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R-13-06-27-E10 - 6/27/2013RESOLUTION NO. R -13-06-27-E10 WHEREAS, the City of Round Rock has duly advertised for bids to purchase original equipment manufacturer automotive maintenance and repair parts and batteries for a portion of the City's fleet; and WHEREAS, Arnold Oil Company of Austin, LP has submitted the lowest responsible bid; and WHEREAS, the City Council wishes to accept the bid of Arnold Oil Company of Austin, LP, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Agreement for Purchase of Original Equipment Manufacturer Parts From Arnold Oil Company of Austin, LP, a copy of said Agreement being attached hereto as Exhibit "A" and incorporated herein. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 27th day of June, 2013. om/t,,- ALAN MCGRAW, Mayor City of Round Rock, Texas ATTEST: . UAL SARA L. WHITE, City Clerk O:\wdox\SCC1nts\0112\ 1304\MLTN1CIPAL\00276917.D0C EXHIBIT „A„ CITY OF ROUND ROCK AGREEMENT FOR. PURCHASE OF ORIGINAL EQUIPMENT MANUFACTURER PARTS FROM ARNOLD OIL COMPANY OF AUSTIN LP THE STATE OF TEXAS § CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS: § COUNTY OF WILLIAMSON § That this Agreement for Purchase of Original Equipment Manufacturer Parts (referred to herein as the "Agreement") is made and entered into on this the day of the month of , 2013, by and between the CITY OF ROUND ROCK, TEXAS, a home -rule municipality whose offices are located at 221 East Main Street, Round Rock, Texas 78664 (referred to herein as the "City"), and ARNOLD OIL COMPANY OF AUSTIN, LP whose offices are located at 1517 East 6th Street, Austin, Texas 78702 (referred to herein as the "Vendor'}). This Agreement supersedes and replaces any previous agreement between the named parties, whether oral or written, and whether or not established by custom and practice. RECITALS: WHEREAS, City desires to purchase original equipment manufacturer automotive maintenance and repair parts and batteries for a portion of City's fleet from Vendor; and WHEREAS, City has issued its "Invitation for Bid" for City to provide said automotive parts and batteries, and City has selected the Bid submitted by Vendor; and WHEREAS, the parties desire to enter into this Agreement to set forth in writing their respective rights, duties, and obligations; NOW, 1*I1EREFORE: WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: 1.01 DEFINITIONS A. Agreement means the binding legal contract between City and Vendor whereby City is obligated to buy specified goods and Vendor is obligated to sell specified goods. The Agreement includes the following : (a) City's Invitation for Bid designated as IFB 13-005, and 00272700,doNjmr Specification Number 060-71; (b) Vendor's Response to IFB; (c) the contract award; and (d) any exhibits, addenda, and/or amendments thereto, Any inconsistencies or conflicts in the contract documents shall be resolved by giving preference in the following order: (1) This Agreement; (2) Purchaser's Response to IFB; (3) City's Invitation for Bids, exhibits, and attachments. B. City means the City of Round Rock, Williamson and Travis Counties, Texas. C. Effective Date means the date upon which the binding signatures of both parties to this Agreement are affixed. D. Force Majeure means acts of God, strikes, lockouts, or other industrial disturbances, acts of the public enemy, orders of any kind from the government of the United States or the State of 'Texas or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government and the people, civil disturbances, explosions, or other causes not reasonably within the control of the party claiming such inability. E. Goods means the specified supplies, materials, commodities, or equipment. F. Purchase Order means an order placed by the Purchasing Department for the purchase of goods or services which, when written on City's standard Purchase Order form and when accepted by Vendor, becomes a contract. The Purchase Order is Vendor's authority to deliver and invoice City for goods or services specified, and is City's commitment to accept such goods or services for an agreed-upon price. G. Subcontractor means any person or business enterprise providing goods, labor, and/or services to Vendor if such goods, equipment, labor, and/or services are procured or used in fulfillment of Vendor's obligations arising from a contract with City. H. Vendor means Arnold Oil Company of Austin, LP or any of its successors or assigns. 2.01 EFFECTIVE DATE, DURATION, AND TERM A. This Agreement shall be effective on the date it has been signed by both parties hereto, and shall remain in full force and effect unless and until it expires by operation of the terra stated herein, or until terminated or extended as provided herein. 