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Contract 51107
CITY SECRETARY CONTR CTNO. S1107 FO RT WO RT H CONTRACT DOCUMENTS FOR THE CONSTRUCTION OF: a Restroom/Concession Building at Northwest Community Park - City Project No. CO2425 PREPARED FOR: THE CITY OF FORT WORTH, TEXAS Betsy Price David Cooke - Mayor City Manager Richard Zavala Director,Park& Recreation Department FUNDED BY: 2014 CIP Bond Program PREPARED BY: The City of Fort Worth Park & Recreation Department Planning and Resource Management Division 2018 D 2078 CNOrr0RT 141OR� SCCRE7gRV LOFFICIAL S#C CORAW City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 6/12/2018 - Ordinance No. 23262-06-2018 DATE: Tuesday, June 12, 2018 REFERENCE NO.: C-28733 LOG NAME: 80NWCP II - DONATION FOR AND CONSTRUCTION OF A RESTROOM SUBJECT: Authorize Acceptance of a Donation in the Amount of$65,000.00 from Fossil Creek Little League, Adopt Appropriation Ordinance, and Authorize a Purchase Agreement with Restroom Facilities Ltd. Using Texas Association of School Boards BuyBoard Contract No. 512-16, in the Total Amount of$218,982.00, for the Purchase, Design, Delivery, and Installation of a Restroom/Concession Building at Northwest Community Park(COUNCIL DISTRICT 7) RECOMMENDATION: It is recommended that the City Council: 1. Authorize acceptance of$65,000.00 in monetary donations from Fossil Creek Little League; 2. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations to the Special Donations Capital Projects Fund in the amount of$65,000.00 for the purpose of funding installation of a restroom/concession building at Northwest Community Park; and 3. Authorize a purchase agreement with Restroom Facilities Ltd. using Texas Association of School Boards Buy Board Contract No. 512-16, in the amount of$218,982.00, for the purchase, design, delivery, and installation of a restroom/concession building at Northwest Community Park. DISCUSSION: The purpose of this Mayor and Council Communication (M&C) is to authorize the acceptance, appropriation, and use of a monetary donation from the Fossil Creek Little League (FCLL), in the amount of$65,000.00, for the installation of a restroom/concession building at Northwest Community Park, and to authorize the purchase of a restroom/concession building from Restroom Facilities Ltd., in the amount of $218,982.00, using Texas Association of School Boards (TASB) Buy Board Contract No. 512-16. On October 14, 2014, the City Council approved an Allocation Plan for$1,841,600.00, as part of Proposition Two of the 2014 Bond Program for additional athletic fields in Fort Worth. That plan included an allocation of$200,000.00 to be used as a challenge grant match for cash donations and monetary grants received or committed to support the athletic fields project at Northwest Community Park(M&C G- 18337). On February 9, 2018, FCLL made a monetary donation of$65,000.00 to the Park& Recreation Department (PARD)to be used as the challenge grant match. Staff recommends using the $200,000.00 of challenge grant funds and FCLL's $65,000.00 donation towards improvements in the park, including total funding of the restroom/concession building purchase. The FCLL and PARD understand that the acceptance of this donation shall not grant nor guarantee Logname: 80NWCP II -DONATION FOR AND CONSTRUCTION OF A RESTROOM Page 1 of 3 exclusive use of the athletic fields by the FCLL; and that the City of Fort Worth through its PARD shall retain sole use, ownership and management rights of the fields and associated facilities, including scheduling of all fields and determining the uses thereof, including, but not limited to, the rules, regulations, policies and assessment of authorized fees. The City, through its PARD, shall enter into an agreement with the FCLL for management and operations of the concession stand and maintenance of the restroom facility. State Law provides that a local government purchasing an item under a Cooperative Purchasing Agreement satisfies state law requiring that the local government seek competitive bids for purchase of the item. TASB contracts have been competitively bid to increase and simplify the purchasing power of government entities across the State of Texas. PARD staff solicited quotes from three vendors listed in cooperatives. Using BuyBoard as the cooperative alliance, PARD acquired the following three quotes for the restroom/concession building: BuyBoard Cooperative I --Contractl - � Quote Restroom Facilities Ltd. 1 512-161 $218,982.00 Romtec, Inc. 1 512-161 $226,024.53 Public Restroom Company 1 512-161 $234,809.00 PARD and Purchasing staff have reviewed the quotes and recommend awarding a one-time agreement to Restroom Facilities Ltd., under BuyBoard Cooperative Purchasing Contract 512-16,which expires on September 30, 2019, for the design, delivery, and installation of a restroom/concession building at Northwest Community Park. This project is included in the 2014 Bond Program. Available resources within the General Fund will be used to provide interim financing until debt is issued. Once debt associated with this project is sold, bond proceeds will reimburse the General Fund in accordance with the statement expressing official Intent to Reimburse that was adopted as part of the ordinance canvassing the bond election (Ordinance No. 21241-05-2014) and subsequent actions taken by the Mayor and Council. M/WBE OFFICE -An M/WBE goal is not assigned when purchasing from an approved purchasing cooperative or other public entity. Approximately 120 calendar days are required for development and installation, to commence in June 2018, with an estimated completion date to be September 2018. Beginning in FY2019, the maintenance impact is anticipated to be $3,865.00 annually. There is no FF&E associated with this project scope. In accordance with Chapter 7, Article III, Section 7-47, Section 109.2.1 of the City Code, Building and Trade Permit Fees are waived for this project. Northwest Community Park is located in COUNCIL DISTRICT 7. FISCAL INFORMATION /CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the current capital budget, as appropriated of 2014 Bond Program Fund pursuant to Ordinance No. 21457-09-2014 and the Special Donations Capital Projects Fund. The department has the responsibility to validate the availability of funds prior to an expenditure being made. FUND IDENTIFIERS (FIDS): Logname: 80NWCP II -DONATION FOR AND CONSTRUCTION OF A RESTROOM Page 2 of 3 `F=- d TO r und Department ccoun Project JProgram ctivity Budget Reference # mount ID ID Year Chartfield 2 FROM Fund Department ccoun Project Program ctivity Budget Reference # mount ID ID Year Chartfield Z CERTIFICATIONS: Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Richard Zavala (5704) Additional Information Contact: David Creek (5744) ATTACHMFNTS 1. 512-16 - Buyboard - Restroom Facilities LTD.pdf (CFW Internal) 2. 80NWCP II - DONATION FOR AND CONSTRUCTION OF A RESTROOM 39007 A018.docx 3. CO2425 - NWCP II - MandC- Location Map.pdf (Public) 4. CO2425 - NWCP II - MandC- Restroom - FID ATTACH MENT.xlsx (CFW Internal) 5. CO2425 - NWCP II - Restroom - FORM 1295 - 04172018.pdf (Public) 6. CO2425 - NWCP II - Restroom Quote - 04092018.pdf (Public) Logname: 80NWCP II-DONATION FOR AND CONSTRUCTION OF A RESTROOM Page 3 of 3 L CERTIFICATE OF INTERESTED PARTIES FORM 1295 loll Complete Nos.i-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2018-340574 Restroom Facilities Ltd. Marble Falls,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 04/17/2018 being filed. City of Ft.Worth Dat Ackn wledged• 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,a d provide a description of the services,goods,or other property to be provided under the contract. CPN CO2425 Prefabricated Restroom Building for NW Community Park Restroom/Concession 4 Nature of interest Name of Interested Party City,State,Country(place of business) (check applicable) Controlling Intermediary John, Putman Marble Falls,TX United States X 5 Check only if there is NO interested Parry. ❑ M111 I EA 9 6 UNSWORN DECLARATION lD#11748987 �y commission Explres My name is t C�ryvy t arch 28,2 to of birth is My address is � �–�—, (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. _. y Executed in ��i�.t ��T County, State of on the jl� `/�y of�l—,20�. (month) (year) Signatur of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics,state tx.us Version V1.0.5523 TABLE OF CONTENTS pages Agreement Contract for Services between 1-7 The City of Fort Worth and Restroom Facilities,LTD. Exhibit A Restroom/Concession Building Quote Proposal 8-16 Exhibit B Insurance 17-18 Exhibit C Buyboard Commodity Group#512-16 (Vendor Contract) 19-67 Exhibit D City of Fort Worth Standard General Construction Conditions of the 68-136 Construction Contract 4 CONTRACT FOR SERVICES BETWEEN THE CITY OF FORT WORTH AND RESTROOM FACILITIES,LTD. This Contract for Services("Agreement"), authorized on June 12,2018 by M&C C-28733, is by and between the CITY OF FORT WORTH, a Texas home-rule municipal corporation, acting by and through Mr. Fernando Costa, Assistant City Manager its duly authorized representative ("City") and RESTROOM FACILITIES, LTD., a Nevada corporation authorized to do business in Texas, acting by and through Mr. John Putman, President, its duly authorized representative ("Contractor"), for that certain installation of a pre-fabricated restroom/concession building,to be performed at Northwest Community Park("Park"). ., In consideration of the mutual covenants and terms and conditions set forth herein, the parties agree as follows: 1. Scope of Work. Contractor shall perform all work set forth in the Turnkey Quotation for Northwest Community Park, dated March 27, 2018 ("Quote"), attached hereto as Exhibit A, which shall include, but not be limited to, all labor, materials, equipment, services, and other items required to complete the work at the Park, unless specifically amended herein("Work"). The work area at the Park - shall remain clean and free of debris and any work shall not impede the public's use and enjoyment of the Park.Contactor may install non-permanent fencing to prevent the public from accessing the assigned area of construction. Contractor shall operate under Buyboard Commodity Group #512-16; Parks & _. Recreation & Field Lighting Products & Installation; Restroom Facilities, LTD Vendor ID #?, attached hereto as Exhibit C. Contractor shall comply with the City's general conditions, attached hereto as Exhibit D and incorporated herein for all purposes. Conflicting terms contained in this Agreement shall control over the same or similar general condition listed in Exhibit D. Conflicting terms contained in ' Buyboard Commodity Group #512-16 shall control over the same or similar general condition listed in Exhibit D. 2. Contract Term. a. Commencement. Work required under this Agreement shall begin no later than August 1, 2018 and completed not later than November 28,2018 ("Term"). The parties may agree, in writing,to extend the term of this Agreement. b. Time of the Essence. Time is of the essence for this Agreement. 3. Contract Sum. City shall pay Contractor Two Hundred Eighteen Thousand Nine Hundred Eighty Two Dollars ($218,982.00) ("Contract Sum"), which shall constitute full compensation for all Work to be performed under this Agreement. The parties may amend this Agreement to allow for additional payment if additional services are required,per Section 5. 4. Payment Schedule. City agrees to pay the Contractor on an invoice basis pursuant to the Texas Prompt Payment Act, Texas Government Code Section 2251, each payment to represent full and final,non-refundable payment for all Work provided herein prior to the date invoiced. 5. Changes in the Work. City may order changes in Work within the general scope of the Agreement consisting of additions, deletions, or other revisions, the Contract Sum and Term being Contract for Services Page 1 of 12 adjusted accordingly. Such changes in Work shall be authorized by written Change Order or amendment signed by City and Contractor. If City requests additions to Work, it will be performed on a time and material basis at rates negotiated and mutually agreed to by the parties. 6. Warranty and Correction of Defective Work. For a period of one(1)year following the date of completion of the Work, Contractor represents and warrants to the City that the materials furnished under this Agreement for the Park restroom/concession building installation shall be new, of good quality, in good working order, and perform as intended; and that this specific sub-element of Work will be performed in conformance with this Agreement and professional"workmanlike"standards and free from defective or inferior materials and workmanship (including any defects consisting of "inherent vice,"or qualities that cause or accelerate deterioration). Contractor shall commence any work in accordance with this warranty within fourteen (14) calendar days from receipt of written notice from City and complete such work within thirty (30) business days thereafter at no expense to City. If City observes any breach of warranty as described herein that is not curable by the Contractor, then the Contractor is responsible for reimbursing the City for damages, expenses, and losses incurred by the City as a result of such breach. The representations and warranties in this section shall survive the termination or other extinction of this Agreement. 7. Indemnification. CONTRACTOR COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS, AND DEFEND, AT ITS OWN EXPENSE, CITY FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES OF ACTION,LIENS,LOSSES,EXPENSES, COSTS,FEES(INCLUDING,BUT NOT LIMITED TO, ATTORNEY'S FEES AND COSTS OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES, LIABILITIES, AND/OR SUITS OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS (INCLUDING, BUT NOT LIMITED TO, ` WORKERS' COMPENSATION ACT LIABILITY, AND PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) TO ANY AND ALL PERSONS, OR OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR RESULTING FROM THE NEGLIGENT ACT, ERROR, OR OMMISSION OF THE CONTRACTOR AND/OR ITS RESPECTIVE OFFICERS, AGENTS, EMPLOYEES, r DIRECTORS, MEMBERS, PARTNERS, AND REPRESENTATIVES IN CONNECTION WITH THE EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE, OR NONPERFORMANCE OF THIS AGREEMENT. 8. Insurance. Contractor shall comply with the insurance requirements set forth in Exhibit B,which is attached hereto and incorporated herein for all purposes. 9. Waiver of Consequential Damages. The parties waive any and all claims against each other for consequential damages arising out of or relating to this Agreement. This mutual waiver is applicable,without limitation,to all consequential damages due to delay by either party,nonpayment by City, defective or non-conforming work by Contractor, and either party's termination of the Agreement. This Section 9 shall survive termination or expiration of this Agreement. 10. Contract Termination. a. Termination for Convenience. The services to be performed under this Agreement may be terminated by City, subject to written notice submitted twenty (20) calendar days before termination, specifying the grounds for termination. Contract for Services Page 2 of 12 4 i. If the termination is for the convenience of City, City shall pay Contractor for services actually rendered up to the effective date of termination and reasonable restocking and equipment rental fees, and Contractor shall continue to provide the City with services requested by City and in accordance with this Agreement up to the effective date of termination. b. Termination for Cause. If either party to this Agreement shall willfully or negligently fail to fulfill in a timely and proper manner, or otherwise violate, any of the covenants, agreements, or stipulations material to this Agreement, the other party shall thereupon have the right to terminate this Agreement by giving written notice to the defaulting party of its intent to terminate,specifying the grounds for termination. The defaulting party shall i have thirty (30) days after receipt of the notice to cure the default (the "Cure Period"). If the default is not cured during the Cure Period,then this Agreement shall terminate. Termination of this Agreement under this provision shall not relieve the party in default of any liability for damages resulting from a breach or a violation of the terms of this Agreement. 11. Contractor Compliance Responsibilities. Contractor shall give notices and comply with all laws, ordinances, rules, regulations and orders of public authorities bearing on performance of the Work. Contractor warrants that it is properly licensed in the state to perform the Work required by this Agreement. 12. Time Extension, Force Majeure. City or Contractor, as appropriate, shall grant a reasonable extension of time to the other party if conditions beyond the parties' control or Acts of God, adverse weather conditions, flood, riot, civil insurrection, labor strikes, or orders of local or federal government render timely performance of the parties' services impossible or unexpectedly burdensome. The party suffering the impossibility or burdensome conditions must inform the other in writing'within ten (10)days of the onset of such performance delay, specifying the reasons therefore. Failure to fulfill contractual obligations due to conditions beyond either party's reasonable control shall not be considered a breach of this Agreement; provided, however, that such obligations shall be suspended only for the duration of such conditions. 13. Permits. Required construction and/or governmental permits, if any, will be obtained by Contractor prior to commencing the Work. 14. Safety. Contractor shall take all reasonable safety precautions with respect to ` performance of the Work and shall comply with safety measures initiated by the City and all applicable laws, ordinances, rules, regulations and orders of public authorities for the safety of persons and property. Contractor shall report to City within seven (7) days an injury to an employee or agent of 4 Contractor which occurred at the Park. 15. Concealed Conditions. If concealed or unknown physical conditions are encountered at the Park that differ materially from those indicated in the Agreement or from those conditions ordinarily found to exist at the Park and those conditions cause delay in the Work, the Contract Sum and/or Term shall be equitably adjusted by written agreement of the parties. i 16. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof, and no amendment, alteration, or modification of this Agreement shall be valid unless in each instance such amendment, alteration or modification is a expressed in a written instrument, duly executed and approved by each of the parties. There are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. Contract for Services Page 3 of 12 17. Severability. Should any portion, word, clause, phrase, sentence or paragraph of this Agreement be declared void or unenforceable, such portion shall be modified or deleted in such a manner as to make this Agreement, as modified, legal and enforceable to the fullest extent permitted under applicable law. 18. Assignment. Neither party hereto shall assign, sublet or transfer its interest herein without prior written consent of the other party,and any attempted assignment, sublease or transfer of all — or any part hereof without such prior written consent shall be void. This Agreement shall be binding upon and shall inure to the benefit of City and Contractor and its respective successors and permitted assigns. 19. Waiver. No waiver of performance by either party shall be construed as or operate as a waiver of any subsequent default of any terms, covenants, and conditions of this Agreement. The payment or acceptance of fees for any period after a default shall not be deemed a waiver of any right or acceptance of defective performance. 20. Governing Law and Venue. If any action, whether real or as at law or in equity, arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas— Fort Worth Division. This Agreement shall be construed in accordance with the laws of the State of Texas. 21. No Third-Party Beneficiaries. The provisions and conditions of this Agreement are solely for the benefit of City and Contractor,and any lawful successor or assign, and are not intended to create any rights,contractual or otherwise,to any other person or entity. 22. 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. 23. Fiscal Funding Out. If, for any reason, at any time during any term of this Agreement, the Fort Worth City Council fails to appropriate funds sufficient for City to fulfill its obligations under this Agreement, City may terminate this Agreement to be effective on the later of(i) thirty (30) days v following delivery by City to Contractor of written notice of City's intention to terminate or(ii)the last date for which funding has been appropriated by the Fort Worth City Council for the purposes set forth in this Agreement. 24. Captions. Captions and headings used in this Agreement are for reference purposes only and shall not be deemed part of this Agreement. 25. Audit. Contractor agrees that City will have the right to audit the financial and business records of Contractor that relate to this Agreement(collectively "Records") at any time during the Term of this Agreement and for three (3) years thereafter in order to determine compliance with this Agreement. Throughout the Term of this Agreement and for three (3) years thereafter, the Contractor shall make all Records available to City on 200 Texas Street, Fort Worth, Texas 76102 or at another location in City acceptable to both parties following reasonable advance notice by City and shall otherwise cooperate fully with City during any audit. Notwithstanding anything to the contrary herein, this section shall survive expiration or earlier termination of this Agreement. Contract for Services Page 4 of 12 26. Public Information Act. Contractor understands and acknowledges that City is a public entity under the laws of the State of Texas and, as such, all documents held by City are subject to disclosure under Chapter 552 of the Texas Government Code. Contractor shall clearly indicate to City what information it deems proprietary. If City is required to disclose any documents that may reveal any of Contractor's Proprietary Information to third parties under the Texas Government Code, or by any other legal process, law, rule, or judicial order by a court of competent jurisdiction, City will notify Contractor prior to disclosure of such documents, and give Contractor the opportunity to submit reasons for objections to disclosure. City agrees to restrict access to Contractor's information to those persons within its organization who have a need to know for purposes of management of this Agreement. City agrees to inform its employees of the obligations under this paragraph and to enforce rules and procedures that will prevent any unauthorized disclosure or transfer of information. City will use its best efforts to secure and protect Contractor's information in the same manner and to the same degree it protects its own proprietary information; however, City does not guarantee that any information deemed proprietary by Contractor will be protected from public disclosure if release is required by law. The foregoing obligation regarding confidentiality shall remain in effect for a period of three (3) years after the expiration of this Agreement. 27. Counterparts and Electronic Signatures. This Agreement may be executed in several counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.A signature received via facsimile or electronically via email shall be as legally binding for all purposes as an original signature. 28. Notices. All notices required or permitted under this Agreement shall be conclusively determined to have been delivered when (i) hand-delivered to the other party, or its authorized agent, employee, servant, or representative, or (ii) received by the other party or its authorized agent, { employee, servant, or representative by reliable overnight courier or United States Mail, postage prepaid, return receipt requested, at the address stated below or to such other address as one party may from time to time notify the other in writing. To THE CITY: To CONTRACTOR: Director Restroom Facilities,LTD Park&Recreation Department Attn: City of Fort Worth 1707 Colt Circle 4200 South Freeway, Ste 2200 Marble Falls,Texas 78654 Fort Worth, Texas 76115 With a copy to: Department of Law City of Fort Worth Attn: City Attorney 200 Texas Street Fort Worth, Texas 76102 29. Independent Contractor. It is expressly understood and agreed that Contractor shall operate as independent entity in each and every respect hereunder and not as an agent,representative, or employee of City. Contractor shall have the exclusive control and the exclusive right to control all details and day-to-day operations and activities relative to operation of Contractor and installation of the Work and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors, subcontractors, licensees, and invitees. Contractor acknowledges that the doctrine of respondeat superior shall not apply as between City and Contractor, its officers, agents, Contract for Services Page 5 of 12 servants, employees, contractors, subcontractors, licenses, and invitees. Nothing contained in this _ Agreement shall be construed as the creation of a partnership or joint enterprise between City and Contractor. 30. Prohibition on Contracts with Companies Boycotting Israel. Contractor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and"company"shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Contractor certifies that Contractor's signature provides written verification to the City that Contractor. (1) does not boycott Israel,and(2) will not boycott Israel during the term of the contract. 31. Immigration Nationality Act. Contractor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Contractor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Contractor shall adhere to all Federal and State laws as well as establish - appropriate procedures and controls so that no services will be performed by any Contractor employee who is not legally eligible to perform such services. CONTRACTOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY CONTRACTOR, CONTRACTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Contractor, shall have the right to immediately terminate this Agreement for violations of this provision by Contractor. 32. Authorization. By executing this Agreement, Contractor's agent affirms that he or she is authorized by the Contractor to execute this Agreement and that all representations made herein with regard to Contractor's identity, address and legal status (corporation, partnership, individual, etc.) are true and correct. Contract for Services Page 6 of 12 — ACCEPTED AND AGREED: CITY: CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract,including ensuring all performance and By: � reporting requirements. Name: Fernando Costa � Title: Assistant City Manager � . By: d ( V Date: 8/S//8 ame. B0scape A Ti • Ltect APPROVAL RECOMMENDED: n Department APPROVED AS TO FORM AND LEGALITY: By: Ame: Richard Zavala Ti e: Director By: Park&Recreation Department Name: Matthew Mu ray ATTEST: Title: Assistant City Attorney ., CONTRACT AUTHORIZATION: M&C: C-28733 B �QRT Ii►/� Date Approved:June 12,2018 Y� ame: ay Q::' orm 1295 Certification No.:2018-340574 Title: ity ecre CONTRACTOR: RESTROOM FACILITIES,LTD ATTEST: By: By: Name: ohn Putman Name: Tammy Miller Title: President Title: Company Notary Date: 6l Zq r TAMMY MILLER ID#11748987 March 28,20My Commission F 20 4 OFFICIAL RECORD Contract for Services CITY SECRETARY age 7 of 12 FT-WORTH,TX w EXHIBIT A Y Restroom/Concession Building Quote Proposal r • 4 1 • Contract for Services—Exhibit A Page 8 of 12 EXHIBIT "A" MM lit j , L11 SNS,t,xt�fla n2fi:,2:Fr.:,. . i:. gcarvynrtnCompany TURNKEY QUOTATION PROJECT NAME: NORTHWEST COMMUNITY PARK OWNER: CITY OF FT.WORTH, TX DATE: 27 MARCH 2018 Restroom Facilities Limited (RFL), the Nation's leading specialized restroom design/build firm since 1988, offers to furnish and install, per plans and specifications, subject to our attached Scope of Work, and the Standard Terms and Conditions of Sale,which become part of our offer to sell PRELIMINARY PURCHASE PRICE BUYBOARD CONTRACT 512-16 RFL BASE MODEL# AB312CNSTDF @ $ 185,732.00 INSTALL @ $ 9,000.00 TOTAL WITH BUYBOARD DISCOUNT @ $ 194,732.00 FREIGHT AND CRANE @ $ 24,250.00 TOTAL BUYBOARD W/ FREIGHT AND CRANE @ $ 218,982.00 Payment terms: 50% installment with order; 45% in progress billings during construction; and balance of 5% upon completion of delivery and installation, no retention. Payment of 95%must be received by RFL prior to scheduling of delivery and installation. Thank you for considering RFL as your restroom specialist for this project. HOW WE WORK Once plans have been approved and engineer stamped, the manufacturing process begins. Typically, the manufacturing time frame is approximately 90-120 days and begins with execution of sales order and receipt of approved submittals, color selections and progress payments. It is the responsibility of the Client to respond to color selections in 1-3 days, if this condition is not met it will delay the construction process and the Client may incur additional charges. In-plant inspection reports and certifications will be provided by an independent inspection agency. Initial Initial Page 1 of 7 1707 Colt Circle, Marble Falls:Texas 78654 o Phone: 512.222.5454 9 www.restroomfacilities.com The client must prepare the site in accordance with the"Scope of Work by Client" attached and coordinate any required on site inspections. Client is required to provide verification that the site is ready for delivery in accordance of Client's scope of work. Exclusions: A. Sidewalks beyond building slab. B. Site issues beyond the control of RFL. C. Damage to existing improvements. D. Protection of existing utilities, landscaping, and improvements. E. If required per geotech report, footing, piers, and/or select fill labor and materials to be provided by others. F. Excavation and backfill of trenches CLIENT'S SCOPE OF WORK TURNKEY INSTALLATION OF RESTROOM BUILDING WITH ATTACHED SLAB 1. SURVEY STAKES: Provide ten foot offset stakes and locate front corners of building, existing utilities, and inverts within the area of construction. Locate and mark final slab elevation. 2. SUBGRADE PAD: Detailed instructions to prepare the building site are as follows: 2.1. Excavate down ten inches below the finish floor elevation (the slab is eight inches thick on top of a two inch sand bed). 2.2. Import six inches of%- road base rock, and pour for a footing and/or piers. 2.3. Compact to 95%, or to local code requirement. If RFL installer questions 95% compaction Client will be required to sign off on approval of setting of the building. 2.4. Compact one foot over in all directions(over build). 2.5. Supply approximately five cubic yards of clean sand, on side of site, for fine grading. 2.6. Excavate and backfill trenches up to and within building pad for RFL supplied underground utility service kits. 2.7. Provide water and inspection for RFL supplied underground sewer kit. 2.8. All irrigation should be turned off prior to delivery to allow the surrounding soils to dry and bear the weight of the truck and crane. Any damage to area after verification of path in is the responsibility of the Client. 2.9. Check corner locations against plans for proper sizing. 2.10. Verify finish floor elevation for concrete slab (shipped fully attached to the building.) 2.11. Excavate one foot perimeter footing.if required by local code to specified depth. 2.12. Verify that pad is level and flat and at correct elevation. Initial Initial Page 2 of 7 1707 Colt Circle, Marble Falls, Texas 78654. Phone: 512.222.5454 o www.restroomfacilities.com 3. SITE ACCESS AND STORAGE: Provide suitable safe clear access to allow a crane (minimum 110 tons), and the building on a semi-trailer(up to 40 tons)to reach site(14'width, 70' length, and 14' in height). If path to site is over existing utilities,sidewalks, or other damageable areas, proper marking, plating or other appropriate protection must be provided by and paid for by CLIENT. CLIENT is responsible for removing any overhead obstructions(i.e. power lines, trees). CLIENT is responsible for scheduling and paying for the de-energizing of any power lines, if powerlines are not de-energized in a timely manner any additional truck and/or crane cost will be the responsibility of the Client. This proposal provides for a 110 ton crane with access to within 25' of the building pad. The proposal is based on four(4) hours of crane time. If access is limited a larger crane may be required. All additional crane costs shall be borne by the CLIENT. A direct route to the project site is assumed. Should routes be altered due to road closures or restrictions, additional fees may apply. 4. UTILITIES: Bring water, sewer, and power(if applicable) utilities into point of connection Christy boxes(supplied by RFL), within six feet of the building line at the location shown on our plan. 4.1. Water: RFL will furnish a water point of connection (isolation valve), from mechanical chase to a Christy box six feet from the building line. CLIENT must have a licensed plumber install and connect service to valve. 4.2. Sewer: RFL will furnish a sewer point of connection from mechanical chase to a Christy box six feet from the building line. CLIENT must have a licensed plumber install and connect service. Depth of sewer line (below finished floor elevation) will be approximately 30"at bottom of sewer line at a distance of 6'from building. It is the responsibility of the Client to meet up with RFL's supplied sewer line at this depth. Client will be responsible for hiring of licensed plumber to acquire appropriate plumbing permit,to install prefabricated underground plumbing kit into pre dug trench, and to make connections between underground stubups and internal building plumbing located in plumbing chase within the building. RFL installer will be on site to answer any questions or give direction as to proper installation of said plumbing kit as requested by licensed plumber or client. 4.3. Electrical: (when this option is chosen) RFL will furnish and install a PVC conduit and a Christy box to the point of connection six feet from the building line. CLIENT to pull the electrical service line through the conduit and connect to the main panel lugs inside the building. All electrical inside the building will be furnished and installed by RFL, except as noted above in exclusions. 4.4. If the utilities are not available and connected to building when we depart the site, an additional charge will be billed to the CLIENT in the amount of 1,500 per day to send an installation crew back to site to flush out plumbing lines, pressurize building plumbing, test for leaks, test all other components of the building (plumbing, sewer, electrical), and conduct a final walk through of the building. Initial Initial Page 3 of 7 1707 Colt Circle, Marble Falls,Texas 78654. Phone: 512.222.5454 •www.restroomfacilities.com 4.5. A minimum 1'/z' line with 25 gpm at 60 psi pressure minimum is required to ensure that water closets will operate as designed. If this is not available an auxiliary holding tank may be required. 5. SPECIAL CONDITIONS AND COSTS: If specifications and/or local ordinances by owner and/or local jurisdiction require any testing, work by licensed plumbers, work by licensed electricians, or special inspections, costs, if any, shall be borne by CLIENT. 6. PERMITS AND FEES: All building permits and fees shall be borne by CLIENT. 7. INSPECTIONS: We require that all inspections be scheduled with adequate notice to ensure that the underground plumbing and electrical work is approved prior to placement of building. We require that final inspection and acceptance by owner and building officials be performed immediately following RFL's completion of installation. If any conditions exist in which RFL cannot conduct a final walkthrough (no utilities/partial utilities available during install,or other circumstances beyond our control)there will be an additional charge of 1,500 per day to send an RFL install crew or crew member back out to site at a later date to complete the installation. We also require final inspection and acceptance immediately following RFL's conclusion of any correction items. 8. SITE CLEANUP AND DEBRIS REMOVAL: CLIENT shall provide an on-site trash bin for disposal of one pick up load of debris. All excess spoils shall be responsibility of CLIENT. All rough and final grading shall be by CLIENT. 9. VERIFICATION OF PREPARED PAD: Client must verify elevation, compaction of pad as well as the pad being flat and level prior to delivery of building(s). STANDARD TERMS AND CONDITIONS OF SALE 1. LINKAGE: These Terms and Conditions of Sale shall apply and form a part of the Company's Offer to Sell. 2. PRICES: Sales tax is not required provided the structure is installed by RFL. All Use taxes, and applicable in plant taxes, in plant permits and fees are paid for by RFL. If payment is not made by client in accordance with the Contract Terms, interest will be charged at the rate of 1-1/2% (one and one/half percent) per month until paid. if an order is accepted by the Company, and a delivery date is accepted by the Client, and delivery is delayed –rInitial Initial Page 4 of 7 -1707 Colt Circle,Marble Falls, Texas 78654 + Phone:512.222.5454 .www.restrooinfacilities.com by the Client, payment of all but 10% is due upon completion at the Point of Manufacture. A 1-1/2% (one and one/half percent) per month added fee shall be due for each month the shipment is delayed. 3. TERMINATION: Purchaser shall be responsible for costs of work performed which will include overhead and profit. Contract may not be cancelled once production has commenced. 4. TITLE AND LIEN RIGHTS: All Products remain the personal property of the Company, whether or not affixed to any other real property or structure, until the price(including any notes given therefore) of the equipment has been fully paid in cash. The Company shall, in the event of the purchaser's default, have the right to enter upon any premises and repossess such structures and equipment wherever it may be located. 5. LACHES: Failure of the Company to exercise any right or remedy under this contract shall not be deemed a waiver of such right, nor shall any lien or other right of the Company be lost or impaired by laches or in any manner or by any act or failure to act. 6. DELIVERY: Except as may be otherwise specified in the attached Offer, delivery will be F.O.B. point of manufacture. Time of delivery is an estimate only. The Company shall in no event be liable for delays caused by fires, acts of God, strikes, labor difficulties, acts of Government or military, delays in transportation or procurement of materials or causes of any kind beyond the Company's immediate control. If building is ready for shipment and Customer delays said shipment, Company shall store the facility at the point of manufacturing and charge 1-1/2% (one and one/half percent) per month as a storage charge. If shipment arrives and site is not ready, Owner shall pay any off-site storage fees as applicable. 7. WARRANTY: All structural elements produced by the company are warranted to the purchaser to be free from defects in material, workmanship and title. The Company will replace or repair, at its option, defects in workmanship or any part which is proven defective within five years from delivery. This warranty applies only where the Company has been notified in writing of the defect within the warranty period and where any equipment has been properly operated and maintained in accordance with the Company's instructions: the Company having no responsibility for abuse, neglect or improper storage. Should any issues arise where additional work must be performed RFL retains the right to perform this work at the earliest opportunity. Should it be necessary to have this work performed by others due to the nature of the work or a conflict in scheduling, RFL must be notified 48 hours in advance in writing and given the opportunity to perform said work. Should it be necessary to have this work performed by others a written estimate must be Initial Initial Page 5 of 7 1707 Colt Circle, Marble Falls,Texas 78654 9 Phone: 512.222 5454 •www.restroomfacilities.com approved by RFL in advance of any work being undertaken. The Company assigns any and all warranties for fixtures, appliances, and other equipment manufactured by others to said other manufacturer. Due to its nature, concrete is prone to settling and cracking. Minor cracking in the concrete is normal and is not the responsibility of RFL. We use high quality 304 stainless steel in our products and under certain conditions and/or improper maintenance stainless steel may rust. Minor rust spots or discoloration are not the responsibility of RFL. The foregoing shall constitute the said liability of the Company and the sole remedy to the purchaser. Company's warranties as set forth in this paragraph are exclusive and are in lieu of, and purchaser hereby waives all other warranties, expressed or implied, including without limitation, any implied warranties or merchantability and fitness. This warranty shall be void if payment in full for the project is not received by the Company in accordance with these Terms and Conditions of Sale. 8. CREDIT: (Deposit and Progress Payments) 9. MUNICIPAL AND FEDERAL GOVERNMENT AGENCIES: Orders may require deposits or progress payments. If buyer's financial situation justifies such action, the Company may at its election require payment in advance or cancel the order as to any unshipped item and require payment of its reasonable cancellation charges. If the buyer delays completion of manufacture or a delay in shipment,the Company shall require payment according to the percentage of completion. In the event of the default of the buyer, the Company is entitled to the full amount due including reasonable attorneys fees, costs, storage, expenses of physical recovery, and interest at 1-1/2% (one and one/half percent) per month. 10. CLIENTS AND NON-GOVERNMENT AGENCIES: Orders may require deposits or advance payment as well as progress payments subject to the buyer's creditworthiness in accordance with the Company's applicable credit policies. Breach of any payment terms shall accelerate full payment which shall be due the balance of the contract amount including change orders. 7 Initial Initial Page 6 of 7 1707 Colt Circle. Marble Falls,Texas 78654. Phone: 512.222.5454 .www.restroomfacilities.com Zestroom Facilities Limited ohn P tman, President Date :tient Name Name and Title Date Initial Initial Page 7 of 7 1707 Colt Circle, Marble Falls,Texas 78654• Phone: 512.222.5454 a www.restroomfadlities.com EXHIBIT B Insurance Prior to the time Contractor is entitled to any right of access to or use of the Park,Contractor shall procure, pay for and maintain the following insurance written by companies approved by the State of Texas and acceptable to City. The insurance shall be evidenced by delivery to City of executed certificates of insurance and/or certified copies of policies as determined by City. Contractor covenants and agrees to obtain and keep in force during the term of this Agreement, Commercial General Liability Insurance, Including Personal Injury Liability, Independent Contractors Liability and Contractual Liability covering, but not limited to, the liability assumed under the indemnification provisions of this Agreement, with limits of liability for bodily injury (including death) and property damage of not less than One Million Dollars($1,000,000),with an aggregate of not less than Two Million Dollars($2,000,000).All insurance policies shall include the following: 1. The term of insurance is for the duration of the Agreement, which includes the period from the right of access to set-up through the period allowed for removal of property; 2. The Contractor is responsible for providing the City a thirty (30) day notice of cancellation or non-renewal of any insurance policy and may not change the terms and conditions of any policy that would limit the scope or coverage,or otherwise alter or disallow coverage as required herein; 3. All policies shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. 4. a. Any deductible in excess of $5,000.00, for any policy that does not provide coverage on a first-dollar basis,must be approved by Risk Management. b. Any self-insured retention (SIR) in excess of $25,000.00, affecting required insurance coverage, shall be acceptable to and approved by Risk Management in regards to asset value and stockholders' equity. In lieu of traditional insurance, alternative coverage maintained through insurance pools or risk retention groups,must also be approved by Risk Management. C. Company issuing the insurance policy shall have no recourse against the City of Fort Worth for payment of any premiums or assessments for any deductibles which all are at the sole risk of Contractor; 5. The terms "Owner", "City" or City of Fort Worth shall include all authorities, Boards, Bureaus, Commissions, Divisions, Departments, and Offices of the City and the individual members, — employees and agents thereof in their official capacities and/or while acting on behalf of the City of Fort Worth. 6. The policy clause "Other Insurance" shall not apply to any insurance coverage currently f held by City,to any future coverage,or to City's self-insured retention of whatever nature. 7. City, its officials, employees, agents and officers shall be endorsed as an "Additional Insured"to all policies except Employers Liability coverage. 8. Coverage shall be written on a Per Occurrence basis and the policy shall include Broad Form Property Damage Coverage with an insurance company satisfactory to City. If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance for any differences is required. When required,Excess Liability shall follow form of the primary coverage. 9. Automobile Liability Insurance shall provide coverage on any automobile, including and defined as automobiles owned, hired and non-owned with a One Million Dollar ($1,000,000) combined single limit per accident or $250,000 Property Damage and $500,000 Bodily Injury per person, per occurrence. Contract for Services--Exhibit B Page 9 of 12 10. Contractor shall carry Workers Compensation and Employers Liability Insurance with minimum limits of$100,000 each accident/occurrence, $100,000 Disease each employee and $500,000 Disease policy limit. 11. All policies shall be written by an insurer with an A-:VIII or better rating by the most current version of the A. M. Best Key Rating Guide or with such other financially sound insurance carriers acceptable to the City. 12. Deductibles shall be listed on the Certificate of Insurance and shall be on a "per occurrence"basis unless otherwise stipulated herein. 13. If coverage is underwritten on a claims-made basis, the retroactive date shall be coincident with or prior to the date of the contractual agreement and the certificate of insurance shall state that the coverage is claims-made and the retroactive date. The insurance coverage shall be maintained for the duration of the contractual agreement and for five (5) years following completion of the service provided under the contractual agreement or for the warranty period, whichever is longer. An annual certificate of insurance submitted to the City shall evidence such insurance coverage. 14. Certificates of Insurance shall be delivered to the address for notice in Section 28, = evidencing all the required coverages, including endorsements. Contractor hereby waives subrogation rights for loss or damage against City, its officers, agents _ and employees for personal injury(including death),property damage or any other loss. Contractor shall not do or permit to be done anything in or upon any portion of the Park, or bring or keep anything therein or thereupon which will in any way conflict with the conditions of any insurance policy upon the Park or any part thereof, or in any way increase the rate of fire insurance upon the Park or on property kept therein,or in any way obstruct or interfere with the right of the other tenants of the Park, or injure or annoy them. The City may terminate this Agreement immediately upon the failure of the Contractor to provide acceptable documentation of insurance as required by this Agreement. Contract for Services—Exhibit B Page 10 of 12 ® DATE(MM/DD/YYYY) AC� CERTIFICATE OF LIABILITY INSURANCE 07/24/2018 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: if the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Krystal Mann NAME: ry Extraco Insurance PHONE (254)761-2159 FA (254)761-2063 A/C No Ext): A/C No P.O.Box 7813 E-MAIL kmann@extracobanks.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# Waco TX 76714-7813 INSURERA: ALLIED P&C(AIDCO) INSURED INSURER B: Argonaut Ins.Company Restroom Facilities Ltd INSURER C: Texas Mutual Ins Co 1707 Colt Cir INSURER D: INSURER E: Marble Falls TX 78654-4219 INSURER F: i COVERAGES CERTIFICATE NUMBER: CLIB1820869 REVISION NUMBER: THIS IS TO CERTIFY THAT 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.