HomeMy WebLinkAboutContract 62149CSC No. 62149
FORT WORTH
CITY OF FORT WORTH
PURCHASE AGREEMENT BASED UPON AN INTERLOCALAGREEMENT BETWEEN THE
CITY OF FORT WORTH AND TARRANT COUNTY, TEXAS
WHEREAS Section 271.102 of the Texas Local Government Code allows Local Governments to pursue
mutually beneficial and cooperative purchasing programs; and
WHEREAS, pursuant to Chapter 791 of the Texas Government Code and Subchapter F, Chapter 271 of
the Texas Local Government Code, the City of Fort Worth (City), a Texas home -rule municipality, and
Tarrant County have entered into an Interlocal Cooperative Purchasing Agreement which provides that
when one of the Local Government Entities enters into a contract with a Vendor for goods and services
(the "Original Local Government Entity"), the other Local Government is able to enter into a Purchase
Agreement with the Vendor under the same terms and conditions offered to the Original Local
Government Entity so long as the Vendor is agreeable. Copy Attached as Exhibit A;
WHEREAS Ergon Asphalt & Emulsions, Inc (Vendor) and Tarrant County, Texas (Tarrant County)
entered into a Purchase Agreement on August 30, 2022, for Emulsions, and this Agreement allows other
Local Governmental Entities to enter into a Purchase Agreement with Vendor under the same terms and
conditions. (Copy attached as Exhibit B); and
WHEREAS Tarrant County awarded to an additional vendor for certain products, namely CSS-1H, as a
primary award, but the additional vendor has confirmed that it does not manufacture or provide CSS-1H
and therefore cannot provide that product as described in the agreement; and
WHEREAS the City therefore will award the specified line items to Ergon as it is the only provider
awarded by Tarrant County that can provide the CSS-1H as required.
NOW THEREFORE, City and Vendor each of which will individually be referred to as a "Party" and
collectively as the "Parties entered into this Purchase Agreement by and between Ergon Asphalt &
Emulsions, Inc. ("Vendor") and the City of Fort Worth, ("City"),
The Parties agree that any references to Tarrant County in Exhibit B shall be construed as the City of Fort
Worth for the purposes of this Agreement and all rights, benefits, duties, and obligations shall inure to the
City as if the contract in Exhibit B were originally executed between the City and Vendor. This shall
specifically include any requirements imposed on Vendor by virtue of any laws, rules, or regulations
included in Exhibit B.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
The Agreement includes the following documents which shall be construed in the order of precedence in
which they are listed:
1. Exhibit A — City of Fort Worth Terms and Conditions;
2. Exhibit B — Contract between the Tarrant County and Vendor for Emulsions
identified as Contract No. 138975;
3. Exhibit C — Vendor's Quote, Pricing, Scope of Services or Purchase Order;
4. Exhibit D — Conflict of Interest Questionnaire.
Exhibits A, B, C, and D which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes. Vendor agrees to provide City with all services and goods included in Exhibit
B which shall also include unlisted items at the designated discount where vendor is identified as the
primary or secondary award pursuant to the terms and conditions of this Cooperative Purchase Agreement,
including all exhibits thereto. In the event of a conflict between Exhibit B and this Agreement or Exhibit
A, then this Agreement and Exhibit A shall control. With respect to price, the Vendor's quote shall
generally control, provided, however, that such prices may not exceed those specified in Exhibit B.
City shall pay Vendor in accordance with the fee schedule in Exhibit C and in accordance with the
provisions of this Agreement. Total payment made under this Agreement for the first year by City shall
be in the amount of One Hundred Thousand Dollars ($100,000.00). Vendor shall not provide any
additional items or services or bill for expenses incurred for City not specified by this Agreement unless
City requests and approves in writing the additional costs for such services. City shall not be liable for any
additional expenses of Vendor not specified by this Agreement unless City first approves such expenses
in writing.
The term of this Agreement shall be for one year beginning on October 18, 2024, and ending on
October 1, 2025.
Vendor agrees that City shall, until the expiration of three (3) years after final payment under this
Agreement, or the final conclusion of any audit commenced during the said three years, have access to
and the right to examine at reasonable times any directly pertinent documents and records of Vendor
involving transactions relating to this Agreement. Vendor agrees that City shall have access during normal
working hours to all necessary Vendor facilities subject to Vendor's reasonable rules and regulations while
at Vendor's facilities, and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice
of intended audits, and all such audits shall be conducted on regular business days during Vendor's regular
business hours in a manner that will not unreasonably interfere with Vendor's operations at its facilities.
City's auditors shall present proper credentials to the manager of Vendor's facility at the time that they
are admitted to such.
This Agreement shall be construed in accordance with the laws of the State of Texas. If any action,
whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action
shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern
District of Texas, Fort Worth Division.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined to
have been delivered whenhand-delivered to the person listed below for the City or received by the other
party by United States Mail, registered, return receipt requested, addressed as follows:
To CITY:
City of Fort Worth
Attn: Jesica McEachern, Assistant City Manager
100 Fort Worth Trail
Fort Worth, TX 76102-6314
Facsimile: (817) 392-8654
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
Ergon Asphalt & Emulsions, Inc.
Attn: Karen Sellers
11612 RM 2244, Bldp #1, Suite #250
Austin, TX 78738
Facsimile: 512-469-0391
Title Account Specialist
Type text here
[SIGNATURES FOLLOW]
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:
By: cv�
Name: Jesica McEachern
Title: Assistant City Manager
Date: Oct 18, 2024
APPROVAL RECOMMENDED:
AO -
By: Lauien Prieur(Oct 18, 202417:17 CDT)
Name: Lauren Prieur
Title: Director, Transportation and Public
Works
ATTEST: a4FoeT�Il�
ooeoo;-% o o�1d
PP * 00 o pa
Qom. 'd ddIIpgnEX4?oo'.�
By:
Name: Jannette S. Goodall
Title: City Secretary
VENDOR:
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: Blakely C�o (Oct , 202415:51 CDT)
Name: Blakely Cabano
Title: Administrative Services Mgr
APPROVED AS TO FORM AND LEGALITY:
By: —Pb- C�/J
Name: Denis McElroy
Title: Senior Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: N/A
ATTEST:
By: PA,iY Eck j CUyCe-
Name: Patrick J Covle By:
Title: Regional Sales Manager Name:
Title:
Date: 10/18/24
1'�a4,� 3
Karen Sellers
Account Specialist
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
EXHIBIT A
Contents
Revisions and Approvals .......................................................Error! Bookmark not defined.
