliverables sold the City
under the Contract shall be free from defects in design, workmanship or manufacture, and
conform in all material respects to the specifications, drawings, and descriptions in the
Solicitation, to any samples furnished by the Contractor, to the terms, covenants and
conditions of the Contract, and to all applicable State, Federal or local laws, rules, and
regulations, and industry codes and standards. Unless otherwise stated in the Solicitation,
the deliverables shall be new or recycled merchandise, and not used or reconditioned.
C. Unless otherwise specified in the Contract, the warranty period shall be one year from
the date of delivery of the deliverables, from the date of acceptance of any replacement
deliverables, or as a term stated by the corresponding manufacturer. If during the warranty
period, one or more of the above warranties are breached, the Contractor shall promptly
upon receipt of demand either repair the non - conforming deliverables, or replace the non-
conforming deliverables with fully conforming deliverables, at the City's option and at no
additional cost to the City. All costs incidental to such repair or replacement, including but
not limited to, any packaging and shipping costs shall be borne exclusively by the
Contractor. The City shall endeavor to give the Contractor written notice of the breach of
warranty within thirty (30) calendar days of discovery of the breach of warranty.
27. TERMINATION FOR CAUSE
In the event of a default by either party, the other party 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 defaulting party, within such ten (10) day
period, cures such default, or provides evidence sufficient to prove to the other party
reasonable satisfaction that such default does not, in fact, exist. In addition to any other
remedy available under law or in equity, the non - defaulting party shall be entitled to
recover all actual damages, costs, losses and expenses, incurred by the non - defaulting as a
result of the defaulting party's default, including, without limitation, cost of cover,
reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the
maximum lawful rate. Additionally, in the event of a default by the Contractor, the City
may remove the Contractor from the City's vendor list for three (3) years and any Offer
submitted by the Contractor may be disqualified for up to three (3) years. All rights and
remedies under the Contract are cumulative and are not exclusive of any other right or
remedy provided by law.
28. TERMINATION WITHOUT CAUSE
The City shall have the right to terminate the Contract, in whole or in part, without cause
any time upon thirty (30) calendar days' prior written notice. Upon receipt of a notice of
termination, the Contractor shall promptly cease all further work pursuant to the Contract,
with such exceptions, if any, specified in the notice of termination. The City shall pay the
RFP 5861
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Contractor to the extent 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.
38. OWNERSHIP AND USE OF DELIVERABLES:
A. Patents. As to any patentable subject matter contained in the deliverables, the
Contractor, to the best of its ability and in working with the corresponding manufacturer(s),
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, to the best of its ability and in working with corresponding manufacturer(s),
that 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, to the best of its ability and with corresponding manufacturer(s), assigns to the
City (and agrees to cause each of its employees providing services to the City hereunder to
execute, acknowledge, and deliver an assignment to the City of title, and interest in and to
such deliverables. With respect to such work made - for -hire, the Contractor, to the best of
its ability and with corresponding manufacturer(s), 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. Furthermore, the Contractor, to the best of its ability and with
corresponding manufacturer(s), 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.
67. RECORDS RETENTION
RFP 5861
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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 two (2) 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 5861
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Exhibit C
City of Denton
Standard Purchase Terms and Conditions
These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings
and other requirements included in the City of Denton's contract are applicable to
contracts /purchase orders issued by the City of Denton hereinafter referred to as the City or Buyer
and the Seller or respondent herein after referred to as Contractor or Supplier. Any deviations must
be in writing and signed by a representative of the City's Procurement Department and the
Supplier. No Terms and Conditions contained in the seller's proposal response, invoice or
statement shall serve to modify the terms set forth herein. If there is a conflict between the
provisions on the face of the contract/purchase order these written provisions will take precedence.
The Contractor agrees that the contract shall be governed by the following terms and conditions,
unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the contract,
Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a solicitation to purchase goods, and
sections 9, 10, 11, 22 and 32 shall apply only to a solicitation to purchase services to be performed
principally at the City's premises or on public rights -of -way.
1. CONTRACTOR'S OBLIGATIONS. The Contractor shall fully and timely provide all
deliverables described in the Solicitation and in the Contractor's Offer in strict accordance with
the terms, covenants, and conditions of the Contract and all applicable Federal, State, and local
laws, rules, and regulations.
2. EFFECTIVE DATE /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. CONTRACTOR TO PACKAGE DELIVERABLES: The Contractor will package
deliverables in accordance with good commercial practice and shall include a packing list showing
the description of each item, the quantity and unit price unless otherwise provided in the
Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly
and permanently marked as follows: (a) The Contractor's name and address, (b) the City's name,
address and purchase order or purchase release number and the price agreement number if
applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the
number of the container bearing the packing list. The Contractor shall bear cost of packaging.
Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all
the requirements of common carriers and any applicable specification. The City's count or weight
shall be final and conclusive on shipments not accompanied by packing lists.
4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to
ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of
deliverables.
5. TITLE & RISK OF LOSS: Title to and risk of loss of the deliverables shall pass to the City
only when the City actually receives and accepts the deliverables.
RFP 5861
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6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be
shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and
Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to include
all delivery and transportation charges. The City shall have the right to designate what method of
transportation shall be used to ship the deliverables. The place of delivery shall be that set forth
the purchase order.
7. RIGHT OF INSPECTION AND REJECTION: The City expressly reserves all rights under
law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at
delivery before accepting them, and to reject defective or non - conforming deliverables. If the City
has the right to inspect the Contractor's, or the Contractor's Subcontractor's, facilities, or the
deliverables at the Contractor's, or the Contractor's Subcontractor's, premises, the Contractor shall
furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance
to the City to facilitate such inspection.
8. NO REPLACEMENT OF DEFECTIVE TENDER: Every tender or delivery of deliverables
must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity.
Any non - complying tender shall constitute a breach and the Contractor shall not have the right to
substitute a conforming tender; provided, where the time for performance has not yet expired, the
Contractor may notify the City of the intention to cure and may then make a conforming tender
within the time allotted in the contract.
9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the
sites where the Contractor is to perform the services as required in order for the Contractor to
perform the services in a timely and efficient manner, in accordance with and subject to the
applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied
itself as to the nature of the City's service requirements and specifications, the location and
essential characteristics of the work sites, the quality and quantity of materials, equipment, labor
and facilities necessary to perform the services, and any other condition or state of fact which could
in any way affect performance of the Contractor's obligations under the contract. The Contractor
hereby releases and holds the City harmless from and against any liability or claim for damages of
any kind or nature if the actual site or service conditions differ from expected conditions.
The contractor shall, at all times, exercise reasonable precautions for the safety of their employees,
City Staff, participants and others on or near the City's facilities.
10. WORKFORCE
A. The Contractor shall employ only orderly and competent workers, skilled in the performance
of the services which they will perform under the Contract.
B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while
engaged in participating or responding to a solicitation or while in the course and scope of
delivering goods or services under a City of Denton contract or on the City's property.
i. use or possess a firearm, including a concealed handgun that is licensed under state law, except
as required by the terms of the contract; or
ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances,
nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job.
C. If the City or the City's representative notifies the Contractor that any worker is incompetent,
disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed
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any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the
Contractor shall immediately remove such worker from Contract services, and may not employ
such worker again on Contract services without the City's prior written consent.
Immigration: The Contractor represents and warrants that it shall comply with the requirements
of the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification
and retention of verification forms for any individuals hired on or after November 6, 1986, who
will perform any labor or services under the Contract and the Illegal Immigration Reform and
Immigrant Responsibility Act of 1996 ( "IIRIRA) enacted on September 30, 1996.
11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL
REGULATIONS: The Contractor, it's Subcontractors, and their respective employees, shall
comply fully with all applicable federal, state, and local health, safety, and environmental laws,
ordinances, rules and regulations in the performance of the services, including but not limited to
those promulgated by the City and by the Occupational Safety and Health Administration (OSHA).
In case of conflict, the most stringent safety requirement shall govern. The Contractor shall
indemnify and hold the City harmless from and against all claims, demands, suits, actions,
judgments, fines, penalties and liability of every kind arising from the breach of the Contractor's
obligations under this paragraph.
Environmental Protection: The Respondent shall be in compliance with all applicable standards,
orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et
seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S.C. § 1251 et seq.).
12. INVOICES:
A. The Contractor shall submit separate invoices in duplicate on each purchase order or purchase
release after each delivery. If partial shipments or deliveries are authorized by the City, a separate
invoice must be sent for each shipment or delivery made.
B. Proper Invoices must include a unique invoice number, the purchase order or delivery
order number and the master agreement number if applicable, the Department's Name, and
the name of the point of contact for the Department. Invoices shall be itemized and
transportation charges, if any, shall be listed separately. A copy of the bill of lading and the freight
waybill, when applicable, shall be attached to the invoice. The Contractor's name, remittance
address and, if applicable, the tax identification number on the invoice must exactly match the
information in the Vendor's registration with the City. Unless otherwise instructed in writing, the
City may rely on the remittance address specified on the Contractor's invoice.
C. Invoices for labor shall include a copy of all time - sheets with trade labor rate and deliverables
order number clearly identified. Invoices shall also include a tabulation of work -hours at the
appropriate rates and grouped by work order number. Time billed for labor shall be limited to
hours actually worked at the work site.
D. Unless otherwise expressly authorized in the Contract, the Contractor shall pass through all
Subcontract and other authorized expenses at actual cost without markup.
E. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced
amount.
The City will furnish a tax exemption certificate upon request.
13. PAYMENT:
A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within
thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received
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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 firm who is in arrears to the City of Denton for
delinquent taxes, the City may offset indebtedness owed the City through payment withholding.
F. Payment will be made by check unless the parties mutually agree to payment by credit card or
electronic transfer of funds. The Contractor agrees that there shall be no additional charges,
surcharges, or penalties to the City for payments made by credit card or electronic funds transfer.
G. The awarding or continuation of this contract is dependent upon the availability of funding. The
City's payment obligations are payable only and solely from funds Appropriated and available for
this contract. The absence of Appropriated or other lawfully available funds shall render the
Contract null and void to the extent funds are not Appropriated or available and any deliverables
delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor
written notice of the failure of the City to make an adequate Appropriation for any fiscal year to
pay the amounts due under the Contract, or the reduction of any Appropriation to an amount
insufficient to permit the City to pay its obligations under the Contract. In the event of none or
inadequate appropriation of funds, there will be no penalty nor removal fees charged to the City.
