2017-341ORDINANCE •
AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND AWARDING A CONTRACT FOR
THE SUPPLY OF ELECTRIC UTILITY STATION CLASS POLYMER ARRESTERS FOR
DENTON MUNICIPAL ELECTRIC TO BE STOCKED IN THE CITY OF DENTON
DISTRIBUTION CENTER; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR;
AND PROVIDING AN EFFECTIVE DATE (IFB 6555 -AWARDED TO THE LOWEST
RESPONSIBLE BIDDER MEETING SPECIFICATION, TECHLINE, INC. IN THE THREE (3)
YEAR NOT -TO -EXCEED AMOUNT OF $110,000.)
WHEREAS, the City has solicited, received, and tabulated competitive bids for the purchase
of necessary materials, equipment, supplies or services in accordance with the procedures of State
law and City ordinances; and
WHEREAS, the City Manager or a designated employee has reviewed and recommended that
the herein described bids are the lowest responsible bids for the materials, equipment, supplies or
services as shown in the "Bid Proposals" submitted therefor; 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 numbered items in the following numbered bids for materials, equipment,
supplies, or services, shown in the "Bid Proposals" on file in the office of the City Purchasing Agent,
are hereby accepted and approved as being the lowest responsible bids for such items:
BID
NUMBER VENDOR AMOUNT
6555 Techline, Inc. $110,000
SECTION 2. By the acceptance and approval of the above numbered items of the submitted
bids, the City accepts the offer of the persons submitting the bids for such items and agrees to pur-
chase the materials, equipment, supplies or services in accordance with the terms, specifications,
standards, quantities and for the specified sums contained in the Bid Invitations, Bid Proposals, and
related documents.
SECTION 3. Should the City and the winning bidder(s) wish to enter into a formal written
agreement as a result of the acceptance, approval, and awarding of the bids, the City Manager or his
designated representative is hereby authorized to execute a written contract in accordance with the
terms, conditions, specifications, standards, quantities and specified sums contained in the Bid
Proposal and related documents and to extend that contract as determined to be advantageous to the
City of Denton.
SThe City COUnCil of the City of Denton,Texas hereby expressly delegates the
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authority totake actions m ay be requi red or permVex'
i t ted to be performed by the City of Denton
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under 1 6555 to the City Manager of the City of Denton, as, or his designee.
SECTION 5. By the acceptance and approval of the above enumerated bids, the City Council
hereby authorizes the expenditure of funds therefor in the amount and in accordance with the
approved bids.
SECS.
approval.
PASSED AND APPROVED this day of 2017.
That this ordinance shall become effective immediately upon its passage and
WAIT."i-A
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NI'TS,
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
r\
BY:
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
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CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND TECHLINE, INC
(CONTRACT 6555)
THIS CONTRACT is made and entered into this date _______________________, by
and between Techline, Inc., a corporation, whose address is 5401 Martin St, Ft. Worth, TX 76119,
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
IFB # 6555 Supply of Electric
Utility Station Class Polymer Arresters, 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 ;
(b) IFB 6555 (on file at the office of the Purchasing
Agent);
(c) City of Denton Standard Terms and Conditions C;
(d) Certificate of Interested Parties Electronic Filing
(e) (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
INDEMNITY
THE SUPPLIER REPRESENTS AND WARRANTS TO THE CITY THAT THE
INTELLECTUAL PROPERTY SUPPLIED BY 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, AND THAT NO CLAIMS HAVE BEEN MADE BY ANY
PERSON OR ENTITY WITH RESPECT TO THE OWNERSHIP OR OPERATION OF
THE INTELLECTUAL PROPERTY. MOREOVER, 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 ANY CLAIM
Contract 6555
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THAT THE CITY'S EXERCISE OF ITS LICENSE RIGHTS, AND ITS USE OF THE
INTELLECTUAL PROPERTY, THE SUBJECT OF THIS CONTRACT, INFRINGES
THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, OR THE
BREACH OF ANY OF REPRESENTATIONS OR WARRANTIES STATED IN THE
CONTRACT DOCUMENTS. 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.
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
SUPPLIER
BY: ______________________________
AUTHORIZED SIGNATURE
Date: _______________________________
Name:______________________________
Title: _______________________________
___________________________________
PHONE NUMBER
___________________________________
EMAIL ADDRESS
___________________________________
TEXAS ETHICS COMMISSION
CERTIFICATE NUMBER
CITY OF DENTON, TEXAS
ATTEST:
JENNIFER WALTERS, CITY SECRETARY BY: _____________________________
TODD HILEMAN
CITY MANAGER
BY: __________________________________ Date:________________________
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
BY: _______________________________
Contract 6555
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Exhibit A
Special Terms and Conditions
1. The Quantities
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.
2. 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@cityofdenton.com, with the above file number in the subject line, for review.
Products found to have changed specifications without notification, and acceptance, will be
returne
3. Authorized Distributor
The supplier shall be the manufacturer or authorized distributor of the proposed products. The
distributor shall be auth
representative as needed by the City.
4. Contract Terms
The contract term shall be for a one (1) year period. The City and the Supplier shall have the option
to renew this contract for an additional two (2) one-year periods. Materials and services undertaken
pursuant to this solicitation will be required to commence within fourteen (14) days of delivery of a
Notice to Proceed.
The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall
automatically renew each year, from the date of award by City Council, unless either party notifies
the other prior to the scheduled renewal date in accordance with the provision of the section titled
in Exhibit 2. At the sole option of the City
of Denton, the Contract may be further extended as needed, not to exceed a total of six (6) months.
5. Price Escalation and De-escalation
Prices must be firm for a period of one year from date of contract award. Any request for price
adjustment must be based on the, U.S Department of Labor, Bureau of Labor Statistics, Producer
Price Index (PPI) for other electrical equipment manufacturing (PCU33593359). The price will be
increased or decreased based upon the annual percentage change in the PPI. The maximum escalation
will not exceed +/- 8% for any individual year. The escalation will be determined annually at the
renewal date. Should the PPI change exceed a minimum threshold value of +/-1%, then the stated
eligible bid prices shall be adjusted in accordance with the PPI change not to exceed the 8% limit per
Contract 6555
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year. The supplier should provide documentation as percentage of each cost associated with the unit
prices quoted for consideration.
Request must be submitted in writing with supporting evidence for need of such increase to the
Purchasing Manager at least 60 days prior to contract expiration of each year. Supplier must also
provide supporting documentation as justification for the request.