2 B. The initial term of this Agreement is for five (5) twelve-month periods from the effective date hereof. After that initial term, this Agreement may renew for two (2) successive periods of twelve (12) months each, only upon the express written agreement of both parties and only provided Vendor has performed each and every contractual obligation specified in this Agreement. C. Prices shall be firm for the duration of this Agreement and for any renewal periods. No separate line item charges shall be permitted for invoicing purposes, including but not limited to equipment rental, demurrage, costs associated with obtaining permits, or any other extraneous charges. City may permit "unit price' adjustments upwards only as a result of a cost increase in goods or services in accordance with the Producers Price Index located at http:l/ww-w.bis.goylppilppi dr.htm. Any price increase shall be requested by Vendor in writing and accompanied by the appropriate documentation to justify the requested increase. Vendor may offer price decreases in excess of the allowable percentage change. D. City reserves the right to review the relationship at any time, and may elect to terminate this Agreement with or without cause or may elect to continue. 3.01 CONTRACT DOCUMENTS AND EXHIBITS City selected Vendor as the integrator of choice to supply goods as outlined in 11713 13- 005, Specification Number 060-71, and Response to 1FB submitted by Vendor, all as specified in Exhibit "A" attached hereto and made a part hereof for all purposes. The intent of these documents is to formulate an Agreement listing the responsibilities of both parties as outlined in the IFB and as offered by Vendor in its Response to the IFB. The goods which are the subject matter of this Agreement are those goods, and only those goods, described under the heading "Chevrolet Sample Part List" and any corresponding goods listed under the heading "Alternate Part List" in Exhibit "A" and, together with this Agreement, comprise the total Agreement and they are fully a part of this Agreement as if repeated herein in full. 4.01 ITEMS AWARDED All bid items on Exhibit "A" are awarded to Vendor. 5.01 COSTS Bid costs listed on Exhibit "A" shall be the basis of any charges collected by Vendor. 6.01 INVOICES All invoices shall include, at a minimum, the following information; A. Name and address of Vendor; B. Purchase Order Number: C. Description and quantity of items received: and D. Delivery dates. 7.01 INTERLOCAL COOPERA'T'IVE CONTRACTING f PURCHASING Authority for local governments to contract with one another to perform certain governmental functions and services, including but not limited to purchasing functions, is granted under Government Code, Title 7, Chapter 791, Interlocal Cooperation Contracts, Subchapter B and Subchapter C, and Local Government Code, Title 8, Chapter 271, Subchapter F, Section 271.101 and Section 271.102. Other governmental entities within the State of Texas may be extended the opportunity to purchase off of the City's bid, with the consent and agreement of the successful vendor(s) and the City. Such agreement shall be conclusively inferred for the vendor from lack of exception to this clause in the vendor's response. However, all parties hereby expressly agree that the City is not an agent of, partner to, or representative of those outside agencies or entities and that the City is not obligated or liable for any action or debts that may arise out of such independently - negotiated "piggyback" procurements. 8.01 NON -APPROPRIATION AND FISCAL FUNDING This Agreement is a commitment of City's current revenues only. It is understood and agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year if the governing body of City does not appropriate funds sufficient to purchase the services as determined by City's budget for the fiscal year in question. City may effect such termination by giving Vendor a written notice of termination at the end of its then current fiscal year. 9.01 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Vendor will be made within thirty (30) days of the day on which City receives the performance, supplies, materials, equipment, and/or deliverables, or within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for the performance and/or deliverables or services, whichever is later. Vendor may charge interest on an overdue payment at the ``rate in effect" on September of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A... Texas 4 Government Code, Section 2251.025(b); however, this Policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Vendor, a contractor, subcontractor or supplier about the goods delivered or the service performed that cause the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Vendor and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or D. Invoices are not mailed to City in strict accordance with instructions, if any, on the purchase order or the Agreement or other such contractual agreement. 