Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
2009-317
%(+$1$%$1$-"$%.1, 2009317 7 AdditionalFileExists AdditionalFileContainsRecordsNotPublic,AccordingtothePublicRecordsAct Other %(+$2#§º«(´¯º¯§²¹ AmendedbyOrdinanceNo.201333112/03/13JR ORDINANCE NO. DD9-~/7 AN ORDINANCE AWARDING A CONTRACT FOR THE PURCHASE OF PRODUCTS AND SERVICES FOR THE ON-SITE VEHICLE PARTS FACILITY; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (BID 4379-VEHICLE EQUIPMENT AND PARTS AWARDED TO GENUINE PARTS COMPANY IN THE ESTIMATED AMOUNT OF $1,750,000 PER YEAR FOR THE FOUR YEAR CONTRACT. THE TOTAL AWARD IS ESTIMATED TO BE $7,000,000). 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 therefore; 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 4379 Genuine Parts Company $1,750,000\year 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. SECTION 4. By the acceptance and approval of the above enumerated bids, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approved bids. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of , 2009. MARK A.~B RRO G - , MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: 3-ORD- 437 i CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND BID NO. 4379 THIS CONTRACT is made and entered into this 1st day of January A.D., 2010, by and between Genuine Parts Company dba NAPA Integrated Business Solutions, a corporation, whose address is 3033 Military Parkway Mesquite,TX 75149, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: I. SCOPE OF SERVICES Contractor shall provide all labor, supervision, materials and equipment necessary for an on-site vehicle parts facility. These products and services shall be provided in accordance with the Specifications for Bid 4379-Vehicle and Equipment Parts a copy of which is attached hereto and incorporated herein as Exhibit "A" (or on file in the office of the Purchasing Agent), and the Contractor's Bid in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit "B". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Specifications for Bid 4379-Vehicle and Equipment Parts ;(Exhibit "A" on file in the office of the Purchasing Agent). (b) Contractor's Bid. (Exhibit "B"); (c) Insurance Requirements. (Exhibit "C"); (d) Form CIQ - Conflict of Interest Questionnaire (Exhibit "D"). (e) Supplemental Conditions to Contractor's Proposal (Exhibit "E") These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. The agreed upon exceptions listed in Exhibit E shall override the language of the contract and Exhibits A-D. These documents shall be referred to collectively as "Contract Documents." PAGE 1 OF BID #4379 12/8/2009 II. TIME OF COMPLETION (N/A) Or III. TERM OF CONTRACT The initial term of this Contract shall be four years from date of contract execution unless otherwise stated. IV. WARRANTY Contractor warrants and covenants to City that all goods and services provided by Contractor, Contractor's subcontractors; and agents under the Agreement shall be free of defects and produced and performed in a skillful and workmanlike manner and shall comply with the specifications for said goods and services as set forth in this Agreement and the Bid Specifications attached hereto.and incorporated herein as Exhibit "A"(or on file in the office of the Purchasing Agent). Contractor warrants that the goods and services provided to City under this Agreement shall.be free from defects in material and workmanship, for a period of one (1) year commencing on the date that City issues final written acceptance of the project. V.. PAYMENT Payments hereunder shall be made to Contractor following city's acceptance of the work and within thirty (30) days of receiving Contractor's invoice for the products and services delivered. Total compensation under this contract is.estimated to be $1,750,000 annually. Contractor recognizes that this Contract shall commence- upon the effective date herein and continue in full force and effect until termination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Denton, which fiscal year ends on September 30th of each year, shall be subject to Denton City Council approval. In the event that the Denton City Council does not approve the appropriation of funds for this contract, the Contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. VI. PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC Contractor shall at all times exercise reasonable precautions for the safety of employees and others on or near the work and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. The safety precautions actually taken and the adequacy thereof shall be the sole responsibility of the Contractor. Contractor shall indemnify City for any and all losses arising out of or related to a breach of this duty by Contractor pursuant to paragraph VIII. INDEMNIFICATION and .paragraph IX. COMPLIANCE WITH APPLICABLE LAWS set forth herein. 12/4/2009 PAGE 2 OF BID #4379 VII. LOSSES FROM NATURAL CAUSES Unless otherwise specified, all loss or damage to Contractor arising but of the nature of the work to be done, or from the action of the elements, or from any unforeseen circumstances in the prosecution of the same, or from unusual obstructions or difficulties which may be encountered in the prosecution of the work, shall be sustained and borne by the Contractor at its own cost and expense. VIII. INDEMNIFICATION Contractor shall release, defend, indemnify and hold the City, its elected officials, officers and employees harmless from and against all claims, damages, injuries (including death), property damages (including loss of use), losses, demands, suits, judgments and costs, including attorney's fees and expenses, in any way arising out of, related to, or resulting from the services provided by Contractor under this Agreement or caused by the negligent act or omission or the intentional act or omission of Contractor, its officers, agents, employees, subcontractors, licensees, invitees or any other third parties for whom Contractor is legally responsible (hereinafter "Claims"). Contractor is expressly required to defend City against all such Claims. In the event the City is a named party to a suit arising out of the subject matter of this Contract, the City shall have reasonable input into the selection of defense counsel to be retained by Contractor in fulfilling its obligation hereunder to defend and indemnify City. City reserves the right to provide a portion or all of its own defense; however, City is under no obligation to do so. Any such action by City is not to be construed as a waiver of Contractor's obligation to defend City or as. a waiver of Contractor's obligation to indemnify City pursuant to this Contract. Contractor shall retain defense counsel within seven (7) business days of City's written notice that City is invoking ' its right to indemnification under this Contract. If Contractor fails to retain counsel within such time period, City shall have the right to retain defense counsel on its own behalf, and Contractor shall be liable for all costs incurred by City. IX. COMPLIANCE WITH APPLICABLE LAWS Contractor shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations including all amendments and revisions thereto, which in any manner affect Contractor or the work, and shall indemnify and save harmless City against any claim related to or arising from the violation of any such laws, ordinances and regulations whether by Contractor, its employees, officers, agents, subcontractors, or representatives. If Contractor observes that the work is at variance therewith, Contractor shall promptly notify City in writing. 12/4/2009 PAGE 3 OF BID #4379 X. VENUE The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract. The parties agree that this Contract is performable in Denton County, Texas, and that exclusive venue shall lie in Denton County, Texas. XI. ASSIGNMENT AND SUBLETTING Contractor agrees to retain control and to give full attention to the fulfillment of this Contract, that this Contract shall not be assigned or sublet without the prior written consent-of City, and that no part or feature of the work will be sublet to anyone objectionable to City. Contractor further agrees that the subletting of any portion or feature of the work, or materials required in the performance of this Contract, shall not relieve Contractor from its full obligations to City as provided by this Contract. XII. INDEPENDENT CONTRACTOR Contractor covenants and agrees that Contractor is an independent contractor and not an officer, agent, servant or employee of City; that Contractor shall have exclusive control of and exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondeat superior shall not apply as between City and Contractor, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint -enterprise between City and Contractor. XIII. INSURANCE AND CERTIFICATES OF INSURANCE Contractor shall procure and maintain for the duration of the contract insurance coverage as set forth in the Insurance Requirements marked Exhibit "C" attached hereto and incorporated herein by reference. Contractor shall provide a signed insurance certificate verifying that they have obtained the required insurance coverage prior to the effective date of this Contract. XIV. HINDRANCES AND DELAYS No claims shall be made by. Contractor for damages resulting from hindrances or delays from any cause during the progress of any portion of the work embraced in this Contract. 2/4/2009 PAGE 4 OF BID #4379 Xv. AFFIDAVIT OF NO PROHIBITED INTEREST Contractor acknowledges and represents it is aware of all applicable laws, City Charter, and City Code of Conduct regarding prohibited interests.and that the existence of a prohibited interest at any time will render the Contract voidable. Contractor has executed the Affidavit of No Prohibited Interest, attached and incorporated herein as Exhibit "D". XVI. SEVERABILITY The provisions of this Contract are severable. If any paragraph, section, subdivision, sentence, clause, or phrase of this Contract is for any reason held to be contrary to the law or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of the Contract. However, upon the occurrence of such event, either party may terminate this Contract by giving the other party thirty (30) days written notice. XVII. TERMINATION City may, at its option, with or without cause, and without penalty or prejudice to any other remedy'it maybe entitled to at law, or inequity or otherwise under this Contract, terminate further work under this contract, in whole or in part by giving at least thirty (30) days prior written notice thereof to Contractor with the understanding that all services being terminated shall cease upon the date such notice is received. XVIII: ENTIRE AGREEMENT This Contract and its attachments embody the entire agreement between the parties and may only be modified in writing if executed by both parties. XIX. CONTRACT INTERPRETATION Although this Contract is drafted by City, should any part be in dispute, the parties agree that the Contract shall not be construed more favorably for either party. XX. SUCCESSORS AND ASSIGNS This Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. 12/4/2009 PAGE 5 OF BIQ #4379 XXI. HEADINGS The headings of this Contract are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. XXII. RIGHT TO AUDIT The OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during 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 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 this agreement, and to allow the OWNER 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 OWNER unless the audit reveals an overpayment of 1 % or greater. If an overpayment of I% or greater occurs, the reasonable cost of the audit, including any travel costs, must be borne by the CONTRACTOR which must be payable within five business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER'S sole discretion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 12i4i2009 PAGE 6 OF BID #4379 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR BY: 0 (SIGN V RE) Date: Name: Title: C!W/ /f/0J c ro~ MAILING ADDRESS PHONE NUMBER FAX NUMBER U~ PRINTED NAML CITY OF DENTON, T BY: CITY AGER DATE: Z ~v DEPARTMENTAL APPROVAL APPROVED AS TO LEGAL FORM ANITA BURGESS, CITY ATTORNEY BY: DATE: 12/4/2009 PAGE 7 OF BID #4379 PERFORMANCE BOND STATE* OF TEXAS § COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS: That Genuine Parts Company dba NAPA Integrated Business Solutions whose address is 3033 Military Parkway Mesquite, TX 75149 hereinafter called Principal, and , a corporation organized and existing under the laws-of the State of , and fully authorized to transact business in the State of Texas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called Owner, in the penal sum of Five Hundred Thousand and 0/100 Dollars ($500,000) plus ten percent of the stated penal sum as an additional sum of money representing additional court expenses, attorneys' fees, and liquidated damages arising out of or connected with the below identified Contract, in lawful money of the United States, to 'be paid in Denton County, Texas, for the payment of which sum well and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement, which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identified by Ordinance Number 2009- with the City of Denton, the Owner, dated the 1st day of January A.D. 2010, for Bid #4379-Vehicle and Equipment Parts. NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertakings, covenants, terms, conditions and agreements of said Contract in accordance with the Plans, Specifications and Contract Documents during the original term thereof and any extension thereof which may be granted by the Owner, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Contract, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived; and, if the Principal shall repair and/or replace all defects due to faulty materials and workmanship that appear within a period of two (2) year from the date of final completion and final acceptance of the Work by the Owner; and, if the Principal shall fully indemnify and save harmless the Owner from all costs and damages which Owner may suffer by reason of failure to so perform herein and shall fully reimburse and repay Owner all outlay and expense which the Owner may incur in making good any default or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. 12/4/2009 PAGE 8 OF BID #4379 PROVIDED FURTHER, that if any legal action be filed upon this Bond, exclusive venue shall lie in Denton County, State of Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable.statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such suretyship, as provided by Article 7.19-1 of the Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WEEREOF, this instrument is executed in copies, each one of which shall be deemed an original, this the day of , ATTEST: PRINCIPAL BY: SECRETARY BY: PRESIDENT ATTEST: SURETY BY: BY: ATTORNEY-IN-FACT The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: STREET ADDRESS: (NOTE: Date of Performance Bond must be date of Contract. If Resident Agent is not a corporation, give a person's name.) 12/4/2009 PAGE 9 OF BID #4379 PAYMENT BOND STATE OF TEXAS § COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS: That Genuine Parts Company dba NAPA Integrated Business Solutions whose address is 3033 Military Parkway Mesquite, TX 75149, hereinafter called Principal, and , a corporation organized and existing under the laws of the State of , and fully authorized to transact business in the State of Texas, as Surety, are held and firmly bound unto the City of Denton; a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called Owner, and unto all persons, firms, and corporations who may furnish materials for, or perform labor upon, the building or improvements hereinafter referred to, inthe penal sum of Five Hundred Thousand and 0/100 ($500,000) DOLLARS in lawful money of the United States, to be paid in Denton, County, Texas, for the payment of which sum well and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement which reduces the Contract price decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain; Contract, identified by Ordinance Number 2009- , with the City ofDenton, the Owner, dated the 1 st 'day of January A.D. 2010 for Bid #4379-Vehicle and Equipment Parts NOW, THEREFORE, if the Principal shall well, truly and faithfully perform its duties and make prompt payment to all persons, firms, subcontractors, corporations and claimants supplying labor and/or material in the prosecution of the Work provided for in said Contract and any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby expressly waived, then this obligation shall be void; otherwise it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action be filed on this Bond, exclusive venue shall lie in Denton County, Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, 12/4/2009 PAGE 10 OF BID #4379 as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such surety, as provided by Article 7.19-1. of the Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in copies, each one of which shall be deemed an original, this the . day of , ATTEST: PRINCIPAL BY: SECRETARY BY: PRESIDENT ATTEST: SURETY BY: BY: ATTORNEY-IN-FACT The.Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: STREET ADDRESS: (NOTE: Date of Payment Bond must be date of Contract. IfResidentAgent is not a corporation, give a person's name.) 12/4/2009 PAGE 11 OF BID #4379 Exhibit B rPurchasing Department 901-B Texas St. Denton, TX 76209 (940) 349-7100 www.dentonpurchasing.com ADDENDUM 1 AUGUST '20, 2003 Bid #4.379 Best Value Bid for. Vehicle &Equiprne-nt Parts Support Services BIDS DUE: September 1;`2009 2:00 PM Bid submitted by: . Genuine Parts Company Company Name 12!412009 BID #4379 - ADDENDUM # I Addendum # 1 to be returned with Bid Proposal The following are changes to the bid specifications: Page 23 of Bid Specifications: EVALUATION FACTORS - REVISE AS FOLLOWS: Factors Point Value Qualifications and experience of offerors .30 References from other clients 20 Specific methodology or plans used to perform the services 10 Financial stability of offeror 10 Price 30 Revised Page 23 is attached. NO OTHER CHANGES AT THIS TIME. This form shall be signed and returned,with your bid Name: Paul Schlebach Signature: Company: Genuine Parts Company DBA NAPA IBS Title: SW Division IBS Manager Date: 9/01/09 12/4/2009 BID #4379 - ADDENDUM*# 1 cost/benefit analysis to define the best combinations of quality, services time and cost considerations over the useful life of the acquired item. Offeror must pass on to City as savings, all available manufacturer, dealer or distributor sales, discounts, rebates and all available parts warranties. METHOD OF PAYMENT The Contractor shall submit invoices monthly. The City shall make payment on invoices submitted and approved within 30 days of receipt. EVALUATION FACTORS The Evaluation Committee, in recommending award to the City Council will use the following evaluation factors. The proposal factors are rated on.a scale of 1 to 10 with weight relationships stated below: Factors Point Value Qualifications and experience of offerors 30 References from other clients 20 Specific methodology or plans used to perform the services 10 Financial stability of offeror 10 Price 30 12/4/2009 q 1 7 Purchasing Department 901-B Texas St. Denton, TX 76209 (940) 349-7100 www.dentonpurchasing.com Bid #Best Value Bid for Vehicle Equipment P.a'rts.