1.0
DEFINITION OF BUYER..................................................................................................2
2.0
DEFINITION OF SELLER.................................................................................................3
3.0
PUBLIC INFORMATION...................................................................................................3
4.0
PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS .......................3
5.0
ORDERS.............................................................................................................................3
6.0
SELLER TO PACKAGE GOODS....................................................................................3
7.0
SHIPMENT UNDER RESERVATION PROHIBITED...................................................4
8.0
TITLE AND RISK OF LOSS.............................................................................................4
9.0
DELIVERY TERMS AND TRANSPORTATION CHARGES........................................4
10.0
PLACE OF DELIVERY......................................................................................................4
11.0
RIGHT OF INSPECTION..................................................................................................4
12.0
INVOICES...........................................................................................................................4
13.0
PRICE WARRANTY..........................................................................................................4
14.0
PRODUCT WARRANTY...................................................................................................5
15.0
SAFETY WARRANTY.......................................................................................................6
16.0
SOFTWARE LICENSE TO SELLER...............................................................................6
17.0
WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY ......... 6
18.0
OWNERSHIP OF WORK PRODUCT.............................................................................7
19.0
NETWORK ACCESS.........................................................................................................8
20.0
CANCELLATION................................................................................................................8
21.0
TERMINATION...................................................................................................................8
22.0
ASSIGNMENT / DELEGATION.......................................................................................8
23.0
WAIVER...............................................................................................................................8
24.0
MODIFICATIONS...............................................................................................................8
25.0
THE AGREEMENT............................................................................................................8
26.0
APPLICABLE LAW / VENUE...........................................................................................9
27.0
INDEPENDENT CONTRACTOR(S)...............................................................................9
28.0
LIABILITY AND INDEMNIFICATION..............................................................................9
29.0
SEVERABILITY................................................................................................................10
30.0
FISCAL FUNDING LIMITATION....................................................................................10
31.0
NOTICES TO PARTIES..................................................................................................10
32.0
NON-DISCRIMINATION.................................................................................................10
33.0
IMMIGRATION NATIONALITY ACT.............................................................................10
34.0
HEALTH, SAFETY, AND ENVIRONMENTAL REQUIREMENTS ............................11
35.0
RIGHT TO AUDIT............................................................................................................11
36.0
DISABILITY.......................................................................................................................11
37.0
DISPUTE RESOLUTION................................................................................................11
38.0
RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT ....12
39.0
CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT ............
12
40.0
DEBARMENT AND SUSPENSION...............................................................................12
41.0
BYRD ANTI -LOBBYING AMENDMENT (31 U.S.C. 1352).......................................12
42.0
NO BOYCOTT OF ISRAEL............................................................................................12
43.0
PROHIBITION ON BOYCOTTING ENERGY COMPANIES.....................................13
44.0
PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES...................................................................................................................13
45.0
CHANGE IN COMPANY NAME OR OWNERSHIP...................................................13
46.0
LAWS, REGULATIONS, AND ORDINANCES............................................................13
47.0
INSURANCE REQUIREMENTS..................................................................................14
48.0
ADDITIONAL INSURANCE REQUIREMENTS..........................................................15
49.0
PERFORMANCE.............................................................................................................16
1.0
DEFINITION OF BUYER
The City of Fort Worth, its officers, agents, servants, authorized employees, vendors and
sub -vendors who act on behalf of various City departments, bodies or agencies.
2.0 DEFINITION OF SELLER
The consultant, contractor, supplier, or other provider of goods and/or services and its
officers, agents, servants, employees, vendors and sub -vendors who act on behalf of the
entity under a contract with the City of Fort Worth.
3.0 PUBLIC INFORMATION
Any information submitted to the City of Fort Worth (the "City") may be requested by a
member of the public under the Texas Public Information Act. See TEX. GOV'T CODE
ANN. §§ 552.002 - 552.376 (West Supp. 2006). Seller must clearly mark each page it
believes includes proprietary information by writing "PROPRIETARY" in bolded, yellow
highlighted, 16-point font at the bottom of each page. Any pages that do not contain the
required notification shall be deemed public, and Seller is considered to have consented
to release to the public of such unmarked pages. If the City receives a request for
information a Seller has marked as proprietary in accordance with the instructions above,
the Seller will be notified and given an opportunity to make arguments to the Texas
Attorney General's Office (the "AG") regarding reasons the Seller believes that its
information may not lawfully be released. If Seller does not make arguments or the AG
rejects the arguments Seller makes, Seller's information will be released without penalty
to the City.
4.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer or employee of Buyer shall have a financial interest, direct or indirect, in any
contract with Buyer or be financially interested, directly or indirectly, in the sale to
Buyer of any land, materials, supplies or services, except on behalf of Buyer as an officer
or employee. Any willful violation of this section shall constitute malfeasance in office,
and any officer or employee found guilty thereof shall thereby forfeit his office or
position. Any violation of this section with the knowledge, expressed or implied, of the
person or corporation contracting with the City Council shall render the contract invalid
by the City Manager or the City Council. (Chapter XXVII, Section 16, City of Fort
Worth Charter).
5.0 ORDERS
5.1 No employees of the Buyer or its officers, agents, servants, vendors or sub -
vendors who act on behalf of various City departments, bodies or agencies
are authorized to place orders for goods and/or services without providing
approved contract numbers, purchase order numbers, or release numbers
issued by the Buyer. The only exceptions are Purchasing Card orders and
emergencies pursuant to Texas Local Government Code Section 252.022(a)(1),
(2), or (3). In the case of emergencies, the Buyer's Purchasing Division will
place such orders.
5.2 Acceptance of an order and delivery on the part of the Seller without an approved
contract number, purchase order number, or release number issued by the
Buyer may result in rejection of delivery, return of goods at the Seller's cost
and/or non-payment.
6.0 SELLER TO PACKAGE GOODS
Seller will package goods in accordance with good commercial practice. Each shipping
container, shall be clearly and permanently marked as follows: (a) Seller's name and
address: (b) Consignee's name, address and purchase order or purchase change order
number; (c) Container number and total number of containers, e.g., box 1 of 4 boxes;
7.0
M
and (d) Number of the container bearing the packing slip. Seller shall bear the cost of
packaging unless otherwise provided. Goods shall be suitably packed to secure lowest
transportation costs and to conform to requirements of common carriers and any
applicable specifications. Buyer's count or weight shall be final and conclusive on
shipments not accompanied by packing slips.
SHIPMENT UNDER RESERVATION PROHIBITED
Seller is not authorized to ship the goods under reservation, and no tender of a bill of
lading will operate as a tender of goods.
TITLE AND RISK OF LOSS
The title and risk of loss of the goods shall not pass to Buyer until Buyer actually
receives and takes possession of the goods at the point or points of delivery after
inspection and acceptance of the goods.
DELIVERY TERMS AND TRANSPORTATION CHARGES
9.1 Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed, unless
delivery terms are specified otherwise in Seller's proposal, and the City has
expressly accepted the Seller's delivery terms in writing.
9.2 Unit prices shall include all costs associated with the specified work, including but
not limited to handling, freight, delivery, fuel charges, fees and certifications fees.
No additional charges will be accepted or paid by Buyer.
10.0 PLACE OF DELIVERY
The Place of Delivery shall be as agreed between Buyer and Seller in writing.
11.0 RIGHT OF INSPECTION
Buyer shall have the right to inspect the goods upon delivery before accepting them.
Seller shall be responsible for all charges for the return to Seller of any goods rejected
as being nonconforming under the specifications.
12.0 INVOICES
12.1 Seller shall submit separate invoices in duplicate, on each purchase order or
purchase change order after each delivery. Invoices shall indicate the purchase
order or purchase change order number. Invoices shall be itemized, and
transportation charges, if any, shall be listed separately. A copy of the bill of
lading and the freight waybill, when applicable, must be attached to the invoice.
Seller shall mail or deliver invoices to Department and address of Buyer as set
forth in the block of the purchase order, purchase change order or release
order entitled "Ship to." Payment shall not be made until the above
instruments have been submitted after delivery and acceptance of the goods
and/or services.
12.2 Buyer is tax exempt. Seller shall not include Federal Excise, State or City Sales
Tax in its invoices. Buyer shall furnish a tax exemption certificate upon Seller's
request.
13.0 PRICE WARRANTY
13.1 The price to be paid by Buyer shall be that contained in Seller's proposal, which
Seller warrants to be no higher than the lesser of either (i) the Seller's current
rates on valid cooperative agreements for products and services of the kind and
specification covered by this agreement or (ii) Seller's current prices on orders
by others for products and services of the kind and specification covered by
this agreement for similar quantities under like conditions and methods of
purchase. In the event Seller breaches this warranty, the prices of the items
shall be reduced to the lower of the two prices specified above, or in the
alternative upon Buyer's option, Buyer shall have the right to cancel this
agreement without any liability to Seller for breach or for Seller's actual expense.
