HomeMy WebLinkAboutContract 50823 3q, S678
2 s j� CSC Number
�G Q F �XAS § KNOWN ALL BY THESE PRESENTS
OF TARRANT §
07
'S
CONTRACT FOR INSTALLATION OF ABOVEGROUND STORAGE TANK
AT BOTANIC GARDENS, FORT WORTH, TEXAS
This Contract is entered into by and between the City of Fort Worth, a home-rule
municipality located within Tarrant County, Texas, ("City") acting through Valerie
Washington, its duly authorized Assistant City Manager, and The Stovall Corporation.
("Contractor"), acting through Jerry L. Stovall, its duly authorized President.
WITNESSETH:
NOW, THEREFORE, in consideration of the mutual promises and benefits of this
Contract, the City and the Contractor agree as follows:
1.
DEFINITIONS
In this contract, the following words and phrases shall be defined as follows:
Change Order means an officially authorized and executed written amendment to a Task
Order, issued by the City.
City's Representative means the Environmental Program Manager of the Code
Compliance Department, Environmental Quality Division, or his/her designee.
Contract Documents means this contract; Request for Proposal; attachments, pre-bid
amendments, and appendices to the Request for Proposal; the Contractor's response to
the Request for Proposal; all ancillary documents submitted with the Contractor's
response to the Request for Proposal; Requests for Costs; Task Orders; and other
written, printed, typed, and drawn instruments that comprise and govern the performance
of the work, including, but not limited to, proposal, plans, specifications, maps, blueprints,
notice of award, general conditions, special conditions, supplementary conditions,
general provisions, special provisions, change orders, any contract amendments and the
payment, performance and maintenance bonds, or other such similar documents as may
be required for work performed under this contract. The Contract Documents shall also
include any and all supplemental agreements approved by the City which may be
necessary to complete the work in accordance with the intent of the plans and
specifications in an acceptable manner, and shall also include the FF
al instruments
bound herewith.
FFICIAL RECORpITY 3ECft7A jWVo WORTM T
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Notice to Proceed means the official letter issued by the City that authorizes Contractor
to begin work.
Request for Costs/Request for Proposal means a project description and other necessary
details provided to the Contractor by the City in order to obtain a cost quote or bid for
conduct of the project therein described.
Subcontract means a contract between the Contractor for this project and another person
or company for any task defined in the scope of work. A purchase order is also considered
a subcontract.
Task Order means an officially authorized and executed written description and
specification directing the Contractor to perform specific services within the scope of this
contract, issued by the City.
2.
SCOPE OF CONTRACTOR SERVICES
The scope of work shall include the furnishing of all labor, materials, and equipment
necessary to complete the installation and full operational status of one (1) existing,
Convault! aboveground storage tank (AST) with associated bollards, piping and
applicable fuel management system located at the following location: 3408 West
Freeway, Fort Worth, Texas.
Contractor shall perform, in a good and professional manner, the services contained in
the Task Order, consistent with the Contract Documents and in accordance with all
applicable federal, state, and local laws, directives, and guidelines.
Any changes to the scope of work shall require a duly authorized Change Order issued
by the City.
The City shall not pay for any work performed by Contractor or its subcontractors and/or
suppliers that has not been specifically ordered by the City in writing on a duly executed
Task Order or Change Order. Contractor shall not be compensated for any work that is
verbally ordered by any person and shall rely only upon written authorization to conduct
work.
3.
SCOPE OF CITY SERVICES
The City agrees to perform the following services.-
A.
ervices:A. City shall coordinate with facilities, City departments, and any tenants for access
to work site(s).
B. City shall give timely direction to the Contractor.
C. City shall render decisions regarding modifications to the Contract and any other
issue.
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4.
TERM
Unless terminated pursuant to the terms herein, this Agreement shall be for the term
required to complete the project, not-to-exceed one-year in length from the date of
contract execution.
5.
INDEPENDENT CONTRACTOR
The City agrees to hire Contractor as an independent contractor, and not as an officer,
servant, or employee of the City. Contractor shall have the exclusive right to control the
details of the work performed hereunder, and all persons performing same, and shall be
solely responsible for the acts and omissions of its officers, agents, employees, and
subcontractors. Nothing herewith shall be construed as creating a partnership or joint
venture between the City and Contractor, its officers, agents, employees, and
subcontractors; and the doctrine of respondent superior has no application as between
the City and Contractor.
6.
COMPENSATION
Section 1
Generally
City shall not pay for any work performed by Contractor or its subcontractors, and/or
suppliers that has not been specifically ordered by the City in writing by Task Order or
Change Order pursuant to the terms of the Contract Documents. Contractor shall not be
compensated for any work that is verbally ordered by any person and shall rely only upon
written authorization to conduct work.