-S up port Services The award of this contract will be based upon a "best value" evaluation as allowed by Chapter 252 of the Texas Local Government Code. The criteria for the evaluation is listed in the invitation to bid documents. Only those.items listed can be used to determine "best value". BIDS DUE:- SEPTEMBER 1, 2009 2:00 P.M. Bid submitted bv: Genuine Parts Company Company Name. 12/4/2009 TABLE OF CONTENTS PROPOSAL-FORMS 11.24-25 BID INSTRUCTIONS AND CONDITIONS OPENING DATE, TIM-E, PROCEDURES, CONTACTS GENERAL CONDITIONS DELIVERY REQUIREMENTS EVALUATION CRITERIA SPECIAL TERMS AND CONDITIONS 6-7 DISADVANTAGED BUSINESS ENTERPRISES .......................................................................8 VENDOR REFERENCES ...........................................................................................................9 TECHNICAL SPECIFICATIONS 10 - 26 APPENDIX A .............................................................................................................................27 SAMPLE CONTRACT AGREEMENT 28 - 34 PERFORMANCE & PAYMENT BONDS 35-38 INSURANCE REQUIREMENTS 39 - 46 CONFLICT OF INTEREST QUESTIONNAIRE ........................................................................47 This Table of Contents is intended as an aid to bidders and not as a comprehensive listing of the bid package. Bidders are responsible for reading the entire bid package and complying with all specifications. 12/4/2009 CITY OF DENTON BEST VALUE BID-FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES The undersigned agrees this bid becomes the property of the City of Denton after the official opening. The undersigned affirms he has familiarized himself with the local conditions under which the work is to be performed; satisfied himself of the conditions of delivery, handling and storage of equipment and all other matters that may be incidental to the work, before submitting. a bid. The undersigned agrees, if this bid is accepted, to furnish any and all items/service s upon which prices are offered, at the price(s) and upon the terms and conditions contained in- the Specifications. 'The period for acceptance of this Bid Proposal will be sixty (60) calendar days unless a different period is noted by the bidder. The undersigned affirms that they are duly authorized to execute this contract, that this bid has not been prepared in collusion with any other Bidder, nor any employee of the City of Denton, and that the contents of this bid have not been communicated.to any other bidder or to any employee*of the City of Denton prior to the official opening of this bid. Vendor hereby assigns to purchaser any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section 1 et se g., and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et se _ The undersigned affirms that they have read and do understand the specifications and any attachments contained in this bid package. NAME AND ADDRESS OF COMPANY: AUTHORIZED REPRESENTATIVE: Genuine Parts Company.dba: Signature .NAPA Integrated Business Solutions Date August 31, 2009 3033 Military Pkwy Name Paul Schlebach Mesquite, Texas 75149 Title SW Division IBS Manager Tel. No. 972-288-7614 Fax No. 972-288-3392 Email. Paul-Schlebach@genpt.com COMPANY IS: Business included in a Corporate Income Tax Return? _X YES NO X Corporation organized & existing under the laws of the State of Georgia Partnership consisting of Individual trading as X Principal offices are in the city of Atlanta, Georgia PAGE 1 OF BID #4379 Bidders Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES COMPLETE SET OF ORIGINAL AND ONE (1) COPY OF EXECUTED BID PROPOSAL MUST BE RECEIVED IN THE PURCHASING DEPARTMENT AT 901-B TEXAS ST, DENTON, TX 76209 ON OR BEFORE SEPTEMBER 1, 2009 AT 2:00 P.M. QUESTIONS REGARDING SPECIFICATIONS MUST BE SUBMITTED IN WRITING TO THE PURCHASING OFFICE FIVE (5) WORKING.DAYS PRIOR TO THE BID OPENING. ALL QUESTIONS SUBMITTEDAFTERTHAT DATE WILL NOT BE CONSIDERED TO ENSURE ALL BIDDERS ARE GIVEN EQUAL ACCESS TO THE INFORMATION PROVIDED. All questions regarding the bid and purchasing process should be directed to: TOM SHAW, PURCHASING AGENT Email: Tom.Shaw@cityofdenton.com Phone: (940) 349-7100 Fax: (940) 349-7302 Directions to the Purchasing Department can be accessed atwww.dentonpurchasing.com (Click on "Directions to our Office") All bids, including a "NO BID", are due in the Purchasing Department by the due date, in sealed envelopes or boxes. All bids must be clearly marked with the name.of the Company submitting the bid, the Bid Number and Date and .Time of opening on the outside of the envelope/box. Original bid must be clearly marked "ORIGINAL" and contain all original signatures. All proposal pages must be initialed or signed where indicated. All bids will be publicly opened at the date and time listed above or as soon thereafter as practical. The City of Denton does not accept faxed bids. Any bid received after the date and/or hour set for bid opening will be returned unopened. If bids/proposals are sent by mail to the Purchasing Department, the bidder shall be responsible for actual.delivery of the bid to the Purchasing Department before the advertised date and hour for opening of bids. If mail is-delayed either in the postal service. or in the internal mail system of the City of Denton beyond the date ,and hour set for the bid opening, bids thus delayed will not be considered and will be returned unopened. Bids maybe withdrawn at any time prior to the official opening. Alterations made before opening time must be initialed by bidder guaranteeing authenticity. Any attempt to negotiate or give information on the contents of this bid with the City of Denton or its representatives prior to award shall be grounds for disqualification. After the official opening, bids become the property of the City of Denton and may not be amended, altered or withdrawn without the recommendation of the Purchasing Agent. The approval of the City Council is required for this project. The City of Denton reserves the right to acceptor reject in part or in whole any bids submitted, unless denied by the bidder, and to waive any technicalities for the best interest-of the City. Any submitted article deviating from the specifications must be identified and have full descriptive data accompanying same, or it will not be considered. Submitted bids shall remain in force for a sixty (60) day period after opening or until award is made; whichever comes first. In case of default after bid acceptance, the City of Denton may at its option hold the accepted bidder or contractor liable for any and all resultant increased costs as a penalty for such default. The City of Denton will award the.bid to the mostqualified bidderwhile complying with all current state and local laws. The City of Denton is exempt from Federal Excise and State Sales Tax; therefore, tax must not be included in this bid. 12/4i2009 PAGE 2 OF BID #4379 Bidder's Initials CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES All bids shall specify terms and conditions of payment, which will be considered as part of, but not control, the award of bid. City review, inspection, and processing procedures ordinarily require thirty (30) days after receipt of invoice, materials, or service. Bids which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Agent, the review, inspection, and processing procedures can be completed as specified. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299. It is the intention of the City of Denton to make payment on completed orders within thirty days after receipt of invoice or items; whichever is. later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments' shall be made on invoices not listing a Purchase Order Number. Continuing non-performance of the vendor in terms of Specifications shall be a basis for the termination of the contract by the City. The City shall not pay for work, equipment, or supplies that are unsatisfactory. Vendors will be given a reasonable opportunity before termination to correct the deficiencies. This, however, shall in no way be construed as negating the basis for non- performance termination. The contract may be terminated by the City upon written thirty (30) days notice prior to cancellation. Bids will be considered irregular if they show any omissions, alteration of form, additions or conditions not called for, or irregularities of any kind. However, the City of Denton reserves the right to waive any irregularities. The City of Denton reserves the right to accept or reject in part or in whole any bids submitted, and to waive any technicalities for the best interest of the City. Bids may be rejected, among other reasons, for any of the following specific reasons: 1. Bids containing any irregularities. 2. Unbalanced value of any items. 3'. Bid price-cannot be determined based upon information provided, i.e. missing freight charges, or other fees. Bidders may be disqualified and their bids not considered for any of the following reasons: 1. Collusion exists among the Bidders. 2. Reasonable grounds for believing that any Bidder is interested in more than one Bid for the work contemplated. 3. The Bidder being interested in any litigation against the City. 4. The Bidder being in arrears on any existing contract or having defaulted on a previous contract. 5. Lack. of competency as revealed by a financial statement, experience and equipment, questionnaires, etc. 6. Uncompleted work, which in the judgment of the City, will prevent or hinder the prompt completion of additional work, if awarded. 7. Any other unresolved issues with. the City. 12/4i2009 PAGE 3 OF BID #4379 Bidder's Initials CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Due care and diligence has been used in preparation of this information, and it is believed to be substantially correct. However, the responsibility for determining the full extent of the exposure and the verification of all information presented herein shall rest solely with the proposer. The City of Denton and its representatives will not be responsible for any errors or omissions in these specifications, nor for the failure on the part of the proposer to determine the full extent of the exposures.. The successful bidder may not assign their rights and duties under an award.without the written consent of the Purchasing. Agent. Such consent shall not relieve the assignor of liability in the event of default by the assignee. Prices shall include all charges for freight, F.O.B. inside to specified delivery location or: Fleet Services City of Denton 804 Texas Street Denton, Texas 76209 The City reserves the right to demand bond or penalty to guarantee delivery by the date indicated. If order is given and the Bidder fails to furnish the materials by the guaranteed date, the City reserves the right to cancel the order without liability on its part. Bid Evaluation This is a Best Value Bid that will be evaluated by the criteria established in this bid document. Response to specification is primary in determining the best value. Failure to comply with the listed General Conditions may result in disqualification of bid. The successful bidder will be that bidder which provides the best value bid. The award of this contract will be based upon a "best value" evaluation as allowed by Chapter 252 of the Texas Local Government Code. The criteria for the evaluation is listed in the invitation to bid documents. Only those items listed can be used to determine °best value Quantities -indicated on the Bid Proposal Forms 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. Any catalog, brand name or manufacturer's reference used is considered to be descriptive not restrictive and is indicative of the type and quality the City desires to purchase. Bids on similar items of like quality may be considered if the bid is noted and fully descriptive brochures are enclosed. If notation of substitution is not made, it is assumed vendor is bidding exact item specified. Successful vendor will not be allowed to make unauthorized substitutions after award. 12/4/2009 PAGE 4 OF BID #4379 Bidder's Initials CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Contracts & Bonds The successful awarded vendor will be required to sign the original contract and submit performance and payment bonds before work is to commence. Each proposal must be accompanied by a cashier's check, certified check or acceptable proposal bond payable without recourse to the City of Denton, Texas in the amount not less than $5,000 submitted as a guarantee that the proposer will enter into a contract and execute any required bonds, and insurance certificate, within ten (10) days after the notification of the award of the contract to the proposer. All bids received without the above will be rejected and donsidered non- responsive. Insurance Bidder's attention is directed to the insurance requirements as attached in Appendix A. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to comply strictly with' the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the.insurance requirements may not be modified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver- any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. Tax Exemption The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Contractor performing work. under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption. certificates to suppliers. Certificates. must comply with State Comptroller's ruling #95-0.07 and #95-0.09. 12/4/2009 PAGE 5 OF BID #4379 Bidder's Initials CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES SPECIAL TERMS AND CONDITIONS Contract Terms Cooperative Purchasing The City of Denton encourages Cooperative Purchasing efforts among the governmental entities; therefore it would be in the vendor's best interest to help the City of Denton facilitate this cooperative effort. Should other Governmental Entities decide to participate in this contract, would you, the Vendor, agree that all terms, conditions, specifications, and pricing would apply? X Yes No If you, the Vendor, checked yes, the following will apply: Governmental Entities utilizing Inter-Governmental Contracts with the City of Denton will be eligible, but not obligated, to purchase materials/services under the contract(s) awarded as a result of this solicitation. All purchases by Governmental Entities.other than the City of Denton will be billed directly to that Governmental Entity and paid by that Governmental Entity. The City of Denton will not be responsible for another Governmental Entity's debts. Each Governmental Entity will order its own material/services as needed. Consideration of Location of Bidder's Principal Place of Business Sec. 271.9051. CONSIDERATION OF LOCATION OF BIDDER'S PRINCIPAL PLACE OF BUSINESS IN CERTAIN MUNICIPALITIES. (a) This section applies only to a municipality with a-population of less than 250,000 that is authorized under this title to purchase real property or personal property that is not affixed to real property. (b) In purchasing under this title any real property, personal property that is not affixed to real property, or services, if a municipality receives one or more competitive sealed bids from a bidder whose principal place of business is in the municipality and whose bid_ is within five percent of the lowest bid price received by the municipality from a bidder who is not a resident of the municipality, the municipality may enter into a contract with: (1) the lowest bidder; or the bidder whose principal place of business is in the municipality if the governing body of the municipality determines, in writing, that the local bidder offers the municipality the best combination of contract price and additional economic development opportunities for the municipality created'by the contract award, including the employment of residents of the municipality and increased tax revenues to the municipality- PAGE 6 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES t (c) This section does not prohibit a municipality from rejecting all bids. (d) This section does not apply to the purchase of telecommunications services or . information services, as those terms are defined by 47 U.S.C. Section 153. PAGE 7 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES FOR DISADVANTAGED BUSINESS ENTERPRISES ONLY Disadvantaged Business Enterprises (DBE) are encouraged to participate in the City of Denton's bid process. The Purchasing Department will provide additional clarification of specifications, assistance with Bid Proposal Forms, and further explanation of bidding procedures to those DBEs who request it. Representatives from DBE companies should identify themselves as such and submit a copy of the Certification. The City recognizes the certifications of the State of Texas Building and Procurement Commission HUB Program. All companies seeking information concerning DBE certification are urged to contact. State of Texas HUB-Program' Texas Building and Procurement Commission PO Box 13047 Austin, TX 78711-3047 (512) 463-5872 If your company is already certified, attach a-copy of your certification to this form and return with bid. COMPANY NAME: Not Applicable REPRESENTATIVE: ADDRESS: CITY, STATE, ZIP: TELEPHONE NO. FAX NO. Indicate all that apply: Minority-Owned Business Enterprise Women-Owned Business Enterprise Disadvantaged Business Enterprise PAGE 8 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES VENDOR REFERENCES Please list three (3) Government references, other than the City of Denton, who can verify the quality of service your company provides. The City prefers customers of similar size and scope of work-to this bid. . . . -Y 31 ER ENCE-- - GOVERNMENT/COMPANY NAME: City of Garland LOCATION: 1725 Gasoline Alley, Garland, Texas 75040 CONTACT PERSON AND TITLE: Terry Anglin / Director of Fleet Services TELEPHONE NUMBER: 972-205-3519 SCOPE OF WORK: NAPA IBS Operation CONTRACT PERIOD: Ongoing for 6 years . j` ^.:7:1a:e:::, _:•Scf`Fr.•r ~~r - lit.. .t :.Lib-.=•^. .Y.. :'k1 .