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSRAUULPOLICY EFF POLICY EXP LIMITS LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE �OCCUR PREMISES Ea occi:rrence $ 100,000 MED EXP Any oneperson) $ 10,000 A Y Y ACP3046468826 01/01/2018 01/01/2019 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERA-AGGREGATE $ 2,000,000 POLICY�JET LOC PRODUCTS-COMP/OPAGG $ 2,000,000 OTHER: I $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 Ea accident X ANYAUTp BODILY INJURY(Per person) $ A OWNED SCHEDULED Y Y ACP3046468826 01/01/2018 01/01/2019 BODILY INJURY(Per accident) $ AUTOSONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident E X UMBRELLA LIAR X OCCUR EACH OCCGRRENCE $ 1,000,000 A EXCESS LIAB CLAIMS-MADE ACP3046468826 01/01/2018 01/01/2019 AGGREGATE $ 1,000,000 DED RETENTION$ $ WORKERS COMPENSATION X STATUTE ERH AND EMPLOYERS'LIABILITYY/N 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L EACHACCIDENT $ B OFFICERWEMBEREXCLUDED9 N/A Y WC927988368354 01/15/2018 01/15/2019 (Mandatory in NH) E.L.DISEASE-_EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ EL Ea Acc 1000000 Per Statute Workers Compensation C Excluded Exec?Y 0001263528 01/15/2018 01/15/2019 EL Dis Ea Emp 1000000 EL Dis Pol Lmt 1000000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES( 101,Additional Remarks Schedule,may be attached H more space Is required) See Page Two CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Fort Worth ACCORDANCE WITH THE POLICY PROVISIONS, 200 Texas Street AUTHORIZED REPRESENTATIVE Fort Worth TX 76102 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD COMMENTS/REMARKS Capital Improvements at NW Community Park our agency has issued the enclosed certificate of insurance on behalf of our customer named as the insured in the certificate. We want to share with you some important information regarding certificates of insurance. The Texas Legislature passed and Governor Perry signed Senate Bill 425 to become effective January 1, 2012. This law will require certificate of insurance forms to be filed with and approved by the Texas Department of Insurance before they can be used after the effective PM date of the law. In addition, the law codifies current Texas Department of Insurance rules that a certificate of insurance must not obscure or misrepresent the coverage provided by the insurance policies. An insurance agency could incur significant penalties under those rules and the new law, including the revocation of the agency's insurance license, if a certificate were issued exactly as you requested. After January 1, a certificate holder who requires an agent or policyholder to use an unapproved form or insert inappropriate language on a certificate may be sued by the Attorney General for injunctive relief or to recover a civil penalty of up to $1,000 for each such requirement. To be SB425 compliant, we were not able to include all of the coverage statements you requested. We are instead attaching copies of the applicable forms. If you have questions, please advise. Policy Wide Form IL7003 for 30Day Notice. Auto: Form AC7005 for Blanket AI and WOS. WC: Form WC4206 for 30Day Notice and Form WC4203 04B for Blanket WOS. General Liability: CG2033 Blanket AI, CG2503 Aggregate Per Project, CG7258 Blanket WOS, CG7422 Completed Operations and PNC Verbiage. All subject to written contract. Agency contact: Krystal Mann at (P) 254.761.2159 (F) 254.761.2063 or email, kmann@extracobanks.com. Thank you. �OFRE MAR K COPYRIGHT 2000, AMS SERVICES INC. Y TeXaSMutuar WORKERS' COMPENSATION INSURANCE WORKERS' COMPENSATION AND WC 42 06 01 EMPLOYERS LIABILITY POLICY Agent copy TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. In the event of cancellation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule. The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Number of days advance notice: 30 -- 2. Notice will be mailed to: City of Fort Worth 200 Texas Street Fort Worth TX 76102 This endorsement changes the policy to which it is attached effective on the Inception date of the policy unless a different date is indicated below. (rhe following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 1/15/18 at 12:01 a.m,standard time,forms a part of: Policy no.0001263528 of Texas Mutual Insurance Company effective on 1/15/18 ` Issued to: RESTROOM FACILITIES LTD CO &Le This is not a bill NCCI Carrier Code: 29939 Authorized representative - 1/4/18 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com 1(800)859-5995 1 Fax(800)359-0650 WC 42 06 01 POLICY NUMBER: ACP3046468826 COMMERCIAL GENERAL LIABILITY CG 71 58 08 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF SUBROGATION AS REQUIRED BY WRITTEN CONTRACT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Item 8. TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US of SECTION IV—COMMERCIAL GENERAL LIABILITY CONDITIONS is replaced by the following: 8. TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US OR WAIVER OF SUBROGATION AS REQUIRED BY CONTRACT a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them.At our request,the insured will bring "suit"or transfer those rights to us and help us enforce them. b. If required by a written contract executed prior to loss, we waive any right of subrogation we may have against the contracting person or organization because of payments we make for injury or damage arising out of your ongoing operations or "your work" done under a contract with that person or organization and included in the"products-completed operations hazard". All terms and conditions of this policy apply unless modified by this endorsement. CG 71 58 08 04 Includes copyrighted material of Insurance Services Office, Inc.with permission. Page 1 of 1 0 ISO Properties, Inc.,2004 Policy#ACP3046468826 COMMERCIAL GENERAL LIABILITY CG 74 33 05 12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS - ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed Operations Capital Improvements at- City of Fort Worth Northwest Community Park 200 Texas Street "Restroom/ Concession Building" Fort Worth TX 76102 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to Schedule,the insurance afforded to such person include as an additional insured the person(s) or only applies to the extent permitted by organization(s) shown in the Schedule with Subchapter C of Chapter 151 of Subtitle C of whom you agreed in a written contract or written Title 2 of the Texas Insurance Code. agreement to provide additional insured B. With respect to the insurance provided to the coverage such as is afforded under the policy, person(s) or organization(s) shown in the but only with respect to liability for "bodily injury" Schedule of the Endorsement the following or"property damage" caused, in whole or in part, provisions apply: by "your work" at the location designated and described in the schedule of this endorsement 1. This insurance afforded additional insureds performed for that additional insured and described in the Schedule applies only if the included in the "products-completed operations "bodily injury"or"property damage"occurs: hazard". a. During the policy period;and However, if you have entered into a construction b. After the written contract or written contract subject to Subchapter C of Chapter 151 agreement has been executed. of Subtitle C of Title 2 of the Texas Insurance C. Other Insurance Code with the additional insured,shown in the With respect to the insurance provided to the person(s) or organization(s) shown in the Schedule, Condition 4. Other Insurance of CG 74 33 05 12 Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 2 with its permission. ACP GLD03046468826 78FF 17361 AGENT COPY 46 0011929 CG 74 33 05 12 Section IV - Commercial General Liability b. When this insurance is excess, we will Conditions is replaced by the following: have no duty under Coverages A or B to 1. Primary Insurance defend the additional insured against any"suit"if any other insurer has a duty This insurance is primary if you have agreed to defend the additional insured against - in a written contract or written agreement: that "suit". If no other insurer defends, a. That this insurance be primary. If other we will undertake to do so, but we will be insurance is also primary, we will share entitled to the additional insured's rights with all that other insurance as against all those other insurers. described in 3.below;or c. When this insurance is excess over b. The coverage afforded by this insurance other insurance, we will pay only our is primary and non-contributory with the share of the amount of the loss, if any, additional insured's own insurance. that exceeds the sum of: _ Paragraph a. and b. do not apply to (1) The total amount that all such other other insurance to which the additional insurance would pay for the loss in insured has been added as an additional the absence of this insurance;and insured or to other insurance described (2) The total of all deductible and self in paragraph 2.below. insured amounts under all that other 2. Excess Insurance insurance. This insurance is excess over: d. We will share the remaining loss, if any, a. Any of the other insurance, whether with any other insurance that is notdescribed in this Excess Insurance primary, excess, contingent or on any provision and was not bought specifically other basis: to apply in excess of the Limits of T (1) That is Fire, Extended Coverage, Insurance shown in the Declarations of Builder's Risk, Installation Risk or this Coverage Part. similar coverage for"your work"; 3. Method of Sharing _ (2) That is fire, lightning, or explosion If all of the other insurance available to the insurance for premises rented to you additional insured permits contribution by or temporarily occupied by you with equal shares,we will follow this method also. permission of the owner; Under this approach each insurer - (3) That is insurance purchased by you contributes equal amounts until it has paid to cover your liability as a tenant for its applicable limit of insurance or none of "property damage" to premises the loss remains,whichever comes first. rented to you or temporarily If any of the other insurance available to the occupied by you with permission of additional insured does not permit the owner;or contribution by equal shares, we will (4) If the loss arises out of the contribute by limits. Under this method, maintenance or use of aircraft, each insurer's share is based on the ratio of "autos" or watercraft to the extent its applicable limit of insurance to the total not subject to Exclusion g. of applicable limits of insurance of all insurers Section 1 - Coverage A - Bodily Injury And Property Damage Liability (5) That is any other insurance available to an additional insured under this endorsement covering liability for damages for which the additional insured has been added as an additional insured by that other insurance. All terms and conditions of this policy apply unless modified by this endorsement. Page 2 of 2 Includes copyrighted material of Insurance Services Office, Inc., CG 74 33 0512 with its permission. ACP GLD03046468826 78FF 17361 AGENT COPY 46 0011930 Texasmutuar WORKERS' COMPENSATION INSURANCE WORKERS' COMPENSATION AND WC 42 03 04 B EMPLOYERS LIABILITY POLICY Agent copy TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization (X)Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL TEXAS OPERATIONS 3. Premium: The premium charge for this endorsement shall be 2.00 percent of the premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Advance Premium: Included, see Information Page This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 1/15/18 at 12:01 a.m.standard time,forms a part of: Policy no.0001263528 of Texas Mutual Insurance Company effective on 1/15/18 Issued to: RESTROOM FACILITIES LTD CO &Lz This is not a bill Authorized representative NCCI Carrier Code: 29939 1/4/18 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com 1 (800)859-5995 1 Fax(800)359-0650 WC 42 03 04 B POLICY NUMBER: ACP3046468826 COMMERCIAL GENERAL LIABILITY CG 25 03 05 09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED CONSTRUCTION PROJECT(S) GENERAL AGGREGATE LIMIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Designated Construction Project(s): ALL PROJECTS Information required to complete this Schedule,if not shown above,will be shown in the Declarations. A. For all sums which the insured becomes legally 3. Any payments made under Coverage A for obligated to pay as damages caused by"occur- damages or under Coverage C for medical rences"under Section I—Coverage A,and for all expenses shall reduce the Designated Con- medical expenses caused by accidents under struction Project General Aggregate Limit for Section I—Coverage C, which can be attributed that designated construction project. Such only to ongoing operations at a single designated payments shall not reduce the General Ag- construction project shown in the Schedule gregate Limit shown in the Declarations nor above: shall they reduce any other Designated Con- t. A separate Designated Construction Project struction Project General Aggregate Limit for General Aggregate Limit applies to each des- any other designated construction project ignated construction project, and that limit is shown in the Schedule above. equal to the amount of the General Aggregate 4. The limits shown in the Declarations for Each Limit shown in the Declarations. Occurrence,Damage To Premises Rented To 2. The Designated Construction Project General You and Medical Expense continue to apply. Aggregate Limit is the most we will pay for the However, instead of being subject to the sum of all damages under Coverage A, ex- General Aggregate Limit shown in the Decla- cept damages because of "bodily injury" or rations, such limits will be subject to the appli- "property damage" included in the "products- cable Designated Construction Project Gen- completed operations hazard", and for medi- eral Aggregate Limit. cal expenses under Coverage C regardless of the number of: a. Insureds; b. Claims made or"suits" brought;or c. Persons or organizations making claims or bringing"suits". CG 25 03 05 09 C Insurance Services Office, Inc., 2008 Page 1 of 2 ACP GLD03046468826 78FF 17361 AGENT COPY 46 0011925 CG 25 03 05 09 B. For all sums which the insured becomes legally C. When coverage for liability arising out of the obligated to pay as damages caused by 'occur- "products-completed operations hazard" is pro- rences"under Section I—Coverage A,and for all vided, any payments for damages because of medical expenses caused by accidents under "bodily injury" or "property damage" included in Section I — Coverage C, which cannot be attrib- the "products-completed operations hazard" will uted only to ongoing operations at a single des- reduce the Products-completed Operations Ag- ignated construction project shown in the Sched- gregate Limit, and not reduce the General Ag- ule above: gregate Limit nor the Designated Construction 1. Any payments made under Coverage A for Project General Aggregate Limit. damages or under Coverage C for medical D. If the applicable designated construction project expenses shall reduce the amount available has been abandoned, delayed, or abandoned under the General Aggregate Limit or the and then restarted, or if the authorized contract- Products-completed Operations Aggregate ing parties deviate from plans, blueprints, de- Limit, whichever is applicable;and signs,specifications or timetables,the project will 2. Such payments shall not reduce any Desig- still be deemed to be the same construction pro- nated Construction Project General Aggre- ject. n gate Limit. E. The provisions of Section III — Limits Of Insur- ance not otherwise modified by this endorsement shall continue to apply as stipulated. All terms and conditions of this policy apply unless modified by this endorsement. Page 2 of 2 C Insurance Services Office, Inc., 2008 CG 25 03 05 09 ACP GLD03046468826 78FF 17361 AGENT COPY 46 0011926 Policy #ACP3046468826 COMMERCIAL AUTO AC 70 05 0316 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO PROTECTION - GOLD This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SUMMARY OF COVERAGES A. Effect of This Endorsement B. Newly Acquired or Formed Entities C. Employees as Insureds—Nonowned Autos D. Additional Insured by Contract, Permit or Agreement E. Supplementary Payments—Bail Bonds F. Supplementary Payments—Loss of Earnings G. Personal Effects and Property of Others Extension H. Prejudgment Interest Coverage I. Fellow Employee—Officer, Managers and Supervisors — J. Hired Auto Physical Damage K. Temporary Substitute Autos—Physical Damage Coverage L. Expanded Towing Coverage M. Auto Loan or Lease Coverage N. Original Equipment Manufacturer Parts—Leased Private Passenger Types O. Deductible Amendments P. Rental Reimbursement Coverage Q. Expanded Transportation Expense R. Extra Expense—Stolen Autos S. Physical Damage Limit of Insurance T. New Vehicle Replacement Cost U. Physical Damage Coverage Extension V. Transfer of Rights of Recovery Against Others To Us W. Section IV—Business Auto Conditions—Notice of and Knowledge of Occurrence X. Hired Car Coverage Territory Y. Emergency Lock Out Z. Cancellation Condition AC 70 05 0316 Includes copyrighted material of Insurance Services Office, Inc. Page 1 of 7 with its permission ACP BAPC30-3-6468826 LX7H 16356 INSURED COPY AC7005031600 0001 46 0010158 COMMERCIAL AUTO AC 70 05 0316 A. EFFECT OF THIS ENDORSEMENT If specifically required by the written contract or Coverage provided under this policy is modified agreement referenced in the paragraph above, by the provisions of this endorsement. If there any coverage provided by this endorsement to is any conflict between the provisions of this an additional insured shall be primary and endorsement and the provision(s) of any state- any other valid and collectible insurance avail- specific endorsement also attached to this poli- able to the additional insured shall be non- cy, then the provision(s) of the state-specific contributory with this insurance. If the written endorsement shall apply instead of the provi-' contract does not require this coverage to be - sions of this endorsement that are in conflict, primary and the additional insured's coverage to but only to the extent of the conflict, and only to be non-contributory, then this insurance will be the extent necessary to bring such provisions excess over any other valid and collectible insur- v into conformance with the state requirement(s) ance available to the additional insured. contained in the provision(s)of the state-specific endorsement. E. SUPPLEMENTARY PAYMENTS — BAIL B. NEWLY ACQUIRED OR FORMED ENTITIES BONDS The Named Insured shown in the Declarations is Supplementary Payments of SECTION II — amended to include any organization you newly COVERED AUTOS LIABILITY COVERAGE is acquire or form, other than a partnership, joint revised as follows: _ venture, or limited liability company, and over (2) Up to$2,500 for cost of bail bonds(including which you maintain ownership or majority (more bonds for related traffic law violations) than 50%) interest; if there is no other similar in- required because of an "accident"we cover. surance available to that organization. Coverage We do not have to furnish these bonds. under this provision is afforded until the 180'' F. SUPPLEMENTARY PAYMENTS — LOSS OF day after you acquire or form the organization or EARNINGS the end of the policy period,whichever is later. C. EMPLOYEES AS INSUREDS — NONOWNED Supplementary Payments of the SECTION II — AUTOS COVERED AUTOS LIABILITY COVERAGE is revised as follows: The following is added to paragraph A.1. Who Is (4) All reasonable expenses incurred by the "in- An Insured of SECTION II —COVERED AUTOS sured" at our request, including actual loss LIABILITY COVERAGE: of earnings up to $500 a day because of d. Any "employee" of yours is an "insured" time off from work. while using a covered "auto" you don't own, G. PERSONAL EFFECTS AND PROPERTY OF hire or borrow in your business or your per- OTHERS EXTENSION sonal affairs. 1. The. Care, Custody or Control Exclusion of D. ADDITIONAL INSURED BY CONTRACT, SECTION II — COVERED AUTOS PERMIT OR AGREEMENT LIABILITY COVERAGE, does not apply to The following is added to A.1. Who Is An In- "property damage" to property, other than sured of SECTION 11 — COVERED AUTOS your property, up to an amount not exceed- LIABILITY COVERAGE: ing $250 in any one "accident". Coverage Any person or organization that you are re- is excess over any other valid and collectible quired to name as an additional insured in a insurance. written contract or agreement that is executed 2. The following paragraph is added to A.4. or signed by you prior to a "bodily injury" or Coverage Extensions of SECTION III — .'property damage" occurrence is an "insured" PHYSICAL DAMAGE COVERAGE: for Covered Auto Liability coverage. How- ever, with respect to covered "autos", such c. We will pay up to$500 for your property person or organization is an insured only to that is lost or damaged as a result of a the extent that person or organization qualifies covered loss', without applying a de- as an "insured" under A.1. Who is an Insured of ductible. Coverage is excess over any SECTION II — COVERED AUTOS LIABILITY other valid and collectible insurance. COVERAGE: Page 2 of 7 Includes copyrighted material of Insurance Services Office, Inc. AC 70 05 0316 with its permission ACP BAPC30-3-6468826 LX7H 16356 INSURED COPY AC7005031600 0001 46 0010159 COMMERCIAL AUTO AC 70 05 0316 H. PREJUDGMENT INTEREST COVERAGE substitute for a covered "auto" you own that The following paragraph is added to SECTION II is out of service because of its: — COVERED AUTOS LIABILITY COVERAGE, a. Breakdown; 2. Coverage Extensions, a. Supplementary b. Repair; Payments: c. Servicing; (7) Prejudgment interest awarded against the "insured" on that part of the judgment we d. "Loss";or pay. If we make an offer to pay the appli- e. Destruction cable limit of insurance, we will not pay The coverage that applies is the same as any prejudgment interest based on that the coverage provided for the vehicle being period of time after the offer. replaced. 1. FELLOW EMPLOYEE — OFFICERS, MANAGERS,AND SUPERVISORS L. EXPANDED TOWING COVERAGE The Fellow Employee Exclusion in SECTION II 1. We will pay up to: — COVERED AUTOS LIABILITY COVERAGE is a. $100 for a covered "auto" you own of replaced as follows; the private passenger type, or A. "Bodily injury" to any fellow "employee" of b the"insured"arising out of and in the course . $500 for a covered "auto" you own that of the fellow "employee's" employment or is not of the private passengertype, while performing duties related to the con- for towing and labor costs incurred each duct of your business. This exclusion does time the covered "auto" is disabled. Howev- not apply to an "insured" who occupies a er, the labor must be performed at the place position as an officer, manager, or supervi- of disablement. sor. 2. This coverage applies only for an "auto" J. HIRED AUTO PHYSICAL DAMAGE covered on this policy for Comprehensive or If covered"auto"designation symbols 1 or 8 ap- Specified Causes of Loss Coverage and ply to Liability Coverage and if at least one au- Collision Coverages. to" you own is covered by this policy for Com- 3. Payment applies in addition to the otherwise prehensive, Specified Causes of Loss, or Colli- applicable amount of each coverage you sion coverages, then the Physical Damage have on a covered"auto". coverages provided are extended to "autos"you M. AUTO LOAN OR LEASE COVERAGE lease, hire, rent or borrow without a driver; and 1. In the event of a total "loss" to a covered provisions in the Business Auto Coverage Form "auto", we will pay any unpaid amount due applicable to Hired Auto Physical Damage apply on the loan or lease, including up to a max- up to a limit of$100,000. The deductible will be imum of $500 for early termination fees or equal to the largest deductible applicable to any penalties,for your covered"auto"less: owned "auto" for that coverage. Any Compre- ve deductible does not apply to fire or a. The amount paid under SECTION III — hensi ensiPHYSICAL DAMAGE COVERAGE of lightning. this policy; and K. TEMPORARY SUBSTITUTE AUTOS — PHYSICAL DAMAGE COVERAGE b. Any: The following is added to paragraph C. Certain 1) Overdue lease/loan payments at the Trailers, Mobile Equipment And Temporary time of the"loss": Substitute Autos of SECTION I - COVERED 2) Financial penalties imposed under a AUTOS: lease for excessive use, abnormal If Physical Damage Coverage is provided by wear and tear or high mileage; this Coverage Form, the following types of 3) Security deposits not refunded by a vehicles are also covered "autos"for Physi- lessor; cal Damage Coverage: 4) Costs of extended warranties, Credit Any "auto" you do not own while used with Life insurance, Health, Accident, or the permission of its owner as a temporary Disability insurance purchased with the lease;and AC 70 05 0316 Includes copyrighted material of Insurance Services Office, Inc., Page 3 of 7 with its permission ACP BAPC30-3-6468826 LX7H 16356 INSURED COPY AC7005031600 0001 46 0010160 COMMERCIAL AUTO AC 70 05 03 16 5) Carry-over balances from previous No deductible applies to glass if the glass is re- leases. paired, in a manner acceptable to us, rather than 2. This coverage only applies to a "loss"which replaced. is also covered under this policy for Com- P. RENTAL REIMBURSEMENT COVERAGE prehensive, Specified Causes of Loss, or 1. This coverage applies only to a covered"au- Collision coverage. to" for which Physical Damage Coverage is 3. Coverage does not apply to any unpaid provided on this policy. amount due on a loan for which the covered 2. We will pay for rental reimbursement ex- "auto"is not the sole collateral. penses incurred by you for the rental of an N. ORIGINAL EQUIPMENT MANUFACTURER "auto"because of"loss"to a covered"auto'. - PARTS — LEASED PRIVATE PASSENGER Payment applies in addition to the otherwise TYPES applicable amount of each coverage you Under Paragraph C. Limit of Insurance of have on a covered "auto." No deductibles SECTION III — PHYSICAL DAMAGE apply to this coverage. COVERAGE, Section 4 is added as follows: 3. We will pay only for those expenses incurred 4. We will use new original equipment vehicle during the policy period beginning 24 hours manufacturer parts for any private passen- after the"loss"and ending, regardless of the ger type covered "auto" where required by policy's expiration, with the lesser of the the lease agreement which has a term of at following number of days: least six months. If a new original equip- a. The number of days reasonably — ment vehicle manufacturer part is not in pro- required to repair or replace the covered duction or distribution we may use a like, "auto". If "loss" is caused by theft, this kind and quality replacement part. number of days is added to the number O. DEDUCTIBLE AMENDMENTS of days it takes to locate the covered The following are added to the Deductible provi- "auto"and return it to you. sion of SECTION III — PHYSICAL DAMAGE b. The number of days shown in the COVERAGE: Schedule. If another policy or coverage form that is not an 4. Our payment is limited to the lesser of the automobile policy or coverage form issued by following amounts: this company applies to the same"accident",the a. Necessary and actual expenses following applies: incurred. 1. If the deductible under this coverage is the b. $75 for any one day or for a maximum smaller (or smallest) deductible, it will be of 30 days. waived: 5. This coverage does not apply while there 2. If the deductible under this coverage is not are spare or reserve"autos"available to you the smaller(or smallest) deductible, it will be for your operations. reduced by the amount of the smaller (or 6. If"loss" results from the total theft of a cov- smallest)deductible. ered "auto" of the private passenger type, If a Comprehensive or Specified Causes of Loss we will pay under this coverage only that Coverage "loss" from one "accident" involves amount of your rental reimbursement ex- two or more covered "autos", only the highest penses which is not already provided for un- deductible applicable to those coverages will be der SECTION III — PHYSICAL DAMAGE applied to the"accident," if the cause of the loss COVERAGE Coverage Extension. is covered for those vehicles. This provision only Q. EXPANDED TRANSPORTATION EXPENSE applies if you carry Comprehensive or Specified Paragraph AA.a. of SECTION III — PHYSICAL Causes of Loss Coverage for those vehicles, DAMAGE COVERAGE is replaced by the follow- and does not extend coverage to any covered "autos" for which you do not carry such Ing' coverage. We will pay up to $50 per day to a maximum of $1500 for temporary transportation expense in- curred by you because of the total theft of a Page 4 of 7 Includes copyrighted material of Insurance Services Office, Inc AC 70 05 0316 with its permission. ACP BAPC30-3-6468826 LX7H 16356 INSURED COPY AC7006031600 0001 46 0010161 COMMERCIAL AUTO AC 70 05 0316 covered "auto" of the private passenger type. ment manufacturer or other sources in- We will only pay for those covered "autos" for cluding non-original equipment manu- which you carry Comprehensive or Specified facturers and Causes of Loss Coverage. We will pay for tem- b. If a repair or replacement results in bet- porary transportation expenses incurred during ter than like kind or quality, we will not the period beginning 24 hours after the theft and pay for the amount of the net improve- ending, regardless of the policy's expiration, ment. when the covered"auto"is returned to use or we 5. If we offer to pay the actual cash value of pay for its"loss". the damaged or stolen property, we will R. EXTRA EXPENSE—STOLEN AUTOS value auto advertising wraps, paint customi- The following paragraph is added to Coverage zation, and similar business related advertis- Extensions of SECTION III — PHYSICAL ing modifications, in addition to the actual DAMAGE COVERAGE: cash value of the property. Auto advertising c. We will pay for up to$5,000 for the expense wraps, paint customization, and similar of returning a stolen covered "auto" to you. business related advertising modifications We will pay only for those covered "autos" will be valued at the cost to replace them for which you carry Comprehensive or Spec- with an adjustment made for depreciation ified Causes of Loss Coverage and physical condition. S. PHYSICAL DAMAGE LIMIT OF INSURANCE T. NEW VEHICLE REPLACEMENT COST Under SECTION III — PHYSICAL DAMAGE The following is added to the Limit of Insurance _ COVERAGE, Paragraph C., Limit of Insurance provision of SECTION III — PHYSICAL is replaced by the following: DAMAGE COVERAGE: C. Limit Of Insurance 5. The provisions of paragraphs 1. and 3. do 1. The most we will pay for "loss" in any one not apply to a covered "auto" of the private + "accident"is the lesser of: passenger type or a vehicle with a gross vehicle weight rating of 20,000 pounds or a. The actual cash value of the damaged less which is a"new vehicle." or stolen property as of the time of the In the event of a total "loss" to your new ve- "IOSS", or b. The cost of repairing or replacing the hicle to which this coverage applies, we will P 9 P 9 pay at your option: damaged or stolen property. a. The verifiable "new vehicle" purchase - 2. $1500 is the most we will pay for "loss" in price you paid for your damaged vehi- any one accident to all electronic equip- cle, not including any insurance or war- ment that reproduces, receives or transmits ranties purchased; audio, visual or data signals which, at the b. If it is available, the purchase price, as time of"loss", is: negotiated by us, of a "new vehicle" of a. Permanently installed in or upon the the same make, model, and equipment covered "auto" in a housing, opening or or the most similar model available, not other location that is not normally used including any furnishings, parts, or by the "auto" manufacturer for the in- equipment not installed by the manufac- stallation of such equipment. turer or manufacturers'dealership;or. b. Removable from a permanently installed c. The market value of your damaged ve- housing unit as described in Paragraph hicle, not including any furnishings, 2.a. above or is an integral part of that parts, or equipment not installed by the equipment;or manufacturer or manufacturer's dealer- c. An integral part of such equipment. ship. 3. An adjustment for depreciation and physical We will not pay for initiation or set up costs condition will be made in determining actual associated with loans or leases cash value in the event of a total"loss". As used in this endorsement, a "new 4. The cost of repairing or replacing may: vehicle" means an "auto" of which you are a. Be based on an estimate which includes the original owner that has not been previ- parts furnished by the original equip- AC 70 05 0316 Includes copyrighted material of Insurance Services Office, Inc., Page 5 of 7 with its permission ACP BAPC30-3-6468826 LX7H 16356 INSURED COPY AC7005031600 0001 46 0010162 COMMERCIAL AUTO AC 70 05 0316 ously titled and which you purchased less a. Your obligation in the Duties in the Event than 365 days before the date of the"loss". of Accident, Claim, Suit or Loss Condi- tion relative to notification requirements _ U. PHYSICAL DAMAGE COVERAGE applies only when the "accident" or EXTENSIONS "loss"is known to: Under SECTION III — PHYSICAL DAMAGE (1) You, if you are an individual; ! COVERAGE, A. Coverage, Coverage Exten- (2) A partner, if you are a partnership; sions, b. Loss of Use Expenses is replaced by (3) A member, if you are a limited liability the following: company;or b. Loss of Use Expenses (4) An executive officer or insurance ` For Hired Auto Physical Damage, we will manager,if you are a corporation. pay expenses for which an "insured" be- b. Your obligation in the. Duties in the Event comes legally responsible to pay for loss of of Accident, Claim, Suit or Loss Condition use of a vehicle rented or hired without a relative to providing us with documents driver, under a written rental contract or concerning a claim or "suit" will not be agreement. We will pay for loss of use ex- considered breached unless the breach penses if caused by: occurs after such claim or"suit" is known (1) Other than collision if the Declarations to: indicate that Comprehensive Coverage (1) You, if you are an individual; is provided for any covered"auto"; (2) A partner, if you are a partnership; - (2) Specified Causes of Loss only if the (3) A member, if you are a limited Declarations indicate that Specified liability company;or Causes of Loss Coverage is provided (4) An executive officer or insurance for any covered"auto"; or manager,if you are a corporation. (3) Collision only if the Declarations indicate that Collision Coverage is provided for any covered"auto." X. HIRED CAR—COVERAGE TERRITORY _ However, the most we will pay for any Item (5) of the Policy Period, Coverage Territory expenses for loss of use is $50 per day,to a GeneralConditionss replaced by the following: maximum of$1,500.The insurance provided (5)Anywheren theworldif a covered"auto" is by this provision is excess over any other leased, hired, rented or borrowed without a collectible insurance. driverfor a period of 30 days or less;and V. TRANSFER OF RIGHTS OF RECOVERY Y. EMERGENCY LOCKOUT AGAINST OTHERS TO US We will reimburse you up to$100 for reasonable The following is added to the Transfer Of Rights expense incurred for the services of a locksmith Of Recovery Against Others To Us Condition: to gain entry into your covered "auto" subject to We waive any right of recovery we may these provisions: have against any person or organization to 1. Your door key, electronic key or key entry the extent required of you by a written con- pad has been lost, stolen or locked in your tract executed prior to any "accident" be- covered "auto" and you are unable to enter cause of payments we make for damages such"auto", or under this coverage form. 2. Your keyless entry device battery dies and W. NOTICE OF AND KNOWLEDGE OF you are unable to enter such "auto"as a re- OCCURRENCE suit, - SECTION IV—BUSINESS AUTO 3. Your key, electronic key or key entry pad CONDITIONS, Paragraph A is amended as has been lost or stolen and you have follows: changed the lock to prevent an unauthorized 6. NOTICE OF AND KNOWLEDGE OF entry;and OCCURRENCE Page 6 of 7 Includes copyrighted material of Insurance Services Office, Inc AC 70 05 0316 with its permission. ACP BAPC30.3-6468826 LX7H 16356 INSURED COPY AC7005031600 0001 46 0010163 COMMERCIAL AUTO AC 70 05 03 16 4. Original copies of receipts for services of a If we cancel for any reason other than non- locksmith must be provided before reim- payment of premium, we will mail or deliver bursement is payable. to the First Named Insured written notice of Z. CANCELLATION CONDITION cancellation at least 60 days before the ef- fective date of cancellation. This provision Paragraph A.2. of the COMMON POLICY does not apply in those states that require CONDITION — CANCELLATION applies more than 60 days prior notice of cancella- except as follows: tion. AC 70 05 03 16 Includes copyrighted material of Insurance Services Office, Inc., Page 7 of 7 with its permission ACP BAPC30-3-6468826 LX7H 16356 INSURED COPY AC7005031600 0001 46 0010164 Policy #ACP3046468826 COMMERCIAL GENERAL LIABILITY CG 20 33 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured any person or additional insureds, the following additional organization for whom you are performing exclusions apply: operations when you and such person or This insurance does not apply to: Organization have agreed in writing in a contract or 1. "Bodily injury", "property damage" or "personal agreement that such person or organization be added as an additional insured on your policy. and advertising injury" arising out of the Such person or organization is an additional rendering of, or the failure to render, any _ professional architectural, engineering or insured only with respect to liability for "bodily surveying services, including: injury", "property damage" or "personal and advertising injury"caused, in whole or in part, by: a. The preparing, approving, or failing to 1. Your acts or omissions; or prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, 2. The acts or omissions of those acting on your change orders or drawings and behalf; specifications;or in the performance of your ongoing operations for b. Supervisory, inspection, architectural or the additional insured. engineering activities. However, the insurance afforded to such This exclusion applies even if the claims against additional insured: any insured allege negligence or other wrongdoing 1. Only applies to the extent permitted by law; in the supervision, hiring, employment, training or and monitoring of others by that insured, if the 2. Will not be broader than that which you are "occurrence" which caused the "bodily injury" or required by the contract or agreement to "property damage", or the offense which caused provide for such additional insured. the "personal and advertising injury", involved the A person's or organization's status as an rendering of or the failure to render any additional insured under this endorsement ends professional architectural, engineering or when your operations for that additional insured surveying services. are completed. CG 20 33 0413 ©Insurance Services Office, Inc., 2012 Page 1 of 2 ACP GLD03036468826 LY45 16357 INSURED COPY 46 0010057 CG 20 33 0413 2. "Bodily injury" or "property damage" occurring C. With respect to the insurance afforded to these after: additional insureds, the following is added to a. All work, including materials, parts or Section III— Limits Of Insurance: equipment furnished in connection with The most we will pay on behalf of the additional such work, on the project (other than insured is the amount of insurance: service, maintenance or repairs) to be 1. Required by the contract or agreement you performed by or on behalf of the additional have entered into with the additional insured; insured(s) at the location of the covered or operations has been completed; or 2. Available under the applicable Limits of b. That portion of "your work" out of which the Insurance shown in the Declarations; injury or damage arises has been put to its intended use by any person or organization whichever is less. other than another contractor or This endorsement shall not increase the subcontractor engaged in performing applicable Limits of Insurance shown in the operations for a principal as a part of the Declarations. same project. All terms and conditions apply unless modified by this endorsement. Page 2 of 2 ©Insurance§ervices Office, Inc., 2012 CG 20 33 0413 ACP GLD03036468826 LY45 16357 INSURED COPY 46 0010058 EXHIBIT C Buyboard Commodity Group#512-16 Contract for Services—Exhibit C Page 11 of 12 Index Attachment .01 PFLqrd 0 Exhibit 'C'bs mo I"Buyboard Commodity Group" , Vendor Contract Information Searches: Vendor Name: Restroom Facilities Ltd.(CorWorth) Search by Vendor Address: 1707 Colt Circle Browse Contracts Marble Falls,TX 78654 Phone Number: (512)222-5454 Extension: 106 Search: Email: hector@corworth.com Q Website: hfp:/Avww.corworth.com 0 All Federal ID: 88-0243514 O vendor Discounts Only Contact: Hector Garcia O Catalog Pricing Only Accepts RFQs: Yes Minority Owned: No Refine Your Search: Women Owned: No Vendo Service-Disabled Veteran Owned: No Restroom Facilities Ltd. EDGAR Forms Received: Yes (CorWorth)[X] x Price Ranae No Israel Boycott Certificate: No Show all prices No Excluded Foreign Terrorist Orgs: No Cateaory Contract Name: Parks and Recreation Equipment and Field Lighting Products and Installation None Selected Contract#: 512-16 Contract None selected Effective Date: 10/01/2016 Expiration Date: 09/30/2019 Payment Terms: Net 30 days Delivery Days: 120 Shipping Terms: Pre-paid and added to invoice Freight Terms: FOB Destination Additional Resources Ship Via: Common Carrier Region Served: All Texas Regions States Served: All States ] Additional Info: EDGAR Vendor Certification Form(relating to 2 CFR Part 200&Appendix II Vendor response document,and can be found in the Vendor Proposal File Iii the page. Quote Reference Number: 512-16 Return Policy: No returns Contract Documents EDGAR Notice: Click to view EDGAR Notice Proposal Documents: Click to view BuyBoard Proposal Documents Regulatory Notice: Click to view Bonding Regulatoty Notice Construction Services Advisory: Click to view the Construction Related Goods and Services Advisory_ Proposal Files: Click to view Vendor Proposal Files Documents Renewal Notice/Letter: Click to view Vendor Renewal Notice/Letter Documents https:Happ.buyboard.com/Search/Index?SearchTerm=512-16&Vendorld=3649[5/24/2018 9:13:37 AM] hoard PFCoaperative Purchasing P.O.Box 400 Austin, 7X 78767-0400 800.695.2919/512.467.0222/ Fax.800.211.5454 buyboard.com -- August 28, 2017 Sent via email to: hector(a-)corworth.com Hector Garcia Restroom Facilities Ltd. (CorWorth) 1707 Colt Circle Marble Falls TX 78654 Re: Parks & Recreation Equipment, Field Lighting Products, & Installation BuyBoard Contract 512-16 The Local Government Purchasing Cooperative (BuyBoard) awarded your company a contract under Parks & Recreation Equipment, Field Lighting Products, & Installation, Contract 512-16 effective October 1, 2016 through September 30, 2017, with two possible one-year renewals. At this time, we are renewing your contract through September 30, 2018. All discounts, terms, and conditions of your contract will remain the same. If you agree to this renewal, there is nothing you need to do. However, if you do not agree to this renewal, you must notify me immediately via email at connie.burkettatasb.org. Reminder: Once a BuyBoard contract is awarded, vendors must generate a minimum of $15,000 annually or they may not be offered a contract renewal. Evaluations will be made annually, prior to the expiration date of the contract term, and the BuyBoard reserves the right to discontinue the vendor's contract at that time. Additionally, all purchase orders must be processed through the BuyBoard. Except as expressly authorized in writing by the Cooperative's administrator, you are not authorized to process a purchase order received directly from a Cooperative member. Accepting orders directly from a member entity without Cooperative authorization is a violation of the terms of your contract. We request your assistance in immediately forwarding any orders received directly from member entities. Purchase orders may be sent to us either by fax (800- 211-5454) or by email (infoCa)buyboard.com). If by chance an order sent directly to you has been unintentionally processed, please forward it to the Cooperative and note it as RECORD ONLY to prevent duplication. If you have questions or comments concerning this renewal, please contact me as soon as possible at connie.burkett(a)_tasb.org. We appreciate your interest in The Local Government - Purchasing Cooperative. /Sincerely, QQ 1 co-t K- Connie W Burkett, CTSBS Contract Administrator —,— The Local Government Purchasing Cooperative is endorsed by the Texas Association of School Boards, = =T� Texas Municipal League,Texas Association of Counties,and the Texas Association of School Administrators. PCWpwstJre Purchasing P.O.Box 400 Austin, TX 78767.0400 800.695.1919/512.467.0122 1 Far.800.211.5454 bayboard.eom July 28,2016 Sent Via E-mail: hector0corworth.com Hector Garcia Restroom Facilities Ltd. 1707 Colt Cirde t Marble Falls,TX 78654 Re: Notice of The Local Government Purchasing Cooperative Award Proposal Name and Number:Parks and Recreation Equipment and Field Lighting Products and Installation, } Proposal No.512-16 Congratulations,The Local Government Purchasing Cooperative(Cooperative)has awarded your company a BuyBoard® contract based on the above-referenced Proposal. The contract is effective 10/1/2016 through 9/30/2017, with two possible one-year renewals. The contract documents are those identified in Section 3 of the General Terms and Conditions of the specifications. To view the items your company has been awarded, please review the proposal tabulation No. 512-16 on the following web-site: www.buyboard.com/vendor. Only items marked as awarded to your company can be sold through the BuyBoard contract.In addition,on this website you will find the membership list which will provide you with the names of all entities with membership in our purchasing cooperative. Enclosed with this letter you will find the following documents: ■ Vendor Quick Reference Sheet • Electronic Catalog Format Instructions • Vendor Billing Procedures You are advised that receipt of a purchase order directly from a Cooperative member is not within the guidelines of the Cooperative. Accepting purchase orders directly from Cooperative members may result in a violation of the State of Texas competitive bid statute and termination of this Cooperative BuyBoard contract. Therefore, all purchase orders must be processed through the BuyBoard in order to comply. Please forward by fax(1-800- 211-5454) any order received directly from a Cooperative member. If you inadvertently process a purchase order sent directly to you by a Cooperative member, please fax the order to the above number and note it as RECORD ONLY to prevent duplication. Per proposal specifications,awarded vendors will have 30 days or sooner to submit their electronic catalog including pricing. If the electronic data is not provided within 30 days or sooner of notice of award, we reserve the right to inactivate any company's award information from the BuyBoard until such time the electronic data is received. On behalf of the Texas Association of School Boards, we appreciate your interest in the Cooperative and we are looking - forward to your participation in the program. If you have any questions, please contact BuyBoard Procurement Staff at 800-695-2919. Sincerely,_ Arturo Salinas BuyBoard Procurement Director w The Local Govemnent Piffdwirg Cooperative is endorsed by the 7eyas Association of School Boards. 3 r:: Texas Municipal League,texas Association of Counties,and►he Texas Association of School Administrators. Board DwCooperoffire Purchasing 'Isq 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454•www.buyboard.com PROPOSER'S AGREEMENT AND SIGNATURE Proposal Name: Parks and Recreation Equipment Proposal Opening Date and Time: and Field Lighting Products and Installation March 15, 2016 at 2:00 PM Location of Proposal Opening: Texas Association of School Boards, Inc. BuyBoard Department Proposal Number: 512-16 12007 Research Blvd. Austin,TX 78759 Anticipated Cooperative Board Meeting Date: Contract Time Period:October 1, 2016 through July 2016 September 30, 2017 with two (2) possible one-year renewals. KLeg-moons -F&.c Name of Proposing Company Date i17o 7 Cc 14- Ci rd�. Street Address Signature of A horized Company Official M�RbI� 1 46, T,< 7e&F41 a ?v +WIAA1 City, State, Zip Printed Name of Authorized Company Official 5-IL- zZ2- S-gsg PRas.%1)Elu-( Telephone Number of Authorized Company Official Position or Title of Authorized Company Official SI Z- 7— Z2-- 315-q $S- oolg3S1y Fax Number of Authorized Company Official Federal ID Number The proposing company C you"or"your") hereby acknowledges and agrees as follows: 1. You have carefully examined and understand all Cooperative information and documentation associated with this Proposal Invitation, including the Instructions, General Terms and Conditions, Attachments/Forms, Item Specifications, and Line Items (collectively"Requirements'; 2. By your response ("Proposal'I to this Proposal Invitation, you propose to supply the products or services submitted at the prices quoted in your Proposal and in strict compliance with the Requirements, unless specific deviations or exceptions are noted in the Proposal; 3. Any and all deviations and exceptions to the Requirements have been noted in your Proposal and no others will be claimed; iVj FORM A—PAGE 1 CONST.V.11.18.15 r�ee.ltil� Board Cooperative Perchaslog 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919 • FAX: 800-211-5454•www.buyboard.com 4. If the Cooperative accepts any part of your Proposal and awards you a contract, you will furnish all awarded products or services at the prices quoted and in strict compliance with the Requirements (unless specific exceptions are noted in the Proposal), including without limitation the Requirements related to: a. conducting business with Cooperative members, including offering pricing to members that is the best you offer compared to similar customers; b. payment of a service fee in the amount specified and as provided for in this Proposal Invitation; c. the possible award of a piggy-back contract by another governmental entity, in which event you will offer the awarded goods and services in accordance with the Requirements; and d. submitting price sheets or catalogs in the proper format for posting on the BuyBoard as a prerequisite to activation of your contract; S. You have clearly identified any information in your Proposal that you believe to be confidential or proprietary or that you do not consider to be public information subject to public disclosure under a Texas Public Information Act request or similar public information law; 6. The individual signing this Agreement is duly authorized to enter into the contractual relationship represented by this Proposal Invitation on your behalf and bind you to the Requirements, and such individual (and any individual signing a Form) is authorized and has the requisite knowledge to provide the information and make the representations and certifications required in the Requirements; 7. You have carefully reviewed your Proposal, and certify that all information provided is true, complete and accurate, and you authorize the Cooperative to take such action as it deems appropriate to verify such information; and 8. Any misstatement, falsification, or omission in your Proposal, whenever or however discovered, may disqualify you from consideration for a contract award under this Proposal Invitation or result in termination of an award or any other remedy or action provided for in the General Terms and Conditions or by law. FORM A-PAGE 2 MNST.V.11.18.15 Board Cooperat/ve Prrrehasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX:800-211-5454•www.buyboard.com VENDOR PURCHASE ORDER, REQUEST FOR QUOTES, AND INVOICE RECEIPT OPTIONS Company: RESVOOnt FAci<<�t�e5 General Contact Name: RE�-TDR L7xRC.. �} Purchase Orders: Purchase orders from Cooperative members will be available through the Internet or by facsimile. Option 1: Internet. Vendors need Internet access and at least one e-mail address so that notification of new orders can be sent to the Internet contact when a new purchase order arrives. An information guide will be provided to vendors that choose this option to assist them with retrieving their orders. Option 2: Fax. Vendors need a designated fax line available at all times to receive purchase orders. Please choose only one (1) of the following options for receipt of purchase orders and provide the requested information: [[ I will use the INTERNET to receive purchase orders. 11 Jl E-mail Address: �E LToA ® CpriWar-+'k - C-o+L Internet Contact: RL(-6 tz- G AK Ct Phone: 1571 2"Z2-2-sSy5"y Alternate E-mail Address: 3o k m & "rQ) r UL • G o v---- Alternate Internet Contact: 'J—OLtK. Py�WIAAl1 Phone: 5`(2-'22-Z-5-yS"K ❑ I will receive purchase orders via FAX. Fax Number: Fax Contact: Phone: Request for Quotes C'RFQ^l: Cooperative members will send RFQs to you by e-mail. Please provide e-mail addresses for the receipt of RFQs: E-mail Address: G,E G�O� ® Cy�W DrY� • Gc7 Alternate E-mail Address: 30 Ll N- �/ Car wor 44 • GOA Invoices: Your company will be billed monthly for the service fee due under a contract awarded under this Proposal Invitation. All invoices are available on the BuyBoard website and e-mail notifications will be sent when they are ready to be retrieved. Please provide the following address, contact and e-mail information for receipt of service fee invoices and related communications: Mailing address: 1107 Co (4- Circle- — Department: 5A-(4s City: MAR 6 1Q_ rA((S State: -Or— Zip Code: 79 65-7 Contact Name: RCC-66& G A-KG--A Phone: 5-12--Z Z Z- Syr y Fax: S(7-'7-7—L-3157 E-mail Address: H EL-CO P, 0 60 RI;1)R4'1- • covet Alternative E-mail Address:�y h n ® co 4w oxl-tll . 'so ww- FORM B CONST.V.11.18.15 Board® Cooperative Purchasing 12007 Research Boulevard•Austin, Texas 78759-2439 PH: 800-695-2919 •FAX:800-211-5454 ,www.buyboard.com FELONY CONVICTION DISCLOSURE AND DEBARMENT CERTIFICATION FELONY CONVICTION DISCLOSURE Subsection (a) of Section 44.034 of the Texas Education Code (Notification of Criminal History of Contractor)states:"A person or business entity that enters into a contract with a school district must give advance notice to the district if the person or an owner or operator has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony." Section 44.034 further states in Subsection (b): "A school district may terminate a contract with a person or business entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for services performed before the termination of the contract." Please check lJl one of the following: ❑ My company is a publicly-held corporation.(Advance notIce requinernent does not apply to pubkcty-held oMmradon.) ['My company is not owned or operated by anyone who has been convicted of a felony. ❑ My company is owned/operated by the following individual(s)who has/have been convicted o a felony: Name of Felon(s): Details of Conviction(s): By signature below, I certify that the above information is true, complete and accurate and that I am authorized by my company to make this certification. REST�On&-.- F46 14 es L+D . �--� Company Name c� f J+✓V1 i4 Aj Signature r uthorized Company Official Printed Name DEBARMENT CERTIFICATION Neither my company nor an owner or principal of my company has been debarred, suspended or otherwise made ineligible for participation in Federal Assistance programs under Executive Order 12549, "Debarment and Suspension,"as described in the Federal Register and Rules and Regulations. By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. ( %ES-rP,00m_ FA c i l L� e.5 Company Name Yt- PJ+WtA Al Signature of uthoriz Company Official Printed Name FORM C CONST.V.11.18.15 Board L7 U Cooperative Porchas/ng 12007 Research Boulevard • Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454•www.buyboard.com RESIDENT/NONRESIDENT CERTIFICATION Chapter 2252, Subchapter A, of the Texas Government Code establishes certain requirements applicable to proposers who are not Texas residents. Under the statute, a "resident" proposer is a person whose principal place of business is in Texas, including a person whose ultimate parent company or majority owner has its prindpal place of business in Texas. A"nonresident" proposer is a person who is not a Texas resident. Please indicate the status of your company as a "resident" proposer or a "nonresident" proposer under these definitions. Please check(,h one of the following. V,certify that my company is a Resident Proposer. ❑ I certify that my company is a Nonresident Proposer. If your company is a Nonresident Proposer, you must provide the following information for your resident state (the state in which your company's principal place of business is located): Company Name Address city State Zip Code A. Does your resident state require a proposer whose principal place of business is in Texas to under-price proposers whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable contract? ❑ Yes ❑ No B. What is the prescribed amount or percentage? $ or % VENDOR EMPLOYMENT CERTIFICATION Section 44.031(b) of the Texas Education Code establishes certain criteria that a school district must consider when determining to whom to award a contract. Among the criteria for certain contracts is whether the vendor or the vendor's ultimate parent or majority owner (i) has its principal place of business in Texas; or(ii)employs at least 500 people in Texas. If neither your company nor the ultimate parent company or majority owner has its principal place of business in Texas, does your company, ultimate parent company, or majority owner employ at least 500 people in Texas? Please check 6A one of the following, ❑ Yes ❑ No By signature below, I certify that the information in Sections 1 (ResidenVNonresident Certification)and 2 (Vendor Employment Certification)above is true, complete and accurate and that I am authorized by my company to make this certification.ff � - Company Name nn Signature of uthorized Company Official Printed Name FORM D CONST.V.11.18.15 wBoard® apperafte Purchasing 12007 Research Boulevard.Austin,Texas 78759-2439 PH: 800-695-2919 •FAX:800-211-5454,www.buyboard.com HISTORICALLY UNDERUTILIZED BUSINESS CERTIFICATION A proposer that has been certified as a Historically Underutilized Business (also known as a Y Minority/Women Business Enterprise or "MWBE" and all referred to in this form as a "HUB'S is encourager) to indicate its HUB certification status when responding to this Proposal Invitation. The electronic catalogs will indicate HUB certifications for vendors that properly indicate and document their HUB certification on this form. Please check(A all that aooN ❑ I certify that my company has been certified as a HUB in the following categories: ❑ Minority Owned Business ❑ Women Owned Business ❑ Service-Disabled Veteran Owned Business (veteran defined by 38 U.S.C. §101(2),who has a service-connected disability as defined by U.S.C.