2008-040ORDINANCE NO. &,17,f- INZV
AN ORDINANCE OF THE CITY OF DENTON, TEXAS ACCEPTING COMPETITIVE SEALED
PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF AN OUTAGE
MANAGEMENT SYSTEM FOR DENTON MUNICIPAL ELECTRIC; AUTHORIZING THE
EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFSP
3881-OUTAGE MANAGEMENT SYSTEM FOR DENTON MUNICIPAL ELECTRIC
AWARDED TO MILSOFT UTILITY SOLUTIONS).
WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for
the purchase of an Outage Management System in accordance with the procedures of State law and
City ordinances; and
WHEREAS, the City Manager or a designated employee has received and reviewed and
recommended that the herein described proposals are the most advantageous to the City considering
the relative importance of price and the other evaluation factors included in the request for proposals;
and
WHEREAS, the City Council has provided in the City Budget for the appropriation of funds
to be used for the purchase of the materials, equipment, supplies or services approved and accepted
herein; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. The items in the following numbered request for proposal for materials,
equipment, supplies or services, shown in the "Request Proposals" on file in the office of the
Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City
considering the relative importance of price and the other evaluation factors included in the request
for proposals.
RFSP
NUMBER CONTRACTOR AMOUNT
3881 Milsoft Utility Solutions $127,383.26
SECTION 2. By the acceptance and approval of the above numbered items of the submitted
proposals, the City accepts the offer of the persons submitting the proposals for such items and
agrees to purchase the materials, equipment, supplies or services in accordance with the terms,
specifications, standards, quantities and for the specified sums contained in the Proposal Invitations,
Proposals, and related documents.
SECTION 3. Should the City and person submitting approved and accepted items and of the
submitted proposals wish to enter into a formal written agreement as a result of the acceptance,
approval, and awarding of the proposals, the City Manager or his designated representative is hereby
authorized to execute the written contract; provided that the written contract is in accordance with
the terms, conditions, specifications, standards, quantities and specified sums contained in the
Proposal and related documents herein approved and accepted.
SECTION 4. 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 the A day of , 2008.
PE R. McNEILL, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY:
APPRO ED AS O LEGAL FORM:
EDWIN M. SNYDER, CITY ATTORNEY
BY:
4-0RD- 881
3'.
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND MILSOFT UTILITY SOLUTIONS, INC.
RFSP NO. 3881
THIS CONTRACT isrmade and entered into by and between Milsoft Utility Solutions
Inc. a privately held corporation, whose address is 4400 Buffalo Gan Road Suite 5150,
Abilene, Texas 79606, 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:
1.
SCOPE OF SERVICES
Contractor shall provide all labor, supervision, materials and equipment necessary for
design, develop, supply, furnish, deploy, configure install test and place in service all equipment
and software for the Outage Management System. These products and services shall be provided
in accordance with the Specifications for RFSP 93881 - Outage Management System for Electric
Utility, 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 RFSP #3881 Outage Management System for Electric Utility;
(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."
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II.
TIME OF COMPLETION
Contractor agrees and covenants that all work hereunder shall be complete within one
hundred eighty (180) days following notice to proceed from City.
Or
III.
TERM OF CONTRACT
The initial term of this Contract shall be
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 shall not exceed the sum of $127,383.26.
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.
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VL
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 VHI.
INDEMNIFICATION and paragraph IX. 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
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.
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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.
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.
XI I.
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.
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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.
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 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.
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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.
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.
CONFIDENTIALITY
Contractor agrees and warrants that he will not disclose any terms or conditions of this
Agreement or any competitive or confidential information to third parties without the express
written consent of the City, except as required by law. This information shall include all
information deemed competitive and/or confidential by the City including, without limitation,
information deemed by the City Council to be competitive. The Contractor further covenants,
agrees and warrants that he will not use any information provided under this Agreement or
acquired pursuant to the performance of his obligations hereunder for his benefit in derogation of
the City's rights. The City shall be entitled to all remedies available at law or in equity to
enforce, or seek relief in connection with, this confidentiality obligation. Violation of this
confidentiality obligation shall be considered to be a material breach of this Agreement. This
provision shall survive the termination of this Agreement.