14. TRAVEL EXPENSES: All travel, lodging and per diem expenses in connection with the
Contract shall be paid by the Contractor, unless otherwise stated in the contract terms. During the
term of this contract, the contractor shall bill and the City shall reimburse contractor for all
reasonable and approved out of pocket expenses which are incurred in the connection with the
performance of duties hereunder. Notwithstanding the foregoing, expenses for the time spent by
the contractor in traveling to and from City facilities whall not be reimbursed, unless otherwise
negotiated.
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15. FINAL PAYMENT AND CLOSE -OUT:
A. If a DBE /MBE /WBE Program Plan is agreed to and the Contractor has identified
Subcontractors, the Contractor is required to submit a Contract Close -Out MBE /WBE Compliance
Report to the Purchasing Manager no later than the 15th calendar day after completion of all work
under the contract. Final payment, retainage, or both may be withheld if the Contractor is not in
compliance with the requirements as accepted by the City.
B. The making and acceptance of final payment will constitute:
i. a waiver of all claims by the City against the Contractor, except claims (1) which have been
previously asserted in writing and not yet settled, (2) arising from defective work appearing after
final inspection, (3) arising from failure of the Contractor to comply with the Contract or the terms
of any warranty specified herein, (4) arising from the Contractor's continuing obligations under
the Contract, including but not limited to indemnity and warranty obligations, or (5) arising under
the City's right to audit; and ii. a waiver of all claims by the Contractor against the City other than
those previously asserted in writing and not yet settled.
16. SPECIAL TOOLS & TEST EQUIPMENT: If the price stated on the Offer includes the cost
of any special tooling or special test equipment fabricated or required by the Contractor for the
purpose of filling this order, such special tooling equipment and any process sheets related thereto
shall become the property of the City and shall be identified by the Contractor as such.
17. RIGHT TO AUDIT:
A. The City shall have the right to audit and make copies of the books, records and computations
pertaining to the Contract. The Contractor shall retain such books, records, documents and other
evidence pertaining to the Contract period and five years thereafter, except if an audit is in progress
or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are
completed and resolved. These books, records, documents and other evidence shall be available,
within ten (10) business days of written request. Further, the Contractor shall also require all
Subcontractors, material suppliers, and other payees to retain all books, records, documents and
other evidence pertaining to the Contract, and to allow the City similar access to those documents.
All books and records will be made available within a 50 mile radius of the City of Denton. The
cost of the audit will be borne by the City unless the audit reveals an overpayment of 1 % or greater.
If an overpayment of 1% or greater occurs, the reasonable cost of the audit, including any travel
costs, must be borne by the Contractor which must be payable within five (5) business days of
receipt of an invoice.
B. Failure to comply with the provisions of this section shall be a material breach of the Contract
and shall constitute, in the City's sole discretion, grounds for termination thereof. Each of the
terms "books ", "records ", "documents" and "other evidence ", as used above, shall be construed to
include drafts and electronic files, even if such drafts or electronic files are subsequently used to
generate or prepare a final printed document.
18. SUBCONTRACTORS:
A. If the Contractor identified Subcontractors in a DBE /MBE /WBE agreed to Plan, the Contractor
shall comply with all requirements approved by the City. The Contractor shall not initially employ
any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute
any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in
writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or
remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan
has been approved, the Contractor is additionally required to submit a monthly Subcontract
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Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day
of each month.
B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract
between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the
terms of the
Contract, and shall contain provisions that:
i. require that all deliverables to be provided by the Subcontractor be provided in strict
accordance with the provisions, specifications and terms of the Contract;
ii. prohibit the Subcontractor from further subcontracting any portion of the Contract
without the prior written consent of the City and the Contractor. The City may require, as
a condition to such further subcontracting, that the Subcontractor post a payment bond in
form, substance and amount acceptable to the City;
iii. require Subcontractors to submit all invoices and applications for payments, including
any claims for additional payments, damages or otherwise, to the Contractor in sufficient
time to enable the Contractor to include same with its invoice or application for payment
to the City in accordance with the terms of the Contract;
iv. require that all Subcontractors obtain and maintain, throughout the term of their
contract, insurance in the type and amounts specified for the Contractor, with the City
being a named insured as its interest shall appear; and
v. require that the Subcontractor indemnify and hold the City harmless to the same extent
as the Contractor is required to indemnify the City.
C. The Contractor shall be fully responsible to the City for all acts and omissions of the
Subcontractors just as the Contractor is responsible for the Contractor's own acts and omissions.
Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual
relationship between the City and any such Subcontractor, nor shall it create any obligation on the
part of the City to pay or to see to the payment of any moneys due any such Subcontractor except
as may otherwise be required by law.
D. The Contractor shall pay each Subcontractor its appropriate share of payments made to the
Contractor not later than ten (10) calendar days after receipt of payment from the City.
19. WARRANTY - PRICE:
A. The Contractor warrants the prices quoted in the Offer are no higher than the Contractor's
current prices on orders by others for like deliverables under similar terms of purchase.
B. The Contractor certifies that the prices in the Offer have been arrived at independently without
consultation, communication, or agreement for the purpose of restricting competition, as to any
matter relating to such fees with any other firm or with any competitor.
C. In addition to any other remedy available, the City may deduct from any amounts owed to the
Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current
prices on orders by others for like deliverables under similar terms of purchase.
20. WARRANTY — TITLE: The Contractor warrants that it has good and indefeasible title to all
deliverables furnished under the Contract, and that the deliverables are free and clear of all liens,
claims, security interests and encumbrances. The Contractor shall indemnify and hold the City
harmless from and against all adverse title claims to the deliverables.
21. WARRANTY — DELIVERABLES: The Contractor warrants and represents that all
deliverables sold the City under the Contract shall be free from defects in design, workmanship or
manufacture, and conform in all material respects to the specifications, drawings, and descriptions
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in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and
conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations,
and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall
be new or recycled merchandise, and not used or reconditioned.
A. Recycled deliverables shall be clearly identified as such.
B. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty
implied by law; and any attempt to do so shall be without force or effect.
C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from
the date of acceptance of the deliverables or from the date of acceptance of any replacement
deliverables. If during the warranty period, one or more of the above warranties are breached, the
Contractor shall promptly upon receipt of demand either repair the non - conforming deliverables,
or replace the non - conforming deliverables with fully conforming deliverables, at the City's option
and at no additional cost to the City. All costs incidental to such repair or replacement, including
but not limited to, any packaging and shipping costs shall be borne exclusively by the Contractor.
The City shall endeavor to give the Contractor written notice of the breach of warranty within
thirty (30) calendar days of discovery of the breach of warranty, but failure to give timely notice
shall not impair the City's rights under this section.
D. If the Contractor is unable or unwilling to repair or replace defective or non - conforming
deliverables as required by the City, then in addition to any other available remedy, the City may
reduce the quantity of deliverables it may be required to purchase under the Contract from the
Contractor, and purchase conforming deliverables from other sources. In such event, the
Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to
procure such deliverables from another source.
E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate
manufacturer's warranty, the Contractor shall transfer and assign such manufacturer's warranty to
the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the
Contractor shall assist and cooperate with the City to the fullest extent to enforce such
manufacturer's warranty for the benefit of the City.
22. WARRANTY — SERVICES: The Contractor warrants and represents that all services to be
provided the City under the Contract will be fully and timely performed in a good and workmanlike
manner in accordance with generally accepted industry standards and practices, the terms,
conditions, and covenants of the Contract, and all applicable Federal, State and local laws, rules
or regulations.
A. The Contractor may not limit, exclude or disclaim the foregoing warranty or any warranty
implied by law, and any attempt to do so shall be without force or effect.
B. Unless otherwise specified in the Contract, the warranty period shall be at least one year from
the Acceptance Date. If during the warranty period, one or more of the above warranties are
breached, the Contractor shall promptly upon receipt of demand perform the services again in
accordance with above standard at no additional cost to the City. All costs incidental to such
additional performance shall be borne by the Contractor. The City shall endeavor to give the
Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery
of the breach warranty, but failure to give timely notice shall not impair the City's rights under
this section.
C. If the Contractor is unable or unwilling to perform its services in accordance with the above
standard as required by the City, then in addition to any other available remedy, the City may
reduce the amount of services it may be required to purchase under the Contract from the
Contractor, and purchase conforming services from other sources. In such event, the Contractor
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shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such
services from another source.
23. ACCEPTANCE OF INCOMPLETE OR NON - CONFORMING DELIVERABLES: If,
instead of requiring immediate correction or removal and replacement of defective or non-
conforming deliverables, the City prefers to accept it, the City may do so. The Contractor shall pay
all claims, costs, losses and damages attributable to the City's evaluation of and determination to
accept such defective or non - conforming deliverables. If any such acceptance occurs prior to final
payment, the City may deduct such amounts as are necessary to compensate the City for the
diminished value of the defective or non - conforming deliverables. If the acceptance occurs after
final payment, such amount will be refunded to the City by the Contractor.
24. RIGHT TO ASSURANCE: Whenever one party to the Contract in good faith has reason to
question the other party's intent to perform, demand may be made to the other party for written
assurance of the intent to perform. In the event that no assurance is given within the time specified
after demand is made, the demanding party may treat this failure as an anticipatory repudiation of
the Contract.
25. STOP WORK NOTICE: The City may issue an immediate Stop Work Notice in the event
the Contractor is observed performing in a manner that is in violation of Federal, State, or local
guidelines, or in a manner that is determined by the City to be unsafe to either life or property.
Upon notification, the Contractor will cease all work until notified by the City that the violation or
unsafe condition has been corrected. The Contractor shall be liable for all costs incurred by the
City as a result of the issuance of such Stop Work Notice.
26. DEFAULT: The Contractor shall be in default under the Contract if the Contractor (a) fails to
fully, timely and faithfully perform any of its material obligations under the Contract, (b) fails to
provide adequate assurance of performance under Paragraph 24, (c) becomes insolvent or seeks
relief under the bankruptcy laws of the United States or (d) makes a material misrepresentation in
Contractor's Offer, or in any report or deliverable required to be submitted by the Contractor to
the City.