Such remedies are in addition to and not in lieu of any other remedies which
Buyer may have in law or equity.
13.2 Seller warrants that no person or selling agency has been employed or retained
to solicit or secure this agreement upon a contract or understanding for
commission, percentage, brokerage or contingent fee, excepting employees of
an established commercial or selling agency that is maintained by Seller for the
purpose of securing business. For breach or violation of this warranty, Buyer shall
have the right, in addition to any other right or rights arising pursuant to said
purchase(s), to cancel this agreement without liability and to deduct from the price
such commission percentage, brokerage or contingent fee, or otherwise to
recover the full amount thereof.
14.0 PRODUCT WARRANTY
14.1 Seller shall not limit or exclude any express or implied warranties, and any
attempt to do so shall render this agreement voidable at the option of Buyer.
Seller warrants that the goods furnished will conform to Buyer's specifications,
drawings and descriptions listed in the response to the proposal invitation, and
the sample(s) furnished by Seller, if any. In the event of a conflict between
the sample(s) and Buyer's specifications, drawings, and descriptions, Buyer's
specifications shall govern.
14.2 In addition to any other warranties in this agreement, the Seller warrants that all
work and products supplied under this agreement conform to the agreement
requirements and are free from any defect in workmanship, equipment, material,
or design furnished by the Seller or any supplier at any tier.
14.3 Seller agrees to repair or replace promptly, on a one -for -one basis without
additional cost to Buyer, any and all defective work and products. Buyer defines
"prompt" repair or replacement to be within twenty-four (24) hours after
notification by Buyer's authorized personnel.
14.4 This warranty shall continue at least for a period of 90 days from the date of
acceptance of products and work by Buyer.
14.5 Seller shall remedy at the Seller's expense any non -conforming or defective
products or work. In addition, the Seller shall remedy at Seller's expense any
damage to real or personal property owned by Buyer, when that damage is the
result of a defect of products furnished.
14.6 Seller's warranty with respect to work and products repaired or replaced will run
for 90 days from date of installation and acceptance of the repaired/replaced work
or product by Buyer.
14.7 Buyer shall notify the Seller, within a reasonable time after the discovery of any
failure, defect, or damage.
14.8 If the Seller fails to remedy any failure, defect, or damage within a reasonable
time after receipt of notice, Buyer shall have the right to replace, repair, or
otherwise remedy the failure, defect, or damage at the Seller's expense and to
offset or otherwise reduce other payments to Seller (at Buyer's actual cost) to the
extent of such expense.
14.9 This warranty shall not include failures attributable to accident, fire, or negligence
on the part of Buyer's personnel.
15.0 SAFETY WARRANTY
Seller warrants that the product sold to Buyer shall conform to the standards promulgated
by the U.S. Department of Labor under the Occupational Safety and Health Act (OSHA)
of 1970, as amended. In the event the product does not conform to OSHA standards,
Buyer may return the product for correction or replacement at Seller's expense. In the
event Seller fails to make appropriate correction within a reasonable time, any correction
made by Buyer will be at Seller's expense. Where no correction is or can be made, Seller
shall refund all monies received for such goods within thirty (30) days after request is
made by Buyer in writing and received by Seller. Notice is considered to have been
received upon hand delivery, or otherwise in accordance with Section 31.0 of these terms
and conditions. Failure to make such refund shall constitute breach and cause this
agreement to terminate immediately.
16.0 SOFTWARE LICENSE TO SELLER
If this purchase is for the license of software products and/or services, and unless
otherwise agreed, Seller hereby grants to Buyer a perpetual, irrevocable, non-exclusive,
nontransferable, royalty free license to use the software. This software is "proprietary" to
Seller, and is licensed and provided to the Buyer for its sole use for purposes under
this agreement and any attached work orders or invoices. The Buyer may not use or
share this software without permission of the Seller; however Buyer may make copies
of the software expressly for backup purposes.
17.0 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY
17.1 The SELLER warrants that all Deliverables, or any part thereof, furnished
hereunder, including but not limited to: programs, documentation,
software, analyses, applications, methods, ways, and processes (in this
Section each individually referred to as a "Deliverable" and collectively as
the "Deliverables,") do not infringe upon or violate any patent, copyrights,
trademarks, service marks, trade secrets, or any intellectual property
rights or other third party proprietary rights, in the performance of services
under this Agreement.
17.2 SELLER shall be liable and responsible for any and all claims made against
the Buyer for infringement of any patent, copyright, trademark, service
mark, trade secret, or other intellectual property rights by the use of or
supplying of any Deliverable(s) in the course of performance or completion
of, or in any way connected with, providing the services, or the Buyer's
continued use of the Deliverable(s) hereunder.
17.3 SELLER 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 Buyer for infringement of any patent, copyright, trade mark,
service mark, trade secret, or other intellectual property right arising from
Buyer's use of the Deliverable(s), or any part thereof, in accordance with
this agreement, it being understood that this agreement to indemnify,
defend, settle or pay shall not apply if the Buyer modifies or misuses the
Deliverable(s). So long as SELLER bears the cost and expense of payment
for claims or actions against the Buyer pursuant to this section, SELLER
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, Buyer shall have the right to fully
participate in any and all such settlement, negotiations, or lawsuit as
necessary to protect the Buyer's interests, and Buyer agrees to cooperate
with SELLER in doing so. In the event Buyer, for whatever reason, assumes
the responsibility for payment of costs and expenses for any claim or
action brought against the Buyer for infringement arising under this
Agreement, the Buyer 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,
SELLER shall fully participate and cooperate with the Buyer in defense
of such claim or action. Buyer agrees to give SELLER timely written
notice of any such claim or action, with copies of all papers Buyer may
receive relating thereto. Notwithstanding the foregoing, the Buyer's
assumption of payment of costs or expenses shall not eliminate SELLER's
duty to indemnify the Buyer under this 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, SELLER shall, at its own expense and at
Buyer's election, either: (a) procure for Buyer the right to 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 Buyer'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 Buyer;
or (d) if none of the foregoing alternatives is reasonably available, terminate
this Agreement, and refund all amounts paid to SELLER by the Buyer,
subsequent to which termination Buyer may seek any and all remedies
available to Buyer under law.
18.0 OWNERSHIP OF WORK PRODUCT
Seller agrees that any and all analyses, evaluations, reports, memoranda, letters, ideas,
processes, methods, programs, and manuals that were developed, prepared, conceived,
made or suggested by the Seller for the Buyer pursuant to a Work Order, including all
such developments as are originated or conceived during the term of the agreement and
that are completed or reduced to writing thereafter constitute work product owned by the
Buyer (the "Work Product"), and Seller acknowledges that such Work Product may be
considered "work(s) made for hire" and will be and remain the exclusive property of the
Buyer. To the extent that the Work Product, under applicable law, may not be considered
work(s) made for hire, Seller hereby agrees that this agreement effectively transfers,
grants, conveys, and assigns exclusively to Buyer, all rights, title and ownership interests,
including copyright, which Seller may have in any Work Product or any tangible media
embodying such Work Product, without the necessity of any further consideration, and
Buyer shall be entitled to obtain and hold in its own name, all Intellectual Property rights
in and to the Work Product. Seller for itself and on behalf of its vendors hereby waives
any property interest in such Work Product.