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IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year
and day first above written.
ATTEST:
CONTRAC
BY:
Name: L-9-0 rl 19 c ke 1 Tr
Title:_ 9r., S t c~ e n 4
4~too &
A-M'10 GGO RS lLAI l(
515
A6 j
MAILING ADDRESS
Cne!
Tx 75606
X351Sl05--1bLa
PHONE NUMBER
(3aS) 9o - 0 D R
, FAX NUMBER
L2 o h G Z- S , (Ar , 5V'.
PRINTED AME
CITY OF DENTON, TEXAS
BY: I, C"
CITY MANAG R
DEPARTMENTAL APPROVAL
APPROVED AS TO LEGAL FORM
EDWIN M. SYNDER, CITY ATTORNEY
BY:
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EXHIBIT B
Supplier Itemized Cost Worksheet
SECTION C
52 RFSP#3881
S f Item Reference Total Cost
Outage Management System
1
Hardware, itemize on separate
Section B,
sheet
Items 2 and 3
See Addendum 1 to Section C
2
Hardware (workstations) itemize
Section B,
on separate sheet
Items 2 and 3
$10,380.14
3
Hardware (web servers) itemize
Section B,
$24,391.80
on separate sheet
Items 2 and 3
Note: See explanation at Addendum 1 to
Section C.
4
Hardware (terminal servers)
Section B,
itemize on separate sheet -
Items 2 and3
Not Required
Milsoft Offers Crew Command to fulfill this
5
Crew callous for T'VR
Section B,
function and would be an adder to IVR. If
.
Item 3, 3.2.4
PORCHE is selected as the IVR vendor at
DME, the adder cost for Crew Command is:
$6,000.
6.
Software (OMS applications)
Section B,
Item 2, 2.2
Initial seat $45,000.00
7.
Software (OMS modules)
Section B,
2 additional seats @ $10,000.00 for a total of
Item 2
$20,000.00
8.
Softwl OMS_licensl,
Section B,
Item 3, 3.9
Inclusive in items #6 & #7.
9
Software (other)
$4,923.46
10.
Complete Network integration
Section B,
There will be no charge for network
i
t
i
Item 2, 2.3
n
egrat
on provided standard protocols are
employed.
If the MultiSpeak interface is used, this will
11.
GIS complete integration
Section B,
be a no charge item. Custom interfaces will
Item 2, 2.3.3
be priced after consulting with the GIS
vendor.
12.
CIS complete integration
Section B,
If the Milsoft standard CIS interface is used,
this will be a no charge item. If a custom
Item 2, 23.2
interface is required, pricing will be provided
following consultation with the CIS vendor
and clarifications and specifications from the
City.
If the PORCHE IVR is selected by the City,
there will be no charge for the interface. If the
Section B
MultiSpeak interface is used, there will be no
13.
IVR complete integration
,
Item 2, 2.3.4
charge. If a custom interface is required,
pricing will be provided following
consultation with the IVR vendor of choice
and the City.
If the MultiSpeak interface is used, this will
14.
SCADA complete integration
Section B,
be a no charge item. Custom interfaces will
Item 2, 2.3.5
be priced after consulting with the SCADA
vendor.
15.
WMS complete integration
Section B,
Milsoft does not currently provide integration
Item I
to WMS.
$25,000.00.
16.
Database and Rep development
Section B,
This price includes the development of a
Item 3
conversion tool which will then become the
property of the City.
17.
Screen development
Section B,
Custom screen development will not be
Item 3, 3.2.2
provided.
Section B
Support and ongoing maintenance is charged
18.
Technical Support
,
Item 7
at the rate of 18% of the total contract price
annually and is subject to change.
Estimated at $10,000.00.
19.