§ 101(16),and who has a disability rating of 20%or more as determined by the U.S. Department of Veterans Affairs or Department of Defense) Certification Number: Name of Certifying Agency: My company has NOT been certified as a HUB. By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. bot . Company Name 2 Signature of A orized Company Officia[ ,so Printed Name FORM E CONST.V.11.18.15 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454 •www.buyboard.com AFFIRMATION REGARDING CONSTRUCTION-RELATED GOODS AND SERVICES A contract awarded under this Proposal Invitation covers only the specific goods and services awarded by the BuyBoard. As explained in the BuyBoard Construction Related Goods and Services Advisory for Texas Members ("Advisory'), Texas law prohibits the procurement of architecture or engineering services through a purchasing cooperative. This BuyBoard contract does not include such services. Architecture or engineering services must be procured by a Cooperative member separately, in accordance with the Professional Services Procurement Act (Chapter 2254 of the Texas Government Code)and other applicable law and local policy. The Advisory, attached to this Form F, provides an overview of certain legal requirements that are potentially relevant to a Cooperative member's procurement of construction or construction-related goods and services, including those for projects that may involve or require architecture, engineering or independent testing services. By signature below, the undersigned affirms that Proposer has read and understands the Advisory attached to this Foran F and is authorized by Proposer to make this affirmation. If Proposer sells construction-related goods or services to a Cooperative member under a BuyBoard contract awarded under this Proposal Invitation, Proposer will comply with the Advisory and applicable legal requirements, make a good faith effort to make its Cooperative member customers or potential Cooperative member customers aware of such requirements, and provide a Cooperative member with a copy of the Advisory before executing a Member Construction Contract with the member or accepting the member's purchase order for construction-related goods or services, whichever comes first. Company Name Signature f Authorized Company Official Printed Name 3. 13- I (o Date FORM F-PAGE 1 CONSTM.11.18.15 Board® cooperative Porchaslog 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX:800-211-5454 •www.buyboard.com BUYBOARD PROCUREMENT AND CONSTRUCTION-RELATED GOODS AND SERVICES ADVISORY FOR TEXAS MEMBERS Why make purchases using BuyBoard? Purchasing through a cooperative or "interlocal contract" satisfies the requirement of local governments to seek competitive procurement for the purchase of y goods or services.I Therefore, you may purchase goods and services from a vendor through BuyBoard without having to conduct your own competitive procurement. If, however, you are procuring construction-related services through a BuyBoard Job Order Contract(JOC)or contract for the installation of equipment or materials (e.g., athletic fields and surfaces, kitchen equipment, HVAC, playground equipment,or modular buildings),you may, as explained in this Advisory, need to procure certain aspects of these services using a separate procurement process outside of the BuyBoard and should consult your procurement officer and/or legal advisor for specific advice. What is BuyBoard's Procurement Process? The BuyBoard uses a competitive procurement process to award contracts to vendors for goods and services that the BuyBoard determines, based on an evaluation of multiple criteria, represents the best value for its members. How does BuyBoard award a contract to a vendor? As a condition of being awarded a BuyBoard contract, a vendor is bound by and must agree to comply with all the terms of the BuyBoard's proposal invitation (or specifications), the vendor's proposal response, and any additional contract terms negotiated with the BuyBoard member. Among other things, the vendor must honor the pricing submitted in the vendor's proposal. THE PRICE YOU PAY FOR THE GOODS AND SERVICES COVERED BY THE BUYBOARD CONTRACT MAY BE LESS THAN THE AWARDED PRICING, BUT CANNOT BE MORE. a Additionally, the vendor must comply with the BuyBoard contract's general terms and conditions, and any additional terms and conditions that apply to the specific BuyBoard contract, as set out in the proposal invitation. How does a BuyBoard member make purchases through the BuyBoard contract? You utilize the awarded BuyBoard contract by issuing a signed purchase order through the BuyBoard online application to procure the selected goods or services. Although BuyBoard must receive a copy of the signed purchase order, BuyBoard does not review or approve the purchase order or other supplemental agreement that you obtain — this is a matter between you and the vendor. If construction-related services are procured through the BuyBoard, additional contracts with professionals and the contractor may be required, depending on the nature and scope of the services. As stated above, you should consult your procurement officer and/or legal advisor for specific advice. How do I know that my entity has made a purchase through the BuyBoard? BuyBoard must have a copy of the purchase order in order for the purchase to be considered a BuyBoard procurement To ensure that your entity has satisfied state law requirements for competitive procurement, make sure that the BuyBoard has your purchase order. Do not rely on the vendor to _ submit the purchase order on your behalf; it is your responsibility to make sure that the BuyBoard has the signed purchase order. You may log in to www.buvboard.com using your member I.D. and password to view the Purchase Order Status Report to confirm that the purchase order is in the BuyBoard system. What should BuyBoard members consider when using BuyBoard for construction-related purchases? While purchasing goods and services through BuyBoard satisfies your legal requirement to competitively procure a good or service, as a general matter you must keep in mind other legal requirements that may relate to the purchase, especially when using BuyBoard for construction-related procurement. FORM F-PAGE 2 CONST.V.11.18AS J Board Cooperative Purchasloy _ 12007 Research Boulevard•Austin,Texas 78759-2439 PH: 800-695-2919 •FAX: 800-211-5454 •www.buyboard.com When making construction-related purchases through a BuyBoard contract, BuyBoard members must consider the following: Best value determination. In compliance with Texas law and any local policy, your entity must first determine that purchasing through an interlocal contract or purchasing cooperative is the procurement method that will provide best value:' This is done by the governing body (e.g., board of trustees, council, commissioners' court, etc.) or may be delegated by the governing body to an individual or committee,with written notice. Products or services not covered by the BuyBoard contract. The BuyBoard contract covers only the specific goods and services awarded by the BuyBoard. If you want to purchase from a BuyBoard vendor goods or services from a BuyBoard vendor that are not covered by the vendor's BuyBoard contract, such as architectural, design, or engineering services, you must procure them separately in accordance with state law and local policy. Architectural or Engineering and Independent Testing services. If your procurement includes a construction component that requires architectural or engineering services, you must procure those services separately. YOU MAY NOT PROCURE ARCHITECTURAL OR ENGINEERING SERVICES THROUGH A BUYBOARD CONTRACT. Texas law requires architectural and engineering services to be obtained in accordance with the Professional Services Procurement Act (Chapter 2254 of the Texas Government Code) and prohibits them from being procured through a purchasing cooperative.'° o Architecture.A new building owned by a political subdivision having construction costs exceeding $100,000 or an alteration or addition to an existing building having construction costs exceeding $50,000 must have architectural plans and specifications prepared by an architect." (An "alteration" or "addition" for purposes of this requirement requires the removal, relocation, or addition of a wall or partition or the alteration or addition of an exit.) o Engineering. If the goods or services procured through the BuyBoard will involve engineering in which the public health, welfare, or safety is Involved, the plans for structural, mechanical, electrical, electronic, fire suppression, geotechnical systems, foundation design, surface water drainage, plumbing and certain roof modifications and associated estimates must be prepared by an engineer, and the engineering construction must be performed under the direct supervision of an engineer." The Engineering Practice Act provides two exceptions to this rule — no engineer is required if (1) the project involves mechanical or electrical engineering and will cost $8,000 or less, or (2) the project does not require - mechanical or electrical engineering and will cost$20,000 or less:" o Independent Testing. If acceptance of a facility by a public entity involves independent besting of construction materials engineering and/or verification testing services, the testing services should be procured under the Professional Services Procurement Act, and may not be procured under a BuyBoard contract. o Written Certification. Effective 09/01/2013, a local governmental entity purchasing construction-related goods and services through a cooperative in an amount that exceeds $50,000 must designate a person to certify in writing that the project does not require the preparation of plans or specifications by an architect or engineer OR that an architect or engineer has prepared the plans or specifications:"' FORM F-PAGE 3 CONST.V.11.18.15 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX:800-211-5454•www.buyboard.com > Bonds. You must also consider whether the vendor is required to provide a payment or performance bond. A payment bond is required for contracts that exceed $25,000 to protect subcontractors who supply labor or materials for the project. A performance bond is required for a contract that exceeds $100,000, to protect the local government if a contractor fails to complete the project.`"" Without payment and performance bonds, if the contractor fails to pay its subcontractors or to complete the project, the public entity that entered the contract can be held responsible for payment claims or costs to complete. > Construction Contract. Even though the procurement of construction or construction-related services may be through the BuyBoard,your construction contract is between your entity and the contractor. The BuyBoard contract's general terms and conditions, standing alone, are not sufficient to document your entity's specific transaction. THEREFORE, YOU SHOULD USE AN APPROPRIATE FORM OF CONSTRUCTION CONTRACT JUST AS YOU WOULD DO IF YOU PROCURED CONSTRUCTION SERVICES INDEPENDENTLY, USING COMPETITIVE SEALED PROPOSALS. The contract must contain provisions required by state law including: performance and payment bonds, requirements for payment of prevailing wages to all construction workers, workers' compensation coverage for all workers and, on projects where contractor employees may have direct contact with students, criminal history record checks. Other provisions which should be considered in the construction contract are retainage, contingency, liquidated damages and dispute resolution, among others. By supplementing the BuyBoard contract with an appropriate form of construction contract, you ensure that your entity's unique interests are addressed and that your entity can enforce the contract directly. > Legal advice. Because of the variety of laws that relate to construction-related purchasing and the potential risk of high exposure, you are well-advised to consult with your entity's legal counsel before procuring construction-related goods and services under any procurement method, including a purchasing cooperative. This Advisory is provided for educational purposes only to facilitate a general understanding of the law.This Advisory is neither an exhaustive treatment on the subject nor is it intended to substitute for the advice of an attorney. For more information about BuyBoard, contact us at 800-695-2919. i. Tex.Gov't Code§791.025 and Tex.Local Govt Code§271.102. ii. Tex.Ed.Code§44.031(a)(sftol districts);Tex.Local Gov't Code§252.043(a)(munidpalities)and§262.022(5-a)and §262.027(countiw) iii. Tex.Gov't Code§2254.004 and§791.011(h) iv. Tex.Occ.Code§1051.703 v. Tex.Oa.Code§1001.0031(c) A. Tex.Occ.Code§1001.053 vii. Tex.Govt Code§791.0110),effective September 1,2013 viii. Tex.Govt Code§2253.021(a) Issued Mamh 31,1014 FORM F-PAGE 4 CONST.V.11.18.15 &578vard 0 %J %J Ooaperatire Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454 •www.buyboard.com DEVIATION AND COMPLIANCE SIGNATURE FORM If your company intends to deviate from the General Terms and Conditions, Item Specifications or other requirements associated with this Proposal Invitation, you must list all such deviations on this form, and provide complete and detailed information regarding the deviations on this form, an attachment to this form, or elsewhere in your Proposal. (If you do not provide the information on or as an attachment to this form, the information must be clearly identified in your Proposal.)The Cooperative will consider any deviations in its contract award decision, and reserves the right to accept or reject a proposal based upon any submitted deviation. In the absence of any deviation identified and described in accordance with the above, your company must fully comply with the General Terms and Conditions, Item Specifications and all other requirements associated with this Proposal Invitation if awarded a contract under this Proposal Invitation. [0/N0; Deviations ❑ YeS; Deviations List and fully explain any deviations you are submitting: PLEASE PROVIDE THE FOLLOWING INFORMATION: 1. Shipping Via: ❑Common Carrier ❑ Company Truck ❑ Prepaid and Add to Invoice [Other: Na*VY 6W1 ew%F�1VT kuLER- 2. Payment Terms: L!S Net 30 days ❑ 1%in 10/Net 30 days ❑Other: 3. Number of Days for Delivery: 1 Z-0 ARO 4.Vendor Reference/Quote Number: - 5. State your return polky: Aty �G/ �/t 5 6ya >eac AAAA-'d tf i L-s ovL 37 6.Are electronic payments acceptable? [ Yes ❑ No 7.Are credit card payments acceptable?❑Yes R'No Re,Orvo^ T;,,-i 1; Company N e L d Yc1'L w l 1'KP�l1� Signatu of Authorized Company Official Printed Name FORM CONST.V.11.18.15 &UHoard W--V Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX:800-211-5454 •www.buyboard.com DEALERSHIP LISTINGS If you have more than one location that will service a contract awarded under this Proposal Invitation, please list each location below. If additional sheets are required, please duplicate this form as necessary. Company Name Address City State Zip Phone Number Fax Number Contact Person --Y/4 Companj Name Address City State Zip Phone Number Fax Number Contact Person FORM H CONST.V.11.18.15 Board® AW Cooperative Purchasing 12007 Research Boulevard ,Austin,Texas 78759-2439 PH: 800-695-2919 ' FAX: 800-211-5454•www.buyboard.com TEXAS REGIONAL SERVICE DESIGNATION Unless you designate otherwise on this form, you agree to service members of The Local Government Purchasing Cooperative statewide! The Cooperative (referred to as 'Texas Cooperative"in this form and in the State Service Designation form)offers vendors the opportunity to service its members throughout the entire State of Texas. If you do not plan to service all Texas Cooperative members statewide, you must indicate the specific regions you will service on this form. Additionally, if you do not plan to service Texas Cooperative members (i.a, if you will service only states other than Texas), you must so indicate on this form. Regional Education Service Centers I will service Texas Cooperative members statewide. !6- --- ❑ I will not service Texas == += Cooperative members statewide. I will only service members in the w regions checked below: #:art #0- _ Region Headquarters ##' ❑ 1 Edinburg -14 t- ❑ 2 Corpus Christi f r '� ❑ 3 Victoria M J4 r #' ❑ 4 Houston $ ❑ 5 Beaumont f r •• 't 3 � , , 6 Huntsville - _ f/ �,ys ❑ 7 Kilgore 4 i 4 ❑ 8 Mount Pleasant 20 g~ ❑ 9 Wichita Falls ❑ 10 Richardson ❑ 11 Fort Worth ❑ 12 Waco 7� ❑ 13 Austin ❑ 14 Abilene -: __ ❑ 1s San Angelo '---W -` ❑ 16 Amarillo 1 .Sr�00 iFR C:CL.T-fZ0 -F V. ❑ 17 Lubbock ❑ 18 Midland Company Nam ❑ 19 El Paso _ '� ❑ 20 San Antonio Signature Authorized Company Official Z5-D 4, P` 4VVI A J ❑ I will not service members Printed Name of the Texas Cooperative. FORM I CONST.Y.11.18.15 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454•www.buybmrd.com Y STATE SERVICE DESIGNATION The Cooperative offers vendors the opportunity to service other governmental entities in the United States, including intergovernmental purchasing cooperatives such as the National Purchasing Cooperative BuyBoard. You must complete this form if you plan to service the entire United States, or will service only the specific states indicated. (Note. If you plan to service Texas Cooperative members, be sure that you complete the Texas Regional Service Designation form.) [V/I will service all states in the United States. ❑ I will not service all states in the United States. I will service only the states checked below: ❑ Alabama ❑ Alaska ❑ Nebraska ❑ Arizona ❑ Nevada ❑ Arkansas ❑ New Hampshire ❑ California(Public Contract Code 20118&20652) ❑ New Jersey ❑ Colorado ❑ New Mexico ❑ Connecticut ❑ New York ❑ Delaware ❑North Carolina ❑ District of Columbia ❑ North Dakota ❑ Florida ❑ Ohio ❑ Georgia ❑Oklahoma ❑ Hawaii ❑ Oregon ❑ Idaho ❑ Pennsylvania ❑ Illinois ❑ Rhode Island r ❑ Indiana ❑South Carolina ❑ Iowa ❑South Dakota ❑ Kansas ❑Tennessee ❑ Kentucky ❑Texas ❑ Louisiana ❑Utah ❑ Maine ❑Vermont ❑ Maryland ❑Virginia ❑ Massachusetts ❑Washington ❑ Michigan ❑West Virginia ❑ Minnesota ❑Wisconsin ❑ Mississippi ❑Wyoming ❑ Missouri ❑ Montana This form will be used to ensure that you can service other governmental entities throughout the United States as indicated. Your signature below confirms that you understand your service commitments during the term of a contract awarded under this proposal. Er Company Name I m. Signatur Authorized Company Official Printed Name FORM 3 CONST.V.11.18.15 Board® Cooperative Purchasing 12007 Research Boulevard I Austln,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454 •www.buyboard.com NATIONAL PURCHASING COOPERATIVE VENDOR AWARD AGREEMENT In accordance with the Terms and Conditions associated with this Proposal Invitation, a contract awarded under this Proposal Invitation may be "piggy-backed" by another governmental entity. The National Purchasing Cooperative is an intergovernmental purchasing cooperative formed by certain school districts outside of Texas to serve its members throughout the United States. If you agree to be considered for a piggy-back award by the National Purchasing Cooperative,you agree to the following terms and agree to serve National Purchasing Cooperative members in the states you have indicated on the State Service ` Designation form, in your Proposal. By signing this form, Proposer(referred to in this Agreement as"Vendor')agrees as follows: 1. Vendor acknowledges that if The Local Government Purchasing Cooperative ("Texas Cooperative'D awards Vendor a contract under this Proposal Invitation ("Underlying Award'J, the National Purchasing Cooperative ("National Cooperative") may - but is not required to -"piggy-back"on or re-award all or a portion of that Underlying Award ("Piggy-Back Award"). By signing this National Cooperative Vendor Award Agreement("Agreement', Vendor accepts and agrees to be bound by any such Piggy-Back Award as provided for herein. 2. In the event National Cooperative awards Vendor a Piggy-Back Award, the National Cooperative Administrator ("BuyBoard Administrator' will notify Vendor in writing of such Piggy-Back Award, which award shall commence on the effective date stated in the Notice and end on the expiration date of the Underlying Award, subject to annual renewals as authorized in writing by the BuyBoard Administrator. Vendor agrees that no further signature or other action is required of Vendor in order for the Piggy-Back Award and this Agreement to be binding upon Vendor. Vendor further agrees that no interlineations or changes to this Agreement by Vendor will be binding on National Cooperative, unless such changes are agreed to by its BuyBoard Administrator in writing. 3. Vendor agrees that it shall offer its goods and services to National Cooperative members at the same unit pricing and same general terms and conditions, subject to applicable state laws in the state of purchase, as required by the Underlying Award. However, nothing in this Agreement prevents Vendor from offering National Cooperative members better (i.e., lower) competitive pricing and more favorable terms and conditions than those in the Underlying Award. 4. Vendor hereby agrees and confirms that it will serve those states it has designated on the State Service Designation Form of this Proposal Invitation. Any changes to the states designated on the State Service Designation Form must be approved in writing by the BuyBoard Administrator. S. Vendor agrees to pay National Cooperative the service fee provided for in the Underlying Award based on the amount of purchases generated from National Cooperative members through the Piggy-Back Award. Vendor shall remit payment to National Cooperative on such schedule as it specifies (which shall not be more often than monthly). Further, upon request,Vendor shall provide National Cooperative with copies of all purchase orders generated from National Cooperative members for purposes of reviewing and verifying purchase activity. Vendor further agrees that National Cooperative shall have the right, upon reasonable written notice, to review Vendor's records pertaining to purchases made by National Cooperative members in order to verify the accuracy of service fees. FORM K-PAGE 1 CONST.Y.11.18.15 UUHoard Cooperative Purchasing 12007 Research Boulevard ,Austin,Texas 78759-2439 PH:800-695-2919 •FAX: 800-211-5454•www.buyboard.com 6. Vendor agrees that the Underlying Award, including its General Terms and Conditions, are adopted by reference to the fullest extent such provisions can reasonably apply to the post-proposal/contract award phase. The rights and responsibilities that would ordinarily inure to the Texas Cooperative pursuant to the Underlying Award shall inure to National Cooperative; and, conversely, the rights and responsibilities that would ordinarily inure to Vendor in the Underlying Award shall inure to Vendor in this Agreement. Vendor recognizes and agrees that Vendor and National Cooperative are the only parties to this Agreement, and that nothing in this Agreement has application to other third parties, including the Texas Cooperative. In the event of conflict between this Agreement and the terms of the Underlying Award, the terms of this Agreement shall control,and then only to the extent necessary to reconcile the conflict. 7. This Agreement shall be governed and construed in accordance with the laws of the State of Rhode Island and venue for any dispute shall lie in the federal district court of Alexandria,Virginia. B. Vendor acknowledges and agrees that the award of a Piggy-Back Award is within the sole discretion of _ National Cooperative, and that this Agreement does not take effect unless and until National Cooperative awards Vendor a Piggy-Back Award and the BuyBoard Administrator notifies Vendor in writing of such Piggy-Back Award as provided for herein. WHEREFORE, by signing below Vendor agrees to the foregoing and warrants that it has the authority to enter into this Agreement. R E5-rxw r4. ab Name of Vendor Proposal Invitation Number �vGt.� Pv- ,AAAA! Signature f Authorized Company Official Printed Name of Authorized Company Official -1 3�r Date FORM K—PAGE 2 CONST.V.11.18.15 Board Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 •FAX: 800-211-5454 •www.buyboard.com FEDERAL AND STATE/PURCHASING COOPERATIVE DISCOUNT COMPARISON FORM The Cooperative strives to provide its members with the best services and products at the best prices available. The Cooperative determines whether prices/discounts are fair and reasonable by comparing prices/discounts stated in your Proposal with prices/discounts you offer federal and state entities and other interlocal purchasing cooperatives (collectively referred to as"purchasing cooperative"in this form). Please respond to the following questions. 1. Provide the dollar value of sales to or through purchasing cooperatives at or based on an estab catalog or market price during the previous 12-month period or the last fiscal year: $ 54 /?8'-. (The period of the 12 month period is , I - ). In the event that a dollar value is not an appropriate measure of the sales, provide and describe your own measure of the sales of the item(s). 2. Based on your written discounting policies are the discounts you offer the Cooperative equal to or better than the best price you offer other purchasing cooperatives acquiring the same items regardless of quantity or terms and conditions?c,,onditions? YESLI NO[] (141A) 3. Based on your written discounting policies, provide the information requested below for other purchasing cooperatives, either in the chart below or in an equivalent format. Rows should be added to accommodate as many purchasing cooperatives as required. PURCHASING GROUP DISCOUNT(%) QUANTITY/VOLUME FOB TERM 1. Federal General Services Adm. 2.T-PASS 3. U.S. Communities Purchasing Alliance 4.The Cooperative Purchasing Network S. Houston-Galveston Area Council 6.Other [j�MY COMPANY DOES NOT CURRENTLY HAVE ANY OF THE ABOVE OR SIMILAR TYPE CONTRACTS. CURRENT BUYBOARD VENDORS If you are a current BuyBoard vendor, indicate the discount for your current BuyBoard contract and the proposed discount in this Proposal. Explain any difference between your current and proposed discounts. Current Discount(aYo): 0 / Proposed Discount(%): C 0 OYO Exalanation• By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. I�iES`T'r+CDo �"Ae.-tLZT.Z6.5 . Company Name �> ...Jy CI. PtAMAAll Signature f Authorized Company Official Printed Name FORM L CONST.V.11.18.15 ArBoard® cooperafte Perchasiog 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919•FAX: 800-211-5454 •www.buyboard.com GOVERNMENTAL REFERENCES AND PRICE/DISCOUNT INFORMATION For your Proposal to be considered, you must supply a minimum of five (5) individual governmental entity references. Provide the information requested below, including the existing price/discounts you offer each customer. The Cooperative determines whether prices/discounts are fair and reasonable by comparing prices/discounts stated in your Proposal with the prices/discounts you offer other governmental customers. Attach additional pages if necessary. Quantity/ Entity Name Contact Phone# Discount Volume FOB Tenn 1/arWI-C lost $ f 10% / q Z� t�yy I Gl �' �a/b�K- ���trrM.til S'Q'L''&70 8 to �I I d 4. 4� aw y�� l.�lb 111tg0�. Pak -3z3 S. 0 W �&A" A-J&,-S 3-620 '7 Zy Do you ever modify your written policies or standard governmental sales practices as identified in the above chart to give better discounts(lower prices)than indicated? YES❑NO[r If YES, please explain- Ar bus oinic CA w&qA,�►P�-.�a-C t.�4•-�-_ ��� itis � .c�w �+ry r By signature below, I certify that the above is true and correct and that I am authorized by my company to make this certification. Company Name 1 ""Y Signatur of AuthorizedCompany Official Printed Name FORM M CONST.V.11.18.15 DuBoard capper.atfire Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919 • FAX: 800-211-5454•www.buyboard.com MARKETING STRATEGY For your Proposal to be considered, you must submit the Marketing Strategy you will use if the Cooperative accepts all or part of your Proposal. (Examn/e: How:ywr company will initially lnform'Cooperabve members of yvur BuyBaard con#*-4 and how you wlll cvndnue to support the BuyBaard for dre duration of the contract period.) Attach additional pages if necessary. Il 0�1/ S al ay— %2 4'D2e_itirr4 410 (j�lnti levo So.L me -nu Pv r F 15 eu "e- ocar 5A44 �ratinPVL . W e-- u Zes e►-,.- m ur t„)C�2 IT ova corresptaa.de*u-e W4t- pram6Ae (!d d►s o(� ®�r- VuH 80�J . i.rr�tif " a.E,� GQKrlP �7✓�i +rp'k S�.fl�,as . a,..�r� 04-cf-r- pye�,��s - RES'ri -bW-- - L-4. Company Name Signatur f Authorized Company Official Printed Name FORM N CONST.V.11.18.15 Borrd® CcaperaNve Parchasling - 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX:800-211-5454,www.buyboard.com CONFIDENTIAL/PROPRIETARY INFORMATION FORM A. Public Disclosure Laws All Proposals, forms, documentation, or other materials submitted by Vendor to the Cooperative in response to this Proposal Invitation may be subject to the disclosure requirements of the Texas Public Information Act (Texas Government Code chapter 552.001, et seq.) or similar disclosure law. Proposer must clearly identify on this form any information in its Proposal (including forms, documentation, or other materials submitted with the Proposal) that Proposer considers proprietary or confidential. If Proposer fails to properly identify the information, the Cooperative shall have no obligation to seek protection of such information from public disclosure should a member of the public or other third party request access to the information under the Texas Public Information Act or similar disclosure law. Proposer will be notified of any third party request for information in a Proposal that Proposer has identified in this form as proprietary or confidential. Does your Proposal (including forms, documentation, or other materials submitted with the Proposal) contain information which Vendor considers proprietary or confidential? Please cheek(30 one of the for Mna: GdNO,I certify that none of the information Included with this Proposal is coraidered confidential or proprietary. YES,I certify that this Proposal contains Informatlon considered confidential or proprietary and all such information is specifically Identified on this form. If you responded "YES", you must identify below the specific information you consider confidential or proprietary. List each page number, form number, or other information sufficient to make the information readily identifiable. The Cooperative and its Administrator will not be responsible for a Proposer's failure to clearly identify information considered confidential or proprietary. Further, by submitting a Proposal, Proposer acknowledges that the Cooperative and its Administrator will disclose information when required by law, even if such information has been identified herein as information the vendor considers confidential or proprietary. Confidential/Proprietary Information: (Attach aotaYbbnal sheens d�ne�Ierl.) FORM O-PAGE 1 CONST.V.11.18.15 &TZBoard kj---u Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454 •www.buyboard.com B.Copyright Information Does your Proposal (including forms, documentation, or other materials submitted with the Proposal) contain copyright information? Please check(y)one of the folWmdna: INO, Proposal(including forms,documentation,or other materials submitted with the Proposal)does not contain copyright information. ❑ YES, Proposal(including forms,documentation,or other materials submitted with the Proposal)does contain copyright infomtation. If you responded"YES", identify below the specific documents or pages containing copyright information. Copyright Information: (Attach aaH/tb W sfm a Ifnee&d.) C.Consent to Release Confidential/Proprietary/Coovright Information to BuyBoard Members BuyBoard members (Cooperative and nonprofit members) seeking to make purchases through the BuyBoard may wish to view information included in the Proposals of awarded Vendors. If you identified information on this form as confidential, proprietary, or subject to copyright, and you are awarded a BuyBoard contract, your acceptance of the BuyBoard contract award constitutes your consent to the disclosure of such information to BuyBoard members, including posting of such information on the secure BuyBoard website for members. Note: Neither the Cooperative nor its Administrator will be responsible for the use or distribution of information by BuyBoard members or any other party. By signature below, I certify that the information in this form is true, complete, and accurate and that I am authorized by my company to make this certification and all consents and agreements contained herein. t—+i GS L+b Company N e " Siof Authorized Company Official VV1 n, 4 n, Printed Name Date FORM O—PAGE 2 CONST.V.11.18.15 Board® Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919 , FAX: 800-211-5454•www.buyboard.com VENDOR BUSINESS NAME FORM By submitting a Proposal, Proposer is seeking to enter into a legal contract with the Cooperative. As such, a Proposer must be an individual or legal business entity capable of entering into a binding contract. Proposers, must completely and accurately provide the information requested below or your Proposal may be deemed non-responsive. Name of Proposing Company: Resergo owl F&c tL r—rx�.s L�.y (List the(M{name of the company seeking to contract wdh the Cooperative. Do Aff kst an assumed name, dba, ak4 etc here. Such information maybe pmvided below. If you are submiMr y a jant proposal with anoother entity m provide the same proposed goods or seivicrs, each submitting entity should complete a separate vendor inhxmadon farm. Separately operating legal business entities, even if affiliated entitle, whldh propose to provide goads or services separately must submit their own Proposals) Please check(,A ane_pt the�nl�gw�r!g= Type of Business: Individual/Sole Proprietor Corporation Limited Liability Company Partnership Other If other, identify State of Incorporation(if applicable): u 920 Federal Employer Identification Number: VO Oat 3,5-1 7 - (Vendor must include a Completed IRS W-9 form with their proposal) List the Name(s) by which Vendor, if awarded, wishes to be identified on the BuyBoard: (Mole: ifdhferant than the Name of Propoeing CwWny listed above, only va#d bade names(dba,aka, em)of the Proposing Company may be used and a copy of your Assumed Name CenYfkate(s),if applkable,must be attached.) FORM P CONST.V.11.18.15 PFCooperati've Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919 •FAX:800-211-5454•www.buyboard.com EDGAR VENDOR CERTIFICATION FORM (2 CFR Part 200 and Appendix II) When a Cooperative member seeks to procure goads and services using funds under a federal grant or contract, specific federal laws, regulations, and requirements may apply in addition to those under state law. This includes, but is not limited to, the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements'for Federal Awards, 2 CFR 200 (sometimes referred to as the "Uniform Guidance" or new "EDGAR"). All Vendors submitting proposals must complete this EDGAR Certification Form regarding Vendor's willingness and ability to comply with certain requirements which may be applicable to specific Cooperative member purchases using federal grant funds. This completed form will be made available to Cooperative members for their use while considering their purchasing options when using federal grant funds. Cooperative members may also require Vendors to enter into ancillary agreements, in addition to the BuyBoard contract's general terms and conditions, to address the member's specific contractual needs, including contract requirements for a procurement using federal grants or contracts. For each of the items below, Vendor should certify Vendor's agreement and ability to comply, where applicable, by having Vendor's authorized representative check and Initial the applicable boxes and sign the acknowledgment at the end of this Norm. If you fail to complete any Item in this form, the Cooperative will consider and may list the Vendor's response on the BuyBoard as "No,"the Vendor is unable or unwilling to comply. A "NO" response to any of the items may, if applicable, impact the ability of a Cooperative member to purchase from the Vendor using federal funds. 1. Vendor Violation or Breach of Contract Terms: Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 USC 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms,and provide for such sanctions and penalties as appropriate. Provisions regarding Vendor default are included in the BuyBoard General Terms and Conditions, including Section E.18, Remedies for Default and Termination of Contract. Any Contract award will be subject to such BuyBoard General Terms and Conditions, as well as any additional terms and conditions in any Purchase Order, Cooperative member ancillary contract, or Member Construction Contract agreed upon by Vendor and the Cooperative member which must be consistent with and protect the Cooperative member at least to the same extent as the BuyBoard Terms and Conditions. The remedies under the Contract are in addition to any other remedies that may be available under law or in equity. By submitting a Proposal,you agree to these Vendor violation and breach of contract terms. Vendor Certification, item 1(Vendor Violation or Breach of Contract Terms) [ YES,I agree to the above. (Initial: / ❑ NO,I do NOT agree to the above. (Initial: FORM Q-PAGE 1 CONST.V.11.18.15 Y &UHoard Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454•www.buyboard.com 2. Termination for Cause or Convenience: For any Cooperative member purchase or contract in excess of $10,000 made using federal funds, you agree that the following term and condition shall apply: The Cooperative member may terminate or cancel any purchase order under this Contract at any time, with or without cause, by providing seven(7)business days advance written notice to the Vendor If this Agreement is terminated in accordance with this Paragraph, the Cooperative member shall only be - required to pay Vendor for goods or services delivered to the Cooperative member prior to the termination and not otherwise returned in accordance with Vendor's return policy. If the Cooperative member has paid Vendor for goods or services not yet provided as of the date of termination, Vendor shall immediately refund such payment(s). If an alternate provision for termination of a Cooperative member purchase for cause and convenience, including the manner by which it will be effected and the basis for settlement, is included in the _ Cooperative member's purchase order, ancillary agreement, or Member Construction Contract agreed to by the Vendor, the Cooperative member's provision shall control. Vendor Certification,Item 2(Termination for Cause or Convenience): [ YES, I agree to the above. (Initial: ❑ NO, I do NOT agree to the above. (Initial:_a 3. Equal Employment Opportunity: Except as otherwise provided under 41 CFR Part 60, all Cooperative member purchases or contracts that meet the definition of"federally assisted construction contract" in 41 CFR Part 60-1.3 shall be deemed to include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity"(30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR Part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause provided under 41 CFR 60-1.4(b) is hereby incorporated by reference. Vendor agrees that such provision applies to any Cooperative member purchase or contract that meets the definition of"federally assisted construction contract"in 41 CFR Part 60-1.3 and Vendor agrees that it shall comply with such provision. Vendor Certification,Item 3(Equal Employment Opportunity): YES, I agree to the above. (Initial: I J ❑ NO,I do NOT agree to the above. (Inittial: FORM Q-PAGE 2 CONST.V.11.18.15 Board® Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919• FAX: 800-211-5454•www.buyboard.com 4. Davis-Bacon Act: When required by Federal program legislation, Vendor agrees that, for all Cooperative member prime construction contracts/purchases in excess of$2,000, Vendor shall comply with the Davis-Bacon Act (40 USC 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction'j. In accordance with the statute, Vendor is required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determinate made by the Secretary of Labor. In addition,Vendor shall pay wages not less than once a week. Current prevailing wage determinations issued by the Department of Labor are available at www.wdol.00v. Vendor agrees that, for any purchase to which this requirement applies, the award of the purchase to the Vendor is conditioned upon Vendor's acceptance of the wage determination. Vendor further agrees that it shall also comply with the Copeland "Anti-Kickback"Act (40 USC 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. Vendor Certification,Item 4(Davis-Bacon Act): [ YES, I agree to the above. (Initial: ❑ NO, I do NOT agree to the above. (Initial: S. Contract Work Hours and Safety Standards Act: Where applicable, for all Cooperative member contracts or purchases in excess of$100,000 that involve the employment of mechanics or laborers, Vendor agrees to comply with 40 USC 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 USC 3702 of the Act, Vendor is required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 USC 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. Vendor Certification,Item 5(Contract Work Hours and Safety Standards Act): [f YES, I agree to the above. (Initial: ❑ NO,I do NOT agree to the above. (Initial: FORM Q--PAGE 3 CONSTM.11.18.15 &578oard 0 Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919 • FAX: 800-211-5454•www.buyboard.com 6. Right to Inventions Made Under a Contract or Agreement: If the Cooperative member's Federal award meets the definition of"funding agreement" under 37 CFR 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance or experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401,"Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency. Vendor agrees to comply with the above requirements when applicable. Vendor Certification,Item 6(Right to Inventions Made Under a Contract or Agreement): (d YES, I agree to the above. (Initial: ❑ NO,I do NOT agree to the above. ( nidal:_) 7. Clean Air Act and Federal Water Pollution Control Act: Clean Air Act (42 USC 7401-7671q.) and the Federal Water Pollution Control Act(33 USC 1251-1387), as amended — Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act(42 USC 7401-7671q.)and the Federal Water Pollution Control Act, as amended (33 USC 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). When required, Vendor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act and the Federal Water Pollution Control Act. Vendor Certification,Item 7(Clean Air Act and Federal Water Pollution Control Act): [� YES, I agree to the above. (Initial: ) ❑ NO,Ido NOT agree to the above. Initial: S. Debarment and Suspension: Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award(see 2 CFR 180.220) must not be made to parries listed on the government-wide exclusions in the System for Award Management(SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR Part 1966 Comp. p. 189) and 12689 (3 CFR Part 1989 Comp. p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise exduded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. FORM Q-PAGE 4 CONSTM.11.18.15 Board Cooperative Purchas/no 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919 • FAX: 800-211-5454•www.buyboard.com Vendor certifies that Vendor is not currently listed on the government-wide exclusions in SAM, is not debarred, suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor further agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking to purchase from Vendor if Vendor is later listed on the government-wide exclusions in SAM, or is debarred, suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor Certification,Item 8(Debarment and Suspension): WYES, I agree/ certify to the above. (Initial: 7 I - ❑ NO,I do NOT agree/ certify to the above. (Initial: 9. Byrd Anti-Lobbying Amendment: Byrd Anti-Lobbying Amendment (31 USC 1352) -- Vendors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 USC 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. As applicable, Vendor agrees to file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment(31 USC 1352). Vendor Certification,Item 9 (Byrd Anti-Lobbying Amendment): YES, i agree to the above. (Initial: �2J- ❑ NO,I do NOT agree to the above. (Initial: ) 10. Procurement of Recovered Materials: For Cooperative member purchases utilizing Federal funds,Vendor agrees to comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act where applicable and provide such information and certifications as a Cooperative member may require to confirm estimates and otherwise comply. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency(EPA)at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery, and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. FORM Q`PAGE 5 CONST.V.11.18.15 Beard Cooperative Purchaslag 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 •FAX: 800-211-5454•www.buyboard.com Vendor Certification,Item 10 (Procurement of Recovered Materials): [(YES, I agree to the above. (Initial: / no ❑ NO, I do NOT agree to the above. (IInitiial: 11. Profit as a Separate Element of Price For purchases using federal funds in excess of $150,000, a Cooperative member may be required to negotiate profit as a separate element of the price. See, 2 CFR 200.323(b). When required by a Cooperative member, Vendor agrees to provide information and negotiate with the Cooperative member regarding profit as a separate element of the price for a particular purchase. However, Vendor agrees that the total price, including profit, charged by Vendor to the Cooperative member shall not exceed the awarded pricing, including any applicable discount, under Vendor's Cooperative Contract. Vendor Certification,Item 11(Profit as Separate Element of Price): [v�YES, I agree to the above. (Initial: 7-7- ❑ NO, I do NOT agree to the above. (Initial:_) 12. General Compliance and Cooperation with Cooperative Members In addition to the foregoing specific requirements, Vendor agrees, in accepting any Purchase Order from a Cooperative member, it shall make a good faith effort to work with Cooperative members to provide such information and to satisfy such requirements as may apply to a particular Cooperative member purchase or purchases including, but not limited to, applicable recordkeeping and record retention requirements. Vendor Certification, Item 12 (General Compliance and Cooperation with Cooperative Members): go'YES, I agree to the above. (Initial:flnitlial-�—, ElNO,I do NOTagree to the above. By signature below, I certify that the information in this form is true, complete, and accurate and that I am authorized by my company to make this certification and all consents and agreements contained herein. I ,' Company Ne Signatu of Authorized Company Official y�Lyt_. �y-�rrt,4N Printed Name FORM Q-PAGE 6 CONST.V.11.18.15 Board® Cooperative Pumbeafng T 12007 Research Boulevard •Austin,Texas 78759-2439 PH:800-695-2919•FAX:800-211-5454•www.buyboard.com REQUIRED FORMS CHECKLIST (Plegine check(Y)the following) dCompleted: Proposer's Agreement and Signature(Form A) [7f Completed: Vendor Purchase Order, Request for Quotes,and Invoice Receipt Options(Form 13) Completed: Felony Conviction Disclosure and Debarment Certification (Form C) [7� Completed: Resident/Nonresident Certification(Form D) (� Com let : Historically Underutilized Business(HUB)Certification (Form E) (� Completed: Affirmation Regarding Construction Related Goods and Services(Form F) f [� Completed: Deviation/Compliance Signature Form(Form G) [� Completed: Dealership Listings(Form H) y [� m eted: Texas Regional Service Designation (Form I) [� Completed: State Service Designation (Form 3) [� Completed: National Purchasing Cooperative Vendor Award Agreement(Form K) [!� Completed: Federal and State/Purchasing Cooperative Discount Comparison Form(Form Q [Jf Completed: Governmental References and Price/Discount Information(Form M) [� Completed: Marketing Strategy(Form N) Q� Completed: Confidential/Proprietary Information Form(Form 0) Com eted:Vendor Business Name Form with IRS Form W-9(Form P) [� Completed: EDGAR Vendor Certification Form(Form Q) [� Completed: Forms Checklist(Form R) [� Completed: Proposal Specification Form with Catalogs/Pricelists, Manufacturer Letters,and Proposal Invitation Questionnaire(Form S) ' A�'ce tcmustbe d»�Cipra�onsa/iesporu�arieAoamewAYmtbe d FORM R MNST.V.11.18.15 Board kJ U Cooperative Purchasing 12007 Research Boulevard .Austin,Texas 78759-2439 PH: 800-695-2919 •FAX: 800-211-5454•www.vendor.buyboard.com PROPOSAL INVITATION QUESTIONNAIRE Proposal Inviitadon No.512-16 Paftand Reateation ft#RmmtwW Field[Ahtina Productsarrd It>slallation In your proposal, does your company propose to provide installation or repair services under ANY of the following Specification Items: 17 through 47? If so, see below. Please check(yh one of the following: NO, my company does NOT propose to provide installation or repair services under any of the S ecification Items 17 through 47. YES, my company does propose to provide installation or repair services under one or more of Specification Items: 17 through 47. If you answered YES to the question above, you must include with your proposal responses to the questions below. The Cooperative will use your responses to the questions below in evaluating your Proposal to provide the goods and perform the construction or construction- related services ("work") under the BuyBoard contract contemplated by this Proposal Invitation ("contract'). You must fully answer each question, numbering your responses to correspond to the questions/numbers below. You must attach your responses to this questionnaire. sign where indicated below, and submit the signed questionnaire and your responses to all questions in one document with your Proposal. You must submit the signed questionnaire and responses with your Proposal or the Proposal will not be considered. 1. Describe Proposer's direct experience (not as a subcontractor) performing the work proposed under this contact. Include a brief description of the projects you have completed for Texas governmental entities in the last 5 years, and include for each the project name, scope, value, and date, and the name of the procuring government entity and entity contact person. Identify the contracts that best represent Proposer's capabilities relative to this contract. 2. Describe the resources Proposer has to manage, staff and successfully perform the work contemplated under this contract. State the number and summarize the experience of company personnel who may be utilized for the work, including those who will be available to R Cooperative members for assistance with project development, technical issues, and product selection for work associated with this contract. 3. The contract does not include architectural or engineering services, which must be procured separately, outside of the Cooperative, in accordance with Chapter 2254 of the Texas Government Code (Professional Services Procurement Act). If you are performing work under the contract on a project that requires the services of an architect or professional engineer, how will you work with a Cooperative member and its designated architect or engineer with respect to services that must be procured outside the contract. Page 1 of 2 CONST.v.4.1.14 - &UHoard Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454 •www.vendor.buyboard.com 4. Describe the tasks and functions that can be completed by Proposer in-house without the use of a subcontractor or other third party. 5. Describe Proposer's financial capability to perform the contract. State or describe the firm's financial strength and rating, bonding capacity, and insurance coverage limits. State whether the firm, or any of the firm's past or present owners, principal shareholders or stockholders, or officers, have been a debtor party to a bankruptcy, receivership, or insolvency proceeding in _ the last 7 years, and identify any such debtor party by name and relationship to or position with your firm. 6. .List all contracts, if any, in the last 10 years on which Proposer has defaulted or that have been terminated for any reason and for each provide the project name, scope, value and date and the name of the procuring governmental entity. Fully explain the circumstances of the default or termination. 7. List all litigation or other legal proceedings, if any, in the last 10 years brought against your firm, or any of the firm's past or present owners, principal shareholders or stockholders, officers, agents or employees, that relates to or arises from a contract similar to this contract or the work contemplated under this contract. (The list should include the contractor as well as the product supplier.). Provide the style of the lawsuit or proceeding (name of parties and - court or tribunal in which filed), nature of the claim, and resolution or current status. 8. Describe in detail the quality control system Proposer will use, including third party auditing certification, to support the long-term performance and structural strength of the products to be used in a project under the contract. 9. If the work will require Proposer to tender performance and payment bonds, provide the name of the bonding company or surety that will issue such bonds. 10. Describe in detail all documented safety issues, if any, that have involved Proposer in the last 3 years related to the type of work contemplated under this contract. Provide a 3-year history of your firm's workers compensation experience modifier. By signature below, I certify that the information attached to this Proposal Invitation Questionnaire in response to the above questions is true and correct and that I am authorized by my company to make this certification. RFs ta�vh �AG_f_L z Trrs LT Company Name Signature f AuthorizOld Company Official Page 2 of 2 CONST.v.4.1.14 -.,.j ;;k r cF F M1 .,.. I JCIif- Mrd A corWorth Company 03/13/2016 RE: Responses to Yes answer- Proposal Invitation Questionnaire 1. Direct experience includes All installations of our prefabricated buildings utilizing company employees, no subcontractors are ever used. City of Carrollton -Thomas Baseball Complex, Indian Creek GC, 2 buildings (restroom/ concession), complete construction and installation of buildings, $253,241.00,4/1/15, Scott Whitaker, 972-466-3077. City of Baytown-Town Squre, Roseland Park, 3 buildings(restrooms,concession), complete construction and installation of buildings, $230,709, 4/15, Dustin Schubert, 281-420-6591. Travis County, Hamilton Pool, (restroom), complete construction and installation of building. $176,507.00, 8/15, Odette Tan, 512-854-7587. 2.We employ 34 employees at our manufacturing plant in Marble Falls, TX, including construction, plumbers, electricians, painters, sales staff, and administrative staff. Most employees have been with our company since opening in Marble Falls,Texas. Our staff work hand in hand with our clients throughout the building and installation process. 3. We work with outside Architects including Landscape Architects on a regular basis, and have done so since opening the plant in Marble Falls, TX. 4.We construct the entire building(s) in our plant utilizing our full time employees, installation of buildings is also done utilizing our full time employees. We do not use subcontractors. 5. We are fully capable of performing our contracts to completion.We are financially stable and when requested provide payment and performance bonds on our projects.Attached is a copy of our Certificate of Insurance with limits. None of the firms past or present owners, principle shareholders, of stockholders, or officers have any issues with question 5. b-4;I zi uML6 ptl'c - J�l Z1900,6o0 PW 00-C- I Does)opo - Con*we 1. a.4 -l,000,owO 6. No contracts have been defaulted on in the past 10 years. 7. There is no past or present litigation. 