Section 2
Release Upon Payment
Acceptance by Contractor of said payment shall operate as and shall release the City
from all claims or liabilities under this Agreement for anything related to, done, or
furnished in connection with the services for which payment is made, including any act or
omission of the City in connection with such services.
Section 3
Invoice and Payment
The Contractor shall provide separate invoices to the City for each assigned Task. All
invoices must reflect the Task Order number.
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Payment for services rendered shall be due within thirty (30) days of the uncontested
performance of the particular services so ordered and receipt by City of Contractor's
invoice for payment of same. In the event of a disputed or contested billing, only that
portion so contested may be withheld from payment, and the undisputed portion will be
paid. No interest will accrue on any contested portion of the billing until mutually resolved.
City will exercise reasonableness in contesting any billing or portion thereof.
7.
LIQUIDATED DAMAGES
If Contractor fails to commence and complete work under this Contract within the
stipulated time, there shall be deducted from any moneys due or owing Contractor, or
which may become due, the sum of $1,000.00 (one thousand dollars) per day for each
day after the date the project was to be completed, until the project is completed. Such
sum shall be treated as liquidated damages and not as a penalty, and City may withhold
from Contractor's compensation such sums as liquidated damages. The amount of
damage to City for delay in completion of the work is difficult to ascertain and the amount
of the liquidated damages per day as stated above is reasonably anticipated pecuniary
damages for such delay, and is not a penalty.
8.
INDEMNIFICATION
A. Definitions. The following words and phrases shall be defined as follows:
1. "Environmental Damages" shall mean all damages, losses, diminished
values, claims, judgments, penalties, fines, liabilities, encumbrances, liens,
costs, expenses of investigation, and the defense of any claim, whether or
not such claim is ultimately defeated, results in a judgment or order of any
kind, or is resolved by any good faith settlement, and of whatever kind or
nature, direct or indirect, tangible or intangible, compensatory, exemplary,
or punitive, economic or non-economic, contingent or otherwise, matured
or unmatured, foreseeable or unforeseeable, to the City and any third
parties, including without limitation reasonable attorney and consultant fees,
any of the foregoing which are incurred as a result the Contractor's work, or
due to negligence, or arising from a violation of any Environmental
Requirements, or arising from strict liability, or an intentional tort, and
whether any of the foregoing are attributable to the Contractor, a
Subcontractor, a vendor, employee, agent, successor, or assignee and
including by way of example but not limited to:
a. Damages for personal injury or death, pain and suffering, mental
or emotional distress, injury to property of any kind or to natural
resources, environmental contamination, or the loss of use or value
of property;
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b. Fees incurred for the services of attorneys, consultants, engineers,
contractors, experts, laboratories, and investigators related to any
studies, cleanup, remediation, removal, response, abatement,
containment, closure, restoration, monitoring work, civil or criminal
defense, or the recovery of any other costs;
c. Liability, claims, or judgments to any third persons or governmental
agencies in connection with the items referenced herein; and
d. Fines, penalties, costs, agreed orders, or settlements to any
federal, state, or local government for violations of environmental
laws, permits, standards, or regulations.
2. "Environmental Requirements" shall mean the allowable or permissible
levels, concentrations, or amounts of materials; all applicable present and
future statutes, regulations, rules, permits, plans, or authorizations of all
governmental agencies, departments, commissions, boards, bureaus, or
instrumentalities of the United States, states, and political subdivisions
thereof; and all applicable judicial, administrative, and regulatory decrees,
judgments, and orders; and all common law causes of action; all of the
above relating to the protection of human health or the environment and
being inclusive of, but not limited to:
a. All requirements, including, but not limited to, those pertaining to
reporting, licensing, permitting, facilities, sites, operations,
emissions, discharges, releases, or threatened releases of wastes,
substances, materials, pollutants, contaminants, hazardous
wastes, petroleum products, toxic substances, materials, or other
any other regulated or harmful substances whether solid, liquid, or
gaseous into the air, surface water, groundwater, stormwater, or
land, or relating to the manufacture, processing, distribution, use,
treatment, storage, disposal, transport, or handling of elements,
compounds, materials, substances, pollutants, contaminants, or
hazardous or toxic materials, substances, or wastes, whether solid,
liquid, or gaseous in nature;
b. All requirements, including, but not limited to, those pertaining to
reporting, licensing, permitting, facilities, sites, operations,
emissions, discharges, releases, or threatened releases of
radioactive materials or radiation or electromagnetic fields;
c. All requirements pertaining to the protection of the environment,
natural resources, the health and safety of employees and/or the
public;
d. Citizen suits authorized by any federal or state law; and
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e. All common law causes of action related to health, safety, natural
resources, and the environment.