27. 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
Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and
any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and
remedies under the Contract are cumulative and are not exclusive of any other right or remedy
provided by law.
28. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the
Contract, in whole or in part, without cause any time upon thirty (30) calendar days' prior written
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notice. Upon receipt of a notice of termination, the Contractor shall promptly cease all further work
pursuant to the Contract, with such exceptions, if any, specified in the notice of termination. The
City shall pay the Contractor, to the extent of funds Appropriated or otherwise legally available
for such purposes, for all goods delivered and services performed and obligations incurred prior to
the date of termination in accordance with the terms hereof.
29. FRAUD: Fraudulent statements by the Contractor on any Offer or in any report or deliverable
required to be submitted by the Contractor to the City shall be grounds for the termination of the
Contract for cause by the City and may result in legal action.
30. DELAYS:
A. The City may delay scheduled delivery or other due dates by written notice to the Contractor if
the City deems it is in its best interest. If such delay causes an increase in the cost of the work
under the Contract, the City and the Contractor shall negotiate an equitable adjustment for costs
incurred by the Contractor in the Contract price and execute an amendment to the Contract. The
Contractor must assert its right to an adjustment within thirty (30) calendar days from the date of
receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the
Dispute Resolution process specified in paragraph 49. However, nothing in this provision shall
excuse the Contractor from delaying the delivery as notified.
B. Neither party shall be liable for any default or delay in the performance of its obligations under
this Contract if, while and to the extent such default or delay is caused by acts of God, fire, riots,
civil commotion, labor disruptions, sabotage, sovereign conduct, or any other cause beyond the
reasonable control of such Party. In the event of default or delay in contract performance due to
any of the foregoing causes, then the time for completion of the services will be extended;
provided, however, in such an event, a conference will be held within three (3) business days to
establish a mutually agreeable period of time reasonably necessary to overcome the effect of such
failure to perform.
31. INDEMNITY:
A. Definitions:
i. "Indemnified Claims" shall include any and all claims, demands, suits, causes of action,
judgments and liability of every character, type or description, including all reasonable costs and
expenses of litigation, mediation or other alternate dispute resolution mechanism, including
attorney and other professional fees for: (1) damage to or loss of the property of any person
(including, but not limited to the City, the Contractor, their respective agents, officers, employees
and subcontractors; the officers, agents, and employees of such subcontractors; and third parties);
and /or (2) death, bodily injury, illness, disease, worker's compensation, loss of services, or loss of
income or wages to any person (including but not limited to the agents, officers and employees of
the City, the Contractor, the Contractor's subcontractors, and third parties), ii. "Fault" shall include
the sale of defective or non - conforming deliverables, negligence, willful misconduct or a breach
of any legally imposed strict liability standard.
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
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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.
32. INSURANCE: The following insurance requirements are applicable, in addition to the specific
insurance requirements detailed in Appendix A for services only. The successful firm shall
procure and maintain insurance of the types and in the minimum amounts acceptable to the City
of Denton. The insurance shall be written by a company licensed to do business in the State of
Texas and satisfactory to the City of Denton.
A. General Requirements:
i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed
to, as submitted to the City and approved by the City within the procurement process, for the
duration of the Contract, including extension options and hold over periods, and during any
warranty period.
ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements
required to the City as verification of coverage prior to contract execution and within fourteen (14)
calendar days after written request from the City. Failure to provide the required Certificate of
Insurance may subject the Offer to disqualification from consideration for award. The Contractor
must also forward a Certificate of Insurance to the City whenever a previously 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
901B Texas Street
Denton, Texas 76209
vii. The "other" insurance clause shall not apply to the City where the City is an additional insured
shown on any policy. It is intended that policies required in the Contract, covering both the City
and the Contractor, shall be considered primary coverage as applicable.
viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall
carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess
Liability Insurance is provided, it shall follow the form of the primary coverage.
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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.
33. CLAIMS: If any claim, demand, suit, or other action is asserted against the Contractor which
arises under or concerns the Contract, or which could have a material adverse affect on the
Contractor's ability to perform thereunder, the Contractor shall give written notice thereof to the
City within ten (10) calendar days after receipt of notice by the Contractor. Such notice to the City
shall state the date of notification of any such claim, demand, suit, or other action; the names and
addresses of the claimant(s); the basis thereof, and the name of each person against whom such
claim is being asserted. Such notice shall be delivered personally or by mail and shall be sent to
the City and to the Denton City Attorney. Personal delivery to the City Attorney shall be to City
Hall, 215 East McKinney Street, Denton, Texas 76201.
34. NOTICES: Unless otherwise specified, all notices, requests, or other communications required
or appropriate to be given under the Contract shall be in writing and shall be deemed delivered
three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered
Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon
receipt by the addressee. Routine communications may be made by first class mail, telefax, or
other commercially accepted means. Notices to the Contractor shall be sent to the address specified
in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices
to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked
to the attention of the Purchasing Manager.
35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material
submitted by the Contractor to the City shall become property of the City upon receipt. Any
portions of such material claimed by the Contractor to be proprietary must be clearly marked as
such. Determination of the public nature of the material is subject to the Texas Public Information
Act, Chapter 552, and Texas Government Code.
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36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents
and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title
to the deliverables and (ii) the 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.
37. 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 Information without the prior written consent of the City or in a manner not
expressly permitted under this Agreement, unless the Confidential Information is required to be
disclosed by law or an order of any court or other governmental authority with proper jurisdiction,
provided the Contractor promptly notifies the City before disclosing such information so as to
permit the City reasonable time to seek an appropriate protective order. The Contractor agrees to
use protective measures no less stringent than the Contractor uses within its own business to protect
its own most valuable information, which protective measures shall under all circumstances be at
least reasonable measures to ensure the continued confidentiality of the Confidential Information.
38. OWNERSHIP AND USE OF DELIVERABLES: The City shall own all rights, titles, and
interests throughout the world in and to the deliverables.
A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees
to disclose such patentable subject matter to the City. Further, if requested by the City, the
Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right,
title, and interest to specific inventions under such patentable subject matter to the City and to
execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute,
acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by
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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 of) all
worldwide right, title, and interest in and to such deliverables. With respect to such work made -
for -hire, the Contractor agrees to execute, acknowledge, and deliver and cause each of its
employees providing services to the City hereunder to execute, acknowledge, and deliver a work -
made- for -hire agreement, in a form to be reasonably approved by the City, to the City upon
delivery of such deliverables to the City or at such other time as the City may request.
C. Additional Assignments. The Contractor further agrees to, and if applicable, cause each of its
employees to, execute, acknowledge, and deliver all applications, specifications, oaths,
assignments, and all other instruments which the City might reasonably deem necessary in order
to apply for and obtain copyright protection, mask work registration, trademark registration and /or
protection, letters patent, or any similar rights in any and all countries and in order to assign and
convey to the City, its successors, assigns and nominees, the sole and exclusive right, title, and
interest in and to the deliverables. The Contractor's obligations to execute, acknowledge, and
deliver (or cause to be executed, acknowledged, and delivered) instruments or papers such as those
described in this Paragraph 38 a., b., and c. shall continue after the termination of this Contract
with respect to such deliverables. In the event the City should not seek to obtain copyright
protection, mask work registration or patent protection for any of the deliverables, but should
desire to keep the same secret, the Contractor agrees to treat the same as Confidential Information
under the terms of Paragraph 37 above.
39. PUBLICATIONS: All published material and written reports submitted under the Contract
must be originally developed material unless otherwise specifically provided in the Contract.
When material not originally developed is included in a report in any form, the source shall be
identified.
40. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior
consent, the fact that the City has entered into the Contract, except to the extent required by law.
41. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has
been employed or retained to solicit or secure the Contract upon any agreement or understanding
for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona
fide established commercial or selling agencies maintained by the Contractor for the purpose of
securing business. For breach or violation of this warranty, the City shall have the right, in addition
to any other remedy available, to cancel the Contract without liability and to deduct from any
amounts owed to the Contractor, or otherwise recover, the full amount of such commission,
percentage, brokerage or contingent fee.
42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without
liability if it is determined by the City that gratuities were offered or given by the Contractor or
any agent or representative of the Contractor to any officer or employee of the City of Denton with
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a view toward securing the Contract or securing favorable treatment with respect to the awarding
or amending or the making of any determinations with respect to the performing of such contract.
In the event the Contract is canceled by the City pursuant to this provision, the City shall be
entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost
incurred by the Contractor in providing such gratuities.
43. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer,
employee, independent consultant, or elected official of the City who is involved in the
development, evaluation, or decision - making process of the performance of any solicitation shall
have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any
willful violation of this section shall constitute impropriety in office, and any officer or employee
guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation
of this provision, with the knowledge, expressed or implied, of the Contractor shall render the
Contract voidable by the City. The Contractor shall complete and submit the City's Conflict of
Interest Questionnaire.
44. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an
employer /employee relationship, a partnership, or a joint venture. The Contractor's services shall
be those of an independent contractor. The Contractor agrees and understands that the Contract
does not grant any rights or privileges established for employees of the City of Denton, Texas for
the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits,
worker's compensation, or any other City employee benefit. The City shall not have supervision
and control of the Contractor or any employee of the Contractor, and it is expressly understood
that Contractor shall perform the services hereunder according to the attached specifications at the
general direction of the City Manager of the City of Denton, Texas, or his designee under this
agreement. The contractor is expressly free to advertise and perform services for other parties
while performing services for the City.
45. ASSIGNMENT - DELEGATION: The Contract shall be binding upon and ensure to the
benefit of the City and the Contractor and their respective successors and assigns, provided
however, that no right or interest in the Contract shall be assigned and no obligation shall be
delegated by the Contractor without the prior written consent of the City. Any attempted
assignment or delegation by the Contractor shall be void unless made in conformity with this
paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity
not a party hereto; it being the intention of the parties that there are no third party beneficiaries to
the Contract.
46. WAIVER: No claim or right arising out of a breach of the Contract can be discharged in whole
or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is
supported by consideration and is in writing signed by the aggrieved party. No waiver by either
the Contractor or the City of any one or more events of default by the other party shall operate as,
or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an
express or implied acceptance of any other existing or future default or defaults, whether of a
similar or different character.
