HomeMy WebLinkAboutContract 61021CSC No. 61021
FORT WORTH
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between Graybar Electric
Company, Inc. ("Seller") and the City of Fort Worth, ("Buyer"), a Texas home rule municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A — City's Terms and Conditions;
3. Exhibit B — Conflict of Interest Questionnaire.
4. Exhibit C — Graybar Omnia Partners Contract EV2370; and
5. Exhibit D — Graybar Omnia Partners Appendix B-1, B-2 and C
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of
this Agreement for all purposes. Seller agrees to provide Buyer with the services and goods included in
Exhibit C pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all
exhibits thereto. In the event of a conflict between Exhibit A — City's Terms and Conditions and Exhibit
C — Graybar Omnia Partners Contract EV2370, then Exhibit A — City's Terms and Conditions shall
control, but only to the extent allowable under the Omnia Contract EV2370.
Buyer shall pay Seller in accordance with the fee schedule in Exhibit C and in accordance with
the provisions of this Agreement. Total payment made annually under this Agreement by Buyer shall
not exceed the amount of One Million Five Hundred Thousand and 00/100 dollars ($1,500,000.00).
Seller shall not provide any additional items or services or bill for expenses incurred for Buyer not
specified by this Agreement unless Buyer requests and approves in writing the additional costs for such
services. Buyer shall not be liable for any additional expenses of Seller not specified by this Agreement
unless Buyer first approves such expenses in writing.
The term of this Agreement is effective beginning on the date signed by the Assistant City
Manager below ("Effective Date") and expires on January 31, 2025. Buyer shall be able to renew this
agreement for four (4) one-year renewal options by written agreement of the parties.
[signature page following)
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 1 of 57
DocuSign Envelope ID: OE640914-B2BE-4924-BA2F-A63B411739EF
The undersigned represents and warrants that he or she has the power and authority to execute
this Agreement and bind the respective Vendor.
CITY OF FORT WORTH:
m4rk Meb
By: Mark McDaniel (Feb 27, 2024 11:41 CST)
Name: Mark McDaniel
Title: Deputy City Manager
Date: Feb 27, 2024
APPROVAL RECOMMENDED:
By:
Name: Kevin Gunn
Title: Director, IT Solutions Department
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 reporting requirements.
By: Robert, 2024 09:49 CST)
Name: Bobby Lee
Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND LEGALITY:
4goo�up�4 � ��—
ATTEST: �� of�RTaaad By:
00
Name: Taylor Paris
�0g o=o
Ppa* o00 00 °*; Title: Assistant City Attorney
aa44 nol.1.0 �
By:
Name: Jannette Goodall
Title: City Secretary
SELLER:
GRAYBAR ELECTRIC COMPANY, INC.
DocuSigned by:
By. me: Bi nHoyt
Na
Title: DVP
Date: 2/21/2024
CONTRACT AUTHORIZATION:
M&C: 23-1030
Approved: 11/28/2023
Form 1295:2023-1085480
ATTEST:
By:
Name:
Title:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 2 of 57
Exhibit A
CITY OF FORT WORTH, TEXAS
TERMS AND CONDITIONS
1. Termination.
a. Convenience. Either City or Vendor may terminate the Agreement at any time
and for any reason by providing the other party with 30 days written notice of termination.
b. Breach. If either party commits a material breach of the Agreement, the non -
breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach ten (10) calendar days after receipt
of notice from the non -breaching party, or other time frame as agreed to by the parties. If the
breaching party fails to cure the breach within the stated period of time, the non -breaching party
may, in its sole discretion, and without prejudice to any other right under the Agreement, law, or
equity, immediately terminate the Agreement by giving written notice to the breaching party.
C. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, City will notify Vendor of such
occurrence and the Agreement shall terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to the City of any kind whatsoever,
except as to the portions of the payments herein agreed upon for which funds have been
appropriated.
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date, City shall pay Vendor for services actually rendered up
to the effective date of termination and Vendor shall continue to provide City with services
requested by City and in accordance with the Agreement up to the effective date of termination.
Upon termination of the Agreement for any reason, Vendor shall provide City with copies of all
completed or partially completed documents prepared under the Agreement. In the event Vendor
has received access to City information or data as a requirement to perform services hereunder,
Vendor shall return all City provided data to City in a machine-readable format or other format
deemed acceptable to City.
2. Attornevs' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties or
liquidated damages in any amount, City objects to these terms and any such terms are hereby deleted
from the Agreement and shall have no force or effect.
3. Law and Venue. The Agreement and the rights and obligations of the parties hereto shall
be governed by, and construed in accordance with the laws of the United States and state of Texas,
exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement shall be in a
court of competent jurisdiction in Tarrant County, Texas. To the extent the Agreement is required to be
governed by any state law other than Texas or venue in Tarrant County, City objects to such terms and
any such terms are hereby deleted from the Agreement and shall have no force or effect.
Cooperative Purchase Page 3 of 57
4. Linked Terms and Conditions. If the Agreement contains a website link to terms and
conditions, the linked terms and conditions located at that website link as of the effective date of the
Agreement shall be the linked terms and conditions referred to in the Agreement. To the extent that the
linked terms and conditions conflict with any provision of either this Addendum or the Agreement, the
provisions contained within this Addendum and the Agreement shall control. If any changes are made
to the linked terms and conditions after the date of the Agreement, such changes are hereby deleted and
void. Further, if Vendor cannot clearly and sufficiently demonstrate the exact terms and conditions as of
the effective date of the Agreement, all of the linked terms and conditions are hereby deleted and void.
5. Insurance. The City is a governmental entity under the laws of the state of Texas and
pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by Governmental
Units," is self -insured and therefore is not required to purchase insurance. To the extent the Agreement
requires City to purchase insurance, City objects to any such provision, the parties agree that any such
requirement shall be null and void and is hereby deleted from the Agreement and shall have no force or
effect. City will provide a letter of self -insured status as requested by Vendor.
6. Soverei2n Immunitv. Nothing herein constitutes a waiver of City's sovereign immunity.
To the extent the Agreement requires City to waive its rights or immunities as a government entity; such
provisions are hereby deleted and shall have no force or effect.
7. Limitation of Liabilitv and Indemnitv. To the extent the Agreement, in any way, limits
the liability of Vendor or requires City to indemnify or hold Vendor or any third party harmless from
damages of any kind or character, City objects to these terms and any such terms are hereby deleted from
the Agreement and shall have no force or effect.
8. IP Indemnification. To the extent Vendor receives such assurances from the owners
of the intellectual property, Vendor agrees to indemnify, defend, settle, or pay, at its own cost and
expense, including the payment of attorney's fees, any claim or action against the City for
infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual
property right arising from City's use of the Deliverable(s), or any part thereof, in accordance
with the Agreement, it being understood that the agreement to indemnify, defend, settle or pay
shall not apply if City modifies or misuses the Deliverable(s). So long as Vendor bears the cost and
expense of payment for claims or actions against the City pursuant to this section 9, Vendor shall
have the right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, City shall have
the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to
protect the City's interest, and City agrees to cooperate with Vendor in doing so. In the event City,
for whatever reason, assumes the responsibility for payment of costs and expenses for any claim
or action brought against the City for infringement arising under the Agreement, the City shall
have the sole right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, Vendor shall fully
participate and cooperate with the City in defense of such claim or action. City agrees to give
Vendor timely written notice of any such claim or action, with copies of all papers City may receive
relating thereto. Notwithstanding the foregoing, the City's assumption of payment of costs or
expenses shall not eliminate Vendor's duty to indemnify the City under the Agreement. If the
Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained
or, if as a result of a settlement or compromise, such use is materially adversely restricted,
Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
Cooperative Purchase Page 4 of 57
continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non -infringing,
provided that such modification does not materially adversely affect City's authorized use of the
Deliverable(s); or (c) replace the Deliverable(s) with equally suitable, compatible, and functionally
equivalent non -infringing Deliverable(s) at no additional charge to City; or (d) if none of the
foregoing alternatives is reasonably available to Vendor, terminate the Agreement, and refund all
amounts paid to Vendor by the City, subsequent to which termination City may seek any and all
remedies available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE REQUIRED BY CITY.
9. Data Breach. Vendor further agrees that it will monitor and test its data safeguards
from time to time, and further agrees to adjust its data safeguards from time to time in light of
relevant circumstances or the results of any relevant testing or monitoring. If Vendor suspects or
becomes aware of any unauthorized access to any financial or personal identifiable information
("Personal Data") by any unauthorized person or third party, or becomes aware of any other
security breach relating to Personal Data held or stored by Vendor under the Agreement or in
connection with the performance of any services performed under the Agreement or any
Statement(s) of Work ("Data Breach"), Vendor shall immediately notify City in writing and shall
fully cooperate with City at Vendor's expense to prevent or stop such Data Breach. In the event of
such Data Breach, Vendor shall fully and immediately comply with applicable laws, and shall take
the appropriate steps to remedy such Data Breach. Vendor will defend, indemnify and hold City,
its Affiliates, and their respective officers, directors, employees and agents, harmless from and
against any and all claims, suits, causes of action, liability, loss, costs and damages, including
reasonable attorney fees, arising out of or relating to any third party claim arising from breach by
Vendor of its obligations contained in this Section, except to the extent resulting from the acts or
omissions of City. All Personal Data to which Vendor has access under the Agreement, as between
Vendor and City, will remain the property of City. City hereby consents to the use, processing
and/or disclosure of Personal Data only for the purposes described herein and to the extent such
use or processing is necessary for Vendor to carry out its duties and responsibilities under the
Agreement, any applicable Statement(s) of Work, or as required by law. Vendor will not transfer
Personal Data to third parties other than through its underlying network provider to perform its
obligations under the Agreement, unless authorized in writing by City. Vendor's obligation to
defend, hold harmless and indemnify City shall remain in full effect if the Data Breach is the result
of the actions of a third party. All Personal Data delivered to Vendor shall be stored in the United
States or other jurisdictions approved by City in writing and shall not be transferred to any other
countries or jurisdictions without the prior written consent of City.
10. No Mandatory Arbitration. To the extent the Agreement requires mandatory arbitration
to resolve conflicts, City objects to these terms and any such terms are hereby deleted from the
Agreement and shall have no force or effect.
11. Insurance. Vendor agrees that insurance coverage provided to City by Vendor is sufficient
for purposes of the Agreement only.
12. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood
and agreed that all obligations of City hereunder are subject to the availability of funds. If such funds are
not appropriated or become unavailable, City shall have the right to terminate the Agreement except for
those portions of funds which have been appropriated prior to termination.