B. Environmental Indemnification. CONTRACTOR AGREES TO INDEMNIFY,
HOLD HARMLESS, RELEASE, REIMBURSE, AND DEFEND, THE CITY, ITS
OFFICERS, AGENTS, AND EMPLOYEES AGAINST ANY AND ALL:
1) ENVIRONMENTAL DAMAGES, AS DEFINED HEREIN, THAT ARE
RELATED TO ANY ENVIRONMENTAL REQUIREMENTS AS DEFINED
HEREIN, INCLUDING ANY ACTS, OMISSIONS, OR LIABILITIES (INCLUDING
STRICT LIABILITY) AND
2) VIOLATIONS, ALLEGED VIOLATIONS, SUITS, OR CLAIMS RELATED TO
ANY ENVIRONMENTAL REQUIREMENTS AS DEFINED HEREIN, INCLUDING
ANY ACTS, OMISSIONS, OR LIABILITIES (INCLUDING STRICT LIABILITY).
C. General Indemnification. CONTRACTOR AGREES TO INDEMNIFY,
RELEASE, HOLD HARMLESS, REIMBURSE, AND DEFEND, THE CITY, ITS
OFFICERS, AGENTS,AND EMPLOYEES FROM AND AGAINST ANY AND ALL
DAMAGES, LIABILITY, CLAIMS, SUITS, DEMANDS, OR CAUSES OF ACTION
THAT ARISE FROM OR RELATE TO OPERATIONS UNDER THIS
AGREEMENT, AND SUBJECT ONLY TO THE LIMITATIONS PROVIDED BY
SECTION 2254.0031 OF THE TEXAS GOVERNMENT CODE, IT IS THE
INTENTION OF THE PARTIES THAT THE TERMS OF THIS INDEMNITY
AGREEMENT, INCLUDING THE GENERAL AND ENVIRONMENTAL
INDEMNITY PROVISIONS, SHALL APPLY EVEN IF INJURY, DEATH
PROPERTY DAMAGE, OR ENVIRONMENTAL DAMAGES ARE CAUSED, IN
WHOLE OR IN PART, BY THE NEGLIGENCE, GROSS NEGLIGENCE,
INTENTIONAL ACT, VIOLATION OF A LAW OR DUTY TRIGGERING STRICT
LIABILITY, OR BY THE INFRINGEMENT OF ANY PERSON'S PROPERTY,
LEGAL, OR CONSTITUTIONAL RIGHT OR OTHER FAULT OF THE CITY OF
FORT WORTH OR ITS EMPLOYEES, AGENTS, OFFICERS, OFFICIALS,
VOLUNTEERS, CONTRACTORS OR OTHER PERSONS CONNECTED WITH,
OR IN PRIVITY WITH, THE CITY OF FORT WORTH.
D. The obligations of the Contractor related to this general and environmental
indemnification shall include, but not be limited to, the burden and expense of
reimbursing the City for all fees and costs for defending all claims, suits, and
administrative proceedings, even if such claims, suits or proceedings are
groundless, false, or fraudulent, and conducting all negotiations of any description,
and paying and discharging, when and as the same become due, any and all
judgments, settlements, penalties, or other sums due against such indemnified
persons.
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E. Upon learning of a claim, lawsuit, or other liability which Contractor is required
hereunder to indemnify, contractor shall provide City with timely notice of same.
F. The obligations of the Contractor related to this indemnification shall survive the
expiration or termination of this Agreement and the discharge of all other
obligations owed by the parties to each other hereunder.
9.
INSURANCE
The Contractor certifies it has, at a minimum, current insurance coverage as detailed
below and will maintain it throughout the term of this Contract. Prior to commencing work,
the Contractor shall deliver to City, certificates documenting this coverage. The City may
elect to have the Contractor submit its entire policy for inspection.
A. Insurance coverage and limits:
1. Commercial General Liability Insurance
$1,000,000 each occurrence; $2,000,000 aggregate
2. Professional Liability Insurance - Not applicable.
3. Automobile Liability Insurance
Coverage on vehicles involved in the work performed under this contract:
$1,000,000 per accident on a combined single limit basis or: $500,000
bodily injury each person; $1,000,000 bodily injury each accident; and
$250,000 property damage.
The named insured and employees of Contractor shall be covered under
this policy. The City of Fort Worth shall be named an Additional Insured, as
its interests may appear. Liability for damage occurring while loading,
unloading and transporting materials collected under the Contract shall be
included under this policy.
4. Worker's Compensation
• Coverage A: statutory limits
• Coverage B: $100,000 each accident
• $500,000 disease - policy limit
• $100,000 disease - each employee
5. Environmental Impairment Liability (EIL) and/or Pollution Liability Insurance
— Not applicable for this project.
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B. Certificates of Insurance evidencing that the Contractor has obtained all required
insurance shall be delivered to the City prior to Contractor proceeding with the
Contract.
1. Applicable policies shall be endorsed to name the City an Additional Insured
thereon, as its interests may appear. The term "City" shall include its
employees, officers, officials, agents, and volunteers as respects the
Contracted services.