47. MODIFICATIONS: The Contract can be 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
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Contract.
48. INTERPRETATION: The Contract is intended by the parties as a final, complete and
exclusive statement of the terms of their agreement. No course of prior dealing between the parties
or course of performance or usage of the trade shall be relevant to supplement or explain any term
used in the Contract. Although the Contract may have been substantially drafted by one party, it
is the intent of the parties that all provisions be construed in a manner to be fair to both parties,
reading no provisions more strictly against one party or the other. Whenever a term defined by the
Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC
definition shall control, unless otherwise defined in the Contract.
49. DISPUTE RESOLUTION:
A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to
negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing
of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party
may make a written request for a meeting between representatives of each party within fourteen
(14) calendar days after receipt of the request or such later period as agreed by the parties. Each
party shall include, at a minimum, one (1) senior level individual with decision - making authority
regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith
to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the
parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to
mediation as described below. Negotiation may be waived by a written agreement signed by both
parties, in which event the parties may proceed directly to mediation as described below.
B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation
process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation
skills to assist with resolution of the dispute. Should they choose this option; the City and the
Contractor agree to act in good faith in the selection of the mediator and to give consideration to
qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties
from relying on the skills of a person who is trained in the subject matter of the dispute or a contract
interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of
initiation of the mediation process, the mediator shall be selected by the Denton County Alternative
Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith
for up to thirty (30) calendar days from the date of the first mediation session. The City and the
Contractor will share the mediator's fees equally and the parties will bear their own costs of
participation such as fees for any consultants or attorneys they may utilize to represent them or
otherwise assist them in the mediation.
50. JURISDICTION AND VENUE: The Contract is made under and shall be governed by the
laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted
in Texas, V.T.C.A., Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would
refer to and apply the substantive law of another state or jurisdiction. All issues arising from this
Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit
to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be
construed or interpreted to limit or restrict the right or ability of the City to seek and secure
injunctive relief from any competent authority as contemplated herein.
51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract
shall in no way affect the validity or enforceability of any other portion or provision of the
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Contract. Any void provision shall be deemed severed from the Contract and the balance of the
Contract shall be construed and enforced as if the Contract did not contain the particular portion
or provision held to be void. The parties further agree to reform the Contract to replace any stricken
provision with a valid provision that comes as close as possible to the intent of the stricken
provision. The provisions of this section shall not prevent this entire Contract from being void
should a provision which is the essence of the Contract be determined to be void.
52. HOLIDAYS: The following holidays are observed by the City:
New Year's Day (observed)
MLK Day
Memorial Day
4th of July
Labor Day
Thanksgiving Day
Day After Thanksgiving
Christmas Eve (observed)
Christmas Day (observed)
New Year's Day (observed)
If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday
falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be
between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any
scheduled deliveries or work performance not within the normal hours of operation must be
approved by the City Manager of Denton, Texas or his authorized designee.
53. SURVIVABILITY OF OBLIGATIONS: All provisions of the Contract that impose
continuing obligations on the parties, including but not limited to the warranty, indemnity, and
confidentiality obligations of the parties, shall survive the expiration or termination of the Contract.
54. NON - SUSPENSION OR DEBARMENT CERTIFICATION:
The City of Denton is prohibited from contracting with or making prime or sub - awards to parties
that are suspended or debarred or whose principals are suspended or debarred from Federal, State,
or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its
firm and its principals are not currently suspended or debarred from doing business with the
Federal Government, as indicated by the General Services Administration List of Parties Excluded
from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City of
Denton.
55. EQUAL OPPORTUNITY
A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any
discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability,
creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected
to discrimination under any activities resulting from this RFQ.
B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall
engage in any discriminatory employment practice against individuals with disabilities as defined
in the ADA.
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DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
56. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded
requirements)
The following federally funded requirements are applicable. 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. IOa - IOd) provides a preference for domestic end products
for supplies acquired for use in the United States.
C. The City does not maintain a list of foreign articles that will be treated as domestic for this
Contract; but will consider for approval foreign articles as domestic for this product if the articles
are on a list approved by another Governmental Agency. The Offeror shall submit documentation
with their Offer demonstrating that the article is on an approved Governmental list.
D. The Contractor shall deliver only domestic end products except to the extent that it specified
delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act
Certificate ".
57. Right to Information: The City of Denton reserves the right to use any and all information
presented in any response to this contract, whether amended or not, except as prohibited by law.
Selection of rejection of the submittal does not affect this right.
58. License Fees or Taxes: Provided the solicitation requires an awarded contractor or supplier to
be licensed by the State of Texas, any and all fees and taxes are the responsibility of the respondent.
59. Prevailing Wage Rates: The contractor shall comply with prevailing wage rates as defined
by the United States Department of Labor Davis -Bacon Wage Determination at
http: / /www.dol.gov /whd /contracts /dbra.htm and at the Wage Determinations website
www.wdol.gov for Denton County, Texas (WD- 2509).
60. COMPLIANCE WITH ALL STATE, FEDERAL, AND LOCAL LAWS: The contractor
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or supplier shall comply with all State, Federal, and Local laws and requirements. The Respondent
must comply with all applicable laws at all times, including, without limitation, the following: (i)
§36.02 of the Texas Penal Code, which prohibits bribery; (ii) §36.09 of the Texas Penal Code,
which prohibits the offering or conferring of benefits to public servants. The Respondent shall give
all notices and comply with all laws and regulations applicable to furnishing and performance of
the Contract.
61. Federal, State, and Local Requirements: Respondent shall demonstrate on -site compliance
with the Federal Tax Reform Act of 1986, Section 1706, amending Section 530 of the Revenue
Act of of 1978, dealing with issuance of Form W -2's to common law employees. Respondent is
responsible for both federal and State unemployment insurance coverage and standard Workers'
Compensation insurance coverage. Respondent shall ensure compliance with all federal and State
tax laws and withholding requirements. The City of Denton shall not be liable to Respondent or
its employees for any Unemployment or Workers' Compensation coverage, or federal or State
withholding requirements. Contractor shall indemnify the City of Denton and shall pay all costs,
penalties, or losses resulting from Respondent's omission or breach of this Section.
62. Drug Free Workplace: The contractor shall comply with the applicable provisions of the
Drug -Free Work Place Act of 1988 (Public Law 100 -690, Title V, Subtitle D; 41 U.S.C. 701 ET
SEQ.) and maintain a drug -free work environment; and the final rule, government -wide
requirements for drug -free work place (grants), issued by the Office of Management and Budget
and the Department of Defense (32 CFR Part 280, Subpart F) to implement the provisions of the
Drug -Free Work Place Act of 1988 is incorporated by reference and the contractor shall comply
with the relevant provisions thereof, including any amendments to the final rule that may hereafter
be issued.
63. Respondent Liability for Damage to Government Property: The Respondent shall be liable
for all damages to government- owned, leased, or occupied property and equipment caused by the
Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or
cartage company, in connection with any performance pursuant to the Contract. The Respondent
shall notify the City of Denton Procurement Manager in writing of any such damage within one
(1) calendar day.
64. Force Majeure: The City of Denton, any Customer, and the Respondent shall not be
responsible for performance under the Contract should it be prevented from performance by an act
of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault
or negligence of the City of Denton. In the event of an occurrence under this Section, the
Respondent will be excused from any further performance or observance of the requirements so
affected for as long as such circumstances prevail and the Respondent continues to use
commercially reasonable efforts to recommence performance or observance whenever and to
whatever extent possible without delay. The Respondent shall immediately notify the City of
Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar
days of the inception of such occurrence) and describe at a reasonable level of detail the
circumstances causing the non - performance or delay in performance.
65. Non - Waiver of Rights: Failure of a Party to require performance by another Party under the
Contract will not affect the right of such Party to require performance in the future. No delay,
failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the
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Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or
remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a
waiver of any continuing or succeeding breach.
66. No Waiver of Sovereign Immunity: The Parties expressly agree that no provision of the
Contract is in any way intended to constitute a waiver by the City of Denton of any immunities
from suit or from liability that the City of Denton may have by operation of law.
67. Records Retention: The Respondent shall retain all financial records, supporting documents,
statistical records, and any other records or books relating to the performances called for in the
Contract. The Respondent shall retain all such records for a period of 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.
Should a conflict arise between any of the contract documents, it shall be resolved with the
following order of precedence (if applicable). In any event, the final negotiated contract shall
take precedence over any and all contract documents to the extent of such conflict.
1. Final negotiated contract
2. RFPBid documents
3. City's standard terms and conditions
4. Purchase order
5. Supplier terms and conditions
RFP 5861
DocuSign Envelope ID: 746A7624-8303-4508-95D4-45CC9CD3E3FD
Exhibit D
City of Denton
RFP for Supply of Electric Utility Swage Aluminum Connectors
!J raw
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.
This questionnaire is being filed in. accordance with chapter 176 of the Local Government Code by a person who has a business relationship
as defined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Section 176.006(a),
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after
the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code,
A person commits an offense if the person knowingly violates Section 176,006, Local Government Code. An offense under this section is a
Class C misdemeanor.
I
Name of person who bas business relationship with local governmental entity.
Check this box if you are filing an update to a previously riled questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7"' business day after the
date the on inally filed questionnaire becomes incomplete or inaccurate.)
3 1 Name of local government officer with whom filer has an employment or business relationship.
Name of Officer
This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the filer has an employment or other business relationship as
defined by Section 176.001(1 -a), Local Government Code. Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the
questionnaire?
F7Yes Ft No
B. Is the filer of the questionnaire recek ing or likely to receive taxable income, other than investment income, from or at the direction of the local
government officer named in this section AND the taxable income is not received from the local governmental entity`?
F-1 Yes E-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 percent or more?
F-1 Yes F--] No
D. Describe each affiliation or business relationship.
I have no Conflict of Interest to disclose.
Signature of per op'doing business with the governmental entity Date
M
Contract 5861
kexe') t k1' JV% I ZV% I X X
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
November 17, 2015
Karen E. Smith, A.P.P
Senior Buyer
City of Denton
Materials Management
901B Texas Street
Denton, TX 76209
Subject: RFP -5861 SUPPLY OF ELECTRICAL UTILITY SWAGE ALUMINIMUM CONNECTORS
Karen,
Thank you for the invitation to participate in the subject RFP. Our response is enclosed.