19.0 NETW K ACCESS
The Buyer owns and operates a computing environment and network (collectively the
"Network"). If Seller requires access, whether onsite or remote, to the Buyer's network to
provide services hereunder, and the Seller is required to utilize the Internet, Intranet,
email, Buyer database, or other network application, Seller shall separately execute the
Buyer's Network Access Agreement prior to providing such services. A copy of the
Buyer's standard Network Access Agreement can be provided upon request.
20.0 CANCELLATION
Buyer shall have the right to cancel this agreement immediately for default on all or any
part of the undelivered portion of this order if Seller breaches any of the terms hereof,
including warranties of Seller. Such right of cancellation is in addition to and not in lieu of
any other remedies, which Buyer may have in law or equity.
21.0 TERMINATION
The performance of work or purchase of goods under this order may be terminated in
whole or in part by Buyer, with or without cause, at any time upon the delivery to Seller
of a written "Notice of Termination" specifying the extent to which performance of work
or the goods to be purchased under the order is terminated and the date upon which
such termination becomes effective. Such right of termination is in addition to and not in
lieu of any other termination rights of Buyer as set forth herein.
22.0 ASSIGNMENT / DELEGATION
No interest, obligation or right of Seller, including the right to receive payment, under this
agreement shall be assigned or delegated to another entity without the express written
consent of Buyer. Any attempted assignment or delegation of Seller shall be wholly void
and totally ineffective for all purposes unless made in conformity with this paragraph.
Prior to Buyer giving its consent, Seller agrees that Seller shall provide, at no additional
cost to Buyer, all documents that are reasonable and necessary, as determined by Buyer,
to verify Seller's legal status and transfer of rights, interests, or obligations to another
entity. The documents that may be requested include, but are not limited to, Articles of
Incorporation and related amendments, Certificate of Merger, IRS Form W-9 to verify tax
identification number, etc. Buyer reserves the right to withhold all payments to any entity
other than Seller, if Seller is not in compliance with this provision. If Seller fails to provide
necessary information in accordance with this section, Buyer shall not be liable for any
penalties, fees or interest resulting therefrom.
23.0 WAIVER
No claim or right arising out of a breach of this agreement can be discharged in whole or
in part by a waiver or renunciation of the claim or right unless the waiver or renunciation
is supported by consideration in writing and is signed by the aggrieved party.
24.0 MODIFICATIONS
This agreement can be modified or rescinded only by a written agreement signed by
both parties.
25.0 THE AGREEMENT
In the absence of an otherwise negotiated contract, or unless stated otherwise, the
Agreement between Buyer and Seller shall consist of these Standard Terms and
Conditions together with any applicable proposal documents published by the Buyer (or,
if Buyer is acting under the auspices of a cooperative agreement and procurement led
by another entity, the proposal documents published by such entity) and Seller's
Response to such proposal (the "contract documents"). This Agreement is intended by
the parties as a final expression of their agreement and is intended also as a complete
and exclusive statement of the terms of their agreement. No course of prior dealings
between the parties and no usage of trade shall be relevant to supplement or explain any
term used in this Agreement. Acceptance of or acquiescence in a course of performance
under this Agreement shall not be relevant to determine the meaning of this Agreement
even though the accepting or acquiescing party has knowledge of the performance and
opportunity for objection. Whenever a term defined by the Uniform Commercial Code
(UCC) is used in this Agreement, the definition contained in the UCC shall control. In the
event of a conflict between the contract documents, the order of precedence shall be
these Standard Terms and Conditions, the published proposal documents and the
Seller's response. If Buyer and Seller have otherwise negotiated a contract, this
Agreement shall not apply.
26.0 APPLICABLE LAW / VENUE
This agreement shall be governed by the Uniform Commercial Code wherever the term
"Uniform Commercial Code" or "UCC" is used. It shall be construed as meaning the
Uniform Commercial Code as adopted and amended in the State of Texas. Both parties
agree that venue for any litigation arising from this agreement shall be in Fort Worth,
Tarrant County, Texas.
27.0 INDEPENDENT CONTRACTOR(S)
Seller shall operate hereunder as an independent contractor(s) and not as an officer,
agent, servant or employee of Buyer. Seller shall have exclusive control of, and the
exclusive right to control, the details of its operations hereunder and all persons performing
same, and shall be solely responsible for the acts and omissions of its officers, agents,
employees, vendors and sub -vendors. The doctrine of respondeat superior shall not apply
as between Buyer and Seller, its officers, agents, employees, vendors and sub -vendors.
Nothing herein shall be construed as creating a partnership or joint enterprise between
Buyer and Seller, its officers, agents, employees, vendors and sub -vendors.
28.0 LIABILITY AND INDEMNIFICATION
28.1 LIABILITY - SELLER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED
BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF SELLER, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
28.2 INDEMNIFICATION - SELLER HEREBY COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND THE BUYER, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND
ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO SELLER'S BUSINESS, AND
ANY RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING DEATH,
TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS OF
INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
ACTS OR OMISSIONS OF SELLER, ITS OFFICERS, AGENTS,
SUBCONTRACTOR(S)S, SERVANTS OR EMPLOYEES.
29.0 SEVERABILITY
In case any one or more of the provisions contained in this agreement shall for any
reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity,
illegality or unenforceability shall not affect any other provision of this agreement, which
agreement shall be construed as if such invalid, illegal or unenforceable provision had
never been contained herein.
30.0 FISCAL FUNDING LIMITATION
In the event no funds or insufficient funds are appropriated and budgeted in any fiscal
period for payments due under this agreement, then Buyer will immediately notify Seller
of such occurrence, and this agreement shall be terminated on the last day of the fiscal
period for which funds have been appropriated without penalty or expense to Buyer of any
kind whatsoever, except to the portions of annual payments herein agreed upon for which
funds shall have been appropriated and budgeted or are otherwise available.
31.0 NOTICES TO PARTIES
Notices addressed to Buyer pursuant to the provisions hereof shall be conclusively
determined to have been delivered three (3) business days following the day such notice
is deposited in the United States mail, in a sealed envelope with sufficient postage
attached, addressed to Purchasing Manager, City of Fort Worth, Purchasing Division, 100
Fort Worth Trail, Fort Worth, Texas 76102. Notices to Seller shall be conclusively
determined to have been delivered three (3) business days following the day such notice
is deposited in the United States mail, in a sealed envelope with sufficient postage
attached, addressed to the address given by Seller in the cooperative agreement executed
between the Parties. Notices to either party sent via express courier or hand deliveryshall
be considered received upon delivery.
32.0 NON-DISCRIMINATION
This agreement is made and entered into with reference specifically to Chapter 17, Article
III, Division 3 ("Employment Practices"), of the City Code of the City of Fort Worth (1986),
as amended, and Seller hereby covenants and agrees that Seller, its employees, officers,
agents, vendors or sub -vendors, have fully complied with all provisions of same and that
no employee, participant, applicant, contractor(s) or sub-contractor(s) has been
discriminated against according to the terms of such Ordinance by Seller, its employees,
officers, agents, contractor(s) or sub -vendors herein.
33.0 IMMIGRATION NATIONALITY ACT
Buyer must verify the identity and employment eligibility of its employees who perform
work under this Agreement, including completing the Employment Eligibility Verification
Form (1-9). Upon request by Buyer, Buyer will provide Buyer with copies of all 1-9 forms
and supporting eligibility documentation for each employee who performs work under this
Agreement. Buyer must adhere to all Federal and State laws as well as establish
appropriate procedures and controls so that no services will be performed by any Buyer
employee who is not legally eligible to perform such services. BUYER WILL INDEMNIFY
BUYER AND HOLD BUYER HARMLESS FROM ANY PENALTIES, LIABILITIES, OR
LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY BUYER, BUYER'S
EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR AGENTS. Buyer, upon
written notice to Buyer, will have the right to immediately terminate this Agreement for
violations of this provision by Buyer.