2. Certificate(s) of Insurance shall document that insurance coverage
specified herein are provided under applicable policies documented
thereon.
3. Any failure on part of the City to request required insurance documentation
shall not constitute a waiver of the insurance requirements.
4. A minimum of thirty (30) days notice of cancellation or material change in
coverage shall be provided to the City. A ten (10) days notice shall be
acceptable in the event of non-payment of premium. Such terms shall be
endorsed onto Contractor's insurance policies. Notice shall be sent to
Department of Financial Management Services - Risk Management
Division, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102.
5. Insurers for all policies must be authorized to do business in the state of
Texas or be otherwise approved by the City; and, such insurers shall be
acceptable to the City in terms of their financial strength and solvency.
6. Deductible limits, or self-insured retentions, affecting insurance required
herein shall be acceptable to the City in its sole discretion; and, in lieu of
traditional insurance, any alternative coverage maintained through
insurance pools or risk retention groups must be also approved. Dedicated
financial resources or Letters of Credit may also be acceptable to the City.
7. Applicable policies shall each be endorsed with a waiver of subrogation in
favor of the City as respects the Contract.
8. The City shall be entitled, upon its request and without incurring expense,
to review the Contractor's insurance policies including endorsements
thereto and, at the City's discretion; the Contractor may be required to
provide proof of insurance premium payments.
9. The Commercial General Liability insurance policy shall have no exclusions
by endorsements unless the City approves such exclusions.
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10. The City shall not be responsible for the direct payment of any insurance
premiums required by the contract. It is understood that insurance cost is
an allowable component of Contractor's overhead.
11. All insurance required above shall be written on an occurrence basis in
order to be approved by the City.
12. Subcontractors to the Contractor shall be required by the Contractor to
maintain the same or reasonably equivalent insurance coverage as
required for the Contractor. When subcontractors maintain insurance
coverage, Contractor shall provide City with documentation thereof on a
certificate of insurance. Notwithstanding anything to the contrary contained
herein, in the event a subcontractor's insurance coverage is canceled or
terminated, such cancellation or termination shall not constitute a breach by
Contractor of the contract.
10.
BONDING
Payment and Performance Bonds. Before beginning the work, the Contractor shall be
required to execute to the City of Fort Worth a payment bond for Task Orders in excess
of $25,000 and a performance bond if the Task Order is in excess of $100,000. The
payment bond is solely for the protection and use of payment bond beneficiaries who
have a direct contractual relationship with the Contractor or subcontractor to supply labor
or material; and in 100% the amount of the Task Order. The performance bond is solely
for the protection of the City of Fort Worth, in 100% the amount of the Task Order, and
conditioned on the faithful performance by Contractor of the work in accordance with the
plans, specifications, and contract documents. Contractor must provide the payment and
performance bonds, in the amounts and on the conditions required, within 14 calendar
days after issuance of the Task Order.
Requirements for Sureties. The bonds shall be issued by a corporate surety duly
authorized and permitted to do business in the State of Texas that is of sufficient financial
strength and solvency to the satisfaction of the City. The surety must meet all
requirements of Article 7.19-1 of the Texas Insurance Code. All bonds furnished
hereunder shall meet the requirements of Chapter 2253 of the Texas Government Code,
as amended.
In addition, the surety must (1) hold a certificate of authority from the United States
Secretary of the Treasury to qualify as a surety on obligations permitted or required under
federal law; or (2) have obtained reinsurance for any liability in excess of $100,000 from
a reinsurer that is authorized and admitted as a reinsurer in the State of Texas and is the
holder of a certificate of authority from the United States Secretary of the Treasury to
qualify as a surety on obligations permitted or required under federal law. Satisfactory
proof of any such reinsurance shall be provided to the City upon request. The City, in its
sole discretion, will determine the adequacy of the proof required herein.
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No sureties will be accepted by the City that are at the time in default or delinquent on
any bonds or which are interested in any litigation against the City. Should any surety on
the Contract be determined unsatisfactory at any time by the City, notice will be given to
the Contractor to that effect and the Contractor shall immediately provide a new surety
satisfactory to the City.
11.
WARRANTY
Contractor warrants that it understands the currently known hazards and the suspected
hazards which are presented to persons, property, and the environment by the work
specified in this contract.
Contractor further warrants that it will perform all services under this Contract in a safe,
efficient, and lawful manner using industry accepted practices, and in full compliance with
all applicable state and federal laws and local ordinances governing its activities and is
under no restraint or order which would prohibit performance of services under this
Contract.
12,
DEFAULT AND TERMINATION
A. Contractor shall not be deemed to be in default because of any failure to perform
under this contract if the failure arises solely from: acts of God, acts of the public
enemy, fires, flood, epidemics, quarantine restrictions, strikes, freight embargoes,
and extreme meteorological events. Contractor affirms a duty to mitigate any
delays or damages arising from such causes.