Upon receipt of such request, the City of Denton reserves the right to either: accept the escalation as
competitive with the general market price at the time, and become effective upon the renewal date of
the contract award or reject the increases within 30 calendar days after receipt of a properly submitted
request. If a properly submitted increase is rejected, the Contractor may request cancellation of such
items from the Contract by giving the City of Denton written notice. Cancellation will not go into
effect for 15 calendar days after a determination has been issued. Pre-price increase prices must be
honored on orders dated up to the official date of the City of Denton approval and/or cancellation.
The request can be sent by e-mail to: purchasing@cityofdenton.com noting the solicitation number.
The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes.
6. Total Contract Amount
The contract total shall not exceed $110,000. Pricing shall be per Exhibit E attached.
7. 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.
Contract 6555
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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
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
Supplier. No Terms and Conditions contained in
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
-of-way.
1. . The Contractor shall fully and timely provide all
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
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.
Contract 6555
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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 state
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
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
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
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,
ies.
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.
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C. If the City or the City's representative notifies the Contractor that any worker is incompetent,
disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed
any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the
Contractor shall immediately remove such worker from Contract services, and may not employ
such worker again on Contract services without the City's prior written consent.
Immigration: The Contractor represents and warrants that it shall comply with the requirements
of the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification
and retention of verification forms for any individuals hired on or after November 6, 1986, who
will perform any labor or services under the Contract and the Illegal Immigration Reform and
11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL
REGULATIONS: The Contractor,
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,
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
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
address and, if applicable, the tax identification number on the invoice must exactly match the
information
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.
Contract 6555
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13. PAYMENT:
A. All proper invoices need to be sent to Accounts Payable. Approved invoices will be paid within
invoice being received
in Accounts Payable, whichever is later.
B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid
balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the
maximum lawful rate; except, if payment is not timely made for a reason for which the City
may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after
the grounds for withholding payment have been resolved.
C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the
partial shipment or delivery, as stated above, provided that the invoice matches the shipment or
delivery.
D. The City may withhold or set off the entire payment or part of any payment otherwise due the
Contractor to such extent as may be necessary on account of:
i. delivery of defective or non-conforming deliverables by the Contractor;
ii. third party claims, which are not covered by the insurance which the Contractor is
required to
provide, are filed or reasonable evidence indicating probable filing of such claims;
iii. failure of the Contractor to pay Subcontractors, or for labor, materials or equipment;
ontractors,
which is not covered by insurance required to be provided by the Contractor;
time specified in the Contract, and that the unpaid balance would not be adequate to
cover actual or 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
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
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the contractor in traveling to and from City facilities whall not be reimbursed, unless otherwise
negotiated.
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 war
under the Contract, including but not limited to indemnity and warranty obligations, or (5) arising
ractor 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
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 identified in the Plan, unless the substitute has been accepted by the City in
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writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or
remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan
has been approved, the Contractor is additionally required to submit a monthly Subcontract
Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day
of each month.
B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract
between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the
terms of the
Contract, and shall contain provisions that:
i. require that all deliverables to be provided by the Subcontractor be provided in strict
accordance with the provisions, specifications and terms of the Contract;
ii. prohibit the Subcontractor from further subcontracting any portion of the Contract
without the prior written consent of the City and the Contractor. The City may require, as
a condition to such further subcontracting, that the Subcontractor post a payment bond in
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.
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21. WARRANTY DELIVERABLES: The Contractor warrants and represents that all
deliverables sold the City under the Contract shall be free from defects in design, workmanship or
manufacture, and conform in all material respects to the specifications, drawings, and descriptions
in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and
conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations,
and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall
be new or recycled merchandise, and not used or reconditioned.
A. 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-
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
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
Contractor shall assist and cooperate with the City to the fullest extent to enforce such
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
this section.
C. If the Contractor is unable or unwilling to perform its services in accordance with the above
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standard as required by the City, then in addition to any other available remedy, the City may
reduce the amount of services it may be required to purchase under the Contract from the
Contractor, and purchase conforming services from other sources. In such event, the Contractor
shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such
services from another source.
23. ACCEPTANCE OF INCOMPLETE OR NON-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, loss
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
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
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
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,
out
-
judgment interest at the maximum lawful rate. Additionally, in the event of a default by the
dor 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.
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28. TERMINATION WITHOUT CAUSE: The City shall have the right to terminate the
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
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,
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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
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
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.
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
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
y is an additional
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insured shown on any policy. It is intended that policies required in the Contract, covering
both the City and the Contractor, shall be considered primary coverage as applicable.
viii. If insurance policies are not written for amounts agreed to with the City, the Contractor
shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified.
If Excess Liability Insurance is provided, it shall follow the form of the primary coverage.
ix. The City shall be entitled, upon request, at an agreed upon location, and without
expense, to review certified copies of policies and endorsements thereto and may make any
reasonable requests for deletion or revision or modification of particular policy terms,
conditions, limitations, or exclusions except where policy provisions are established by law
or regulations binding upon either of the parties hereto or the underwriter on any such
policies.
x. The City reserves the right to review the insurance requirements set forth during the
effective period of the Contract and to make reasonable adjustments to insurance coverage,
limits, and exclusions when deemed necessary and prudent by the City based upon changes
in statutory law, court decisions, the claims history of the industry or financial condition
of the insurance company as well as the Contractor.
xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance
to lapse during the term of the Contract or as required in the Contract.
xii. The Contractor shall be responsible for premiums, deductibles and self-insured
retentions, if any, stated in policies. All deductibles or self-insured retentions shall be
disclosed on the Certificate of Insurance.
xiii. The Contractor shall endeavor to provide the City thirty
notice of erosion of the aggregate limits below occurrence limits for all applicable
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
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
to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked
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to the attention of the Purchasing Manager.
35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material
submitted by the Contractor to the City shall become property of the City upon receipt. Any
portions of such material claimed by the Contractor to be proprietary must be clearly marked as
such. Determination of the public nature of the material is subject to the Texas Public Information
Act, Chapter 552, and Texas Government Code.
36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents
and warrants to the City that: (i) the Contractor shall provide the City good and indefeasible title
to the deliverables and (ii) the 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
and its use of the deliverables infringes the intellectual property rights of any third party; or (ii)
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-
ies 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
inventions, employee information, trade secrets, confidential know-how, confidential business
information, and other information which the City or its licensors consider confidential)
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
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interests throughout the world in and to the deliverables.