`11..1 '.T e' •S; a NCE=~ 3.r _>S t a.. -1- a l GOVERNMENT/COMPANY NAME: City of Oklahoma LOCATION: 115 N Shartel, Oklahoma City, OK 73102 CONTACT PERSON AND TITLE: Pat Morris / Fleet Manager TELEPHONE NUMBER: 405-297-3925 SCOPE OF WORK: NAPA IBS Operation i CONTRACT PERIOD: Ongoing for 7 years 7-1 `REEEftEPICE~THREE:_=~--_.:~_~ ~ - -tea:-- r tt GOVERNMENT/COMPANY NAME: City of Detroit LOCATION: Two Woodward Ave, Detroit, Mi 48225 CONTACT PERSON AND TITLE: Brad Dick / Fleet Director TELEPHONE NUMBER: 313-628-0913 SCOPE OF WORK: NAPA IBS Operation CONTRACT PERIOD: Ongoing for last 2 year PAGE 9 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE'BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES SPECIFICATIONS INTRODUCTION The City of Denton is soliciting proposals from qualified contractors to provide quality parts and exhibit outstanding customer service to out-source the management, supply, delivery, and inventory of vehicle and equipment parts required to support the City's Fleet. BACKGROUND INFORMATION The City currently operates its own vehicle and equipment maintenance facility, and contracts out the parts warehouse services with Genuine Parts Company, dba - NAPA Auto.Parts, (NAPA). The incumbent presently has four (3) full-time employees on site and one (1) .part time delivery driver. The parts operation was out-sourced because the costs associated in administering contracts with various suppliers and processing hundreds of monthly invoices was a significant burden to the City due to the complexity and diversity of the fleet. The City's Fleet Services Department operates one central maintenance facility to support a diverse citywide fleet of approximately 1100 vehicles and pieces of equipment. The Fleet Services Maintenance Facility and Department offices are located at 804 Texas Street, Denton, Texas 76209. Fleet Services generates approximately 7900 work orders annually. The total value of inventory at the City's parts warehouse as of June 2009 is $481K. Approximately $1.55M is budgeted for parts management, parts and related supplies for FY 2009-2010. SUMMARY SCOPE OF WORK Services to be rendered shall include, but not limited to, the following particular tasks: Parts and Supplies The contractor shall provide automotive and equipment parts and supplies required to service and repair the City's diverse fleet of vehicles and equipment. The Contractor shall only charge the. City for parts actually requested by authorized City personnel and installed or used on City equipment or by City Departments. The City further requires that in every application, where reasonable and acceptable, the offeror shall provide rebuilt, refurbished, recycled or refined products that meet or exceed OEM, SAE, UL, Mil-spec, ANSI or other industry quality standards. All hydraulic equipment, components and parts must meet JIC and SAE specifications. On-site Personnel The contractor shall provide a sufficient number of on-site personnel required to meet the parts availability performance standards mutually agreed upon by the City and the Contractor. At least (2) two of the assigned personnel- shall be ASE Certified Parts-Specialists. Counter personnel are responsible for researching to insure the proper part is placed on order. Contractor will be responsible for costs incurred when a wrong part is received. PAGE 10 OF BID #4379 Bidder's Initials_ 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Part Inventory 'The contractor shall provide on-site parts inventories adequate to meet the parts availability performance standards mutually agreed upon by the City and the Contractor. Asset Management System The Contractor's proposal shall include a seamless integration of the parts supply function within the City's Fleet Management System, CCG. Systems Inc. FASTER Fleet Management Software. * The Contractor shall. utilize CCG Systems Inc. FASTER as the primary parts ordering and tracking software. system with the Contractor's Parts Management Software utilized as the secondary system. The contractor shall use the City's Fleet Management Software for the purpose of electronic parts requests and-issuing parts to work orders, in the most cost effective and expeditious manner possible. The Contractor shall be responsible for supplying and maintaining all of the associated computer hardware for their system. This inventory software system shall be capable of providing reports to the City as required for monitoring parts and supplies issues, returns, costs, inventory turns, etc. Electronic Parts Catalog The contractor shall have an automated ordering system with an electronic parts . catalog. Inventory Stocking Plan The contractor shall be capable of developing a stocking plan for the inventory that is based on the needs of Fleet Services, such as age, class and quantity of equipment in the fleet. The inventory is based primarily on preventative and routine maintenance items and not major repair items such as engines, transmissions, differentials, etc. The City and the contractor will work together to establish the baseline inventory, with a goal of 85% of the daily inventory requirement maintained in-stock. Inventory Management The City shall reserve the right to obtain certain parts and supplies considered to be critical to service during emergency situations, or for which the City determines it to be in its best interest to retain purchasing control. The City will maintain* its own contracts for the supply of fuel, engines, transmissions, common .hardware, and sublet repairs as well as certain operating department supplies to be issued through the City's Materials Warehouse. Additionally, the City may designate certain Contractor procured items as mandatory stocked items and will require the Contractor to maintain a mutually acceptable quantity in its inventory at all times, regardless of annual issues. The quantity of PAGE 11 OF BID #4379 Bidder's Initials _ 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES inventory may be subject to the continuous review of the Fleet Superintendent in conjunction with the Contractor. Warranties The contractor shall be capable of providing the best manufacturer's warranty on all parts provided under this negotiated contract. All items must include full manufacturer's warranties and guarantees. The contractor shall guarantee that all items purchased for equipment repair and maintenance applications will fit the intended application and further guarantee that the product will work on the intended application warranty and merchantability. On-site replacement for defective, inferior, or non-fit items shall be guaranteed. The contractor shall issue warranty replacement parts on the vehicle repair work order and then show an immediate credit for that part to indicate the warranty exchange. Contractor will assist with warranty labor reimbursement by coordinating with each manufacturer to provide the necessary filing documents. Non-Stocked Parts The contractor shall be responsible for researching and locating non-stocked parts which may be required in the repair or maintenance of a vehicle. The City reserves the right to audit and verify cost reasonableness on these parts. Contractor shall be responsible for all restock fees except for when the City orders a part and then decides the part is not necessary. Purchase of Current Inventory The Incumbent currently maintains the inventory of parts and supplies in the City's Fleet Services parts warehouse. The contractor shall purchase this inventory,. at the present value from the incumbent at the inception of any agreement resulting from this bid. All proposals must include a plan for accomplishing a physical inventory count of all existing parts inventories, and a methodology for rationalizing inventory size. (The physical inventory count and rationalization must be conducted as part of any implementation plan, and be acceptable to both the City and the Contractor). At the conclusion'of this contract, the Contractor agrees to sell all Original Equipment Manufacturers' (OEM) parts to the City at Contractors acquisition cost. All Contractor branded parts and supplies will remain the sole property of the Contractor. Quality of Parts PAGE 12 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Parts supplied by the Contractor shallmeet or exceed the quality of the parts furnished originally for the equipment (OEM or equivalent). If the original manufacturer updates the quality of the parts for current production, parts purchased after that change shall meet or exceed the updated quality specification. The City shall specifically approve new product lines or changes to existing product lines before they are introduced for use. If more than one (1) grade of product is available that meets the requirements of this section, the City may designate which grade shall be made available for use. The City will accept only quality "first" lines from nationally recognized vendors and not "second" lines of substandard quality. The'City may at any time refuse any particular product, and require a specific substitute to be used. Rebuilt or remanufactured parts must conform to the manufacturer's recommended reconditioning tolerances. Field Service Parts The City currently operates two (2) field service trucks that provide routine fueling, . preventative maintenance and emergency repair service to Fleet customers throughout the City. The City will consult with the Contractor on the most effective composition of parts inventories-on these trucks, and the Contractor shall provide all requested inventory.. All parts utilized by the service truck technician for issue to City vehicles -shall be recorded and charged in accordance with procedures established during negotiation of any contract resulting from this bid. This procedure shall include a periodic reconciliation of the inventory in each truck conducted by the City and the Contractor. Counter and Emergency Support Services The Contractor shall provide on-site counter service to meet the parts availability standards defined during negotiation of any contract resulting from this bid. Counter service shall be provided at the City's Fleet Services parts warehouse during normal hours of operation and will consist of no less than two (2) counter service personnel during the hours of 8:00 a.m. to 4:00 p.m. Fleet Services maintenance facility hours of operation are Monday through Thursday, 6:00 a.m. to 10:00 p.m: and Friday 6:00 a.m.. to 3:30 p.m. Fleet Services is closed on weekends and City holidays except for emergency situations. The City's holiday schedule is provided in Attachment A. The normal hours of operation may change due to the operational needs of Fleet Services and other City Departments. The contractor shall provide overtime and emergency service support outside of the normal working hours designated in this bid. The City will notify the Contractor when a requirement exists and the nature and anticipated duration of the response needed from the Contractor. The Contractor shall be on-site ' to provide service with an appropriate complement of personnel within 30 minutes (.5) hour of notification that such services are required. Contractor coverage for Emergency Services shall be on a 24-hour basis until the emergency has cleared or as directed by the City's Fleet Superintendent. Designation of Target Parts PAGE 13 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Target parts are identified below. Target Parts are subject to the detailed cost proposal submittal requirements and parts availability time standards of this bid for Target Parts. TARGET PART CATEGORIES: Filters: Oil, Fuel, Transmission, Coolant, Hydraulic, and Air Wiper Blades and Wiper Arms Light bulbs, Lights, and Lenses Belts and Hoses (non-hydraulic) (Gates or approved equal) Hydraulic hoses and fittings (Gates or approved equal) Brake Parts: Pads, Shoes, Drums, Rotors, and Hardware Kits Batteries: Automotive, Truck, Construction, Lawn Equipment Alternators Electrical Switches Air Conditioning Parts and Refrigerant Bearing and Seal Parts Sanitation Vehicle Parts Fire Apparatus Parts Designation of Non-Target Parts Any part not encompassed by the definition of Target Parts described above in this bid is designated as a Non-Target Part and is subject to the proposal submittal requirements and parts availability time standards of this bid for Non-Target Parts. Implementation Plan The contractor shall present an Implementation Plan that identifies all actions to be taken and the resources they will employ to accomplish a successful transition of services under any agreement negotiated pursuant to this bid solicitation. At a minimum, the Implementation Plan must describe the following in detail: Continuity of Service: The Contractor shall develop and submit a proposed implementation plan that outlines the process to be followed, time frames required, and any measurable milestones in the plan for ensuring continuity of service during the transition period. i Physical Inventory Count and Rationalization: PAGE 14 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE. BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES The contractor shall outline its detailed approach for conducting the physical inventory count and rationalization, including time frame required and the level of involvement necessary on the part of the City employees. The Contractor's cost proposal for rationalizing and disposing of excess inventory shall be part of the Cost Proposal described below. Orientation of Contractor and City Personnel. Description of resources to be applied by Contractor. Description of resources required from the City of Denton. Description of security measures during transition. Record Keeping, Reference Materials, and Reporting Requirements Records - The Contractor shall provide authorized representatives of the City, at all reasonable times, access to and copies of all electronic and hard data, books, records, correspondence, instructions, plans, drawings, receipts, vouchers, time cards, and memoranda related to any agreement resulting from this bid, and shall provide cost verification for parts provided to the City under the terms of this bid on- demand. Reference Files and Procedures - The'Contractor shall maintain, or have access to, the service manuals, parts manuals, service bulletins, lubrication charts, and other information necessary to procure and supply the parts and related ' materials to properly service and repair the City's fleet. The Contractor shall make these materials available to City personnel upon request. These records become the property of the City at contract termination or conclusion. Monthly. Reports - The Contractor shall submit a Monthly report to the City that fully describes the -parts supplied for that month, by work order, by unit number and by -line item with costs assigned. The monthly report shall also include demonstration of compliance with performance standards established during negotiation of any contract resulting from this bid. The Contractor shall provide monthly reports on the effectiveness of their operation. The monthly reports could include but are not limited to the following: Total requested parts filled on demand =total parts issued / total parts requested. Average time to fill backorders = total number of days to fill all backorders / total number of backorders. Notwithstanding the requirements of this section, the City reserves the right to obtain required parts from other sources or to demand expedited delivery services if the Contractor indicates that specified service standards cannot be complied with. Annual Report - On the calendar year of the effective date of the Contract and every PAGE 15 OF BID #4379 Bidder's Initials. 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES other anniversary date thereafter,'the Contractor shall* submit to the City a written annual report that summarizes the year's activity in a format agreed upon by the Contractor and the City. Ad Hoc Reporting - The City reserves the right to obtain additional reports as required. Warranty Report - The Contractor shall submit a warranty report as often as required to the City that fully describes the parts eligible and supplied, by line item and with costs assigned under the warranty provisions of this bid. Quarterly Savings Report - The Contractor shall submit a list of any parts being supplied to the City at a cost less than previously provided and the resulting annualized savings. Related Services The contractor shall provide such other related services as may be required and directed by the City. Advance approval is required in writing before access to any facility after hours is authorized or any overtime is performed. The Contractor will make available an average of 24 hours of train-ing annually to City Fleet Services technicians. This shall include, but not be limited to, classroom and hands-on training, new and or current product review, new procedures and ASE Certification training. The content.and. quality for such training will be mutually agreed upon between City and the Contractor. The Contractor shall have the ability to provide on-site removal or recycling services for the following: used motor oil, used oil filters, used hydraulic fluid, used anti-freeze, used refrigerant, scrap and re-treadable fire casings, used batteries and battery acid. The City reserves the right to select all, some or none-of the items for disposal. Disposal of any such products shall be only in a manner prescribed by Federal, State and local laws. The City shall have the right to obtain copies of all manifests and other records for shipping and disposal of such products to ensure proper disposal, handling and shipping, in accordance- with all applicable laws. The proposal shall include disclosure of any notice of-violatiori received by the proposer concerning shipment or disposal of any such product or other hazardous material. CONTRACTOR STANDARDS OF PERFORMANCE Monthly Parts Availability Time Standards Contractors need to be fully aware that the City relies on vehicles and equipment to provide municipal services,. and the availability and reliability of the fleet is of the essence. With this in mind, the Contractor shall meet the following performance standards at all times. Labor disputes, strikes, and other events, except those beyond the Contractor's control such as acts of God, shall not relieve the Contractor from meeting these standards. For each part category, the Contractor must supply the given PAGE 16 OF BID #4379 .Bidder's Initials _ 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES percentage of parts within the designated number of working hours after the initial request to be in compliance. Target Parts On 4 Firs 24 Hrs Demand Oil & air filters lig Wiper blades / arms 90% 95% 100% -.