B. If Contractor fails to begin work or to complete work within the time specified in a
Task Order, City shall have the right to take charge of and complete the work in
such a manner as it may deem appropriate. If City's total costs exceed the costs
as agreed in the contract documents, the City may deliver to Contractor a written
notice of the total excess costs, and Contractor shall reimburse City for such
excess costs without delay.
C. If at any time during the term of this contract the work of Contractor fails to meet
the specifications of a Task Order or the Contract Documents, City may notify
Contractor of the deficiency in writing. Failure of Contractor to correct such
deficiency and complete the work required under this contract or a Task Order to
the satisfaction of City within ten days after written notification shall result in
termination of this contract at the discretion of the City. All costs and attorney fees
incurred by City in the enforcement of any provision of this contract shall be paid
by Contractor.
D. City may terminate this Contract at its sole discretion and without cause upon thirty
(30) days prior written notice to Contractor, and such termination shall be without
prejudice to any other remedy the City may have. In the event of termination, any
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work in progress will continue to completion unless specified otherwise in the
notice of termination. The City shall pay for any such work that is completed by
Contractor and accepted by the City.
E. The remedies provided for herein are in addition to any other remedies available
to City elsewhere in this contract.
13.
OBSERVE AND COMPLY
Contractor shall at all times observe and comply with all federal, state, and local laws and
regulations and with all City ordinances and regulations which in any way affect this
Agreement and the work hereunder, and shall observe and comply with all orders, laws
ordinances and regulations including but not limited to applicable environmental laws.
Contractor represents itself as knowledgeable in these matters and no defense of
misunderstanding or ignorance thereof shall be considered. Contractor agrees to defend,
indemnify and hold harmless City and all of its officers, agents and employees from and
against all claims or liability arising out of the violation of any such order, law, ordinance, or
regulation, whether it be by itself, its subcontractors, agents, or its employees.
14.
MODIFICATION
No modification of this Contract shall be binding on the Contractor or the City
unless set out in writing and signed by both parties. No modification shall be binding
upon the City unless signed by the City Manager or an Assistant City Manager of the City
of Fort Worth. In no event shall any verbal authorization changing the scope of work or
verbal agreements for additional compensation be binding upon the City. Contractor
expressly agrees a) not to make changes to its legal, financial, or logistical position on
any matter based on any oral representation by an employee, contractor, or agent of the
City prior to obtaining a written modification to this contract; b) that it waives any claim
based upon reliance or estoppel as a result of acting or not acting due to an alleged oral
modification to a material term of the Contract Documents or a Task Order through the
City, its employees, contractors, or agents; and c) that it waives any claim for
compensation for work performed based upon an alleged oral change to a material term
of this contract by the City, its employees, or agents.
15.
RIGHT TO AUDIT
City and Contractor agree that, until the expiration of three (3) years after the final
payment under this Contract, the City shall have access to and the right to examine any
directly pertinent books, documents, papers and records of the Contractor involving
transactions relating to this Contract. Contractor further agrees to include in all its
subcontracts hereunder a provision to the effect that the subcontractor agrees that the
City shall, until the expiration of three (3) years after final payment under the subcontract,
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have access to papers and records of such subcontractor involving transactions relating
to the subcontract. The term "subcontract" as used herein includes purchase orders.
16.
MINORITY AND WOMAN BUSINESS ENTERPRISE
(MM/BE) PARTICIPATION
In accordance with City Ordinance No. 15530, the City has goals for the participation of
minority business enterprises and woman business enterprises ("M/WBE") in City
contracts. Contractor acknowledges that the M/WBE participation for this project is
waived, therefore no MWBE participation goal has been established due to overall
contract costs. Any misrepresentation of facts (other than a negligent misrepresentation)
and/or the commission of fraud by the Contractor may result in the termination of this
Agreement and debarment from participating in City contracts for a period of time of not
less than three (3) years.
17.
PREVIALING WAGE RATES
Contractor shall comply with TEXAS GOVERNMENT CODE, Chapter 2258, with respect
to payment of Prevailing Wage Rates for public works contracts and Contractor shall
comply with the Davis —Bacon Act for building and construction trades, and shall comply
with the prevailing wage requirements as specified in the RFP for the project.
A worker employed on a public work by or on behalf of the City of Fort Worth shall be paid
not less than the general prevailing rate of per diem wages for work of a similar character
in the locality in which the work is performed; and not less than the general prevailing rate
of per diem wages for legal holiday and overtime work. A worker is employed on a public
work if the worker is employed by a contractor or subcontractor in the execution of a
contract for the public work with the City of Fort Worth.