10.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability to Vendor if it is determined by City that gratuities or bribes in the form of entertainment, gifts, or otherwise were offered or given by Vendor or its agents or representatives to any City officer, employee or elected representative with respect to the performance of this Agreement. In addition, Vendor may be subject to penalties stated in Title 8 of the Texas Penal Code. 11.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 12.01 ORDERS PLACED WITH ALTERNATE N'ENDORS If Vendor cannot provide the goods as specified, City reserves the right and option to obtain the products from another supplier or suppliers. 13.01 INSURANCE Vendor shall meet all requirements as stated in the attached Invitation for Bid No. 13- 005, including all attachments and exhibits thereto, Vendor's bid response and Attachment A to this Agreement. 5 14.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Marshall Reynolds Fleet Operations Manager 221 East Main Street Round Rock, Texas 78664 512-218-5571 15.01 RIGHT TO ASSURANCE Whenever either party to this Agreement, in good faith, has reason to question the other party's intent to perform hereunder, then demand may be made to the other party for written assurance of the intent to perform. In the event that no written assurance is given within the reasonable time specified when demand is made, then and in that event the demanding party may treat such failure as an anticipatory repudiation of this Agreement. 16.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified goods. elsewhere, Vendor agrees that it may be charged the difference in cost, if any, and that it will not be considered in the re -advertisement of the service and that it may not be considered in future bids for the same type of work unless the scope of work is significantly changed. Vendor shall be declared in default of this Agreement if it does any of the following: A. Fails to make any payment in full when due; B. Fails to fully, timely and faithfully perfornl any of its material obligations under this Agreement; C. Fails to provide adequate assurance of performance under the "Right to Assurance" section herein; or D. Becomes insolvent or seeks relief under the bankruptcy laws of the united States. 17.01 TERMINATION AND SUSPENSION A. City has the right to terminate this Agreement, in whale or in part, for convenience and without cause, at any time upon thirty (30) days' written notice to Vendor. 6 B. In the event of any default by Vendor, City has the right to terminate this Agreement for cause, upon ten (10) days' written notice to Vendor. C. Vendor has the right to terminate this Agreement only for cause, that being in the event of a material and substantial breach by City, or by mutual agreement to terminate evidenced in writing by and between the parties. D. In the event City terminates under subsections (A) or (B) of this section, the following shall apply: Upon City's delivery of the referenced notice to Vendor, Vendor shall discontinue all services in connection with the performance of this Agreement and shall proceed to cancel promptly all existing orders and contracts insofar as such orders and contracts are chargeable to this Agreement. Within thirty (30) days after such notice of termination, Vendor shall submit a statement showing in detail the goods and/or services satisfactorily performed under this Agreement to the date of termination. City shall then pay Vendor that portion of the charges, if undisputed. The parties agree that Vendor is not entitled to compensation for services it would have performed under the remaining term of the Agreement except as provided herein. 18.01 INDEMNIFICATION Vendor shall defend (at the option of City), indemnify, and hold City, its successors, assigns, officers, employees and elected officials harmless from and against all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any and all other costs or fees arising out of, or incident to, concerning or resulting from the fault of Vendor, or Vendor's agents, employees or subcontractors, in the performance of Vendor's obligations under this Agreement, no matter how, or to whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or Vendor (including, but not limited to the right to seek contribution) against any third party who may be liable for an indemnified claim. 19.