Training
Section B,
Training will be charged at the rate of $1,000
Item 7, 7.1
per day, per technician/trainer, plus travel and
expenses.
Estimated at $3,000.00.
20.
Complete Installation
Installation is charged at $1,000.00 per day,
per technician/trainer, plus travel and
expenses. Installation and training are
normally provided in concert.
21.
Projector or Screen
Section B,
N/A
Item 3, 3.10
22
Five year maintenance contract
Section B,
The maintenance contract will be based upon
software
Item 9
the rate of 18% of the total contract price
annually.
23
Five year maintenance contract
Section B,
The maintenance contract will be based upon
the rate of 18% of the total contract rice
V
(hardware)
Item 9
annually.
24.
Other:
25
Miscellaneous
Charges:
,Estimated: $142,695.40
26
TOTAL "Not to exceed project
NOTE: Does not include Crew Call Out (item 5) as an IVR
cost
decision has not been made.
r
SECTION C
a
The undersigned agrees this proposal 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
r~ work is to be performed; satisfied himself of the conditions of delivery, handling and storage of
l equipment and all other matters that may be incidental to the work, before submitting a
proposal.
The undersigned agrees, if this proposal is accepted, to furnish any and all items/services
upon which prices are offered, at the price(s) and upon the terms and conditions contained in
the Specifications. The period for acceptance of this Proposal will be one hundred twenty
(120) calendar days unless a different period is noted by the proposer.
The undersigned affirms that they are duly authorized to execute this contract, that this
proposal has not been prepared in collusion with any other Vendor, nor any employee of the
City of Denton, and that the contents of this proposal have not been communicated to any
other vendor or to any employee of the City of Denton prior to the official opening of this
proposal.
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 seg., .
and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code,
Section 15.01, et sea.
The undersigned affirms that they have read and do understand the specifications and any
attachments contained in this RFSP.
NAME AND ADDRESS OF COMPANY: AUTHORIZED T E:
_ MILSOFT UTILITY SOLUTIONS, INC. Signature
4400 BUFFALO GAP ROAD, SUITE 5150 Date SEPTEMBER 25, 2007
ABILENE, TX 79606 Name LEON C. GIESECKE, JR.
Title PRESIDENT/COO
Tel. No. 325-695-1 642 Fax No. 325-690-0338
Email. leon.giesecke@rnil-soft.com
9 COMPANY IS:
f; Business included in a Corporate Income Tax Return? x YES NO
x Corporation organized & existing under the laws of the State of TEXAS
Partnership consisting of
Individual trading as
j] Principal offices are in the city of ABILENE, TEXAS
l~ 53 RFSP #3881
Addendum 1, Section C: Breakdown of Itemized Hardware Costs
Item 1• Hardware
Inclusive in items 2 & 3
Item 2: Work Stations
• Three Dell OptiPlex 755 Mini Towers.
• OS Windows XP Professional x32*
• Cpu Intel Core 2 E6750 (2.66Ghz)
• Memory 3GB DDR2 Non-ECC SDRAM 667MHz (4 DIMM)
• Mouse Dell USB Mouse
• Keyboard Dell USB Keyboard
• Monitors Dual 19 inch U1traSharp 1908FP Flat Panels
• Video Card 256MB ATI Radeon 2400 XT Dual Monitor DVI or VGA out.
• Hard drive 250GB SATA 3.OOGb/s and 8MB DataBurst Cache
• Dvd/cd rom 16X DVD ROM
• Speakers Dell AS501 Sound Bar
• Onsite system setup from Dell
• *Due to OEM pricing the operating system will be part of the hardware cost.
Cost $10,380.14
Item 3. Hardware (Web Servers):
NOTE: this requirement is inclusive in the standard server provisioning. This
pricing includes a backup (NOT failover) system configuration:
• Two Dell 2950 PowerEdge servers
• Cpu Quad Core E5335 Xeon
• OS Windows 2003 R2 Standard Edition with SP2, includes 5 CALs*
• Memory 4GB667MHz(4x1GB)
• Dvd/cd rom 8x dvd rom
• Network adapter Dual Port Intel Pro I OOOPT Gigabit nic
• Controller Integrated SAS/STA RAID 10, Pere 5/i
• Hard drive Four 146GB 15k RPM Serial-Attach SCSI in a Raid 10 config.