~r. Lights / lenses / bulbs Belts / hoses 90% 95% 100% Hydraulic hoses / fittings 3 ~g 4.Brake parts 90% 95% 100% Batteries NM Alternators 90% 95% 100% Electrical switches / relays Air conditioning parts 90% 95% 100% Non - Target Parts T- o- - ;o Annual Inventory Turn Standards The contractor shall maintain a - baseline target of 3.0 inventory turns annually. Annual inventory turns is defined as the annual cost of goods sold divided by the average annual inventory value. Performance Penalties The Contractor shall be penalized by the City for performance that falls short of specified performance standards as outlined below: The Contractor shall be assessed a one (1 percent profit penalty each month when any one of the performance standards outlined above are not met in full. The Contractor shall be. assessed a two (2%) percent profit penalty each month when any two (2) or more performance standards outlined above are not met in full. At the- end of each month, the City will review the monthly reports and determine the percentage of penalty to be assessed to -the Contractor's monthly profit margin. Quality Assurance Program The Contractor shall implement a Quality Assurance Program for the management ofc_, ? PAGE 17 OF BID #4379 Bidder's] nib als 12/4/2009 CITY OF DENTO-N BEST VALUE BID. FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES the parts supply function. The program shall include provisions for meeting specified performance standards, for providing high quality parts, and for providing a high level of customer service. A mandatory. component of the Quality Assurance Program shall be periodic customer satisfaction surveying. At a minimum, the Contractor shall conduct an annual survey of maintenance, administrative and operating department personnel. The Contractor's Quality Assurance Program shall also define a role for the City in. maintaining high quality service. The Contractor's proposed Quality Assurance Program must be described in detail, as part of its proposal. Contractor Personnel Requirements Personal Characteristics: Provide strong leadership for the operation. Possess personal drive, self-motivation and take initiative to. accomplish all offeror's and -City's goals. Possess a willingness and ability to learn, analytical problem solving skills, high character, and always deals fairly with both employees and customers. Offeror personnel shall retain current ASE and other available certifications and drivers license requirements to perform daily functions of supplying parts and to perform reasonable activities as requested by the City. Contractor's On-Site Manager: The Contractor's on-site Manager and other key personnel shall have proven technical and managerial experience in the field of fleet maintenance and parts procurement and -be approved by the City. It is further expected that any person in a supervisory position shall be'ASE' Parts Specialist P1 or P2 certified. The Contractor must make available -its nominee for on-site Manager during any negotiations with the City, should the Contractor be invited for an interview. The Contractor's on-site Manager shall not be changed without prior approval of the City. The City must approve the individual who replaces the current on-site Manager. The Contractor's proposal to change its on-site Manager must include an implementation plan. All Contractor personnel must conform to City conduct standards for the term of the contract. Selection of Personnel: The Contractor shall select personnel with outstanding customer service skills to perform the services outlined in this proposal. The Contractor shall provide evidence of certificates or any other special training of personnel responsible for performing services outlined in this proposal. All contractor personnel shall possess a current police investigation and obtain at' least one (1) ASE Parts Certification within nine (9)- months from contract award. Service Delivery: The latest upgrade. to the City's FASTER Fleet Management software provides the capability for the technician to-order parts "on=line" to the parts room. It is the City's intent to utilize this capability and have the Contractor deliver parts to the technician's bay -once the order is assembled and within ten (10) minutes. This concept will initially begin with the contractor building Preventative Maintenance kits for equipment in the City's fleet. PAGE 18 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON- BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES USE OF EXISTING CITY FACILITY Fleet Services Parts Warehouse The City will permit the Contractor use of the existing Fleet Services Parts Warehouse, including installed equipment such as furniture, shelving and racks. The Contractor will be provided with exclusive access to those portions of the Fleet Services facility so designated for its use subject to the City's right to inspect and audit. The Contractor shall be responsible for parts room clean up and custodial services and must maintain the facility in a presentable manner. The City will provide physically separated space for the purpose of parts inventory storage as is mutually agreed upon by the Contractor and the City. Facility inspections by City and Contractor personnel will be an element in the negotiations and transitions of any contract resulting from this bid. The City shall maintain a set of keys to all facilities for security and emergency situations only. The keys will be under exclusive control of the Fleet Superintendent. Utilities The City will be responsible for supplying all utilities, including refuse collection, to the facility operated by the selected Contractor. The City will supply the utilities and communication infrastructure necessary for the Contractor to operate an efficient parts operation. Contractor will *be responsible for their own telephone/fax ch-arges. The Contractor shall not use the facility or other property furnished by the City for.provision of parts to vehicles not owned or leased by the City. The Contractor shall not use City property for any personal advantage, business gain, or other personal endeavor by the Contractor or the Contractor's employees other than in the performance of the work described in the agreement. Safety and Environmental Hazards The City does not warrant or guarantee against the possibility that safety or environmental hazards or potential hazards may exist at the City's Fleet Services maintenance facility. The Contractor shall be responsible for identifying any hazardous conditions and notifying the City of these conditions in writing no later than 30 days after contract award and prior to occupation of the property. This will be accomplished by the Contractor conducting an environmental assessment and -an occupational health, and safety inspection of the parts room by competent, qualified and appropriately licensed practitioners. The costs of these inspections and any subsequent corrective action will be negotiated -between the City and the' Contractor. Facility and Inventory Inspections. Facility and inventory inspections by City and Contractor personnel shall.be an element in the negotiations and transitions of any contract resulting from this bid. The Contractor shall schedule with the City a joint parts room inspection for the purpose of identifying pre-existing deficiencies pertaining to the buildings, utility systems, equipment, and other assets. The Contractor and the City together shall make a complete and systematic PAGE 19 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES inspection and inventory of all structural, mechanical, electrical, utility systems, and equipment and furniture to which the Contractor shall have access during the course of the agreement period. The Contractor shall then prepare and submit to the City a Pre- Existing Deficiency Report describing all observed deficiencies pertaining to the bu.ilding structure, systems,* equipment, or other assets noted during the joint inspection no.later than five (5) days after the joint inspection. The City and Contractor shall then develop a mutually acceptable time table for the correction of any noted deficiencies. The allocation of costs and the completion of the corrections will be mutually agreed upon.during contract negotiations. Receipt of Assets The Contractor shall be required to acknowledge receipt by signature of assets provided by the City for the Contractor's use. The assets accepted by the Contractor for the term of the agreement shall then become the responsibility of the Contractor. Upon completion of the agreement, these assets shall be returned in the same condition in which they were provided to the Contractor, less normal wear and tear. The Contractor shall be responsible for replacing any stolen, missing, or destroyed assetwith a comparable asset at the Contractor's expense. PAGE 20 OF BID #4379 Bidder's Initials 2- 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES TECHNICAL SPECIFICATIONSIREQUIREMENTS Offerors who submit shall be prepared to meet the goals and objectives of the City as outlined throughout this bid. This bid cover sheet and addendum, if any, signed and filled out as required Qualifications and Specialized Experience of Offeror and Key Personnel including any joint venture partners, directly involved Subcontractors or Suppliers necessary for providing parts. management and supply services as required 'in this bid. Identify the proposed Project Manager and submit a list of other key personnel (management/supervisory positions) committed to the City account; summarize each person's level of specialized experience (type of service trained for and number of years experience in parts inventory management parts procurement and supply services). A detailed narrative explaining the Offeror's overall strategy, methodology and approach to meeting the City's requirements. The.narrative should at a minimum address but not.be limited to the following: Inventory control and applicable systems Supply of required parts Maintenance of adequate parts inventories Disposition of existing parts inventories Distribution of parts Quality of.parts to be furnished, including brand names for each product line proposed. Warranty requirements Field service trucks Record keeping, reference material and reporting requirements Parts information system Emergency services Other services Standards of performance Quality assurance Selection of personnel Delivery services Support for locating non-stock parts PAGE 21 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES A detailed Implementation Plan of the actions to be taken and the resources they will employ to accomplish a successful transition of services under any agreement negotiated pursuant to this bid solicitation. At a minimum the Implementation 'plan shall describe in detail the following: Continuity of service Physical Inventory count and rationalization Orientation of Contractor and -City Personnel Timeline and description of events Description of resources to be applied by Contractor Description of resources -required from the City of Denton Description. of security measures during transition Offeror shall submit a complete set of current financial statements, preferably audited Offeror shall provide listing and brief description of all legal actions for the past three years in which the Offeror- (or any team member) has been: A debtor in bankruptcy; or A defendant in a lawsuit for deficient performance under a contract; or A respondent in an administrative action for deficient performance on a project; or A defendant in any criminal action. A minimum of five references from other clients are required.with 3 of them from within the last 5 years. Offerors shall provide for each reference, the description of services provided, when services were provided, owner of company or facility, name of person to contact, valid phone number and email address for that person. Cost Proposal The Cost Proposal shall be submitted in the format contained in the Cost Proposal Schedules in Attachment E. PRICING Selection shall be made from Offerors as determined during the evaluation process for competitive negotiation, which includes only those Offerors considered having a reasonable chance of being selected for award-and who are therefore chosen for additional discussion and negotiations. Proposals not in the competitive range are given no further consideration. The contract shall be awarded to the offeror whose proposal is most advantageous to the City, taking in consideration the evaluation factors set forth in the bid, and the best value for the City. "Best Value" an assessment of the return which can be achieved based on the total life cycle cost of the item; can include an assessment of the functionality of the item; c n use PAGE 22 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES cost/benefit analysis to define the best combinations of quality, services time and cost considerations over the useful life of the acquired item. Offeror must pass on to City as savings, all available-manufacturer, dealer or distributor sales, discounts, rebates and all available parts warranties. METHOD OF PAYMENT The Contractor shall submit invoices monthly. The City shall make payment on invoices submitted and approved within 30 days of receipt. EVALUATION FACTORS The Evaluation Committee, in recommending award to the Ci o cil w' the following evaluation 'factors. The proposal factors are rated on s e of 0 with weight relationships stated below: Factors alue Qualifications and experience of offerors 50 References from other clients 25 Specific methodology or plans used to rm thex& s 15 . ~ Financial stability of offeror 10 V PAGE 23 OF BID #4379 Bidder's Initials 12/4/2009 BID #4379 - ADDENDUM # 1 cost/benefit analysis to define the best combinations of quality, services time and cost considerations over the useful life of the acquired item. Offeror must pass on to City as savings, all available manufacturer, dealer or distributor sales, discounts, rebates and all available parts warranties. -METHOD OF PAYMENT The Contractor shall submi t invoices monthly. The City shall make payment on invoices submitted and approved within 30 days of receipt. EVALUATION FACTORS The Evaluation Committee, in recommending award to the City Council will use the following evaluation factors. The proposal factors are rated on a scale of 1 to 10 with weight relationships stated below: Factors Point Value Qualifications and experience of offerors 30 References from other clients 20 Specific methodology or plans used to perform the services 10 Financial stability of offeror 10 Price 30 PAGE 23 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Attachment E COST PROPOSAL SCHEDULES Instructions: Offerors must.complete all cost schedules in their entirety. If additional room is required, the forms may be duplicated or recreated -as long as the format is maintained. If additional explanatory information is necessary, include it on additional pages marked.with the Offerors's name. TARGET SERVICES DETAILED COST PROPOSAL: Foxed for four (4) years or based on CPW. Year Year Year Year One Two Three Four 1. Wages & Salaries' • Management/Administrative $ 17,500 $ 1.7,500 $ 17,500 $ 17,500 Personnel • Parts Service Personnel $ 124,650 $129,013'- $ 133,528 $ 138,202 • Other Personnel $ 147000 $ 14,490 $ 14,997 $ 15,522 Wages & Salaries Sub-total $ 156,150 $ 161,003 $ 166,025 $ 171,224 2. Employee Benefit Package2 $ 41,950 $ 45,515 49,437 $ 53,750 3. Overhead $ 28,100 $ 28,100 $ 28,100 $ 28,100 4. License cost for one (1) seat of NA NA NA NA Inventory Control Software TOTAL TARGET SERVICE COST $ 226,200 $ 234,618 $ 243,562 $ 253,074 Notes: 1. Attach a detailed statfing plan and organization chart showing all positions- 2. Attach a description of your employee benefits. program. PAGE 24 OF BID #4379 Bidders initials 12/4/2009. CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES j PARTS COST PROPOSAL Contractor Mark-up: Parts below $500 each 0 %o Parts between $500 and $1000 each 0 % Parts over $1000 each 0 % Actual part cost to be based on the lowest available landed cost. Lowest available landed cost is defined as the contractor's actual cost including manufacturer's rebates and promotional or volume discounts. Back-up information in determining the lowest available landed cost is to be provided to the City upon request. 10 Monthly Net Profit Expectation Freight-charges incurred will be billed at cost with no mark-up and are not to be considered or calculated into the net profit margin. i ~ - PAGE 25 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES Description of Vehicles or -E ui ment Estimated Q Police Cars, Crown Victoria, Impala 80 Fire Apparatus (pumpers, aerial, ambulance 25 Light trucks, SUVs & Vans 280 Sedans 50 Medium and Heavy Du Trucks 145 Backhoes, Wheel Loaders 45 Refuse Trucks 50 Brush Collection 2 Street Sweepers, Rollers 10 Landfill Heavy Equipment 10 Emergency Generators 30 Assorted Const. Machine and Trailers 345 Mowing Tractors/Equipment 25 Total Estimated Fleet Inventory 1100 Terms of Agreement: The initial term of the awarded agreement will be for a period of four (4) years beginning on the date of City Council authorization. The agreement may be renewed for up to: two (2) successive one-year terms by mutual agreement of the parties if the City Council approves and sufficient funds have been appropriated. Renewal options will be the same terms and conditions of the.original agreement. Escalation Clause (Applies to Onsite Staffing and Operational Cost Only) Prices quoted for staffing must be firm for a period of one year from date of contract award. Any request for price increase must be based on the Consumer Price Index, Inflation Calculator, or competitive wage adjustment and capped at 5%. Request must be submitted in writing with supporting evidence for need of such increase to the Fleet Superintendent and Purchasing Manager at least 180 days prior to March 1 of each year. The City reserves the right to accept increase or cancel any individual item affected, or the entire contract, if the request for increase is not acceptable. Any increase accepted by the City will not take effect until October 1 of the year request -is made. i PAGE 26 OF BID #4379 Bidder's Initials 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES A NDIX A PAGE 27 OF BID #4379 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND BID NO. THIS CONTRACT is made and entered into this day of A.D., 2009, by and between a corporation, whose , address is , hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule . municipal' corporation, hereinafter referred to, as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: D - Oa ?ri SCOPE O Contractor shall provide all a or s andequipment necessary for These products and services shall be provided in accordance with the Sp ' cations for - , a copy of which is attached hereto and incorporated herein as Exhibit "A" (or on file- in the office of the. Purchasing Agent), and the Contractor's Bid in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit "B". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Specifications for ;(Exhibit "A or on file in the office of the Purchasing Agent). (b) Contractor's Bid. (Exhibit "B"); (c) Insurance Requirements. (Exhibit "C"); (d) Form CIQ - Conflict of Interest Questionnaire (Exhibit "D"). These documents make up the Contract documents and what is called for by one shall be as binding as if called -for by all. In the event of.an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." PAGE 28 OF BID #4379 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES IL TIME OF COMPLETION Contractor agrees and covenants that all work hereunder shall be complete within ( ) days following notice to proceed from City. Or TERM OF CONTRACT The initial term of this Contract shall be one year from date of contract execution unless otherwise stated. rv. WARRANTY Contractor warrants and covenants to City that all goods and services provided by Contractor, Contractor's subcontractors, and agents under the Agreement shall be free of defects and produced and performed in a skillful and workmanlike manner and shall comply with the specifications for said goods and services as set forth in this Agreement and the Bid Specifications attached hereto and incorporated herein as Exhibit "All (or on file in the office of the Purchasing Agent). Contractor warrants that the goods and services provided to City under this Agreement shall be free from defects in material and workmanship, for a period of one (1) year commencing on the date that.City issues final written acceptance of the project. V. PAYMENT p Ing is acceptance of the work and Payments hereunder shall be made to Cgo 0 1 within thirty (30) days of receiving C ac ' r products and services delivered. Total compensation under this contract s o Oc f Contractor recognizes- that ract shall commence upon the effective date herein and continue in full force and effect unti rmination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Denton, which fiscal year ends on September 30th of each year, shall be subject to Denton City Council approval. In the event that the Denton City Council does not approve the appropriation of funds for this contract, the Contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. VL PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC Contractor shall at all tunes exercise reasonable precautions for the safety of employees and others on or near the work and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. The safety precautions actually taken and the adequacy thereof shall be the sole responsibility of the Contractor. Contractor shall indemnify City for any and all losses arising out of or PAGE 29 OF BID #4379 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES related to a breach of this duty by Contractor pursuant to paragraph VIII. INDEMNIFICATION and paragraph DL COMPLIANCE WITH APPLICABLE LAWS set forth herein. VII. LOSSES FROM NATURAL CAUSES, Unless otherwise specified, all loss or damage to Contractor arising out of the nature of the work to be done, or from the action of the elements, or from any unforeseen circumstances in the prosecution of the same, or from unusual obstructions or difficulties which may be encountered in the prosecution of the work, shall be sustained and borne by the Contractor at its s and expense. VIII. n E 1~Y Contractor shall release, defe d, in i hol e City, its elected officials, officers and employees harmless from and agains 1 i damages, injuries (including death), property damages (including loss of use), losses, em , suits, judgments and costs, including attorney's fees and expenses, in any way arising out of, related to, or resulting from the services provided by Contractor under this Agreement or caused by the negligent act or omission or the intentional act or omission of Contractor, its officers, agents, employees, subcontractors, licensees, invitees or any other third parties for whom Contractor is legally responsible (hereinafter "Claims"). Contractor is expressly required to defend City. against all such Claims. In the event the City is a named party to a suit arising out of the subject matter of this Contract, the City shall have reasonable input into the selection of defense counsel to be retained by Contractor in fulfilling its obligation hereunder to defend and indemnify City. City reserves the right to provide a portion or all of its own defense; however, City is under no obligation to do so. Any such action by City is not to be construed as a waiver of Contractor's obligation to defend City or as a waiver of Contractor's obligation to indemnify City pursuant to this Contract. Contractor shall retain defense counsel within seven.(7) business days of City's written notice that City is invoking its right to indemnification under this Contract. If Contractor fails to retain counsel within such time period, City shall have the right to retain defense counsel on its own behalf, and Contractor shall be liable for all costs incurred by City. IX. COMPLIANCE WITH APPLICABLE LAWS Contractor shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations including all amendments and revisions thereto, which in any manner affect Contractor or the work, and shall indemnify and save harmless City against any claim related to or arising from the violation of any such laws, ordinances and regulations whether by Contractor, its employees, officers, agents, subcontractors, or representatives. If Contractor observes that the work is at variance therewith, Contractor shall promptly notify City in writing. 12/4/2009 PAGE 30 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES X. VENUE The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract. The parties agree that this Contract is performable in Denton County, Texas, and that exclusive venue shall lie in Denton County, Texas. XI. ASSIGNMENT AND SUBLETTING Contractor agrees to retain control and to give full att Pity. fulfillment of this Contract, that this Contract shall not be assigned or sublet witho r (r consent of City, and that no part or feature of the work will be sublet to anyo ft n Contractor further agrees that the subletting of any portion or fen re f o a ials required in the performance of this Contract, shall not relieve Contrac o 1 iga ' ns to City as provided by this Contract. XH. INDEPENDENT CONTRACTOR Contractor covenants and agrees that Contractor is an independent contractor and not an officer, agent, servant or employee of City; that Contractor shall have exclusive control of and exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants;. that the doctrine of respondent superior shall not apply as between City and Contractor., its officers, agents, employees, contractors; subcontractors and consultants, and nothing. herein shall be construed as creating a partnership or joint enterprise between City and Contractor. XM. INSURANCE AND CERTIFICATES OF INSURANCE Contractor shall procure and maintain for the duration of the contract insurance coverage as set forth in the Insurance Requirements marked Exhibit "C" attached hereto and incorporated herein by reference. Contractor shall provide a signed insurance certificate verifying that they have obtained the required insurance coverage prior to the effective date of this Contract. XIV. HINDRANCES AND DELAYS No claims shall be made by Contractor for damages resulting from hindrances or delays from any cause during the progress of any portion of the work embraced in this Contract. PAGE 31 OF BID #4379 12/4/2009 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES XV. AFFIDAVIT OF NO PROHIBITED INTEREST Contractor acknowledges and represents it is aware of all applicable laws, City Charter, and City Code of Conduct regarding prohibited interests and that the existence of a prohibited interest at any time will render the Contract voidable.. Contractor has executed the Affidavit of No Prohibited Interest, attached and incorporated herein as Exhibit "D". XVI. SEVERABILTTV The provisions of this Contract are severable. If any a - al) ion, subdivision, sentence, clause, or phrase of this Contract is for any reason he ci O e law or contrary to any rule or regulation having the force and eff of a c e sons shall not affect the remaining portions of the Contract. However, u c u h event, either party may terminate this Contract by giving the other party th ( itten notice. XVII. TERNIINATION City may, at its option, with or without cause, and without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract, terminate further work under this contract, in whole or in part by -giving at least thirty (30) days prior written notice thereof to Contractor with the understanding that all services being terminated shall cease upon the date such notice is received. XVIII. ENTIRE AGREEMENT This Contract and its attachments embody the entire agreement between the parties and may only be modified in writing if executed by both parties. XDL CONTRACT INTERPRETATION Although this Contract is drafted by City, should any part be in dispute, the parties agree that the Contract shall not be construed more favorably for either party. XX. SUCCESSORS-AND ASSIGNS This Contract shall be binding upon the parties hereto, their successors, -heirs, personal representatives and assigns. 12/4/2009 PAGE 32 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES XXI. HEADINGS The headings of this Contract are for the convenience of reference only and shall not affect in any manner any~of the terms and conditions hereof. XXII. RIGHT TO AUDIT The OWNER shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreement during 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 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 this agreement, and to allow the OWNER 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 OWNER 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 business days of receipt of an invoice. Failure to comply with the provisions of this section shall be a material breach of this contract and shall constitute, in the OWNER'S sole discretion,. grounds for termination thereof. Each of the terms "books" "records" "documents" and"'other evidence" as used above shall be construed to include drafts and electronic files, even if such drafts or electronic files are subsequently used to generate or prepare a final printed document. 12/4/2009 PAGE-33 OF BID #4379 - CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR BY: R (SIGNATURE) D mme: Title: MAILING ADDRESS PHONE NUMBER FAX NUMBER PRINTED NAME CITY OF DENTON, TEXAS BY: CITY MANAGER DATE: DEPARTMENTAL APPROVAL APPROVED AS TO LEGAL FORM ANITA BURGESS, CITY ATTORNEY BY: DATE: 12/4/2009 PAGE 34 OF BID #4379 i CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES PERFORMANCE BOND STATE OF TEXAS' § COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS: That whose address is hereinafter called Principal, and a corporation organized and existing under the laws of the State of , and fully authorized to transact business in the State of Texas, as Surety, are held and firmly bound unto the City ofDenton, a municipal corporation or nized and existing under the laws of the State of Texas, hereinafter called Owne , the penal sum of DOLLARS plus ten percent of the stated penal sum as an additional su p ing additional court expenses, attorneYs' fees and liquidated damage is f f with the below identified Contract, . in -lawful money of the United Sta a County, Texas, for the payment- of which sum well and truly to be made, we h ours ves, our heirs, executors, administrators, successors, and assigns, jointly an ,firmly by these presents. This Bond shall automatically be increased by the amount of an ange Order or Supplemental Agreement, which. increases the Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identified by Ordinance Number 2008- with the City of Denton, the Owner, dated the day of A.D. , for Bid # NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertakings, covenants, terms, conditions and agreements of said Contract in accordance with the Plans, Specifications and Contract Documents during the original term thereof and any extension thereof which may be granted by the Owner, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Contract, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived; and, if the Principal shall repair and/or replace all defects due to -faulty materials and workmanship that appear within a period of two (2) year from the date of final completion and final acceptance of the Work by the Owner; and, if the Principal shall fully indemnify and save harmless the Owner from all costs and damages which Owner may suffer by reason of failure to so perform herein and shall fully reimburse and repay Owner all outlay and expense which the Owner may incur in making good any default or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. 12/4/2009 PAGE 35 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES PROVIDED FURTHER, that if any legal action be filed upon this Bond, exclusive venue shall lie in Denton County, State of Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such suretyship, as provided by Article 7.19-1 of the Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in - copies, each one ofwhich shall be deemed an original, this the day of , ATTEST: PRINCIPAL BY: SECRETARY BY: PRESIDENT ATTEST: SURETY BY: BY: ATTORNEY-IN-FACT The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: STREET ADDRESS: (NOTE: Date of Performance Bond must be date of Contract. If Resident Agent is -not a corporation, give a person's name.) 12/4/2009 PAGE 36 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES PAYMENT BOND STATE OF TEXAS § COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS: That whose address is , hereinafter called Principal, and a corporation organized and existing under the laws of the State of , and fully authorized to transact business -in the State of Texas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Texas, hereinafter called O 5the unto all persons, firms, and corporations who may furnish materials for, or perfo r building or improvements hereinafter referred to, in the penal sum of DOLLARS! in lawful money of the United States to be e o , ty, Texas, .for the payment of which sum well and truly to be made b i lese ves, our heirs, executors, administrators, successors, and assigns, jointly d se y y by presents. This Bond shall automatically be increased by the amount of a Order or Supplemental Agreement.which increases the Contract price, but in no event s a Change Order or Supplemental Agreement which reduces the Contract price decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered . into a certain Contract, identified by Ordinance Number- 2008- , with the City ofDenton, the Owner, dated the day of A.D. J or Bid # NOW, THEREFORE, if the Principal shall well, truly and faithfully perform its duties and make prompt payment to all persons, firms, subcontractors, corporations and claimants supplying labor and/or material in the prosecution of the Work provided for in said Contract and any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby expressly waived, then this obligation shall be void; otherwise it shall remain in full force and effect. PROVIDED FURTHER, that if any legal. action be filed on this Bond, exclusive venue shall lie in Denton County, Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. 1 - 12/4/2009 PAGE 37 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such surety, as provided by Article 7.19-1 ofthe Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in copies, each one ofwhich shall be deemed an original, this the day of , ATTEST: PRINCIPAL BY: SECRETARY BY: PRESIDENT ATTEST: SURETY BY: BY: ATTORNEY-IN-FACT The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the process is: NAME: STREET ADDRESS: (NOTE: Date of Payment Bond must be date of Contract. IfResidentAgent is not a corporation, give a person's name) 12/4/2009 PAGE 38 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES CITY OF DENTON INSURANCE- REQUIREMENTS FOR CONTRACTORS Bidder's attention is directed to the insurance requirements below. It is highly recommended that bidders confer with their respective insurance carriers or brokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an apparent low bidder fails to complystrictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of bid award, Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor may, upon written request to' the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be modified or waived after bid opening unless a written exception has been submitted with the bid. Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications'. throughout the duration of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in.the State of Texas with an A.M. Best Company rating of at least A. • Any deductibles or self-insured retentions shall be declared in the bid proposal.. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations,' claim administration and defense expenses. Liability policies shall be endorsed to provide the following: ■ . Name as additional insured the City of Denton, its Officials, Agents, Employees 12/4/2009 PAGE 39 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES and volunteers., ■ That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance -applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate- be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims-made form, Contractor shall maintain such coverage continuously .throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should *any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation. or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments .originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. 12/4/2009 PAGE 40 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with . these additional specifications throughout the duration of the Contract, or longer, if so noted. [X] A. General Liability Insurance: "Correction" General Liability insurance with combined single limits of not less than $190001,000 XOMy"DU shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination NAPA of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is De ton used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. Coverage C, medical payments, is not required. and ISO Form GL 0404) is"used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations,' products.and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include .bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with -this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned, hired and non-owned autos. 