8. We are licensed by the Texas Dept of Licensing and Regulation and in compliance. Our buildings are also reviewed and receive stamps from a 3rd party engineer, and a 3rd party plan check company. Our buildings are inspected throughout construction. 9. Our payment and performance bonds are issued by SureTec insurance company. 10. o>ur 319- fl%*X-P-.V/- -$roe' ��rk�►�..s ca. is _g I 1707 Colt Circle, Marble Falls, Texas 78654 a Phone: 512.222.5454 a Fax: 512.222.3154 o www.restroomfacilities.com 0 p 'o .� � N C g Vl C ; a g �yy E d A Z f0 q a+ QP W O r' C c 7 IL 41in ILc G A- a 'a � ; 0 con cc 0 m oo.o 0 c e ca v 8 = 12 � � o v _ a��ito ` _ o. °v E '.: a � d3 SCML O0. N O W0. 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" _ � m vrn'9 vQ v v d P _ O \ =u A- p• a u ` W �` 3 of u v u G7 r0 C e y tq t �p a o� C r0 W ..i C y ..i C >. .i C N v•C oC O_ a C �'ri 41 d > f0 i+ d � +' d 41 t! 0 Avco EL H ova o — a� o — o{� — � oU — row ��an - � C c L 'p0 7 O +,, C H Y R IVA +' ID N > ; pc � � � oc� a .o oc'� � � oho' oc� O' oc`� a ° m' .. � IV E � ,�..Z P S > A w w 16 FA ` ;C $ o LLs MR $� Z :c s tl V) $ o o L CIra r J� s M L 'u c � � � N W G 0 Z Q c ao Ip a C N v p i0 '~ pap o •� °�+' nCL ai •� � $ � •� c �c' a +� •A V m CL C 06 3 =. •p !0 � p L OA Fn W A � C CA C � � N C � o o C O Pi E d OO m o o m pl i+ W �+ CC t Q ri .0 m $ C C O O � y a N d m Z0 � y ceGO 0. 0 12 = nimE „Orp Zc'pyO E E `~ y a V of > m pov�iZ $ .o o pcr O E �+ C x a z u., x L7 oC S x V) c � c = aai � o O 12 E y a �cw 40 42 ZM 0- mc vac w , aoC Q E `sW v oErn 1 =2 oCo1 � 2 o � 8' mo Z " c ym Z � - 3 z9S3'iocm zoF ice zoL% N N N Hoard 0 Cooperative Parchaslog 12007 Research Boulevard -Austin,Texas 78759-2439 PH:800-695-2919 - FAX: 800-211-5454 -www.vendor.buyboard.com THE LOCAL GOVERNMENT PURCHASING COOPERATIVE ADDENDUM NO. 1 Proposal AAfth-on No.512-16-Parks and Recreation Eouiument and Field Llaht ag Products The detailed specifications for line item No. 5 on the Proposal Specification Form (Form S) has been amended as follows. The following information becomes a permanent part of the Proposal Invitation document. State D!soaunt to ' : :_: :_ Percent(%) -Name of Exceptions to Catalog/Item, ,.sham off Catalog/ / ®iscostrit og . No. Desd'i" 011 flu Qllscri ::.. _ Pricelista' PriCelisti her'cent.(P/o Section Parks and,Recreation Products Discount(%) Off Discount (%) Off Catalog/Pricelist for Portable �N` Catalog/Pricelist Restrooms, Prefabricated Park Buildings Fes(: Ic5 for Portable and Shelters (picnic shelters, cabins, one 5 Restrooms, pavilions and similar relatedLSD• park ti Portable Park buildings). Catalog/Pricelist MUST be included or Buildings and proposal will not be considered. Shelters Please sign and return one copy of the addendum with proposal as verification of receipt and compliance with addendum information. Company Name: ll 165 6000AL FAC-tLx rX65 LTD. -- Address: 17 ? Co C r'Gt , I"., 61 e f it(1 , —Cx 7fG.Y w Signature of Authorized LL Company Official: - Title: �l'GSr�eoL+ Telephone Number: S( -ZZ-Z— -') YSV Date: oardL'4 Cap�er�ttve Pvr�hasfray P.O.Box 400 Austin,TX 78767-0400 800.695.2919 / 512.467.0222/ Fax.800.211.5454 buyboarsd.aom PRICE SHEET ADVISORY The following pages were presented as part of the proposal response from the vendor. These pages were used as part of the evaluation of the vendor's proposal, and are included here as reference items only. The pricing shown on these pages may or may not be in effect during the contract. &W_OV & Connie W Burkett Contract Administrator BuyBoard The Local Gommment Purchasing Cooperative is endorsed by the Texas Association of School Boards, = Texas Municipal League,Texas Association of Counties and the Texas Association of School Administrators Manufacturer RFL Contract 423-13 Category Park Buildings and Shelters Date July 1, 2014 PartNumber Key: (Type of Construction) B= Block, W=Wood,V=Vault; (Number of Plumbing Fixtures) 1st Number=Total of Toilets, 2nd Number=Total of Urinals, 3rd Number=Total of Lavatories; (Added Features)CN=Concession with prepackaged food and drink only, CN2 =Concession with hot dogs and nachos, etc, but not full cooking, PS = has privacy screens in front of restroom doors, ST= Storage area;A= Advantage Series. ADVANTAGE SERIES Call for additional information on add on o.OuLx.s such as storage rooms- concessions and shcw'ers. Part Number Description Unit Buy Board Price AW101 Single Room,_Single User Restroom, Single Module Each $ 29,602.00 AW 1 l 1 Single Room, Single User Restroom, Single Module Each $ 35,484.00 AW202RC Two Room, Single User Restroom, Single Module Each $ 45,437.00 AW202 Two Room, Single User Restroom, Single Module Each $ 45,311.00 AW202SH2 Two Room, Single User Restroom/Shower, Single Module Each $ 66,313.00 AW212 Two Room. Single User Restroom, Single Module Each $ 51,057.00 AW312 Two Room, Multi-User Restroom, 2-Module Each $ 77,716.00 AW312CN Three Rooms, Multi-User Restroom/Concession, 2-Module Each $ 124,692.00 AW312CN2 Three Rooms, Multi-User Restroom/Concession, 2-Module Each $ 137,326.00 AW312PS Two Rooms, Multi-User Restroom/Privacy Screens, 2-Module Each $ 75,222.00 AW312ST Three Rooms, Multi-User Restroom/Storage, 2-Module Each $ 102,231.00 AW424 Two Room, Multi-User Restroom, 2-Module Each $ 94,921.00 AW424CN Multi-User Restroom, 2-Module, Concession Each $ 140,931.00 AW424CN2 Multi-User Restroom, 2-Module, Concession Each $ 155,175.30 AW424ST Multi-User Restroom, 2-Module, Storage Each $ 120,385.80 AW624 Two Room, Multi-User Restroom, 2-Module Each $ 112,005.90 AW624CN Multi-User Restroom, 2-Module, Concession Each $ 1.53,759.60 AW624CN2 Multi-User Restroom, 2-Module, Concession Each $ 167,908.50 AW624ST Multi-User Restroom,2-Module, Storage Each $ 134,130.60 AW937CN2 Multi-User Restroom, 4-Module, Concession Each $ 328,1.44.50 AB101 Single Room, Single User Restroom, Single Module Each $ 34,847.10 ABI 1 l Single Room, Single User Restroom, Single Module Each $ 42,538.50 A13202RC Two Room, Single User Restroom, Single Module Each $ 52,764.30 AB202 Two Room, Single User Restroom, Single Module Each $ 52,758.00 AB202SH2 Two Room, Single User Restroom/Shower, Single Module Each $ 76,906.80 AB212 Two Room, Single User Restroom, Single Module Each $ 61,440.30 AB312 Two Room, Multi-User Restroom, 2-Module Each $ 87,714.90 i AB312CN Three Rooms, Multi-User Restroom/Concession, 2-Module Each $ 1.39,1.46.30 AB312CN2 Three Rooms, Multi-User Restroom/Concession, 2-Module Each $ 151,780.50 AB312PS Two Rooms, Multi-User Restroom/Privacy Screens, 2-Module. Each $ 87,597.00 AB312ST Three Rooms, Multi-User Restroom/Storage; 2-Module Each $ 116,091.90 AB424 Two Room, Multi-User Restroom, 2-Module Each $ 106,405.20 AB424CN Multi-User Restroom, 2-Module, Concession Each $ 156,870.90 .. AB424CN2 Multi-User Restroom, 2-Module, Concession Each $ 171,114.30 AB424ST Multi-User Restroom, 2-Module, Storage Each $ 135,631.80 AB624 Two Room, Multi-User Restroom, 2-Module Each $ 125,073.90 AB624CN Multi-User Restroom, 2-Module, Concession Each $ 170,625.60 AB624CN2 Multi-User Restroom, 2-Module, Concession Each $ 184,738.50 AB624ST Multi-User Restroom, 2-Module, Storage Each $ 150,366.60 AB937CN2 Multi-User Restroom,4-Module, Concession Each 313,834,50 VANGUARD"SERIES-CMU BLOCK BUILDINGS Features include: Integral 8"-thick slab at 5,000 psi, high traffic and chemical resistant epoxy floor finish in restroom,concrete sealer in utility chase; 4"-thick CMU block wails-painted precision finish inside and split face finish outside; T&G plank and beam cathedral style wood frame roof with standing seam metal finish; Custom fabricated Lexan polycarbonate louvers in 1"-thick HDPE frame; 16 gauge steel doors and jambs; Wall mounted stainless steel plumbing fixtures with concealed flush valves; Energy saving, long life cycle, high vandal resistant LED light fixtures; Vandal resistant hand dryers with concealed motor assembly; Hose �- reel and 75 foot hose mounted in utility chase. Call for additional information on concessions. Part Number Description Unit Buy Board Price 6101 Single Room, Single User Restroom, Single Module Each S 49,429.00 B111 Single Room, Single User Restroom, Single Module Each $ 58,336.00 8202 Two Room, Single User Restroom, Single Module Each $ 75,500.00 B202SH2 Two Room, Single User Restroom/Shower, Single Module Each $ 94,302.00 8212 Two Room, Single User Restroom, Single Module Each $ 85,918.00 B303ST Three Room, Single-User Restroom, Single-Module, Storage Each $ 136,306.00 8312 Two Room, Multi-User Restroom,2-Module Each $ 109,423.00 ' B312CN Multi-User Restroom, 2-Module, Concession Each $ 165,912.00 B312CN2 Multi-User Restroom, 2-Module, Concession Each S 174,893.00 B312PS Two Room, Multi-User Restroom, 2-Module, Privacy Screens Each $ 118,779.00 — B312ST Multi-User Restroom, 2-Module, Storage Each $ 139,389.00 B424 Two Room, Multi-User Restroom, 2-Module Each $ 144,917.00 B424CN Multi-User Restroom, 2-Module, Concession Each $ 192,982.00 B424CN2 Multi-User Restroom, 2-Module, Concession Each $ 211,734.00 B424ST Multi-User Restroom, 2-Module, Storage Each $ 178,480.00 B624 Two Room, Multi-User Restroom,2-Module Each $ 170,536.00 B624CN Multi-User Restroom, 2-Module, Concession Each $ 218,628.00 = B624CN2 Multi-User Restroom, 2-Module,Concession Each $ 240,420.00 B624ST Multi-User Restroom, 2-Module, Storage Each $ 204,300.00 B937CN2 Multi-User Restroom, 4-Module, Concession Each $ 428,760.00 CRAFTSMAN SERIES SUILOINGS Features include: Integral 8"-thick slab at 5,000 psi, high traffic and chemical resistant epoxy floor finish in restroom, concrete sealer in utility chase; Red Shield coated 2x framed wood wails; Class A fire rated seamless FRP interior finish; Hardiboard lap siding exterior finish, painted; T&G plank and beam cathedral style wood frame roof with standing seam metal finish; Custom fabricated Lexan polycarbonate louvers in V-thick HDPE frame; 16 gauge steel doors and jambs; Wall mounted vitreous china plumbing fixtures with concealed flush valves; Energy saving, long life cycle, high vandal resistant LED light fixtures; Vandal resistant hand dryers with concealed motor assembly; Hose reel and 75 foot hose mounted in utility chase. Call for additional information on concessions. Part Number Description Unit Buy Board Price W101 Single Room, Single User Restroom,Single Module Each $ 44,600.00 W111 Single Room, Single User Restroom, Single Module Each S 52,701.00 W202 Two Room, Single User Restroom, Single Module Each $ 68,254.00 W202DFCE Two Room, Single User Restroom, Single Module Each $ 97,245.00 W202SH2 Two Room, Single User Restroom/Shower, Single Module Each $ 83,709A0 W212 Two Room, Single User Restroom, Single Module Each $ 77,667.00 W312 Two Room, Multi-User Restroom, 2-Module Each $ 99,058.00 W312CN Multi-User Restroom, 2-Module, Concession Each $ 151,219.00 W312CN2 Multi-User Restroom, 2-Module, Concession Each $ 160,200.00 W312PS Two Room, Multi-User Restroom, 2-Module, Privacy Screens Each $ 106,300.00 W312ST Multi-User Restroom, 2-Module, Storage Each $ 110,813.00 W424 Two Room, Multi-User Restroom, 2-Module Each $ 110,078.00 W424CN Multi-User Restroom, 2-Module, Concession Each $ 153,816.00 W424CN2 Multi-User Restroom, 2-Module, Concession Each $ 172,567.00 W424ST Multi-User Restroom, 2-Module, Storage Each S 139,817.00 W624 Two Room, Multi-User Restroom, 2-Module Each $ 157,554.00 W624CN Multi-User Restroom, 2-Module, Concession Each S 172,343.00 W624CN2 Multi-User Restroom, 2-Module, Concession Each $ 194,253.00 W624ST Multi-User Restroom, 2-Module, Storage Each $ 158,521.00 OUTBACK SERIES-VAULT BUILDINGS Building features are the same as above, except for: Does not require water supply; Uses 1,000 gallon holding tank per toilet riser; No electrical (call for solar option); Smooth cross-linked polyethylene toilet risers; Vitreous china waterless urinals; 12"diameter HDPE SDR black vent pipe per tank; Man hole cover per tank Part Number Description Unit Buy Board Price WV100 Single Room, Single User Restroom, Single Module Each $ 22,176.00 WV110 Single Room, Single User Restroom, Single Module Each $ 24,518.00 WV200 Two Room, Single User Restroom, Single Module Each $ 39,794.00 WV210 Two Room, Single User Restroom, Single Module Each $ 42,268.00 -- BV100 Single Room, Single User Restroom, Single Module Each $ 25,047.00 BV110 Single Room, Single User Restroom, Single Module Each $ 27,686.00 BV200 Two Room, Single User Restroom, Single Module Each $ 43,745.00 BV210 Two Room, Single User Restroom, Single Module Each $ 47,614.00 The CorWorth Management System(CMS)is a web based Multiprotocol Building Automation and Management Platform integrated with cellular technology that provides Supervisory Control And Data Acquisition(SCADA)capabilities for your park restroom buildings.The CMS is a scalable system that provides real time information and programmable control over door locks,door openers, lighting,water management,freeze protection and other building systems. Machine-to machine communication reduces manpower requirements and scheduling issues while helping to reduce vandalism and protect your restroom buildings. Call for custom capability information. CMS Building Automation System, New construction Each $ 9,500.00 CMS-R Building Automation System, Retrofit for existing buildings Each Call for Quote LIC-FEE Annual licensing and maintanence fee Annual Call for Quote loop 'Ifflr One installer for a 3 work day minimum depending on the building size and scope. Contact RFL for more information. Part Number Description Unit Buy Board Price Labor for installation of RFL buildings Hour $ 112.50 WARRANTY f Covers defects in building materials,workmanship and title. Contact RFL for full warranty information. Part Number Description Unit Buy Board Price Limited 5-year warranty (Included with building) Each No Charge Board® Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH: 800-695-2919 • FAX: 800-211-5454 •wvvw.buvboard.com EDGAR VENDOR CERTIFICATION (2 CFR Part 200 and Appendix II) When a Cooperative member seeks to procure goods and services using funds under a federal grant or contract, specific federal laws, regulations, and requirements may apply in addition to those under state law. This includes, but is not limited to, the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 CFR 200 (sometimes referred to as the "Uniform Guidance" or new"EDGAR'. All Vendors submitting proposals must complete this EDGAR Certification Form regarding Vendor's willingness and ability to comply with certain requirements which may be applicable to specific Cooperative member purchases using federal grant funds. This. completed form will be made available to Cooperative members for their use while considering their purchasing options when using federal grant funds. Cooperative members may also require Vendors to enter into ancillary agreements, in addition to the BuyBoard contract's general terms and conditions, to address the member's specific contractual needs, including contract requirements for a procurement using federal grants or contracts. For each of the Items below, Vendor should cert/fy Vendor's agreement and ablIlty to comply, where _ appllcab/e, by hav/ng Vendor's author/zed representat/ve complete and In/t/al the applicable boxes and s/gn the acknowledgment at the end of th/s form. If you fall to complete any Item In th/s form, the Cooperat/ve wIII cons/der and may l/st the Vendor's response on the BuyBoard as "NO,'the Vendor Is unable or unwllling to comply. A "NO" response to any of the items may, if applicable, impact the ability of a Cooperative member to purchase from the Vendor using federal funds. 1. Vendor Violation or Breach of Contract Terms: .. Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 USC 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. Provisions regarding Vendor default are included in the BuyBoard General Terms and Conditions, including Section E.18, Remedies for Default and Termination of Contract. Any Contract award will be subject to such BuyBoard General Terms and Conditions, as well as any additional terms and conditions in any Purchase Order, Cooperative member ancillary contract, or Member Construction Contract agreed upon by Vendor and the Cooperative member which must be consistent with and protect the Cooperative member at least to the same extent as the BuyBoard Terms and Conditions. The remedies under the Contract are in addition to any other remedies that may be available under law or in equity. By submitting a Proposal, you agree to these Vendor violation and breach of contract terms. 2. Termination for Cause or Convenience: For any Cooperative member purchase or contract in excess of $10,000 made using federal funds, you agree that the following term and condition shall apply: The Cooperative member may terminate or cancel any purchase order under this Contract at any time, with or without cause, by providing seven (7) business days advance written notice to the Vendor If this Agreement is terminated in accordance with this Paragraph, the Cooperative member shall only be required to pay Vendor for goods or services delivered to the Cooperative member prior to the termination and not otherwise retumed in accordance with Vendor's retum policy. If the Cooperative member has paid Vendor for goods or services not yet provided as of the date of termination, Vendor shall immediately refund such payment(s). If an alternate provision for termination of a Cooperative member purchase for cause and convenience, including the manner by which it will be effected and the basis for settlement, is included in the Cooperative member's purchase order, ancillary agreement, or Member Construction Contract agreed to by the Vendor, the Cooperative member's provision shall — control. Proposal Fortes COMM/SVCS v.01.17.2017 Page 28 of 59 Board® Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH: 800-695-2919 . FAX: 800-211-5454 •www.buyboard.com 3. Equal Employment Opportunity: Except as otherwise provided under 41 CFR Part 60, all Cooperative member purchases or contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 shall be deemed to include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR Part 60,"Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." The equal opportunity clause provided under 41 CFR 60-1.4(b)'is hereby incorporated by reference. Vendor agrees that such provision applies to any Cooperative member purchase or contract that meets the definition of "federally assisted construction contract"in 41 CFR Part 60-1.3 and Vendor agrees that it shall comply with such provision. 4. Davis-Bacon Act: When required by Federal program legislation, Vendor agrees that, for all Cooperative member prime construction contracts/purchases in excess of $2,000, Vendor shall comply with the Davis-Bacon Act (40 USC 3141-3144, and 3146- 3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction'. In accordance with the statute, Vendor is required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determinate made by the Secretary of Labor. In addition, Vendor shall pay wages not less than once a week. Current prevailing wage determinations issued by the Department of Labor are available at www.wdol.gov. Vendor agrees that, for any purchase to which this requirement applies, the award of the purchase to the Vendor is conditioned upon Vendor's acceptance of the wage determination. Vendor further agrees that it shall also comply with the Copeland "Anti-Kickback"Act (40 USC 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work w Financed in Whole or in Part by Loans or Grants from the United States'. The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. 5. Contract Work Hours and Safety Standards Act: Where applicable, for all Cooperative member contracts or purchases in excess of$100,000 that involve the employment of mechanics or laborers, Vendor agrees to comply with 40 USC 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 USC 3702 of the Act, Vendor is required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 USC 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. 6. Right to Inventions Made Under a Contract or Agreement: If the Cooperative member's Federal award meets the definition of"funding agreement" under 37 CFR 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance or experimental, developmental, or research work under that"funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative _ Agreements,"and any implementing regulations issued by the awarding agency. Vendor agrees to comply with the above requirements when applicable. Proposal Forms COMM/SVCS v.01.17.2017 Page 29 of 59 Board® Cooperative Purchasing 12007 Research Boulevard 'Austin,Texas 78759-2439 • PH: 800-695-2919 ' FAX: 800-211-5454 'www.buvboard.com 7. Clean Air Act and Federal Water Pollution Control Act: Clean Air Act (42 USC 7401-7671q.) and the Federal Water Pollution Control Act (33 USC 1251-1387), as amended — Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act (42 USC 7401- 7671q.) and the Federal Water Pollution Control Act, as amended (33 USC 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). When required, Vendor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act and the Federal Water Pollution Control Act. S. Debarment and Suspension: Debarment and Suspension (Executive Orders 12549 and 12689) — A contract award (see 2 CFR 180.220) must not be made to parties listed on the government-wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR Part 1966 Comp. p. 189) and 12689 (3 CFR Part 1989 Comp. p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that Vendor is not currently listed on the government-wide exclusions in SAM, is not debarred, suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor further agrees to immediately notify the Cooperative and all Cooperative members with pending purchases or seeking to purchase from Vendor if Vendor is later listed on the government-wide exclusions in SAM, or is debarred, suspended, or otherwise excluded by agencies or declared ineligible under statutory or regulatory authority other than Executive Order 12549. 9. Byrd Anti-Lobbying Amendment: _ Byrd Anti-Lobbying Amendment(31 USC 1352) --Vendors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 USC 1352. Each tier must also disclose any lobbying with non- Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. As applicable, Vendor agrees to file all certifications and disclosures required by, and otherwise comply with,the Byrd Anti-Lobbying Amendment(31 USC 1352). 10. Procurement of Recovered Materials: For Cooperative member purchases utilizing Federal funds, Vendor agrees to comply with Section 6002 of the Solid Waste - Disposal Act, as amended by the Resource Conservation and Recovery Act where applicable and provide such information and certifications as a Cooperative member may require to confirm estimates and otherwise comply. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery, and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 11. Profit as a Separate Element of Price: f For purchases using federal funds in excess of $150,000, a Cooperative member may be required to negotiate profit as a separate element of the price. See, 2 CFR 200.323(b). When required by a Cooperative member, Vendor agrees to provide information and negotiate with the Cooperative member regarding profit as a separate element of the price for a particular purchase. However, Vendor agrees that the total price, including profit, charged by Vendor to the Cooperative - member shall not exceed the awarded pricing, including any applicable discount, under Vendor's Cooperative Contract. Proposal Forms COMM/SVCS v.01.17.2017 Page 30 of 59 Board® Cooperative Purchasing 12007 Research Boulevard •Austin,Texas 78759-2439 • PH: 800-695-2919 • FAX: 800-211-5454 •www.buyboard.com 12, General Compliance and Cooperation with Cooperative Members: In addition to the foregoing specific requirements, Vendor agrees, in accepting any Purchase Order from a Cooperative member, it shall make a good faith effort to work with Cooperative members to provide such information and to satisfy such requirements as may apply to a particular Cooperative member purchase or purchases including, but not limited to, applicable recordkeeping and record retention requirements. Vendor Certification: YES,I agree or ' Vendor Certification Item No. N0 I do NOT agree Initial 1. Vendor Violation or Breach of Contract Terms — 2. Termination for Cause or Convenience 3. Equal Employment Opportunity 4. Davis-Bacon Act 5. Contract Work Hours and Safety Standards Act 6. Right to Inventions Made Under a Contract or Agreement 7. Clean Air Act and Federal Water Pollution Control Act 8. Debarment and Suspension 9. Byrd Anti-Lobbying Amendment 10. Procurement of Recovered Materials 11. Profit as a Separate Element of Price 12. General Compliance and Cooperation with Cooperative Members By signature below, I certify that the information in this form is true, complete, and accurate and that I am authorized by my company to make this certification and all consents and agreements contained herein. Company Name Signature of Authorized Company Official Printed Name Proposal Forms COMM/SVCS v.01.17.2017 Page 31 of 59 %78oard Cooperative Purchasing _ 12007 Research Boulevard • Austin,Texas 78759-2439 PH: 800-695-2919 • FAX: 800-211-5454 • www.vendor.buyboard.com Bonding Regulatory Notice BuyBoard contract pricing does not include bonding or insurance. Each entity must assess their — individual projects to determine the need for bonding and insurance, including without limitation such workers'compensation insurance as may be required by state or local law or policy. If required, it is the responsibility of each entity to obtain such bonding and insurance or confirmation of coverage, as applicable, from the vendor. Also, each entity must assess their individual projects to determine whether the project is subject to .. prevailing wage rate requirements under the federal Davis Bacon Act or state or local law. If any such requirements apply, it is the responsibility of each entity to take appropriate action to determine compliance by the vendor. The Texas Professional Services Procurement Act, Chapter 2254 of the Texas Government Code ("Act's, prohibits a governmental entity from using a competitive bid process that initially considers price in the procurement of professional services covered under the Act. "Professional services" under the Act includes, but is not limited to, professional engineering, architecture, accounting, landscape architecture, land surveying, and real estate appraisal services. Additionally, the Texas Interlocal Cooperation Act provides that a governmental entity may not use an interlocal contract ' with a purchasing cooperative to purchase engineering or architectural services (Texas Government Code, Section 791.011(h)). BuyBoard® contracts do not, and are not intended to, include professional services that must be procured in accordance with the Act. Cooperative members are reminded that they must comply with the Act whenever a contract includes professional services as a component part, and may not procure engineering or architectural services through a BuyBoard contract. EXHIBIT D City's Construction General Conditions i f Contract for Services—Exhibit D Page 12 of 12 Attachment Exhibit 'D' "GENERAL CONDITIONS" •• STANDARD GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT d go so No wt M 4" dw CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnjary 2,2016 i STANDARD GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT TABLE OF CONTENTS Page Article 1 —Definitions and Terminology..........................................................................................................1 1.01 Defined Terms................................................................................................................................l 1.02 Terminology..................................................................................................................................6 Article2—Preliminary Matters.........................................................................................................................7 2.01 Copies of Documents....................................................................................................................7 2.02 Commencement of Contract Time;Notice to Proceed................................................................7 2.03 Starting the Work..........................................................................................................................8 2.04 Before Starting Construction........................................................................................................8 2.05 Preconstruction Conference...................... ................................................................................8 2.06 Public Meeting..............................................................................................................................8 2.07 Initial Acceptance of Schedules....................................................................................................8 Article 3—Contract Documents: Intent,Amending,Reuse............................................................................8 3.01 Intent..............................................................................................................................................8 3.02 Reference Standards......................................................................................................................9 3.03 Reporting and Resolving Discrepancies.......................................................................................9 3.04 Amending and Supplementing Contract Documents.................................................................10 3.05 Reuse of Documents...................................................................................................................10 3.06 Electronic Data............................................................................................................................l l Ma Article 4—Availability of Lands; Subsurface and Physical Conditions; Hazardous Environmental Conditions; Reference Points...........................................................................................................11 4.01 Availability of Lands..................................................................................................................11 4.02 Subsurface and Physical Conditions ..........................................................................................12 4.03 Differing Subsurface or Physical Conditions.............................................................................12 4.04 Underground Facilities ...............................................................................................................13 . 4.05 Reference Points .........................................................................................................................14 4.06 Hazardous Environmental Condition at Site..............................................................................14 Article 5—Bonds and Insurance .....................................................................................................................16 5.01 Licensed Sureties and Insurers16 ................................................................................................... 5.02 Performance, Payment, and Maintenance Bonds.......................................................................16 5.03 Certificates of Insurance.............................................................................................................16 5.04 Contractor's Insurance................................................................................................................18 5.05 Acceptance of Bonds and Insurance; Option to Replace...........................................................19 Article 6—Contractor's Responsibilities........................................................................................................19 6.01 Supervision and Superintendence........................................ .................19 ...................................... CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnoy2,2016 s 6.02 Labor; Working Hours................................................................................................................20 6.03 Services,Materials, and Equipment...........................................................................................20 6.04 Project Schedule..........................................................................................................................21 6.05 Substitutes and"Or-Equals".......................................................................................................21 6.06 Concerning Subcontractors, Suppliers,and Others....................................................................24 6.07 Wage Rates..................................................................................................................................25 6.08 Patent Fees and Royalties...........................................................................................................26 6.09 Permits and Utilities....................................................................................................................27 Ma 6.10 Laws and Regulations.................................................................................................................27 6.11 Taxes ...........................................................................................................................................28 6.12 Use of Site and Other Areas .......................................................................................................28 6.13 Record Documents......................................................................................................................29 6.14 Safety and Protection..................................................................................................................29 6.15 Safety Representative..................................................................................................................30 6.16 Hazard Communication Programs.............................................................................................30 6.17 Emergencies and/or Rectification...............................................................................................30 6.18 Submittals....................................................................................................................................31 i 6.19 Continuing the Work...................................................................................................................32 6.20 Contractor's General Warranty and Guarantee..........................................................................32 6.21 Indemnification .........................................................................................................................33 6.22 Delegation of Professional Design Services..............................................................................34 6.23 Right to Audit..............................................................................................................................34 6.24 Nondiscrimination.......................................................................................................................35 i Article 7-Other Work at the Site...................................................................................................................35 7.01 Related Work at Site...................................................................................................................35 7.02 Coordination................................................................................................................................36 Article 8-City's Responsibilities...................................................................................................................36 8.01 Communications to Contractor...................................................................................................36 8.02 Furnish Data 8.03 Pay When Due ............................................................................................................................36 8.04 Lands and Easements; Reports and Tests...................................................................................36 8.05 Change Orders................................................... ..................36 ........................................................ 8.06 Inspections,Tests, and Approvals..............................................................................................36 8.07 Limitations on City's Responsibilities.......................................................................................37 8.08 Undisclosed Hazardous Environmental Condition....................................................................37 8.09 Compliance with Safety Program...............................................................................................37 do Article 9-City's Observation Status During Construction...........................................................................37 9.01 City's Project Manager............................................................................................................37 9.02 Visits to Site................................................................................................................................37 9.03 Authorized Variations in Work..................................................................................................38 9.04 Rejecting Defective Work..........................................................................................................38 9.05 Determinations for Work Performed..........................................................................................38 9.06 Decisions on Requirements of Contract Documents and Acceptability of Work.....................38 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnmy2,20M i Article 10-Changes in the Work; Claims;Extra Work................................................................................38 10.01 Authorized Changes in the Work...............................................................................................38 10.02 Unauthorized Changes in the Work...........................................................................................39 10.03 Execution of Change Orders.......................................................................................................39 10.04 Extra Work..................................................................................................................................39 10.05 Notification to Surety..................................................................................................................39 10.06 Contract Claims Process.............................................................................................................40 Article 11 -Cost of the Work;Allowances;Unit Price Work;Plans Quantity Measurement......................41 11.01 Cost of the Work.........................................................................................................................41 11.02 Allowances..................................................................................................................................43 11.03 Unit Price Work..........................................................................................................................44 11.04 Plans Quantity Measurement......................................................................................................45 Article 12-Change of Contract Price; Change of Contract Time.................................................................46 dM 12.01 Change of Contract Price............................................................................................................46 12.02 Change of Contract Time............................................................................................................47 12.03 Delays..........................................................................................................................................47 Article 13-Tests and Inspections; Correction,Removal or Acceptance of Defective Work......................48 13.01 Notice of Defects ........................................................................................................................48 13.02 Access to Work48 ........................................................................................................................... 13.03 Tests and Inspections..................................................................................................................48 13.04 Uncovering Work........................................................................................................................49 13.05 City May Stop the Work.............................................................................................................49 13.06 Correction or Removal of Defective Work................................................................................50 13.07 Correction Period........................................................................................................................50 13.08 Acceptance of Defective Work.................... 13.09 City May Correct Defective Work.............................................................................................51 Article 14-Payments to Contractor and Completion....................................................................................52 14.01 Schedule of Values......................................................................................................................52 14.02 Progress Payments......................................................................................................................52 w 14.03 Contractor's Warranty of Title ...................................................................................................54 14.04 Partial Utilization........................................................................................................................55 14.05 Final Inspection...............................:...........................................................................................55 14.06 Final Acceptance.........................................................................................................................55 14.07 Final Payment..............................................................................................................................56 14.08 Final Completion Delayed and Partial Retainage Release ........................................................56 14.09 Waiver of Claims........................................................................................................................57 Article 15-Suspension of Work and Termination........................................................................................57 15.01 City May Suspend Work.............................................................................................................57 15.02 City May Terminate for Cause...................................................................................................58 15.03 City May Terminate For Convenience.......................................................................................60 Article16-Dispute Resolution......................................................................................................................61 16.01 Methods and Procedures.............................................................................................................61 i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnmy 2,2016 Article17—Miscellaneous..............................................................................................................................62 17.01 Giving Notice..............................................................................................................................62 17.02 Computation of Times................................................................................................................62 17.03 Cumulative Remedies.................................................................................................................62 17.04 Survival of Obligations...............................................................................................................63 17.05 Headings......................................................................................................................................63 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febuory 2,2016 00 72 00-1 GENERAL CONDITIONS Page 1 of 63 ARTICLE I–DEFINITIONS AND TERMINOLOGY 1.01 Defined Terms A. Wherever used in these General Conditions or in other Contract Documents, the terms listed below have the meanings indicated which are applicable to both the singular and plural thereof, and words denoting gender shall include the masculine, feminine and neuter. Said terms are generally capitalized or written in italics, but not always. When used in a context consistent with the definition of a listed-defined term, the term shall have a meaning as defined below whether capitalized or italicized or otherwise. In addition to terms specifically defined, terms with initial capital letters in the Contract Documents include references to identified articles and paragraphs, and the titles of other documents or forms. 1. Addenda—Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or change the Bidding Requirements or the proposed Contract Documents. 2. Agreement—The written instrument which is evidence of the agreement between City and Contractor covering the Work. 3. Application for Payment—The form acceptable to City which is to be used by Contractor during the course of the Work in requesting progress or final payments and which is to be accompanied by such supporting documentation as is required by the Contract Documents. 4. Asbestos—Any material that contains more than one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established by the United States Occupational Safety and Health Administration. 5. Award–Authorization by the City Council for the City to enter into an Agreement. 6. Bid—The offer or proposal of a Bidder submitted on the prescribed form setting forth the prices for the Work to be performed. 7. Bidder—The individual or entity who submits a Bid directly to City. 8. Bidding Documents—The Bidding Requirements and the proposed Contract Documents (including all Addenda). 9. Bidding Requirements—The advertisement or Invitation to Bid, Instructions to Bidders, Bid security of acceptable form, if any, and the Bid Form with any supplements. 10. Business Day – A business day is defined as a day that the City conducts normal business, generally Monday through Friday, except for federal or state holidays observed by the City. 11. Buzzsaw–City's on-line, electronic document management and collaboration system. dft 12. Calendar Day–A day consisting of 24 hours measured from midnight to the next midnight. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnxffy 2,2016 007200-1 GENERAL CONDITIONS Page 2 of 63 13. Change Order—A document, which is prepared and approved by the City, which is signed by Contractor and City and authorizes an addition, deletion, or revision in the Work or an adjustment in the Contract Price or the Contract Time, issued on or after the Effective Date of the Agreement. 14. City— The City of Fort Worth, Texas, a home-rule municipal corporation, authorized and chartered under the Texas State Statutes, acting by its governing body through its City Manager, his designee, or agents authorized under his behalf, each of which is required by Charter to perform specific duties with responsibility for final enforcement of the contracts involving the City of Fort Worth is by Charter vested in the City Manager and is the entity with whom Contractor has entered into the Agreement and for whom the Work is to be performed. 15. City Attorney– The officially appointed City Attorney of the City of Fort Worth, Texas, or his duly authorized representative. 16. City Council - The duly elected and qualified governing body of the City of Fort Worth, Texas. i 17. City Manager – The officially appointed and authorized City Manager of the City of Fort Worth,Texas, or his duly authorized representative. 18. Contract Claim—A demand or assertion by City or Contractor seeking an adjustment of Contract Price or Contract Time, or both, or other relief with respect to the terms of the Contract.A demand for money or services by a third party is not a Contract Claim. 19. Contract—The entire and integrated written document between the City and Contractor concerning the Work. The Contract contains the Agreement and all Contract Documents and supersedes prior negotiations,representations,or agreements,whether written or oral. 20. Contract Documents—Those items so designated in the Agreement. All items listed in the Agreement are Contract Documents. Approved Submittals, other Contractor submittals, and the reports and drawings of subsurface and physical conditions are not Contract Documents. 21. Contract Price—The moneys payable by City to Contractor for completion of the Work in accordance with the Contract Documents as stated in the Agreement (subject to the provisions of Paragraph 11.03 in the case of Unit Price Work). r, 22. Contract Time—The number of days or the dates stated in the Agreement to: (i) achieve Milestones, if any and(ii)complete the Work so that it is ready for Final Acceptance. 23. Contractor—The individual or entity with whom City has entered into the Agreement. 24. Cost of the Work—See Paragraph 11.01 of these General Conditions for definition. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnuazy 2,2016 Am 00 72 00-1 GENERAL CONDITIONS Page 3 of 63 25. Damage Claims — A demand for money or services arising from the Project or Site from a third party, City or Contractor exclusive of a Contract Claim. 26. Day or day—A day,unless otherwise defined, shall mean a Calendar Day. 27. Director of Aviation — The officially appointed Director of the Aviation Department of the City of Fort Worth,Texas, or his duly appointed representative, assistant, or agents. 28. Director of Parks and Community Services — The officially appointed Director of the Parks and Community Services Department of the City of Fort Worth, Texas, or his duly appointed representative,assistant, or agents. 29. Director of Planning and Development — The officially appointed Director of the Planning and Development Department of the City of Fort Worth, Texas, or his duly appointed representative, assistant, or agents. 30. Director of Transportation Public Works — The officially appointed Director of the Transportation Public Works Department of the City of Fort Worth, Texas, or his duly appointed representative, assistant, or agents. 31. Director of Water Department— The officially appointed Director of the Water Department of the City of Fort Worth,Texas,or his duly appointed representative,assistant, or agents. 32. Drawings—That part of the Contract Documents prepared or approved by Engineer which graphically shows the scope, extent, and character of the Work to be performed by Contractor. Submittals are not Drawings as so defined. 33. Effective Date of the Agreement—The date indicated in the Agreement on which it becomes effective, but if no such date is indicated, it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver. 34. Engineer—The licensed professional engineer or engineering firm registered in the State of Texas performing professional services for the City. 35. Extra Work — Additional work made necessary by changes or alterations of the Contract Documents or of quantities or for other reasons for which no prices are provided in the Contract Documents. Extra work shall be part of the Work. 36. Field Order—A written order issued by City which requires changes in the Work but which does not involve a change in the Contract Price, Contract Time, or the intent of the Engineer. Field Orders are paid from Field Order Allowances incorporated into the Contract by funded work type at the time of award. 37. Final Acceptance — The written notice given by the City to the Contractor that the Work specified in the Contract Documents has been completed to the satisfaction of the City. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fetngary 2,2016 007200-1 GENERAL CONDITIONS Page 4 of 63 38. Final Inspection — Inspection carried out by the City to verify that the Contractor has completed the Work, and each and every part or appurtenance thereof, fully, entirely, and in conformance with the Contract Documents. — 39. General Requirements—Sections of Division 1 of the Contract Documents. 40. Hazardous Environmental Condition—The presence at the Site of Asbestos, PCBs, �. Petroleum, Hazardous Waste, Radioactive Material, or other materials in such quantities or circumstances that may present a substantial danger to persons or property exposed thereto. _ 41. Hazardous Waste—Hazardous waste is defined as any solid waste listed as hazardous or possesses one or more hazardous characteristics as defined in the federal waste regulations, as amended from time to time. 42. Laws and Regulations—Any and all applicable laws, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction. 43. Liens—Charges, security interests, or encumbrances upon Project funds, real property, or personal property. 44. Major Item—An Item of work included in the Contract Documents that has a total cost equal to or greater than 5%of the original Contract Price or$25,000 whichever is less. i 45. Milestone—A principal event specified in the Contract Documents relating to an intermediate Contract Time prior to Final Acceptance of the Work. i 46. Notice of Award-The written notice by City to the Successful Bidder stating that upon timely compliance by the Successful Bidder with the conditions precedent listed therein, City will sign and deliver the Agreement. 47.Notice to Proceed-A written notice given by City to Contractor fixing the date on which the Contract Time will commence to run and on which Contractor shall start to perform the Work specified in Contract Documents. 48. PCBs—Polychlorinated biphenyls. 49. Petroleum—Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil, petroleum, fuel oil, oil sludge, oil refuse, gasoline, kerosene, and oil mixed with other non-Hazardous Waste and crude oils. 50. Plans—See definition of Drawings. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febn� Z 2016 i 007200-1 GENERAL CONDITIONS Page 5 of 63 51. Project Schedule—A schedule, prepared and maintained by Contractor, in accordance with i the General Requirements, describing the sequence and duration of the activities comprising the Contractor's plan to accomplish the Work within the Contract Time. 52. Project—The Work to be performed under the Contract Documents. 