Cooperative Purchase Page 5 of 57
13. Public Information. City is a government entity under the laws of the State of Texas and
all documents held or maintained by City are subject to disclosure under the Texas Public Information
Act. To the extent the Agreement requires that City maintain records in violation of the Act, City hereby
objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no
force or effect. In the event there is a request for information marked Confidential or Proprietary, City
shall promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting to
disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by
the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction.
14. Addendum Controlling. If any provisions of the attached Agreement, conflict with the
terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or ordinance
of City, the terms in this Addendum shall control.
15. Network Access. City agreed that Vendor and/or its employees, officers, agents, servants
or subcontractors shall have no access to City's computer network or any of the databases
listed in paragraph 15.b below
a. City Network Access. If Vendor, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Vendor Personnel"), requires access to
the City's computer network in order to provide the services herein, Vendor shall execute and
comply with the Network Access Agreement which is attached hereto as Exhibit "A" and
incorporated herein for all purposes.
b. Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System
("FIRS"), Interstate Identification Index System ("III System"), National Crime Information
Center ("NCIC") or National Fingerprint File ("NFF"), or Texas Law Enforcement
Telecommunications Systems ("TLETS"), that is governed by and/or defined in Title 28, Code
of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the
administration of criminal justice as defined therein on behalf of the City or the Fort Worth Police
Department, under the Agreement, Vendor shall comply with the Criminal Justice Information
Services Security Policy and CFR Part 20, as amended, and shall separately execute the Federal
Bureau of Investigation Criminal Justice Information Services Security Addendum. No changes,
modifications, alterations, or amendments shall be made to the Security Addendum. The
document must be executed as is, and as approved by the Texas Department of Public Safety and
the United States Attorney General.
16. Immigration Nationalitv Act. Vendor shall verify the identity and employment eligibility
of its employees who perform work under the Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all
I-9 forms and supporting eligibility documentation for each employee who performs work under the
Agreement. Vendor 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 Vendor employee who is not legally eligible
to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS
FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS
PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
Cooperative Purchase Page 6 of 57
LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate the
Agreement for violations of this provision by Vendor.
17. No Bovcott of Israel. If Vendor has fewer than 10 employees or the Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 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 2271 of the Texas
Government Code. By signing this Addendum, Vendor certifies that Vendor's signature provides written
verification to City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the
term of the Agreement.
18. Ri2ht to Audit. Vendor agrees that City shall, until the expiration of three (3) years after
final payment under the Agreement, have access to and the right to examine any directly pertinent books,
documents, papers and records of Vendor involving transactions relating to the Agreement. Vendor
agrees that City shall have access during normal working hours to all necessary Vendor facilities and
shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the
provisions of this section. City shall give Vendor reasonable advance notice of intended audits.
19. Prohibition on Bovcottina Enerav Companies. Vendor acknowledges that in accordance
with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract
for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public
funds of the City with a company with 10 or more full-time employees unless the contract contains a
written verification from the company that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of the contract. The terms "boycott energy company" and
"company" have the meaning ascribed to those terms by Chapter 2276 of the Texas Government Code.
To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this
Agreement, Vendor certifies that Contractor's signature provides written verification to the City that
Contractor: (1) does not boycott energy companies; and (2) will not boycott energy companies during
the term of this Agreement.
20. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the
City is prohibited from entering into a contract for goods or services that has a value of $100,000 or
more that is to be paid wholly or partly from public funds of the City with a company with 10 or more
full-time employees unless the contract contains a written verification from the company that it: (1) does
not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm
trade association; and (2) will not discriminate during the term of the contract against a firearm entity or
firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association"
have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent
that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Vendor certifies that Contractor's signature provides written verification to the City that Contractor: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
Cooperative Purchase Page 7 of 57
Exhibit B — CONFLICT OF INTEREST QUESTIONNAIRE
Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who
contracts or seeks to contract for the sale or purchase of property, goods, or services with a local
governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ
("Questionnaire") the person's affiliation or business relationship that might cause a conflict of
interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort
Worth City Secretary no later than seven days after the date the person begins contract discussions
or negotiations with the Buyer, or submits an application or response to a request for proposals or
bids, correspondence, or another writing related to a potential agreement with the Buyer. Updated
Questionnaires must be filed in conformance with Chapter 176.
A copy of the Questionnaire Form CIQ is enclosed with the submittal documents. The form is also
available at httD://www.ethics.state.tx.us/forms/CIO.i)df.
If you have any questions about compliance, please consult your own legal counsel. Compliance
is the individual responsibility of each person or agent of a person who is subject to the filing
requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you are not aware of a Conflict of Interest in any business relationship that you
might have with the Buyer, state Seller name in the # 1, use N/A in each of the areas on the
form. However, a signature is required in the #4 box in all cases.
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CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
For vendor doing business with local governmental entity — Ci� �0 o- 00 r'�
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. OFFICE USE ONLY
This questionnaire is being filed in accordance with Chapter 176, Local Government Cade, by a vendor who Dale Received
has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the
vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the focal governmental entity not later
than the 71h business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section t 76.006(a-1), Local Government Code.
A vendor cornnMs an offense if the vendor knowingly violates Section 176.006. Local Government Code. An
offense under this section is a misdemeanor.
A Name of vendor who has a business relationship with local governmental entity.
J ❑Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated
completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which
you became aware that the originally filed questionnaire was incomplete or inaccurate.)
J Name of local government officer about whom the information is being disclosed.
N\. (-,u1 kL -
Name of Officer
.21 Describe each employment or other business relationship with the local government officer, or a family member of the
officer, as described by Section 176.003(a)(2)(A). Also describe any family relationship with the local government officer.
Complete subparts A and B for each employment or business relationship described. Attach additional pages to this Form
CIQ as necessary.
A. Is the local government officer or a family member of the officer receiving or likely to receive taxable income,
other than investment income, from the vendor?
El Yes IZI No
B. Is the vendor receiving or likely to receive taxable income, other than investment income. from or at the direction
of the local government officer or a family member of the officer AND the taxable income is not received from the
local governmental entity?
Yes � No
J Describe each employment or business relationship that the vendor named in Section 1 maintains with a corporation or
other business entity with respect to which the local government officer serves as an officer or director, or holds an
ownership interest of one percent or more.
r1 JnZ'
J
❑Check this box if the vendor has given the local government officer or a family member of the officer one or more gifts
as described in Section 176.003(a)(2)(B), excluding gifts described in Section 176.003(a-1).
r
J T 1
Signature of vendor doinglbusiness with the governmenta entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/112021
EXHIBIT C
GRAYBAR OMNIA CONTRACT EV2370
httos://www.omniap artners.com/suppliers/iiravb ar/public-sector/contract-documents#contract-
88
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Ck=Sign Envelope ID: 4A02583B-AEBA49F9-8947-810B3DE1BBD0
STANDARD CITY CONTRACT
MASTER CONTRACT FOR PRODUCTS AND SERVICES - THE CITY OF KANSAS CITY, MISSOURI
CONTRACT NO.: EV2370
TITLEIDESCRIPTION: Electrical!, I-lahtino. Data Communications and Security Products and Related
Products. Servlqo and Solutions
THIS Contract is between KANSAS CITY, MISSOURI, a constitutionally chartered municipal corporation
("CITY"), and Gnayber Electric Company, Inc. (`CONTRACTOR').
Sec. 1. The Contract. The Contract between the CITY and CONTRACTOR consists of the following
Contract Documents:
(a) this Contract;
(b) CONTRACTOR'S Proposal dated October 6, 2017. that is attached hereto and incorporated
Into this Contract;
(c) CITY's RFP No. EV2370 that is Incorporated into this Contract by reference;
(d) any CITY Issued Purchase Order;
(a) any CITY and CONTRACTOR executed Work Order that is incorporated into a CITY issued
Purchase Order;
(f) any and all Attachments and Exhibits attached to the Contract. All documents listed in this
Section 1 shall be Collectively referred to as the "Contract Documents° and are incorporated
into this Contract. CITY and CONTRACTOR agree that the terms "Agreement' and
'Contract" and "Contract Documents' are used interchangeably in this Contract and the
terms 'Agreement' and "Contract" and "Contract Documents' each include all "Contract
Documents.'
Sec. 2. Initial Term of Contract and Addltlonai Periods.
(a) Initial Tenn. The Initial term of this Contract shall begin on February 1, 2018, and shall and
on January 31, 2023. The Manager of Procurement Services Is authorized to enter into an
amendment of this Contract with CONTRACTOR to extend the term of this Contract and
time of performance for this Contract.
(b) Renewal Terms. At any time prior to the expiration of the initial term or any subsequent
term, the CITY, in its sole discretion, may renew this Contract for up to three (3) additional
two (2) year terms.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page t of 24
(REV, 12-06-16)
Cooperative Purchase Page 11 of 57
DneuSipn Emreiope ID: 4A025838•AEaA.40FB.BB47-B1CB3DE1BBD0
M Transition Term. Notwithstanding the expiration of the initial term or any subsequent term or
all options to renew, CONTRACTOR and CITY shall continue performance under this
Contract until the CITY has a new contract In place with either CONTRACTOR or another
provider or until the CITY terminates the Contract.
Sac. 3. Purchase Orders and Work Orders.
(a) Purchase Order. CITY shall order all Electrical, Llghting, Date Communications, and
Security Products and Related Products, Services and Solutions, (hereinafter 'the Products'
or "Products and Services" or "Services' depending on the context of the terms used) by
means of a Purchase Order Issued by the CITY's Manager of Procurement Services for
which sufficient funds have been certified and encumbered by the CEty's Director of Finance.
CONTRACTOR shall not provide any "Products" or "Products and Services' or "Services" in
excess of the dollar amount contained in any Purchase Order even If there Is an executed
Work Order between the CITY and CONTRACTOR. CONTRACTOR shall not be entitled to
any payment from CITY In excess of the dollar amount of the Purchase Orders from CITY
even If such amount is authorized in a Work Order executed by CITY and CONTRACTOR.
All Purchase Orders shall automatically Incorporate the Contract and all Contract
requirements even if the Contract is not referenced.
(b) Goods and Products. CONTRACTOR shall timely provide all Goods and Products ordered
by the CITY at the Prices set forth in the Contract. The terms "Goads" and "Products" are
used interchangeably under this Contract and each term includes the other term.
(c) Services or Work Orders for both Products and Services.