34.0 HEALTH, SAFETY, AND ENVIRONMENTAL REQUIREMENTS
Services, products, materials, and supplies provided by the Seller must meet or exceed
all applicable health, safety, and the environmental laws, requirements, and standards.
In addition, Seller agrees to obtain and pay, at its own expense, for all licenses, permits,
certificates, and inspections necessary to provide the products or to perform the services
hereunder. Seller shall indemnify Buyer from any penalties or liabilities due to violations
of this provision. Buyer shall have the right to immediately terminate this Agreement for
violations of this provision by Seller.
35.0 RIGHT TO AUDIT
Seller agrees that the Buyer, or Buyer's authorized representative, shall, until the
expiration of three (3) years after final payment under this agreement, and at no
additional cost to Buyer, have access to and the right to examine and copy any directly
pertinent books, computer disks, digital files, documents, papers and records of the
Seller involving transactions relating to this agreement.. Seller agrees that the Buyer
shall have access, during normal working hours, to all necessary Seller facilities, and
shall be provided adequate and appropriate workspace, in order to conduct audits in
compliance with the provisions of this section. Buyer shall pay Seller for reasonable costs
of any copying in accordance with the standards set forth in the Texas Administrative
Code. The Buyer shall give Seller reasonable advance written notice of intended audits,
but no less than ten (10) business days.
36.0 DISABILITY
In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA),
Seller warrants that it and any and all of its sub -vendors will not unlawfully discriminate
on the basis of disability in the provision of services to general public, nor in the
availability, terms and/or conditions of employment for applicants for employment with,
or employees of Seller or any of its sub -vendors. Seller warrants it will fully comply with
ADA's provisions and any other applicable federal, state and local laws concerning
disability and will defend, indemnify and hold Buyer harmless against any claims or
allegations asserted by third parties or sub -vendors against Buyer arising out of Seller's
and/or its sub -vendor's alleged failure to comply with the above -referenced laws
concerning disability discrimination in the performance of this agreement.
37.0 DISPUTE RESOLUTION
If either Buyer or Seller has a claim, dispute, or other matter that arises under this
Agreement, the parties shall first attempt to resolve the matter through this dispute
resolution process. The disputing party shall notify the other party in writing as soon as
practicable after discovering the claim, dispute, or breach. The notice shall state the
nature of the dispute and list the party's specific reasons for such dispute. Within ten (10)
business days of receipt of the notice, both parties shall make a good faith effort, either
through email, mail, phone conference, in person or virtual meetings, or other reasonable
means to resolve any claim, dispute, breach or other matter in question that may arise
out of, or in connection with this Agreement. If the parties fail to resolve the dispute within
sixty (60) days of the date of receipt of the notice of the dispute, then the parties may
submit the matter to non -binding mediation upon written consent of authorized
representatives of both parties in accordance with the Commercial Arbitration Rules and
Mediation Procedures of the American Arbitration Association or other applicable rules
governing mediation then in effect. If the parties cannot resolve the dispute through
mediation, then either party shall have the right to exercise any and all remedies available
under law regarding the dispute.
38.0 RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT
If the Federal award meets the definition of "funding eCFR — Code of Federal Regulations
agreement" under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into
a contract with a small business firm or nonprofit organization regarding the substitution of
parties, assignment or performance of experimental, developmental, or research work under
that "funding agreement," the recipient or subrecipient must comply with the requirements of
37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business
Firms Under Government Grants, Contracts and Cooperative Agreements," and any
implementing regulations issued by the awarding agency.
39.0 CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT
Seller shall comply with all applicable standards, orders or regulations issued pursuant to the
Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as
amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding
agency and the Regional Office of the Environmental Protection Agency (EPA).
40.0 DEBARMENT AND SUSPENSION
Per Executive Orders 12549 and 12689, a contract award (see 2 CFR 180.220) shall not be
made to parties listed on the government -wide exclusions in the System for Award
Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement
Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989
Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of
parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared
ineligible under statutory or regulatory authority other than Executive Order 12549.
41.0 BYRD ANTI -LOBBYING AMENDMENT (31 U.S.C. 1352)
Firms that apply or bid for an award exceeding $100,000.00 must file the required
certification. Each tier certifies to the tier above that it will not and has not used Federal
appropriated funds to pay any person or organization for influencing or attempting to
influence an officer or employee of any agency, a member of Congress, officer or
employee of Congress, or an employee of a member of Congress in connection with
obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352.
Each tier must also disclose any lobbying with non -Federal funds that takes place in
connection with obtaining any Federal award. Such disclosures are forwarded from tier
to tier up to the non -Federal award. Seller shall provide proof of Byrd Anti -Lobbying
Amendment certification filings on request, if the bid exceeds $100,000.00.
42.0 NO BOYCOTT OF ISRAEL
If the Seller has fewer than 10 employees or this Agreement is for less than
$100,000, this section does not apply. The Seller acknowledges that in accordance
with Chapter 2271 of the Texas Government Code, the Buyer 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"
has the meanings ascribed to those terms in Section 2271 of the Texas Government
Code. By signing this Agreement, Seller certifies that Seller's signature provides
written verification to the Buyer that Seller: (1) does not boycott Israel; and (2) will
not boycott Israel during the term of the Agreement.
43.0 PROHIBITION ON BOYCOTTING ENERGY COMPANIES
Seller acknowledges that in accordance with Chapter 2276 of the Texas Government
Code, the Buyer 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
Buyer 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. To the extent
that Chapter 2276 of the Government Code is applicable to this Agreement, by signing
this Agreement, Seller certifies that Seller's signature provides written verification to the
Buyer that Seller: (1) does not boycott energy companies; and (2) will not boycott energy
companies during the term of this Agreement.
44.0 PROHIBITION ON DISCRIMINATION AGAINST FIREARM AND AMMUNITION
INDUSTRIES
Seller acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code, the Buyer 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 Buyer 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. To the extent that Chapter 2274 of the Government
Code is applicable to this Agreement, by signing this Agreement, Seller certifies that
Seller's signature provides written verification to the Buyer that Seller: (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.
45.0 CHANGE IN COMPANY NAME OR OWNERSHIP
The Seller shall notify the Buyer's Purchasing Manager, in writing, of a company name,
ownership, or address change for the purpose of maintaining updated Buyer's records.
The president of the company or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied by supporting legal
documentation such as an updated W-9, documents filed with the state indicating such
change, a copy of the board of directors' resolution approving the action, or an executed
merger or acquisition agreement. Failure to do so may adversely impact future invoice
payments.
46.0 LAWS, REGULATIONS, AND ORDINANCES
The Seller shall be responsible for meeting all Federal: laws, ordinances, and regulations;
State: laws, ordinances, and regulations; County: laws, ordinances, and regulations; and
City: laws, ordinances, and regulations. This includes, but is not limited to, all Federal,
State, County, and City Agencies, Administrations, and Commissions such as the
Environmental Protection Agency (EPA), Occupational Safety and Health Administration
(OSHA), and the Texas Commission on Environmental Quality (TCEQ). In the event any
law, regulation, or ordinance becomes effective after the start of this Agreement, the Seller
is required to comply with the new policy. Any mandates requiring Buyer to comply with
new guidelines will also require the Seller to comply.
47.0 INSURANCE REQUIREMENTS'
47.1 The Seller shall assume all risk and liability for accidents and damages that may
occur to persons or property during the prosecution of work under this Agreement.
The Seller shall file with Buyer, prior to the commencement of services, a certificate
of insurance documenting the following required insurance.