53. Project Manager—The authorized representative of the City who will be assigned to the Site. 54. Public Meeting – An announced meeting conducted by the City to facilitate public participation and to assist the public in gaining an informed view of the Project. 55. Radioactive Material—Source, special nuclear, or byproduct material as defined by the Atomic Energy Act of 1954(42 USC Section 2011 et seq.)as amended from time to time. 56. Regular Working Hours – Hours beginning at 7:00 a.m. and ending at 6:00 p.m., Monday thru Friday(excluding legal holidays). 57. Samples Physical examples of materials, equipment, or workmanship that are representative of some portion of the Work and which establish the standards by which such portion of the Work will be judged. 58. Schedule of Submittals—A schedule, prepared and maintained by Contractor, of required submittals and the time requirements to support scheduled performance of related construction activities. 59. Schedule of Values—A schedule, prepared and maintained by Contractor, allocating portions of the Contract Price to various portions of the Work and used as the basis for reviewing Contractor's Applications for Payment. i 60. Site—Lands or areas indicated in the Contract Documents as being furnished by City upon which the Work is to be performed, including rights-of-way, permits, and easements for access thereto, and such other lands furnished by City which are designated for the use of Contractor. 61. Specifications—That part of the Contract Documents consisting of written requirements for materials, equipment, systems, standards and workmanship as applied to the Work, and certain administrative requirements and procedural matters applicable thereto. Specifications may be specifically made a part of the Contract Documents by attachment or, if not attached, may be incorporated by reference as indicated in the Table of Contents (Division 00 00 00) of each Project. 62. Subcontractor—An individual or entity having a direct contract with Contractor or with any other Subcontractor for the performance of a part of the Work at the Site. i i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Feb uary 2,2016 00 7200-1 GENERAL CONDITIONS Page 6 of 63 63. Submittals All drawings, diagrams, illustrations, schedules, and other data or information which are specifically prepared or assembled by or for Contractor and submitted by Contractor to illustrate some portion of the Work. 64. Successful Bidder—The Bidder submitting the lowest and most responsive Bid to whom City makes an Award. 65. Superintendent— The representative of the Contractor who is available at all times and able to receive instructions from the City and to act for the Contractor. 66. Supplementary Conditions—That part of the Contract Documents which amends or supplements these General Conditions. 67. Supplier—A manufacturer, fabricator, supplier, distributor, materialman, or vendor having a direct contract with Contractor or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by Contractor or Subcontractor. 68. Underground Facilities—All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, or other such facilities or attachments, and any encasements containing such facilities, including but not limited to, those that convey electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, water, wastewater, storm water,other liquids or chemicals, or traffic or other control systems. 69. Unit Price Work—See Paragraph 11.03 of these General Conditions for definition. 70. Weekend Working Hours— Hours beginning at 9:00 a.m. and ending at 5:00 p.m., Saturday, Sunday or legal holiday, as approved in advance by the City. 71. Work—The entire construction or the various separately identifiable parts thereof required to be provided under the Contract Documents. Work includes and is the result of performing or providing all labor, services, and documentation necessary to produce such construction including any Change Order or Field Order, and furnishing, installing, and incorporating all materials and equipment into such construction, all as required by the Contract Documents. 72. Working Day—A working day is defined as a day, not including Saturdays, Sundays, or legal holidays authorized by the City for contract purposes, in which weather or other conditions not under the control of the Contractor will permit the performance of the principal unit of work underway for a continuous period of not less than 7 hours between 7 a.m. and 6 p.m. 1.02 Terminology A. The words and terms discussed in Paragraph 1.023 through E are not defined but, when used in the Bidding Requirements or Contract Documents,have the indicated meaning. B. Intent of Certain Terms or Adjectives: CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February 2,2016 007200-1 GENERAL CONDITIONS Page 7 of 63 1. The Contract Documents include the terms "as allowed," "as approved," "as ordered," "as directed" or terms of like effect or import to authorize an exercise of judgment by City. In addition, the adjectives "reasonable," "suitable," "acceptable," "proper," "satisfactory," or adjectives of like effect or import are used to describe an action or determination of City as to the Work. It is intended that such exercise of professional judgment, action, or determination will be solely to evaluate, in general, the Work for compliance with the information in the Contract Documents and with the design concept of the Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specific statement indicating otherwise). C. Defective: 1. The word "defective," when modifying the word "Work," refers to Work that is unsatisfactory,faulty, or deficient in that it: a. does not conform to the Contract Documents; or b. does not meet the requirements of any applicable inspection, reference standard, test, or approval referred to in the Contract Documents; or c. has been damaged prior to City's written acceptance. D. Furnish, Install, Perform, Provide: 1. The word "Furnish" or the word "Install" or the word "Perform" or the word "Provide" or the word "Supply," or any combination or similar directive or usage thereof, shall mean furnishing and incorporating in the Work including all necessary labor, materials, equipment, and everything necessary to perform the Work indicated, unless specifically limited in the context used. E. Unless stated otherwise in the Contract Documents, words or phrases that have a well-known technical or construction industry or trade meaning are used in the Contract Documents in accordance with such recognized meaning. ARTICLE 2—PRELIMINARY MATTERS 2.01 Copies of Documents City shall furnish to Contractor one (1) original executed copy and one (1) electronic copy of the Contract Documents, and four (4) additional copies of the Drawings. Additional copies will be furnished upon request at the cost of reproduction. 2.02 Commencement of Contract Time;Notice to Proceed The Contract Time will commence to run on the day indicated in the Notice to Proceed. A Notice to Proceed may be given at any time within 14 days after the Effective Date of the Agreement. CrrY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fe6nmy2,2016 wn 00 72 00-1 GENERAL CONDITIONS Page 8 of 63 2.03 Starting the Work Contractor shall start to perform the Work on the date when the Contract Time commences to run. No Work shall be done at the Site prior to the date on which the Contract Time commences to run. 2.04 Before Starting Construction Baseline Schedules: Submit in accordance with the Contract Documents, and prior to starting the Work. 2.05 Preconstruction Conference Before any Work at the Site is started, the Contractor shall attend a Preconstruction Conference as specified in the Contract Documents. 2.06 Public Meeting Contractor may not mobilize any equipment, materials or resources to the Site prior to Contractor attending the Public Meeting as scheduled by the City. ,. 2.07 Initial Acceptance of Schedules No progress payment shall be made to Contractor until acceptable schedules are submitted to City in _ accordance with the Schedule Specification as provided in the Contract Documents. ARTICLE 3—CONTRACT DOCUMENTS: INTENT,AMENDING,REUSE 3.01 Intent A. The Contract Documents are complementary; what is required by one is as binding as if required by all. B. It is the intent of the Contract Documents to describe a functionally complete project (or part thereof) to be constructed in accordance with the Contract Documents. Any labor, documentation, services, materials, or equipment that reasonably may be inferred from the Contract Documents or from prevailing custom or trade usage as being required to produce the indicated result will be provided whether or not specifically called for, at no additional cost to City. C. Clarifications and interpretations of the Contract Documents shall be issued by City. D. The Specifications may vary in form, format and style. Some Specification sections may be written in varying degrees of streamlined or declarative style and some sections may be relatively narrative by comparison. Omission of such words and phrases as "the Contractor shall," "in conformity with," "as' shown," or "as specified" are intentional in streamlined sections. Omitted words and phrases shall be supplied by inference. Similar types of provisions may appear in various parts of a section or articles within a part depending on the format of the CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnmy 2,2016 007200-1 GENERAL CONDITIONS Page 9 of 63 section. The Contractor shall not take advantage of any variation of form, format or style in making Contract Claims. E. The cross referencing of specification sections under the subparagraph heading "Related — Sections include but are not necessarily limited to:" and elsewhere within each Specification section is provided as an aid and convenience to the Contractor. The Contractor shall not rely on the cross referencing provided and shall be responsible to coordinate the entire Work under the Contract Documents and provide a complete Project whether or not the cross referencing is provided in each section or whether or not the cross referencing is complete. 3.02 Reference Standards A. Standards, Specifications, Codes,Laws, and Regulations 1. Reference to standards, specifications, manuals, or codes of any technical society, organization, or association, or to Laws or Regulations,whether such reference be specific or by implication, shall mean the standard, specification, manual, code, or Laws or Regulations in effect at the time of opening of Bids (or on the Effective Date of the Agreement if there were no Bids), except as may be otherwise specifically stated in the Contract Documents. 2. No provision of any such standard, specification, manual, or code, or any instruction of a Supplier, shall be effective to change the duties or responsibilities of City, Contractor, or any of their subcontractors, consultants, agents, or employees, from those set forth in the Contract ` Documents. No such provision or instruction shall be effective to assign to City, or any of its officers, directors, members, partners, employees, agents, consultants, or subcontractors, any duty or authority to supervise or direct the performance of the Work or any duty or authority to undertake responsibility inconsistent with the provisions of the Contract Documents. 3.03 Reporting and Resolving Discrepancies A. Reporting Discrepancies: I. Contractor's Review of Contract Documents Before Starting Work: Before undertaking each part of the Work, Contractor shall carefully study and compare the Contract Documents and check and verify pertinent figures therein against all applicable field measurements and conditions. Contractor shall promptly report in writing to City any conflict, error, ambiguity, or discrepancy which Contractor discovers, or has actual knowledge of, and shall obtain a written interpretation or clarification from City before proceeding with any Work affected thereby. 2. Contractor's Review of Contract Documents During Performance of Work: If, during the performance of the Work, Contractor discovers any conflict, error, ambiguity, or discrepancy within the Contract Documents, or between the Contract Documents and (a) any applicable Law or Regulation , (b) any standard, specification, manual, or code, or(c) any instruction of any Supplier, then Contractor shall promptly report it to City in writing. Contractor shall not proceed with the Work affected thereby (except in an emergency as required by Paragraph CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnery 2,2016 �+n 007200-1 GENERAL CONDITIONS Page 10 of 63 6.17.A) until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in Paragraph 3.04. 3. Contractor shall not be liable to City for failure to report any conflict, error, ambiguity, or 'discrepancy in the Contract Documents unless Contractor had actual knowledge thereof. B. Resolving Discrepancies: 1. Except as may be otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity, or discrepancy between the provisions of the Contract Documents and the provisions of any standard, specification, manual, or the instruction of any Supplier(whether or not specifically incorporated by reference in the Contract Documents). 2. In case of discrepancies, figured dimensions shall govern over scaled dimensions, Plans shall govern over Specifications, Supplementary Conditions shall govern over General Conditions and Specifications, and quantities shown on the Plans shall govern over those shown in the proposal. 3.04 Amending and Supplementing Contract Documents A. The Contract Documents may be amended to provide for additions, deletions, and revisions in the Work or to modify the terms and conditions thereof by a Change Order. B. The requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work not involving a change in Contract Price or Contract Time, may be authorized,by one or more of the following ways: 1. A Field Order; 2. City's review of a Submittal(subject to the provisions of Paragraph 6.18.C); or 3. City's written interpretation or clarification. 3.05 Reuse of Documents A. Contractor and any Subcontractor or Supplier shall not: 1. have or acquire any title to or ownership rights in any of the Drawings, Specifications, or other documents (or copies of any thereof) prepared by or bearing the seal of Engineer, including electronic media editions; or 2. reuse any such Drawings, Specifications, other documents, or copies thereof on extensions of the Project or any other project without written consent of City and specific written verification or adaptation by Engineer. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febrmy2,2016 007200-1 GENERAL CONDITIONS Page 11 of 63 B. The prohibitions of this Paragraph 3.05 will survive final payment, or termination of the — Contract. Nothing herein shall preclude Contractor from retaining copies of the Contract Documents for record purposes. 3.06 Electronic Data A. Unless otherwise stated in the Supplementary Conditions, the data furnished by City or Engineer to Contractor, or by Contractor to City or Engineer, that may be relied upon are limited to the printed copies included in the Contract Documents (also known as hard copies) and other Specifications referenced and located on the City's Buzzsaw site. Files in electronic media format of text, data, graphics, or other types are furnished only for the convenience of the receiving parry. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. If there is a discrepancy between the electronic files and the hard copies,the hard copies govern. B. When transferring documents in electronic media format, the transferring parry makes no representations as to long term compatibility, usability, or readability of documents resulting from the use of software application packages, operating systems, or computer hardware differing from those used by the data's creator. ARTICLE 4—AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; HAZARDOUS ENVIRONMENTAL CONDITIONS; REFERENCE POINTS 4.01 Availability of Lands A. City shall furnish the Site. City shall notify Contractor of any encumbrances or restrictions not of general application but specifically related to use of the Site with which Contractor must comply in performing the Work. City will obtain in a timely manner and pay for easements for permanent structures or permanent changes in existing facilities. 1. The City has obtained or anticipates acquisition of and/or access to right-of-way, and/or easements. Any outstanding right-of-way and/or easements are anticipated to be acquired in y accordance with the schedule set forth in the Supplementary Conditions. The Project Schedule submitted by the Contractor in accordance with the Contract Documents must consider any outstanding right-of-way, and/or easements. -. 2. The City has or anticipates removing and/or relocating utilities, and obstructions to the Site. Any outstanding removal or relocation of utilities or obstructions is anticipated in accordance with the schedule set forth in the Supplementary Conditions. The Project Schedule submitted by the Contractor in accordance with the Contract Documents must consider any outstanding utilities or obstructions to be removed,adjusted, and/or relocated by others. — B. Upon reasonable written request, City shall furnish Contractor with a current statement of record legal title and legal description of the lands upon which the Work is to be performed. Am CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febr r 2,2016 007200-1 GENERAL CONDITIONS Page 12 of 63 C. Contractor shall provide for all additional lands and access thereto that may be required for construction facilities or storage of materials and equipment. 4.02 Subsurface and Physical Conditions A. Reports and Drawings: The Supplementary Conditions identify: 1. those reports known to City of explorations and tests of subsurface conditions at or contiguous to the Site; and 2. those drawings known to City of physical conditions relating to existing surface or subsurface structures at the Site(except Underground Facilities). B. Limited Reliance by Contractor on Technical Data Authorized.• Contractor may rely upon the accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplementary Conditions. Contractor may not make any Contract Claim against City, or any of their officers, directors, members,partners, employees, agents, consultants, or subcontractors with respect to: 1. the completeness of such reports and drawings for Contractor's purposes, including, but not limited to, any aspects of the means, methods, techniques, sequences, and procedures of construction to be employed by Contractor, and safety precautions and programs incident thereto; or 2. other data, interpretations, opinions, and information contained in such reports or shown or indicated in such drawings; or 3. any Contractor interpretation of or conclusion drawn from any "technical data" or any such other data, interpretations,opinions,or information. 4.03 Differing Subsurface or Physical Conditions A. Notice: If Contractor believes that any subsurface or physical condition that is uncovered or revealed either: 1. is of such a nature as to establish that any "technical data" on which Contractor is entitled to rely as provided in Paragraph 4.02 is materially inaccurate; or 2. is of such a nature as to require a change in the Contract Documents; or 3. differs materially from that shown or indicated in the Contract Documents; or 4. is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract Documents; i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Februay2,2016 .4, 007200-1 GENERAL CONDITIONS Page 13 of 63 then Contractor shall, promptly after becoming aware thereof and before further disturbing the subsurface or physical conditions or performing any Work in connection therewith (except in an emergency as required by Paragraph 6.17.A),notify City in writing about such condition. B. Possible Price and Time Adjustments Contractor shall not be entitled to any adjustment in the Contract Price or Contract Time if: 1. Contractor knew of the existence of such conditions at the time Contractor made a final commitment to City with respect to Contract Price and Contract Time by the submission of a Bid or becoming bound under a negotiated contract; or 2. the existence of such condition could reasonably have been discovered or revealed as a result of the examination of the Contract Documents or the Site; or 3. Contractor failed to give the written notice as required by Paragraph 4.03.A. 4.04 Underground Facilities A. Shown or Indicated: The information and data shown or indicated in the Contract Documents with respect to existing Underground Facilities at or contiguous to the Site is based on information and data furnished to City or Engineer by the owners of such Underground Facilities, including City, or by others. Unless it is otherwise expressly provided in the Supplementary Conditions: 1. City and Engineer shall not be responsible for the accuracy or completeness of any such information or data provided by others; and 2. the cost of all of the following will be included in the Contract Price, and Contractor shall have full responsibility for: a. reviewing and checking all such information and data; b. locating all Underground Facilities shown or indicated in the Contract Documents; c. coordination and adjustment of the Work with the owners of such Underground Facilities, including City,during construction; and d. the safety and protection of all such Underground Facilities and repairing any damage thereto resulting from the Work. B. Not Shown or Indicated.- 1. If an Underground Facility which conflicts with the Work is uncovered or revealed at or contiguous to the Site which was not shown or indicated, or not shown or indicated with reasonable accuracy in the Contract Documents, Contractor shall, promptly after becoming aware thereof and before further disturbing conditions affected thereby or performing any CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnoy 2,2016 00 7200-1 GENERAL CONDITIONS Page 14 of 63 Work in connection therewith (except in an emergency as required by Paragraph 6.17.A), identify the owner of such Underground Facility and give notice to that owner and to City. City will review the discovered Underground Facility and determine the extent, if any, to which a change may be required in the Contract Documents to reflect and document the ' consequences of the existence or location of the Underground Facility. Contractor shall be responsible for the safety and protection of such discovered Underground Facility. 2. If City concludes that a change in the Contract Documents is required, a Change Order may be issued to reflect and document such consequences. 3. Verification of existing utilities, structures, and service lines shall include notification of all utility companies a minimum of 48 hours in advance of construction including exploratory excavation if necessary. 4.05 Reference Points A. City shall provide engineering surveys to establish reference points for construction, which in City's judgment are necessary to enable Contractor to proceed with the Work. City will provide construction stakes or other customary method of marking to establish line and grades for roadway and utility construction, centerlines and benchmarks for bridgework. Contractor shall protect and preserve the established reference points and property monuments, and shall make no changes or relocations. Contractor shall report to City whenever any reference point or property monument is lost or destroyed or requires relocation because of necessary changes in grades or locations. The City shall be responsible for the replacement or relocation of reference points or property monuments not carelessly or willfully destroyed by the Contractor. The Contractor shall notify City in advance and with sufficient time to avoid delays. B. Whenever, in the opinion of the City, any reference point or monument has been carelessly or willfully destroyed, disturbed, or removed by the Contractor or any of his employees, the full cost for replacing such points plus 25% will be charged against the Contractor, and the full amount will be deducted from payment due the Contractor. 4.06 Hazardous Environmental Condition at Site A. Reports and Drawings: The Supplementary Conditions identify those reports and drawings - known to City relating to Hazardous Environmental Conditions that have been identified at the Site. - B. Limited Reliance by Contractor on Technical Data Authorized: Contractor may rely upon the accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplementary Conditions. Contractor may not make any Contract Claim against City, or any of their officers, directors, members,partners,employees, agents,consultants, or subcontractors with respect to: 1. the completeness of such reports and drawings for Contractor's purposes, including, but not limited to, any aspects of the means, methods, techniques, sequences and procedures of CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febrv�y 2,2016 007200-1 GENERAL CONDITIONS Page 15 of 63 construction to be employed by Contractor and safety precautions and programs incident thereto; or 2. other data, interpretations, opinions and information contained in such reports or shown or indicated in such drawings; or 3. any Contractor interpretation of or conclusion drawn from any "technical data" or any such other data, interpretations, opinions or information. C. Contractor shall not be responsible for any Hazardous Environmental Condition uncovered or revealed at the Site which was not shown or indicated in Drawings or Specifications or identified in the Contract Documents to be within the scope of the Work. Contractor shall be responsible for a Hazardous Environmental Condition created with any materials brought to the Site by Contractor, Subcontractors, Suppliers, or anyone else for whom Contractor is responsible. D. If Contractor encounters a Hazardous Environmental Condition or if Contractor or anyone for whom Contractor is responsible creates a Hazardous Environmental Condition, Contractor shall immediately: (i) secure or otherwise isolate such condition; (ii) stop all Work in connection with such condition and in any area affected thereby (except in an emergency as required by Paragraph 6.17.A); and(iii) notify City (and promptly thereafter confirm such notice in writing). City may consider the necessity to retain a qualified expert to evaluate such condition or take corrective action, if any. E. Contractor shall not be required to resume Work in connection with such condition or in any affected area until after City has obtained any required permits related thereto and delivered written notice to Contractor: (i) specifying that such condition and any affected area is or has been rendered suitable for the resumption of Work; or (ii) specifying any special conditions under which such Work may be resumed. F. If after receipt of such written notice Contractor does not agree to resume such Work based on a reasonable belief it is unsafe, or does not agree to resume such Work under such special conditions, then City may order the portion of the Work that is in the area affected by such condition to be deleted from the Work. City may have such deleted portion of the Work performed by City's own forces or others. G. To the fullest extent permitted by Laws and Regulations, Contractor shall indemnify and hold harmless City,from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to a Hazardous Environmental Condition created by Contractor or by anyone for whom Contractor is responsible. Nothing in this Paragraph 4.06.G shall obligate Contractor to indemnify any individual or entity from and against the consequences of that individual's or entity's own negligence. H. The provisions of Paragraphs 4.02, 4.03, and 4.04 do not apply to a Hazardous Environmental Condition uncovered or revealed at the Site. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febug2,2016 007200-1 GENERAL CONDITIONS Page 16 of 63 ARTICLE 5—BONDS AND INSURANCE 5.01 Licensed Sureties and Insurers All bonds and insurance required by the Contract Documents to be purchased and maintained by Contractor shall be obtained from surety or insurance companies that are duly licensed or authorized in the State of Texas to issue bonds or insurance policies for the limits and coverages so required. Such surety and insurance companies shall also meet such additional requirements and qualifications as may be provided in the Supplementary Conditions. 5.02 Performance, Payment, and Maintenance Bonds A. Contractor shall furnish performance and payment bonds, in accordance with Texas Government Code Chapter 2253 or successor statute, each in an amount equal to the Contract Price as security for the faithful performance and payment of all of Contractor's obligations under the Contract Documents. T B. Contractor shall furnish maintenance bonds in an amount equal to the Contract Price as security to protect the City against any defects in any portion of the Work described in the Contract Documents. Maintenance bonds shall remain in effect for two (2) years after the date of Final Acceptance by the City. C. All bonds shall be in the form prescribed by the Contract Documents except as provided otherwise by Laws or Regulations, and shall be executed by such sureties as are named in the list of"Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular 570 (amended) by the Financial Management Service, Surety Bond Branch, U.S. Department of the Treasury. All bonds signed by an agent or attorney-in-fact must be accompanied by a sealed and dated power of attorney which shall show that it is effective on the date the agent or attorney-in-fact signed each bond. D. If the surety on any bond furnished by Contractor is declared bankrupt or becomes insolvent or its right to do business is terminated in the State of Texas or it ceases to meet the requirements of Paragraph 5.02.C, Contractor shall promptly notify City and shall, within 30 days after the event giving rise to such notification, provide another bond and surety, both of which shall comply with the requirements of Paragraphs 5.01 and 5.02.C. 5.03 Certificates of Insurance Contractor shall deliver to City, with copies to each additional insured and loss payee identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance requested by City or any other additional insured)which Contractor is required to purchase and maintain. 1. The certificate of insurance shall document the City, and all identified entities named in the Supplementary Conditions as"Additional Insured"on all liability policies. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnrmy Z 2016 007200-1 GENERAL CONDITIONS Page 17 of 63 2. The Contractor's general liability insurance shall include a, "per project" or "per location", endorsement,which shall be identified in the certificate of insurance provided to the City. 3. The certificate shall be signed by an agent authorized to bind coverage on behalf of the — insured, be complete in its entirety, and show complete insurance carrier names as listed in the current A.M. Best Property&Casualty Guide i 4. The insurers for all policies must be licensed and/or approved to do business in the State of Texas. Except for workers' compensation, all insurers must have a minimum rating of A-: VII in the current A. M. Best Key Rating Guide or have reasonably equivalent financial — strength and solvency to the satisfaction of Risk Management. If the rating is below that required,written approval of City is required. 5. All applicable policies shall include a Waiver of Subrogation (Rights of Recovery) in favor of the City. In addition, the Contractor agrees to waive all rights of subrogation against the Engineer (if applicable), and each additional insured identified in the Supplementary Conditions 6. Failure of the City to demand such certificates or other evidence of full compliance with the _ insurance requirements or failure of the City to identify a deficiency from evidence that is provided shall not be construed as a waiver of Contractor's obligation to maintain such lines of insurance coverage. 7. If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance for any differences is required. Excess Liability shall follow form of the primary coverage. 8. Unless otherwise stated, all required insurance shall be written on the "occurrence basis". If coverage is underwritten on a claims-made basis, the retroactive date shall be coincident with or prior to the date of the effective date of the agreement and the certificate of insurance shall state that the coverage is claims-made and the retroactive date. The insurance coverage shall be maintained for the duration of the Contract and for three (3) years following Final Acceptance provided under the Contract Documents or for the warranty period, whichever is longer. An annual certificate of insurance submitted to the City shall evidence such insurance coverage. 9. Policies shall have no exclusions by endorsements, which, neither nullify or amend, the required lines of coverage, nor decrease the limits of said coverage unless such endorsements are approved in writing by the City. In the event a Contract has been bid or executed and the exclusions are determined to be unacceptable or the City desires additional insurance coverage, and the City desires the contractor/engineer to obtain such coverage, the contract price shall be adjusted by the cost of the premium for such additional coverage plus 10%. 10. Any self-insured retention (SIR), in excess of $25,000.00, affecting required insurance coverage shall be approved by the City in regards to asset value and stockholders' equity. In CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febmary Z 2016 007200-1 GENERAL CONDITIONS Page 18 of 63 lieu of traditional insurance, alternative coverage maintained through insurance pools or risk retention groups, must also be approved by City. 11. Any deductible in excess of$5,000.00, for any policy that does not provide coverage on a first-dollar basis, must be acceptable to and approved by the City. 12. City, at its sole discretion, reserves the right to review the insurance requirements and to make reasonable adjustments to insurance coverage's and their limits when deemed necessary and prudent by the City based upon changes in statutory law, court decision or the claims history of the industry as well as of the contracting party to the City. The City shall be required to provide prior notice of 90 days, and the insurance adjustments shall be incorporated into the Work by Change Order. 13. City shall be entitled, upon written request and without expense, to receive copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modifications of particular policy terms, conditions, limitations, or exclusions necessary to conform the policy and endorsements to the requirements of the Contract. Deletions, revisions, or modifications shall not be required where policy provisions are established by law or regulations binding upon either party or the underwriter on any such policies. 14. City shall not be responsible for the direct payment of insurance premium costs for Contractor's insurance. 5.04 Contractor's Insurance A. Workers Compensation and Employers' Liability. Contractor shall purchase and maintain such insurance coverage with limits consistent with statutory benefits outlined in the Texas Workers' Compensation Act (Texas Labor Code, Ch. 406, as amended), and minimum limits for Employers' Liability as is appropriate for the Work being performed and as will provide protection from claims set forth below which may arise out of or result from Contractor's performance of the Work and Contractor's other obligations under the Contract Documents, whether it is to be performed by Contractor, any Subcontractor or Supplier, or by anyone directly or indirectly employed by any of them to perform any of the Work, or by anyone for whose acts any of them may be liable: 1. claims under workers' compensation, disability benefits, and other similar employee benefit acts; 2. claims for damages because of bodily injury, occupational sickness or disease, or death of Contractor's employees. B. Commercial General Liability. Coverage shall include but not be limited to covering liability (bodily injury or property damage) arising from: premises/operations, independent contractors, products/completed operations,personal injury, and liability under an insured contract. Insurance shall be provided on an occurrence basis, and as comprehensive as the current Insurance Services Office (ISO) policy. This insurance shall apply as primary insurance with respect to any other R CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felngary2,2016 007200-1 GENERAL CONDITIONS Page 19 of 63 insurance or self-insurance programs afforded to the City. The Commercial General Liability policy, shall have no exclusions by endorsements that would alter of nullify premises/operations, products/completed operations, contractual, personal injury, or advertising injury, which are normally contained with the policy, unless the City approves such exclusions in writing. For construction projects that present a substantial completed operation exposure, the City may require the contractor to maintain completed operations coverage for a minimum of no less than three (3) years following the completion of the project (if identified in the Supplementary Conditions). C. Automobile Liability. A commercial business auto policy shall provide coverage on "any auto", defined as autos owned, hired and non-owned and provide indemnity for claims for damages because bodily injury or death of any person and or property damage arising.out of the work, -- maintenance or use of any motor vehicle by the Contractor, any Subcontractor or Supplier, or by anyone directly or indirectly employed by any of them to perform any of the Work, or by anyone for whose acts any of them may be liable. D. Railroad Protective Liability. If any of the work or any warranty work is within the limits of railroad right-of-way, the Contractor shall comply with the requirements identified in the Supplementary Conditions. E. Notification of Policy Cancellation: Contractor shall immediately notify City upon cancellation or other loss of insurance coverage. Contractor shall stop work until replacement insurance has been procured. There shall be no time credit for days not worked pursuant to this section. i 5.05 Acceptance of Bonds and Insurance; Option to Replace If City has any objection to the coverage afforded by or other provisions of the bonds or insurance required to be purchased and maintained by the Contractor in accordance with Article 5 on the basis of non-conformance with the Contract Documents, the City shall so notify the Contractor in writing within 10 Business Days after receipt of the certificates (or other evidence requested). Contractor shall provide to the City such additional information in respect of insurance provided as the City may reasonably request. If Contractor does not purchase or maintain all of the bonds and insurance required by the Contract Documents, the City shall notify the Contractor in writing of such failure prior to the start of the Work, or of such failure to maintain prior to any change in the required coverage. ARTICLE 6—CONTRACTOR'S RESPONSIBILITIES 6.01 Supervision and Superintendence A. Contractor shall supervise, inspect, and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. Contractor shall be solely responsible for the means,methods,techniques, sequences, and procedures of construction. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febrmy 2,2016 007200-1 GENERAL CONDITIONS Page 20 of 63 B. At all times during the progress of the Work, Contractor shall assign a competent, English- speaking, Superintendent who shall not be replaced without written notice to City. The Superintendent will be Contractor's representative at the Site and shall have authority to act on behalf of Contractor. All communication given to or received from the Superintendent shall be binding on Contractor. C. Contractor shall notify the City 24 hours prior to moving areas during the sequence of -- construction. 6.02 Labor; Working Hours w. A. Contractor shall provide competent, suitably qualified personnel to perform construction as required by the Contract Documents. Contractor shall at all times maintain good discipline and .� order at the Site. B. Except as otherwise required for the safety or protection of persons or the Work or property at the Site or adjacent thereto, and except as otherwise stated in the Contract Documents, all Work at the Site shall be performed during Regular Working Hours. Contractor will not permit the performance of Work beyond Regular Working Hours or for Weekend Working Hours without City's written consent (which will not be unreasonably withheld). Written request (by letter or electronic communication)to perform Work: 1. for beyond Regular Working Hours request must be made by noon at least two (2) Business Days prior 2. for Weekend Working Hours request must be made by noon of the preceding Thursday 3. for legal holidays request must be made by noon two Business Days prior to the legal holiday. ■ 6.03 Services, Materials, and Equipment A. Unless otherwise specified in the Contract Documents, Contractor shall provide and assume full responsibility for all services, materials, equipment, labor,transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities, and all other facilities and incidentals necessary for the performance, Contractor required testing, start-up, and completion of the Work. B. All materials and equipment incorporated into the Work shall be as specified or, if not specified, shall be of good quality and new, except as otherwise provided in the Contract Documents. All special warranties and guarantees required by the Specifications shall expressly run to the benefit of City. If required by City, Contractor shall furnish satisfactory evidence (including reports of required tests)as to the source,kind,and quality of materials and equipment. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febn=y2,2016 007200-1 GENERAL CONDITIONS Page 21 of 63 C. All materials and equipment to be incorporated into the Work shall be stored, applied, installed, " connected, erected, protected, used, cleaned, and conditioned in accordance with instructions of the applicable Supplier,except as otherwise may be provided in the Contract Documents. •• D. All items of standard equipment to be incorporated into the Work shall be the latest model at the time of bid, unless otherwise specified. 6.04 Project Schedule A. Contractor shall adhere to the Project Schedule established in accordance with Paragraph 2.07 and the General Requirements as it may be adjusted from time to time as provided below. 1. Contractor shall submit to City for acceptance (to the extent indicated in Paragraph 2.07 and the General Requirements) proposed adjustments in the Project Schedule that will not result in changing the Contract Time. Such adjustments will comply with any provisions of the General Requirements applicable thereto. 2. Contractor shall submit to City a monthly Project Schedule with a monthly progress payment for the duration of the Contract in accordance with the schedule specification 01 32 16. 3. Proposed adjustments in the Project Schedule that will change the Contract Time shall be submitted in accordance with the requirements of Article 12. Adjustments in Contract Time may only be made by a Change Order. 6.05 Substitutes and "Or-Equals" A. Whenever an item of material or equipment is specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to establish the type, function, appearance, and quality required. Unless f the specification or description contains or is followed by words reading that no like, equivalent, or "or-equal" item or no substitution is permitted, other items of material or equipment of other Suppliers may be submitted to City for review under the circumstances described below. 1. "Or-Equal"Items: If in City's sole discretion an item of material or equipment proposed by Contractor is functionally equal to that named and sufficiently similar so that no change in related Work will be required, it may be considered by City as an "or-equal" item, in which case review and approval of the proposed item may, in City's sole discretion, be accomplished without compliance with some or all of the requirements for approval of proposed substitute items. For the purposes of this Paragraph 6.05.A.1, a proposed item of material or equipment will be considered functionally equal to an item so named if: a. the City determines that: 1) it is at least equal in materials of construction, quality, durability, appearance, strength,and design characteristics; ■ CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnay 2,2016 007200-1 GENERAL CONDITIONS Page 22 of 63 2) it will reliably perform at least equally well the function and achieve the results ` imposed by the design concept of the completed Project as a functioning whole; and 3) it has a proven record of performance and availability of responsive service; and b. Contractor certifies that, if approved and incorporated into the Work: 1) there will be no increase in cost to the City or increase in Contract Time; and 2) it will conform substantially to the detailed requirements of the item named in the Contract Documents. 2. Substitute Items: a. If in City's sole discretion an item of material or equipment proposed by Contractor does not qualify as an "or-equal" item under Paragraph 6.05.A.1, it may be submitted as a proposed substitute item. b. Contractor shall submit sufficient information as provided below to allow City to determine if the item of material or equipment proposed is essentially equivalent to that named and an acceptable substitute therefor. Requests for review of proposed substitute items of material or equipment will not be accepted by City from anyone other than Contractor. c. Contractor shall make written application to City for review of a proposed substitute item of material or equipment that Contractor seeks to furnish or use. The application shall comply with Section 01 25 00 and: 1) shall certify that the proposed substitute item will: a) perform adequately the functions and achieve the results called for by the general design; b) be similar in substance to that specified; c) be suited to the same use as that specified; and 2) will state: a) the extent, if any, to which the use of the proposed substitute item will prejudice Contractor's achievement of final completion on time; b) whether use of the proposed substitute item in the Work will require a change in any of the Contract Documents (or in the provisions of any other direct contract with City for other work on the Project) to adapt the design to the proposed substitute item; CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnu 2,2016 007200-1 GENERAL CONDITIONS Page 23 of 63 c) whether incorporation or use of the proposed substitute item in connection with the Work is subject to payment of any license fee or royalty;and 3) will identify: a) all variations of the proposed substitute item from that specified; b) available engineering, sales,maintenance,repair,and replacement services; and 4) shall contain an itemized estimate of all costs or credits that will result directly or indirectly from use of such substitute item, including costs of redesign and Damage Claims of other contractors affected by any resulting change. B. Substitute Construction Methods or Procedures: If a specific means, method, technique, sequence, or procedure of construction is expressly required by the Contract Documents, Contractor may furnish or utilize a substitute means, method, technique, sequence, or procedure of construction approved by City. Contractor shall submit sufficient information to allow City, in City's sole discretion, to determine that the substitute proposed is equivalent to that expressly called for by the Contract Documents. Contractor shall make written application to City for review in the same manner as those provided in Paragraph 6.05.A.2. C. City's Evaluation: City will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to Paragraphs 6.05.A and 6.05.B. City may require ` Contractor to furnish additional data about the proposed substitute. City will be the sole judge of acceptability. No "or-equal" or substitute will be ordered, installed or utilized until City's review is complete, which will be evidenced by a Change Order in the case of a substitute and an 4 accepted Submittal for an"or-equal." City will advise Contractor in writing of its determination. D. Special Guarantee: City may require Contractor to furnish at Contractor's expense a special performance guarantee, warranty, or other surety with respect to any substitute. Contractor shall indemnify and hold harmless City and anyone directly or indirectly employed by them from and against any and all claims, damages, losses and expenses (including attorneys fees) arising out of the use of substituted materials or equipment. E. City's Cost Reimbursement: City will record City's costs in evaluating a substitute proposed or submitted by Contractor pursuant to Paragraphs 6.05.A.2 and 6.05.B. Whether or not City approves a substitute so proposed or submitted by Contractor, Contractor may be required to reimburse City for evaluating each such proposed substitute. Contractor may also be required to reimburse City for the charges for making changes in the Contract Documents (or in the provisions of any other direct contract with City) resulting from the acceptance of each proposed substitute. F. Contractor's Expense: Contractor shall provide all data in support of any proposed substitute or "or-equal"at Contractor's expense. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Feb umy 2,2016 007200-1 GENERAL CONDITIONS Page 24 of 63 G. City Substitute Reimbursement: Costs (savings or charges) attributable to acceptance of a substitute shall be incorporated to the Contract by Change Order. H. Time Extensions:No additional time will be granted for substitutions. 6.06 Concerning Subcontractors, Suppliers, and Others A. Contractor shall perform with his own organization, work of a value not less than 35% of the value embraced on the Contract,unless otherwise approved by the City. B. Contractor shall not employ any Subcontractor, Supplier, or other individual or entity, whether initially or as a replacement, against whom City may have reasonable objection. Contractor shall not be required to employ any Subcontractor, Supplier, or other individual or entity to furnish or perform any of the Work against whom Contractor has reasonable objection (excluding those acceptable to City as indicated in Paragraph 6.06.C). C. The City may from time to time require the use of certain Subcontractors, Suppliers, or other individuals or entities on the project, and will provide such requirements in the Supplementary Conditions. D. Minority Business Enterprise Compliance: It is City policy to ensure the full and equitable participation by Minority Business Enterprises (MBE) in the procurement of goods and services on a contractual basis. If the Contract Documents provide for a MBE goal, Contractor is required to comply with the intent of the City's MBE Ordinance (as amended)by the following: 1. Contractor shall, upon request by City, provide complete and accurate information regarding actual work performed by a MBE on the Contract and payment therefor. 2. Contractor will not make additions, deletions, or substitutions of accepted MBE without written consent of the City. Any unjustified change or deletion shall be a material breach of Contract and may result in debarment in accordance with the procedures outlined in the Ordinance. 3. Contractor shall, upon request by City, allow an audit and/or examination of any books, records, or files in the possession of the Contractor that will substantiate the actual work performed by an MBE. Material misrepresentation of any nature will be grounds for termination of the Contract in accordance with Paragraph 15.02.A. Any such misrepresentation may be grounds for disqualification of Contractor to bid on future contracts with the City for a period of not less than three years. E. Contractor shall be fully responsible to City for all acts and omissions of the Subcontractors, Suppliers, and other individuals or entities performing or furnishing any of the Work just as Contractor is responsible for Contractor's own acts and omissions. Nothing in the Contract Documents: • CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnrazy 2,2016 007200-1 GENERAL CONDITIONS Page 25 of 63 1. shall create for the benefit of any such Subcontractor, Supplier, or other individual or entity i any contractual relationship between City and any such Subcontractor, Supplier or other individual or entity;nor 4 2. shall create any obligation on the part of City to pay or to see to the payment of any moneys due any such Subcontractor, Supplier, or other individual or entity except as may otherwise be required by Laws and Regulations. F. Contractor shall be solely responsible for scheduling and coordinating the Work of Subcontractors, Suppliers, and other individuals or entities performing or furnishing any of the Work under a direct or indirect contract with Contractor. G. All Subcontractors, Suppliers, and such other individuals or entities performing or furnishing any of the Work shall communicate with City through Contractor. H. All Work performed for Contractor by a Subcontractor or Supplier will be pursuant to an appropriate agreement between Contractor and the Subcontractor or Supplier which specifically binds the Subcontractor or Supplier to the applicable terms and conditions of the Contract Documents for the benefit of City. 6.07 Wage Rates A: Duty to pay Prevailing Wage Rates. The Contractor shall comply with all requirements of Chapter 2258, Texas Government Code (as amended), including the payment of not less than the rates determined by the City Council of the City of Fort Worth to be the prevailing wage rates in accordance with Chapter 2258. Such prevailing wage rates are included in these Contract " Documents. B. Penalty for Violation. A Contractor or any Subcontractor who does not pay the prevailing wage shall, upon demand made by the City, pay to the City $60 for each worker employed for each calendar day or part of the day that the worker is paid less than the prevailing wage rates stipulated in these contract documents. This penalty shall be retained by the City to offset its administrative costs,pursuant to Texas Government Code 2258.023. C. Complaints of Violations and City Determination of Good Cause. On receipt Df information, including a complaint by a worker, concerning an alleged violation of 2258.023, Texas Government Code, by a Contractor or Subcontractor, the City shall make an initial determination, before the 31 st day after the date the City receives the information, as to whether a good cause exists to believe that the violation occurred. The City shall notify in writing the Contractor or Subcontractor and any affected worker of its initial determination. Upon the City's determination that there is good cause to believe the Contractor or Subcontractor has violated Chapter 2258, the City shall retain the full amounts claimed by the claimant or claimants as the difference between wages paid and wages due under the prevailing wage rates, such amounts being subtracted from successive progress payments pending a final determination of the violation. I CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fe6nmry 2,2016 f 007200-1 GENERAL CONDITIONS Page 26 of 63 D. Arbitration Required if Violation Not Resolved. An issue relating to an alleged violation of Section 2258.023, Texas Government Code, including a penalty owed to the City or an affected worker, shall be submitted to binding arbitration in accordance with the Texas General Arbitration Act(Article 224 et seq., Revised Statutes) if the Contractor or Subcontractor and any affected worker does not resolve the issue by agreement before the 15th day after the date the City makes its initial determination pursuant to Paragraph C above. If the persons required to arbitrate under this section do not agree on an arbitrator before the 11th day after the date that arbitration is required, a district court shall appoint an arbitrator on the petition of any of the persons. The City is not a party in the arbitration. The decision and award of the arbitrator is final and binding on all parties and may be enforced in any court of competent jurisdiction. E. Records to be Maintained. The Contractor and each Subcontractor shall, for a period of three (3) years following the date of acceptance of the work, maintain records that show (i) the name and — occupation of each worker employed by the Contractor in the construction of the Work provided for in this Contract; and(ii) the actual per diem wages paid to each worker. The records shall be open at all reasonable hours for inspection by the City. The provisions of Paragraph 6.23, Right — to Audit, shall pertain to this inspection. F. Progress Payments. With each progress payment or payroll period, whichever is less, the w Contractor shall submit an affidavit stating that the Contractor has complied with the requirements of Chapter 2258, Texas Government Code. G. Posting of Wage Rates. The Contractor shall post prevailing wage rates in a conspicuous place at all times. _ H. Subcontractor Compliance. The Contractor shall include in its subcontracts and/or shall otherwise require all of its Subcontractors to comply with Paragraphs A through G above. 