Our response includes the following documents:
RFP Cover Page
Exhibit 1 Price Sheet
Completed Solicitation Checklist
Attachment A Business Overview Questionnaire
Attachment B Exception Form
Attachment B -1 Mutually Agreed Upon Terms and Conditions
Attachment D References
Attachment E Conflict of Interest Form
Attachment F Acknowledgment
Authorized Distributor Letter
Proposal Supplement
We look forward to your response.
Sincerely,
Russell James
Ph 817 - 321 -4011
Fx 817 - 284 -7743
james @irby.com
Contract 5861
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
RFP 5861 Pricing Sheet for Electric Utility Swage Aluminum Connectors
Proposer's Name: IRBY UTILITIES
Principal Place of Business: FORT WORTH, TX
SECTION I - Unit Pricing - PRICING SHALL BE QUOTED TO INCLUDE ALL COSTS, WITH SHIPPING FOB DESTINATION.
Contract 5861 Page 1 of
Estimated
Estimated
Unit ID
COD Stock #
Part Description
Quantity
AFL Part #
Unit Price'
Delivery A.R.D
(business days)
1
77501200
Parallel Cable 8" Spacer
1,242
CASV250 -8 -AA
$33.90
20-30
2
77501220
Parallel Cable Spacer, with 4" 4 -hole NEMA pad
51
CASV250- 8- 4N4 -AA
$61.34
20-30
2A
Parallel Cable Spacer, with 3" 4 -hole NEMA pad
1
CASV250- 8 -4N -AA
$53.33
20-30
Terminal, Offset, 4" long X 3" wide 4 -hole NEMA pad; 230kV; Cable Range =
3
77501100
4/0 AAC to 3/0 (6/1) ACSR
432
S WCT1621 -4N -AA
$19.04
20-30
Terminal, Offset, 4" long X 4" wide 4 -hole NEMA pad; 230kV; Cable Range =
4
#N /A
4/0 AAC to 3/0 (6/1) ACSR
48
S WCT1621- 4N4 -AA
$18.12
20-30
Terminal, Offset, 4" long X 3" wide 4 -hole NEMA pad; 345kV; Cable Range=
5
77501205
795 AAC to 636 (30/7), (30/19), 715.5 (24/7), (54/7), 795 (36/1)
258
SWCT3079 -4N -AA
$18.92
20-30
Terminal, Offset, 5" long X 4" wide 4 -hole NEMA pad; 345kV; Cable Range=
6
77501245
795 AAC to 636 (30/7), (30/19), 715.5 (24/7), (54/7), 795 (36/1)
1
SWCT3079- 4N4 -AA
$19.42
20-30
Terminal, Offset, 4.5" long X 3" wide 4 -hole NEMA pad; 345kV; Cable Range
7
77501105
= 1272 AAC to 1113 (54/19), 1192.5 (45/7) ACSR
180
S WCT36127 -4N -AA
$25.70
20-30
Terminal, Offset, 5.5" long X 4" wide 4 -hole NEMA pad; 345kV; Cable Range
8
77501250
= 1272 AAC to 1113 (54/19), 1192.5 (45/7) ACSR
1
S WCT36127- 4N4 -AA
$24.77
20-30
Terminal, Offset, 4.5" long X 3" wide 4 -hole NEMA pad, 345kV; Cable Range
9
#N /A
= 1590 AAC to 1431 (54/19), 1510.5 (45/7) ACSR
1
S WCT36159 -4N -AA
$24.86
20-30
Terminal, Offset, 5.5" long X 4" wide 4 -hole NEMA pad, 345kV; Cable Range
10
#N /A
= 1590 AAC to 1431 (54/19), 1510.5 (45/7) ACSR
1
S WCT36159- 4N4 -AA
$24.88
20-30
Terminal, Offset, 5.5" long X 4" wide 4 -hole NEMA pad; 345kV; Cable Range
11
77501210
= 2500 AAC to 2312(76/19) ACSR
96
S WCT44250- 4N4 -AA
$28.14
20-30
Terminal, 45 Deg, 3.94" long X 3" wide 4 -hole NEMA pad; 230kV; Cable
12
77501240
Range = 4/0 AAC to 3/0 (6/1) ACSR
1
SWCTA1621- 4N -45 -AA
$21.41
20-30
Terminal, 30 Deg, 4.39" long X 3" wide 4 -hole NEMA pad; 230kV; Cable
13
77501230
Range = 795 AAC to 636 (30/7), (30/19), 715.5 (54/7), 795 (36/1) ACSR
1
SWCTA3079- 4N -30 -AA
$26.13
20-30
Terminal, 45 Deg, 5.01" long X 4" wide 4 -hole NEMA pad; 345kV; Cable
14
77501260
Range = 795 AAC to 636 (30/7), (30/19), 715.5 (54/7), 795 (36/1) ACSR
1
S WCTA3079- 4N4 -45 -AA
$32.23
20-30
emmna , 90 Deg, long wide 4-hole NEMA pa Cable
15
77501265
Range = 795 AAC to 636 (30/7), (30/19), 715.5 (24/7), (54/7), 795 (36/1)
1
SWCTA3079- 4N4 -90 -AA
$35.41
20-30
16
77501270
Tee, Split Main Run, 3" 4 Hole Pad - 795kcmil AAC
30
2830.1
$44.84
20 -30
17
77501110
Tee, Split Main Run, 3" 4 Hole Pad - 1272kcmil AAC
90
2834.1
$51.35
20-30
18
77501280
Tee, Split Main Run, 4" 4 Hole Pad - 2500kcmil AAC
30
2844.1
$62.60
20-30
Terminal, (2) Cables, 45 Deg, 5.01" long X 4" wide 4 -hole NEMA pad; 345kV;
SW2CTA44250- 4N4 -45-
19
77501285
Cable Range = 2500 - 2750
72
AA
$55.96
20-30
Terminal, Offset, (2) Cables, 4.25" long X 4" wide 4 -hole NEMA pad; 345Kv;
20
77501290
Cable Range = 1272 AAC to 1113 (54/19), 1192.5 (45/7) ACSR
1
SW2CT36127- 4N4 -AA
$40.53
20-30
Terminal, Offset, (2) Cables, 4.25" long X 4" wide 4 -hole NEMA pad; 345kV;
21
77501295
Cable Range = 1590 AAC to 1431 (54/19), 1510.5 (45/7) ACSR
1
SW2CT36159- 4N4 -AA
$40.74
20-30
Terminal, Offset, (2) Cables, 4.25" long X 4" wide 4 -hole NEMA pad; 345kV;
22
77501115
Cable Range = 2500 AAC to 2312 (76/19) ACSR
867
SW2CT44250- 4N4 -AA
$32.62
20-30
Terminal, 90 Deg, (2) Cables, 5.89" long by 4" wide 4 -hole NEMA pad;
S W2CTA36159- 4N4 -90-
23
77501300
345kV; Cable Range— 1590 AAC to 1431 (54/19), 1510.5 (45/7)
1
AA
$42.88
20-30
Contract 5861 Page 1 of
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
RFP 5861 Pricing Sheet for Electric Utility Swage Aluminum Connectors
Proposer's Name: IRBY UTILITIES
Principal Place of Business: FORT WORTH, TX
SECTION I - Unit Pricing - PRICING SHALL BE QUOTED TO INCLUDE ALL COSTS, WITH SHIPPING FOB DESTINATION.
Contract 5861 Page 2 of
Estimated
Estimated
Unit ID
COD Stock #
Part Description
AFL Part #
Unit Price'
Delivery A.R.O
Quantity
(business days)
Terminal, 90 Deg, (2) Cables, 5.89" long by 4" wide 4 -hole NEMA pad;
S W2CTA44250-4N4-90-
24
77501305
345kV; Cable Range- 2500 AAC to 2312 (54/19), 1510.5 (45/7)
126
AA
$76.26
20-30
25
77501310
Coupler, 3.5" bus; 500kV
1
SWC350 -AA
$31.81
20-30
26
77501315
Coupler, 4" bus; 500kV
1
SWC400 -AA
$37.57
20-30
27
77501320
Coupler, 5" bus; 500kV
1
SWC500 -AA
$53.10
20-30
28
77501325
Reducer Splice 3.5" to 4 "; 500kV
1
SWCR400- 350 -AA
$83.59
20-30
29
77501120
Tap, 3" bus to 4.5" long X 3" wide NEMA 4 -hole pad; 500kV
102
S WTC300- 4N- 4.5 -AA
$48.18
20 -30
30
77501330
Tap, 3.5" bus to 5.5" long X 4" wide NEMA 4 -hole pad; 500kV
1
SWTC350- 4N4- 5.5 -AA
$64.26
20-30
31
77501335
Tap, 5" bus to 8" long X 4" wide NEMA 4 -hole pad; 500kV
6
S WTC500- 4N4 -8 -AA
$101.74
20 -30
32
77501340
Tap, 3" bus to (2) 4.5" long X 4" wide NEMA 4 -hole pads; 500kV
1
S W2TC300- 4N4- 4.5 -AA
$63.42
20-30
33
77501345
Tap, 4" bus to (2) 5.5" long X 3" wide NEMA 4 -hole pads; 500kV
1
S W2TC400- 4N- 5.5 -AA
$63.67
20-30
SW2TC400-4N-5.5-AA-
34
77501350
Tap, 4" bus to (2) 5.5" long X 3" wide NEMA 4 -hole pads, tin plated; 500kV
1
SN
$73.21
20-30
35
77501355
Tap, 3.5" bus to 5.5" long X 4" wide transverse NEMA 4 -hole pad; 500kV
1
S WTF350- 4N4- 5.5 -AA
$44.03
20-30
36
77501360
Tap, 4" bus to 5.5" long X 4" wide transverse NEMA 4 -hole pad; 500kV
1
S WTF400- 4N4- 5.5 -AA
$54.72
20-30
37
77501125
Tap, 5" bus to 5.5" long X 4" wide transverse NEMA 4 -hole pad; 500kV
294
S WTF500- 4N4- 5.5 -AA
$110.95
20 -30
38
77501365
Grounding Stud, Compression, 5" bus
144
SWGPH500 -AA
$70.02
20-30
39
77501370
Tap, 3" bus to (2) 7" long X 4" wide transverse NEMA 4 -hole pad; 500kV
1
SW2TF300- 4N4 -7 -AA
$62.77
20-30
40
77501375
Tap, 3.5" bus to (2) 4.5" long X 4" wide transverse NEMA 4 -hole pad; 500kV
1
S W2TF350- 4N4- 4.5 -AA
$84.04
20 -30
41
77501380
Tap, 5" bus to (2) 8" long X 4" wide transverse NEMA 4 -hole pad; 500kV
1
SW2TF500- 4N4 -8 -AA
$119.75
20 -30
42
77501385
End Cap, 5" bus; 230kV
1
SWEC500 -AA
$66.84
20 -30
43
77501390
End Cap, Rounded, 3" bus; 500kV
1
SWECHV300 -AA
$36.24
20-30
44
77501395
End Cap, Rounded, 3.5" bus; 500kV
1
SWECHV350 -AA
$44.45
20 -30
45
77501400
End Cap, Rounded, 4" bus; 500kV
1
SWECHV400 -AA
$53.27
20-30
46
77501130
End Cap, Rounded, 5" bus; 500kV
324
SWECHV500 -AA
$55.98
20 -30
47
77501405
Elbow 2" bus, 90 Deg Angle; 230kV
1
SWEP200 -AA
$26.44
20-30
Contract 5861 Page 2 of
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
RFP 5861 Pricing Sheet for Electric Utility Swage Aluminum Connectors
Proposer's Name: IRBY UTILITIES
Principal Place of Business: FORT WORTH, TX
SECTION I - Unit Pricing - PRICING SHALL BE QUOTED TO INCLUDE ALL COSTS, WITH SHIPPING FOB DESTINATION.