A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor agrees
to disclose such patentable subject matter to the City. Further, if requested by the City, the
Contractor agrees to assign and, if necessary, cause each of its employees to assign the entire right,
title, and interest to specific inventions under such patentable subject matter to the City and to
execute, acknowledge, and deliver and, if necessary, cause each of its employees to execute,
acknowledge, and deliver an assignment of letters patent, in a form to be reasonably approved by
the City, to the City upon request by the City.
B. Copyrights. As to any deliverables containing copyrightable subject matter, the Contractor
agrees that upon their creation, such deliverables shall be considered as work made-for-hire by the
Contractor for the City and the City shall own all copyrights in and to such deliverables, provided
f any
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
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
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
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to any other remedy available, to cancel the Contract without liability and to deduct from any
amounts owed to the Contractor, or otherwise recover, the full amount of such commission,
percentage, brokerage or contingent fee.
42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without
liability if it is determined by the City that gratuities were offered or given by the Contractor or
any agent or representative of the Contractor to any officer or employee of the City of Denton with
a view toward securing the Contract or securing favorable treatment with respect to the awarding
or amending or the making of any determinations with respect to the performing of such contract.
In the event the Contract is canceled by the City pursuant to this provision, the City shall be
entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost
incurred by the Contractor in providing such gratuities.
43. PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS: No officer,
employee, independent consultant, or elected official of the City who is involved in the
development, evaluation, or decision-making process of the performance of any solicitation shall
have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any
willful violation of this section shall constitute impropriety in office, and any officer or employee
guilty thereof shall be subject to disciplinary action up to and including dismissal. Any violation
of this provision, with the knowledge, expressed or implied, of the Contractor shall render the
Interest Questionnaire.
44. INDEPENDENT CONTRACTOR: The Contract shall not be construed as creating an
employer/employee relat
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,
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,
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or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an
express or implied acceptance of any other existing or future default or defaults, whether of a
similar or different character.
47. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by
both parties. No pre-printed or similar terms on any the Contractor invoice, order or other
document shall have any force or effect to change the terms, covenants, and conditions of the
Contract.
48. INTERPRETATION: The Contract is intended by the parties as a final, complete and
exclusive statement of the terms of their agreement. No course of prior dealing between the parties
or course of performance or usage of the trade shall be relevant to supplement or explain any term
used in the Contract. Although the Contract may have been substantially drafted by one party, it
is the intent of the parties that all provisions be construed in a manner to be fair to both parties,
reading no provisions more strictly against one party or the other. Whenever a term defined by the
Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC
definition shall control, unless otherwise defined in the Contract.
49. DISPUTE RESOLUTION:
A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to
negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing
of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party
may make a written request for a meeting between representatives of each party within fourteen
(14) calendar days after receipt of the request or such later period as agreed by the parties. Each
party shall include, at a minimum, one (1) senior level individual with decision-making authority
regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith
to negotiate a resolution of the dispute. If, within thirty (30) calendar days after such meeting, the
parties have not succeeded in negotiating a resolution of the dispute, they will proceed directly to
mediation as described below. Negotiation may be waived by a written agreement signed by both
parties, in which event the parties may proceed directly to mediation as described below.
B. If the efforts to resolve the dispute through negotiation fail, or the parties waive the negotiation
process, the parties may select, within thirty (30) calendar days, a mediator trained in mediation
skills to assist with resolution of the dispute. Should they choose this option; the City and the
Contractor agree to act in good faith in the selection of the mediator and to give consideration to
qualified individuals nominated to act as mediator. Nothing in the Contract prevents the parties
from relying on the skills of a person who is trained in the subject matter of the dispute or a contract
interpretation expert. If the parties fail to agree on a mediator within thirty (30) calendar days of
initiation of the mediation process, the mediator shall be selected by the Denton County Alternative
Dispute Resolution Program (DCAP). The parties agree to participate in mediation in good faith
for up to thirty (30) calendar days from the date of the first mediation session. The City and the
he 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
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Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit
to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be
construed or interpreted to limit or restrict the right or ability of the City to seek and secure
injunctive relief from any competent authority as contemplated herein.
51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract
shall in no way affect the validity or enforceability of any other portion or provision of the
Contract. Any void provision shall be deemed severed from the Contract and the balance of the
Contract shall be construed and enforced as if the Contract did not contain the particular portion
or provision held to be void. The parties further agree to reform the Contract to replace any stricken
provision with a valid provision that comes as close as possible to the intent of the stricken
provision. The provisions of this section shall not prevent this entire Contract from being void
should a provision which is the essence of the Contract be determined to be void.
52. HOLIDAYS: The following holidays are observed by the City:
MLK Day
Memorial Day
4th of July
Labor Day
Thanksgiving Day
Day After Thanksgiving
Christmas Eve (observed)
Christmas 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:
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discriminatory employment practice. No person shall, on the grounds of race, sex, sexual
orientation, 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:
engage in any discriminatory employment practice against individuals with disabilities as defined
in the ADA.
56. BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded
requirements)
The following federally funded requirements are applicable. A. Definitions. As used in this
paragraph
i. "Component" means an article, material, or supply incorporated directly into an end product.
ii. "Cost of components" means -
(1) For components purchased by the Contractor, the acquisition cost, including transportation
costs to the place of incorporation into the end product (whether or not such costs are paid to a
domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or
(2) For components manufactured by the Contractor, all costs associated with the manufacture of
the component, including transportation costs as described in paragraph (1) of this definition, plus
allocable overhead costs, but excluding profit. Cost of components does not include any costs
associated with the manufacture of the end product.
iii. "Domestic end product" means-
(1) An unmanufactured end product mined or produced in the United States; or
(2) An end product manufactured in the United States, if the cost of its components mined,
produced, or manufactured in the United States exceeds 50 percent of the cost of all its
components. Components of foreign origin of the same class or kind as those that the agency
determines are not mined, produced, or manufactured in sufficient and reasonably available
commercial quantities of a satisfactory quality are treated as domestic. Scrap generated, collected,
and prepared for processing in the United States is considered domestic.
iv. "End product" means those articles, materials, and supplies to be acquired under the contract
for public use.
v. "Foreign end product" means an end product other than a domestic end product.
vi. "United States" means the 50 States, the District of Columbia, and outlying areas.
B. The Buy American Act (41 U.S.C. 10a - 10d) provides a preference for domestic end products
for supplies acquired for use in the United States.
C. The City does not maintain a list of foreign articles that will be treated as domestic for this
Contract; but will consider for approval foreign articles as domestic for this product if the articles
are on a list approved by another Governmental Agency. The Offeror shall submit documentation
with their Offer demonstrating that the article is on an approved Governmental list.