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES Vendor, its agents, employees and subcontractors shall use best efforts to comply with all applicable federal and state laws, the Charter and Ordinances of the City of Round Rock, as amended, and with all applicable rules and regulations promulgated by local, state and national boards, bureaus and agencies. 20.01 ASSIGNMENT AND DELEGATION The parties each hereby bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. Neither party shall assign, sublet or transfer any interest in this Agreement without prior written authorization of the other party. 7 21.01 NOTICES All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows: 1. When delivered personally to the recipient's address as stated in this Agreement; or 2. Three (3) days after being deposited in the United States mail, with postage prepaid to the recipient's address as stated in this Agreement. Notice to Vendor: Arnold Oil Company of Austin, LP 1617 East 6th Street Austin, TX 78702 Notice to City: Steve Norwood, City Manager 221 East Main Street AND TO: Round Rock, TX 78664 Stephan L. Sheets, City Attorney 309 East Main Street Round Rock, TX 78664 Nothing contained herein shall be construed to restrict the transmission of routine communications between representatives of City and Vendor. 22,01 APPLICABLE LAVA; ENFORCEMENT AND VENUE This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 23.01 EXCLUSIVE AGREEMENT This document, and all appended documents, constitutes the entire Agreement between Vendor and City. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing, duly authorized by action of the City Manager or City Council. 8 24.01 DISPUTE RESOLUTION City and Vendor hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding; under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 25.01 SEVERABILITY The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any void provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if this Agreement did not contain the particular portion or provision held to be void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Agreement from being void should a provision which is of the essence of this Agreement be determined void. 26.01 MISCELLANEOUS PROVISIONS Standard of Care. Vendor represents that it employs trained, experienced and competent persons to perform all of the services, responsibilities and duties specified herein and that such services, responsibilities and duties shall be performed in a manner according to generally accepted industry practices. Time is of the Essence. Vendor understands and agrees that time is of the essence and that any failure of Vendor to fulfill obligations for each portion of this Agreement within the agreed timeframes will constitute a material breach of this Agreement. Vendor shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Vendor's failure to perform in these circumstances, City may pursue any remedy available without waiver of any of City's additional legal rights or remedies. Force Majeure. Neither City nor Vendor shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible as defined herein. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. Multiple Counterparts. This Agreement may be executed in multiple counterparts, any one of which shall be considered an original of this document; and all of which, when taken together, shall constitute one and the same instrument. 9 IN WITNESS WHEREOF, City and Vendor have executed this Agreement on the dates indicated. City of Round Rock, 'Texas By: Printed Marne: Title: Date Signed: For City, Attest: Sara L. White, City Clerk For City, Approved as to Form: By: Stephan L. Sheets, City Attorney 10 Arnold Oil Company of Austin, LP By: Prin Tith Datc f� ' 0 A� " I [ ICATE F LIABILITY INSURAN E D"M INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH RESPECT TO WHICH THIS THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDEP, THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS AND CONDITIONS OF SUCH POLICIES. LIIATS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAMS, CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR I PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policyfts) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms PCLICYNUMSER and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu G1 such endorsementisl. PRODUCER FEDERATED MUTUAL INSURANCE COMPANY Cr CLIENT NT 7 CENTER GENERAL LIABILITY HOME OFFICE: P.O, BOX 328 :888-333-4949 Not 507-4464 64 i C M OWATONNA, MN 65660 EACH OCCURRENCE $1,@OO,000 INSURIERfM tffORDINO COVERAGe NAIC# INSURER A: FEDERATED SERVICE INSURANCE COMPANY 28304 INSURED 238407-1 INSURERS: M TO RENTEDCCMMERCUILGENERAI.LIA6IUTY S1OO,OCO ARNOLD OIL COMPANY OF AUSTIN LP ATTN ASHLEE ARNOLD INSURER