Contract 5861 Page 3 of
Estimated
Estimated
Unit ID
COD Stock #
Part Description
AFL Part #
Unit Price'
Delivery A.R.O
Quantity
(business days)
48
77501410
Elbow 3" bus, 45 Deg Angle; 230kV
60
SWEP300 -45 -AA
$38.35
zo-ao
49
77501140
Elbow 3" bus, 90 Deg Angle; 230kV
132
SWEP300 -AA
$45.13
zo-ao
50
#N /A
Elbow 3.5" bus, 90 Deg Angle; 230kV
1
SWEP350 -AA
$54.28
zo-ao
51
77501420
Elbow 3.5" bus, 45 Deg Angle; 230kV
1
SWEP350 -45 -AA
$45.37
zo-ao
52
77501425
Elbow 4" bus, 45 Deg Angle; 230kV
1
SWEP400 -45 -AA
$48.51
20 -30
53
77501430
Elbow 5" bus, 90 Deg Angle; 500kV
1
SWEP500 -V -AA
$175.30
zo-ao
54
77501145
Elbow 5" bus, 45 Deg Angle, High Voltage; 500kV
132
SWEP500- 45 -V -AA
$162.00
20-30
55
77501435
Tee Connector, 4" Bus Run to 2" Bus Tap, 75 Deg; 500kV
1
SWTA400- 200 -75 -AA
$77.38
zo-ao
56
77501150
Tee Connector, 5" Bus Run to 2.5" Bus Tap, 75 Deg; 500kV
504
SWTA500- 250 -75 -AA
$79.61
20 -30
57
77501440
Tee Connector, 3" Bus Run to 3" Bus Tap, 90 Deg; 500kV
1
SWT300 -300 -AA
$62.87
20-30
58
77501445
Tee Connector, 3.5" Bus Run to 3.5" Bus Tap, 90 Deg; 500kV
1
SWT350- 350 -AA
$68.71
20 -30
59
#N /A
Tee Connector, 5" Bus Run to 5" Bus Tap, 90 Deg; 500kV
1
SWT500- 500 -AA
$144.55
20 -30
60
77501585
Tee Connector, Split Type,3.5" Bus Run to 2" Bus Tap, 90 Deg; 230kV
1
SWTS350 -200 -AA
$48.23
zo-ao
61
77501590
Tee Connector, Split Type,3.5" Bus Run to 3.5" Bus Tap, 90 Deg; 500kV
1
SWTS350- 350 -AA
$89.74
20 -30
62
77501455
"A" Frame Connector, 4" Bus Run to 2" Bus Tap, 30 Deg; 500kV
1
SWVBP400- 200 -30 -AA
$154.48
20 -30
63
77501155
"A" Frame Connector, 5" Bus Run to 2.5" Bus Tap, 30 Deg; 500kV
240
SWVBP500- 250 -30 -AA
$205.87
zo-ao
64
77501160
Terminal, 3" bus with 3" wide NEMA 4 -hole pad; 345kV
132
S WTPC300 -4N -AA
$85.47
20 -30
65
77501460
Terminal, 3" bus with 4" wide NEMA 4 -hole pad; 345kV
1
S WTPC300- 4N4 -AA
$66.91
20 -30
66
77501465
Terminal, 3.5" bus with 4" wide NEMA 4 -hole pad, tin plated; 500kV
1
S WTPC350- 4N4 -AA -SN
$85.31
zo-ao
67
77501470
Terminal, 4" bus with 3" wide NEMA 4 -hole pad; 500kV
1
S WTPC400 -4N -AA
$90.37
zo-ao
68
77501475
Terminal, 4" bus with 4" wide NEMA 4 -hole pad; 500kV
1
S WTPC400- 4N4 -AA
$91.41
20 -30
69
77501480
Terminal, 4" bus with 4" wide NEMA 4 -hole pad, tin plated; 500kV
1
S WTPC400- 4N4 -AA -SN
$121.87
20-30
70
77501165
Terminal, 5" bus with 4" wide NEMA 4 -hole pad; 500kV
528
S WTPC500- 4N4 -AA
$130.73
zo-ao
71
77501490
Terminal, Offset, 2" bus with 3" wide NEMA 4 -hole pad; 230kV
1
S WTP200 -4N -AA
$34.43
zo-ao
Contract 5861 Page 3 of
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
RFP 5861 Pricing Sheet for Electric Utility Swage Aluminum Connectors
Proposer's Name: IRBY UTILITIES
Principal Place of Business: FORT WORTH, TX
SECTION I - Unit Pricing - PRICING SHALL BE QUOTED TO INCLUDE ALL COSTS, WITH SHIPPING FOB DESTINATION.
Contract 5861 Page 4 of
Estimated
Estimated
Unit ID
COD Stock #
Part Description
AFL Part #
Unit Price'
Delivery A.R.O
Quantity
(business days)
72
77501500
Terminal, Offset, 3.5" bus with 2" wide NEMA 2 -hole pad, tin plated; 230kV
1
SWTP350- 2N -AA -SN
$67.00
20 -30
73
77501495
Terminal, Offset, 3.5" bus with 3" wide NEMA 4 -hole pad, 345kV
1
SWTP350 -4N -AA
$64.84
20 -30
74
77501485
Terminal, 2" bus with 3" wide NEMA 4 -hole pad, 90 Deg; 230kV
1
S WTPA200- 4N -90 -AA
$27.04
20-30
75
77501505
Bus Support, 3" with 3" bolt circle, 518" bolt size with chatter spring; 230kV
1
PSD300- 3 -CH -AA
$94.38
20-30
76
77501505
Bus Support, 3" with 5" bolt circle, 518" bolt size with chatter spring; 230kV
1
PSD300- 5 -CH -AA
$94.38
20-30
77
77501510
Bus Support, 3.5" with 3" bolt circle, 5/8" bolt size with chatter spring; 230kV
1
PSD350- 3 -CH -AA
$114.09
20 -30
78
77501510
Bus Support, 3.5" with 5" bolt circle, 5/8" bolt size with chatter spring; 230kV
1
PSD350- 5 -CH -AA
$114.09
20 -30
79
77501515
Bus Support, 4" with 3" bolt circle, 518" bolt size with chatter spring; 230kV
1
PSD400- 3 -CH -AA
$124.72
20-30
80
#N /A
Bus Support, 4" with 5" bolt circle, 518" bolt size with chatter spring; 230kV
554
PSD400- 5 -CH -AA
$101.73
20-30
81
77501215
Bus Support, 5" with 5" bolt circle, 518" bolt size with chatter spring; 230kV
1
PSD500- 5 -CH -AA
$145.79
20 -30
82
77501215
Bus Support, 5" with 7" bolt circle, 518" bolt size with chatter spring; 230kV
1
PSD500- 7 -CH -AA
$145.79
20 -30
Expansion Terminal, 3.5" bus with 4.25" long X 4" wide 4 -hole NEMA pad;
83
77501525
230kV
1
S WXL350- 4N4 -AA
$274.72
20-30
Expansion Terminal, 4" bus with 4.25" long X 4" wide 4 -hole NEMA pad;
84
77501530
230kV
1
S WXL400- 4N4 -AA
$296.21
20-30
Expansion Terminal, 5" bus with 4.25" long X 4" wide 4 -hole NEMA pad;
85
77501170
230kV
438
S WXL500- 4N4 -AA
$390.54
20-30
86
77501175
Expansion Bus Support, 3" with 3" & 5" bolt circle with chatter spring; 230kV
66
SWXBC300- 3 /5 -CH -AA
$239.97
20-30
Expansion Bus Support, 3.5" with 3" & 5" bolt circle with chatter spring;
87
77501535
230kV
1
SWXBC350- 3 /5 -CH -AA
$356.65
20-30
88
77501540
Expansion Bus Support, 5" with 5" & 7" bolt circle with chatter spring; 230kV
36
SWXBC500- 5 /7 -CH -AA
$535.19
20-30
Welded Ring Bus Support, 3" with 3" & 5" bolt circle with chatter spring;
89
77501545
525kV
1
WPS300- 3 /5- V -CH -AA
$94.87
20 -30
Welded Ring Bus Support, 4" with 3" & 5" bolt circle with chatter spring;
90
77501550
525kV
1
WPS400- 3 /5- V -CH -AA
$72.43
20-30
Welded Ring Bus Support, 5" with 5" & 7" bolt circle with chatter spring;
91
77501180
525kV
1
WPS500- 5 /7- V -CH -AA
$92.04
20-30
92
77501555
Horizontal Bus Support, 3" with 3" & 5" bolt circle with chatter spring; 500kV
1
SWPS300- 3 /5 -CH -AA
$99.10
20 -30
93
77501560
Horizontal Bus Support, 4" with 3" & 5" bolt circle with chatter spring; 500kV
1
SWPS400- 3 /5 -CH -AA
$152.10
20-30
94
77501565
Horizontal Bus Support, 5" with 5" & 7" bolt circle with chatter spring; 500kV
1
SWPS500- 5 /7 -CH -AA
$217.95
20-30
95
77501520
Vertical Bus Support, 3" with 5" bolt circle; 345kV
1
SWPSV300 -5 -AA
$73.20
20-30
Contract 5861 Page 4 of
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
RFP 5861 Pricing Sheet for Electric Utility Swage Aluminum Connectors
Proposer's Name: IRBY UTILITIES
Principal Place of Business: FORT WORTH, TX
SECTION I - Unit Pricing - PRICING SHALL BE QUOTED TO INCLUDE ALL COSTS, WITH SHIPPING FOB DESTINATION.