The CITY may request CONTRACTOR to provide Services or both Products and
Services. Prior to CONTRACTOR submitting a written detailed Proposal for Services
or for Loth Products and Services to a requesting CITY Department, the
CONTRACTOR must obtain written authorization from the CITY's Manager of
Procurement Services to submit a Proposal to the CITY Department. CONTRACTOR
shall not perform any Services or provide both Services and Products unless the
Manager of Procurement Services authorizes CONTRACTOR to provide Services or
both Products and Services and all other contractual requirements are met Including
the Pricing for all Products, Products and Services and Services.
Prior to the Manager of Procurement Services authorizing CONTRACTOR to provide
Services or both Products and Services to a CITY Department, the Manager of
Procurement Services shall;
a. Obtain MBEIWBE goals from the CITY's Director of Human Relations if the
estimated cost of the Services or Products and Services exceeds the dollar
thresholds for MBEIWBE goals and Workforce Goals for MSEIWBE goals;
b. Have the CITY's Director of Human Relations determine whether the needed
Services are subject to Prevailing Wage requirements and Payment Bond and
Performance and Maintenance Bond requirements;
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 2 of 20
(REV. 12-06-16)
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Domftn Envfto ID: 4A025&35-AEBA49F""7-810831)E1 BODO
c. Any other Legal requirements including compliance with the CITY's SLBE
requirements
d. it the CITY's MBEWBE program requirements are not applicable due to not
meeting the dollar thresholds.
3. If the Manager of Procurement Services authorizes CONTRACTOR to submit a
Proposal for Services or for both Products and Services. CONTRACTOR shall submit
a detailed Proposal that Includes the Scope of Services, the Proposed Schedule, the
Price and If applicable, comply with MBE/WBE goals, Prevailing Wage requirements,
and Payment Bond and Performance Bond requirements, or SLBE requirements. If
the CITY and CONTRACTOR agree to CONTRACTOR's Proposal, the CITY will Issue
a Purchase Order and Work Order that Is executed by the CITY and CONTRACTOR.
All Work Orders and Purchase Orders signed by the CITY and CONTRACTOR shall
automatically Incorporate this Contract (even If the Work Order does not speclfEcalty
Incorporate this Contract).
(d) CONTRACTOR shall bill the City, In a form aoceptable to the City, on the following basis:
monthly.
Sec. 4, Effective Date of Contract.
(a) Notwithstanding Section 2 of this Contract, neither party has any obligation under this
Contract until the Manager of Procurement Services issues a Purchase Order which shall be
signed by the City's Director of Finance certifying there is a balance, otherwise
unencumbered, to the credit of the appropriation to which the expenditure is to be charged,
and a cash balance, otherwise unencumbered, in the treasury, to the credit of the fund from
which payment will be made, each sufficient to meet the obligation Incurred In the Purchase
Order.
(b) The date of the f►rat Purchase Order issued by the CITY Is the effective date of this Contract.
(c) The date of the first Purchase Order issued by the CITY after the CITY renews this Contract
shall be the effective date of the renewal term or transition term.
Sec. 5. Invoices.
(a) CONTRACTOR shall submit to CITY a request for payment (hereinafter "Invoice") for
services performed in sufficient detail for the CITY to determine that the amount
CONTRACTOR is requesting Is In fact due and payable,
(b) CITY shall not pay any Invoice from CONTRACTOR unless CONTRACTOR . is in
compilance with, and not In breach or default of, all terms, covenants and conditions of this
Contract. If damages are sustained by CITY as a result of breach or default by
CONTRACTOR, CITY may withhold payment(s) to CONTRACTOR for the purpose of set off
until such time as the exact amount of damages due to CITY from CONTRACTOR may be
determined.
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(c) CITY shall not process CONTRACTOR's Invoice unless CONTRACTOR's. Invoice is In
proper form, correctly computed, and is approved by CITY as payable under the terms of
this Contract.
(d) CITY Is not liable for any obligation incurred by CONTRACTOR except as approved under
the provisions of this Contract.
(a) If CONTRACTOR Is required to most MBE/WBE goals for this Contract, CONTRACTOR
shall not submit an Invoice to the City unless CONTRACTOR's Invoice is accompanied by a
copy of the most recent 00485.09 MMBE Monthly Utilization Report submitted by
CONTRACTOR to the City's Human Relations Department. CONTRACTOR shall remain
current on CONTRACTOR's filing of 00485.01 M/WBE Monthly Utilization Reports. CITY
shall not pay CONTRACTOR's Invoice unless CONTRACTOR is current on
CONTRACTOR's filing of 00485.01 MNVBE Monthly Utilization Reports.
(f) Payment terms are net 30 days.
Sec. 6. Representation and Warranties of CONTRACTOR. CONTRACTOR hereby represents and
warrants to the CITY the following:
(a) CONTRACTOR is in good standing under the laws of the state of Missouri and each state in
which It does business, except any such state where the failure to be in good standing
would not have a material adverse effect on CONTRACTOR's ability to perform this
Contract In accordance with its terms.
(b) The execution, delivery and performance by CONTRACTOR of this Contract have been duly
authorized by all necessary corporate action and do not and will not (l) require any consent
or approval of CONTRACTOR'& board of directors; (1I) require any authorization, consent or
approval by, or registration, declaration or filing with, or notice to, any governmental
department, commission, board, bureau, agency or Instrumentality, or any third party, except
such authorization, consent, approval, registration, declaration, filing or notice as has been
obtained prior to the date hereof; (III) violate any provision of any law, rule or regulation or of
any order, writ, Injunction or decree presently In effect having applicability to CONTRACTOR
or its articles or by-laws; and (iv) result in a breach of or constitute a default under any
material agreement, lease or instrument to which CONTRACTOR Is a party or by which It or
its properties may be bound or affected.
(c) CONTRACTOR shall not enter Into any contract for the services to CITY that purports to
grant a security interest or right of repossession to any person or entity respecting the
services, or any portions thereof or chattels placed thereon.
(d) There Is no litigation, proceeding or other Investigation pending or, to the knowledge of
CONTRACTOR, threatened against CONTRACTOR which would prevent consummation of
the transaction contemplated by this Contract or would have a materially adverse effect on
CONTRACTOR.
(a) CONTRACTOR warrants that all goods and Products are sold free of any security Interest
and will make available to CITY all transferable warranties (Including without limitation
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warranties with respect to Intellectual property infringement) made to CONTRACTOR by the
manufacturer of the goods. CONTRACTOR MAKES NO OTHER IMPLIED WARRANTIES,
AND SPECIFICALLY MAKES NO IMPLIED WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR PURPOSE. UNLESS OTHERWISE AGREED IN WRITING BY AN
AUTHORIZED REPRESENTATIVE OF SELLER, PRODUCTS SOLD HEREUNDER ARE
NOT INTENDED FOR USE IN OR CONNECTION WITH 1) ANY SAFETY APPLICATION
OR THE CONTAINMENT AREA OF A NUCLEAR FACILITY, OR 2) IN A HEALTHCARE
SITUATION, WHERE THE GOODS HAVE POTENTIAL FOR DIRECT PATIENT CONTACT
OR WHERE A SIX(S) FOOT CLEARANCE FROM A PATIENT CANNOT BE MAINTAINED
AT ALL TIMES.
{f) Neither party shall be liable for any delay or fallure to perform under this Agreement In the
event and to the extent that such delay or failure arises out of war, civil commotion, acts of
God, accident, fire or water damage, explosion, strikes or lockouts, delay in transportation,
legislative action, government regulations or any other event beyond the respective pariy's
reasonable control.
Sec. 7. Survival of the Representations, Warranties and Covenants. All representations, warranties
and covenants expressed herein shall survive the execution of this Contract for the benefit of the parties
hereto.
Sec. 8. Governing Law. This Contract shall be construed and governed In accordance with the laws of
the State of Missouri without giving effect to Missoud's choice of law provisions. The CITY and
CONTRACTOR: (1) submit to the jurisdiction of the state and federal courts located in Jackson County,
Missouri; (2) waive any and all objections to jurisdiction and venue; and (3) will not raise forum non
convenlens as an objection to the location of any litigation.
Sec. 8. Termination for Convenience. CITY may, at any time upon fifteen (15) days written notice to
CONTRACTOR specifying the effective date of termination, terminate this Contract, in whole or in part.
Sec. 10. Default and Remedies.
(a) If CONTRACTOR shall be In default or breach of any provision of this Contract, CITY may
terminate this Contract, suspend CITY's performance, withhold payment or invoke any other
legal or equitable remedy after giving CONTRACTOR ten (10) days written notice and
opportunity to curs such default or breach.
(b) If CITY shall be in default or breach of any provision of this Contract, CONTRACTOR may
terminate this contract or suspend CONTRACTOR's performance after giving CITY ten (10)
days written notice and opportunity to cure such default or breach.
(c) CITY's remedies under this Agreement for the purchase of Goods and Products are subject
to any limitations contained in manufacturer's terms and conditions to CONTRACTOR, a
copy of which will be furnished upon written request. Furthermore, CONTRACTOR's liability
shall be limited to either repair or replacement of the goods or Products and refund of the
purchase price, all at CONTRACTOR's option, and in no case shall CONTRACTOR be
liable for incidental or consequential damage. In addition, claims for shortages, other than
loss In transit, must be made in writing not more than five (5) days after receipt of shipment.
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The limitation of remedies Imposed by this Section is only applicable to Products and Goods
provided by CONTRACTOR and this Ilmitaton of remedies section is not applicable if
CONTRACTOR provides Services or both Products, Goods and Services pursuant to
Section 3(c) of this Contract.
Sec. 11. Waiver. Waiver by CITY of any term, covenant, or condition hersof shall not operate as a waiver
of any subsequent breach of the some or of any other term, covenant or condition. No term, covenant, or
condition of this Contract can be waived except by written consent of CITY, and forbearance or Indulgence
by CITY In any regard whatsoever shall not constitute a waiver of same to be performed by
CONTRACTOR to which the same may apply and, until complete performance by CONTRACTOR of the
term, covenant or condition, CITY shall be entitled to invoke any remedy available to it under this Contract
or by law despite any such forbearance or Indulgence.
Sec. 12. Acceptance. No payment made under this Contract shall be proof of satisfactory performance of
the Contract, either wholly or in part, and no payment shall be construed as acceptance of deficient or
unsatisfactory services.
See.13. Records.
(a) For purposes of this Section:
'CITY' shall mean the City Auditor, the City's Internal Auditor, the CKy's Director of
Human Relations, the City Manager, the City department administering this Contract and
their delegates and agents.
2. 'Record` shall mean any document, book, paper, photograph, map, sound recordings or
other material, regardless of physical form or characteristics, made or received in
connection with this Contract and all Contract amendments and renewals.