47.1.1 Failure to provide such information within five (5) calendar days may be
grounds for Agreement termination.
47.2 Policies shall have no exclusions by endorsements which nullify the required lines
of coverage, nor decrease the limits of said coverage unless such endorsements
are approved by Buyer. In the event a contract has been bid or executed and the
exclusions are determined to be unacceptable or Buyer desires additional
insurance coverage, and Buyer desires the Seller to obtain such coverage, the
contract price shall be adjusted by the cost of the premium for such additional
coverage plus 10%.
47.2.1 Statutory Workers' Compensation Insurance and Employer's Liability
Insurance at the following limits:
$100,000 Each Accident
$500,000 Disease — Policy limit
$100,000 Disease — Each Employee
This coverage may be written as follows:
Workers' Compensation and Employers' Liability coverage with limits
consistent with statutory benefits outlined in the Texas Workers'
Compensation Act (Texas Labor Code Sec. 401.001 et seq.) and minimum
policy limits for Employers' Liability of $100,000 each accident/occurrence,
$500,000 bodily injury disease policy limit and $100,000 per disease per
employee.
47.2.2 Commercial General Liability Insurance including Explosion, Collapse, and
Underground Coverage shall be provided as follows:
$1,000,000 Each Occurrence
$2,000,000 Annual Aggregate
Coverage shall include but not be limited to the following:
premises/operations, independent Sellers, products/completed operations,
personal injury, and contractual liability. Insurance shall be provided on an
' This is the Standard Provision regarding Insurance Requirements. If the Buyer determines that additional insurance
is required, those additional requirements will be listed in the actual bid issued.
occurrence basis, and as comprehensive as the current Insurance Services
Office (ISO) policy.
47.2.3 Auto Liability Insurance shall be provided as follows:
$1,000,000 Combined Single Limit Each Accident
A commercial business policy shall provide coverage on "Any Auto",
defined as autos owned, hired and non -owned.
47.2.4 The Seller shall furnish Buyer's Purchasing Manager, with a certificate of
insurance documenting the required insurance prior to the commencement
of services.
47.2.5 Policies shall be endorsed to provide Buyer a thirty- (30) day notice of
cancellation, material change in coverage, or non -renewal of coverage.
47.2.6 Applicable policies shall also be endorsed to name Buyer as an additional
insured, as its interests may appear (ATIMA).
48.0 ADDITIONAL INSURANCE REQUIREMENTS2
48.1 Buyer, its officers, employees and servants shall be endorsed as an additional
insured on Seller's insurance policies excepting employer's liability insurance
coverage under Seller's workers' compensation insurance policy.
48.2 Certificates of insurance satisfactory to Buyer and Worker's Compensation
Affidavit must be received before Seller can begin work. Failure to supply and
maintain such insurance shall be a breach of contract. Seller shall provide
complete copies of all insurance policies required by this Agreement. Certificates
of insurance must be supplied to:
Financial Management Services Department
Attention: Purchasing Division
100 Fort Worth Trail, Fort Worth, Texas 76102
48.3 Any failure on part of Buyer to request required insurance documentation shall not
constitute a waiver of the insurance requirements specified herein. Each insurance
policy shall be endorsed to provide Buyer a minimum 30-day notice of cancellation,
non -renewal, and/or material change in policy terms or coverage. A ten (10) day
notice shall be acceptable in the event of non-payment of premium.
48.4 Insurers must be authorized to do business in the State of Texas and have a
current A.M. Best rating of A: VII or equivalent measure of financial strength and
solvency.
48.5 Deductible limits, or self -funded retention limits, on each policy must not exceed
$10,000.00 per occurrence unless otherwise approved by Buyer.
48.6 Other than worker's compensation insurance, in lieu of traditional insurance, Buyer
may consider alternative coverage or risk treatment measures through insurance
pools or risk retention groups. Buyer must approve in writing any alternative
coverage.
2 This is the Standard Provision regarding Insurance Requirements. If the Buyer determines that additional insurance
is required, those additional requirements will be listed in the actual bid issued.
48.7 Workers' compensation insurance policy(s) covering employees of the Seller shall
be endorsed with a waiver of subrogation providing rights of recovery in favor of
Buyer.
48.8 Buyer shall not be responsible for the direct payment of insurance premium costs
for Seller's insurance.
48.9 Seller's insurance policies shall each be endorsed to provide that such insurance
is primary protection and any self -funded or commercial coverage maintained by
Buyer shall not be called upon to contribute to loss recovery.
48.10 While the purchase order is in effect, Seller shall report, in a timely manner, to
Buyer's Purchasing Department any known loss occurrence that could give rise to
a liability claim or lawsuit or which could result in a property loss.
49.0 PERFORMANCE
Failure of Buyer to insist in any one or more instances upon the performance of any of the
terms and conditions of this Agreement shall not be construed as a waiver or
relinquishment of the future performance of any terms and conditions, but the Seller's
obligation with respect to such performance shall continue in full force and effect.
EXHIBIT B
� couivT��� REFERENCE NUMBER 1 vU I 45
COMMISSIONERS COURT
Hr' PAGE 1 OF 6
COMMUNICATION
DATE: 08/30/2022
SUBJECT: BID NO.2022-178 - ANNUAL CONTRACT FOR EMULSIONS -
COUNTYWIDE - VARIOUS VENDORS - PER UNIT PRICE AND
DISCOUNT FROM LIST PRICE
COMMISSIONERS COURT ACTION REQUESTED
It is requested that the Commissioners Court award Bid No. 2022-178, Annual Contract for
Emulsions, Countywide, to the following vendors at the per unit price and discount from list price:
Primary
Secondary
BACKGROUND
P Squared Emulsion Plants, LLC
Ergon Asphalt & Emulsions, Inc.
Ergon Asphalt & Emulsions, Inc.
3 of 4 Sections
1 of 4 Sections
3 of 4 Sections
Notice of the County's intent to bid was advertised in local newspapers, as required by State statute,
and posted on the Internet, the Arlington Black Chamber of Commerce, the Fort Worth Hispanic
Chamber of Commerce, the Fort Worth Metropolitan Black Chamber of Commerce, and the Tarrant
County Asian American Chamber of Commerce. Two hundred sixty-seven (267) vendors were
contacted and requested to participate in this bid process. All documents pertaining to this bid were
posted on the Tarrant County website and were downloaded by interested bidders. Two (2) bids and
one (1) no -bid were received.
Bids were evaluated by the four (4) Maintenance Precincts and Purchasing representatives. Award
recommendations are to the low bids meeting specifications.
There is no secondary award for Section 1 because only one (1) bid was received for these items.
The tenn of the contract is twelve (12) months, effective October 1, 2022, with two (2) options for
renewal periods of twelve (12) months each.
Therefore, it is the joint recommendation of the four (4) Maintenance Precincts and Purchasing that
Bid No. 2022-178, Annual Contract for Emulsions, be awarded to the vendors listed above at the per
unit price and discount from list price.
FISCAL IMPACT
Expenses for last year were approximately $171,885.00. Services are provided on an as -needed
basis. The departments have included funding in the FY23 budget requests.
SUBMITTED BY: Purchasin PREPARED BY: Emil Salter
g Y
APPROVED BY: Chris Lax, CPSM(,, CP P r
RFB 2022-178 Annual Contract for Emulsions
P Squared Emulsion Ergon Asphalt &
Plants, LLC
Emulsions, Inc
Elm
Mott, Texas
Austin, Texas
HUB - No
HUB - No
CO-OP - Yes
CO-OP - Yes
Item
Description
Est.
Annual
UOM
Unit
Extended
Unit
Extended
Price
No.