C: INSURER 1617 EAST 6TH STREET IN5URERE: AUSTIN, TX 73702-3307 DISURER F: PERSCHALBADVINJURY $1,000,000 A COVERAGES CERTIFICATE NUMBER: 143 REVISION NUMBER: 0 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELCH! HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIIATS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAMS, I TYPE OFI'?ISMNCE PCLICYNUMSER Y - LWITS GENERAL LIABILITY EACH OCCURRENCE $1,@OO,000 706130120)13 M TO RENTEDCCMMERCUILGENERAI.LIA6IUTY S1OO,OCO CAIMS-MArE XT OC:UR MED EXP (Any eme peed EXCLUDED PERSCHALBADVINJURY $1,000,000 A N N 9171042 0630/2012 GENERAL AGGREGATE S2,0W,0W GENLAGGREGATELCAITAPPUESPER PFRCAUCTS -COMPOCWAOG S2,0M,000 X POLICY PR - LOC AUTOMOBILE X LIABILITY ANY AUTO MEIN O StN ,LE LIMIT S1,G0D,000 r 1 I 9CDILY MJURY (Per person) A AosNLD TSULE� utUTO N N 9171042 0613012012 06)3D/2013 SCDILY INJURY (Perardlanq HIREC AUTOS AUTOS NON -OWNED , fiY AMAII X UMBRELLA LiAB EACH OCCURRENCE $6,000,000 A EXCESS UAB N1OCCUR CLAIMS -MADE N N 9034588 0619012D12 06130/2013 ACCREGATE $6,000,000 DrD I I RETENTKXR WCRKERSCOMPENSATION AND EMPLOYERS' LIABILITY Y TpTU T LI!AiTS E.L EACH ACCIDENT ANY PROFRIET0APARTNeA*XECUTIVE CMCER"EMBER EXCLUCED? IMeAdatory In NH) N/ A El DISEASE - EA EMPLOYEE - Ir s, describe t nder p RIP TION OF OPERATIONS CSF7a� E,L D-SEA5E - PCiL'.CY lUA'T DESCR'PTION CF OFERATIONSI LOCATIONS 1VE11ICLE5 IAifa:hACOR7101, Addilawl Reman/ S Acdule. 1 marespre is rMuYed1 238-407-1 1430 CITY OF ROJND ROCK SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 221 E MAIN ST THE EXPIRATION DATE THEREOF, NOTICE MLL BE DELIVERED IN ROUND ROCK TX 78664-5299 ACCORDANCE WITH THE POLICY PROVISIONS. AUNORVEDRENESENIATIVE ,--" @ 1988.2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2D16105) The ACORD name and logo are registered marks of ACORD MUN D ROCK. TFX t5 EXHIBIT "A„ CITY OF ROUND ROCK INSURANCE REQUIREMENTS DATED: JULY 2611 agents, representatives. volunteers, employees or subcontractors. 1.1. Certificates of Insurance and endorsemerts shall be furnished to the City and approved by the City before work commences. 1.2 The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Workers Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City. 1.3.5. Policies shall include, but not be limited to, the following minimum Emits: 1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for each occurrence. 1.3.53. Automobile Liability Insurance for all owned, non -owned, and hired vehicles with minimum limits for Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and Property Damage Minimum limits of $50,000.00 for each occurrence. 1.3.5.4. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.3.6. Coverage shall be maintained for two years minimum after the termination of the Agreement. 1 A. The City shall be entit'ed, upon request, and without expense to receive copies of insurance policies and all endorsements thereto and may make reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding either of the parties hereto or the underwriter of any of such policies). Upon such request by the City. the Vendor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the requirements of the solicitation specification and the insurance endorsements stated below. Page 1 of 4 �N[iUND ROCK TEUS DATED: JULY 2011 1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following provisions: 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendors insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insureds, (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days' notice to the City of cancellation, non -renewal, or material changes. 1.5.4. Remove ail language on the certificate of insurance indicating: 1.5.4.1. That the insurance company or agentlbroker shall endeavor to notify the City; and, 1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 1:5.5. Provide for notice to the City at the addresses listed below by registered mail. 1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for Injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that e'.1 provisions of the agreement concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, solicitation number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall notify the City in the event of any change in coverage and shall give such notices not less than thirty days prior notice to the change, which notice shall be accomplished by a replacement Certificate of Insurance. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City Attorney City of Round Rock City of Round Rock 221 East Main 309 East Main Round Rock, TX 78664-5299 Round Rock, TX 78664 2. WORKERS COMPENSATION INSURANCE 2.1. Texas Labor Code. Section 406,098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.1.2. Duration of the project - includes the time from the beginning of the work on the project until the CONTRACTOR'S/person's work on the project has been completed and accepted by the OWNER. 