(b) CONTRACTOR shall maintain and retain all Records for a term of five (5) years that shall
begin after the expiration or termination of this Contract and all Contract amendments. CITY
shall have a right to examine or audit all Records, and CONTRACTOR shall provide access
to CITY of all Records upon ten (10) days written notice from the CITY.
(c) The books, documents and records of CONTRACTOR In connection with this Contract shall
be made available to the City Auditor, the Cl y's internal Auditor, the Citys Director of
Human Relations and the City department administering this Contract within ten (10) days
after the written request is made.
Sec. 14. Affirmative Action. If this Contract exceeds $300,000.00 and Contractor employs fifty (50) or
more people, Contractor shall comply with City's Affirmative Acton requirements in accordance with the
provisions of Chapter 3 of City's Code, the rules and regulations relating to those sections, and any
additions or amendments thereto; In executing any Contract subject to said provisions, Contractor warrants
that It has an affirmative action program in place and will maintain the affirmative action program in place
for the duration of the Contract. Contractor shall not discriminate against any employee or applicant for
employment because of race, color, sex, religion, national origin or ancestry, dlsablllty, sexual orientation,
gender Identity or age in a manner prohibited by Chapter 3 of City's Code. Contractor shall:
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(a) Submit, in print or electronic format, a copy of Contractor's current certificate of compliance
to the City's Human Relations Department (HRD) prior to receiving the first payment under
the Contract, unless a copy has already been submitted to HRD at any point within the
previous two (2) calendar years. If, and only if, Contractor does not possess a current
certification of compliance, Contractor shall submit. In print or electronic format, a copy of its
affirmative action program to HRD prior to receiving the first payment under the Contract,
unless a copy has already been submitted to HRD at any point within the previous two (2)
calendar years.
(b) Require any Subcontractor awarded a subcontract exceeding $300,000.00 to affirm that
Subcontractor has an affirmative action program in place and will maintain the affirmative
action program In place for the duration of the subcontract.
(c) Obtain from any Subcontractor awarded a subcontract exceeding $300,000.00 a copy of the
Subcontractor's current certificate of compliance and tender a copy of the same, in print or
electronic format, to HRD within thirty (30) days from the date the subcontract is executed.
If, and only If, Subcontractor does not possess a current certificate of compliance,
Contractor shall obtain a copy of the Subcontractor's affirmative action program and tender
a copy of the same, in print or electronic formal, to HRD within thirty (30) days from the date
the subcontract is executed.
City has the right to take action as directed by City's Human Relations Department to enforce this
provision. If Contractor fails, refuses or neglects to comply with the provisions of Chapter 3 of Clty's Code,
then such failure shall be deemed a total breach of this Contract and this Contract may be terminated,
canceled or suspended, in whole or In part, and Contractor may be declared ineligible for any further
contracts funded by City for a period of one (1) year. This is a material term of this Contract.
Sec.15. Tax Compliance. If the CITY's payments to CONTRACTOR exceed $180,000.01 for the period
of May 1st through April 30th, CONTRACTOR shall provide proof of compliance with the CITY's tax
ordinances administered by the CITY's Commissioner of Revenue as a precondition to the CITY. making
the first payment under this Contract. CONTRACTOR also shall submit to the CITY proof of compliance
with the CITY's tax ordinances administered by the CITY's Commissioner of Revenue as a condition
precedent to the CITY making final payment under the Contract.
Sec. 16. Buy American Preference. it Is the policy of the CITY that any manufactured goods or
commodities used or supplied in the performance of any CITY Contract or any subcontract thereto shall be
manufactured or produced In the United States whenever possible.
Sec. 17. Notices. All notices to be given hereunder shall be In writing and may be given, served or made
by depositing the same In the United States mail addressed to the party to be notified, postpaid and
registered or certified with return receipt requested or by delivering the same in person to such person.
Notice deposited In the mail in accordance with the provisions hereof shall be effective unless otherwise
stated in such notice or In this Contract from and after the second day next following the date postmarked
on the envelope containing such notice. Notice given In any other manner shall be effective only if and
when received by the party to be notified. All notices shall be sent to the following addresses:
If to the CITY: City of Kansas City, Missouri
Procurement Services Division
414 East 12th Street, 1't Floor, Room 102 W
Kansas City, Missouri 64106
Attention: Cedric Rowan, C.P.M., Manager
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E-mail: cadric.rowan cft cmo.orq
Telephone: (816) 513 814
Facsimile: (818) 513-1066
With copies to: Law Department of Kansas City, Missouri
414 East 12th Street, 23' Floor
Kansas City, Missouri 64106
Attention: Cecilia Abbott, Esq., City Attorney
E-mail: oecilla.abbott@kcmo.om
Telephone: (816) 513-3127
Fax: (816) 513-3133
If to the CONTRACTOR: Graybar Electric Company, Inc.
Ronald Drescher, National Sales Manager, Corporate Sales
11885 Lacddand Road
St. Louis, Missouri 63146
E-mail: ron.drescherOgTavbar.com
Telephone: (301) 306-3263
Mobile: (301) 830-1424
See.18. General Indemniflcadon.
(a) For purposes of this Section only, the following terms shall have the meanings listed:
1. Claims means all claims, damages, liability, losses, costs and expenses, court costs and
reasonable attorneys' Bees, including attorneys' fees incurred by the CITY in the
enforcement of this indemnity obligation.
2. CONTRACTOR's Agents means CONTRACTOR's officers, employees, subcontractors,
successors, assigns, Invitees, and other agents.
3. CITY means CITY, its Agencies, its agents, officials, officers and employees.
(b) CONTRACTOR's obligations under this Section with respect to indemnification for acts or
omissions, including negligence, of CITY, shall be limited to the coverage and limits of
Insurance that CONTRACTOR is required to procure and maintain under this Contract.
CONTRACTOR affirms that it has had the opportunity to recover all costs of the insurance
requirements imposed by this Contract In Its contract price.
(c) CONTRACTOR shall defend Indemnify and hold harmless CITY from and against all claims
arising out of or resulting from all acts or omissions in connection with this Contract caused
in whole or in part by CONTRACTOR or CONTRACTOR's Agents, regardless of whether or
not caused in part by any act or omission, Including negligence, of CITY. CONTRACTOR is
not obligated under this Section to indemnify CITY for the sole negligence of CITY.
(d) In no event shall the language in this Section constitute or be construed as a waiver or
limitation of the CITY's rights or defenses with regard to sovereign immunity, governmental
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immunity, or other official immunities and protections as provided by the federal and state
constitutions or by law.
Sec. 19. Indemnlflcatlon for Professional Negligence. If this contract is for professional services,
CONTRACTOR shall indemnify, and hold harmless CITY and any of Its agencies, officials, officers, or
employees from and against all claims, damages, liability, losses, costs, and expenses, Including
reasonable attomeys' fees, arising out of any negligent acts or omissions in connection with this Contract,
caused by CONTRACTOR, Its employees, agents, subcontractors, or caused by others for whom
CONTRACTOR is liable, in the performance of professional services under this Contract. CONTRACTOR
is not obligated under this Section to indemnify CITY for the negligent acts of CITY or any of Its agencies,
offcials, officers, or employees.
Sec. 20. Insurance.
(a) CONTRACTOR shall procure and maintain in affect throughout the term of this Contract
Insurance policies with coverage not less than the types and amounts specified in this
Section. CONTRACTOR must have:
Commercial General Liability insurance Policy: with limits of $1,000,000 per
occurrence and $2,000,000 aggregate, written on an "occurranoe' basis. The policy
shall be written or endorsed to include the following provisions:
a. Severability of Interests Coverage applying to Additional Insureds
b. Contractual Liability
c. Per Project Aggregate Liability Limit or, where not available, the aggregate limit
shall be $2,000.000.
d. No Contractual Liability Limitation Endorsement
e, Additional Insured Endorsement, ISO form CG20 10, current edition, or Its
equivalent.
Workers' Compensation Insurance and Employers Liability Policies as required by
Missouri law.
3, Commercial Automobile Liability insurance Policy: with a limit of $1,000,000 per
occurrence, covering owned, hired, and non -owned automobiles. The Policy shall
provide coverage on an "any auto` basis and on an "occurrence' basis. This
Insurance policy will be written on a Commercial Business Auto form, or acceptable
equivalent and will protect against claims arising out of the operation of motor
vehicles, as to acts done In connection with the Contract, by CONTRACTOR.
4. If this Contract Is for professional services, CONTRACTOR shall obtain Professional
Liability Insurance with limits per claim and annual aggregate of $1,000,000.
(b} All insurance policies required in this Section shall provide that the policy will not be
canceled until after the Insurer provides the CITY ten (10) days written notice of cancellation
in the event that the cancellation is for CONTRACTOR's nonpayment of premiums and thirty
(30) days written notice of cancellation to CITY for all other reasons of cancellation.
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(c) The Commercial General and Automobile Liability Insurance Policies specified above shall
provide that CITY and Its agencies, agents, officials, officers, and employees, while acting
within the scope of their authority, will be named as additional Insureds for the services
parformed under this Contract. CONTRACTOR shall provide to CITY at execution of this
Contract a oertMcate of Insurance showing all required endorsements and additional
insureds.
(d) All insurance policies must be provided by Insurance Companies that have an A,M. Bests
rating of "A-V" or getter, and are licensed or approved by the State of Missouri to provide
insurance in Missouri.
(e) Regardless of any approval by CITY, CONTRACTOR shall maintain the required insurance
coverage in farce at all times during the term of this Contract. CONTRACTOR's failure to
maintain the required Insurance coverage will not relieve CONTRACTOR of its contractual
obligation to Indemnify the CITY pursuant to this Section of this Contract. In the event
CONTRACTOR fails to maintain the required insurance coverage in effect, CITY may
declare CONTRACTOR in default.
(f) In no event shall the language in this Section constitute or be construed as a waiver or
limitation of the CITY's rights or defenses with regard to sovereign immunity, governmental
immunity, or other official immunities and protections as provided by the federal and state
constitutions or by law.
Sec. 21. Interpretation of the Contract.
(a) CITY selected CONTRACTOR through a negotiated procurement process rather than an
Invitation for Bids (IFB) solicitation. finlike the IFB, this process allows the CITY and
CONTRACTOR to discuss and negotiate a contract at arm's length prior to entering a final
contract that is acceptable to both the CITY and the CONTRACTOR. After negotiation and
discussion, CONTRACTOR and CITY have incorporated multlple documents into this
Agreement and the meaning of some of the words used in the Agreement may be uncertain,
incomplete or duplicative and the Agreement may promise something at one place and take
that promise away at another. In sum, the Agreement may contain words and provisions
that are susceptible of more than one meaning so that reasonable persons of average
Intelligence may fairly and honestly differ in their construction of the words and provisions. It
is the intent of the CITY and the CONTRACTOR that the CITY's taxpayers receive the
benefit or advantage In the construction and interpretation of this Agreement, regardless of
the normal judicial rules of contract construction even if the construction and interpretation of
the Agreement will cost the CONTRACTOR more money and time. CITY and
CONTRACTOR agree that CITY's Manager of Procurement Services shall, in cooperation
with a representative of supplier, resolve all disagreements as to the meaning of this
Agreement or any ambiguity in this Agreement. The declsion of CITY's Manager of
Procurement shall be final and conclusive if all parties have acted in good faith.