The contractor who is awarded a public work contract, or a subcontractor of the
contractor, shall pay not less than the prevailing wage rates to a worker employed by it in
the execution of the contract. A contractor or subcontractor who violates this requirement
shall pay to the City of Fort Worth, $60 for each worker employed for each calendar day
or part of the day that the worker is paid less than the wage rates stipulated in the contract.
This requirement does not prohibit the contractor or subcontractor from paying an
employee an amount greater than the prevailing wage rate.
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18.
NON-DISCRIMINATION
During the performance of this contract, Contractor shall not discriminate in its
employment practices and shall comply with all applicable provisions of Chapter 17,
Article III of the Code of the City of Fort Worth.
Contractor agrees not to discriminate against any employee or applicant for employment
because of because of age, race, color, religion, sex, disability, national origin, sexual
orientation, transgender, gender identity, or gender expression in any manner involving
employment, including the recruitment of applicants for employment, advertising, hiring,
layoff, recall, termination of employment, promotion, demotion, transfer, compensation,
employment classification, training, and selection for training or any other terms,
conditions or privileges of employment.
Contractor agrees to post in conspicuous places, available to employees and applicants
for employment, notices setting forth the provisions of the non-discrimination clause.
Contractor also agrees that in all solicitations or advertisements for employees placed by
or on behalf of this contract, that Contractor is an equal opportunity employer.
Notices, advertisements, and solicitations placed in accordance with federal law, rule or
regulation shall be deemed sufficient for the purpose of meeting the requirements of this
section.
19.
GOVERNING LAW
The City and Contractor agree that the validity and construction of this contract shall be
governed by the laws of the State of Texas, except where preempted by federal law.
20.
SEVERABILITY
The provisions of this contract are severable; and if for any reason any one or more of
the provisions contained herein are held to be invalid, illegal or unenforceable in any
respect, the invalidity, illegality or unenforceability shall not affect any other provision of
this contract, and this contract shall remain in effect and be construed as if the invalid,
illegal or unenforceable provision had never been contained in the contract.
21.
RIGHTS AND REMEDIES NOT WAIVED
In no event shall the making by the City of any payment to Contractor constitute or be
construed as a waiver by the City of any breach of covenant, or any default which may
then exist, on the part of Contractor, and the making of any such payment by the City
while any such breach or default exists shall in no way impair or prejudice any right or
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remedy available to the City with respect to such breach or default. Any waiver by either
party of any provision or condition of the contract shall not be construed or decreed to be
a waiver of any other provision or condition of this Contract, nor a waiver of a subsequent
breach of the same provision or condition, unless such waiver be expressed in writing by
the party to be bound.
22.
JURISDICTION AND VENUE
By executing this contract, the parties consent to the Jurisdiction of the State of Texas,
and Venue of any suit or cause of action under this contract shall lie in Tarrant County,
Texas or the federal courts therein.
23.
NOTICES
Any notices, bills, invoices or reports required by this contract shall be sufficient if sent by
the parties in the United States mail, postage paid, to the address noted below:
If to the City: Cody Whittenburg, Environmental Program Manager
Code Compliance Department, Environmental Quality
Division
200 Texas Street
Fort Worth, TX 76102
If to the Contractor: Jerry L. Stovall, President
The Stovall Corporation
P.O. Box 1168
Kennedale, TX 76060-1168
24.
ASSIGNMENT
The City and Contractor bind themselves and any successors and assigns to this
contract. Contractor shall not assign, sublet, or transfer its interest in this contract without
written consent of the City. Nothing herein shall be construed as creating any personal
liability on the part of any officer or agent of the City, nor shall it be construed as giving
any rights or benefits hereunder to anyone other than the City and Contractor.
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25.
NO THIRD-PARTY BENEFICIARIES
This Agreement shall inure only to the benefit of the parties hereto and third persons not
privy hereto shall not, in any form or manner, be considered a third party beneficiary of
this Agreement. Each party hereto shall be solely responsible for the fulfillment of its own
contracts or commitments.
26.
CONTRACT CONSTRUCTION
The parties acknowledge that each party and, if it so chooses, its counsel have reviewed
and revised this Agreement and that the normal rule of construction to the effect that any
ambiguities are to be resolved against the drafting party must not be employed in the
interpretation of this Agreement or any amendments or exhibits hereto.
The headings contained herein are for the convenience in reference and are not intended
to define or limit the scope of any provision of this Agreement.
27.
ENTIRETY
This contract, the contract documents, and any other documents incorporated by
reference herein are binding upon the parties and contain all the terms and conditions
agreed to by the City and Contractor, and no other contracts, oral or otherwise, regarding
the subject matter of this contract or any part thereof shall have any validity or bind any
of the parties hereto. In the event of any conflict between the specific terms of this
contract and any other contract documents, then the terms of this contract shall govern.
28.