Usage
price
Price
Price
Section One: Less Than Transport Loads: FOB Origin
- Provider Storage Pick-up Within
Tarrant County
Primary Award
1 Emulsions - CRS-2/CRS-2H
27,000
GL
No Bid
No Bid
$
3.10 $ 83,700.00
2 Emulsions - CSS-1 H
13,500
GL
No Bid
No Bid
$
3.15 $ 42,525.00
2a Emulsions - CSS-1 H, Diluted (70% water, 30%
product)
32,500
GL
No Bid
No Bid
$
1.23 $ 39,975.00
2b Emulsions - CSS-1 H, Diluted (60% water, 40%
product)
100
GL
No Bid
No Bid
$
1.50 $ 150.00
2c Emulsions - CSS-1 H, Diluted (20% water, 80%
product)
15,000
GL
No Bid
No Bid
$
2.60 $ 39,000.00
2d Emulsions - CSS-1 H, Diluted (30% water, 70%
product)
15,000
GL
No Bid
No Bid
$
2.33 $ 34,950.00
3 Asphalt Emulsified Prime (AEP)
2,000
GL
No Bid
No Bid
$
3.75 $ 7,500.00
3a Asphalt Emulsified Prime (AEP), Diluted, (70% water, 30% product)
100
GL
No Bid
No Bid
$
1.41 $ 141.00
3b Asphalt Emulsified Prime (AEP), Diluted (20% water, 80% Product)
20,000
GL
No Bid
No Bid
$
3.08 $ 61,600.00
3c Asphalt Emulsified Prime (AEP), Diluted (30% water, 70% Product)
20,000
GL
No Bid
No Bid
$
2.75 $ 55,000.00
4 Emulsions - CRS-1 P/2P
100
GL
No Bid
No Bid
$
3.50 $ 350.00
5 Water, per Specifications on Page 15
20,000
GL
No Bid
No Bid
$
0.40 $ 8,000.00
Total Amount Bid For Section One
No Bid
$
372,891.00
1Minimum Delivery Amount:
No Bid
5500 Gallons
Added Cost if Below Minimum:
No Bid
$
-
600 Minton Road
Location of Plant:
No Bid
Saginaw,
Texas 76179
Pump Charges:
No Bid
$
90.00
Demurrage Charge After First Two Hours:
No Bid
$90.00 Per Hour
Discount For Items Not Listed:
No Bid
0%
RFB 2022-178 Annual Contract for Emulsions
P Squared Emulsion Ergon Asphalt &
Plants, LLC
Emulsions, Inc
Elm Mott, Texas
Austin, Texas
HUB - No
HUB - No
CO-OP - Yes
CO-OP - Yes
Item
Description
Est.
Annual
UOM
Unit Extended
Extended
Unit Price
No.
Usage
Price Price
Price
Section Two: Less Than Transport Loads: FOB Origin - Provider Storage Pick-up Within
125
Primary Award
SecondaryAward
Mile Radius of Tarrant County
1 Emulsions - CRS-2/CRS-2H
100
GL
$
3.01 $ 301.00
$
3.10 $ 310.00
2 Emulsions - CSS-1 H
100
GL
$
2.68 $ 268.00
$
3.15 $ 315.00
2a Emulsions - CSS-1 H, Diluted (70% water, 30% product)
100
GL
$
1.12 $ 112.00
$
1.23 $ 123.00
2b Emulsions - CSS-1 H, Diluted (60% water, 40% product)
100
GL
$
1.34 $ 134.00
$
1.50 $ 150.00
2c Emulsions - CSS-1 H, Diluted (20% water, 80% product)
15,000
GL
$
2.28 $ 34,200.00
$
2.60 $ 39,000.00
2d Emulsions - CSS-1 H, Diluted (30% water, 70% product)
15,000
GL
$
2.04 $ 30,600.00
$
2.33 $ 34,950.00
3 Asphalt Emulsified Prime (AEP)
100
GL
$
2.76 $ 276.00
$
3.75 $ 375.00
3a Asphalt Emulsified Prime (AEP), Diluted, (70% water, 30% product)
100
GL
$
1.16 $ 116.00
$
1.41 $ 141.00
3b Asphalt Emulsified Prime (AEP), Diluted (20% water, 80% Product)
20,000
GL
$
2.35 $ 47,000.00
$
3.08 $ 61,600.00
3c Asphalt Emulsified Prime (AEP), Diluted (30% water, 70% Product)
20,000
GL
$
2.10 $ 42,000.00
$
2.75 $ 55,000.00
4 Emulsions - CRS-1 P/2P
100
GL
$
3.85 $ 385.00
$
3.50 $ 350.00
5 Water, per Specifications on Page 15
20,000
GL
$
0.32 $ 6,400.00
$
0.40 $ 8,000.00
Total Amount Bid For Section One
$
161,792.00
$
200,314.00
Minimum Delivery Amount:
5000 Gallons
$
-
Added Cost if Below Minimum:
.25 Per Gallon
$
-
Location of Plant:
516 S. McLennan
4648 Western Way
Loop Elm Mott. Texas
Temple,
Texas 76504
Pump Charges:
$
90.00
$
-
�Demurrage Charge After First Two Hours:
$80.00 Per Hour
$
-
IDiscount For Items Not Listed:
0%
0%
RFB 2022-178 Annual Contract for Emulsions
Item
Est.
Description
No.
Annual
Usage
Section Three: Less Than Transport Loads: Tank Transport Loads Delivered:
FOB
Destination Within Tarrant County
1 Emulsions - CRS-2/CRS-2H
100
2 Emulsions - CSS-1 H
100
2a Emulsions - CSS-1 H, Diluted (70% water, 30% product)
100
2b Emulsions - CSS-1 H, Diluted (60% water, 40% product)
100
3 Asphalt Emulsified Prime (AEP)
100
3a Asphalt Emulsified Prime (AEP), Diluted, (70% water, 30% product)
100
3b Asphalt Emulsified Prime (AEP), Diluted (20% water, 80% Product)
100
4 Emulsions - CRS-1 P/2P
100
5 Water, per Specifications on Page 15
100
Total Amount Bid For Section One
Minimum Delivery Amount:
Added Cost if Below Minimum:
Location of Plant:
Pump Charges:
Demurrage Charge After First Two Hours:
Discount For Items Not Listed:
P Squared Emulsion Ergon Asphalt &
Plants, LLC
Emulsions, Inc
Elm Mott, Texas
Austin, Texas
HUB - No
HUB - No
CO-OP - Yes
CO-OP - Yes
Unit Extended
Extended
UOM
Unit
Price
Price Price
Price
Primary Award
SecondaryAward
GL
$
3.29 $ 329.00
$
3.28 $ 328.00
GL
$
2.96 $ 296.00
$
3.33 $ 333.00
GL
$
1.40 $ 140.00
$
1.41 $ 141.00
GL
$
1.62 $ 162.00
$
1.68 $ 168.00
GL
$
3.04 $ 304.00
$
3.93 $ 393.00
GL
$
1.44 $ 144.00
$
1.59 $ 159.00
GL
$
1.66 $ 166.00
$
1.92 $ 192.00
GL
$
4.13 $ 413.00
$
3.68 $ 36& 00
GL
$
0.38 $ 38.00
$
0.40 $ 40.00
$
1,992.00
$
2,122.00
5000 Gallons
5500 Gallons
.25 Per Gallon
$
-
516 S. McLennan
600 Minton Road
Loop Elm Mott, Texas
Saginaw, Texas 76179
$
90.00
$
90.00
$80.00 Per Hour
$90.00 Per Hour
0%
0%
RFB 2022-178 Annual Contract for Emulsions
Item
Est.