D. The Contractor shall deliver only domestic end products except to the extent that it specified
delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act
Certificate".
57. RIGHT TO INFORMATION: The City of Denton reserves the right to use any and all
information presented in any response to this 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
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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
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
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
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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
the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right
or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as
a waiver of any continuing or succeeding breach.
66. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision
of the Contract is in any way intended to constitute a waiver by the City of Denton of any
immunities from suit or from liability that the City of Denton may have by operation of law.
67. RECORDS RETENTION: The Respondent shall retain all financial records, supporting
documents, statistical records, and any other records or books relating to the performances called
for in the Contract. The Respondent shall retain all such records for a period of 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. RFP/Bid documents
3.
4. Purchase order
5. Supplier terms and conditions
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Exhibit D
Certificate of Interested Parties Electronic Filing
In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the
Government Code. The law states that the City may not enter into this contract unless the
Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the
Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring
the business entity to file Form 1295 electronically with the Commission.
Contractor will be required to furnish an original notarized Certificate of Interest Parties
before the contract is awarded, in accordance with Government Code 2252.908.
The contractor shall:
1. Log onto the State Ethics Commission Website at :
https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm
2. Register utilizing the tutorial provided by the State
3. Print a copy of the completed Form 1295
4. Enter the Certificate Number on page 2 of this contract.
5. Sign and notarize the Form 1295
6. Email the notarized form to purchasing@cityofdenton.com with the contract number in the
subject line. (EX: Contract 1234 Form 1295)
The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after
Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics
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Exhibit E
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Exhibit E
IFB 6555 - Tabulation Sheet for Supply of Electric Utility Station Class Polymer Arresters
wĻƭƦƚƓķĻƓƷγƭ .ǒƭźƓĻƭƭ bğƒĻʹTechline, Inc.
tƩźƓĭźƦğƌ tƌğĭĻ ƚŅ .ǒƭźƓĻƭƭ Λ/źƷǤ ğƓķ {ƷğƷĻΜ CƚƩƷ ƚƩƷŷͲ
Estimated
EST.
Item #COD Item #ANNUAL
Delivery ARO
UOMProduct DescriptionPart #Unit Price
QTY
(Business Days)
1287321003EA69 kV Upright Arrester
Hubbell #EVP004200-3001$ 576.7530-35
2287321011EA69 kV Underhung Arrester
Hubbell #EVP204200-3001$ 565.2230-35
32873210225EA138 kV Upright Arrester
Hubbell #EVP008400-3001$ 978.5530-35
4287321031EA138 kV Underhung Arrester
Hubbell #EVP204200-3001$ 565.2230-35
5287321041EA15 kV Upright Arrester
Hubbell #EVP000900-3001$ 282.4230-35
6287321053EA138 kV Upright Arrester (XFMR)
Hubbell #EVP908403-3001$ 1,010.9030-35
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Exhibit E
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Exhibit E
XXXXXXXXX
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Exhibit E
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Exhibit E
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Exhibit E
XXXXXXXXX
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Exhibit E
XXXXXXXXX
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Exhibit E
XXXXXXXXX
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Exhibit E
XXXXXXXXX
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Exhibit E
Techline stocks over $30million worth of utility-based inventory inour service centers located across Texas,
Arkansas, Kansas, Louisiana, and New Mexico. We carry over10,000 stock items company wide to make sure
we have the right products available to meet your project needs.
We are proud to carry the finest in quality products from the industry's leading manufacturers. We currently
distribute the following products: electrical utility, architectural lighting, water distribution, natural gas,
CATV/telephone, fiber optic, telecommunications, and lineman & shop tools.
ManufacturerProducts
A. B. Chance CompanyA. B. Chance Company, a subsidiary of Hubbell Power Systems, manufactures electric utility
(HPS)
transmission and distribution products, as well as products for the telecommunication,
construction, pipeline and consumer markets. Product line includes poleline hardware, hotline
utility tools, protective equipment, switches and switchgear, grounding equipment, and
fiberglass products.
Action Threaded ProductsAction Threaded Products manufactures a large variety of fasteners and related products from
a variety of metals.
Acuity Brands Lighting –Acuity Brands Lighting and Acuity Brands Technology Services combined are the world’s
American Electricleading providers of lighting fixtures and related products and services and include brands
(Dark to Light Photocontrols)such as Lithonia Lighting®, Holophane®, Peerless®, Mark Architectural Lighting™, Hydrel®,
American Electric Lighting®, Gotham®, Carandini®, MetalOptics®, Antique Street Lamps™,
RELOC®, Lighting Control and Design™, Sensor Switch®, Synergy®Lighting Controls,
SAERIS™, and ROAM.
Advanced Pedestals, IncAdvanced Pedestals manufactures electrical pedestals, enclosures, and related products.
Akron FoundryAkron Foundry produces cast aluminum transformer breakaway bases.
Alamo TransformersAlamo Transformers has been part of the electrical industry since 1982 selling, repairing, and
renting dry and oilfilled singe and three phase transformers from 5KV thru 69KV and up to
15 MVA (larger MVA units are quoted on an individual basis).
Alan Wire CompanyAlan Wire products include copper wire and cable, bare, solid, stranded, and annealed.
AlconAlcon supplies connectors and secondary aluminum.
Almetek IndustriesAlmetek Industries, Inc. manufactures a unique marking system designed for electric utility
poles and cables. The system offers weather, chemicaland abrasion resistant polyethylene
tags with warranties against failure. Other products include utility marking materials and
signs of standard and special design.
AlumaformALUMA-FORM/DIXIE is a principal manufacturer of apitong wood, steel, and aluminum
engineered hardware brackets, anchors, and special structures.
AmercableAmercable is a manufacturer of flexible electrical power and control cables for use in severe
operating environments including mining, marine, industrial, and telecom applications.
American Castings & Mfg.American Castings & Mfg. produces meter seals.
American PolywaterAmerican Polywater produces cable pulling lubes, cleaners, and MRO & construction
chemicals.
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Exhibit E
ManufacturerProducts
Ameron Pole CompanyAmeron Pole manufactures a full line of concrete lighting poles and bollards and steel poles
for virtually any application including traffic, street lighting, sports and area lighting, and
parking lots.