12/4/2009 'PAGE 41 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES ' [X] Workers Compensation-Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such. insurance, -has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an"occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $ combined bodily injury and property damage per occurrence with a$ aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional -Liability Insurance Professional liability insurance with limits riot less than $ per claim with respect to negligent acts, errors or omissions in connection with professional services is required -under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. - Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. 12/4/2009. PAGE 42 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES [ ] Commercial"Crime Provides coverage for the theft or disappearance of -cash or checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket' basis to cover all employees, including new hires. This.type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. 12/4/2009 PAGE 43 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES ATTACHMENT 1 [X] Worker's Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-.insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the . project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in.§406.096) - includes all persons or entities performing all or part of the services -the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes-, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing,. hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401..011(44) for all employees of the Contractor providing services on the project, for the duration of the 'project. C. The- Contractor-.must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period'shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 12/4/2009 - PAGE 44 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE 8 EQUIPMENT PARTS SUPPORT SERVICES 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of' the project and for.one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of -any change that materially affects the provision of coverage of any person providing services on the .project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 1. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the . project; and b. a new certificate of coverage showing extension of coverage, prior to the end 12/4/2009 PAGE 45 OF BID #4379 CITY-OF DENTON BEST VALUE BID FORVEHICLE & EQUIPMENT PARTS SUPPORT SERVICES of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6.. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of .coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract.by the contractor which entitles the governmental entity to declare the contract void- if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. 12/4/2009 PAGE 46 OF BID #4379 CITY OF DENTON BEST VALUE BID FOR VEHICLE & EQUIPMENT PARTS SUPPORT SERVICES I CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person d61n business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received person who has a business relationship as defined by Section 176:001(1-a) with a.local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Govemment Code. An offense under this section is a Class C misdemeanor. Name of person who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not laterthan the 7t' business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Name of local government officer with whom filer has an employment or business relationship. ' Name of Officer This section, (item 3 including subparts A, B. C & D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? Q Yes 0 No B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named -in this section AND the taxable income is not received from the local governmental entity? 0 Yes Q No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? 0 Yes 0 No D. Describe each affiliation or business relationship. 4 No Prior Relationships exist Signature of person doing business with the governmental entity Date 1 Adopted O6R92007 12/4/2009 'PAGE 47 OF BID #4379 I Exhibit C CITY OF DENTON INSURANCE REQUIREMENTS FOR CONTRACTORS Bidder's attention 'is directed to the insurance requirements below. It is highly recommended that bidders confer with. their respective insurance carriers orbrokers to determine in advance of Bid submission the availability of insurance certificates and endorsements as, prescribed and provided herein. If an apparent low bidder fails to comply strictly with the insurance requirements, that bidder may be disqualified from award of the contract. Upon bid award, all insurance requirements shall become contractual obligations, which the successful bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations orliabilities of the Contractor, the Contractorshall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of bid award, Contractor shall file-with the Purchasing Department satisfactory certificates of insurance, containing the bid number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance. requirements at any time; however, Contractors are strongly advised to make such requests prior to bid opening, since the insurance requirements may not be modified or waived after bid opening unless a written exception has been submitted with the bid. Contractorshall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration. of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A. M. Best Company rating of at least A.. • Any deductibles or self-insured retentions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such - deductibles or self-insured retentions with respect to the City, its officials,. agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. 12/4/2009 • Liability policies shall be endorsed to provide the following: ■ Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. ■ That such insurance is primary to any other insurance available to th.e additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims-made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000,bW shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy.or in a combination of underlying and umbrella or excess policies. 12/4/2009 Exhibit C If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting, from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in. a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • ° any auto, or • all owned, hired and non-owned autos. [X] Workers Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). 12/4/2009 Exhibit C [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the. prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an"occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $ combined bodily injury and property damage per occurrence with a aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $ per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or" checks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. [ ] Additional Insurance Other, insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. 12/4/2009 Exhibit C ATTACHMENT 1 [X] Worker's Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC=83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406:096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether,that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-operators, employees 'of any such entity, or employees of any entity which furnishes persons to provide services on the project. - "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or otherservice related to a project. "Services" does not include activities unrelated to the project, such as' food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing 12/4/2009 coverage for all persons providing services on the project; and Exhibit C 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension.of coverage, if the coverage period shown on the current certificate of coverage ends'during the duration of the project. F. The contractor shall retain all required certificates of coverage for.the duration of the project andfor one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any, change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in. the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 1. The contractor shall ' contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the.duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate. of coverage showing that coverage is being provided for all employees of the person providing services on the -project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person- knew or should have known, of any change that 12/4/2009 materially affects the provision of coverage of any person providing services on Exhibit C the project; and 7. contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by- workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity 12/4/2009 EXHIBIT D CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, 80th Leg., Regular Session.. OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a Date Received person who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government Code. A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. Name of person who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7t' business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 Name of local government officer with whom fifer has an employment or business relationship. Name of Officer This section, (item 3 including subparts A, B, C 8 D), must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire? 0 Yes F-1 No B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? o Yes F-1 No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which. the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? 71 Yes F-1 No D. Describe each affiliation or business relationship. 4 - Signature of person doing business-with the governmental entity Date Adopted 06/29/2007 12/4/2009 Exhibit E i =;?O t SY¢ ~ ~ ~ 4iro Purchasing Department 901-B Texas St. Denton, TX 76209 (940) 349-7100 www.dentonpurchasing.com Bid 4379 Vehicle Equipment and Parts Supplemental Conditions to Contractor's Proposal Exhibit E City of Denton, Texas Bid # 4379, Best Value Bid for. Vehicle and Equipment Parts Support Services List of Exceptions Page 3, Please make the termination language mutual upon 60 days prior written notice. City of Denton Response: OK to above statement Definition of a "reasonable opportunity before termination to correct the deficiencies" shall be 30 days and will be concurrent with 60 days prior written notice. Page 12, Warranty Delete this section and replace with NAPA's standard warranty language: "All automotive parts supplied pursuant to this Contract are subject to the terms of written warranties provided by the manufacturer of each part, and NAPA shall use reasonable commercial efforts to assist the City in processing all warranty claims that the City may have against a manufacturer. The manufacturer's warranty will be the sole and exclusive remedy of the City in connection with any claims concerning the parts supplied to the City pursuant to this Contract. ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTIBII.ITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED. Copies of the manufacturers' warranties are available to the. City upon request." City of Denton Response: OK Page 12, Purchase of Current Inventory Please change the third and fourth paragraphs of this section to read as follows: "After the termination, expiration, or conclusion of the contract, NAPA shall have the option to require the City to purchase all non-NAPA. branded inventory only in the event that such inventory was purchased "at the direction of the City, and the City shall have the option to purchase all NAPA branded inventory, owned by NAPA and located in the facility operated by NAPA, at NAPA's current acquisition cost." In regards to the last paragraph of this section, please note the following: As NAPA is not the manufacturer of the parts to be provided under this contract, NAPA cannot guarantee that parts purchased for this.contract will meet or exceed a recently updated quality specification for OEM parts. To the extent the parts after-market has an updated product, NAPA agrees to provide it to the city. City of Denton Response: OK with additional language underlined above. Page 13, Counter and Emergency Support Services Exhibit E The City agrees to pay NAPA overtime rates for any overtime work performed under this Contract, if requested by the City. City ofDenton Response: OK, with additional language underlined above. Page 15, Records The City agrees to provide five business days prior written notice for any audits of NAPA records. Additionally, the City agrees that it must be accompanied by NAPA personnel during such audits.. City of Denton Response: OK Page 16, Ad Hoc Reporting Please note that NAPA agrees to provide any additional reports requested by the City so long as such reports are normally generated by NAPA and/or the City's systems. City of Denton Response: OK Page 16, Related Services NAPA agrees to arrange for third parties to handle the disposal and/or recycling of the items listed in this section, but will not be directly involved in the actual disposal of such items. It is agreed that the City shall assign the approved "Hazardous Waste Disposal" firms. The Contractor shall assist in coordinating the disposal activities and assuring that the City is provided all required documentation. NAPA shall use reasonable commercial efforts to assist the City in processing any claim that may arise related to the disposal of the items. City of Denton Response: OK Page 16, Monthly Parts Availability Time Standards Please note: NAPA agrees to make reasonable commercial efforts to meet required delivery times, but conditions out of NAPA's reasonable control, such as adverse traffic conditions, may delay deliveries that are required from off-site locations. NAPA's employees shall make such deliveries in a manner consistent with safe and responsible driving practices. City of Denton Response: OK 2 P Exhibit E Page 16, Contractor Standards of Performance Replace with the following: On Demand Reporting Methodology The Contractor shall use The TAMS computer system as its primary operating system. The Contractor understands that for the purpose of this contract, the City has defined their "CCG Faster" Fleet Management software as the system of record. The Contractor shall develop procedures for entering all transactions into the City's Fleet Management software. This will provide the City with the ability to report on all aspects of their Fleet operations. Contractor will work with the City to ensure processes are in place to facilitate "Order Fill Rate" reporting. The Contractor shall work with Fleet Management to establish effective business practices consistent with meeting the City's reporting standards. The Contractor may begin initial process testing and development prior to the new contract's approval. Order Fill Rate reporting development time-line It is agreed that new practices and processes will have to be established before "Order Fill Rate" reporting can be implemented. Due to the new monthly reporting standards, the agreed time-line for implementation is the last day of the third full calendar month following the approval of the new contract. Monthly Parts Availability Time standards It is agreed that after the implementation of "Order Fill Rate" reporting, that a three (3) month baseline study will be performed to identify current performance levels. Following the completion of the baseline study, the Contractor and the City shall establish mutually agreeable standards for "Order Fill Rate" and "Inventory Turns". These standards will be based on supporting the desired service levels within the Fleet Maintenance facility while limiting unnecessary inventory liability for the City. Fill Rate Performance expectations will be defined for; "On Demand" "Within 24 Hours" "Within 72 Hours" 3 Exhibit E Inventory Goals will be established for; "Target Inventory Investment" "Inventory Turns" Performance exceptions (Special Circumstances) There will be instances, beyond the control of the Contractor, when a part is not available within the established guidelines. When these events are mutually agreed to be beyond the Contractors control they should be excluded when calculating the Monthly Order Fill Rates. Example of such instances could be, but are not limited to: Parts from a single source provider that is out of stock Parts on extended backorder from the manufacturer Parts that have to be or that are requested to be rebuilt Parts that have to be fabricated Contractor's Performance penalties The Contractor shall be penalized by the City for performance that falls short of the mutually agreed standards. The Contractor shall be assessed a one half percent (.5%) profit penalty reduction for each month that a performance standard is not met. The Contractor shall be assessed an additional one half percent (.5%) profit penalty reduction for each month that two or more performance standards are not met. Contractor's employee's Performance penalties The manager, Assistant Manager, and each Counterman, shall have a wage penalty assessed for any month the Contractor's operation does not meet the agreed performance standards. This assessment would result in a combined $875 wage reduction, based on current staffing. The penalty will be imposed for any month that any agreed performance standard was not met. The additional revenue generated by this penalty would be passed through to the City in the form of reduced payroll expenses for the month the performance standards were not, meta 4 Exhibit E Implementation of Penalties Penalties for the Contractor and the Contractor's employees will go into effect upon establishment of mutually agreed performance standards. These will be put in place after the new process implementation and completion of the baseline study and assessed at the end of each month. City of Denton Response: OK Page 18, Contractor's On-Site Manager Please delete the fourth and fifth sentences from this section. The City cannot have such direct control over NAPA personnel decisions. City of Denton Response: OK Page 19, Fleet Services Parts Warehouse The City agrees to provide five business days prior written notice for any audits of NAPA parts warehouse. Additionally, the City agrees that it must be accompanied by NAPA personnel during such audits. City of Denton Response: OK Page 19, Safety and Environmental Hazards NAPA cannot agree to take on all responsibility for identifying hazards that may exist on premises owned, maintained and controlled by the City. NAPA can agree to notify the City of any facially obvious condition which it may encounter, but cannot be held responsible for identifying hazardous conditions that are inherent in the location, or are not obvious to a guest on the premises. Based on past ownership, the City is in a better position to determine potential environmental, 0814A, and safety problems with the location, and should retain responsibility for all costs incurred from inspections and corrections of deficiencies. City of Denton Response: Strike OSHA - City is not subject to OSHA regulations. Page 29, Sample Contract, Section IV Warranty Delete this section and replace with NAPA's standard warranty language: "All automotive parts supplied pursuant to this Contract are subject to the terms of written warranties provided by the manufacturer of each part, and NAPA shall use reasonable commercial efforts to assist the City in 5 Exhibit E processing all warranty claims that the City may have against a manufacturer. The manufacturer's warranty will be the sole and exclusive remedy of the City in connection with any claims concerning the parts supplied to the City pursuant to this Contract. ALL OTHER WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXCLUDED. Copies of the manufacturers' warranties are available to the City upon request." City of Denton Response: OK Page 30, Sample Contract, Section VIII, Indemnification Please delete this section and replace it with the following: "NAPA shall be responsible for and shall indemnify and hold the City harmless from and against all damages, claims or demands that may, during the term of this Agreement, arise or be occasioned by the negligent or intentional acts of NAPA or NAPA's employees. To the extent authorized by the laws and Constitution of the State of Texas, including but not limited to Article Ill, Section 52 and Article III, Section 53 of the State. of Texas Constitution, the City shall be responsible for and shall indemnify and hold NAPA harmless from and against all damages, claims or demands that may, during the term of this Agreement, arise or be occasioned by the negligent or intentional acts of the City or the City's employees." City ofDenton Response: OK, with additional language changes as underlined above. Page 30, Sample Contract, Section IX, Compliance with Applicable Laws Please make these obligations mutual to both parties. "Both parties shall at all times observe and comply..." Qy of Denton Response: OK Page 31, Sample Contract, Section XI, Assignment and Subletting Please make the obligations of this section mutual. City of Denton Response: OK Page 32, Sample Contract, Section XVH, Termination Please make the termination language mutual upon 60 days prior written notice. City of Denton Response: OK to above statement. Definition of a " reasonable opportunity before termination to correct the deficiencies " shall be 30 days and will be concurrent with 60 days prior written notice. 