(b) CONTRACTOR acknowledges and agrees that the CITY has provided CONTRACTOR with
an opportunity to have CONTRACTOR's attorney review and advise CONTRACTOR on the
Agreement and any potential ambigultlea or areas of disagreement and the potential
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adverse legal consequences of CONTRACTOR agreeing to this Section as well as the
entire Agreement.
(c) CONTRACTOR certifies that CONTRACTOR has either (1) waived Its right to have
CONTRACTOR's attorney review this Section and Agreement, or (2) CONTRACTOR has
consulted with an attorney on this Section and Agreement.
(d) CONTRACTOR knowingly and voluntarily agrees to this Section, as amended, and the
entire Agreement. CONTRACTOR certifies that this contract was not procured by fraud,
duress or undue Influence.
Sec. 22. Contract Execution. This Contract may be executed In one or more counterparts, each of which
will be deemed an original copy of this Contract and all of which, when taken together, will be deemed to
constitute one and the some Contract. This Contract shall be effective upon the execution of counterparts
by both parties, notwithstanding that both parties may not sign the same counterpart. The parties'
signatures transmitted by facsimile or by other electronic means shall be proof of the execution of this
Contract and shall be acceptable In a court of law.
Sec. 23. Guaranteed Lowest Pricing. CONTRACTOR certifies that this Contract contains
CONTRACTOR's lowest and best pricing for all services supplied by CONTRACTOR to any government,
governmental entity, political subdivision, city, state, school district or any other public entity in the United
States as of the date of this Contract. CONTRACTOR represents that the prices set for herein are not less
favorable than those currently extended to any other similarly situated government, governmental entity,
,zolbtical subdivision, city, state, school district or other public entity customer, for the same goods, in equal
or sailer quantities, as part of similar market basket, and under similar berms.
Sec. 24. Assignablllty and Subcontracting.
(a) Assignability. Contractor shall not assign or transfer any part or all of Contractor's obligation
or Interest In this Contract without prior written approval of City. If Contractor shall assign or
transfer any of its obligations or interests under this Contract without the City's prior written
approval, it shall constitute a material breach of this Contract. This provision shall not
prohibit contractor from subcontracting as otherwise provided for herein.
(b) Subcontracting. Contractor shall not subcontract any part or all of Contractor's obligations or
interests in this Contract unless the subcontractor has been identified in a format required by
City. If Contractor shall subcontract any part of Contractor's obligations or interests under
this Contract without having identified the subcontractor, It shall constitute a material breach
of this Contract. The utilization of subcontractors shall not relieve Contractor of any of its
responsibilities under the Contract, and Contractor shall remain responsible to City for the
negligent acts, errors, omissions or neglect of any subcontractor and of such subcontractor's
officers, agents and employees. City shall have the right to reject, at any point during the
term of this Contract, any subcontractor identified by Contractor, and to require that any
subcontractor cease working under this Contract. City's right shall be exercisable In its sole
and subjective discretion. City shall not be obligated to pay or be liable for payment of any
monies which may be due to any subcontractor. Contractor shall include In any subcontract
a requirement that the subcontractor comply with all requirements of this Contract in
performing Contractoes services hereunder.
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Sec, 25. Professional Services — Conflict of Interest Certification, if this Contract is for professional
services other than for medical doctors or appraisers, CONTRACTOR certifies that CONTRACTOR Is not
an expert witness far any party In litigation against the CITY at the time of the issuance of this Contract.
Sec. 26. Minority and Women's Business Enterprises.
(a) CONTRACTOR shall asslst City Certified Minority Business Enterprises (MBEs), City
Certified Woman Business Enterprises (WBEs) and City Certified Small Local Business
Enterprises (SLBEs) grow, develop, and prosper in the public sector by implementation of
the requirements of this Section.
(b) CONTRACTOR shall provide the same U.S. Communities national discounted pricing
received by the City to City Certified MBEs, W BE9 and SLBEs when City Certified MBEs,
WBEs, and SLBEs bid or submit a proposal on City of Kansas City, Missouri Construction
or Maintenance Sollcltstlons and other public sector Construction and Maintenance
Solicitations to allow City Certified MBEs, WBEs, and SLBEs, to incorporate the some
National Discounted U.S. Communities pricing received by the City In their bids and
proposals to the City and other public entities and save the taxpayers money.
Sec. 27. Employee Eligibility Verification. CONTRACTOR shall execute and submit an affidavit, in a
form prescribed by the CITY, affirming that CONTRACTOR does not knowingly employ any person in
connection with the contracted services who does not have the legal right or authorization under federal
law to work in the United States as defined in 8 U.S.C. §1324a(h)(3). CONTRACTOR shall attach to the
affidavit documentation sufficient to establish CONTRACTOR's enrollment and participation In an
electronic verification of work program operated by the United States Department of Homeland Security to
verify information of newly hired employees, under the Immigration and Reform and Control Act of 1986.
CONTRACTOR may obtain additional information about E-Verify and enroll at hit s.�lle
verifv.uscis.00v/enmillStartPaae.asox?,IS=YES. For those CONTRACTORs enrolled In E-Verify, the first
and last pages of the E-Verify Memorandum of Understanding that CONTRACTOR will obtain upon
successfully enrolling in the program shall constitute sufficient documentation for purposes of complying
with this section. CONTRACTOR shall submit the affidavit and attachments to the CITY prior to execution
of the contract, or at any point during the term of the contract if requested by the CITY.
Sac. 28. Emergencies.
(a) Disaster means any large scale event such as an act of terrorism, fire, wind, flood,
earthquake or other natural or man-made calamity which results in, or has the potential to
result in a significant loss of life or property.
(b) During and after a disaster, CONTRACTOR shall provide special services to the CITY
including CONTRACTOR shall open CONTRACTOR's facilities even on nights and
weekends as necessary to meet the needs of the City during a disaster.
(c) CONTRACTOR shall not charge CITY any fee for opening facilities during an emergency or
for extending CONTRACTOR's hours of operation during a disaster. CITY shall pay
CONTRACTOR the agreed upon contract prices for all purchases made by CITY during the
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dleaster and CONTRACTOR shall not charge CITY any additional mark-up, fee or cost for
any purchases made by CITY during a disaster.
(d) CONTRACTOR shall quickly mobilize CONTRACTOR's Internal and external resources to
assist CITY when a disaster unfolds.
(e) Extended hours and personnel. During disasters, CONTRACTOR's facilities shall stay open
24 hours if requested by the CITY. CONTRACTOR shall utilize additional CONTRACTOR
personnel to take CITY orders if necessary. CONTRACTOR's Call Center shall accept
phone orders 24 hours a day.
(f) CONTRACTOR shall have contingency plans with CONTRACTOR's suppliers to provide
additional supplies and equipment quickly to CITY as needed.
(g) CONTRACTOR shall cooperate with CITY to properly document any and all expenses
Incurred by CITY with CONTRACTOR and CONTRACTOR shall assist CITY in meeting any
and all documentation requirements of the Federal Emergency Management Agency
(FEMA).
Sec. 29. Time of Delivery. Delivery Is required to be made in accordance with the schedule shown In the
solicitation and purchase order.
Sec. 30. F.O.B. Destination. All deliveries of Products shall be F.O.B. Destination and all freight charges
are Included in the Purchase Price charged by CONTRACTOR to the CITY.
(a) The proposed pricing applies to normally stocked Grayber materials. Discounts offered are
based on the Graybar List Price or Cost In effect at time of order.
(b) Standard delivery policy provides customers with next day service, free of charge, for
materials stocked In the branch and within the standard service area.
(c) Orders requiring same -day or expedited next -day service, non -stock items, special order or
special handling and materials obtained from other Grayber warehouses or manufacturers,
may include shipping or handling charges. Any shipping, handling or other costs will be
negotiated at time of order.
See. 31. Quality. All Products shall be new, in current production, and the best of their kind. When
applicable, parts and maintenance shall be reasonably available. Now equipment that is obsolete or
technically Outdated is not acceptable. Remanufactured or reconditioned items are not considered new.
Items shall be properly packaged, packed, labeled, and Identified In accordance with commercial standards
acceptable to the trade and as required by ICC and other federal and state regulations. Packing slips will
accompany the shipment.
Sac. 32. Brand Name or Equal. Whenever the name of the manufacturer or the supplier Is mentioned on
the face hereof and the words "or equal" do not follow, it shall be deemed that the words "or equal" shall
follow such designations unless the face hereof specifies "no substitutions". The CITY may assume that
Items submitted are equal or it may request samples and proof thereof and unless approved before
shipment, reserves right to return at the CONTRACTOR'S expense all Items that are not acceptable as
MASTER CONTRACT FOR PRODUCTS AND SERVICES Peke 13 of 20
(REV. 12-05-16)
Cooperative Purchase Page 23 of 57
DocuSlpn Envakpa ID: 4A025838-AE8A49F9-9947-910B3DE1 SWO
equals, said Items to be replaced by the CONTRACTOR with satisfactory items at the original submitted
price.
Sea. 33. Commercial Warranty. The CONTRACTOR agrees that the Products and Services furnished
under this Contract shall be covered by the most favorable commercial warranties the CONTRACTOR
gives to any customer for such supplies or services and that the rights and remedies provided herein are In
addition to and do not limit any rights afforded to the CITY by any other clause of this contract.
CONTRACTOR represents that the warranties set forth herein are not loss favorable than those currently
extended to any other similarly situated government, governmental entity, political subdivision, city, state,
school distft or other public entity customer, for the some goods, in equal or less quantities, as part of the
similar market basket, and under similar terms.
Sec. 34. Sellers Invoice. Invoices shall be prepared and submitted in duplicate to address shown an the
purchase order. Separate Invoices are required for each purchase order. Invoices shall contain the
following Information; purchase order number, item number, description of supplies or services, sizes, unit
of measure, quantity, unit price, and extended totals.