AMPThe AMP brand, manufactured by Tyco International, encompasses the broadest range of
(Tyco International)
connectors in the world, including high-density, high-speed designs for leading-edge
communications equipment, and innovative micro miniature circular plastic connectors that
are more cost effective than traditional metal-shell designs
AmprobeAmprobe produces a full line of Volt, Ohms and Ammeters, testing meters.
Anderson ElectricAnderson Electrical Products, Inc. a subsidiary of Hubbell Power Systems, manufactures
(HPS)
electrical connectors, clamps, fittings and accessories for substations, transmission and
distribution lines. Anderson also offers a wide lineof crimping tools.
Armorcast Products Co.Armorcast offers a wide selection of transformer and telephone pads including pre-formed
composite type vaults, URD service boxes, transformer and equipment pads.
ArncoArnco provides cable installation systems that include PVC continuous conduit, couplers, pull
tapes, chemicals, placing equipment, and tools & accessories.
AstraAstra, part of The Durham Company, manufactures a full line of meter socket, meter
(The Durham Company)
enclosures, test switches, pad mounted enclosures, and instrument transformers.
BlackburnBlackburn, provided through Thomas & Betts, manufactures a full line of grounding and
(T&B)
service connectors, sleeves, clamps of various types in mechanical and compression,
automatic splices, copper grounding material, and tools.
Brooks ManufacturingBrooks Manufacturing produces wood transmission towers, including treated crossarms,
deadends and wooden products.
BruggBrugg manufactures power and telecommunication cables and accessories, special cables for
industry and security, process control systems for water treatment and energy management,
pipe systems for liquids, ropesfor aerial ropeways, elevatorsand cranes, and rope protection
systems against natural hazards.
BurndyBurndy is an electrical division of HPS, which is part of the third largest connector
(HPS)manufacturer in the world, and provides reliable connection systems and solutions to the
Telecommunications, Data, Industrial, Instrumentation, and Energy Industries.
BussmanThe Cooper Bussman manufactures circuit protection on more than 50,000 SKU’s of electrical
and electronic fuses, fuse holders, power distribution blocks, as well as engineering, training,
and testing services.
Campbell Specialty ProductsCampbell Specialty Products produces cable stringing equipment, bundling blocks, and dollies.
CantexCantex manufactures PVC products, including conduit, elbows, and fittingsfor the electrical,
communication, and hardware markets.
Capital Wire & CableCapital Wire & Cable manufactures 600VAC building wires and cable.
CarlonT&BCarlon, the largest business unit, provides fiber optic, copper and coaxial cable protection for
plant construction and wiring systems. Customers include regional Bell operating companies,
cable television companies, departments of transportation, and the electrical wholesale
distributor market.
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Exhibit E
ManufacturerProducts
Hubbell Cable AccessoriesChardon Electrical Components, a division of Hubbell Power Systems, offers cable and
(Chardon)underground separable connectors, including loadbreak and deadbreak, splices, terminations,
and a wide variety of other underground related products.
ConduxCondux provides cable stringing accessories, pullers and preparation for aerial and
underground installations.
Connector Manufacturing Co.Connector Manufacturing (CMC) manufactures a full line of aluminum and copper connectors,
offering both mechanical and compression designs. In addition CMC manufactures
underground, secondary transformer material.
CRC ElectricalProductsCRC Electrical Products produces chemical cable cleaners and solutions for connections.
Critter GuardCritter Guard’s primary products are the CG Line Guard and CG Pole Guard. Both are
designed with the utility company, homeowner, and preservation of wildlife in mind. With the
focus of their products being to deter and prevent squirrels, roof rats, and other rodentsfrom
gaining access to power stations and homes where they can inflict damage and cause costly
power outages.
DiversiTech CorporationDiversiTech manufactures a suite of products, which includes a wide range of mechanical,
electrical, chemical,and structural parts for HVACR systems including polymer transformer
pads and underground junction and pull boxes.
DrakaDraka manufactures a comprehensive line of specialty wire and cable products for industrial
applications as well as a diverse range of cables for airport lighting, cable-in-duct, power
generation, and power utilities. Cable products include copper, specialty control, and multi-
conductor type.
Dulmison IncorporatedDulmison, a wholly owned company of TYCO International, provides a broad range of
(TYCO International)
products including transmission and distribution insulators, power station and substation
insulators, electrical railway insulators, lighting arresters, power fuses and disconnecting
switches.
The Durham CompanyThe Durham Company specializes in the manufacturing of meter sockets, socket/breaker and
switch combinations, metering enclosures, test switches, pad mounted enclosures and
instrument transformers.
Dynamic Lighting, Inc.Dynamic Lighting offers decorative cast aluminum light poles, fixtures, and accessories.
EatonEaton manufactures electrical control products and power distribution equipment. Power
(Cutler Hammer)distribution equipment includes a complete family of circuit breakers, ranging from miniature
breakers rated from 120 volts up to vacuum breakers rated to 38 kilovolts. Eaton also has a
line of low and medium voltage assemblies from substations, switchgear and panelboards to
loadcenters, transformers and safety switches.
Economy Cable GripsEconomy Cable Grips manufactures various types of cable grips, pulling, and permanent
supports.
E. J. Brooks CompanyE.J. Brooks manufactures a wide range of security seals and locking devices for shippers,
(Ekstrom Industries) transportation companies, utilities, and money handlers. Products include cable seals, meter
seals, plastic seals, trucks seals, electric meter socket adapters,and meter blank covers.
ElastimoldElastimold, provided through Thomas & Betts, manufactures loadbreak separable connectors,
(T&B)
splices, and cable terminators.
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Exhibit E
ManufacturerProducts
ElectromarkElectromark is the leading supplier of tags, signs, and labels for utility markets. Products
include utility marking material and signs of standard or special design.
ERICOERICO is a manufacturer of ground rods, secondary connectors, and clamps. Cadweld
(Cadweld)Products, a division of ERICO, serves large industrial power consumers and original
equipment manufacturers with premium quality connection technologies for maximizing
operation efficiency. Products include specialty welded connectors and splices.
Estex Mfg. CompanyEstex manufactures a full line of industrial gradeproducts for Power Utility Lineman tool bags,
buckets, pads, totes, aprons, guards, gloves, covers, pouches, knives, and holsters.
EYE LightingEYE Lighting manufacturers over 3,000 different lamps, including HID, high-pressure-sodium,
mercury-vapor, metal halide, specialty IGNITRON self-igniter, and SUNLUX ACE retrofit
(MV/HPS),lighting fixtures, electronics, communication equipment, and ultraviolet and
electron beam systems.