6.08 Patent Fees and Royalties A. Contractor shall pay all license fees and royalties and assume all costs incident to the use in the performance of the Work or the incorporation in the Work of any invention, design, process, product, or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, product, or device is specified in the Contract Documents for use in the performance of the Work and if, to the actual knowledge of City, its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by City in the Contract Documents. Failure of the City to disclose such information does not relieve the Contractor from its obligations to pay for the µ use of said fees or royalties to others. B. To the fullest extent permitted by Laws and Regulations, Contractor shall indemnify and hold harmless City,from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to any infringement of patent rights or copyrights incident to the use in the performance of the Work or resulting from CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision.Febcuazy2,2016 007200-1 GENERAL CONDITIONS Page 27 of 63 the incorporation in the Work of any invention, design,process,product, or device not specified in the Contract Documents. 6.09 Permits and Utilities A. Contractor obtained permits and licenses. Contractor shall obtain and pay for all construction permits and licenses except those provided for in the Supplementary Conditions or Contract Documents. City shall assist Contractor, when necessary, in obtaining such permits and licenses. Contractor shall pay all governmental charges and inspection fees necessary for the prosecution of the Work which are applicable at the time of opening of Bids, or, if there are no Bids, on the .� Effective Date of the Agreement, except for permits provided by the City as specified in 6.09.13. City shall pay all charges of utility owners for connections for providing permanent service to the Work. B. City obtained permits and licenses. City will obtain and pay for all permits and licenses as provided for in the Supplementary Conditions or Contract Documents. It will be the Contractor's responsibility to carry out the provisions of the permit. If the Contractor initiates changes to the Contract and the City approves the changes, the Contractor is responsible for obtaining clearances and coordinating with the appropriate regulatory agency. The City will not reimburse the Contractor for any cost associated with these requirements of any City acquired permit. The following are permits the City will obtain if required: 1. Texas Department of Transportation Permits 2. U.S.Army Corps of Engineers Permits 3. Texas Commission on Environmental Quality Permits 4. Railroad Company Permits C. Outstanding permits and licenses. The City anticipates acquisition of and/or access to permits and licenses. Any outstanding permits and licenses are anticipated to be acquired in accordance with the schedule set forth in the Supplementary Conditions. The Project Schedule submitted by the Contractor in accordance with the Contract Documents must consider any outstanding permits and licenses. 6.10 Laws and Regulations A. Contractor shall give all notices required by and shall comply with all Laws and Regulations applicable to the performance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, the City shall not be responsible for monitoring Contractor's compliance with any Laws or Regulations. B. If Contractor performs any Work knowing or having reason to know that it is contrary to Laws or Regulations, Contractor shall bear all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS fRevision:Fetruay 2,2016 1 00 7200-1 GENERAL CONDITIONS Page 28 of 63 court or arbitration or other dispute resolution costs) arising out of or relating to such Work. However, it shall not be Contractor's responsibility to make certain that the Specifications and Drawings are in accordance with Laws and Regulations, but this shall not relieve Contractor of Contractor's obligations under Paragraph 3.02. C. Changes in Laws or Regulations not known at the time of opening of Bids having an effect on the cost or time of performance of the Work may be the subject of an adjustment in Contract = Price or Contract Time. 6.11 Taxes A. On a contract awarded by the City, an organization which qualifies for exemption pursuant to Texas Tax Code, Subchapter H, Sections 151.301-335 (as amended), the Contractor may purchase, rent or lease all materials, supplies and equipment used or consumed in the performance of this contract by issuing to his supplier an exemption certificate in lieu of the tax, said exemption certificate to comply with State Comptroller's Ruling .007. Any such exemption certificate issued to the Contractor in lieu of the tax shall be subject to and shall comply with the provision of State Comptroller's Ruling .011, and any other applicable rulings pertaining to the Texas Tax Code, Subchapter H. B. Texas Tax permits and information may be obtained from: 1. Comptroller of Public Accounts Sales Tax Division Capitol Station Austin,TX 78711; or 2. http://www.window.state.tx.us/taxinfo/taxforms/93-forms.html ` 6.12 Use of Site and Other Areas A. Limitation on Use of Site and Other Areas: 1. Contractor shall confine construction equipment,the storage of materials and equipment, and the operations of workers to the Site and other areas permitted by Laws and Regulations, and - shall not unreasonably encumber the Site and other areas with construction equipment or other materials or equipment. Contractor shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof, or of any adjacent land or areas - resulting from the performance of the Work. 2. At any time when, in the judgment of the City, the Contractor has obstructed or closed or is carrying on operations in a portion of a street, right-of-way, or easement greater than is necessary for proper execution of the Work, the City may require the Contractor to finish the section on which operations are in progress before work is-commenced on any additional 4 area of the Site. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fe6nmy 2,2016 007200-1 GENERAL CONDITIONS Page 29 of 63 3. Should any Damage Claim be made by any such owner or occupant because of the performance of the Work, Contractor shall promptly attempt to resolve the Damage Claim. 4. Pursuant to Paragraph 6.21, Contractor shall indemnify and hold harmless City,from and against all claims, costs, losses, and damages arising out of or relating to any claim or action, legal or equitable, brought by any such owner or occupant against City. B. Removal of Debris During Performance of the Work: During the progress of the Work Contractor shall keep the Site and other areas free from accumulations of waste materials, rubbish, and other debris. Removal and disposal of such waste materials, rubbish, and other debris shall conform to applicable Laws and Regulations. C. Site Maintenance Cleaning: 24 hours after written notice is given to the Contractor that the clean-up on the job site is proceeding in a manner unsatisfactory to the City, if the Contractor fails to correct the unsatisfactory procedure, the City may take such direct action as the City deems appropriate to correct the clean-up deficiencies cited to the Contractor in the written notice (by letter or electronic communication), and the costs of such direct action, plus 25 % of such costs, shall be deducted from the monies due or to become due to the Contractor. D. Final Site Cleaning: Prior to Final Acceptance of the Work Contractor shall clean the Site and the Work and make it ready for utilization by City or adjacent property owner. At the completion of the Work Contractor shall remove from the Site all tools, appliances, construction equipment and machinery, and surplus materials and shall restore to original condition or better all property disturbed by the Work. E. Loading Structures: Contractor shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. ` 6.13 Record Documents A. Contractor shall maintain in a safe place at the Site or in a place designated by the Contractor and approved by the City, one (1) record copy of all Drawings, Specifications, Addenda, Change Orders, Field Orders, and written interpretations and clarifications in good order and annotated to show changes made during construction. These record documents together with all approved Samples and a counterpart of all accepted Submittals will be available to City for reference. Upon completion of the Work, these record documents, any operation and maintenance manuals, and Submittals will be delivered to City prior to Final Inspection. Contractor shall include accurate locations for buried and imbedded items. 6.14 Safety and Protection A. Contractor shall be solely responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. Such responsibility does not relieve ` Subcontractors of their responsibility for the safety of persons or property in the performance of their work, nor for compliance with applicable safety Laws and Regulations. Contractor shall CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febngay Z 2016 007200-1 GENERAL CONDITIONS Page 30 of 63 take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: 1. all persons on the Site or who may be affected by the Work; 2. all the Work and materials and equipment to be incorporated therein, whether in storage on or off the Site; and 3. other property at the Site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, utilities, and Underground Facilities not designated for removal,relocation,or replacement in the course of construction. B. Contractor shall comply with all applicable Laws and Regulations relating to the safety of persons or property, or to the protection of persons or property from damage, injury, or loss; and shall erect and maintain all necessary safeguards for such safety and protection. Contractor shall notify owners of adjacent property and of Underground Facilities and other utility owners when prosecution of the Work may affect them, and shall cooperate with them in the protection, removal,relocation, and replacement of their property. C. Contractor shall comply with the applicable requirements of City's safety programs, if any. D. Contractor shall inform City of the specific requirements of Contractor's safety program, if any, with which City's employees and representatives must comply while at the Site. E. All damage, injury, or loss to any property referred to in Paragraph 6.14.A.2 or 6.14.A.3 caused, directly or indirectly, in whole or in part, by Contractor, any Subcontractor, Supplier, or any other individual or entity directly or indirectly employed by any of them to perform any of the Work,or anyone for whose acts any of them may be liable, shall be remedied by Contractor. F. Contractor's duties and responsibilities for safety and for protection of the Work shall continue until such time as all the Work is completed and City has accepted the Work. 6.15 Safety Representative Contractor shall inform City in writing of Contractor's designated safety representative at the Site. 6.16 Hazard Communication Programs Contractor shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers in accordance with Laws or Regulations. 6.17 Emergencies and/or Rectification A. In emergencies affecting the safety or protection of persons or the Work or property at the Site or adjacent thereto, Contractor is obligated to act to prevent threatened damage, injury, or loss. Contractor shall give City prompt written notice if Contractor believes that any significant CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnimy 2,2016 f 007200-1 GENERAL CONDITIONS Page 31 of 63 changes in the Work or variations from the Contract Documents have been caused thereby or are required as a result thereof. If City determines that a change in the' Contract Documents is required because of the action taken by Contractor in response to such an emergency, a Change Order may be issued. B. Should the Contractor fail to respond to a request from the City to rectify any discrepancies, omissions, or correction necessary to conform with the requirements of the Contract Documents, �- the City shall give the Contractor written notice that such work or changes are to be performed. The written notice shall direct attention to the discrepant condition and request the Contractor to take remedial action to correct the condition. In the event the Contractor does not take positive steps to fulfill this written request, or does not show just cause for not taking the proper action, within 24 hours,the City may take such remedial action with City forces or by contract. The City shall deduct an amount equal to the entire costs for such remedial action, plus 25%, from any funds due or become due the Contractor on the Project. 6.18 Submittals A. Contractor shall submit required Submittals to City for review and acceptance in accordance with the accepted Schedule of Submittals (as required by Paragraph 2.07). Each submittal will be identified as City may require. 1. Submit number of copies specified in the General Requirements. 2. Data shown on the Submittals will be complete with respect to quantities, dimensions, specified performance and design criteria, materials, and similar data to show City the services, materials, and equipment Contractor proposes to provide and to enable City to review the information for the limited purposes required by Paragraph 6.18.C. 3. Submittals submitted as herein provided by Contractor and reviewed by City for conformance with the design concept shall be executed in conformity with the Contract Documents unless otherwise required by City. 4. When Submittals are submitted for the purpose of showing the installation in greater detail, their review shall not excuse Contractor from requirements shown on the Drawings and Specifications. 5. For-Information-Only submittals upon which the City is not expected to conduct review or take responsive action may be so identified in the Contract Documents. 6. Submit required number of Samples specified in the Specifications. 7. Clearly identify each Sample as to material, Supplier,pertinent data such as catalog numbers, the use for which intended and other data as City may require to enable City to review the submittal for the limited purposes required by Paragraph 6.18.C. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehniazy 2,2016 00 7200-1 GENERAL CONDITIONS Page 32 of 63 B. Where a Submittal is required by the Contract Documents or the Schedule of Submittals, any related Work performed prior to City's review and acceptance of the pertinent submittal will be at the sole expense and responsibility of Contractor. C. City's Review: 1. City will provide timely review of required Submittals in accordance with the Schedule of Submittals acceptable to City. City's review and acceptance will be only to determine if the items covered by the submittals will, after installation or incorporation in the Work, conform to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. 2. City's review and acceptance will not extend to means, methods, techniques, sequences, or procedures of construction (except where a particular means, method, technique, sequence, or procedure of construction is specifically and expressly called for by the Contract Documents) or to safety precautions or programs incident thereto. The review and acceptance of a separate item as such will not indicate approval of the assembly in which the item functions. 3. City's review and acceptance shall not relieve Contractor from responsibility for any variation from the requirements of the Contract Documents unless Contractor has complied with the requirements of Section 01 33 00 and City has given written acceptance of each such variation by specific written notation thereof incorporated in or accompanying the Submittal. City's review and acceptance shall not relieve Contractor from responsibility for complying with the requirements of the Contract Documents. 6.19 Continuing the Work Except as otherwise provided, Contractor shall carry on the Work and adhere to the Project Schedule during all disputes or disagreements with City. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as City and Contractor may otherwise agree in writing. 6.20 Contractor's General Warranty and Guarantee A. Contractor warrants and guarantees to City that all Work will be in accordance with the Contract Documents and will not be defective. City and its officers, directors, members, partners, employees, agents, consultants, and subcontractors shall be entitled to rely on representation of Contractor's warranty and guarantee. B. Contractor's warranty and guarantee hereunder excludes defects or damage caused by: 1. abuse, modification, or improper maintenance or operation by persons other than Contractor, Subcontractors, Suppliers, or any other individual or entity for whom Contractor is responsible; or CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febney2,2016 I 007200-1 GENERAL CONDITIONS Page 33 of 63 rr 2. normal wear and tear under normal usage. i C. Contractor's obligation to perform and complete the Work in accordance with the Contract Documents shall be absolute.None of the following will constitute an acceptance of Work that is �+ not in accordance with the Contract Documents or a release of Contractor's obligation to perform the Work in accordance with the Contract Documents: .. 1. observations by City; 2. recommendation or payment by City of any progress or final payment; 3. the issuance of a certificate of Final Acceptance by City or any payment related thereto by City; 4. use or occupancy of the Work or any part thereof by City; 5. any review and acceptance of a Submittal by City; 6. any inspection,test, or approval by others; or 7. any correction of defective Work by City. D. The Contractor shall remedy any defects or damages in the Work and pay for any damage to other work or property resulting therefrom which shall appear within a period of two (2) years from the date of Final Acceptance of the Work unless a longer period is specified and shall furnish a good and sufficient maintenance bond, complying with the requirements of Article 5.02.13. The City will give notice of observed defects with reasonable promptness. 6.21 Indemnification A. Contractor covenants and agrees to indemnify, hold harmless and defend, at its own expense, the City, its officers, servants and employees, from and against any and all claims arising out of, or alleged to arise out of, the work and services to be performed by the Contractor, its officers, agents, employees, subcontractors, licenses or invitees under this Contract. THIS INDEMNIFICATION PROVISION IS SP . IFI LLY INT .ND .D TO OPERATE AND BE EFFECTIVE EVEN IF IT IS ALLEGED OR PROVEN THAT ALL OR SOME OF THE DAMAGES B .IN O HT WERL CAUSED. IN WHOLE OR IN PART. BY ANY ACT. OMISSION OR NEGLIGENCE OF THE CITY. This indemnity provision is intended to include, without limitation, indemnity for costs, expenses and legal fees incurred by the City in defending against such claims and causes of actions. B. Contractor covenants and agrees to indemnify and hold harmless, at its own expense, the City, its officers, servants and employees, from and against any and all loss, damage or destruction of property of the City, arising out of, or alleged to arise out of, the work and services to be performed by the Contractor, its officers, agents, employees, subcontractors, licensees or invitees under this Contract. THIS INDEMNIFICATION PROVISION IS CITY OF FORT WORTH 111 STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnrmy 2,2016 I 007200-1 GENERAL CONDITIONS Page 34 of 63 SPECIFICALLY INTENDED TO OPERATE AND BE EFFECTIVE EVEN IF IT IS ALLEGED OR PROVEN THAT ALL OR SOME OF THE DAMAGES BEING SOUGHT WERE CAUSED, IN WHOLE OR IN PART, BY ANY ACT, OMISSION OR NEGLIGENCE OF THE CITY. 6.22 Delegation of Professional Design Services A. Contractor will not be required to provide professional design services unless such services are specifically required by the Contract Documents for a portion of the Work or unless such services are required to carry out Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. B. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of Contractor by the Contract Documents, City will specify all performance and design criteria that such services must satisfy. Contractor shall cause such services or certifications to be provided by a properly licensed professional, whose _ signature and seal shall appear on all drawings, calculations, specifications, certifications, and Submittals prepared by such professional. Submittals related to the Work designed or certified by such professional, if prepared by others, shall bear such professional's written approval when submitted to City. C. City shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals, provided City has specified to Contractor performance and design criteria that such services must satisfy. D. Pursuant to this Paragraph 6.22, City's review and acceptance of design calculations and design T drawings will be only for the limited purpose of checking for conformance with performance and design criteria given and the design concept expressed in the Contract Documents. City's review and acceptance of Submittals (except design calculations and design drawings) will be only for R the purpose stated in Paragraph 6.18.C. 6.23 Right to Audit A. The Contractor agrees that the City shall, until the expiration of three (3) years after final payment under this Contract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers, and records of the Contractor involving transactions relating to this Contract. Contractor agrees that the City shall have access during Regular Working Hours to all necessary Contractor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this Paragraph. The City shall give Contractor reasonable advance notice of intended audits. B. 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 this Contract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers, and records of such Subcontractor, involving transactions to the subcontract, and further, that City shall have access during Regular Working Hours to all CITY OF FORT WORTH I STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fetnmy 2,2016 l 007200-1 GENERAL CONDITIONS Page 35 of 63 Subcontractor facilities, and shall be provided adequate and appropriate work space in order to — conduct audits in compliance with the provisions of this Paragraph. The City shall give Subcontractor reasonable advance notice of intended audits. C. Contractor and Subcontractor agree to photocopy such documents as may be requested by the City. The City agrees to reimburse Contractor for the cost of the copies as follows at the rate published in the Texas Administrative Code in effect as of the time copying is performed. 6.24 Nondiscrimination _ A. The City is responsible for operating Public Transportation Programs and implementing transit- related projects, which are funded in part with Federal financial assistance awarded by the U.S. Department of Transportation and the Federal Transit Administration (FTA), without discriminating against any person in the United States on the basis of race, color, or national origin. B. Title VI, Civil Rights Act of 1964 as amended: Contractor shall comply with the requirements of the Act and the Regulations as further defined in the Supplementary Conditions for any project receiving Federal assistance. ARTICLE 7—OTHER WORK AT THE SITE 7.01 Related Work at Site A. City may perform other work related to the Project at the Site with City's employees, or other City contractors, or through other direct contracts therefor, or have other work performed by utility owners. If such other work is not noted in the Contract Documents, then written notice thereof will be given to Contractor prior to starting any such other work; and B. Contractor shall afford each other contractor who is a party to such a direct contract, each utility owner, and City, if City is performing other work with City's employees or other City contractors, proper and safe access to the Site, provide a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work, and properly coordinate the Work with theirs. Contractor shall do all cutting, fitting, and patching of the Work that may be required to properly connect or otherwise make its several parts come together and properly integrate with such other work. Contractor shall not endanger any work of others by cutting, excavating,. or otherwise altering such work; provided, however, that Contractor may cut or alter others' work with the written consent of City and the others whose work will be affected. C. If the proper execution or results of any part of Contractor's Work depends upon work performed by others under this Article 7, Contractor shall inspect such other work and promptly report to City in writing any delays, defects, or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of Contractor's Work. Contractor's failure to so report will constitute an acceptance of such other work as fit and proper for integration with Contractor's Work except for latent defects in the work provided by others. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehr 2,2016 007200-1 GENERAL CONDITIONS Page 36 of 63 7.02 Coordination A. If City intends to contract with others for the performance of other work on the Project at the Site, the following will be set forth in Supplementary Conditions: i 1. the individual or entity who will have authority and responsibility for coordination of the activities among the various contractors will be identified; 2. the specific matters to be covered by such authority and responsibility will be itemized; and 3. the extent of such authority and responsibilities will be provided. B. Unless otherwise provided in the Supplementary Conditions, City shall have authority for such coordination. ARTICLE 8—CITY'S RESPONSIBILITIES 8.01 Communications to Contractor Except as otherwise provided in the Supplementary Conditions, City shall issue all communications .. to Contractor. 8.02 Furnish Data City shall timely furnish the data required under the Contract Documents. 8.03 Pay When Due City shall make payments to Contractor in accordance with Article 14. 8.04 Lands and Easements;Reports and Tests City's duties with respect to providing lands and easements and providing engineering surveys to establish reference points are set forth in Paragraphs 4.01 and 4.05. Paragraph 4.02 refers to City's identifying and making available to Contractor copies of reports of explorations and tests of subsurface conditions and drawings of physical conditions relating to existing surface or subsurface structures at or contiguous to the Site that have been utilized by City in preparing the Contract Documents. 8.05 Change Orders City shall execute Change Orders in accordance with Paragraph 10.03. 8.06 Inspections, Tests, and Approvals City's responsibility with respect to certain inspections, tests, and approvals is set forth in Paragraph 13.03. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fetnay 2,2016 007200-I GENERAL CONDITIONS Page 37 of 63 8.07 Limitations on City's Responsibilities A. The City shall not supervise, direct, or have control or authority over, nor be responsible for, Contractor's means, methods, techniques, sequences, or procedures of construction, or the safety — precautions and programs incident thereto, or for any failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. City will not be responsible for Contractor's failure to perform the Work in accordance with the Contract Documents. B. City will notify the Contractor of applicable safety plans pursuant to Paragraph 6.14. 8.08 Undisclosed Hazardous Environmental Condition City's responsibility with respect to an undisclosed Hazardous Environmental Condition is set forth in Paragraph 4.06. 8.09 Compliance with Safety Program While at the Site, City's employees and representatives shall comply with the specific applicable requirements of Contractor's safety programs of which City has been informed pursuant to Paragraph 6.14. ARTICLE 9—CITY'S OBSERVATION STATUS DURING CONSTRUCTION 9.01 City's Project Manager City will provide one or more Project Manager(s) during the construction period. The duties and responsibilities and the limitations of authority of City's Project Manager during construction are set forth in the Contract Documents. The City's Project Manager for this Contract is < insert name here >, or his/her successor pursuant to written notification from the Director of < insert managing department here>. 9.02 Visits to Site A. City's Project Manager will make visits to the Site at intervals appropriate to the various stages of construction as City deems necessary in order to observe the progress that has been made and the quality of the various aspects of Contractor's executed Work. Based on information obtained during such visits and observations, City's Project Manager will determine, in general, if the Work is proceeding in accordance with the Contract Documents. City's Project Manager will not be required to make exhaustive or continuous inspections on the Site to check the quality or quantity of the Work. City's Project Manager's efforts will be directed toward providing City a greater degree of confidence that the completed Work will conform generally to the Contract Documents. B. City's Project Manager's visits and observations are subject to all the limitations on authority and responsibility in the Contract Documents including those set forth in Paragraph 8.07. .. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnmy2,2016 i 007200-1 GENERAL CONDITIONS Page 38 of 63 9.03 Authorized Variations in Work City's Project Manager may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Time — and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These may be accomplished by a Field Order and will be binding on City and also on Contractor, who shall perform the Work involved promptly. 9.04 Rejecting Defective Work City will have authority to reject Work which City's Project Manager believes to be defective, or will not produce a completed Project that conforms to the Contract Documents or that will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. City will have authority to conduct special inspection or testing of the Work as provided in Article 13, whether or not the Work is fabricated, installed, or completed. 9.05 Determinations for Work Performed Contractor will determine the actual quantities and classifications of Work performed. City's Project Manager will review with Contractor the preliminary determinations on such matters before rendering a written recommendation. City's written decision will be final (except as modified to reflect changed factual conditions or more accurate data). 9.06 Decisions on Requirements of Contract Documents and Acceptability of Work A. City will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. B. City will render a written decision on any issue referred. C. City's written decision on the issue referred will be final and binding on the Contractor, subject to the provisions of Paragraph 10.06. ARTICLE 10—CHANGES IN THE WORK; CLAIMS; EXTRA WORK 10.01 Authorized Changes in the Work A. Without invalidating the Contract and without notice to any surety, City may, at any time or from time to time, order Extra Work. Upon notice of such Extra Work, Contractor shall promptly " proceed with the Work involved which will be performed under the applicable conditions of the Contract Documents (except as otherwise specifically provided). Extra Work shall be memorialized by a Change Order which may or may not precede an order of Extra work. B. For minor changes of Work not requiring changes to Contract Time or Contract Price, a Field Order may be issued by the City. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febne 2,2016 i 007200-1 GENERAL CONDITIONS Page 39 of 63 10.02 Unauthorized Changes in the Work Contractor shall not be entitled to an increase in the Contract Price or an extension of the Contract Time with respect to any work performed that is not required by the Contract Documents as amended, modified, or supplemented as provided in Paragraph 3.04, except in the case of an emergency as provided in Paragraph 6.17. 10.03 Execution of Change Orders A. City and Contractor shall execute appropriate Change Orders covering: 1. changes in the Work which are: (i) ordered by City pursuant to Paragraph 10.01.A, (ii) required because of acceptance of defective Work under Paragraph 13.08 or City's correction of defective Work under Paragraph 13.09, or(iii) agreed to by the parties; 2. changes in the Contract Price or Contract Time which are agreed to by the parties, including any undisputed sum or amount of time for Work actually performed. 10.04 Extra Work A. Should a difference arise as to what does or does not constitute Extra Work, or as to the payment thereof, and the City insists upon its performance, the Contractor shall proceed with the work after making written request for written orders and shall keep accurate account of the actual reasonable cost thereof. Contract Claims regarding Extra Work shall be made pursuant to Paragraph 10.06. B. The Contractor shall furnish the City such installation records of all deviations from the original Contract Documents as may be necessary to enable the City to prepare for permanent record a corrected set of plans showing the actual installation. C. The compensation agreed upon for Extra Work whether or not initiated by a Change Order shall be a full, complete and final payment for all costs Contractor incurs as a result or relating to the change or Extra Work, whether said costs are known, unknown, foreseen or unforeseen at that time, including without limitation, any costs for delay, extended overhead, ripple or impact cost, or any other effect on changed or unchanged work as a result of the change or Extra Work. 10.05 Notification to Surety If the provisions of any bond require notice to be given to a surety of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Price or Contract Time), the giving of any such notice will be Contractor's responsibility. The amount of each applicable bond will be adjusted by the Contractor to reflect the effect of any such change. i �1 CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehnay2,2016 007200-1 GENERAL CONDITIONS Page 40 of 63 10.06 Contract Claims Process A. City's Decision Required: All Contract Claims, except those waived pursuant to Paragraph 14.09, shall be referred to the City for decision. A decision by City shall be required as a condition precedent to any exercise by Contractor of any rights or remedies he may otherwise have under the Contract Documents or by Laws and Regulations in respect of such Contract Claims. B. Notice: 1. Written notice stating the general nature of each Contract Claim shall be delivered by the Contractor to City no later than 15 days after the start of the event giving rise thereto. The responsibility to substantiate a Contract Claim shall rest with the party making the Contract Claim. 2. Notice of the amount or extent of the Contract Claim,with supporting data shall be delivered to the.City on or before 45 days from the start of the event giving rise thereto (unless the City allows additional time for Contractor to submit additional or more accurate data in support of such Contract Claim). 3. A Contract Claim for an adjustment in Contract Price shall be prepared in accordance with the provisions of Paragraph 12.01. 4. A Contract Claim for an adjustment in Contract Time shall be prepared in accordance with the provisions of Paragraph 12.02. 5. Each Contract Claim shall be accompanied by Contractor's written statement that the adjustment claimed is the entire adjustment to which the Contractor believes it is entitled as a result of said event. 6. The City shall submit any response to the Contractor within 30 days after receipt of the claimant's last submittal(unless Contract allows additional time). C. City's Action: City will review each Contract Claim and, within 30 days after receipt of the last submittal of the Contractor, if any,take one of the following actions in writing: 1. deny the Contract Claim in whole or in part; 2. approve the Contract Claim; or 3. notify the Contractor that the City is unable to resolve the Contract Claim if, in the City's sole discretion, it would be inappropriate for the City to do so. For purposes of further resolution of the Contract Claim, such notice shall be deemed a denial. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnr 22016 007200-1 GENERAL CONDITIONS Page 41 of 63 D. City's written action under Paragraph 10.06.0 will be final and binding, unless City or Contractor invoke the dispute resolution procedure set forth in Article 16 within 30 days of such action or denial. E. No Contract Claim for an adjustment in Contract Price or Contract Time will be valid if not submitted in accordance with this Paragraph 10.06. ARTICLE 11—COST OF THE WORK; ALLOWANCES; UNIT PRICE WORK; PLANS QUANTITY MEASUREMENT _ 11.01 Cost of the Work A. Costs Included: The term Cost of the Work means the sum of all costs, except those excluded in Paragraph 11.01.13, necessarily incurred and paid by Contractor in the proper performance of the Work. When the value of any Work covered by a Change Order, the costs to be reimbursed to Contractor will be only those additional or incremental costs required because of the change in the Work. Such costs shall not include any of the costs itemized in Paragraph 11.01.13, and shall i include but not be limited to the following items: 1. Payroll costs for employees in the direct employ of Contractor in the performance of the Work under schedules of job classifications agreed upon by City and Contractor. Such employees shall include, without limitation, superintendents, foremen, and other personnel employed full time on the Work. Payroll costs for employees not employed full time on the i Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include; a. salaries with a 55%markup,or b. salaries and wages plus the cost of fringe benefits, which shall include social security contributions, unemployment, excise, and payroll taxes, workers' compensation, health and retirement benefits, bonuses, sick leave, vacation and holiday pay applicable thereto. The expenses of performing Work outside of Regular Working Hours, Weekend Working Hours, or legal holidays, shall be included in the above to the extent authorized by City. 2. Cost of all materials and equipment furnished and incorporated in the Work, including costs of transportation and storage thereof, and Suppliers' field services required in connection therewith. 3. Rentals of all construction equipment and machinery, and the parts thereof whether rented from Contractor or others in accordance with rental agreements approved by City, and the costs of transportation, loading, unloading, assembly, dismantling, and removal thereof. All such costs shall be in accordance with the terms of said rental agreements. The rental of any such equipment, machinery, or parts shall cease when the use thereof is no longer necessary for the Work. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fetnoy 2,2016 i 0072 00-1 GENERAL CONDITIONS Page 42 of 63 an 4. Payments made by Contractor to Subcontractors for Work performed by Subcontractors. If required by City, Contractor shall obtain competitive bids from subcontractors acceptable to City and Contractor and shall deliver such bids to City, who will then determine, which bids, if any, will be acceptable. If any subcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work plus a fee, the Subcontractor's Cost of the Work and fee shall be determined in the same manner as Contractor's Cost of the Work and fee as provided in this Paragraph 11.01. 5. Costs of special consultants (including but not limited to engineers, architects, testing laboratories, surveyors, attorneys, and accountants) employed for services specifically related to the Work. 6. Supplemental costs including the following: a. The proportion of necessary transportation, travel, and subsistence expenses of Contractor's employees incurred in discharge of duties connected with the Work. b. Cost, including transportation and maintenance, of all materials, supplies, equipment, machinery, appliances, office, and temporary facilities at the Site, and hand tools not owned by the workers, which are consumed in the performance of the Work, and cost, less market value, of such items used but not consumed which remain the property of Contractor. c. Sales, consumer, use, and other similar taxes related to the Work, and for which Contractor is liable not covered under Paragraph 6.11, as imposed by Laws and Regulations. d. Deposits lost for causes other than negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, and royalty payments and fees for permits and licenses. e. Losses and damages (and related expenses) caused by damage to the Work, not compensated by insurance or otherwise, sustained by Contractor in connection with the performance of the Work, provided such losses and damages have resulted from causes other than the negligence of Contractor, any Subcontractor, or anyone directly or -- indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall include settlements made with the written consent and approval of City. No such losses, damages, and expenses shall be included in the Cost of the Work for the i purpose of determining Contractor's fee. f. The cost of utilities, fuel,and sanitary facilities at the Site. i g. Minor expenses such as telegrams, long distance telephone calls, telephone and communication services at the Site, express and courier services, and similar petty cash items in connection with the Work. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febuvy Z 2016 007200-1 GENERAL CONDITIONS Page 43 of 63 h. The costs of premiums for all bonds and insurance Contractor is required by the Contract Documents to purchase and maintain. B. Costs Excluded: The term Cost of the Work shall not include any of the following items: 1. Payroll costs and other compensation of Contractor's officers, executives, principals (of partnerships and sole proprietorships), general managers, safety managers, engineers, �. architects, estimators, attorneys, auditors, accountants, purchasing and contracting agents, expediters, timekeepers,.clerks, and other personnel employed by Contractor, whether at the Site or in Contractor's principal or branch office for general administration of the Work and _ not specifically included in the agreed upon schedule of job classifications referred to in Paragraph 11.0I.A.1 or specifically covered by Paragraph 11.0I.A.4, all of which are to be considered administrative costs covered by the Contractor's fee. 2. Expenses of Contractor's principal and branch offices other than Contractor's office at the Site. 3. Any part of Contractor's capital expenses, including interest on Contractor's capital employed for the Work and charges against Contractor for delinquent payments. 4. Costs due to the negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied, and making good any damage to property. 5. Other overhead or general expense costs of any kind. C. Contractor's Fee: When all the Work is performed on the basis of cost-plus, Contractor's fee shall be determined as set forth in the Agreement. When the value of any Work covered by a Change Order for an adjustment in Contract Price is determined on the basis of Cost of the Work, Contractor's fee shall be determined as set forth in Paragraph 12.01.C. D. Documentation: Whenever the Cost of the Work for any purpose is to be determined pursuant to Paragraphs 11.01.A and 11.01.13, Contractor will establish and maintain records thereof in accordance with generally accepted accounting practices and submit in a form acceptable to City an itemized cost breakdown together with supporting data. 11.02 Allowances A. Specified Allowance: It is understood that Contractor has included in the Contract Price all allowances so named in the Contract Documents and shall cause the Work so covered to be performed for such sums and by such persons or entities as may be acceptable to City. B. Pre-bid Allowances.• 1. Contractor agrees that: CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febrmy2,2016 007200-1 GENERAL CONDITIONS Page 44 of 63 a. the pre-bid allowances include the cost to Contractor of materials and equipment required by the allowances to be delivered at the Site, and all applicable taxes; and b. Contractor's costs for unloading and handling on the Site, labor, installation, overhead, profit, and other expenses contemplated for the pre-bid allowances have been included in the allowances, and no demand for additional payment on account of any of the foregoing will be valid. C. Contingency Allowance: Contractor agrees that a contingency allowance, if any, is for the sole use of City. D. Prior to final payment, an appropriate Change Order will be issued to reflect actual amounts due Contractor on account of Work covered by allowances, and the Contract Price shall be correspondingly adjusted. 11.03 Unit Price Work A. Where the Contract Documents provide that all or part of the Work is to be Unit Price Work, initially the Contract Price will be deemed to include for all Unit Price Work an amount equal to the sum of the unit price for each separately identified item of Unit Price Work times the ' estimated quantity of each item as indicated in the Agreement. B. The estimated quantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Price. Determinations of the actual quantities and classifications of Unit Price Work performed by Contractor will be made by City subject to the provisions of Paragraph 9.05. C. Each unit price will be deemed to include an amount considered by Contractor to be adequate to cover Contractor's overhead and profit for each separately identified item. Work described in the Contract Documents, or reasonably inferred as required for a functionally complete installation, but not identified in the listing of unit price items shall be considered incidental to unit price work listed and the cost of incidental work included as part of the unit price. .� D. City may make an adjustment in the Contract Price in accordance with Paragraph 12.01 if: 1. the quantity of any item of Unit Price Work performed by Contractor differs materially and significantly from the estimated quantity of such item indicated in the Agreement; and 2. there is no corresponding adjustment with respect to any other item of Work. E. Increased or Decreased Quantities: The City reserves the right to order Extra Work in accordance with Paragraph 10.01. 1. If the changes in quantities or the alterations do not significantly change the character of work under the Contract Documents, the altered work will be paid for at the Contract unit *" price. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febuay 2,2016 007200-i GENERAL CONDITIONS Page 45 of 63 2. If the changes in quantities or alterations significantly change the character of work, the — Contract will be amended by a Change Order. 3. If no unit prices exist, this will be considered Extra Work and the Contract will be amended by a Change Order in accordance with Article 12. 4. A significant change in the character of work occurs when: a. the character of work for any Item as altered differs materially in kind or nature from that in the Contract or b. a Major Item of work varies by more than 25%from the original Contract quantity. 5. When the quantity of work to be done under any Major Item of the Contract is more than 125% of the original quantity stated in the Contract, then either party to the Contract may request an adjustment to the unit price on the portion of the work that is above 125%. 6. When the quantity of work to be done under any Major Item of the Contract is less than 75% of the original quantity stated in the Contract, then either party to the Contract may request an adjustment to the unit price. 11.04 Plans Quantity Measurement A. Plans quantities may or may not represent the exact quantity of work performed or material moved, handled, or placed during the execution of the Contract. The estimated bid quantities are designated as final payment quantities, unless revised by the governing Section or this Article. B. If the quantity measured as outlined under "Price and Payment Procedures" varies by more than 25% (or as stipulated under "Price and Payment Procedures" for specific Items) from the total estimated quantity for an individual Item originally shown in the Contract Documents, an adjustment may be made to the quantity of authorized work done for payment purposes. The party to the Contract requesting the adjustment will provide field measurements and calculations showing the final quantity for which payment will be made. Payment for revised quantity will be i made at the unit price bid for that Item, except as provided for in Article 10. C. When quantities are revised by a change in design approved by the City, by Change Order, or to correct an error, or to correct an error on the plans, the plans quantity will be increased or decreased by the amount involved in the change, and the 25% variance will apply to the new plans quantity. D. If the total Contract quantity multiplied by the unit price bid for an individual Item is less than $250 and the Item is not originally a plans quantity Item, then the Item may be paid as a plans quantity Item if the City and Contractor agree in writing to fix the final quantity as a plans quantity. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnjary Z 2016 a 007200-1 GENERAL CONDITIONS Page 46 of 63 E. For callout work or non-site specific Contracts,the plans quantity measurement requirements are not applicable. ARTICLE 12—CHANGE OF CONTRACT PRICE; CHANGE OF CONTRACT TIME 12.01 Change of Contract Price A. The Contract Price may only be changed by a Change Order. B. The value of any Work covered by a Change Order will be determined as follows: 1. where the Work involved is covered by unit prices contained in the Contract Documents, by application of such unit prices to the quantities of the items involved (subject to the provisions of Paragraph 11.03);or 2. where the Work involved is not covered by unit prices contained in the Contract Documents, by a mutually agreed lump sum or unit price (which may include an allowance for overhead and profit not necessarily in accordance with Paragraph 12.0l.C.2), and shall include the cost of any secondary impacts that are foreseeable at the time of pricing the cost of Extra Work; or 3. where the Work involved is not covered by unit prices contained in the Contract Documents and agreement to a lump sum or unit price is not reached under Paragraph 12.01.B.2, on the basis of the Cost of the Work (determined as provided in Paragraph 11.01) plus a Contractor's fee for overhead and profit(determined as provided in Paragraph 12.01.C). C. Contractor's Fee: The Contractor's additional fee for overhead and profit shall be determined as follows: 1. a mutually acceptable fixed fee; or 2. if a fixed fee is not agreed upon, then a fee based on the following percentages of the various portions of the Cost of the Work: a. for costs incurred under Paragraphs 11.01.A.1, 11.0l.A.2. and 11.01.A.3, the Contractor's additional fee shall be 15 percent except for: 1) rental fees for Contractor's own equipment using standard rental rates; 2) bonds and insurance; b. for costs incurred under Paragraph 11.01.A.4 and 11.01.A.5,the Contractor's fee shall be five percent(5%); 1) where one or more tiers of subcontracts.are on the basis of Cost of the Work plus a fee and no fixed fee is agreed upon, the intent of Paragraphs 12.01.C.2.a and 12.0l.C.2.b is that the Subcontractor who actually performs the Work, at whatever i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febn=y 2,2016 i 007200-1 GENERAL CONDITIONS Page 47 of 63 tier, will be paid a fee of 15 percent of the costs incurred by such Subcontractor under — Paragraphs 11.0I.A.1 and 11.0I.A.2 and that any higher tier Subcontractor and Contractor will each be paid a fee of five percent (5%) of the amount paid to the next lower tier Subcontractor, however in no case shall the cumulative total of fees paid be in excess of 25%; c. no fee shall be payable on the basis of costs itemized under Paragraphs 11.01.A.6, and 11.01.B; d. the amount of credit to be allowed by Contractor to City for any change which results in a net decrease in cost will be the amount of the actual net decrease in cost plus a deduction in Contractor's fee by an amount equal to five percent (5%) of such net decrease. 