Sec. 35. Inspection and Acceptance. Inspection and acceptance will be at destination unless specified
otherwise, and will be made by the CITY department shown in the shipping address or other duty
authorized representative of the CITY. Until delivery and acceptance, and after any rejection, risk of loss
will be on this CONTRACTOR unless foss results from negligence of the CITY. CONTRACTOR will be
notified of rejected shipments. Unless agreed otherwise, items will be returned freight collect.
Sec. 36. Loss and Damaged Shipments. Risk of loss or damage to Items prior to the time of their receipt
and acceptance by the CITY Is upon the CONTRACTOR. The CITY has no obligation to accept damaged
shipments and reserves the right to return at CONTRACTOR's expense damaged merchandise even
though the damage was not apparent or discovered until after receipt of the items.
Sec.37. Late Shipments. CONTRACTOR is responsible to notify the CITY department receiving the
Items and the Senior Buyer of any late or delayed shipments. The CITY reserves the right to cancel all or
any part of an order if the shipment Is not made as promised.
Sec. 38. Tax Exemptlon - Federal and State.
(a) The CITY Is exempt from Federal Excise and Transportation taxes on purchases under
Chapter 32, Internal Revenue Code. The federal tax registration number Issued by the St.
Louis District Director on November 11, 1974 is No. 43740340K.
(b) The CITY is exempt from payment of Missouri Sales and Use Tax in Accordance with
Section 39(10) Article 3, of the Missouri Constitution and Sections 144.040 and 144.615
RSMo 1969 and supplement thereto. A copy of the exemption from Missouri Sales and Use
Tax is available upon request.
Sec. 39. Annual Appropriation of Funds.
(a) Multi -year term supply and service contracts and leases and the exercise of options to renew
term contracts are subject to annual appropriation of funds by the City Council. Payments made
under terra contracts and leases are considered items of current expense. Purchase orders are
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 14 of 20
(REV. 12-05-16)
Cooperative Purchase Page 24 of 57
DocuSign Envelope Id: 4A025030-AE4A-49F9-9947-81083DE1BBD0
funded when issued, therefore are current expense items and are not subject to any subsequent
appropriation of funds.
(b) In the event sufficient funds are not appropriated for the payment of lease payments or
anticipated term contract payments required to be paid In the next occurring lease or contract
term and If no funds are legally available from other sources, the lease or contract may be
terminated at the and of the original term or renewal term and the CITY shall not be obligated to
make further payments beyond the then current original or renewal term. The CITY will provide
notice of Its Inability to continue the lease or contract at such time as the Manager of
Procurement Services Is aware of the nonappropriation of funds; however, failure to notify does
not renew the term of lease or contract. If a lease Is cancelled, the events of default will occur
as described In the lease and/or the section titled TERMINATION FOR DEFAULT. The CITY
has no monetary obligations in event of termination or reduction of a term contract since such
contracts represent estimated quantities and are not funded as a contract, but only to the extent
of purchase orders issued.
Sec. 40. Performance and Malntenanca Bond and Payment Bond.
(a) If a Worm Order is estimated to exceed $50,000.00 and Is for the erection, construction,
alteration, repair or improvement of any building, road, street, public utility or other public facility
owned by the public entity as defined by Section 107.170, RSMo, CONTRACTOR shall obtain a
performance and maintenance bond and payment bond as required by this Section. The City
approved performance and maintenance bond and payment bond are incorporated in this
Contract by reference and Contractor shall require its Surety to Issue the performance and
maintenance bonds and payment bonds on City approved forms.
(b) All Bonds shall be executed by such sureties as are named in the current 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. A certified copy of such agent's
authority to act must accompany all Bonds signed by an agent. If the surety on any Bond
fumished by Seller is declared bankrupt or becomes Insolvent, or its right to do business is
terminated In any state where any part of the Project Is located or it ceases to most the
requirement of the preceding sentence, Sailer shall within twenty (20) days thereafter substitute
another Bond and surety, both of which must be acceptable to City.
(c) The performance and maintenance bond and payment bond shall remain in effect at least one
(1) year after the date when final payment becomes due, except as provided otherwise by Laws
or Regulations or by the Contract Documents.
(d) All Bonds required by the Contract Documents to be purchased and maintained by
CONTRACTOR shall be obtained from surety that Is duly'licensed in the State of Missouri and
In the jurisdiction In which the Project is located, if not In Missouri, to issue Bonds. All surety
companies shall hold an A.M. Best rating of B+, V, or better.
(a) If the surety on any Bond furnished by Contractor is declared bankrupt or becomes Insolvent, or
its right to do business is terminated in any state where any part of the Project is located or it
ceases to meet the requirement of Paragraph 5.01 S, Contractor shall within twenty (20) days
thereafter substitute another Bond and surety, both of which must be acceptable to City.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 15 of 20
(REV.12-05-1 B)
Cooperative Purchase Page 25 of 57
DocuSlgn Envelope ID: 4Pb2583&AE6A-49F9.8947.81083DE1BBD0
See. 41. Prevailing Wage.
A. Prevailing Wage. If a Work Order includes work that requires payment or prevailing wage as set
forth In Sections 290.210 to 290.340, RSMo (the'Law'), CONTRACTOR shall pay workers
prevailing wage In accordance with this Section and the Law. Under the Law, want that meeta
the definition of 'construction' "Includes construction, reconstruction, improvement,
enlargement, alteration, painting and detonating, or major repair." 'Maintenance work that is not
subject to the Law is defined as "the repair, but not the replacement, of existing facilities when
the size, type or extent of the existing facilities Is not thereby changed or increased.'
1. Contractor shall comply and require its Subcontractors to comply with;
a. Sections 290.210 to 290.340, RSMo the State of Missouri Prevailing Wage Law (the
'Law'); and
b. B CSR 30-3.010 to S CSR 30-3.060, the Prevailing Wage Law Rules (the "Rules'); and
c. the Annual Wage Order (Wage Order) issued by the State of Missouri's Department of
Labor and Industrial Relations; and
d, any applicable Annual Incremental Wage Increase (Wage Increase) to the Annual Wage
Order.
2. The Law, Rules, Wage Order and any Wage Increase are incorporated into and made part
hereof this Contract and shall be collectively referred to in this Section as the "Prevailing
Wage Requirements.' In the event this Contract is renewed for an additional term, the
Wage Order In effect as of the commencement date of the additional term, as amended by
any applicable Wage Increase, shall be deemed incorporated herein and shall apply to and
remain in effect for the duration of the additional term. The new Wage Order and any
applicable Wage Increase shall govern notwithstanding the fact that the Wage Order being
replaced might be physically attached to this Contract.
3. Contractor shall pay and require its Subcontractors to pay to all workers performing work
under this Contract not less than the prevailing hourly rate of wages for the class or type of
work performed by the worker In accordance with the Law, Rules, Wage Order and any
applicable Wage Increase, Contractor shall take whatever steps are necessary to insure
that the prevailing. hourly wage rates are paid and that all workers for Contractor and each of
Its Subcontractors are paid for the class or type of work performed by the worker in
accordance with the Prevailing Wage Requirements.
4. Prior to each of Its Subcontractors beginning Work on the Site, Contractor shall require each
Subcontractor to complete City's Form 00490 entitled "Pre -contract Certification' that sets
forth the Subcontractors prevailing wage and tax compliance history for the two (2) years
prior to the bid. Contractor shall retain one (1) year and make the Pre -contract Certifications
available to City within live (5) days after written request.
5. Contractor shall keep and require each of its Subcontractors engaged In the construction of
public works in performance of the Contract to keep full and accurate records on City's
forms. Contractor shall:
a. Keep and require each of its Subcontractors engaged in the construction of public works
In performance of the Contract to keep full and accurate records on City's 'Daily Labor
Force Report" Form indicating the workers name, occupational title or classification
group and skill and the workers' hours. City shall furnish blank copies of the Daily Labor
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 16 of 20
(REV, 12-05-16)
Cooperative Purchase Page 26 of 57
DowSign EmMape ID: 4AA25938-AEBA-4gFg-g847-81093dE1BBO0
Force Report Form to Contractor for its use and for distribution to Subcontractors.
Contractor shall submit its and its Subcontractors daily Labor Force Reports to Clty each
day; and
b. Submit, and require each of Its Subcontractors engaged In the construction of public
works in performance of the Contract to submit, electronically, in a format prescribed by
the City, Certified Payroll Report Information indicating the worker's name, address,
social security number, occupatlon(s), crafts) of every worker employed in connection
with the public work together with the number of hours worked by each worker and the
actual wages paid in connection with the Project and other pertinent Information as
requested by the City; and
c. Submit, and require each of Its Subcontractors engaged in the construction of public
works In performance of the Contract to submit, electronically, In format prescribed by
the City, a Payroll Certification. The Payroll Certification must be signed by the
employee or agent who pays or supervises the payment of the workers employed under
the Contract for the Contractor and each Subcontractor.
The Dally Labor Force Report, documents used to compile Information for the Certified
Payroll Report, and Payroll Certification are collectively referred to In this Section as the
'Records!
6. Contractor shall make all of Contractor's and Subcontractors' Records open to inspection by
any authorized representatives of City and the Missouri Department of Labor and Industrial
Relations at any reasonable time and as often as they may be necessary and such Records
shall not be destroyed or removed from the State of Missouri for a period of one (1) year
following the completion of the public work In connection with which the Records are made.
Contractor shall have its and its Subcontractors Certified Payroll Reports and Payroll
Certifications available at the Contractor's office and shall provide the Records to the City
electronically at City's sole discretion. In addition, all Records shall be considered a public
record and Contractor shall provide the Records to the City In the format requlred by the City
within three (3) working days of any request by City at the Contractor's cost. City, in Its sole
discretion, may require Contractor to send any of the Records directly to the person who
requested the Record at Contractor's expense,
7. Contractor shall post and keep posted a clearly legible statement of all prevailing hourly
wage rates to be paid to all workers employed by Contractor and each of Rs Subcontractors
in the performance of this Contract In a prominent and easily accessible place at the Site of
the Work by all workers.
8. If the Contract Price exceeds $250,0D0.0b, Contractor shall and shall require each
Subcontractor engaged in any construction of public works to have Its name, acceptable
abbreviation or recognizable logo and the name of the city and state of the malling address
of the principal office of the company, on each motor vehicle and motorized self-propelled
piece of equipment which Is used in connection with the Project during the time the
Contractor or Subcontractor Is engaged on the project. The sign shall be legible from a
distance of twenty (20'y feet, but the size of the lettering need not be larger than two (2')
Inches. In cases where equipment is leased or where affixing a legible sign to the equipment
is impractical, the Contractor may place a temporary stationary sign, with the Information
required pursuant to this section, at the main entrance of the Project In piece of affixing the
required information on the equipment so long as such sign Is not in violation of any state or
federal statute, rule or regulation. Motor vehicles which are required to have similar
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 17 of 20
(REV. 12-05-16)
Cooperative Purchase Page 27 of 57
Doeuftn Envelope ID:4Ad2583B-AEO"FS6-4947-810B3DE1BBDO
Information affixed thereto pursuant to requirements of a regulatory agency of the state or
federal government are exempt from the provisions of this subsection.