Fargo ManufacturingFargo Manufacturing, a subsidiary of Hubbell Power Systems, produces fittings and
(HPS)
accessories for use in the transmission, distribution, substation and telecommunications
sectors. Products include distribution connectors, wildlife protectors, automatic splices and
deadends, secondary connectors, and clamps.
Farmers CopperFarmers Copper produces bus, copper tubing or flat type, various alloys available in standard
or specialty cuts.
Ferraz Shawmut Inc.Ferraz Shawmut is a leading supplier of innovative circuit protection solutions, from industrial
(formerly Gould Shawmut)and semiconductor fuses to fuse holders and accessories, disconnect switches, and devices
for surge protection and thermal management.
Fisher-PierceFisher Pierce is the world leader in outdoor lighting controls and products for electrical power
distribution systems. Fisher Pierce manufactures photoelectric controls for
commercial/industrial and utility systems.
G & W Electric CompanyG&W is a global supplier of distribution and transmission voltage power system products and
solutions. Products include switches, SF6 padmount, polemount and vault style, SF6 vacuum
interrupters, cable terminations and splices thru 345kV.
GEC Durham IndustriesThe Durham Company specializes in the manufacturing of meter sockets, socket/breaker and
switch combinations, metering enclosures, test switches, pad mounted enclosures and
instrument transformers.
General CableGeneral Cable is a global leader in the development, design, manufacture, marketing and
(formerly Alcan Cable)distribution of copper, aluminum and fiber optic wire and cable products for the energy,
industrial, specialty and communications markets around the world.
Georgia PipeGeorgia Pipe manufactures rigid PVC conduit, elbows, and fittings.
Great Western MetalsGreat WesternMetals supplies stainless steel, aluminum, and exotic metals in plate, sheet,
round bar, flat bar, and angle shapes.
Greenlee/FairmontGreenlee, a division of Textron, provides a full line of cable installation and contractor’stools,
(Textron)multimeters, network certification instruments, conduit benders, knockout punches, and tool
storage systems. Fairmont, a division of Textron, provides a full line of hydraulic tools, power
units, and booster and control valves.
Hadco (Genlyte-Thomas)Hadco manufactures specification grade exterior architectural lighting.
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Exhibit E
ManufacturerProducts
HapcoHapco engineers and manufactures high quality aluminum and steel light poles and brackets.
Hastings FiberglassHastings Fiberglass supplies a full line of hotline tools and equipment.
Helical Line ProductsHelical has over 40 years experience designing and producing Flexures (formed wire
products) for use in products ranging from encoders to spacecraft.
Heritage PlasticsHeritage Plastics is an American company that provides conduit, PCS, and other related
products.
H-J EnterpriseH-J Enterprise is one of the largest manufacturersof OEM components for transformers.
HolophaneHolophane offers a complete line of lighting solutions for decorative, area, roadway, andall
(Accuity Brand)lighting applications.
HomacHomac is a manufacturer and supplier of electric power delivery connectors and cable
accessories; and is committed to world class performance as demonstrated by continuous
improvement in safety, innovation, quality, cost, flexibility, and customer satisfaction.
Howard Industries, Inc.Howard Industries, Inc. produces a full line of distribution transformers up to 34.5kv and
power transformers up to 10mva. Products includesingle-phase poles, three-phase poles,
single-phase pads, three-phase pads, and unit substations.
Howard LightingHoward Lighting offers a comprehensive product line of ballasts, fixtures, and lamps.
Hubbell Power Systems (HPS)Hubbell Power Systems(HPS) manufactures a wide variety of transmission, distribution, and
(Anderson, Chance, Fargo,
telecommunications products including construction and switching products, tools, insulators,
Chardon, and Ohio Brass)
arresters, fittings, connectors, cable accessories, test equipment, and instruments.
Recognized company names like Anderson,Chance, Hubbell Cable Accessories,Fargo,
Hipotronicsand Ohio Brasscomprise Hubbell Power Systems. HPS companies have been
serving utilities for more than 100 years with quality, innovative products.
Hughes BrothersHughes Brothers is a leading supplier of materials for overhead transmission and distribution
power line construction. Products include complete wood H-Frame assemblies through 345kV,
crossarms, bracing, pole line hardware, steel davit arms for wood, concrete and steel poles,
fiberglass stand-off brackets and guy strain insulators, and transformer mounting platforms.
Huskie Tools, Inc.Huskie offers the widest selection of high tech cutting and crimping tools including
compression tools, hydraulic and manual, and battery operated.
ICB InsulatorsICB Insulators supplies prime quality tensioning materials including stress-relieved and low
relaxation strand to galvanized guy strand.
IdealIdeal produces a full line of wire nuts, pulling lube, metering, and fasteners.
ISK Biotech CorporationISK Biotech Corporation manufactures wood pole preservation materials and chemicals.
JM PipeJohn Mansville Mfg. provides conduit, PVC, and other related products.
Joslyn Hi-VoltageJoslyn Hi-Voltage manufactures power transmission and distribution equipment for electric
utilities including reclosers, sectionalizers, capacitor switches & controls, transfer switches,
distribution automation equipment, disconnect switches, load break interrupter attachments,
and load break underground switches.Joslyn also manufactures light fixture lowering device
systems for industrial and commercial applications and electric furnace switches for electric
arc furnaces primarily used in steel mills.
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Exhibit E
ManufacturerProducts
Josyln Mfg.Joslyn Manufacturing manufactures and distributes a wide variety of products associated with
(MacLean Power Systems)the construction and maintenance of power utility distribution and transmission lines and
telephone and cable television communication systems. Joslyn's core product groups are
anchors, arresters, underground cable accessories, fiberglass and metal castings, luminaire
supports and pole line hardware.
Kaddas Enterprises, Inc.Kaddas offers outage and wildlife protection products.
Kim LightingKim Lighting manufactures lighting fixtures,luminaires, and specialty lighting.
Knopp, Inc.Knopp manufactures instrument testers.
Lapp Insulator Co.Lapp Insulator is the leader in the design and production of quality high voltage insulators
including porcelain and various other types.
LiftallLiftall manufactures nylon slings and tie downs.
Mac Products, Inc.Mac Products manufactures electrical transmission and distribution equipment for use in
underground applications. Products range from catalog items such as lugs, connectors,
potheads, splice kits and accessories.
Magnum Custom TrailersMagnum Custom Trailers manufactures trailers in various types, including custom made.
MajorpowerMajorpower Corporation is focused on the design and manufacture of high reliability feature
rich power conversion products for DC to AC, AC to DC, and battery charging applications.