Contract 5861 Page 5 of
Estimated
Estimated
Unit ID
COD Stock #
Part Description
AFL Part #
Unit Price'
Delivery A.R.O
Quantity
(business days)
96
77501570
Bus Support, 3" with chatter springs; 500kV; w /3" Bolt Circle
1
PSD300- 3- V -CH -AA
$147.81
20 -30
97
77501570
Bus Support, 3" with chatter springs; 500kV; w /5" Bolt Circle
1
PSD300- 5- V -CH -AA
$129.94
zo-ao
98
77501575
Bus Support, 4" with chatter springs; 500kV; w /3" Bolt Circle
1
PSD400- 3- V -CH -AA
$177.06
20 -30
99
77501575
Bus Support, 4" with chatter springs; 500kV; w /5" Bolt Circle
1
PSD400- 5- V -CH -AA
$155.66
20 -30
100
#N /A
Bus Support, 5" with chatter springs; 500kV; w /5" Bolt Circle
1
PSD500- 5- V -CH -AA
$139.89
zo-ao
101
#N /A
Tee, Split Main Run, 3" 4 Hole Pad - 2500kcmil AAC
30
2844.11)
$65.89
20 -30
102
#N /A
Coupler 3" Bus
1
SWC300 -AA
$25.39
zo-al
103
#N /A
Parallel Cable Spacer 2500AAC 4" Spacing
1
CASV250 -4 -AA
$28.28
20-32
Contract 5861 Page 5 of
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
RFP 5861 Pricing Sheet for Electric Utility Swage Aluminum Connectors
Proposer's Name: IRBY UTILITIES
Principal Place of Business: FORT WORTH, TX
SECTION I - Unit Pricing - PRICING SHALL BE QUOTED TO INCLUDE ALL COSTS, WITH SHIPPING FOB DESTINATION.
SECTION II - Tooling Rental
Price per week for tooling for a typical substation`
*Typical substation will consist of connectors for 2 1/2 ", 3 ", and 5" bus; and 4/0
AAC, 795 AAC, 1272 AAC, 2500 AAC conductor
SECTION HI - Delivery
Is there a minimum order requirement? If so, explain
Delivery in weeks after receipt of order
Delivery in days for an immediate need of 1 -3 parts
NO CHARGE
$200 minimum order
4 -6 WKS
Reviewed as required
Expedite charges: Reviewed as required
Contract 5861 Page 6 of
Estimated
Estimated
Unit ID
COD Stock #
Part Description
AFL Part #
Unit Price
Delivery A.R.O
Quantity
(business days)
SECTION II - Tooling Rental
Price per week for tooling for a typical substation`
*Typical substation will consist of connectors for 2 1/2 ", 3 ", and 5" bus; and 4/0
AAC, 795 AAC, 1272 AAC, 2500 AAC conductor
SECTION HI - Delivery
Is there a minimum order requirement? If so, explain
Delivery in weeks after receipt of order
Delivery in days for an immediate need of 1 -3 parts
NO CHARGE
$200 minimum order
4 -6 WKS
Reviewed as required
Expedite charges: Reviewed as required
Contract 5861 Page 6 of
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
XOXX BUSINESS OVERVIEW QUESTIONNAIRE AND FORMS
1. Contractor Legal Name (for contracting purposes): IRBYUTILITIES
2. Subsidiary of: Sonepar
3. Organization Class (circle):
Corporation
4. Tax Payer ID#: 16401790205
5. Date Established: 1927
6. Historically Underutilized Business: der 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?
rM90TART •
8. Please provide a detailed listing of all products and/or services that your company provides.
-- -r • •
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. Include
lawsuits where Owner was involved.
10. 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, N/A- This is for Services Provided
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).
Contract 5861
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
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 required to underbid in the non - resident bidders' state. In order to
make this determination, please provide the name, address and phone number of-
a. Responding firms principle place of business:
Irby Electrical Distributor
7125 Belton Street
Fort Worth, TX 76118
b. Company's majority owner principle place of business:
Irby Electrical Distributor
815 South President Street
Jackson, NIS 39201
c. Ultimate Parent Company's principle place of business:
Sonepar USA.
10 Walnut Street
Suite 400
Philadelphia, PA. 19106
14. Provide details to support the evaluation criteria, including experience and delivery.
Sec attached Proposal Supplement
15. Provide details on how firm meets the minimum qualifications stated in Section 3; including
copies of professional licenses (Additional attachments may be included for reference).
I certify that our firm meets the minimum qualifications as stated in this Main document, Section3.
RutiseGG J�rM.eti
Signature
Contract 5861
IRBY UTILITIES
Company
11/17/15
Date
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
MW 01 W N 11111101
Any exceptions taken to this solicitation must be itemized on the lines 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
-- y - y • --r IS - r •
77501545 AFL # should be WPS300- 3 /5- V -CH -AA
77501550 AFL # should be WPS400- 3 /5- V -CH -AA
77501180 AFL # should be WPS500- 5 /7- V -CH -AA
Tooling Rental will be at N/C per Swage Tooling guidelines and for specified Tools (see attached -2 does)
RFP Exhibit 2 section 2 AWARD AFL will honor pricing for all line items quoted only if AFL is awarded the
Ru4--fleCG IRBY UTILITIES_
Signature Company
No Exceptions taken to this solicitation.
Signature Company
Contract 5861
11/17/15
Date
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
2XXXE - REFERENCES
Please list three (3) Utility references, other than the City of Denton, who can verify the quality of service your
company provides. The City prefers customers of similar size and scope of work to this proposal.
REFERENCE ONE
GOVERNMENT /COMPANY NAME:CITYOF GARLAND
REFERENCE TWO
CONTRACT PERIOD:
REFERENCE THREE
GOVERNMENT /COMPANY NAME: CITY OF BANGER
LOCATION: BANGER, TX
CONTACT PERSON AND TITLE: RANELL GUAM
TELEPHONE NUMBER: 940 - 458 -2064
SCOPE OF WORK:
CONTRACT PERIOD:
Contract 5861
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
M MX- ACKNOWLEDGEMENT
The undersigned agrees this submission becomes the property of the City of Denton after the official opening.
The undersigned 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 materials and equipment; and all other matters that will be required for the work before submitting a response.
The undersigned agrees, if this submission is accepted, to furnish any and all items /services upon which prices are
offered, at the price(s) and upon the terms and conditions contained in the specification. The period for acceptance of
this submission will be 120 calendar days unless a different period is noted.
The undersigned affirms that they are duly authorized to execute this contract, that this submission has not been prepared
in collusion with any other respondent, nor any employee 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 contract which arise under
the antitrust laws of the United States, 15 USCA Section 1 et sea., and which arise under the antitrust 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 the specifications, all exhibits and attachments contained
in this solicitation 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 specifications and /or pricing sheet (Exhibit 1), without clearly identifying changes.
The undersigned understands they will be responsible for monitoring the City of Denton Purchasing Website at:
http:// www.cityofdenton.com/index.aspx ?page =397 to ensure they have downloaded and signed all addendum(s)
required for submission with their response.
I certify that I have made no willful misrepresentations in this submission, nor have I withheld information in my
statements and answers to questions. I am aware that the information given by me in this submission will be investigated,
with my full permission, and that any misrepresentations or omissions may cause my submission to be rejected.
Acknowledge receipt of following addenda to the solicitation:
Addendum No 1 Dated
Addendum No 2 Dated
Addendum No 3 Dated
NAME AND ADDRESS OF COMPANY:
IRBY UTILTIES
_7125 Belton Street
_Fort Worth, TX 7611 S
Tel. No. 517 - 321 -4011
Email. fames a),irb,
Contract 5861
Received
Received
Received
AUTHORIZED REPRESENTATIVE:
Signature Rm f. e Ja4,i, y
Date 11/17/15
Name Russell James
Title Sales
Fax No. 817-284-7743
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
November 16, 2015
City of Denton
Materials management Department
901 -B Texas Street
Denton, TX 76209
This notice confirms that Stuart C Irby of Fort Worth TX is an authorized Distributor for AFL Telecommunications.
Please contact me if you require any additional information.
Thank you for your time.
Sincerely,
�44 Ne Z".1t
Katherine Lash
Customer Service Supervisor, Electric Utilities
AFL Telecommunications
104 Hidden Lake Circle
Duncan, SC 29334
864- 486 -7290 (direct)
864 - 433 -5419 (fax)
Contract 5861
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
SWAGE Tool Policy for the City of Denton
November 6, 2015
The following tools, one each, shall be provided "Free of Charge" for the contract duration.