9. Contractor must correct any errors in Contractor's or any Subcontractors' Records, or
Contractor's or any Subcontractors' violations of the Law, Rules, Annual Wage Order and
any Wage Increase within fourteen (14) calendar days after notice from City.
10. Contractor shall and shall require its Subcontractors to cooperate with the City and the
Department of Labor and Industrial Relations In the enforcement of this Section, the Law,
Rules, Annual Wage Order and any Wage Increase. Contractor shall and shall require its
Subcontractors to permit City and the Department of Labor and Industrial Relations to
Interview any and all workers during working hours on the Project at Contractor's sole cost
and expense.
11. Contractor shall file with- City, upon completion of the Project and prior to final payment
therefore, affldavlts from Contractor and each of Its Subcontractors, stating that each has
fully complied with the provisions and requirements of the Missouri Prevailing Wage Law.
City shall not make final payment until the affidavits, in proper form and order, from
Contractor and each of its Subcontractors, are filed by Contractor.
12. Contractor shall forfeit as a statutory penalty to the City one hundred dollars ($100.00) for
each worker employed, for each calendar day, or portion thereof, such worker is paid leas
than the prevailing hourly rates for any work done under this Contract, by Contractor or by
any of Contractors Subcontractors. If Contractor or any of Its Subcontractors have violated
any section(s) of 290.210 to 290,340, RSMo, In the course of the execution of the Contract,
City shall when making payments to the Contractor becoming due under this Contract,
withhold and retain therefrom all sums and amounts due and owing as a result of any
violation of sections 290.210 to 290.340; RSMo.
B. Prevailing Wage Damages. Contractor acknowledges and agrees that, based on the
experience of City, violations of the Missouri Prevailing Wage Act, whether by Contractor or its
Subcontractors, commonly result in additional costs to City. Contractor agrees that additional
costs to City for any particular violation are difficult to establish and include but are not limited
to: costs of construction delays, additional work for City, additional interest expenses,
investigations, and the cost of establishing and maintaining a special division working under the
City Manager to monitor prevailing wage compliance.
1. In the event of the failure by Contractor or any of Its Subcontractors to pay wages as
provided In the Missouri Prevailing Wage Act, City shall be entitled to deduct from the
Contract Price, and shall retain as liquidated damages, one hundred dollars ($100.00) per
day, per worker who is paid less than the prevailing hourly rate of wages, to approximate the
additional costs. The sum shall be deducted, paid or owed whether or not the Contract
Times have expired.
2. City shall give written notice to Contractor setting forth the workers who have been
underpaid, the amount of the statutory penalty and the amount of the liquidated damages as
provided for in this Subparagraph. Contractor shall have fourteen (14) calendar days to
respond, which time may be extended by City upon written request. If Contractor falls to
respond within the specified time, the City's original notice shall be deemed final. If
Contractor responds to City's notice, City will furnish Contractor a final decision In writing
within five (5) days of completing any investigation.
MASTER CONTRACT FOR PRODUCTS AND SERVECES Page 18 of 20
(REV. 12-05-16)
Cooperative Purchase Page 28 of 57
Mwftn Envelope ID:4A045B3&AESAJ49FG�-9947-a1U93DEIBBOp
C. Excessive Unemployment.
1. Resident Laborers" means laborers who have been residents of the State of MlsaouN for at
least thirty days and who intend to remain Missouri residents, and residenrts of Nonrestrictive
States.
2. 'Nonrestrictive States' means states identified by the Missouri Department of Labor and
Industrial Relations Division of Labor Standards that have not enacted state laws restricting
Missouri laborers from working on public works projects. A list of Nonrestrictive States can
be found on the Division web site at bjlp:llwww.dolir.mo.00vllsllndex.htm.
3. A period of Excessive Unemployment is declared when the Missouri Department of Labor
and Industrial Relations Division of Labor Standards provides notice of such declaration.
When in effect, notice will be provided on the Division web site at
hUD-/lwww,doiir.mo.a vllsAndex.htm. It is Contractor's obligation to determine whether a
perQ of Excesslve fnemployment is in effect when this Contract Is let.
4. Contractor agrees to follow the provisions of Section 290.560 - 290.575 RSMo and agrees
that If a period of Excessive Unemployment has beer' declared at any point during the term
of this Contract, it will employ and require all Subcontractors of whatever tier to employ only
Resident Laborers for the Work to be performed under this Contract. Provided, however,
Contractor may use laborers who are not Resident Laborers when Resident Laborers are
not available or are Incapable of performing the particular type of work, involved if Contractor
so certifies in writing to City and City Issues a written approval. This provision does not apply
to regularly employed nonresident executive, supervisory or technical employees.
Sec. 42. Workforce. If Contractor is required to pay prevailing wages for the work performed pursuant to
this Contract, Contractor agrees to comply with all requirements of City's Construction Employment
Program as enacted in City's Code, Sections 3-501 through 3-525 and as hereinafter amended.
Contractor shall meet or exceed the construction employment goals unless the same shall have been
waived in the manner provided by law. Contractor's compliance with this provision is a material part of this
Contract.
Contractor shall comply with Clty"s Workforce Program Reporting System requirements. Contractor shall
use City's Internet web based Workforce Program Reporting System provided by'City and protocols
Included in that software during the term of this Contract. Contractor shall maintain user applications to
City's provided system for all applicable personnel and shall require subcontractors to maintain
applications.
MASTER CONTRACT FOR PRODUCTS AND SERVICES Page 19 or 20
(REV. 12-05-1e)
Cooperative Purchase Page 29 of 57
Docuftn Envelope Q 4A025638-AE6A-48F4-N47-81OB3DEIBBDO
CONTRACTOR
I hereby certify that f have the authority to execute
this document on behalf of CONTRACTOR.
Co Graybar Electric company, inc.
B
T' e: NOAAFWUNICSVP, Sales
Date: 11/50/2017 ,
APPROVED ORM
Assistant Clt$Atto ey '
KANSAS IISSOUBy: �[ �- %yi�+f�
Title: &A--- of 0-
-
MASTER CONTRACT CONTRACT FOR PRODUCTS AND SERVICES Page 20 of 20
(REV. 12-05-16)
Cooperative Purchase Page 30 of 57
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Cooperative Purchase Page 32 of 57
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Cooperative Purchase Page 33 of 57
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Cooperative Purchase Page 34 of 57
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Cooperative Purchase Page 35 of 57
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Cooperative Purchase Page 36 of 57
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Cooperative Purchase Page 37 of 57
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Cooperative Purchase Page 38 of 57
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Cooperative Purchase Page 39 of 57
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Cooperative Purchase Page 40 of 57
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Cooperative Purchase Page 42 of 57
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Cooperative Purchase Page 44 of 57
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Cooperative Purchase Page 47 of 57
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Cooperative Purchase Page 48 of 57
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Cooperative Purchase Page 49 of 57
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Cooperative Purchase Page 50 of 57
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Cooperative Purchase Page 51 of 57
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Cooperative Purchase Page 52 of 57
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Cooperative Purchase Page 53 of 57
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Cooperative Purchase Page 54 of 57
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Cooperative Purchase Page 55 of 57
EV2370 C Additional discounts, Project Pricing, Services
Appendix C For City of Kansas City Contract # EV2370
Additional Discounts, Project Pricing, and Services for Contract # EV2370
3/26/2019
INSTRUCTIONS
1) Provide any additional proposed pricing incentives
2) List Services Proposed and the percent mark up over cost
Additional Pricing Incentives Additional Pricing Incentives
Graybar cannot sell at levels above the base contract price In
contract EV2370 but was awarded the right to offer deeper
Large Volume Purchase Discounts discount for projects, or where large quantity discounts or
Quick Payment Discount
localized supplier negotiations are available
Graybar's standard payment terms are NET 30.
Graybar is proposing that quick Payment Discounts are
established by local district/branch management and approved
on a customer by customer basis
Gravbar Electric Company. Inc.
Discount or Rebate
Graybar's standard payment terms are NET 30
1 A one half of a percent (0 59/) rebate on all purchases
made in excess of one million dollars ($1,000,000) annually,
retroactive to dollar one. Paid Annually
Graybar Annual Rebates program is located in Master Contract
2 A one percent (1.0%) rebate on all purchases made in
EV2370.
excess oftwo million dollars ($2,000,000) annually,
Annual Rebates
retroactive to dollar one ($1). Paid Annually
3. A one and one half percent (1.5%) rebate on all purchases
made in excess offour million dollars
($4,000,000) annually, retroactive to dollar one ($1). Paid
Annually
Services (please list Services
Services (please list Services Proposed)
Proposed Percent (%) Mark up over cost
Proposed)
5ummary of Services offered in contract EV2370: Graybar's
awarded City of Kansas City contract and U.S. Communities
national program EV2370, includes but not be limited to:
Assessment, Engineering Supporting Contract Products,
Analysis, Retro Ft, Upgrade, Installation, Repair, Emergency,
Recovery, Training and Integrated Services to support the
ow
Services Overview: eeyed. t of
s a
products we distribute through the contract EV2370. Key areas
Not to Exceed Cost Plus 26M
the major service areaassoffered.
of demand for services are Lighting &LED, Energy Management
& Power Distribution, Start -Up & Commissioning, Repair &
Retrofit, Test & Certification, Power Conditioning & Back -Up,
Data Center & Technology Upgrades, Security, Wireless,
Systems Integration & Testing Below is a list ofthe major
service areas offered.
Supporting all Lighting Manufacturers in contract EV2370:
Assesment, Audits, Analysis, Engineering Supporting Contract
Lighting Services
Products, Replacement, Retrofits, Upgrades, Integration,
Not to Exceed Cost Plus 26%
Installation, Start -Up & Commissioning, Project Management
and Maintenance
Sunnorting all Electrical Manufacturers in contract EV2370:
Assesment, Audits, Analysis, Engineering Supporting Contract
Products, Modernization, Replacement, Retrofits, Upgrades,
Power Services:
Integration, Installation, Power Conditioning, UPS &Back-U p,
Not to Exceed Cost Plus 26%
Transformers, Motors & Generators,Project Management and
Maintenance.