No. Description
Annual
UOM
Usage
Section Four: Less Than Transport Loads: Less Than Tank Transport Loads
Delivered: FOB
Destination Within Tarrant County
1 Emulsions - CRS-2/CRS-2H
100
GL
2 Emulsions - CSS-1 H
100
GL
2a Emulsions - CSS-1 H, Diluted (70% water, 30% product)
100
GL
2b Emulsions - CSS-1 H, Diluted (60% water, 40% product)
100
GL
3 Asphalt Emulsified Prime (AEP)
100
GL
3a Asphalt Emulsified Prime (AEP), Diluted, (70% water, 30% product)
100
GL
3b Asphalt Emulsified Prime (AEP), Diluted (20% water, 80% Product)
100
GL
4 Emulsions - CRS-1 P/2P
100
GL
5 Water, per Specifications on Page 15
100
GL
Total Amount Bid For Section One
Minimum Delivery Amount:
Added Cost if Below Minimum:
Location of Plant:
Pump Charges:
Demurrage Charge After First Two Hours:
Discount For Items Not Listed:
Notes: A no bid response was received from Architectural Roof Coatings.
P Squared Emulsion
Plants, LLC
Elm Mott, Texas
HUB - No
CO-OP - Yes
Unit Extended
Price Price
Primary Award
$
3.29 $
329.00
$
2.96 $
296.00
$
1.40 $
140.00
$
1.62 $
162.00
$
3.04 $
304.00
$
1.44 $
144.00
$
1.66 $
166.00
$
4.13 $
413.00
$
0.38 $
38.00
$
1,992.00
5000 Gallons
.25 Per Gallon
516 S. McLennan
Loop Elm Mott. Texas
$
90.00
$80.00 Per
Hour
0%
Ergon Asphalt &
Emulsions, Inc
Austin, Texas
HUB - No
CO-OP - Yes
Unit Price Extended
Price
Secondary Award
$
3.28
$
328.00
$
3.33
$
333.00
$
1.41
$
141.00
$
1.68
$
168.00
$
3.93
$
393.00
$
1.59
$
159.00
$
1.92
$
192.00
$
3.68
$
368.00
$
0.40
$
40.00
$
2,122.00
5500 Gallons
600 Minton
Road
Saginaw,
Texas 76179
$
90.00
$90.00
Per Hour
0%
EXHIBIT BEX
couN .
TAKINGS IMPACT ASSESSMENT CHECKLIST
Complete this form for any county action that involves the adoption of a regulation,
policy, guideline, court resolution, or order.
Project/Regulation Name: Bid No. 2022-178 - Annual Contract for Emulsions -
Countvwide - Various Vendors - Per Unit Price and Discount from List Price
County Department:
PURCHASING
Contact Person: Melissa Lee, C.P.M., A.P.P
Phone Number for Contact Person: (817) 884-3245
Type of TIA Performed: SHORT TIA o FULL TIA. Circle one after answering the questions in
Sections II and III below.
I. Stated Purpose
Attach to this checklist an explanation of the purpose of the regulation, policy, guideline,
court resolution, or order.
Note: The remainder of this Takings Impact Assessment Checklist should
be completed in consultation with the Criminal District Attorney's Office.
II. Potential Effect on Private Real Property
1. Does the county action require a physical invasion, occupation, or dedication of real
property?
Yes
No J
2. Does the county action limit or restrict a real property right, even partially, or
temporarily?
Yes No
If you answered yes to either question, go to Section III. If you answered no to both, STOP
HERE and circle SHORT TIA at the top of the form.
*************************************************************************************************************
EXHIBIT C ERG
N.
UNITED BY SERVICE. DRIVEN BY SOLUTIONS.
October 17, 2024
Mr. Cornelius White
TPW Superintendent
City of Fort Worth
RE: CSS-1 H Pricing
Dear Mr. White,
Per our conversation, please find your pricing:
Product: CSS-1 H
Vol: 10,000 gals (est based on '24 usage)
Price: $2.85/gal — FOB (Saginaw, Texas Plant)
If you have any additional questions, please feel free to give me a call at your earliest convenience.
Sincerely,
Pat Coyle
Regional Sales Manager
Ergon Asphalt & Emulsions
Ergon Asphalt & Emulsions, Inc.
P.O. Box 1639
Jackson, MS 39215-1639
ergonasphalt.com
OVA :11:11a91
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor doing business with local governmental entity
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 Code, by a vendor who Date 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 local governmental entity not later
than the 7th business day after the date the vendor becomes aware of facts that require the statement to be
filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An
offense under this section is a misdemeanor.
jJ Name of vendor who has a business relationship with local governmental entity.
None
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/A
Name of Officer
J 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
CIO 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?
Yes FI 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?
71 Yes FX I 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.
N/A
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).
J Ergon Asphalt& Emulsions
PA'41-�Ckj 10/17/24
Signature of vendor doing business wifh the governmental entity Date
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021
CONFLICT OF INTEREST QUESTIONNAIRE
For vendor doing business with local governmental entity
Acomplete copy of Chapter 176 of the Local Government Code maybe found at http://www.statutes.legis.state.tx.us/
Docs/LG/htm/LG.176.htm. For easy reference, below are some of the sections cited on this form.
Local Government Code § 176.0010-a): "Business relationship" means a connection between two or more parties
based on commercial activity of one of the parties. The term does not include a connection based on:
(A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an
agency of a federal, state, or local governmental entity;
(B) a transaction conducted at a price and subject to terms available to the public; or
(C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and
that is subject to regular examination by, and reporting to, that agency.
Local Government Code § 176.003(a)(2)(A) and (B):
(a) A local government officer shall file a conflicts disclosure statement with respect to a vendor if:
(2) the vendor:
(A) has an employment or other business relationship with the local government officer or a
family member of the officer that results in the officer or family member receiving taxable
income, other than investment income, that exceeds $2,500 during the 12-month period
preceding the date that the officer becomes aware that
(i) a contract between the local governmental entity and vendor has been executed;
or
(ii) the local governmental entity is considering entering into a contract with the
vendor;
(B) has given to the local government officer or a family member of the officer one or more gifts
that have an aggregate value of more than $100 in the 12-month period preceding the date the
officer becomes aware that:
(i) a contract between the local governmental entity and vendor has been executed; or
(ii) the local governmental entity is considering entering into a contract with the vendor.
Local Government Code § 176.006(a) and (a-1)
(a) Avendor shall file a completed conflict of interest questionnaire if the vendor has a business relationship
with a local governmental entity and:
(1) has an employment or other business relationship with a local government officer of that local
governmental entity, or a family member of the officer, described by Section 176.003(a)(2)(A);
(2) has given a local government officer of that local governmental entity, or a family member of the
officer, one or more gifts with the aggregate value specified by Section 176.003(a)(2)(B), excluding any
gift described by Section 176.003(a-1); or
(3) has a family relationship with a local government officer of that local governmental entity.
(a-1) The completed conflict of interest questionnaire must be filed with the appropriate records administrator
not later than the seventh business day after the later of:
(1) the date that the vendor:
(A) begins discussions or negotiations to enter into a contract with the local governmental
entity; or
(B) submits to the local governmental entity an application, response to a request for proposals
or bids, correspondence, or another writing related to a potential contract with the local
governmental entity; or
(2) the date the vendor becomes aware:
(A) of an employment or other business relationship with a local government officer, or a
family member of the officer, described by Subsection (a);
(B) that the vendor has given one or more gifts described by Subsection (a); or
(C) of a family relationship with a local government officer.
Form provided by Texas Ethics Commission www.ethics.state.tx.us Revised 1/1/2021