AUTHORITY AND EXECUTION
By signing this contract Contractor warrants that it has had the opportunity 1) to examine
this contract in its entirety, 2) to have its legal counsel examine and explain the content,
terms, requirements, and benefits of this contract if Contractor so chooses, and 3) to
negotiate the terms of this contract within the bounds of applicable law.
AST Installation at Botanic Gardens Page 15 of 22
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Having had the opportunity to submit its bid and also to specifically negotiate the terms
of this contract, Contractor agrees to be bound by this contract and expressly agrees to
the terms of this contract, including terms that may vary from those of the Invitation to Bid
or the Contractor's proposal.
The signatory to this contract represents that he or she is legally authorized by the
Contractor to enter into a binding agreement on behalf of the Contractor.
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Page 16 of 22 AST Installation at Botanic Gardens
The Stovall Corporation
CSC Number
ATTACHMENT A
SCOPE OF WORK
Contractor will furnish all labor, materials and equipment necessary to perform installation
and ensure full operational status of one (1) existing, Convault�? aboveground storage
tank (AST) with associated bollards, piping and applicable fuel management system
located at the following location: 3408 West Freeway, Fort Worth, Texas.
AST reinstallation activities will entail establishing adequate foundations for installation
of AST, installation of upgraded fueling accessories, installation of bollard protection,
installation of fuel management system components, and ensuring sites are fully
operational upon completion of each individual project location.
The major work will consist of the (approximate) following:
• Operational activation of one 1,000-gallon (500-g/500/g Split) AST located at
3408 West Freeway, Fort Worth, Texas. At this location, the following work
activities are required:
o Installation of concrete foundation;
o Installation of no less than 12 protective bollards and painting of bollards
(safety yellow);
o Installation of reflective tape around bollards;
o Installation of new Tuthill Fill-Rite fuel dispenser;
o Installation of existing like-new Tuthill Fill Rite fuel dispenser;
o Installation of new OPW fuel management control system (K800
Hybrid/FSC300);
o Installation of Integra 500 ATG with dual probes;
o Performance of saw-cutting of asphalt for AST foundation and utility
conduit;
o Backfill of select fill material for AST foundation, resurfacing asphalt
parking area affected by utility conduit;
o Removal of excess debris generated during the utility and foundation
preparation
o Installation of associated electrical, communication, and instrumentation
improvements;
o Installation of applicable signage; and
o Installation of energy-efficient digital floodlight sufficient to illuminate area.
The Contractor will be required to verify all regulatory requirements and industry
standards. Particular attention should be given to compliance with Texas Commission on
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The Stovall Corporation
Environmental Quality (TCEQ) requirements and related guidance set forth in 30 TAC
§334.
The Contractor will be responsible for determining and verifying the applicability of
governing requirements. All work shall be performed as described in project drawings and
specifications (this and all sections).
Contractor will work closely with the Owner to sequence construction/installation and/or
demolition/removal activities to assure zero interruption and unreasonable inconvenience
to facility operations.
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Page 18 of 22 AST Installation at Botanic Gardens
The Stovall Corporation
CSC Number
ATTACHMENT B.
COMPENSATION SCHEDULE
THIS IS A FIXED-PRICE CONTRACT.
SITE CONDITIONS AND QUANTITIES IDENTIFIED IN CONTRACT ARE ESTIMATED
BY THE CITY AND/OR THE CITY'S CONSULTANT, AGENT, OR DESIGNEE. THE
CONTRACTOR IS RESPONSIBLE FOR CONDUCTING ITS OWN DUE DILIGENCE
AND FOR VERIFYING ALL CONDITIONS AND QUANTITIES PRIOR TO EXECUTING
THIS CONTRACT. CLAIMS FOR ADDITIONAL COMPENSATION DUE TO
VARIATIONS BETWEEN QUANTITIES OR CONDITIONS ACTUALLY ENCOUNTERED
IN THE PROJECT AND AS INDICATED IN THE CONTRACT DOCUMENTS WILL NOT
BE ALLOWED.
A. In consideration for the work performed by Contractor under this Contract, City
shall pay Contractor a total price not to exceed FORTY-NINE THOUSAND
EIGHT-HUNDRED AND TWENTY-TWO DOLLARS ($49,822.00).
B. The City shall not compensate Contractor in excess of the not-to-exceed
amount unless the City has executed a written, authorized, and formal
Modification to the Contract signed by the City Manager or an Assistant City
Manager of the City of Fort Worth. It is expressly agreed between the parties
that there shall be no oral modifications to this contract.
C. The parties agree that FORTY-NINE THOUSAND EIGHT-HUNDRED AND
TWENTY-TWO DOLLARS ($49,822.00), shall be the whole of compensation
for all of the services specified in this contract. In the event of a discrepancy
between any unit price and the contract not-to-exceed price, the not-to-exceed
price shall prevail. In no event will compensation be greater than the not-to-
exceed amount described herein.