6 Exhibit E Page 33, Sample Contract, Section XXH, Right to Audit Please delete the following language from this section: "...and make copies of..." Please also change "M' to "5%." Citv of Denton Response: OK NAPA added this exception (per letter from NAPA) Page 39, Insurance Requirements Please delete the second bullet point on this page. NAPA does not agree to have their "deductibles or self-insured retentions" assigned by the City. City ofDenton Response: OK Page 40, Insurance Requirements Please delete the first bullet on this page. NAPA cannot make its insurance primary. NAPA agreed to remove this exception to the first bullet. (per letter from NAPA) City of Denton Response: Delete entire reference to Page 40, Insurance Requirements Page 44, Insurance Requirements Please delete the requirement of "Workers Compensation for Building or Construction Projects for Governmental Entities"-it does not apply to the service NAPA will be providing to the City. City of Denton Response: City acknowledges that this applies to "Building or Construction Projects " only and not to NAPA. 7 T , I .1 . ................................................:.B ottd :Number::1:05308093 ' : . . ' i':. : :::::::::::::::::::::::::::::::::::Eo~x ::o:::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: 5: --~T F::. . - : - ~ : : : : : : . r - .T _ : . . : : " : - . T... DLI~TOt . . . . 'T . ~ : .:....:.:..::::......:.::::::::::I~10't'4T::ALI::'~~~E~; :B~ : THESE::PIZES T~` :..hLt Cre~~ine :Party C«i~ ;ari dl a ~.:LPt : . , . . . :::.::::::::::::Infe atcdBuszn,ss:Soluaons:~~,~os e: addres_~:~G3:s:iYit Park-wuv-I:° ute::T::7:4:1:lzciazr: . . . ; , Tra1- ~Casualtyand:Surety Company.Amencq~::.; . . 1 • a . Lal Zt..-.Il 1G1 d. :,ln.::::::::::::::::::::::::.:::::::::::::::.:::::..::::::::::.:::::: -.FLU- -.::-.-t;Un . dn1Ze a?- .c^..:::.:. : . . _ : _ v c - - ::'::::.:::'.:"::::e::::'a~:::::5 ;:::o::.:::: ,.::o:: . . . ' do fi.'~1::::aiithoiizdcl~to transzct .bi~~nness m:the:.'St ~~_z::OY . - tie, . at.: : : . : . . : :::::.:::.:onnecti. cut:::::::::::::::::::: _ ' y..:..................................... : - . . : : ::.:..:::::Texss;:as Sure ar:c:held aiiel furuly ound iuii alie Cr : i f Denton :a r ~irii'ciF. a.T c:~ : ~~.rati.an or Eci1tred:: y . . . . ...g........................................ ::::::::::::an :exisrt n On er;: to : aws: of : e::' fate::o -exes : e:tew per:called:Owner:::7n : 'ic renal=suns. o ..P.:...:...::....:....:::.::::.........:::..::.::.::::::. : . , t ,e:staied:: e:~al:st ~n a:an:.:::::::. Lzve::Iaundrzd : I.oLisand:and:0!IQ0 D olhxs ( 5CD,000 lt~s .ten:: ercent : )..P.......... ................1?......................................................... :::::::::::addin~nal:sumot:rnc~nez~ ret~resent7na:GrlCition~l:court:c i ses ,aft-ri= t' fze~ :arid Ii izidated:a r_.. - : :::::::::arisen :Drat>ofor:connected<a~itlitourbelea :i cnit.ied:Lo . . nrract-inIav;~iI peon y:of:tlie::LJnlted:S:ta;e . . . . . ea:::--::::::::::::-:.:::.::: . . . s:t . . . . . . . . . : :::::'S::':: : . : : . : : : : : : : 5:::::::: - : . :::::::::::::::ae.- atd-:~.D~t~tun::.;o.unt::,- xas;aor::E_.e:: avme-rt:o-':~:hIcr,.:s_im:w.eI :a d_trul.:lcx: :m dz::~r~:e:~; re:, : . . :::::::::.:.....::..........................................:........`M-.`** . ::::oind ..ouT:Se, es .o.~ir 11z1rs:,:eXecu:ors; ~ ~,ttt:tors,:successors; a~~ld ~s~tif:~ 'i:n-ritl`~ an{I sz~zi=a~#u ai:~~ ..........................::::n, ::.:::::..:...,.::.:j:......:..o . . ; . = ::::::b.. acs.....: re-,- is: is..:: on : s: I:'autc.nram Y : z gcrc ascci: the arikui *gfan Lbanee:. ~r -der:of . ::'..:::::::::::.-y:::::.::.::F..:.:.:'....:.:.................................. ti.....................:...... . .I:emantal: ' .ee;Went which increasesZhz:Coi tr«ci: rice=tiut:irindevent-sfi31%:a:Clit:ri e:O:rd r or:.:: ...........I?t?... . . . . . . . . P b...... . . . . ; : Su lerneutal:: :ecth int which:reduc-es:the:.Contr3et: race : decreaseahe:.' enal aum:cif:this=Honk:::: : ......................I?P...... .......-...........g?........................-.................................................A........~.... R........................................................ . . . . . . . . . . . . . . : = : fol ly : ;::..s : - P TIDE:OBlIC ~~TIO.~t:TL~ Pry :StLTv1E:~~:condi.~one d:a : Div : e_ea5,~ ci a:: n tcred.:.::.::::::::.::. . . . . . . . . . . run r:: : anto:;a:z.ertaut;Cun~tact.adenatiec~:I?y:'Or~1Ldance?~tsno r:20(} - :_:*ith-:{he: C ~ .0 Ten~.o~?; the...... .....................................::.......::............:_D:::........:...::.:...._ . - wn: 1. ~ ~r::Hated..tl~, ..ofJ~knua-n:_ ...I0 B~cl::,`: ~i:~3=~zhicz:aTrd::€yui~ineii+ :Parr: . . . ::N,.. _:.i ..:h::....::::...;......'... P~~rin~7lld= iL,1. llrefrelic:.::: . . . W:TIIEREFORIE; t- .-P ncz al:sha-11)k ll truly.'ana.faitl tizII . . . . u-..d%- talon s .grits ter. .m..s,: c:.oncitic~ns.:and>a reemenu. of saii~ G:onti;act iri acco ance ~v~ I; tli . . ............-.....................,7.........:. : . . - • :.:::•:•::::Plan~:::" ec;' ' r ativu~. an' ' vraxa~ t::.: ocumpnts:.•.•urn f:;.tar; x3n - it- :.tt~rm _ hereof : u ' :any :extciisiiiii: : P.....I.......::.:.::....:.......::..........:.:.........::....... b...:......:.:.g....:.. - : :':::::::::thereof:ti~auch:mav:~be:ranted:b the:Owner' avltheortivz#lloutnotrceao:the:l5i retv:::and dui:in - the liftbf : - . . :::,::::,::::::::ails: uar an:rot:;warm :re aired:l~n~ler:alas:Gu ntract::andah. ....~ll. . . .a.l.s.. .t~..:well: .aFid.. a ...r:. ul erCorrn:andfulll= _ . . . . . . _ . OA. V . all..the:-.ucideita.. a. js : terms..::u>.2diu~3n5. and a;rcerri~n.. ts..::o. ..f::ari::::and. :311 .(iul autihoh-,zed : . . . . . :......::.......:':..Y:................:...:::::::..:::::..:....:. .....................................................b....... ::::::::::::::::=::modx cat.ons:of:said:Go.nlracr:that:mav:.hereaf..ter:lizbmade vot ce:e.)_:~ihtcn:mbdr.r3.c~~tro:75rte=the: lr:~ - :::::::::::;beau herzb:s:ai~.cu :~nd;1l::tze:Yr:nct al:sha:I:te~~r:and;~r re~laetallde#?czsizuz:-a:tau?r: . natenals:::::::::::: P...................r...................................................................................,......................................... . . . . . :::and "'N'oika~anshi .:tlZat:a gar-. vy . lnn:a nt~d:ct~~,:o:: 2 ::t~c<~r:from Lhe:date:of fin-.'E:corn 'let on:a dltn:~3::::::::::::. : ...........................................P.............- I..........................F T..................~ ..1.................................................... . o.:........ _ _ ::::::::::::::a cc-p: nfthe:~:~~.rk:b she:Chtxzr.:au:ifthe:Pr>i a15ha11 fiil::::-=ridei?ii, r:a~i~f:aciaffrnl.~s:iliz: t. : ar e::::::::::.....:::::::::::::::..::::::::::::..,...:::: ~::.:::.'...:::.::.:.P:.:.::...:.: . . _.......,.&O : :::::-::::::::::v.~~er:from:all::curt,: . arid dama~jes: m:nra~~:au . . ~ . ffct- ~ ::reason:.Jf dili to:scf . crl r:I~ 3 _ . : . ':::::.:o ' ::::::::::::::::::::andish . .al..... ..l... -.f6rnbiurse:and remviOW. h --all: outla}T'and:ex. erase:~'hic-1:the.t1 zr~,av:~nr;ir;L,:►r~k,r.o:: .Y.......... ....::..:f::::::.:.. . .................P.... : . g duelail:.':defaLh:or : d... cienc: ;.:t..h..e. ..n..: .t....... his:o. . ..b..l.. br ration:ah .all> ~~oid :.ulh.. ...er..4..v .us~ .~...:.fi..t: ..s. ..l?..a.. .ll. ..ei.. ..na.i. ...ila. .nful.l. .i~...r .c.c. . . . . . . . S........................ . . . . . . . . . . . . . . : . . : . . . : . . . : :.::::.::::...:::::..-d:6 : eat . : . . . - . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . - 12r.4!,2oes.:::.:::::::::...........:::::: ' : : . . . . . . . . . . : . ; ' :::::::,O:AGF :B' O►- BID #43 .379: . . . . . : :.I.-..:I . . : - : R: R ahata€:an::ae 'al:action:be:fild u :ofab s Boi d T sxwz:,kque.0l E = PRc~~.T: .IDEn FU- : E 7....::...............y.:... -....e.....: ir...x.............:.:: : : : : of:T : . ::::::::::sje.:~r~::Dentan :Coun :::'State: eht.s:::: : - .........................................................tY>:............. : . : . . . . . t1 D::PROS:IDS;D:F -J - LER::d a#:the::sa~cl:Surfor.:val.. .ue. :rcceiY~ d. heteb .stl lii~tts and y>...:..........:..:..:..:.:....:.::::.:..,::...;: -.::.:..P:.:::..:.:::.:::....::::: :a _...ees' Ghat no: ciaji e : extezision: of a1xne :alteration :vr addrtio. io ahe aer`of akeCoriuac er:lo ti3`e::::::::::::= ..........~T... - : - . I, . . orl~i&:*:be .&rfor ned:therzun'der;: or..to-.the."'lan =Spee ~catior-s_:.Dr etc:,,: ~:ccs )mpa ~3~nj I're::::: : :...:.....:.:::::..sank::-shall in.-an ru~ise :a. ect'ILS:.t~l li' soon'on:this:,~ad arid: T. does her I*y ~L: ot,ce oFa =N'.......::::.... . . . . . , . . .........c:.. 90;:::erteus c~ir..o'f time;:altera~ i n:ar:: add~thoAla the terns: Ft- Cvnu.'a~t -or::to the:Vi<ork to pe:::::: . erforrned:thereuuder :or. o thz:Plans ::S ec.ifieat~ons I?rawin s:.eie::::::..: : . . :::::::::::::::::::::::::':':Th>>:P.ond ......."~s.Qv:ti.e.....,a: 3ui.,uanL>to;tz,e: e~.yisi:c~.ns.:.f:C'lza~.~er'22;~~.=~~_t the . Texas E cvci`:rn.zt:C~~z:: . . ..............................P.....................................l . . . ' . er:' i? ca. le ~6iutes:o . ::hut :o e a..:::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::'::::.:..:::.:::::::::::':::::: :::::as:ame.n ..d. e . . d. .aud P11..:..o....:...........:.:..::.:..::fahe:.-:.... e:.:f T..X . . . S . : . ..any oth... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . : ; :::The.l> b' d.exs~Qied:unct~ia5i'2riateda===en._rshereb.::clesig ated:bz~:the:Si3ret' :.;.zrein:-~s:-h: lResr~ ent:::::::::::::::::::::.::::: t:: :De~itc t::: pint i* lioin::e,~~' = e i~isite. aotii;s :rnhv. t........ ~cd iii r -s lic~ui service of : : : : A~:.?...:lu.....:.........:::.: pa. -:b:. : . e_ . gin. ...7:...:.. ~1 rocesS..may..-be.hadan:matters::3r~s:'out.-or.such:suretyslu a,,:.rovided.:b5.:.tie1c7;I91 c~_tie:: P . .p......:.:.:..-..:. . :::::::L. surance_C~de .---V* irons. 4TZr,otat~.-Cjvi l .s._atut-s:of th.e:;Stale :of:Texa dd:........................................................................................................................................................ . . . . . . ' , ' ::::::.....::::.:::::::::::::::::::::::ENN:Z ?ITIESS:1V.-]:fEREUF :thss urstrumentas..execufed::'n; :one..:::::::co ' i:,3 : ,ac,~:.one:ofwh~c- ~ha~1:::::::::=:::: : P......,..................................................... t::':::::..:.:..' : : : : 1st:::::: - :::i:::~:::::: . .b&:d,enled:an.c~nU~nat,:ahis:tia.e.:.::::dav:.o ......January.:.:...:;::::2a o.::::::.:..::::::::,::::::::::.............::•:.-..:....:..::-: . : . .Es : : : _-?iT.'_ . : . . -.-.:::::::':::.::::::::::x19V ( II'1,. : ...:....:GEN. .Ua NE PARTS C:QIVIFANY DBA . tl. P:A:INTL .A D BU:S]NESS SOLUTIONS : : : . . . . . . . :::::::::8::' . . : : ' . ....SEGRET................ . . . . - Y ...........::.......FSIDiNJ 7. . : . . . . . . ..::-•'.':'...::E : s - TES:::................. RETY:.....:.............. . . . . . . . . . . . . . 1 :::::::::i::::::............:::: v: ..C:U _SU:E: • : COIViANY OF P;MERICA::::.:: ' ...:::::::::::::::::::::TRA .ELER$ CAS '.U AND...R TY.. P..... . . . J f . T : : .N _ .:::.::::1: , : ' :::/:::y:::'":...::.::::.............::::::::::::::::: - . : : : . : '7:.:• a e McVaugh, Witness . .............................BZ::•:::; . . . . . . '::::Mauteen McN~ill::::::::::::::::::.:.:::::::::::: : DI . L .TF:Y:=1sU..F~~ .C,.r........................ . , ........:.....-r . :..::1'h ::Res~t~eni::! &nt:.of th.:.S.uretl~::}n:~entcn.C;.aLnt~ :::~:L~cas for.~el pert: at: i oticF:ai;~cl ser~icc he . : ~oic'eS,3.. s.:'::.::::.::::: . :::::::::::::::•Dou las:G:: Hotchkiss:::::::.:::::::: ::.::::.::::::::::::g:::::::::::::::::::::::::::::::::::::.:::::::::::::::::::::::::::::::::::::::: . - - :4120:Intemational:P .Y arkwa '.:S te::: . :2000::C:: arrgllton::TX:7 5007::::::......::....::::...."" ' - - - - - - ::::::::STREET :ADD.RFSS - - - . . , : . . . : ....::::..:..{NAT:.F.,::::Datsr:~f:Pc,.fom,flnce:3anc~;rr~us, be davc of.Contracl.::If:ResIc►Pnt •~iPc it.ismo ?.-cor~oraiY~»e, . . . . . . : - aerson'.S'4..i11 C=; : . . 11 .......~?y.....e -a......I........ ) . . :::::::::::::::::::::::::::::1214720 o s: : : . ' . ...........::::::7:::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::.:::::::::' . a :;5:o s~o: : • 7; a . . . . . . . . . . . ............................................................................................Bond :umtieF 105308.. . . . . . . . . . . . . . . .IJ ::.:::::::::::.:::::::::::::::::::::::::::::.::::::::::::-:::::::::::::.::::.::1~;:..:'. w B:~"~TD:::.::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::.:::.::::::::.:..:.: . A s :::::::::::::.s T. r:: a: . 'T:::: ::.::::.......40L"`~TY::C) -TON . . : _ : KN :ow-.At"-L:.ivfEN: t ' THF~SL::PR~SE`I~`'l S:::.::1:hat: a~ e": IN A-: _ . s nutne .....arts.....:nipany::dba..AP 4:...... ....:::....ui C.:_.:: ::':5:.:""":-.'h :::.:IntQOratz :Busrn~ss.:Sa cations licse:ad.dressas .30,<~. ~,Ith7an P? . sk aii es t ,TY:-::l 2 -ft abet::.:::::::":' . . . . . . . . . . . ...:::.Calla hil:nCl TTO ..lersCasual.avid Sure: G( of :p.. :a33t : :::::..:...................tX:.......:...:....tY:::... omRa...:nY ....:America:::.:.:::::::3 C0 L~ 1€jbn-C;:T=wink..- 2-'~::::::::...:::-:: ......................................:::::.:...a l;...:....::::.........................:.:............................:::....................... :...:5 . d~ra:~ie2ZU ~.Gonneeticut:::::: .any -a.: .:filly ::a>i 5: :t' . :::::::::::::::e~sF.rrb..Lt.n- ' -'.::of:he:State:or_`.....:..... . . ; iurize d:t .tr aDS -liisines':'- tie ...s . :::::::Mate :uf Te hay as Su ;tv;:are:helcl::ancl : fr .rl :boun~ unto:ui~.::C ':o:~~:Dentt~ii :a: can c : . ._pas moo.. oia~fen.....................::.:: . .::::::......:::::::-:::::::::::::':::::::::::.:-::::::..:.::.................;:Ta........:....:: " aIUl ad::' & ex"--a. : vxid:er..hc : aws:: or g .......::::......::.:::::::::::::::::::g.:::::.er. .............v::: e::5tate:~.: 1:ex~s; heresna er cal1: `downer ai ti:iinta ail:::::::::: . - . : . . _ persons;:fun s;: ?:c: cc~iporahons. .r ho.rna.::furrlish-rrii terials for:or: crfo :....::::::::::::::y.::.:::::::::::::::::.....................,.....p.........rnlla..p .C: ::h butla u :oi .:.t 6.. in:ili..........:.::::::...........................:::. d: I"... ov:zm nt;;.c-e. a er~.::r.e .eirea. .be..n .:al..:: .s.: ::6fFi'eHb:'died .c :E. t::I►: sl o G.004 P Thc,u.~ano.and. )..t. Y- ,Lk'( . . , . . . . . ::::LFiSinIuul iio~le of tlia;a~zted:Stntes toh: air~ zn D..... e31:t~? n, _ ou~~#~;;:Te. 4s, fer_tnz pavrn.3 .-a : P:::::::::::: : . = el:ir c iaurn;4'ae- ncl txul tone: to :el : ~t>~ he-eQ T: n~,?d:c3ursel es : i ; : . . S rhetr~,:exet,uttr~, ..drr i~tr4to~s e.. : ....-:::::::::.*:::a, ::.:Successt~rs_ an~:.a ::s:l::il~ : o~nth:::atidavzr ..al l.-::: t y.:;...oy:.: hc z . z5en t~: '}11 § a jnd:' ~iall:auti isi aiai ' ' l~ ::::a" . .g . .:..::::::::..:::::::::::::::::::::..hrn~::...... P...................: : . . . . " be increase.. .d::::b: .the amount : of an . - . ...::..y 1??:Se< dex::o~..:Supplement., , greement_ w.hick anere ses ahe:..:::::::.. " - : :::::::::onfia~t:: rice;:: uf- m; to::c,,.-ent:shall: a::C;bim.ae::Order ..G._ ;::::es: : . or..S.z lerncntll t - F.............:....QrL.,,mcr~ wr.~ tt:rc. uc~ t : : : : : : : : : : : .::a .o>rtrdet : fwe di. re se:the; °hal alU3l ofahis:Bond::::::::- . . . _ . , . " a * : : : : ....TIE OBLGTIO_:TO'. YS_.: :c," : =t = ....,~V1E.z5 . .c n~i.~3o..L . a~:#ollvvy~~;:`''iz:ti~r:Prci ~,~i .~t~t : . .IrL. .t::o.:::::a:... . pert ain::C ontract": identified:by.: Ord_nanc:e:~ er.;, _ : _ t t:::. " . l~,u ::uib,_.~~ 1):.........:....:::..::::.. . : . :.....a~_th.~he.G~ty.ofDenzL►n,, ~e.::....::::: . . . . :.::::::Ouvner;::dated:ttic lat:da of Janii AD::?Q10 ft;.:: 3..:...:.. _ .::::::....::.::::......:.::,r. ~d.1 379.V.hiele.ari :T d ii n exif PartS::.::...:::.:.:" . : . .:L'': . ._:~-,:,,ui...._.. ::::::::.:::::::::::';C~Z?