12.02 Change of Contract Time A. The Contract Time may only be changed by a Change Order. B. No extension of the Contract Time will be allowed for Extra Work or for claimed delay unless the Extra Work contemplated or claimed delay is shown to be on the critical path of the Project Schedule or Contractor can show by Critical Path Method analysis how the Extra Work or claimed delay adversely affects the critical path. .� 12.03 Delays A. Where Contractor is reasonably delayed in the performance or completion of any part of the — Work within the Contract Time due to delay beyond the control of Contractor, the Contract Time may be extended in an amount equal to the time lost due to such delay if a Contract Claim is made therefor. Delays beyond the control of Contractor shall include, but not be limited to, acts or neglect by City, acts or neglect of utility owners or other contractors performing other work as contemplated by Article 7, fires, floods, epidemics, abnormal weather conditions, or acts of God. Such an adjustment shall be Contractor's sole and exclusive remedy for the delays described in this Paragraph. B. If Contractor is delayed, City shall not be liable to Contractor for any claims, costs, losses, or _ damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by Contractor on or in connection with any other project or anticipated project. C. Contractor shall not be entitled to an adjustment in Contract Price or Contract Time for delays within the control of Contractor. Delays attributable to and within the control of a Subcontractor or Supplier shall be deemed to be delays within the control of Contractor. D. The Contractor shall receive no compensation for delays or hindrances to the Work, except when direct and unavoidable extra cost to the Contractor is caused by the failure of the City to provide information or material, if any,which is to be furnished by the City. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febmacy 2,2016 007200-1 GENERAL CONDITIONS Page 48 of 63 ARTICLE 13—TESTS AND INSPECTIONS; CORRECTION,REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK 13.01 Notice of Defects Notice of all defective Work of which City has actual knowledge will be given to Contractor. Defective Work may be rejected,corrected,or accepted as provided in this Article 13. 13.02 Access to Work City, independent testing laboratories, and governmental agencies with jurisdictional interests will have access to the Site and the Work at reasonable times for their observation, inspection, and testing. Contractor shall provide them proper and safe conditions for such access and advise them of Contractor's safety procedures and programs so that they may comply therewith as applicable. 13.03 Tests and Inspections A. Contractor shall give City timely notice of readiness of the Work for all required inspections, tests, or approvals and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. B. If Contract Documents, Laws or Regulations of any public body having jurisdiction require any of the Work (or part thereof) to be inspected, tested, or approved, Contractor shall assume full responsibility for arranging and obtaining such independent inspections, tests, retests or approvals, pay all costs in connection therewith, and furnish City the required certificates of inspection or approval; excepting, however, those fees specifically identified in the •� Supplementary Conditions or any Texas Department of Licensure and Regulation (TDLR) inspections,which shall be paid as described in the Supplementary Conditions. C. Contractor shall be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests, re-tests, or approvals required for City's acceptance of materials or equipment to be incorporated in the Work; or acceptance of materials, mix designs, or equipment i submitted for approval prior to Contractor's purchase thereof for incorporation in the Work. Such inspections, tests, re-tests, or approvals shall be performed by organizations acceptable to City. D. City may arrange for the services of an independent testing laboratory ("Testing Lab") to perform any inspections or tests ("Testing") for any part of the Work, as determined solely by City. 1. City will coordinate such Testing to the extent possible,with Contractor; 2. Should any Testing under this Section 13.03 D result in a "fail", "did not pass" or other similar negative result, the Contractor shall be responsible for paying for any and all retests. Contractor's cancellation without cause of City initiated Testing shall be deemed a negative result and require a retest. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February 2,2016 i 007200-1 GENERAL CONDITIONS Page 49 of 63 3. Any amounts owed for any retest under this Section 13.03 D shall be paid directly to the Testing Lab by Contractor. City will forward all invoices for retests to Contractor. 4. If Contractor fails to pay the Testing Lab, City will not issue Final Payment until the Testing Lab is paid. E. If any Work (or the work of others) that is to be inspected, tested, or approved is covered by Contractor without written concurrence of City, Contractor shall, if requested by City, uncover such Work for observation. y, F. Uncovering Work as provided in Paragraph 13.03.E shall be at Contractor's expense. G. Contractor shall have the right to make a Contract Claim regarding any retest or invoice issued under Section 13.03 D. 13.04 Uncovering Work dN A. If any Work is covered contrary to the Contract Documents or specific instructions by the City, it must, if requested by City, be uncovered for City's observation and replaced at Contractor's expense. B. If City considers it necessary or advisable that covered Work be observed by City or inspected or tested by others, Contractor, at City's request, shall uncover, expose, or otherwise make available for observation, inspection, or testing as City may require, that portion of the Work in question, furnishing all necessary labor,material, and equipment. 1. If it is found that the uncovered Work is defective, Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution costs) arising out of or relating to such uncovering, exposure, observation, inspection, and testing, and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); or City shall be entitled to accept defective Work in accordance with Paragraph 13.08 in which case Contractor shall still be responsible for all costs associated with exposing,observing, and testing the defective Work. 2. If the uncovered Work is not found to be defective, Contractor shall be allowed an increase in the Contract Price or an extension of the Contract Time, or both, directly attributable to such uncovering, exposure, observation, inspection,testing,replacement, and reconstruction. 13.05 City May Stop the Work If the Work is defective, or Contractor fails to supply sufficient skilled workers or suitable materials or equipment, or fails to perform the Work in such a way that the completed Work will conform to the Contract Documents, City may order Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of City to stop the Work shall not give rise to any duty on the part of City to exercise this right for the benefit of Contractor, any CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnrsyy 2,2016 007200-1 GENERAL CONDITIONS Page 50 of 63 Subcontractor,any Supplier,any other individual or entity, or any surety for, or employee or agent of any of them. 13.06 Correction or Removal of Defective Work A. Promptly after receipt of written notice, Contractor shall correct all defective Work pursuant to an acceptable schedule, whether or not fabricated, installed, or completed, or, if the Work has been rejected by City, remove it from the Project and replace it with Work that is not defective. Contractor shall pay all claims, costs, additional testing, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to such correction or removal (including but not limited to all costs of repair or replacement of work of others). Failure to require the removal of any defective Work shall not constitute acceptance .of such Work. B. When correcting defective Work under the terms of this Paragraph 13.06 or Paragraph 13.07, Contractor shall take no action that would void or otherwise impair City's special warranty and guarantee, if any, on said Work. 13.07 Correction Period A. If within two (2) years after the date of Final Acceptance (or such longer period of time as may be prescribed by the terms of any applicable special guarantee required by the Contract Documents), any Work is found to be defective, or if the repair of any damages to the land or areas made available for Contractor's use by City or permitted by Laws and Regulations as contemplated in Paragraph 6.10.A is found to be defective, Contractor shall promptly, without ' cost to City and in accordance with City's written instructions: 1. repair such defective land or areas; or 2. correct such defective Work; or 3. if the defective Work has been rejected by City, remove it from the Project and replace it with Work that is not defective,and 4. satisfactorily correct or repair or remove and replace any damage to other Work, to the work of others or other land or areas resulting therefrom. B. If Contractor does not promptly comply with the terms of City's written instructions, or in an emergency where delay would cause serious risk of loss or damage, City may have the defective Work corrected or repaired or may have the rejected Work removed and replaced. All claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution costs) arising out of or relating to such correction or repair or such removal and replacement (including but not limited to all costs of repair or replacement of work of others) will be paid by Contractor. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:FebniaryZ2016 ,�r 007200-1 GENERAL CONDITIONS Page 51 of 63 C. In special circumstances where a particular item of equipment is placed in continuous service before Final Acceptance of all the Work,the correction period for that item may start to run from an earlier date if so provided in the Contract Documents. D. Where defective Work (and damage to other Work resulting therefrom) has been corrected or removed and replaced under this Paragraph 13.07, the correction period hereunder with respect to such Work may be required to be extended for an additional period of one year after the end of the initial correction period. City shall provide 30 days written notice to Contractor should such additional warranty coverage be required. Contractor may dispute this requirement by filing a Contract Claim,pursuant to Paragraph 10.06. E. Contractor's obligations under this Paragraph 13.07 are in addition to any other obligation or warranty. The provisions of this Paragraph 13.07 shall not be construed as a substitute for, or a Mo waiver of,the provisions of any applicable statute of limitation or repose. 13.08 Acceptance of Defective Work If, instead of requiring correction or removal and replacement of defective Work, City prefers to accept it, City may do so. Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution costs) attributable to City's evaluation of and determination to accept such defective Work and for the diminished value of the Work to the extent not otherwise paid by Contractor. If any such acceptance occurs prior to Final Acceptance, a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work, and City shall be entitled to an appropriate decrease in the Contract Price, reflecting the diminished value of Work so accepted. 13.09 City May Correct Defective Work — A. If Contractor fails within a reasonable time after written notice from City to correct defective Work, or to remove and replace rejected Work as required by City in accordance with Paragraph 13.06.A, or if Contractor fails to perform the Work in accordance with the Contract Documents, T or if Contractor fails to comply with any other provision of the Contract Documents, City may, after seven(7)days written notice to Contractor,correct, or remedy any such deficiency. B. In exercising the rights and remedies under this Paragraph 13.09, City shall proceed expeditiously. In connection with such corrective or remedial action, City may exclude Contractor from all or part of the Site, take possession of all or part of the Work and suspend Contractor's services related thereto, and incorporate in the Work all materials and equipment incorporated in the Work, stored at the Site or for which City has paid Contractor but which are stored elsewhere. Contractor shall allow City, City's representatives, agents, consultants, employees, and City's other contractors, access to the Site to enable City to exercise the rights and remedies under this Paragraph. C. All claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febniary2,2016 i 007.00-1 GENERAL CONDITIONS Page 52 of 63 costs) incurred or sustained by City in exercising the rights and remedies under this Paragraph 13.09 will be charged against Contractor, and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and City shall be entitled to an appropriate decrease in the Contract Price. • D. Contractor shall not be allowed an extension of the Contract Time because of any delay in the performance of the Work attributable to the exercise of City's rights and remedies under this Paragraph 13.09. ARTICLE 14—PAYMENTS TO CONTRACTOR AND COMPLETION 14.01 Schedule of Values The Schedule of Values for lump sum contracts established as provided in Paragraph 2.07 will serve as the basis for progress payments and will be incorporated into a form of Application for Payment acceptable to City. Progress payments on account of Unit Price Work will be based on the number of units completed. 14.02 Progress Payments A. Applications for Payments: 1. Contractor is responsible for providing all information as required to become a vendor of the City. 2. At least 20 days before the date established in the General Requirements for each progress ,., payment, Contractor shall submit to City for review an Application for Payment filled out and signed by Contractor covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. 3. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the Site or at another location agreed to in writing, the Application for Payment shall also be accompanied by a bill of sale, invoice, or other documentation warranting that City has received the materials and equipment free and clear of all Liens and evidence that the materials and equipment are covered by appropriate insurance or other arrangements to protect City's interest therein, all of which must be satisfactory to City. 4. Beginning with the second Application for Payment, each Application shall include an affidavit of Contractor stating that previous progress payments received on account of the Work have been applied on account to discharge Contractor's legitimate obligations associated with prior Applications for Payment. 5. The amount of retainage with respect to progress payments will be as stipulated in the Contract Documents. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Feb umy 2,2016 00 72 00-1 GENERAL CONDITIONS Page 53 of 63 B. Review of Applications: 1. City will, after receipt of each Application for Payment, either indicate in writing a recommendation of payment or return the Application to Contractor indicating reasons for refusing payment. In the latter case, Contractor may make the necessary corrections and resubmit the Application. 2. City's processing of any payment requested in an Application for Payment will be based on City's observations of the executed Work, and on City's review of the Application for Payment and the accompanying data and schedules,that to the best of City's knowledge: = a. the Work has progressed to the point indicated; b. the quality of the Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Final Acceptance, the results of any subsequent tests called for in the Contract Documents, a final determination of quantities and classifications for Work performed under Paragraph 9.05, and any other qualifications stated in the recommendation). 3. Processing any such payment will not thereby be deemed to have represented that: a. inspections made to check the quality or the quantity of the Work as it has been performed have been exhaustive, extended to every aspect of the Work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to City in the Contract Documents; or --• b. there may not be other matters or issues between the parties that might entitle Contractor to be paid additionally by City or entitle City to withhold payment to Contractor, or c. Contractor has complied with Laws and Regulations applicable to Contractor's performance of the Work. 4. City may refuse to process the whole or any part of any payment because of subsequently discovered evidence or the results of subsequent inspections or tests, and revise or revoke any such payment previously made, to such extent as may be necessary to protect City from loss because: a. the Work is defective, or the completed Work has been damaged by the Contractor or his subcontractors,requiring correction or replacement; b. discrepancies in quantities contained in previous applications for payment; c. the Contract Price has been reduced by Change Orders; d. City has been required to correct defective Work or complete Work in accordance with i Paragraph 13.09; or MkK CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febmazy 2,2016 007200-1 GENERAL CONDITIONS Page 54 of 63 e. City has actual knowledge of the occurrence of any of the events enumerated in •. Paragraph 15.02.A. C. Retainage: 1. For contracts less than $400,000 at the time of execution, retainage shall be ten percent (10%). 2. For contracts greater than $400,000 at the time of execution, retainage shall be five percent (5%). D. Liquidated Damages. For each calendar day that any work shall remain uncompleted after the time specified in the Contract Documents, the sum per day specified in the Agreement, will be deducted from the monies due the Contractor, not as a penalty, but as liquidated damages suffered by the City. E. Payment: Contractor will be paid pursuant to the requirements of this Article 14 and payment will become due in accordance with the Contract Documents. F. Reduction in Payment: 1. City may refuse to make payment of the amount requested because: a. Liens have been filed in connection with the Work, except where Contractor has delivered a specific bond satisfactory to City to secure the satisfaction and discharge of such Liens; b. there are other items entitling City to a set-off against the amount recommended; or c. City has actual knowledge of the occurrence of any of the events enumerated in Paragraphs 14.02.B.4.a through 14.02.B.4.e or Paragraph 15.02.A. 2. If City refuses to make payment of the amount requested, City will give Contractor written notice stating the reasons for such action and pay Contractor any amount remaining after deduction of the amount so withheld. City shall pay Contractor the amount so withheld, or any adjustment thereto agreed to by City and Contractor, when Contractor remedies the reasons for such action. 14.03 Contractor's Warranty of Title Contractor warrants and guarantees that title to all Work, materials, and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to City no later than the time of payment free and clear of all Liens. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Feb imy 2,2016 i 0072 00-1 GENERAL CONDITIONS Page 55 of 63 14.04 Partial Utilization A. Prior to Final Acceptance of all the Work, City may use or occupy any substantially completed part of the Work which has specifically been identified in the Contract Documents, or which �. City, determines constitutes a separately functioning and usable part of the Work that can be used by City for its intended purpose without significant interference with Contractor's performance of the remainder of the Work. City at any time may notify Contractor in writing to permit City to use or occupy any such part of the Work which City determines to be ready for its intended use, subject to the following conditions: 1. Contractor at any time may notify City in writing that Contractor considers any such part of the Work ready for its intended use. 2. Within a reasonable time after notification as enumerated in Paragraph 14.05.A.1, City and Contractor shall make an inspection of that part of the Work to determine its status of completion. If City does not consider that part of the Work to be substantially complete, City will notify Contractor in writing giving the reasons therefor. 3. Partial Utilization will not constitute Final Acceptance by City. i 14.05 Final Inspection A. Upon written notice from Contractor that the entire Work is complete in accordance with the Contract Documents: 1. within 10 days,City will schedule a Final Inspection with Contractor. 2. City will notify Contractor in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. Contractor shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. B. No time charge will be made against the Contractor between said date of notification of the City and the date of Final Inspection. Should the City determine that the Work is not ready for Final Inspection, City will notify the Contractor in writing of the reasons and Contract Time will resume. 14.06 Final Acceptance Upon completion by Contractor to City's satisfaction, of any additional Work identified in the Final Inspection, City will issue to Contractor a letter of Final Acceptance. MM CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febniary 2,2016 i 007200-1 GENERAL CONDITIONS Page 56 of 63 14.07 Final Payment A. Application for Payment: 1. Upon Final Acceptance, and in the opinion of City, Contractor may make an application for final payment following the procedure for progress payments in accordance with the Contract Documents. jhK 2. The final Application for Payment shall be accompanied(except as previously delivered)by: a. all documentation called for in the Contract Documents, including but not limited to the evidence of insurance required by Paragraph 5.03; b. consent of the surety, if any,to final payment; c. a list of all pending or released Damage Claims against City that Contractor believes are unsettled; and d. affidavits of payments and complete and legally effective releases or waivers (satisfactory to City) of all Lien rights arising out of or Liens filed in connection with the Work. B. Payment Becomes Due: 1. After City's acceptance of the Application for Payment and accompanying documentation, requested by Contractor, less previous payments made and any sum City is entitled, including but not limited to liquidated damages, will become due and payable. 2. After all Damage Claims have been resolved: ~' a. directly by the Contractor or; b. Contractor provides evidence that the Damage Claim has been reported to Contractor's insurance provider for resolution. 3. The making of the final payment by the City shall not relieve the Contractor of any -- guarantees or other requirements of the Contract Documents which specifically continue thereafter. 14.08 Final Completion Delayed and Partial Retainage Release A. If final completion of the Work is significantly delayed, and if City so confirms, City may, upon receipt of Contractor's final Application for Payment, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance to be held by City for Work not fully completed or corrected is less than the retainage stipulated in Paragraph 14.02.C, and if bonds have been furnished as required in Paragraph 5.02, the written consent of the surety to the payment of the balance due for that CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febn my Z 2016 i 007200-1 GENERAL CONDITIONS Page 57 of 63 i portion of the Work fully completed and accepted shall be submitted by Contractor to City with the Application for such payment. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of Contract Claims. B. Partial Retainage Release. For a Contract that provides for a separate vegetative establishment and maintenance, and test and performance periods following the completion of all other construction in the Contract Documents for all Work locations, the City may release a portion of the amount retained provided that all other work is completed as determined by the City. Before the release, all submittals and final quantities must be completed and accepted for all other work. An amount sufficient to ensure Contract compliance will be retained. 14.09 Waiver of Claims The acceptance of final payment will constitute a release of the City from all claims or liabilities under the Contract for anything done or furnished or relating to the work under the Contract Documents or any act or neglect of City related to or connected with the Contract. ARTICLE 15—SUSPENSION OF WORK AND TERMINATION 15.01 City May Suspend Work A. At any time and without cause, City may suspend the Work or any portion thereof by written notice to Contractor and which may fix the date on which Work will be resumed. Contractor shall resume the Work on the date so fixed. During temporary suspension of the Work covered by these Contract Documents, for any reason, the City will make no extra payment for stand-by time of construction equipment and/or construction crews. B. Should the Contractor not be able to complete a portion of the Project due to causes beyond the control of and without the fault or negligence of the Contractor, and should it be determined by r. mutual consent of the Contractor and City that a solution to allow construction to proceed is not available within a reasonable period of time, Contractor may request an extension in Contract Time,directly attributable to any such suspension. C. If it should become necessary to suspend the Work for an indefinite period, the Contractor shall store all materials in such a manner that they will not obstruct or impede the public unnecessarily nor become damaged in any way, and he shall take every precaution to prevent damage or deterioration of the work performed; he shall provide suitable drainage about the work, and erect temporary structures where necessary. D. Contractor may be reimbursed for the cost of moving his equipment off the job and returning the necessary equipment to the job when it is determined by the City that construction may be resumed. Such reimbursement shall be based on actual cost to the Contractor of moving the equipment and no profit will be allowed. Reimbursement may not be allowed if the equipment is moved to another construction project for the City. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Feingary2,2016 00 72 00-1 GENERAL CONDITIONS Page 58 of 63 15.02 City May Terminate for Cause A. The occurrence of any one or more of the following events by way of example, but not of limitation, may justify termination for cause: 1. Contractor's persistent failure to perform the Work in accordance with the Contract Documents (including, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment, failure to adhere to the Project Schedule established under Paragraph 2.07 as adjusted from time to time pursuant to Paragraph 6.04, or failure to adhere to the City's Business Diversity Enterprise Ordinance #20020-12-2011established under Paragraph 6.06.D); 2. Contractor's disregard of Laws or Regulations of any public body having jurisdiction; 3. Contractor's repeated disregard of the authority of City; or 4. Contractor's violation in any substantial way of any provisions of the Contract Documents; or 5. Contractor's failure to promptly make good any defect in materials or workmanship, or defects of any nature,the correction of which has been directed in writing by the City; or 6. Substantial indication that the Contractor has made an unauthorized assignment of the Contract or any funds due therefrom for the benefit of any creditor or for any other purpose; or 7. Substantial evidence that the Contractor has become insolvent or bankrupt, or otherwise financially unable to carry on the Work satisfactorily; or 8. Contractor commences legal action in a court of competent jurisdiction against the City. B. If one or more of the events identified in Paragraph 15.02A. occur, City will provide written notice to Contractor and Surety to arrange a conference with Contractor and Surety to address Contractor's failure to perform the Work. Conference shall be held not later than 15 days, after receipt of notice. 1. If the City, the Contractor, and the Surety do not agree to allow the Contractor to proceed to perform the construction Contract, the City may, to the extent permitted by Laws and Regulations, declare a Contractor default and formally terminate the Contractor's right to complete the Contract. Contractor default shall not be declared earlier than 20 days after the Contractor and Surety have received notice of conference to address Contractor's failure to perform the Work. 2. If Contractor's services are terminated, Surety shall be obligated to take over and perform the Work. If Surety does not commence performance thereof within 15 consecutive calendar days after date of an additional written notice demanding Surety's performance of its CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febuzy2,2016 007200-1 GENERAL CONDITIONS Page 59 of 63 obligations, then City, without process or action at law, may take over any portion of the •• Work and complete it as described below. a. If City completes the Work, City may exclude Contractor and Surety from the site and take possession of the Work, and all materials and equipment incorporated into the Work stored at the Site or for which City has paid Contractor or Surety but which are stored elsewhere, and finish the Work as City may deem expedient. 3. Whether City or Surety completes the Work, Contractor shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Price exceeds all claims, costs, losses and damages sustained by City arising out of or resulting from completing the Work, such excess will be paid to Contractor. If such claims, costs, losses and damages exceed such unpaid balance, Contractor shall pay the difference to City. Such claims, costs, losses and damages incurred by City will be incorporated in a Change Order, provided that when exercising any rights or remedies under this Paragraph, City shall not be required to obtain the lowest price for the Work performed. 4. Neither City, nor any of its respective consultants, agents, officers, directors or employees shall be in any way liable or accountable to Contractor or Surety for the method by which the _ completion of the said Work, or any portion thereof, may be accomplished or for the price paid therefor. 5. City, notwithstanding the method used in completing the Contract, shall not forfeit the right to recover damages from Contractor or Surety for Contractor's failure to timely complete the entire Contract. Contractor shall not be entitled to any claim on account of the method used by City in completing the Contract. 6. Maintenance of the Work shall continue to be Contractor's and Surety's responsibilities as provided for in the bond requirements of the Contract Documents or any special guarantees provided for under the Contract Documents or any other obligations otherwise prescribed by law. C. Notwithstanding Paragraphs 15.02.13, Contractor's services will not be terminated if Contractor begins within seven days of receipt of notice of intent to terminate to correct its failure to perform and proceeds diligently to cure such failure within no more than 30 days of receipt of - said notice. D. Where Contractor's services have been so terminated by City, the termination will not affect any rights or remedies of City against Contractor then existing or which may thereafter accrue. Any retention or payment of moneys due Contractor by City will not release Contractor from liability. E. If and to the extent that Contractor has provided a performance bond under the provisions of Paragraph 5.02, the termination procedures of that bond shall not supersede the provisions of this Article. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febrmy2,2016 00 72 00-1 GENERAL CONDITIONS Page 60 of 63 15.03 City May Terminate For Convenience A. City may, without cause and without prejudice to any other right or remedy of City,terminate the Contract. Any termination shall be effected by mailing a notice of the termination to the Contractor specifying the extent to which performance of Work under the contract is terminated, and the date upon which such termination becomes effective. Receipt of the notice shall be deemed conclusively presumed and established when the letter is placed in the United States = Postal Service Mail by the City. Further, it shall be deemed conclusively presumed and established that such termination is made with just cause as therein stated; and no proof in any claim, demand or suit shall be required of the City regarding such discretionary action. B. After receipt of a notice of termination, and except as otherwise directed by the City, the Contractor shall: = 1. Stop work under the Contract on the date and to the extent specified in the notice of termination; 2. place no further orders or subcontracts for materials, services or facilities except as may be necessary for completion of such portion of the Work under the Contract as is not terminated; 3. terminate all orders and subcontracts to the extent that they relate to the performance of the Work terminated by notice of termination; 4. transfer title to the City and deliver in the manner, at the times, and to the extent, if any, directed by the City: = a. the fabricated or unfabricated parts, Work in progress, completed Work, supplies and other material produced as a part of, or acquired in connection with the performance of, the Work terminated by the notice of the termination; and b. the completed, or partially completed plans, drawings, information and other property which, if the Contract had been completed, would have been required to be furnished to the City. 5. complete performance of such Work as shall not have been terminated by the notice of termination; and 6. take such action as may be necessary, or as the City may direct, for the protection and preservation of the property related to its contract which is in the possession of the Contractor and in which the owner has or may acquire the rest. C. At a time not later than 30 days after the termination date specified in the notice of termination, the Contractor may submit to the City a list, certified as to quantity and quality, of any or all items of termination inventory not previously disposed of, exclusive of items the disposition of which has been directed or authorized by City. i i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February Z 2016 007200-1 GENERAL CONDITIONS Page 61 of 63 D. Not later than 15 days thereafter, the City shall accept title to such items provided, that the list �• submitted shall be subject to verification by the City upon removal of the items or, if the items are stored, within 45 days from the date of submission of the list, and any necessary adjustments to correct the list as submitted, shall be made prior to final settlement. E. Not later than 60 days after the notice of termination, the Contractor shall submit his termination claim to the City in the form and with the certification prescribed by the City. Unless an extension is made in writing within such 60 day period by the Contractor, and granted by the City, any and all such claims shall be conclusively deemed waived. F. In such case,Contractor shall be paid for(without duplication of any items): 1. completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination, including fair and reasonable sums for overhead and profit on such Work; 2. expenses sustained prior to the effective date of termination in performing services and furnishing labor, materials, or equipment as required by the Contract Documents in connection with uncompleted Work,plus fair and reasonable sums for overhead and profit on such expenses; and 3. reasonable expenses directly attributable to termination. G. In the event of the failure of the Contractor and City to agree upon the whole amount to be paid to the Contractor by reason of the termination of the Work, the City shall determine, on the basis of information available to it, the amount, if any, due to the Contractor by reason of the — termination and shall pay to the Contractor the amounts determined. Contractor shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from such termination. ARTICLE 16—DISPUTE RESOLUTION 16.01 Methods and Procedures A. Either City or Contractor may request mediation of any Contract Claim submitted for a decision under Paragraph 10.06 before such decision becomes final and binding. The request for mediation shall be submitted to the other party to the Contract. Timely submission of the request shall stay the effect of Paragraph 10.06.E. B. City and Contractor shall participate in the mediation process in good faith. The process shall be commenced within 60 days of filing of the request. C. If the Contract Claim is not resolved by mediation, City's action under Paragraph 10.06.0 or a denial pursuant to Paragraphs 10.06.C.3 or 10.06.D shall become final and binding 30 days after termination of the mediation unless,within that time period, City or Contractor: CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felxuary2,2016 007200-1 GENERAL CONDITIONS Page 62 of 63 1. elects in writing to invoke any other dispute resolution process provided for in the •. Supplementary Conditions; or 2. agrees with the other party to submit the Contract Claim to another dispute resolution .. process; or 3. gives written notice to the other party of the intent to submit the Contract Claim to a court of competent jurisdiction. ARTICLE 17—MISCELLANEOUS 17.01 Giving Notice A. Whenever any provision of the Contract Documents requires the giving of written notice, it will be deemed to have been validly given if: 1. delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended; or 2. delivered at or sent by registered or certified mail, postage prepaid, to the last business address known to the giver of the notice. B. Business address changes must be promptly made in writing to the other party. C. Whenever the Contract Documents specifies giving notice by electronic means such electronic notice shall be deemed sufficient upon confirmation of receipt by the receiving party. 17.02 Computation of Times When any period of time is referred to in the Contract Documents by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday the next Working Day shall become the last day of the period. 17.03 Cumulative Remedies The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee, or by other provisions of the Contract Documents. The provisions of this Paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right, and remedy to MM which they apply. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Feb uary 2,2016 a 007200-1 GENERAL CONDITIONS Page 63 of 63 �wr 17.04 Survival of Obligations PM All representations, indemnifications, warranties, and guarantees made in, required by, or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion, and acceptance of the Work or termination or completion of the Contract or termination of the services of Contractor. 17.05 Headings Article and paragraph headings are inserted for convenience only and do not constitute parts of these General Conditions. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehna 2,2016 i 007200-1 GENERAL CONDITIONS Page 35 of 63 Subcontractor facilities, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this Paragraph. The City shall give Subcontractor reasonable advance notice of intended audits. C. Contractor and Subcontractor agree to photocopy such documents as may be requested by the City. The City agrees to reimburse Contractor for the cost of the copies as follows at the rate published in the Texas Administrative Code in effect as of the time copying is performed. 6.24 Nondiscrimination _ A. The City is responsible for operating Public Transportation Programs and implementing transit- related projects, which are funded in part with Federal financial assistance awarded by the U.S. Department of Transportation and the Federal Transit Administration (FTA), without discriminating against any person in the United States on the basis of race, color, or national origin. B. Title VI, Civil Rights Act of 1964 as amended: Contractor shall comply with the requirements of the Act and the Regulations as further defined in the Supplementary Conditions for any project receiving Federal assistance. ARTICLE 7—OTHER WORK AT THE SITE 7.01 Related Work at Site A. City may perform other work related to the Project at the Site with City's employees, or other City contractors, or through other direct contracts therefor, or have other work performed by utility owners. If such other work is not noted in the Contract Documents, then written notice thereof will be given to Contractor prior to starting any such other work; and B. Contractor shall afford each other contractor who is a party to such a direct contract, each utility owner, and City, if City is performing other work with City's employees or other City contractors, proper and safe access to the Site, provide a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work, and properly coordinate the Work with theirs. Contractor shall do all cutting, fitting, and patching of the Work that may be required to properly connect or otherwise make its several parts come together and properly integrate with such other work. Contractor shall not endanger any work of others by cutting, excavating, or otherwise altering such work; provided, however, that Contractor may cut or alter others' work with the written consent of City and the others whose work will be affected. C. If the proper execution or results of any part of Contractor's Work depends upon work performed _ by others under this Article 7, Contractor shall inspect such other work and promptly report to City in writing any delays, defects, or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of Contractor's Work. Contractor's failure to so report will constitute an acceptance of such other work as fit and proper for integration with i Contractor's Work except for latent defects in the work provided by others. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnary2,2016 007200-1 GENERAL CONDITIONS Page 36 of 63 7.02 Coordination A. If City intends to contract with others for the performance of other work on the Project at the Site,the following will be set forth in Supplementary Conditions: 1, the individual or entity who will have authority and responsibility for coordination of the activities among the various contractors will be identified; 2. the specific matters to be covered by such authority and responsibility will be itemized; and 3. the extent of such authority and responsibilities will be provided. B. Unless otherwise provided in the Supplementary Conditions, City shall have authority for such coordination. ARTICLE 8—CITY'S RESPONSIBILITIES 8.01 Communications to Contractor Except as otherwise provided in the Supplementary Conditions, City shall issue all communications to Contractor. 8.02 Furnish Data City shall timely furnish the data required under the Contract Documents. 8.03 Pay When Due City shall make payments to Contractor in accordance with Article 14. 8.04 Lands and Easements;Reports and Tests City's duties with respect to providing lands and easements and providing engineering surveys to MW establish reference points are set forth in Paragraphs 4.01 and 4.05. Paragraph 4.02 refers to City's identifying and making available to Contractor copies of reports of explorations and tests of subsurface conditions and drawings of physical conditions relating to existing surface or subsurface ,., structures at or contiguous to the Site that have been utilized by City in preparing the Contract Documents. 8.05 Change Orders City shall execute Change Orders in accordance with Paragraph 10.03. 8.06 Inspections, Tests, and Approvals City's responsibility with respect to certain inspections, tests, and approvals is set forth in Paragraph Mok 13.03. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnmy 2,2016 i 007200-1 GENERAL CONDITIONS Page 37 of 63 8.07 Limitations on City's Responsibilities A. The City shall not supervise, direct, or have control or authority over, nor be responsible for, Contractor's means, methods, techniques, sequences, or procedures of construction, or the safety -- precautions and programs incident thereto, or for any failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. City will not be responsible for Contractor's failure to perform the Work in accordance with the Contract Documents. B. City will notify the Contractor of applicable safety plans pursuant to Paragraph 6.14. 8.08 Undisclosed Hazardous Environmental Condition City's responsibility with respect to an undisclosed Hazardous Environmental Condition is set forth in Paragraph 4.06. 8.09 Compliance with Safety Program While at the Site, City's employees and representatives shall comply with the specific applicable requirements of Contractor's safety programs of which City has been informed pursuant to Paragraph 6.14. ARTICLE 9—CITY'S OBSERVATION STATUS DURING CONSTRUCTION 9.01 City's Project Manager City will provide one or more Project Manager(s) during the construction period. The duties and responsibilities and the limitations of authority of City's Project Manager during construction are set forth in the Contract Documents. The City's Project Manager for this Contract is < insert name here >, or his/her successor pursuant to written notification from the Director of < insert managing department here>. 9.02 Visits to Site A. City's Project Manager will make visits to the Site at intervals appropriate to the various stages of construction as City deems necessary in order to observe the progress that has been made and the quality of the various aspects of Contractor's executed Work. Based on information obtained during such visits and observations, City's Project Manager will determine, in general, if the Work is proceeding in accordance with the Contract Documents. City's Project Manager will not be required to make exhaustive or continuous inspections on the Site to check the quality or quantity of the Work. City's Project Manager's efforts will be directed toward providing City a greater degree of confidence that the completed Work will conform generally to the Contract Documents. B. City's Project Manager's visits and observations are subject to all the limitations on authority and responsibility in the Contract Documents including those set forth in Paragraph 8.07. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnrrmyy Z 2016- 00 72 00-1 GENERAL CONDITIONS Page 38 of 63 9.03 Authorized Variations in Work City's Project Manager may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Time and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These may be accomplished by a Field Order and will be binding on City and also on Contractor,who shall perform the Work involved promptly. 9.04 Rejecting Defective Work City will have authority to reject Work which City's Project Manager believes to be defective, or will not produce a completed Project that conforms to the Contract Documents or that will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. City will have authority to conduct special inspection or testing of the Work as provided in Article 13,whether or not the Work is fabricated, installed, or completed. 9.05 Determinations for Work Performed Contractor will determine the actual quantities and classifications of Work performed. City's Project Manager will review with Contractor the preliminary determinations on such matters before rendering a written recommendation. City's written decision will be final (except as modified to reflect changed factual conditions or more accurate data). 9.06 Decisions on Requirements of Contract Documents and Acceptability of Work A. City will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. B. City will render a written decision on any issue referred. C. City's written decision on the issue referred will be final and binding on the Contractor, subject to the provisions of Paragraph 10.06. ARTICLE 10—CHANGES IN THE WORK; CLAIMS; EXTRA WORK 10.01 Authorized Changes in the Work A. Without invalidating the Contract and without notice to any surety, City may, at any time or from time to time, order Extra Work. Upon notice of such Extra Work, Contractor shall promptly proceed with the Work involved which will be performed under the applicable conditions of the Contract Documents (except as otherwise specifically provided). Extra Work shall be memorialized by a Change Order which may or may not precede an order of Extra work. B. For minor changes of Work not requiring changes to Contract Time or Contract Price, a Field Order may be issued by the City. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnmy 2,2016 007200-1 GENERAL CONDITIONS Page 39 of 63 10.02 Unauthorized Changes in the Work Contractor shall not be entitled to an increase in the Contract Price or an extension of the Contract Time with respect to any work performed that is not required by the Contract Documents as amended, modified, or supplemented as provided in Paragraph 3.04, except in the case of an emergency as provided in Paragraph 6.17. 10.03 Execution of Change Orders A. City and Contractor shall execute appropriate Change Orders covering: 1. changes in the Work which are: (i) ordered by City pursuant to Paragraph 10.01.A, (ii) required because of acceptance of defective Work under Paragraph 13.08 or City's correction of defective Work under Paragraph 13.09, or(iii)agreed to by the parties; 2. changes in the Contract Price or Contract Time which are agreed to by the parties, including any undisputed sum or amount of time for Work actually performed. 10.04 Extra Work A. Should a difference arise as to what does or does not constitute Extra Work, or as to the payment thereof, and the City insists upon its performance, the Contractor shall proceed with the work after making written request for written orders and shall keep accurate account of the actual = reasonable cost thereof. Contract Claims regarding Extra Work shall be made pursuant to Paragraph 10.06. B. The Contractor shall furnish the City such installation records of all deviations from the original Contract Documents as may be necessary to enable the City to prepare for permanent record a corrected set of plans showing the actual installation. = C. The compensation agreed upon for Extra Work whether or not initiated by a Change Order shall be a full, complete and final payment for all costs Contractor incurs as a result or relating to the change or Extra Work, whether said costs are known, unknown, foreseen or unforeseen at that time, including without limitation, any costs for delay, extended overhead, ripple or impact cost, or any other effect on changed or unchanged work as a result of the change or Extra Work. 10.05 Notification to Surety If the provisions of any bond require notice to be given to a surety of any change affecting the = general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Price or Contract Time), the giving of any such notice will be Contractor's responsibility. The amount of each applicable bond will be adjusted by the Contractor to reflect the = effect of any such change. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnmy 2,2016 007200-1 GENERAL CONDITIONS Page 40 of 63 10.06 Contract Claims Process A. City's Decision Required: All Contract Claims, except those waived pursuant to Paragraph 14.09, shall be referred to the City for decision. A decision by City shall be required as a condition precedent to any exercise by Contractor of any rights or remedies he may otherwise have under the Contract Documents or by Laws and Regulations in respect of such Contract Claims. B. Notice: 1. Written notice stating the general nature of each Contract Claim shall be delivered by the Contractor to City no later than 15 days after the start of the event giving rise thereto. The responsibility to substantiate a Contract Claim shall rest with the party making the Contract Claim. 2. Notice of the amount or extent of the Contract Claim, with supporting data shall be delivered to the City on or before 45 days from the start of the event giving rise thereto (unless the City allows additional time for Contractor to submit additional or more accurate data in support of such Contract Claim). 3. A Contract Claim for an adjustment in Contract Price shall be prepared in accordance with the provisions of Paragraph 12.01. -- 4. A Contract Claim for an adjustment in Contract Time shall be prepared in accordance with the provisions of Paragraph 12.02. ... 5. Each Contract Claim shall be accompanied by Contractor's written statement that the adjustment claimed is the entire adjustment to which the Contractor believes it is entitled as a result of said event. 6. The City shall submit any response to the Contractor within 30 days after receipt of the claimant's last submittal (unless Contract allows additional time). C. City's Action: City will review each Contract Claim and, within 30 days after receipt of the last submittal of the Contractor, if any,take one of the following actions in writing: 1. deny the Contract Claim in whole or in part; 2. approve the Contract Claim; or 3. notify the Contractor that the City is unable to resolve the Contract Claim if, in the City's sole discretion, it would be inappropriate for the City to do so. For purposes of ftuther resolution of the Contract Claim, such notice shall be deemed a denial. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehncay 2,2016 007200-1 GENERAL CONDITIONS Page 41 of 63 D. City's written action under Paragraph 10.06.0 will be final and binding, unless City or Contractor invoke the dispute resolution procedure set forth in Article 16 within 30 days of such action or denial. E. No Contract Claim for an adjustment in Contract Price or Contract Time will be valid if not submitted in accordance with this Paragraph 10.06. _ ARTICLE 11 —COST OF THE WORK; ALLOWANCES; UNIT PRICE WORK; PLANS QUANTITY MEASUREMENT 11.01 Cost of the Work A. Costs Included: The term Cost of the Work means the sum of all costs, except those excluded in Paragraph 11.01.13, necessarily incurred and paid by Contractor in the proper performance of the Work. When the value of any Work covered by a Change Order, the costs to be reimbursed to Contractor will be only those additional or incremental costs required because of the change in _ the Work. Such costs shall not include any of the costs itemized in Paragraph 11.01.13, and shall include but not be limited to the following items: 1. Payroll costs for employees in the direct employ of Contractor in the performance of the Work under schedules of job classifications agreed upon by City and Contractor. Such employees shall include, without limitation, superintendents, foremen, and other personnel employed full time on the Work. Payroll costs for employees not employed full time on the Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include; a. salaries with a 55%markup,or b. salaries and wages plus the cost of fringe benefits, which shall include social security �- contributions, unemployment, excise, and payroll taxes, workers' compensation, health and retirement benefits, bonuses, sick leave, vacation and holiday pay applicable thereto. The expenses of performing Work outside of Regular Working Hours, Weekend Working Hours, or legal holidays, shall be included in the above to the extent authorized by City. 2. Cost of all materials and equipment furnished and incorporated in the Work, including costs of transportation and storage thereof, and Suppliers' field services required in connection therewith. 3. Rentals of all construction equipment and machinery, and the parts thereof whether rented from Contractor or others in accordance with rental agreements approved by City, and the costs of transportation, loading, unloading, assembly, dismantling, and removal thereof. All such costs shall be in accordance with the terms of said rental agreements. The rental of any such equipment, machinery, or parts shall cease when the use thereof is no longer necessary for the Work. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnoy2,2016 007200-1 GENERAL CONDITIONS Page 42 of 63 4. Payments made by Contractor to Subcontractors for Work performed by Subcontractors. If required by City, Contractor shall obtain competitive bids from subcontractors acceptable to City and Contractor and shall deliver such bids to City, who will then determine, which bids, if any, will be acceptable. If any subcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work plus a fee, the Subcontractor's Cost of the Work and fee shall be determined in the same manner as Contractor's Cost of the Work and fee as provided in this Paragraph 11.01. 5. Costs of special consultants (including but not limited to engineers, architects, testing laboratories, surveyors, attorneys, and accountants) employed for services specifically related — to the Work. 6. Supplemental costs including the following: �. a. The proportion of necessary transportation, travel, and subsistence expenses of Contractor's employees incurred in discharge of duties connected with the Work. b. Cost, including transportation and maintenance, of all materials, supplies, equipment, machinery, appliances, office, and temporary facilities at the Site, and hand tools not owned by the workers, which are consumed in the performance of the Work, and cost, less market value, of such items used but not consumed which remain the property of Contractor. c. Sales, consumer, use, and other similar taxes related to the Work, and for which Contractor is liable not covered under Paragraph 6.11, as imposed by Laws and Regulations. d. Deposits lost for causes other than negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable,and royalty payments and fees for permits and licenses. e. Losses and:damages (and related expenses) caused by damage to the Work, not — compensated by insurance or otherwise, sustained by Contractor in connection with the performance of the Work, provided such losses and damages have resulted from causes other than the negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall include settlements made with the written consent and approval of City. No such losses, damages, and expenses shall be included in the Cost of the Work for the purpose of determining Contractor's fee. f. The cost of utilities, fuel, and sanitary facilities at the Site. g. Minor expenses such as telegrams, long distance telephone calls, telephone and communication services at the Site, express and courier services, and similar petty cash items in connection with the Work. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February 2,2016 007200-1 GENERAL CONDITIONS Page 43 of 63 h. The costs of premiums for all bonds and insurance Contractor is required by the Contract ~- Documents to purchase and maintain. B. Costs Excluded: The term Cost of the Work shall not include any of the following items: 1. Payroll costs and other compensation of Contractor's officers, executives, principals (of partnerships and sole proprietorships), general managers, safety managers, engineers, ., architects, estimators, attorneys, auditors, accountants, purchasing and contracting agents, expediters, timekeepers, clerks, and other personnel employed by Contractor, whether at the Site or in Contractor's principal or branch office for general administration of the Work and not specifically included in the agreed upon schedule of job classifications referred to in Paragraph 11.0I.A.1 or specifically covered by Paragraph 11.0I.A.4, all of which are to be considered administrative costs covered by the Contractor's fee. 2. Expenses of Contractor's principal and branch offices other than Contractor's office at the Site. 3. Any part of Contractor's capital expenses, including interest on Contractor's capital employed for the Work and charges against Contractor for delinquent payments. 4. Costs due to the negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied, and making good any damage to property. 5. Other overhead or general expense costs of any kind. C. Contractor's Fee: When all the Work is performed on the basis of cost-plus, Contractor's fee shall be determined as set forth in the Agreement. When the value of any Work covered by a -• Change Order for an adjustment in Contract Price is determined on the basis of Cost of the Work, Contractor's fee shall be determined as set forth in Paragraph 12.01.C. D. Documentation: Whenever the Cost of the Work for any purpose is to be determined pursuant to Paragraphs 11.OLA and 11.01.B, Contractor will establish and maintain records thereof in accordance with generally accepted accounting practices and submit in a form acceptable to City an itemized cost breakdown together with supporting data. 11.02 Allowances A. Specified Allowance: It is understood that Contractor has included in the Contract Price all allowances so named in the Contract Documents and shall cause the Work so covered to be performed for such sums and by such persons or entities as may be acceptable to City. B. Pre-bid Allowances: 1. Contractor agrees that: CITY OF FORS'WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Februmy2,2016 007200-1 GENERAL CONDITIONS Page 44 of 63 a. the pre-bid allowances include the cost to Contractor of materials and equipment required — by the allowances to be delivered at the Site, and all applicable taxes; and b. Contractor's costs for unloading and handling on the Site, labor, installation, overhead, profit, and other expenses contemplated for the pre-bid allowances have been included in the allowances, and no demand for additional payment on account of any of the foregoing will be valid. C. Contingency Allowance: Contractor agrees that a contingency allowance, if any, is for the sole use of City. = D. Prior to final payment, an appropriate Change Order will be issued to reflect actual amounts due Contractor on account of Work covered by allowances, and the Contract Price shall be correspondingly adjusted. 11.03 Unit Price Work A. Where the Contract Documents provide that all or part of the Work is to be Unit Price Work, initially the Contract Price will be deemed to include for all Unit Price Work an amount equal to the sum of the unit price for each separately identified item of Unit Price Work times the estimated quantity of each item as indicated in the Agreement. B. The estimated quantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Price. Determinations of the actual quantities and classifications of Unit Price Work performed by Contractor will be made by City subject to the provisions of Paragraph 9.05. C. Each unit price will be deemed to include an amount considered by Contractor to be adequate to cover Contractor's overhead and profit for each separately identified item. Work described in the — Contract Documents, or reasonably inferred as required for a functionally complete installation, but not identified in the listing of unit price items shall be considered incidental to unit price work listed and the cost of incidental work included as part of the unit price. D. City may make an adjustment in the Contract Price in accordance with Paragraph 12.01 if: 1. the quantity of any item of Unit Price Work performed by Contractor differs materially and significantly from the estimated quantity of such item indicated in the Agreement; and 2. there is no corresponding adjustment with respect to any other item of Work. E. Increased or Decreased Quantities: The City reserves the right to order Extra Work in accordance with Paragraph 10.01. 1. If the changes in quantities or the alterations do not significantly change the character of work under the Contract Documents, the altered work will be paid for at the Contract unit price. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febuary2,2016 007200-1 GENERAL CONDITIONS Page 45 of 63 2. If the changes in quantities or alterations significantly change the character of work, the ** Contract will be amended by a Change Order. 3. If no unit prices exist, this will be considered Extra Work and the Contract will be amended by a Change Order in accordance with Article 12. 4. A significant change in the character of work occurs when: a. the character of work for any Item as altered differs materially in kind or nature from that in the Contract or b. a Major Item of work varies by more than 25%from the original Contract quantity. 5. When the quantity of work to be done under any Major Item of the Contract is more than 125% of the original quantity stated in the Contract, then either party to the Contract may request an adjustment to the unit price on the portion of the work that is above 125°/x. 6. When the quantity of work to be done under any Major Item of the Contract is less than 75% of the original quantity stated in the Contract, then either party to the Contract may request an adjustment to the unit price. 11.04 Plans Quantity Measurement A. Plans quantities may or may not represent the exact quantity of work performed or material moved, handled, or placed during the execution of the Contract. The estimated bid quantities are designated as final payment quantities,unless revised by the governing Section or this Article. B. If the quantity measured as outlined under"Price and Payment Procedures" varies by more than 25% (or as stipulated under "Price and Payment Procedures" for specific Items) from the total estimated quantity for an individual Item originally shown in the Contract Documents, an adjustment may be made to the quantity of authorized work done for payment purposes. The party to the Contract requesting the adjustment will provide field measurements and calculations showing the final quantity for which payment will be made. Payment for revised quantity will be made at the unit price bid for that Item,except as provided for in Article 10. _ C. When quantities are revised by a change in design approved by the City, by Change Order, or to correct an error, or to correct an error on the plans, the plans quantity will be increased or decreased by the amount involved in the change, and the 25% variance will apply to the new plans quantity. D. If the total Contract quantity multiplied by the unit price bid for an individual Item is less than $250 and the Item is not originally a plans quantity Item, then the Item may be paid as a plans quantity Item if the City and Contractor agree in writing to fix the final quantity as a plans quantity. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February 2,2016 007200-1 GENERAL CONDITIONS Page 46 of 63 E. For callout work or non-site specific Contracts, the plans quantity measurement requirements are .. not applicable. ARTICLE 12—CHANGE OF CONTRACT PRICE; CHANGE OF CONTRACT TIME 12.01 Change of Contract Price A. The Contract Price may only be changed by a Change Order. B. The value of any Work covered by a Change Order will be determined as follows: 1. where the Work involved is covered by unit prices contained in the Contract Documents, by application of such unit prices to the quantities of the items involved (subject to the provisions of Paragraph 11.03); or 2. where the Work involved is not covered by unit prices contained in the Contract Documents, by a mutually agreed lump sum or unit price (which may include an allowance for overhead and profit not necessarily in accordance with Paragraph 12.0l.C.2), and shall include the cost of any secondary impacts that are foreseeable at the time of pricing the cost of Extra Work; or 3. where the Work involved is not covered by unit prices contained in the Contract Documents and agreement to a lump sum or unit price is not reached under Paragraph 12.01.13.2, on the basis of the Cost of the Work (determined as provided in Paragraph 11.01) plus a Contractor's fee for overhead and profit(determined as provided in Paragraph 12.01.C). C. Contractor's Fee: The Contractor's additional fee for overhead and profit shall be determined as follows: 1. a mutually acceptable fixed fee; or 2. if a fixed fee is not agreed upon, then a fee based on the following percentages of the various portions of the Cost of the Work: a. for costs incurred under Paragraphs 11.01.A.1, 11.0l.A.2. and 11.0l.A.3, the Contractor's additional fee shall be 15 percent except for: 1) rental fees for Contractor's own equipment using standard rental rates; 2) bonds and insurance; b. for costs incurred under Paragraph 11.01.A.4 and 11.01.A.5,the Contractor's fee shall be five percent(5%); 1) where one or more tiers of subcontracts.are on the basis of Cost of the Work plus a fee and no fixed fee is agreed upon, the intent of Paragraphs 12.01.C.2.a and 12.0l.C.2.b is that the Subcontractor who actually performs the Work, at whatever i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnrary 2,2016 00 72 00-1 GENERAL CONDITIONS Page 47 of 63 tier, will be paid a fee of 15 percent of the costs incurred by such Subcontractor under Paragraphs I1.0I.A.I and 11.0I.A.2 and that any higher tier Subcontractor and Contractor will each be paid a fee of five percent (5%) of the amount paid to the next lower tier Subcontractor, however in no case shall the cumulative total of fees paid be in excess of 25%; c. no fee shall be payable on the basis of costs itemized under Paragraphs 11.01.A.6, and _ 11.01.B; d. the amount of credit to be allowed by Contractor to City for any change which results in a net decrease in cost will be the amount of the actual net decrease in cost plus a deduction in Contractor's fee by an amount equal to five percent (5%) of such net decrease. 12.02 Change of Contract Time A. The Contract Time may only be changed by a Change Order. B. No extension of the Contract Time will be allowed for Extra Work or for claimed delay unless the Extra Work contemplated or claimed delay is shown to be on the critical path of the Project Schedule or Contractor can show by Critical Path Method analysis how the Extra Work or claimed delay adversely affects the critical path. 12.03 Delays A. Where Contractor is reasonably delayed in the performance or completion of any part of the Work within the Contract Time due to delay beyond the control of Contractor, the Contract Time may be extended in an amount equal to the time lost due to such delay if a Contract Claim is made therefor. Delays beyond the control of Contractor shall include, but not be limited to, acts or neglect by City, acts or neglect of utility owners or other contractors performing other work as contemplated by Article 7, fires, floods, epidemics, abnormal weather conditions, or acts of God. Such an adjustment shall be Contractor's sole and exclusive remedy for the delays described in this Paragraph. B. If Contractor is delayed, City shall not be liable to Contractor for any claims, costs, losses, or _ damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by Contractor on or in connection with any other project or anticipated project. C. Contractor shall not be entitled to an adjustment in Contract Price or Contract Time for delays within the control of Contractor. Delays attributable to and within the control of a Subcontractor or Supplier shall be deemed to be delays within the control of Contractor. D. The Contractor shall receive no compensation for delays or hindrances to the Work, except when direct and unavoidable extra cost to the Contractor is caused by the failure of the City to provide information or material, if any,which is to be furnished by the City. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehuary2,2016 s 007200-1 GENERAL CONDITIONS Page 48 of 63 ARTICLE 13—TESTS AND INSPECTIONS; CORRECTION,REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK 13.01 Notice o,f De,fects Notice of all defective Work of which City has actual knowledge will be given to Contractor. Defective Work may be rejected,corrected,or accepted as provided in this Article 13. 13.02 Access to Work City, independent testing laboratories, and governmental agencies with jurisdictional interests will have access to the Site and the Work at reasonable times for their observation, inspection, and testing. Contractor shall provide them proper and safe conditions for such access and advise them of Contractor's safety procedures and programs so that they may comply therewith as applicable. 13.03 Tests and Inspections A. Contractor shall give City timely notice of readiness of the Work for all required inspections, tests, or approvals and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. B. If Contract Documents, Laws or Regulations of any public body having jurisdiction require any of the Work (or part thereof) to be inspected, tested, or approved, Contractor shall assume full responsibility for arranging and obtaining such independent inspections, tests, retests or approvals, pay all costs in connection therewith, and furnish City the required certificates of inspection or approval; excepting, however, those fees specifically identified in the Supplementary Conditions or any Texas Department of Licensure and Regulation (TDLR) inspections,which shall be paid as described in the Supplementary Conditions. C. Contractor shall be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests, re-tests, or approvals required for City's acceptance of materials or equipment to be incorporated in the Work; or acceptance of materials, mix designs, or equipment submitted for approval prior to Contractor's purchase thereof for incorporation in the Work. Such inspections, tests, re-tests, or approvals shall be performed by organizations acceptable to City. D. City may arrange for the services of an independent testing laboratory ("Testing Lab") to perform any inspections or tests ("Testing") for any part of the Work, as determined solely by City. 1. City will coordinate such Testing to the extent possible,with Contractor; 2. Should any Testing under this Section 13.03 D result in a "fail", "did not pass" or other similar negative result, the Contractor shall be responsible for paying for any and all retests. Contractor's cancellation without cause of City initiated Testing shall be deemed a negative result and require a retest. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febngtry2,2016 007200-1 GENERAL CONDITIONS Page 49 of 63 3. Any amounts owed for any retest under this Section 13.03 D shall be paid directly to the Testing Lab by Contractor. City will forward all invoices for retests to Contractor. 4. If Contractor fails to pay the Testing Lab, City will not issue Final Payment until the Testing Lab is paid. E. If any Work (or the work of others) that is to be inspected, tested, or approved is covered by Contractor without written concurrence of City, Contractor shall, if requested by City, uncover such Work for observation. F. Uncovering Work as provided in Paragraph 13.03.E shall be at Contractor's expense. G. Contractor shall have the right to make a Contract Claim regarding any retest or invoice issued under Section 13.03 D. 13.04 Uncovering Work A. If any Work is covered contrary to the Contract Documents or specific instructions by the City, it must, if requested by City, be uncovered for City's observation and replaced at Contractor's expense. B. If City considers it necessary or advisable that covered Work be observed by City or inspected or tested by others, Contractor, at City's request, shall uncover, expose, or otherwise make available for observation, inspection, or testing as City may require, that portion of the Work in question, furnishing all necessary labor,material, and equipment. 1. If it is found that the uncovered Work is defective, Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers,architects, attorneys, and other professionals and all court or other dispute resolution costs) arising out of or relating to such uncovering, exposure, observation, inspection, and testing, and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); or City shall be entitled to accept defective Work in accordance with Paragraph 13.08 in which case Contractor shall still be responsible for all costs associated with exposing, observing, and testing the defective Work. 2. If the uncovered Work is not found to be defective, Contractor shall be allowed an increase in the Contract Price or an extension of the Contract Time, or both, directly attributable to such uncovering, exposure,observation, inspection,testing,replacement, and reconstruction. 13.05 City May Stop the Work If the Work is defective, or Contractor fails to supply sufficient skilled workers or suitable materials or equipment, or fails to perform the Work in such a way that the completed Work will conform to the Contract Documents, City may order Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of City to stop the Work shall not give rise to any duty on the part of City to exercise this right for the benefit of Contractor, any CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:FeWay 2,2016 007200-I GENERAL CONDITIONS Page 50 of 63 Subcontractor,any Supplier,any other individual or entity, or any surety for, or employee or agent of any of them. 13.06 Correction or Removal of Defective Work A. Promptly after receipt of written notice, Contractor shall correct all defective Work pursuant to an acceptable schedule, whether or not fabricated, installed, or completed, or, if the Work has been rejected by City, remove it from the Project and replace it with Work that is not defective. Contractor shall pay all claims, costs, additional testing, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to such correction or removal (including but not limited to all costs of repair or replacement of work of others). Failure to require the removal of any defective Work shall not constitute acceptance .of such Work. B. When correcting defective Work under the terms of this Paragraph 13.06 or Paragraph 13.07, Contractor shall take no action that would void or otherwise impair City's special warranty and guarantee, if any, on said Work. 13.07 Correction Period A. If within two (2) years after the date of Final Acceptance (or such longer period of time as may be prescribed by the terms of any applicable special guarantee required by the Contract Documents), any Work is found to be defective, or if the repair of any damages to the land or areas made available for Contractor's use by City or permitted by Laws and Regulations as contemplated in Paragraph 6.10.A is found to be defective, Contractor shall promptly, without cost to City and in accordance with City's written instructions: 1. repair such defective land or areas; or 2. correct such defective Work;or 3. if the defective Work has been rejected by City, remove it from the Project and replace it with Work that is not defective,and 4. satisfactorily correct or repair or remove and replace any damage to other Work, to the work of others or other land or areas resulting therefrom. _ B. If Contractor does not promptly comply with the, terms of City's written instructions, or in an emergency where delay would cause serious risk of loss or damage, City may have the defective Work corrected or repaired or may have the rejected Work removed and replaced. All claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution costs) arising out of or relating to such correction or repair or such removal and replacement (including but not limited to all costs of repair or replacement of work of others)will be paid by Contractor. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnoy2,2016 007200-1 GENERAL CONDITIONS Page 51 of 63 C. In special circumstances where a particular item of equipment is placed in continuous service before Final Acceptance of all the Work, the correction period for that item may start to run from an earlier date if so provided in the Contract Documents. .. D. Where defective Work (and damage to other Work resulting therefrom) has been corrected or removed and replaced under this Paragraph 13.07, the correction period hereunder with respect to such Work may be required to be extended for an additional period of one year after the end of the initial correction period. City shall provide 30 days written notice to Contractor should such additional warranty coverage be required. Contractor may dispute this requirement by filing a Contract Claim,pursuant to Paragraph 10.06. E. Contractor's obligations under this Paragraph 13.07 are. in addition to any other obligation or warranty. The provisions of this Paragraph 13.07 shall not be construed as a substitute for, or a waiver of,the provisions of any applicable statute of limitation or repose. 13.08 Acceptance of Defective Work If, instead of requiring correction or removal and replacement of defective Work, City prefers to accept it, City may do so. Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution costs) attributable to City's evaluation of and determination to accept such defective Work and for the diminished value of the Work to the extent not otherwise paid by Contractor. If any such acceptance occurs prior to Final Acceptance, a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work, and City shall be entitled to an appropriate decrease in the Contract Price, reflecting the diminished value of Work so accepted. 13.09 City May Correct Defective Work A. If Contractor fails within a reasonable time after written notice from City to correct defective Work, or to remove and replace rejected Work as required by City in accordance with Paragraph 13.06.A, or if Contractor fails to perform the Work in accordance with the Contract Documents, or if Contractor fails to comply with any other provision of the Contract Documents, City may, after seven(7)days written notice to Contractor,correct,or remedy any such deficiency. B. In exercising the rights and remedies under this Paragraph 13.09, City shall proceed expeditiously. In connection with such corrective or remedial action, City may exclude Contractor from all or part of the Site, take possession of all or part of the Work and suspend Contractor's services related thereto, and incorporate in the Work all materials and equipment incorporated in the Work, stored at the Site or for which City has paid Contractor but which are stored elsewhere. Contractor shall allow City, City's representatives, agents, consultants, employees, and City's other contractors, access to the Site to enable City to exercise the rights and remedies under this Paragraph. C. All claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or other dispute resolution CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febcuary2,2016 rr 007200-1 GENERAL CONDITIONS Page 52 of 63 costs) incurred or sustained by City in exercising the rights and remedies under this Paragraph 13.09 will be charged against Contractor, and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and City shall be entitled to an appropriate decrease in the Contract Price. D. Contractor shall not be allowed an extension of the Contract Time because of any delay in the performance of the Work attributable to the exercise of City's rights and remedies under this Paragraph 13.09. ARTICLE 14—PAYMENTS TO CONTRACTOR AND COMPLETION 14.01 Schedule of Values The Schedule of Values for lump sum contracts established as provided in Paragraph 2.07 will serve as the basis for progress payments and will be incorporated into a form of Application for Payment acceptable to City. Progress payments on account of Unit Price Work will be based on the number of units completed. 14.02 Progress Payments A. Applications for Payments: 1. Contractor is responsible for providing all information as required to become a vendor of the = City. 2. At least 20 days before the date established in the General Requirements for each progress payment, Contractor shall submit to City for review an Application for Payment filled out and signed by Contractor covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. = 3. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the Site or at another location agreed to in writing, the Application for Payment shall also be accompanied by a bill of sale, invoice, or other i documentation warranting that City has received the materials and equipment free and clear of all Liens and evidence that the materials and equipment are covered by appropriate insurance or other arrangements to protect City's interest therein, all of which must be satisfactory to City. 4. Beginning with the second Application for Payment, each Application shall include an T affidavit of Contractor stating that previous progress payments received on account of the Work have been applied on account to discharge Contractor's legitimate obligations associated with prior Applications for Payment. 5. The amount of retainage with respect to progress payments will be as stipulated in the Contract Documents. dM CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehr 2,2016 00 72 00-1 GENERAL CONDITIONS Page 53 of 63 B. Review of Applications: 1. City will, after receipt of each Application for Payment, either indicate in writing a recommendation of payment or return the Application to Contractor indicating reasons for refusing payment. In the latter case, Contractor may make the necessary corrections and resubmit the Application. .� 2. City's processing of any payment requested in an Application for Payment will be based on City's observations of the executed Work, and on City's review of the Application for Payment and the accompanying data and schedules,that to the best of City's knowledge: a. the Work has progressed to the point indicated; b. the quality of the Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Final Acceptance, the results of any subsequent tests called for in the Contract Documents, a final determination of quantities and classifications for Work performed under Paragraph 9.05, and any other qualifications stated in the recommendation). 3. Processing any such payment will not thereby be deemed to have represented that: a. inspections made to check the quality or the quantity of the Work as it has been performed have been exhaustive, extended to every aspect of the Work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to City in the Contract Documents; or b. there may not be other matters or issues between the parties that might entitle Contractor to be paid additionally by City or entitle City to withhold payment to Contractor, or c. Contractor has complied with Laws and Regulations applicable to Contractor's performance of the Work. 4. City may refuse to process the whole or any part of any payment because of subsequently discovered evidence or the results of subsequent inspections or tests, and revise or revoke any such payment previously made, to such extent as may be necessary to protect City from loss because: a. the Work is defective, or the completed Work has been damaged by the Contractor or his subcontractors,requiring correction or replacement; b. discrepancies in quantities contained in previous applications for payment; c. the Contract Price has been reduced by Change Orders; d. City has been required to correct defective Work or complete Work in accordance with low Paragraph 13.09; or CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February 2,2016 007200-1 GENERAL CONDITIONS Page 54 of 63 e. City has actual knowledge of the occurrence of any of the events enumerated in �• Paragraph 15.02.A. C. Retainage: 1. For contracts less than $400,000 at the time of execution, retainage shall be ten percent (10%). i 2. For contracts greater than $400,000 at the time of execution, retainage shall be five percent (5%). D. Liquidated Damages. For each calendar day that any work shall remain uncompleted after the time specified in the Contract Documents, the sum per day specified in the Agreement, will be deducted from the monies due the Contractor, not as a penalty, but as liquidated damages suffered by the City. E. Payment: Contractor will be paid pursuant to the requirements of this Article 14 and payment will become due in accordance with the Contract Documents. F. Reduction in Payment: 1. City may refuse to make payment of the amount requested because: a. Liens have been filed in connection with the Work, except where Contractor has delivered a specific bond satisfactory to City to secure the satisfaction and discharge of such Liens; b. there are other items entitling City to a set-off against the amount recommended; or c. City has actual knowledge of the occurrence of any of the events enumerated in Paragraphs 14.02.B.4.a through 14.02.B.4.e or Paragraph 15.02.A. 2. If City refuses to make payment of the amount requested, City will give Contractor written notice stating the reasons for such action and pay Contractor any amount remaining after deduction of the amount so withheld. City shall pay Contractor the amount so withheld, or any adjustment thereto agreed to by City and Contractor, when Contractor remedies the reasons for such action. 14.03 Contractor's Warranty of Title Contractor warrants and guarantees that title to all Work, materials, and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to City no later than the time of payment free and clear of all Liens. i Y CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:FeUumy2,2016 i 00 7200-1 GENERAL CONDITIONS Page 55 of 63 14.04 Partial Utilization A. Prior to Final Acceptance of all the Work, City may use or occupy any substantially completed part of the Work which has specifically been identified in the Contract Documents, or which City, determines constitutes a separately functioning and usable part of the Work that can be used by City for its intended purpose without significant interference with Contractor's performance of the remainder of the Work. City at any time may notify Contractor in writing to permit City to use or occupy any such part of the Work which City determines to be ready for its intended use, subject to the following conditions: 1. Contractor at any time may notify City in writing that Contractor considers any such part of the Work ready for its intended use. 2. Within a reasonable time after notification as enumerated in Paragraph 14.05.A.1, City and Contractor shall make an inspection of that part of the Work to determine its status of completion. If City does not consider that part of the Work to be substantially complete, City will notify Contractor in writing giving the reasons therefor. 3. Partial Utilization will not constitute Final Acceptance by City. 14.05 Final Inspection A. Upon written notice from Contractor that the entire Work is complete in accordance with the Contract Documents: 1. within 10 days,City will schedule a Final Inspection with Contractor. = 2. City will notify Contractor in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. Contractor shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. B. No time charge will be made against the Contractor between said date of notification of the City and the date of Final Inspection. Should the City determine that the Work is not ready for Final Inspection, City will notify the Contractor in writing of the reasons and Contract Time will resume. 14.06 Final Acceptance Upon completion by Contractor to City's satisfaction, of any additional Work identified in the Final Inspection, City will issue to Contractor a letter of Final Acceptance. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febn ar 2,2016 007200-1 GENERAL CONDITIONS Page 56 of 63 14.07 Final Payment A. Application for Payment: 1. Upon Final Acceptance, and in the opinion of City, Contractor may make an application for final payment following the procedure for progress payments in accordance with the Contract Documents. i 2. The final Application for Payment shall be accompanied(except as previously delivered)by: a. all documentation called for in the Contract Documents, including but not limited to the evidence of insurance required by Paragraph 5.03; b. consent of the surety, if any,to final payment; c. a list of all pending or released Damage Claims against City that Contractor believes are unsettled; and d. affidavits of payments and complete and legally effective releases or waivers (satisfactory to City) of all Lien rights arising out of or Liens filed in connection with the Work. B. Payment Becomes Due: i 1. After City's acceptance of the Application for Payment and accompanying documentation, requested by Contractor, less previous payments made and any sum City is entitled, including but not limited to liquidated damages, will become due and payable. 2. After all Damage Claims have been resolved: a. directly by the Contractor or; b. Contractor provides evidence that the Damage Claim has been reported to Contractor's insurance provider for resolution. 3. The making of the final payment by the City shall not relieve the Contractor of any guarantees or other requirements of the Contract Documents which specifically continue thereafter. i 14.08 Final Completion Delayed and Partial Retainage Release A. If final completion of the Work is significantly delayed, and if City so confirms, City may, upon receipt of Contractor's final Application for Payment, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance to be held by City for Work not fully completed or corrected is less than the retainage stipulated in Paragraph 14.02.C, and if bonds have been furnished as required in Paragraph 5.02, the written consent of the surety to the payment of the balance due for that i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fdxuary Z 2016 007200-1 GENERAL CONDITIONS Page 57 of 63 portion of the Work fully completed and accepted shall be submitted by Contractor to City with �- the Application for such payment. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of Contract Claims. B. Partial Retainage Release. For a Contract that provides for a separate vegetative establishment and maintenance, and test and performance periods following the completion of all other construction in the Contract Documents for all Work locations, the City may release a portion of the amount retained provided that all other work is completed as determined by the City. Before the release, all submittals and final quantities must be completed and accepted for all other work. An amount sufficient to ensure Contract compliance will be retained. 14.09 Waiver of Claims The acceptance of final payment will constitute a release of the City from all claims or liabilities under the Contract for anything done or furnished or relating to the work under the Contract Documents or any act or neglect of City related to or connected with the Contract. ARTICLE 15—SUSPENSION OF WORK AND TERMINATION 15.01 City May Suspend Work A. At any time and without cause, City may suspend the Work or any portion thereof by written notice to Contractor and which may fix the date on which Work will be resumed. Contractor i shall resume the Work on the date so fixed. During temporary suspension of the Work covered by these Contract Documents, for any reason, the City will make no extra payment for stand-by time of construction equipment and/or construction crews. B. Should the Contractor not be able to complete a portion of the Project due to causes beyond the control of and without the fault or negligence of the Contractor, and should it be determined by mutual consent of the Contractor and City that a solution to allow construction to proceed is not available within a reasonable period of time, Contractor may request an extension in Contract Time,directly attributable to any such suspension. i C. If it should become necessary to suspend the Work for an indefinite period, the Contractor shall store all materials in such a manner that they will not obstruct or impede the public unnecessarily _ nor become damaged in any way, and he shall take every precaution to prevent damage or deterioration of the work performed; he shall provide suitable drainage about the work, and erect temporary structures where necessary. D. Contractor may be reimbursed for the cost of moving his equipment off the job and returning the necessary equipment to the job when it is determined by the City that construction may be resumed. Such reimbursement shall be based on actual cost to the Contractor of moving the equipment and no profit will be allowed. Reimbursement may not be allowed if the equipment is moved to another construction project for the City. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febusy Z 2016 007200-1 GENERAL CONDITIONS Page 58 of 63 15.02 City May Terminate for Cause A. The occurrence of any one or more of the following events by way of example, but not of limitation, may justify termination for cause: 1. Contractor's persistent failure to perform the Work in accordance with the Contract Documents (including, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment, failure to adhere to the Project Schedule established under Paragraph 2.07 as adjusted from time to time pursuant to Paragraph 6.04, or failure to adhere to the City's Business Diversity Enterprise Ordinance #20020-12-2011 established under Paragraph 6.06.D); 2. Contractor's disregard of Laws or Regulations of any public body having jurisdiction; 3. Contractor's repeated disregard of the authority of City; or 4. Contractor's violation in any substantial way of any provisions of the Contract Documents; or 5. Contractor's failure to promptly make good any defect in materials or workmanship, or defects of any nature, the correction of which has been directed in writing by the City; or 6. Substantial indication that the Contractor has made an unauthorized assignment of the Contract or any funds due therefrom for the benefit of any creditor or for any other purpose; or 7. Substantial evidence that the Contractor has become insolvent or bankrupt, or otherwise financially unable to carry on the Work satisfactorily; or r. 8. Contractor commences legal action in a court of competent jurisdiction against the City. B. If one or more of the events identified in Paragraph 15.02A. occur, City will provide written _ notice to Contractor and Surety to arrange a conference with Contractor and Surety to address Contractor's failure to perform the Work. Conference shall be held not later than 15 days, after receipt of notice. 1. If the City, the Contractor, and the Surety do not agree to allow the Contractor to proceed to perform the construction Contract, the City may, to the extent permitted by Laws and Regulations, declare a Contractor default and formally terminate the Contractor's right to complete the Contract. Contractor default shall not be declared earlier than 20 days after the Contractor and Surety have received notice of conference to address Contractor's failure to perform the Work. i 2. If Contractor's services are terminated, Surety shall be obligated to take over and perform the Work. If Surety does not commence performance thereof within 15 consecutive calendar days after date of an additional written notice demanding Surety's performance of its CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:February 2,2016 i 007200-1 GENERAL CONDITIONS Page 59 of 63 obligations, then City, without process or action at law, may take over any portion of the Work and complete it as described below. a. If City completes the Work, City may exclude Contractor and Surety from the site and ,. take possession of the Work, and all materials and equipment incorporated into the Work stored at the Site or for which City has paid Contractor or Surety but which are stored elsewhere, and finish the Work as City may deem expedient. 3. Whether City or Surety completes the Work, Contractor shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Price exceeds all claims, costs, losses and damages sustained by City arising out of or resulting from completing the Work, such excess will be paid to Contractor. If such claims, costs, losses and damages exceed such unpaid balance, Contractor shall pay the difference to City. Such claims, costs, losses and damages incurred by City will be incorporated in a Change Order, provided that when exercising any rights or remedies under this Paragraph, City shall not be required to obtain the lowest price for the Work performed. 4. Neither City, nor any of its respective consultants, agents, officers, directors or employees shall be in any way liable or accountable to Contractor or Surety for the method by which the completion of the said Work, or any portion thereof, may be accomplished or for the price paid therefor. 5. City, notwithstanding the method used in completing the Contract, shall not forfeit the right to recover damages from Contractor or Surety for Contractor's failure to timely complete the entire Contract. Contractor shall not be entitled to any claim on account of the method used by City in completing the Contract. 6. Maintenance of the Work shall continue to be Contractor's and Surety's responsibilities as provided for in the bond requirements of the Contract Documents or any special guarantees provided for under the Contract Documents or.any other obligations otherwise prescribed by law. C. Notwithstanding Paragraphs 15.02.13, Contractor's services will not be terminated if Contractor begins within seven days of receipt of notice of intent to terminate to correct its failure to perform and proceeds diligently to cure such failure within no more than 30 days of receipt of said notice. D. Where Contractor's services have been so terminated by City, the termination will not affect any rights or remedies of City against Contractor then existing or which may thereafter accrue. Any retention or payment of moneys due Contractor by City will not release Contractor from liability. E. If and to the extent that Contractor has provided a performance bond under the provisions of Paragraph 5.02, the termination procedures of that bond shall not supersede the provisions of this Article. CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febrmy2,2016 r.r 007200-1 GENERAL CONDITIONS Page 60 of 63 15.03 City May Terminate For Convenience A. City may,without cause and without prejudice to any other right or remedy of City,terminate the Contract. Any termination shall be effected by mailing a notice of the termination to the Contractor specifying the extent to which performance of Work under the contract is terminated, and the date upon which such termination becomes effective. Receipt of the notice shall be deemed conclusively presumed and established when the letter is placed in the United States t Postal Service Mail by the City. Further, it shall be deemed conclusively presumed and established that such termination is made with just cause as therein stated; and no proof in any claim,demand or suit shall be required of the City regarding such discretionary action. B. After receipt of a notice of termination, and except as otherwise directed by the City, the Contractor shall: 1. Stop work under the Contract on the date and to the extent specified in the notice of termination; 2. place no further orders or subcontracts for materials, services or facilities except as may be necessary for completion of such portion of the Work under the Contract as is not terminated; 3. terminate all orders and subcontracts to the extent that they relate to the performance of the Work terminated by notice of termination; 4. transfer title to the City and deliver in the manner, at the times, and to the extent, if any, directed by the City: a. the fabricated or unfabricated parts, Work in progress, completed Work, supplies and other material produced as a part of, or acquired in connection with the performance of, the Work terminated by the notice of the termination; and b. the completed, or partially completed plans, drawings, information and other property which, if the Contract had been completed, would have been required to be furnished to the City. 5. complete performance of such Work as shall not have been terminated by the notice of termination;and 6. take such action as may be necessary, or as the City may direct, for the protection and preservation of the property related to its contract which is in the possession of the Contractor and in which the owner has or may acquire the rest. C. At a time not later than 30 days after the termination date specified in the notice of termination, the Contractor may submit to the City a list, certified as to quantity and quality, of any or all items of termination inventory not previously disposed of, exclusive of items the disposition of which has been directed or authorized by City. i CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:FeUumy 2,2016 ME 00 7200-1 GENERAL CONDITIONS Page 61 of 63 D. Not later than 15 days thereafter, the City shall accept title to such items provided, that the list -� submitted shall be subject to verification by the City upon removal of the items or, if the items are stored, within 45 days from the date of submission of the list, and any necessary adjustments to correct the list as submitted, shall be made prior to final settlement. E. Not later than 60 days after the notice of termination, the Contractor shall submit his termination claim to the City in the form and with the certification prescribed by the City. Unless an .A extension is made in writing within such 60 day period by the Contractor, and granted by the City, any and all such claims shall be conclusively deemed waived. F. In such case, Contractor shall be paid for(without duplication of any items): 1. completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination, including fair and reasonable sums for overhead and profit on such Work; 2. expenses sustained prior to the effective date of termination in performing services and furnishing labor, materials, or equipment as required by the Contract Documents in connection with uncompleted Work,plus fair and reasonable sums for overhead and profit on such expenses; and 3. reasonable expenses directly attributable to termination. G. In the event of the failure of the Contractor and City to agree upon the whole amount to be paid to the Contractor by reason of the termination of the Work, the City shall determine, on the basis of information available to it, the amount, if any, due to the Contractor by reason of the - termination and shall pay to the Contractor the amounts determined. Contractor shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from such termination. ARTICLE 16—DISPUTE RESOLUTION 16.01 Methods and Procedures A. Either City or Contractor may request mediation of any Contract Claim submitted for a decision under Paragraph 10.06 before such decision becomes final and binding. The request for mediation shall be submitted to the other party to the Contract. Timely submission of the request shall stay the effect of Paragraph 10.06.E. B. City and Contractor shall participate in the mediation process in good faith. The process shall be commenced within 60 days of filing of the request. i C. If the Contract Claim is not resolved by mediation, City's action under Paragraph 10.06.0 or a denial pursuant to Paragraphs 10.06.C.3 or 10.06.D shall become final and binding 30 days after termination of the mediation unless,within that time period, City or Contractor: CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Fehumy 2,2016 007200-1 GENERAL CONDITIONS Page 62 of 63 1. elects in writing to invoke any other dispute resolution process provided for in the = Supplementary Conditions; or 2. agrees with the other party to submit the Contract Claim to another dispute resolution process;or 3. gives written notice to the other party of the intent to submit the Contract Claim to a court of competent jurisdiction. ARTICLE 17—MISCELLANEOUS 17.01 Giving Notice A. Whenever any provision of the Contract Documents requires the giving of written notice, it will be deemed to have been validly given if. 1. delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended; or 2. delivered at or sent by registered or certified mail, postage prepaid, to the last business address known to the giver of the notice. B. Business address changes must be promptly made in writing to the other party. = C. Whenever the Contract Documents specifies giving notice by electronic means such electronic notice shall be deemed sufficient upon confirmation of receipt by the receiving party. 17.02 Computation of Times When any period of time is referred to in the Contract Documents by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday the next Working Day shall become the last day of the period. 17.03 Cumulative Remedies The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee, or by other provisions of the Contract Documents. The provisions of this Paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right, and remedy to which they apply. i AM CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Felnray 2,2016 AP 007200-1 GENERAL CONDITIONS Page 63 of 63 17.04 Survival of Obligations All representations, indemnifications, warranties, and guarantees made in, required by, or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion, and acceptance of the Work or termination or completion of the Contract or termination of the services of Contractor. 17.05 Headings Article and paragraph headings are inserted for convenience only and do not constitute parts of these General Conditions. me M w CITY OF FORT WORTH STANDARD CONSTRUCTION SPECIFICATION DOCUMENTS Revision:Febnjmy 2,2016 rw