D. Quantities identified in the Request for Proposal were estimated quantities only.
Prior to submitting a bid, as noted in the Invitation to Bid, the Contractor was
responsible for verifying all quantities upon which the Contractor's bid was
based. The Contractor was to rely exclusively upon its own estimates,
investigation, research, tests, and other data necessary to supply the full and
complete information upon which the Contractor's bid was based. It is mutually
agreed that submission of a bid is prima-facie evidence that the Contractor has
made all of the investigations, examinations, and tests required to make a fully
informed offer.
E. By executing this contract, the Contractor affirms and agrees that the
Contractor has had the opportunity and duty to confirm all quantities prior to
submitting a bid, and Contractor expressly waives any and all right to additional
AST Installation at Botanic Gardens Page 19 of 22
The Stovall Corporation
compensation other than the contract grand total as a result of any discrepancy
between the quantities encountered and the estimated quantities in the
Invitation to Bid and bid documents.
F. The parties intend and agree that any change order or modification to this
contract will be in the case of only the most extraordinary of circumstances.
Any claims for additional compensation based upon variations between
conditions actually encountered in this project and conditions as indicated in
the Contract Documents will not be allowed. Any claims for additional
compensation proposed by Contractor will be examined by the City in
consideration of the terms described herein and the Contractors request for
additional compensation must clearly show why the variation was not
identifiable prior to the Contractor submitting its bid. As used in this contract,
"not identifiable" means that the Contractor a) performed all investigation,
research, tests, and other data collection necessary to accurately determine
quantities, and b) no reasonably possible investigation, research, tests, or other
data collection could have identified the variation. The final determination as
to additional compensation will be made at the sole judgment and discretion of
the City.
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Page 20 of 22 AST Installation at Botanic Gardens
The Stovall Corporation
CSC Number
COST ESTIMATE
ABOVEGROUND STORAGE TANK INSTALLATION AND OPERATIONAL ACTIVATION
# ABOVEGROUND STORAGE TANK ITEM COST
Install one (1)Concrete Foundation for 1,000 gallon (500-
1. g/500-g Split)AST-(11.0'x 5'8"x 8.0"; light broom finish) $3,884.00
Install 12,6" Protective Bollards for one (1)AST on 4'
2. Centers,safety yellow paint and reflective tape $2,400.00
Install one(1) new Tuthill Model#702VR Fill-Rite Cabinet
3. Pumping Unit $ 1,600.00
Install up to 150 LF of Underground Conduit from AST to
4. Building through Asphalt Parking Lot $ 10,919.00
Install one(1)OPW"Site Sentinel®Integra 500"with
S. Reconciliation Tank Monitoring System with Dual Probes $ 11,607.00
Install one(1)City of Fort Worth Approved OPW=
"K-800 Hybrid H-FIT-2 PROX-KEY TECHNOLOGY SYSTEM"
Electronic FUEL MANAGEMENT CONTROL SYSTEM WITH
6' F.S.C.-3000 SITE CONTROLLER and ELECTRNIC DATA I $ 13,692.00
STORAGE DEVICE
7. Install Applicable Signage for one (1)AST $50.00
Install energy-efficient digital floodlight sufficient to
B. illuminate area $ 360.00
Upgrade AST equipment and piping as required on one (1)
9. City-owned AST $2,400.00
Saw Cutting of Asphalt for Utility Conduit and AST
10. Foundation $ 2,970.00
TOTAL
COST $49,882.00
AST Installation at Botanic Gardens Page 21 of 22
The Stovall Corporation
CONTRACT FOR INSTALLATION OF ABOVEGROUND STORAGE TANK
AT BOTANIC GARDENS, FORT WORTH, TEXAS
IN WITNESS THEREOF, the parties have executed this contract in triplicate in Fort
Worth, Texas, on the dates written below.
CITY OF FORT WORTH CONTRACTOR
The Stovall Co oration
BY: B
4�-,/
4e�4(�
Valeri Wash in Jer L. Stovall
Assistant City Manager President
Date Signed: U( 1 I ty
WITNESS:
RECOMMENDED: -- �
Cody g ittenbur SEAL:
Environmental Program Manager
Code Compliance —Environmental Quality * 2
APPROVED AS TO FORM ATTEST: (gg
AND LEGALITY:
r14A A Vk-->V-
Christi L ez-Reyn I s ! ary'J. Kayser
Senior Assistant City Attorn it
Secret ry
Date: �e 1 a'
CITY OF FORT WORTH
CONTRACT COMPLIANCE MANAGER
By signing I acknowledge that I am the person responsible for the monitoring and
administrationof this contract, including ensuring all performance and reporting
requirem
M&C:
Roger Grantham 1295:
Environmental Supervisor
OFFICIAL RECORD
CITY SS
Page 22 of 22 AST Installation atj eq�,
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