Supporting all Inventory Management Solutions in contract
Inventory Management Sevices:
EV2370: Smart Stock, Vending Machines, Bar Coding, Scanners,
Not to Exceed Cost Plus 26%
Software & Solutions to Support Agency Initiatives
Supporting all Recvlino Manufacturers and Service Affiliates in
Recycling Services: contract EV2370: Self Service / Daily Use Boxes & Buckets, Bulk
Recycling, Lamp, Ballast, Electronics, Batteries, ETC
Not to Exceed Cost Plus 26M
Cooperative Purchase Page 56 of 57
Su000rting all Communication and Security Manufacturers in
contract EV2370: Data Center & Technology Upgrades,
Wireless, Systems Integration & Testing, Structured Cabling, On -
Site Product Support, Mission Critical Facility Management,
Storage Solutions, Network Operations, Fiber &Copper
Communication Services:
Cable Management and Remote Access, Implementation and
Support , Asset Management & Audio -Visual Systems.
Assesment, Audits, Analysis, Engineering Supporting Contract
Products, Replacement, Retrofits, Upgrades, Integration,
Installation, Project Management and Maintenance.
]unnortlns all Security Manufacturers In Contract E V23/U:
Security, Systems Integration & Testing, 911 Emergency Call
Centers, Management and Remote Access, Asset Management,
Access Control/Security, IP Su well lance/CCTV, & Notification
Security Services:
Systems Assesment,Audits, Analysis, Engi nee ring to support
contract products, Replacement, Retrofits, Upgrades,
Integration, Project Management and
Installation,
onorti ne alll Miscellaneous MRO & Related Product Services
in contract EV2370: Assesment, Audits, Analysis, Engineering
Miscellaneous MRO &Related
Supporting Contract Products, Replacement, Retrofits,
Product Services
Upgrades, Integration, Installation, Project Management and
Maintenance.
Lighting Service Providers: Acuity Brands, Eaton / Cooper, GE
Lighting, Hubbell Brands, Phillips Lighting. Power Service
Providers: 3M, ABB /TN B, Baldor, Bussmann, Eaton, GE,
Examples of Service Providers
Available in contract EV2370 (But
Hubbell, Lie bert /Viavi, Lyon, Schneider Services..
Communication Service Providers: APC, CommScope, Corning,
Not Limited To):
Eaton, Liebert/Viavi, Schneider.. Security
Service Providers: Arecont, Ingersol, Pelco, Samsung, UTC..
Recycling Service Providers. Mercury Waste, Veolia..
Not to Exceed Cost Plus 26%
Not to Exceed Cost Plus 26%
Not to Exceed Cost Plus 26%
Not to Exceed Cost Plus 26%
Graybar U.S. Communities Pricing: Pricing applies to normally stocked Graybar materials. Discounts are based on Graybar List Price or
Cost in effect at time of order. The majority of pricing on the Graybar contracts is based
on a list less discount structure Cost -Plus discounting is used for market sensitive comm aditiesand I ghting fixtures Not -To -Exceed
discounting is used forvalue added services and material with no list price in our system
Graybar cannot sell at levels above the base contract price and reserves the right to offer a lesser discount for projects, or where large
quantity discounts or localized supplier negotiations are available. Pricing was established
through competitive solicitation process with City of Kansas City, MO Our Pricing Commitmentthrough City of Kansas City and US.
Communities agreements dictate that Graybar lead with the U.S Comm unitiescontractfirst
and foremost for any opportunity within the applicable government procurement segment. Our contracts represent pricing discounts
from an extensive list of best -in -class suppliers offering unique opportunitiesto streamline
your supply chain and find innovative or integrated solutions.
Cooperative Purchase Page 57 of 57
M&C Review
Page 1 of 3
ACITY COUNCIL AGEND
Create New From This M&C
Official site of the City of Fort Worth, Texas
FORT WORTII
'141�
REFERENCE **M&C 23- 04GRAYBAR ELECTRIC
DATE: 12/12/2023 NO.: 1030 LOG NAME: STRUCTURED CABLING AND
SERVICES
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of a Cooperative Purchase Agreement with Graybar Electric
Company, Inc. to Provide Structured Cabling and Services in an Amount Up to
$1,500,000.00 Annually with Renewal Options for the Information Technology Solutions
Department
RECOMMENDATION:
It is recommended that City Council authorize execution of a cooperative purchase agreement with
Graybar Electric Company, Inc. to provide structured cabling and services in an amount up to
$1,500,000.00 annually with up to five (5) renewal options for the Information Technology Solutions
Department.
DISCUSSION:
This Mayor and Council Communication (M&C) requests authorization to execute a cooperative
purchase agreement with Graybar Electric Company, Inc. (Graybar) to provide structured cabling
equipment, materials, parts, and labor for projects throughout the City. Graybar holds Omnia Partners
contract EV2370 which will provide discounts for all communication infrastructure parts, materials,
labor, and services. This request is for authorization up to an amount of $1,500,000.00 annually for
structured cabling projects citywide.
Large structured cabling projects that will use this authorization include:
New Clifford Library
New Police Department Storefront Northeast
New Fire Station 43
New Fire Station 26
New Fire Station 37
New Fire Station 16
New North Library
New North Police Department Division
Present City Hall remodel for Police Department
Meadowbrook Golf Club remodel
Fort Worth Convention Center expansion/remodel
New City Hall
Fire Station 15 remodel
Northwest Community Center
http://apps.cfwnet.org/council_packet/mc review.asp?ID=31655&councildate=12/12/2023 12/22/2023
M&C Review
Page 2 of 3
The Water Department has fiber and data cabling projects below scheduled within the next five years.
Holly Water Treatment Plant
Westside Water Treatment Plant
Eagle Mountain Water Treatment Plant
Rolling Hills Water Treatment Plant
Village Creek Waste Water Reclamation Plant
New Mary's Creek Waste Water Reclamation
Plant
The Water Department (Water) projects do not account for break/fix or other office configuration
needs. Water estimates these projects will cost $280,000.00 per year. Fiber and data cabling
projects for the Water Department will be funded by a combination of Capital projects and Operating
funds.
Other construction or retrofit/remodel projects will be funded by a combination of Capital projects and
Operating funds.
BACKGROUND: In 2017, the Information Technology Solutions Department (ITS) together with the
Purchasing Division conducted a Request For Proposal process for structured cabling. As a result,
ABLe Communications, Inc. and Superior Fiber & Data Services, Inc. were selected to provide
structured cabling parts and services Citywide. On June 20, 2017, City Council authorized M&C
P-12065 for the execution of professional services agreements with ABLe Communications, Inc. and
Superior Fiber & Data Services, Inc. to provide structured cabling parts and services through ITS.
Since that time, the City has spent over $5,000,000.00 for structured cabling materials, parts, and
services through September 2023.
Upon Council approval of this M&C, the executed new Cooperative Purchase Agreement with Graybar
will replace the existing ABLe Communications, Inc. and Superior Fiber & Data Services, Inc. City
Secretary Contracts and their respective remaining authorization. Graybar Omnia cooperative
agreement will provide discounted pricing for all structured cabling materials, parts, and services to
ITS.
COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a
cooperative purchase agreement satisfies State laws requiring that the local government seek
competitive bids for purchase of the item. Cooperative contracts have been competitively bid to
increase and simplify the purchasing power of local government entities across the State of Texas.
SUCCESSOR CONTRACTS: In the event the Omnia Partners (Omnia) agreement is not renewed,
staff would cease purchasing at the time of the last purchase agreement coinciding with a valid Omnia
agreement. If the City Council were to not appropriate funds for a future year, staff would stop making
purchases when the last appropriation expires, regardless of whether the then -current purchase
agreement has expired.
The City will initially use the Omnia contract to make purchases authorized by this M&C. The
Cooperative Contract is set to expire January 31, 2024 with options to renew through January 31,
2029. If Graybar Omnia EV2370 is extended, this M&C authorizes the City to purchase similar
equipment and services under the extended contract. If Omnia EV2370 is not extended but Omnia
executes a new cooperative contract with Graybar and with substantially similar terms, this M&C
authorizes the City to purchase the equipment and services under the new Omnia contract. If this
occurs, in no event with the City continue to purchase goods and services under the new agreement
for more than three (3) years without seeking Council approval.
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M&C Review
Page 3 of 3
BUSINESS EQUITY: The City's Diversity and Inclusion Department (DVIN) does not require Business
Equity Goals when purchasing goods and services under a cooperative agreement such as Graybar's
Omnia contract. However, Graybar has agreed, in good faith, to subcontract with certified Minority
Business Enterprise (MBE) firms ABLe Communications, Inc. (ABLe) and Superior Fiber & Data, Inc.
(Superior) to provide services for the City's structured cabling needs. Graybar will report subcontract
dollars spent with ABLe and Superior in the DVIN contracting database for tracking purposes only.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by
the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does
not require specific City Council approval as long a sufficient funds have been appropriated.
AGREEMENT TERM: Upon City Council's approval, the initial term of the agreement will become
effective once executed by the Assistant City Manager and will expire on January 31, 2024. The
Agreement may be renewed through January 31, 2025, with the option for Omnia to renew through
January 31, 2029. If the Omnia contract is extended through January 31, 2029, this agreement may
be renewed in accordance with its terms through January 31, 2029.
RENEWAL OPTIONS: This agreement may be renewed for up to five (5) one-year renewal terms, in
accordance with the underlying Omnia contract, at the City's option. This action does not require
specific City Council approval provided that the City Council has appropriated sufficient funds to
satisfy the City's obligations during the renewal term.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current capital budget, as previously
appropriated, in the ITS Capital Fund for the FY21 AV/DS, FY22 AV/DS, FY23 ITS Audio Visual, FY22
PD P2P Camera Expansion, and FY22 FD Locution Refresh projects, and the Technology
Infrastructure -IT programmable project. Other planned projects listed above and future projects are
funded in the budgets of the respective capital project or the departments' Operating Funds to support
the approval of the above recommendation and execution of the agreement. Prior to an expenditure
being incurred, the Information Technology Solutions Department and participating departments
have the responsibility to validate the availability of funds.
TO
Fund ' Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project
ID ID
Submitted for Citv Manager's Office bv:
Oriqinatinq Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity Budget Reference #
Year (Chartfield 2)
Valerie Washington (6192)
Kevin Gunn (2015)
Sallie Trotter (8442)
Amount
04GRAYBAR ELECTRIC STRUCTURED CABLING AND SERVICES funds availabilitv.0df (CFW Internal)
Citv of Ft Worth - Form 1295.pdf (CFW Internal)
FID Table Gravbar Structured Cablinq.XLSX (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=31655&councildate=12/12/2023 12/22/2023