Their products are used in critical applications in industries such as Utility, Industrial,
Commercial, Transportation, and Telecommunications.
Meyer PolesMeyer Steel Structures, a division of Thomas & Betts, manufactures a comprehensive array of
(Thomas & Betts)
tubular steel structures for cross-country transmission and distribution, substation, lighting,
communication, or wind turbine applications.
MidsunMidsun provides products and services to prevent inadvertent outages from contamination,
pollution, animals, birds, tree limbs and other environmental hazards. Products include pole
line hardware and anchors for transmission and distribution line construction, connectors for
substation construction, nomenclature, tags and miscellaneous marking products.
MP HuskyMP Husky manufactures a wide range of cable tray systems. Materials offered are aluminum,
fiberglass, mill-galvanized steel, stainless steel and PVC-coated trays in three different
designs.
National Strand ProductsNational Strand Products manufactures galvanized steel strand.
Nehring Electrical WorksNehring Electrical Works manufactures bare and insulated copper and aluminum wire, ACSR,
aluminum-clad steel, copper-clad steel, building wire, underground power cables, welding
cables, ground rods, and medium voltage cables to the utility, telecommunication, and
electrical distribution markers.
Nordic Fiberglass, Inc.Nordic Fiberglass manufactures fiberglasstransformer pads and above ground pedestals and
cabinets.
Ohio Brass CompanyThe Ohio Brass Company, a subsidiary of Hubbell Power Systems, manufactures insulators for
(HPS)
transmission and distribution, intermediate and station class arresters.
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Exhibit E
ManufacturerProducts
OsmoseOsmose is a leader in the research and development of new products and services in all areas
of wood preservation technology; as well as Utility and Railroad asset management.
PetroflexPetroflex (PNA) manufactures high density polyethylene conduit, secondary electrical
(PNA)
pedestals, composite crossarms, insulators, and accessories to the telecommunications,
electrical utility, CATV, and data voice industries.
Preformed Line ProductsPreformed Line Products (PLP) is a worldwide designer, manufacturer, and supplier of high
quality cable anchoring and control hardware and systems, fiber optic and copper splice
closures, and high-speed cross-connect devices.
Prysmian Cable and SystemsPrysmian Cable and Systems, previously Pirelli Cables & Systems, produces electrical cables -
from extremely high to low voltage, for land, submarine and overhead applications - along
with a vast range of accessories, and is the leader in turn-key projects of underwater links.
Cable products include power, primary, secondary classes, overhead and underground,
copper and aluminum, and fiber optic cable.
Porcelain Products Co.Porcelain Products is the nation's second largest manufacturer of porcelain insulators and
related components.
Preformed Line ProductsPLP is aleading supplier of high quality cable anchoring and control hardware and systems,
overhead and underground splice cases and related products, and high speed cross-connect
devices.
Quazite ComposoliteQuazite Composolite, a division of Strongwell, manufactures polymer transformer pads,
underground junction and pull boxes.
RACO, Inc.RACO manufactures Rayseal sealing compound.
Rainbow TechnologyRainbow Technology manufactures specialty chemicals, a large assortment of cleaners,
lubricants, insecticides, paints and personal protection items.
Rapid Air ShelterRapid Air Shelter offersa portable climate-controlled emergency shelter,in a variety of sizes
and options, thatissimple to set up and tear down.
Reliaguard, Inc.Reliaguard, Inc., a subsidiary of Cantega Technologies Inc., is dedicated to preventing
contacts and resulting power outages on distribution lines by designing superior bird and
animal cover-up. Identifying bird and animal species that are present and the risks caused by
their proximity from phase to ground, or from phase to phase must be considered when
making coverage recommendations.
Relite, Inc.Relite manufactures universalhandhole covers for poles.
Ripley ToolsRipley Tools manufactures cable stripping and preparation tools.
Ritz Instrument Transformers, Ritz Instrument Transformers offers one of the most complete line instrument transformers in
Inc.the world with units available from 600V to 765kV.
S & C ElectricS&C Electric manufacturers a wide range of switching and protection equipment for
substations and overhead and underground distribution systems, distribution automation
products, power quality products, epoxy components, sensors, and electronic controls.
SALCOSALCO produces mast arms and brackets, aluminum and galvanized steel.
Contract 6555
DocuSign Envelope ID: ADBEBD81-9201-4A76-B9F9-20E5BBA29A0B
Exhibit E
ManufacturerProducts
Shakespeare Composite Shakespeare is a world leader in fiberglass reinforced composites design, engineering, and
Structuresmanufacturing, and the originator of the composite light pole. Products include fiberglass
poles, Lewtex fiberglass crossarms and deadends.
Sherman & Reilly, Inc.Sherman & Reilly manufactures cable stringing equipment, cable blocks, and dollies.
Sun Valley LightingSun Valley Lighting produces a full line of decorative poles and lighting solutions.
.
Tamaqua Cable ProductsTamaqua manufactures a comprehensive line of specialty wire and cable products for
industrial applications as well as diverse range of cables for airport lighting, cable-in-duct,
power generation, and power utilities. Cable products include copper, specialty control, and
multi-conductor type.
Tana Mfg. CompanyTana Mfg. Company produces wire markers, including a ball type to mark power,
communication, and guy wires for visual safety.
TechlightTechlight manufactures a wide assortment of luminaries to accommodate a wide array of
lighting requirements; including custom designs.
Thomas & BettsThomas & Betts provides a comprehensive product line including various types of lighting,
(Blackburn, Elastimold, Homac,
grounding and service connectors, compression connectors and tools, identification products,
Carlon)
cable fastening systems, terminals, disconnects, and splices.
Thor EnterprisesThor Enterprises, a division of Empire Level Mfg., produces tape for underground warning,
standard and detectable.
Tipper Tie, Inc.Tipper Tie manufactures products that include clippers, aluminum clips, aluminum wire
products, electric fence supplies and netting.
Travis PatternTravis Pattern and Foundry supports the power transmission industry and Travis Switchgear
manufactures disconnect switches of many types and sizes.
TrineticsTrinetics, a division of Maysteel, manufactures power distribution enclosures, capacitor banks,
(Maysteel)
oil and vacuum switches, and lighting control relays.
Turner Electric Corp.Turner Electric produces a full line of switches.
Tyco InternationalTyco Electronics is a division of Tyco International and a global manufacturer of products and
(AMP, Dulmison)
systems for the electrical power industry. Products include cable accessories, connectors and
fittings, power measurements and control, switching, protection, lighting, and surge
arrestors.