22. Persons providing services on the project ("subcontractor) in Section 406.096 — includes all persons or entities performing all or part of the services the CONTRACTOR has undertaken to perform on the project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner - Page 2 of 4 '"iaotryd ecxrc rte i....arw �awnn rrarr�u,it DATED: JULY 2411 operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. `Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 2.3. The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the CONTRACTOR providing services on the project, for the duration of the project. 2.4. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being awarded the agreement. 2.5. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends during the duration of the project, the CONTRACTOR shall, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 2.6, The CONTRACTOR shall obtain from each person providing services on a project, and provide to the OWNER: 2.6.1 a certificate of coverage, prior to that person beginning work on the project, so the OWNER will have on file certificates of coverage showing coverage for all persons providing services on the project, and 2.6.2. no later than seven (7) calendar days after receipt by the CONTRACTOR, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.7. The CONTRACTOR shall retain all required certificates of coverage for the duration of the project and for one (1) year thereafter_ 2.8. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery, within ten (10) calendar days after the CONTRACTOR knew or should have known, or any change that materially affects the provision of coverage of any person providing services on the project. 2.9. The CONTRACTOR shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.10. The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a project, to: 2.10.1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.10.2. provide to the CONTRACTOR, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project, for the duration of the project; 2.10.3. provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage. if the coverage period shown on the current certificate of coverage ends during the duration of the project; Page3of4 'RCdJND ROCK, TEXAS M44\TF YW"Y CR.TN illll DATED; JULY 2011 2.14.3.1. obtain from each other person with whom it contracts, and provide to the CONTRACTOR: 2.10.3.1.1. a certificate of coverage, prior to the other person beginning work on the project; and 2.10.31.2. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the currert certificate of coverage ends during the duration of the project 2.10.3.2. retain all required certificates of coverage on file for the duration & the project and for one (1) year thereafter; 2.10.3.3. notify the OWNER in writing by certified mail or personal delivery, within ten (10) calendar days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 2.10.3.4. contractually require each person with whom it contracts, to perform as required by paragraphs (2.1 thru 2.7), with the certificates of coverage to be provided to the person for whom they are providing services. 2.10,3.5. By signing the solicitation associated with the specification, or providing, or causing to be provided a certificate of coverage, the Contractor is representing to the Owner that all employees of the Contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the Commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the Contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. 2.10.3.6. The Contractor's failure to comply with any of these provisions is a breach of contract by the Contractor that entities the Owner to declare the agreement void if the Contractor does not remedy the breach within ten (10) calendar days after receipt of notice of breach from the owner. Page 4 of 4 -R0USU ft(X_K. Tf.VS BID FORM PURCHASING DEPARTMENT 221 E. Main Street • Round Rock, Texas 78664-5299 Solicitation Number: #13-005 OEM Part # Description Tax ID Number. I -- . G�� Y(o Solicitation Name: OEM Ford and Chevrolet 2 Mark Up j /` Business Name: rri0 replacement parts C ASSEMBLY; COOLING FAN ) r 4- v7-&3 Address: Opening Date: February 19, 2013 9W7Z-7000-CRM ASSEMBLY; REMAN jj r P,& id Address: Opening Time: On or Before 3;00 PM CST Z TRANSMISSION A � ' k- 2 Contact. Opening Location: City of Round Rack Uj z CAP; OVERDRIVE BUTTON City Hall Telephone: 7 2,21 E. Main Street Round Rock, � 13 COMPRESSOR; A/C T%7Door* Entity Type: 5 FD4616 FILTER; FUEL 106 & UP 6.0TER 1`4 r efo- L Eg rt1 L 114, Cc:r-, lr Gr 3 