• Rails Rack Mount Chassis w/sliding Rapid/Versa Rails and Cable Mount Arm
• Power Supply Redundant Power Supply with Y cord
• *Due to OEM pricing the operating system will be part of the hardware cost.
Cost $24,391.80
Item 4: Terminal Servers: Not Required
Item 9. Software. Other:
Three Microsoft Office 2007 Professional with Adobe Acrobat 8.1 STD
Cost: $1,413.46
Two Software Microsoft SQL Server 2005 Standard with 5 Cal
Cost: $3,510.00
ti
r:
g
RFP # 3881 - ADDENDUM # 1
Addendum # 1 to be returned with Proposal
The following pages are additional information and clarifications to
the OMS specifications.
NO OTHER CHANGES AT THIS TIME.
This form shall be signed and returned with your proposal.
Name:
LEON . GI KE,
Signature:
Company:
MILSOFT UTILITY SOLUTIONS. INC.
Title:
PRESIDENT/COO
Date:
SEPTEMBER 25. 2000
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 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.
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, Contractorshall 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
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.
All policies shall be endorsed to read:
"SAID POLICY SHALL NOT BE CANCELLED, NONRENEWED OR MATERIALLY
CHANGE WITHOUT 30 DAYS ADVANCED WRITTEN NOTICE BEING GIVEN TO
THE OWNER (CITY) EXCEPT WHEN THE POLICY IS BEING CANCELLED FOR
NONPAYMENT OF PREMIUM IN WHICH CASE 10 DAYS ADVANCE WRITTEN
NOTICE IS REQUIRED".
'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 $500,000
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.
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:
~6 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.
[ ] Automobile Liability Insurance:
Contractor shall provide Commercial Automobile Liability insurance with Combined
Single Limits (CSL) of not less than $300,000 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
~`,i all owned, hired and non-owned autos.
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 Owners 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.
EXHIBIT D
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire is being filed in accordance with chapter 176 of the Local
OFFICEUSEONLY
Government Code by a person doing business with the governmental entity.
Date Received
By law this questionnaire must be filed with the records administrator of the
local government 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 violates Section 176.006, Local
Government Code. An offense under this section is a Class C misdemeanor.
Name of person doing business 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
September 1 of the year for which an activity described in Section 176.006(a), Local Government Code, is pending and
not later than the 7th business day after the date the originally fled questionnaire becomes incomplete or inaccurate.)
a Describe each affiliation or business relationship with an employee or contractor of the local governmental entity who makes
recommendations to a local government officer of the local governmental entity with respect to expenditure of money.
4 Describe each affiliation or business relationship with a person who is a local government officer and who appoints or
employs a local government officer of the local governmental entity that is the subject of this questionnaire.
Amended 01/ 1312006
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor or other person doing business with local governmental entity Page 2
5 Name of local government officerwith whom filer has affiliation or business relationship. (Complete this section only if the
answer to A, B, or C is YES.)
This section, item 5 including subparts A, B, C & D, must be completed for each officer with whom the filer has affiliation or
business relationship. 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 from the filer of the
questionnaire?
Yes E-1No
B. Is the filer of the questionnaire receiving or likely to receive taxable income from or at the direction of the local government
officer named in this section AND the taxable income is not from the local governmental entity?
F]Yes 1-1 No
C. Is the filer of this questionnaire affiliated with a corporation or other business entity that the local government officer serves
as an officer or director, or holds an ownership of 10 percent or more?
Yes 171 No
D. Describe each affiliation or business relationship.
s Describe any other affiliation or business relationship that might cause a conflict of interest.
71
Signature of person doing business with the governmental entity Date
Amended 01/1312006