A. Power Units
45 Power unit = 45 TPU (SWAGE POWER UNIT - 45 TON SERIES)
65 Power unit = 65 TPU (SWAGE POWER UNIT - 65 TON SERIES)
85 Power unit = 85 TPU (SWAGE POWER UNIT - 85 TON SERIES)
B. 3 heads for the 65 ton power unit
65THA200 SWAGE 11N — 21N SPS HEAD ASSEMBLY
65THA300 SWAGE 2.51N — 31N SPS HEAD ASSEMBLY
65THA400 SWAGE 3.51N —41N SPS HEAD ASSEMBLY
C. 7 dies for 1 " -4"
(1/2 "increments)
65TD100
SWAGE DIE 11N SPS FITTINGS
65TD150
SWAGE DIE 1.51N SPS FITTINGS
65TD200
SWAGE DIE 21N SPS FITTINGS
65TD250
SWAGE DIE 2.51N SPS FITTINGS
65TD300
SWAGE DIE 31N SPS FITTINGS
65TD350
SWAGE DIE 3.51N SPS FITTINGS
65TD400
SWAGE DIE 41N SPS FITTINGS
D. 5" head & die
85THA500 SWAGE 51N SPS HEAD
85TD500 SWAGE DIE 51N SPS FITTINGS
E. SWGGB500 SWAGE GAUGE 51N SPS FITTINGS
F. 2 heads for 45 Power unit - Cable 336.4 - 2500KCM
45THA20 SWAGE HEAD ASSEMBLY FOR .500" - 1.250" O.D. FITTINGS
45THA36 SWAGE HEAD ASSEMBLY FOR 1.500" - 2.250" O.D. FITTINGS
Contract 5861
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
G. 45 Ton Dies
(Cable Fitting Dies)
45TD20
SWAGE DIE 1 -1/41N O.D. FITTINGS
45TD24
SWAGE DIE 1 -1/21N O.D. FITTINGS
45TD28
SWAGE DIE 1 -3/41N O.D. FITTINGS
45TD30
SWAGE DIE 1 -7/81N O.D. FITTINGS
45TD32
SWAGE DIE 21N O.D. FITTINGS
45TD36
SWAGE DIE 2 -1/41N O.D. FITTINGS
65TD44
SWAGE DIE 2 -3/41N O.D. FITTINGS
H. Electric Hydraulic Pumps
(3):
SPX P -Nut Hydraulic
SWAGE GAUGE 1 -1/21N O.D. FITTINGS CABLE
Pumps
Electric Pump Assy, hose & case
Inspection gauges:
SWGGB100
SWAGE GAUGE 11N SPS FITTINGS
SWGGB150
SWAGE GAUGE 1.51N SPS FITTINGS
SWGGB200
SWAGE GAUGE 21N SPS FITTINGS
SWGGB250
SWAGE GAUGE 2.51N SPS FITTINGS
SWGGB300
SWAGE GAUGE 31N SPS FITTINGS
SWGGB350
SWAGE GAUGE 3.51N SPS FITTINGS
SWGGB400
SWAGE GAUGE 41N SPS FITTINGS
SWGGC44
SWAGE GAUGE 2 -3/41N O.D. FITTINGS CABLE
SWGGC20
SWAGE GAUGE 1 -1/41N O.D. FITTINGS CABLE
SWGGC24
SWAGE GAUGE 1 -1/21N O.D. FITTINGS CABLE
SWGGC28
SWAGE GAUGE 1 -3/41N O.D. FITTINGS CABLE
SWGGC30
SWAGE GAUGE 1 -7/81N O.D. FITTINGS CABLE
SWGGC32
SWAGE GAUGE 21N O.D. FITTINGS CABLE
SWGGC36
SWAGE GAUGE 2 -1/41N O.D. FITTINGS CABLE
J. Lube: SWGRS (SWAGE GREASE 4 OZ. BOTTLE) As needed for Contract Duration
K. Swage Equipment Cases:
SW H DC -A03
SW P U C -A03
SW H DC -A01
SW P U C -A01
SW H DC -A02
SW P U C -A02
Contract 5861
SWAGE HEAD CASE 85 TON SERIES
SWAGE -POWER UNIT CASE 85 TON SERIES
SWAGE HEAD CASE 65 TON SERIES
SWAGE -POWER UNIT CASE 65 TON SERIES
SWAGE HEAD CASE 45 TON SERIES
SWAGE -POWER UNIT CASE 45 TON SERIES
DocuSign Envelope ID: 746A7624 -8303- 4508- 95D4- 45CC9CD3E3FD
Exhibit E
SWAGE Tool Policy
City of Denton Tooling Guidelines;
AFL will supply the City of Denton Swage Tooling Kits containing proper die sets for fittings supplied on projects,
for length of contract to supply as stated on this attachment for supplied tooling. If additional tooling is required
for projects they will be rented at a rental fee of $180.00 per week for the duration of the need until project is
complete or tools are returned to AFL following AFL Tooling Groups shipping instructions.
1. Rental fee stop date will be the return date on the shipping documents back to AFL's plant address.
2. Customer is responsible for lost, stolen or damaged tooling beyond repair. Extent of liability will be
replacement of tools at published selling price or repair to damaged equipment for materials and labor.
Any and all damage to AFL property will be reported to AFL Swage Product Manager prior to return of
tooling to AFL.
3. Customer is responsible for return insured freight to AFL and any cost associated with the return
shipping on tools requiring maintenance or replacement.
4. AFL will pay freight back to customer after repair or replacement.
Note: AFL Tooling rental program will be flexible to service the customers' requirements, special needs, projects
needs and any extenuating circumstances. Discuss any needs, special requirements or concerns with the AFL
Substation Product Manager.
If you have any questions or concerns please contact the following:
Chip Long, 864 - 433 -5526, Chip.Long @Aflglobal.com, Substation Product Manager
Brian Wood, 864 - 433 -5365, Brian.Wood @Aflglobal.com, Customer Support Analyst
Stephen Rouleau, 864 - 433 -5416, Stephen. Rouleau @Aflglobal.com, Substation Engineer
Sincerely,
Gary Harter
Commercial Manager, AFL
Contract 5861
Certificate Of Completion
Envelope Id: 746A7624B303450895D445CC9CD3E3FD
Subject: Please DocuSign: Contract Documents 5861
Source Envelope:
Document Pages: 46 Signatures: 4
Certificate Pages: 6 Initials: 0
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC- 06:00) Central Time (US & Canada)
Record Tracking
Status: Original
12/16/2015 10:48:40 AM
Signer Events
Karen E. Smith
karen.smith @cityofdenton.com
Assistant Purchasing Manager
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered
ID:
Russell James
james@irby.com
SALES
IRBY UTILITIES
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Accepted: 12/16/2015 1:44:29 PM
ID:09383acf- 5593- 4ea4- 8db1- 96bd45cbd18f
John Knight
john.knight @cityofdenton.com
Deputy City Attorney
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered
ID:
Julia Klinck
julia.klinck@cityofdenton.com
Contracts Administration Supervisor
City of Denton
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered
ID:
Holder: Karen E. Smith
karen.smith @cityofdenton.com
Signature
Completed
Using IP Address: 129.120.6.150
ELll—Signed by:
&SSt,a , a*t.S
B54F6DC82195454...
Using IP Address: 71.86.124.238
Ell—Signed by:
C821996C2A2B439...
Using IP Address: 129.120.6.150
Completed
Using IP Address: 129.120.6.150
Status: Completed
Envelope Originator:
Karen E. Smith
karen.smith @cityofdenton.com
I P Address: 129.120.6.150
Location: DocuSign
Timestamp
Sent: 12/16/2015 10:56:15 AM
Viewed: 12/16/2015 10:56:26 AM
Signed: 12/16/2015 10:56:58 AM
Sent: 12/16/2015 10:57:01 AM
Viewed: 12/16/2015 1:44:29 PM
Signed: 12/16/2015 2:05:17 PM
Sent: 12/16/2015 2:05:22 PM
Viewed: 12/17/2015 11:24:36 AM
Signed: 12/17/2015 11:25:20 AM
Sent: 12/17/2015 11:25:22 AM
Viewed: 12/18/2015 7:58:07 AM
Signed: 1/5/2016 3:00:53 PM
S t C U ft t
Signer Events Signature Timestamp
George C. Campbell ...Signed by: Sent: 1/5/2016 3:00:58 PM
george.campbell@cityofdenton.com ED
�� (Awpbu Viewed: 1/7/2016 11:44:40 AM
City Manager 4884E925FOE6480 Signed: 1/7/2016 11:45:14 AM
City of Denton
Using IP Address: 129.120.6.150
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered
ID:
Jennifer Walters
D— Signed by:
DCu5BFtAFiC�1 wAhA
Sent: 1/7/2016 11:45:17 AM
jennifer .walters @cityofdenton.com
Viewed: 1/8/2016 9:41:41 AM
City Secretary
az,g 4eD
Signed: 1/8/2016 9:42:02 AM
City of Denton
Security Level: Email, Account Authentication
Using IP Address: 129.120.6.150
(Optional)
Electronic Record and Signature Disclosure:
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ID:
In Person Signer Events
Signature
Timestamp
Editor Delivery Events
Status
Timestamp
Agent Delivery Events
Status
Timestamp
Intermediary Delivery Events
Status
Timestamp
Certified Delivery Events
Status
Timestamp
Carbon Copy Events Status Timestamp
Charleta Gilbreath Sent: 12/16/2015 2:05:20 PM
charleta .gilbreath @cityofdenton.com Viewed: 12/16/2015 2:06:04 PM
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(Optional)
Electronic Record and Signature Disclosure:
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Julia Klinck� Sent: 12/16/2015 2:05:20 PM
julia.klinck @cityofdenton.com Viewed: 12/16/2015 3:51:06 PM
Contracts Administration Supervisor
City of Denton
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Robin Fox Sent: 1/5/2016 3:00:57 PM
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Electronic Record and Signature Disclosure:
Accepted: 10/9/2015 1:39:51 PM
ID: 04463961- 03db -4c4d- 9228- d660d6146ed6
Jennifer Bridges Sent: 1/8/2016 9:42:05 AM
jennifer.bridges@cityofdenton.com
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laura cheek Sent: 1/8/2016 9:42:07 AM
laura.cheek @cityofdenton.com Viewed: 1/8/2016 10:05:49 AM
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ID:
Jane Richardson Sent: 1/8/2016 9:42:09 AM
jane .richardson @cityofdenton.com Viewed: 1/8/2016 11:44:02 AM
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Laura Hermosillo Sent: 1/8/2016 9:42:11 AM
lau ra. hermosilla@cityofdenton.com
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1/8/2016 9:42:11 AM
Certified Delivered
Security Checked
1/8/2016 9:42:11 AM
Signing Complete
Security Checked
1/8/2016 9:42:11 AM
Completed
Security Checked
1/8/2016 9:42:11 AM
Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 4/20/2015 2:25:38 PM
Parties agreed to: Russell James, Robin Fox
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