~'..:THER :ORE.:iftlcPniici al:sh:.. ll:: ilti:: d........r._,. :i with-zY:e;L . r : tui rr~a,> e....:::::. - F . ut~".: . : :au--')'L facto"fs :c'...... ....j:., T...,:: r:==::.:...::; . p;..Li1C?C al7ble-1L::a ..rsGLS:_trn . .cl :::::1:;::p::-: . : ":"::::::::irate;t::"~.:_hz: 7osect~..a.o a:oftlxe:t rk:, . , . P:::::.:::.:::::::.::::.::.::::::::p.:.. l: royt Ott::for: icl<a~.ontra. a i . . :anl~ anti :all i 11 : a'u~"orizf : - ......:::.::::":".....a::::::-.:..::::...:::- . . . . 1 . . . : = rn.o. atrc ?ons:..Sa,::..:,~' ' -that m. ...i ..le -C ft. C- .n.* de: n . c)tl:c~:cif 54:htch`m*n:cl_l.hCahb. ' ;~l c:>. .r' . - - oein ereb: :ex r essl : vv:aied - h.........y... ..p.............. _ ..,.t '.e nthts.obl .a.. all bevoid: other"~tiq_ :e: t: , s...t 5ha11 rztnafin In full.. force,::: . : : : . •:.......::::-:::.:.::::::::y.:.:.:..:..:.,.:.. g:::::.:::.:.:-::::::::::::::::........................:-.::....::::::....::::::.:::::::.:.:.:.... €f aAhd::....ect::: . : : : : :::::::PRQN,TMELD:FLTR~ .t a : : i` ......if. n,. e l.ction.he. filedn tZz:s:Boilia::ex:cl°'At2 ~e .'enuz s3xall.::2 : : : : . :::::::::::::::"::::::::::::::_::::..:;::::::::::::::::::::.-:-:::a.:::::::::.::::::::..::......:::::::::::::::::::::::::::::::::-::-::::::::::::::.::::::::::...............:... : :::::"::::::::::~nDentan:G .L n::-.:_:. e~.~s..::: ; : :ANDPRQEI~ FURTT3ER=:that-theaaad:Surety forv~l -::::::::::a:::::.:.:.:.-. tle:racet::e:d,heieb,:.stapul~ites. ~I:.:.:. . . . " * t' t ::a . ezs that.no::ehan extension:of:tlme_:alterai a...... 7 .:.....:....g:.~...... .:.:.........:.:::::..:,...............L.n.u: additjon to:a nri. - ._:the.:Cc?As_, T.. . : ::::::ork:to::he:. ert'pm. T Freund :or:to::-h .C:a'Y~a:is;:S. f caAti' ' * ' D.... ~n ~.....tc... aL: ibm a.. t . - :::::::.:.::::.:::.:::~::..::::.:..::.:......:.:::::-.::..:::::.P::.:......:::.::.:::'::::::::.::::.:::s. .....E...._..o-................:::...... z ; - _ : - . . . . "t ::::::::::::::::::-ne sli ' in" e.:est::it~:oo: ati:on::c)n:ta~lis::.B end:::and:zt"d es:: • ' . v.:, . ..oes:.her .h :..aid:c..:. :~V ti tbat.a,....~ac . . h. : . .::::::::::......::::r:::- : e. Q, el.ens>on:ot:"un~e::alteration::ox:addit;oti:ao the f tea; - :ia" . rain .o~ . ~,te..C.ontraLt, . or. :.to: cl_ . : ,,.Vor~ to". ho:".:::::::::::::.. . . - . . . . . . : . :::::O. ....rlormed:tnexeunder":ort ' 'di P]4bs.:S ecif edtibins-::Dra Lei , : . . tc. . . . . . . . n P ~ . : ae _ r ' i; - urnit o e p. .ov s cE, . . . S:B on 3: s: =en:p . th x ~s,~ ~ ,oft z Te~a~ . Coy.e. nr.~e.,,I 0: . . . . ,.V412009: : . : : : - : : : .::a:::::: l SAG=:10:. ....................................O .B1D.X4375: * 11 j! I : : : : : = ~s..amande ~:an~=.::o't e a . I;eablea: rites::*'f:the:~t3tz ' ' Tea~s . ..:.:::'-.under nea and::de~ at01 ent zs hereb r.desr ated bythe -urz T-etela.asll e Riesdenz : : g.::: , ~...........,..........:.:......."Y...........................:.::::..::.::::.::::::::.:::::::::::::.:: .......m...:.,..... .........:...:.._......:.............::.::.:;::::.:::::-::::::el::::::::::::::::::::::::::::::::::::::::.::::::::.: te;: e; : - v_ . • ce: f:: :::::::::::::.4;ent n;Denton Count..:t0.•whoirequis i.. -uo.: ..:s_ub~: cii..er and on horn: senq .t? - r zie~s.nb ak~~?e:had:iT m.atters<an~n ::outofat:eh:suret~~:as..ro rded:b~j~4rt cie r::1:9=.1 of~cheInsist.ague:::::::::::::::::::::::::: r p-.:::.:.:-:-:::.:_.::.:..::::::::::::::::.::.::::::::::::::::::.::::::::.•:•:::.:::•:-::::::::::.::::::-:::::.:.::: of:T,.Yas: :::::::Cc~ :v.:zrnona . . Azinotated Civ l:~tan2r ..es.... .o .z- . .fi. . e . .S.~ate . .....-•-•---•......--::IN:NEVI-TNTSS:~4 FIE-REOF' ahis inst zznt-is z,.eiruted in ore:: eo. ies,.zach one of whuch Shah be - . . . . . . . . . . . : . ..::...le...mq.-0:an:o.Tq n .J. is. he: 1st.::::::::-avo...::Jar1Ua :::::::::::::2010::::::.:.:. . - - - - - . LlYU. ..G ENUINE:PAR:T:S::COMPANY:.:D.BA NAPA.........:............. . ::.::::::y I~:TE-S`I:..::::::::::::::::::::::::::::::::.:::::::.::::::::::::::::::::::::::::::::::::::::::::::1?RIN................. . .....................................................................:.:.:......:.:....:......:::.:.:::...::.:::................::::::::::::::::::::::::.:.:::.::::.:.:INT:EGRATED.:B:U:SINESS:S:O::::OTIONS:::-::::::::::::.::::::::::::: L . . . . . . . . . . . . . . . . : ::::::.:::::::::::::::::::5EC;1 : ~ 1ZY::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::B:Y :::RESIUE~tT::::::::::::::::::::::::::::: .r..... .:A. .:::.:....::::::::::::::::::::::::::::::5 .:.~T.~ST,:::::::: :..................::::::...L1? : : . . . . .:;,.'7.:::: : ::::::::::::::::::::::::TRAVELERS CASU LfiY . T... ::SURE- -G A..... OMPANY:OF AMERICA AND. . . . . . . - - . . . - - - - .X_,...... . . . . .....t _ ' . ......................................Lm . . . . . . Vau. . Witness . . - a - c : : : . . . . . . 9..h .:BY. . : : . ? : . . . N : . . . ...................ATI OR~EY.I~ I-'ACT::: :fdlaureeri:lvic , . . . . . : a::...nl.::::.:.:::::...::.:.~:.:.::......:::•............. . . . 7lae:: eslc ent.:~ ~e t:~I::t11e S`tn. .n:Denton::f .01-- eXLS: Or .d~ I~vel~.::~l :IleLCe: . c. =.1 5._..... . r.... - S:.s:::::::::::::::::::::::::::::::. . :::td gs ' ` : : ' : : . :::=::Douglas::G..Ho chkl I~Alt~IC;:..........:::::.......:::::::::::::-:-:::.:::.:-:-:::::::::::::::.:::::::::::::::::::::::::::::::::::::::::::•:-:::.::::...... . . . . . . . . . . . . . . _ . . U..-...'S ::::::4::1201ntdthtitidhiil:Pdtkwa -:Ste':2000::Cti tollton*, TX:75007 .....:........:....:...ST.~ . JT: r)n S •:...............................................0.:::..:..::.....:::.,................ , I.......::::::...................................:........................:.::::..................:::::......:::: tia>~ 1::-.. - , :c<t:Pcr rrr~nr_bun"l rlr_~ctb~--I~ttE.:~ Contract: If c~..c E_.rit 4~ cnr::_•-ror:u:eorDorc~tton; ~.~i e:ci: . . y . f ................:..............................o...................................................o . . E .r..SOtZ .S . PtCIT)Ic . : - ::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::-:-::::::::::::::::::::::::::::::::::::::::.::::::::PA'GE::#tO.F:BID::#4379: . . . . . . . . I F WARNING: THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER /A► POWER OF ATTORNEY 'TRAVELERS J Farmington Casualty Company St. Paul Guardian Insurance Company Fidelity and Guaranty Insurance Company St. Paul Mercury Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Travelers Casualty and Surety Company Seaboard Surety Company Travelers Casualty and Surety Company of America St. Paul. Fire and Marine Insurance Company United States Fidelity and Guaranty Company Attorney-In Fact No. 220967 Certificate No. 003011480 KNOW ALL MEN BY THESE PRESENTS: That Seaboard Surety Company is a corporation duly organized under the laws of the State of New York, that St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St. Paul Mercury Insurance Company are corporations duly organized under the laws of the State of Minnesota, that Farmington Casualty Company, Travelers Casualty and Surety Company, and Travelers Casualty and Surety Company of America are corporations duly organized under the laws of the State of Connecticut, that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc. is a corporation duly organized under the laws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint Darella White, Richard G. Dicciani, Richard A. Jacobus, Mary C. O'Leary, Douglas R. Wheeler, Maureen McNeill, Wayne G. McVaugh, Rosemade-Caponi, Elizabeth Marrero, Sandra E. Bronson, and Adrienne Seaford of the City of Philadelphia , State of Penncvlvanin , their true and lawful Attomey(s)-in-Fact, each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in the' business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permin arxuons r r ceedings allowed by law. INV 13th d e seals to be hereto affixed, this IN WITNESS WHEREOF, the Companies have caused this ins rib to ned heic rpo , day of May 2009 V3~ Farmington Casualty Co Mp4n~- St. Paul Guardian Insurance Company Fidelity and Guaranty surance Compan St. Paul Mercury Insurance Company Fidelity and Guaranty Insur-gnce Underwriters, Inc. Travelers Casualty and Surety Company Seaboard Surety Company Travelers Casualty and Surety Company of America St. Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company WkSU& ~ C1 -"^"'rwyutlJ St~Ely - ~F~AE 4 ~~.1~ MSG. P,~-~NS(~,P4 Jp~,TY AMOK p ~ ! ~ 4 _ P rLOiiPOR,~>f,f Q~,,pPORgj' Pl v gin le, 19 8 2 0 1977 Q 192 7 o ; wwiFORD. 1896 D 195 s ;iSEALip°s ~'.SSRL::3 CONN. o art N 6A, 8 ~l~• * y:~...✓ L~f v'••.. `a° ~s ac .qi~~` ,gyp d ~ ~ OF~Yt ~~ANC`6 1S . A~ 1g'• bt + ~ -••n Ak1fi`" State of Connecticut By: City of Hartford ss. Georg Thompson, UOTce President On this the 13th day of May 2009 before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. 4•T~ In Witness Whereof, I hereunto set my hand and official seal. 1 0 W ALA My Commission expires the 30th day of June, 2011. Marie C. Tetreault, Notary Public 58440-5-07 Printed in U.S.A. WARNING: THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER t TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA HARTFORD, CONNECTICUT 06183 FINANCIAL STATEMENT AS OF DECEMBER 31, 2005 CAPITAL STOCK $ 6.000.400 ASSETS LIABILITIES A SURPLUS CASH & INVESTED CASH 3 73,452,9nAl UNEARNED PREMIUMS S 646.308,218 BONDS LOSSES 822,955,804 STOCK LOSS AD.IUSTMENT EXPENSES WVESTMENT INCOMEDUE ANDACCRUED 48,660,631 COMMISSIONS 278,227'162 066 PREMIUM BALANCES 303,662,185 TAXES, LICENSES AND FEES .71' NETDEFERRED TAX ASSET 40,073,233 OTHER EXPENSES 433.3371,400 29,247,064 REINSURANCE RECOVERABLE 12,426,363 FUNDS HELD UNDER REINSURANCE TREATIES 105,882,816 OTHER ASSETS 86,225,430 CURRENT FEDERAL AND FOREIGN INCOME TAXES 104,163;980 REMITTANCES AND. ITEMS NOT ALLOCATED 57,5I3,23S AIMOUNT5 WITHHELD I RETMED. BY COMPANY FOR OTHERS 31,5641808 RETROACTIVE REINSURANCE RESERVE 11,097..564 POLICYHOLDER DIVIDENDS 9,605,141 PROVISION FOR RENSURANCE 6.452.209 CEDED REINSURANCE- NET PREMIUMS PAYABLE (4S,467,S30) OTHER ACCRUED EXPENSES AND LIABILITIES 11,021928 TOTAL LIABILMS $ 2.361,267.253 CAPITAL STOCK 3 6 000A00 PAID IN SURPLUS 303,297,402 OTHER SURPLUS _ 1,426,675,916 TOTAL SURPLUS TO POLICYHOLDERS $1,734.976,318 TOTAL-ASSETS _S 4;096.243,572 TOTAL LIABILITIES 6 SURPLUS $4. ;j7 2 243STATE OF CONNECTICUT ) 'COUNTY OF HARTFORD )SS_ CITY OF HARTFORD ) ERIC B_BRUDER, BEUIG DULY SWORN. SAYS THAT HE IS CHIEF FINANCIAL OFFICER -TRAVELERS BOND A FINANCIAL PRODUCTS, OF TRAVELERS CASUALTY AND SVRET'Y-COMPANY OF AMERICA, AN TO THE BEST OF H IS KNOWLEDGE AND BELIEF. THE FOREGOING iS A-TRUE AND CORRECT STATEMENT OF THE FINANCIAL CONDITION OF SAID COMPANY AS OF THE 81e tD71Y OF DE EMB 2008. C tEF FINANCIAL OFFICER - BOND A FINANCIAL PRODUCTS A d SUBSCRIBED AND SWORN TO BEFORE ME THIS N TAR BLK: 11Th DAY OF APRIL. 2009 MARIE C. TETREAULT Nolan, Public r4fi 6lrrrrrlXr/arc Erl,ira Jiffle 0 ?011 c IMPORTANT NOTICE To obtain information or make a complaint: You may call Travelers Casualty and Surety Company of America and its affiliates' toll-free telephone number for information or to make a complaint at: 1-800-328-2189 You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights or complaints-at: 1-800-252-3439 You may write the Texas Department of Insurance: P. O. Box 149104 Austin, TX 78714-9104 Fax: (512) 475-1771 Web: htto://www.tdi.state.tx.us E-mail: ConsumerProtection(ab-tdi.state.tx.us PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning your premium or about a claim you should contact your Agent or Travelers first. If the dispute is not resolved, you may contact the Texas Department of Insurance. ATTACH THIS NOTICE TO YOUR BOND: This notice is for information only and does not become a part or condition of the attached document and is given to comply with Texas legal and regulatory requirements. (PN-042-B) Ed. 10.18.07 YYYY) CERTIFICATE OF LIABILITY INSURANCE 1 F DATE2/31/2009 ~---~"1PRODUCER Aon Risk services South, Inc. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY fka Aon Risk services, Inc. of Georgia AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS 1000 Milwaukee Ave CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE Glenview IL 60025 USA COVERAGE AFFORDED BY THE POLICIES BELOW. PHONE-866-283-7122 FAX-847-953-5390 INSURERS AFFORDING COVERAGE NAIC # INSURED INSURER A: Discover Property & Casualty Ins Co 36463 GENUINE PARTS. CO SUBSIDIARIES - ~(j- INSURER B: ACE Property & Casualty insurance Co. 20699 4= NAPA, Motion, Balkamp, Altrom, EIS, Rayl oc , SP Richards , .Drago Supply, INSURER C: General Tool & supply etal 2999 circle 75 Parkway \ INSURER D: y„ Atlanta GA 30339 USA INSURER E: COVERAGES SIR applies per terms and conditions of the policy THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHOWN ARE AS REQUESTED INSR DD'L LTR NSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS ATE(MM/DD/YYYY DATE(MM/DD/YYYY) A GENERAL LIABILIT D004L00124 09/01/2009 09/01/2010 EACH OCCURRENCE $2 , 000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $1,000,000 PREMISES (Ea occurrence) CLAIMS MADE ® OCCUR MED P (Anyone person) _ r--1 PERSONAL & ADV INJURY $2,000,000 rI GENERAL AGGREGATE $3,000,00 r» GEN'L AGGREGATE LIMIT APPLIES PER: O POLICY ❑ - D PRODUCTS - CO,~1P/OP AGG $3,000,000 17,71 LOC ~ PROJECT Ln A AUTOMOBILE LIABILITY UOO' D004AO0341 09/01/2009 09/01/2010 COMBINED SINGLE LIMIT p X ANY AUTO YIT (Ea accident) $5,000,000 Z X ALL OWNED AUTOS BODILY INJURY rJ SCHEDULED AUTOS ( Per person) L: X HIRED AUTOS u BODILY INJURY U X NON OWNED AUTOS (Per accident) PROPERTY DAMAGE (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT ANY AUTO OTHER THAN EA ACC AUTO ONLY: AGG a EXCESS / UMBRELLA LIABILITY XOOG24874011 09/01/2009 09/01/2010 EACH OCCURRENCE , r;7_1 -I OCCUR CLAIMS MADE AGGREGATE $5,000,000 L~lj DEDUCTIBLE RETENTION $100,000 WORKERS COMPENSATION AND WC STATU- OTH- EMPLOYERS' LIABILITY Y [TORY LIMITS ER E.L. EACH ACCIDENT ANY PROPRIETOR) PARTNER/ EXECUTIVE OFFICER/MEMBER EXCLUDED? E.L. DISEASE-EA EMPLOYEE (Mandatory in NH) _ Ifyes, describe under SPECIAL PROVISIONS below E.L. DISEASE-POLICY LIMIT OTHER • I I - DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSENIENT/SPECIAL PROVISIONS City Of Denton is added as an Additional I:nsu d on the General Liability and Automobile Liability Policies as - rL%01TLrd-lJy written contract but smite to therations of the insured under said contract, and always subject - to the policy terms, conditions and exclusions. Insured is Self-Insured for Physical Damage. Cancellation - CERTIFICATE HOLDER CANCELLATION City Of Denton SHOULD Y OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Attn : Purchasing DAT EREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL I RE : NAPA Contract Bid #4379 30 AYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. 804 Texas street BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES: Denton Tx 76209 USA AUTHORIZED REPRESENTATIVE J~rlle ~cJiLttrO ~fa ~~act ACORD 25 (2009/01) ©1988-2009 ACORD CORPORATION. All rights reserved- The ACORD name and logo are registered marks of ACORD Attachment to ACORD Certificate for GENUINE PARTS CO & SUBSIDIARIES - The terms, conditions and provisions noted below are hereby attached to the captioned certificate as additional description of the coverage afforded by the insurer(s). This attachment does not contain all terms, conditions, coverages or exclusions contained in the policy. INSURER INSURED GENUINE PARTS CO & SUBSIDIARIES - INSURER NAPA, motion, Balkamp, AltroM, EIS, Rayloc, SP Richards, Drago Supply, INSURER General Tool & Supply etal _ 2999 Circle 75 Parkway - At GA 30339 USA INSURER INSURER ADDITIONAL POLICIES If a policy below does not include limit information, refer to the corresponding policy on the ACORD certificate form for policy limits. INSR ADD'L POLICY NUMBER POLICY POLICY LTR INSR_ D. TYPE OF INSURANCE POLICY DESCRIPTION EFFECTIVE EXPIRATION LIMITS DATE DATE DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Provision shown herein is subject to shorter or longer time periods depending on the jurisdiction of, and reason for, the cancellation. Certificate No : 570037351091 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 46 ~ 12/31/2009 PRODUCER Aon Risk services south, Inc. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY fka Aon Risk Services, Inc. of Georgia AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS 1000 Milwaukee Ave CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE Glenview IL 60025 USA COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # PHONE-866-283-7122 FAX-847-953-5390 I INSURED INSURER A: Travelers Property Cas Co of America 25674 GENUINE PARTS CO SUBSIDIARIES - INSURER B: Travelers Indemnity Co of America 25666 NAPA, Motion, Balkamp, Altrom, EIS, Rayl oc , SP Richards, Drago Supply, Oa INSURER C: ` General Tool & Supply eta] 17k 2999 Ci rcl e 75 Parkway \Z INSURER D: Atlanta GA 30339 USA a INSURER E: O COVERAGES - THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHOWN ARE AS REQUESTED INSR DD' LTR NSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS ATE(MM/DD/YYYY DATE(MM/DD/YYYY) GENERAL LIABILITY EACH OCCURRENCE COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES (Ea occurrence) CLAIMS MADE ❑ OCCUR MED EXP (Anyone person) 01 PERSONAL & ADV INJURY r-i r-i ❑ GENERAL AGGREGATE Ln GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO- PRODUCTS - COMP/OP AGG to 0 ❑ LOC JECT ~ t~ AUTOMOBILE LIABILITY „ COMBINED SINGLE LIMIT p ANY AUTO (Ea accident) Z ALL OWNED AUTOS BODILY INJURY ~ v SCHEDULED AUTOS Per person) HIRED AUTOS BODILY INJURY u NON OWNED AUTOS (Per accident) V PROPERTY DAMAGE (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT ANY AUTO OTHER THAN EA ACC AUTO ONLY : AGG EXCESS / UMBRELLA LIABILITY EACH OCCURRENCE D OCCUR CLAIMS MADE AGGREGATE H DEDUCTIBLE RETENTION B TC HUB X WC OSI-ATU- OTH- WORKERS COMPENSATION AND A05 ORY LIMITS ER EM PLOYERS' LIABILITY Y / N E.L. EACH ACCIDENT S1,000,0002-- ANY A ® TR)U6168T307510 0110112010 01/01/2011 PROPRIETOR/PARTNER/EXECUTIVE AZ,MA,OR,WI OFFICER/MEMBEREXCLUDED? E.L. DISEASE-EA EMPLOYEE $1,000,000 A (Mandatory in NH) TWXIUB204T834210 0110112010 01/01/2011 _ Ohio E.L. DISEASE-POLICY LIMIT $1 , 000 , 000 if yes, describe under SPECIAL PROVISIONS below OTHER t I - DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS _ waiver of sub n has been added in favor.-of't.he Cit at~au cancellation Provision shown herein is - subject to s orter or longer time periods depending on t e jurisdiction of, and reason for, the cancellation. - CERTIFICATE HOLDER CANCELLATION City.Of Denton SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Attn: Purchasing DATE T THE ISSUING INSURER WILL ENDEAVOR TO MAIL RE: NAPA Contract - Bid #4379 30EN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, 7 804 Texas Street BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. Denton Tx 76209 USA AUTHORIZED REPRESENTATIVE CP p~ ACORD.25 (2009/01) 01988-2009 ACORD CORPORATION. All rights reserved The ACORD name and logo are registered marks of ACORD