U.S. Architectural LightingU.S.Architectural Lightingmanufactures contemporary outdoor lighting.
USCO HPSUSCO’s product line covers a voltage range from 7.5 to 500kV and a current range from 600
to 6000A. This broad offering includes numerous innovations and cover types and ratings
designed especially for applications in substations, transmission lines, and power distribution
systems.
UtilcoUtilco manufactures proven-effective electrical connectors for pedestals, transformers, and
metering.
Valmont A.L.S.Valmont manufactures poles, steel streetlight, strain and traffic signal, mast arms,
transformer breakaway bases, and foundations.
Contract 6555
DocuSign Envelope ID: ADBEBD81-9201-4A76-B9F9-20E5BBA29A0B
Exhibit E
ManufacturerProducts
Venture LightingVenture Lighting designs and manufactures metal halide lamps in a wide range of wattages
and variety of bases and outer jackets.
Victor InsulatorsVictor Insulators manufacturers a full line of quality high voltage insulators and offer both a
domestic and import product.
Wall IndustriesWall produces a full line of 3 strand, 8 strand, and 12 strand ropes,and patented Uniline
product, for a wide range of applications.
3M Electrical Products Division3M Electrical products division offers reliable splicing and terminating electrical cables, tapes,
rubber type products, and connectors. 3M was the first todeliver cold shrink delivery systems
and silicone rubber materials technology to the utility industry.
3M Telecom Systems Group3M Telecom offers Dynatel underground cable and cable/fault locators.
Contract 6555
DocuSign Envelope ID: ADBEBD81-9201-4A76-B9F9-20E5BBA29A0B
Exhibit E
Location Contact Information
Location Address Phone Fax
Arkansas
th
Little Rock, AR 3601 West 65 St. Little Rock, AR 72209 (501) 537-6150 (501) 537-6149
Louisiana
Alexandria, LA 221 John Allison Dr. Alexandria, LA 71303 (318) 445-2285 (318) 445-6871
Texas
Amarillo, TX 16005 Interstate 27 Amarillo, TX 79119 (806) 655-2299 (806) 655-7700
Austin, TX 9609 Beck Circle Austin, TX 78758 (512) 610-6030 (512) 610-6031
Fort Worth, TX 5401 Martin St. Fort Worth, TX 76119 (817) 561-9900 (817) 561-9902
Jacksonville, TX 702 E. Cherokee St. Jacksonville, TX 75766 (903) 589-1889 (903) 589-1705
Navasota, TX P.O. Box 1725, 7601 Hwy 6 Navasota, TX 77868 (936) 870-3455 (936) 870-3958
Odessa, TX 800 S. Pagewood Dr. Odessa, TX 79761 (432) 332-0811 (432) 332-0899
Red Rock, TX 205 FM 812 Red Rock, TX 78662 (512) 332-2978 (512) 332-2953
San Antonio, TX & Techline Tools 4314 Dividend Dr. San Antonio, TX 78219 (210) 359-8324 (210) 359-8369
Van Alstyne, TX 519 Martin Duke Rd. Van Alstyne, TX 75495 (903) 482-5321 (903) 482-0619
Contract 6555
Certificate Of Completion
Envelope Id: ADBEBD8192014A76B9F920E5BBA29A0BStatus: Completed
Subject: City Council Docusign Item - 6555 station class arresters
Source Envelope:
Document Pages: 45Signatures: 4Envelope Originator:
Certificate Pages: 6Initials: 0Karen E. Smith
AutoNav: Enabledkaren.smith@cityofdenton.com
EnvelopeId Stamping: EnabledIP Address: 129.120.6.150
Time Zone: (UTC-06:00) Central Time (US & Canada)
Record Tracking
Status: OriginalHolder: Karen E. SmithLocation: DocuSign
10/20/2017 1:46:33 PM karen.smith@cityofdenton.com
Signer EventsSignatureTimestamp
Karen E. SmithSent: 10/20/2017 1:52:28 PM
Completed
karen.smith@cityofdenton.comViewed: 10/20/2017 1:52:40 PM
Interim Purchasing ManagerSigned: 10/20/2017 1:53:20 PM
Using IP Address: 129.120.6.150
City of Denton
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Nathan ChanSent: 10/20/2017 1:53:22 PM
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Inside SalesSigned: 10/20/2017 2:06:23 PM
Techline, Inc.
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Julia WinkleySent: 10/20/2017 3:47:17 PM
Completed
julia.winkley@cityofdenton.comViewed: 11/7/2017 3:57:04 PM
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Todd HilemanSent: 11/7/2017 3:57:34 PM
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City of Denton
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Signed using mobile
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Signer EventsSignatureTimestamp
Electronic Record and Signature Disclosure:
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Jennifer WaltersSent: 11/7/2017 4:12:05 PM
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In Person Signer EventsSignatureTimestamp
Editor Delivery EventsStatusTimestamp
Agent Delivery EventsStatusTimestamp
Intermediary Delivery EventsStatusTimestamp
Certified Delivery EventsStatusTimestamp
Carbon Copy EventsStatusTimestamp
Julia WinkleySent: 10/20/2017 2:06:25 PM
julia.winkley@cityofdenton.comViewed: 10/20/2017 2:20:12 PM
Contracts Administration Supervisor
City of Denton
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Sherri ThurmanSent: 10/20/2017 2:06:25 PM
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Jane RichardsonSent: 11/7/2017 3:57:32 PM
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Assistant City Secretary
City of Denton
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Robin FoxSent: 11/7/2017 3:57:33 PM
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Carbon Copy EventsStatusTimestamp
Jennifer BridgesSent: 11/8/2017 11:40:49 AM
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City of Denton
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Jane RichardsonSent: 11/8/2017 11:40:50 AM
jane.richardson@cityofdenton.comViewed: 11/16/2017 12:17:30 PM
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City of Denton
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laura cheekSent: 11/8/2017 11:40:51 AM
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Laura HermosilloSent: 11/8/2017 11:40:52 AM
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Notary EventsSignatureTimestamp
Envelope Summary EventsStatusTimestamps
Envelope SentHashed/Encrypted11/8/2017 11:40:52 AM
Certified DeliveredSecurity Checked11/8/2017 11:40:52 AM
Signing CompleteSecurity Checked11/8/2017 11:40:52 AM
CompletedSecurity Checked11/8/2017 11:40:52 AM
Payment EventsStatusTimestamps
Electronic Record and Signature Disclosure
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