E-mail, HOW DID YOU HEARAMOWTHIS ❑ Newspaper ff ws Website DE -mail Announcement ❑ ESBO ❑ otter SOUCITATION7 FIRSTTIME Is YOUR BUSINESS RESPONDING TO ❑yes No REGisimmWITH Yes ❑ No Registerat: raundrock:exas.gav/Vendor[entral THE CrrYi VIDWOR CENMALi The followiniz lists are only a sampling= of harts to be Purchased. ***if you are quoting an approved alternate as specified in the Solicitation Document Part III, Section 4.1 please note the alternate in the Alternate Part List at the end of this document. FORD SAMPLE PART LIST (if the unit of measure is NOTone (1) each, please note pke.lbox with auantity_enclosedl Item OEM Part # Description Quantity UOM Unit Price Mark Up Extended Price Z 1W1Z-SC607-AA ASSEMBLY; COOLING FAN v7-&3 90'7,63 2 9W7Z-7000-CRM ASSEMBLY; REMAN jj r P,& id TRANSMISSION h 3 F2UZ 7A214 -CA CAP; OVERDRIVE BUTTON 4 AU2Z-19V703-AC COMPRESSOR; A/C 5 FD4616 FILTER; FUEL 106 & UP 6.0TER / lr Gr 3 3- 3 ( r [ 6 4W7Z-13008-ACP HEADLAMP; LEFT SIDE 98 — S@�� EXHIBIT „A„ FORD SAMPLE PART LIST CONTINUED It# OEM Part# Descripdon Quantity UOM Unit Price Mark Up Extended ded 7 4W7Z-13008-BCP UP DLAMP; RIGHT SIDE 98 - ( jf� llGl ! 8 3W1Z-2LS27-AA KIT; BRAKE CALIPER PIN (e �L( 9 6F2Z-1A193-D STRAP TIRE PRESS SENSOR f r 10 BRS0931 —'10 CV FRONT r 1l f L(3 49 25 24233099 $�E3 `rl t 11 D813Z-4241-C PIN; AXLE KEEPER � j 12 F75Z-6730-BA PLUG; FORD OIL DRAIN St f 13 6W7Z-5423208- REGULATOR; 06' --11' C.V, ��- 28 AA RIF WINDOW 14 6 Z-5423209- AA REGULATOR; LIF WINDOW r 15 1C3Z-1016-DA RIM 19.5" (00 F-460) 16 3W7Z-1 V125 --AA ROTOR; 03 C.V. REAR 17 3WIZ-1125-AA ROTOR; 03 — 2010 CV FRONT 18 6F2Z-1A189-A SENSOR; TIRE PRESSURE a J AIR 19 6WIZ-4234-A SHAFT; AXLE 20 SL'IZ-14529-AA �ND�DRIVERSIDE 21 7W7Z-1007-CCP WHEEL; 17- C.V. STEEL , Minimum order quantities and minimum delivery quantities will not be permitted. CHEVROLET SAMPLE PART LIST (If the unit of measure Is NoT one (1) each. Please note oke. /box with -quantity enciosedi Item OEM Part # Description Quantity UOM Unit Pace Mark Up E� ceed 22 19178801 BRAKE REAR KIT (01 CHEV. TAHOE ( W, Jt ! 5. 23 17D834M PAD, '01 TAHOE REAR BRAKE,CJ go 24 1701367MHPV PAD;'11 TAHOE FRONT BRAKE 25 24233099 PLUG; DRAIN PAN TRANSMISSION 26 BD126032 ROTOR; REAR (01 CHEV. TAHOE 5.31.) 27 18A2661 ROTOR;'11 TAHOE FRONT BRAKE 28 20923680 STEM; SENSOR W%VALVE + Minimum order quantities and minimum delivery quantities will not be permitted. Do you offer a Payment Discount? 5No ❑ Yes If yes, please Indicate payment discount: Confirm Delivery within 2 hours of order placement? Yes Q No (Please note, delivery schedule shall be pre -approved by the City's Authorized Representative) If no, please indicate delivery schedule: ALTERNATE PART LIST: (PLEASE ATTACH ADDITIONAL PAGES AS NEEDED) PA,T- Rem # Part # REPLACEMENT PART BRAND AND Description or Explanation Quantity UOM Unit Price Mark up Extended price GJ I)NF1-3 tj Ty Cj.� ' TyC- rv; 1 ,� 10 D if j 4 VP S t lv�l�inf it [ �,i F7o� 4 7301-M lvonlilrpk rA P v �'� �'—f�`�i'�r}1'!1(! �UYr`t4ti♦ �OI'�I�3 l ��-�f �i ��(1 W 2 LU (9 cl LU Q 2 u Q By the signature hereon affixed, the Respondent hereby certifies that neither the respondent not the entity represented by the respondent, or anyone acting for such entity has violated the antitrust taws of this Stant, codified in Section 15.01 at seq., Taxes Business and Commerce Code, or the Federal antitrust taws, nor communicated directly or Indirectly, the response made to any competitor or any other person engaged in such line of business. Further, by signI ng and submilling this response the Respondent aduno.Medges: That they have read and fully understand the solicitation and accept all terms and conditions set forth herein. The respondent is not currently delinquent in the payment of any debt owed to the City. Seated response envelope shall be dearly marked with solicitation name, solicitation number and name of responding entity. The agreement or purchase order resulting from this solicitation may qua*, for Interlocal or Cooperative Contracting (Piggybacking) per the terms ouiined in Part L Al d,of this solicitation_ If applicable, do you agree to'piggybaW purchasing from other govemmentai agencies? ❑ Yes 0 No Response shall include one (1) signed original and three (3) copies of response. Printed Name Failure to sign response will disqualify response. �J fu,theo ' ed Signature 4-13 Date a Minimum order quantities and minimum delivery quantities will not be permitted. Do you offer a Payment Discount? Q No ❑ Yes If yes, please indicate payment discount: • Confirm Delivery within 2 hours of order placement? Yes ❑ No (Please note, delivery schedule shall be pre -approved by the Uty'sAuthorked Representative) If no, please indicate delivery schedule: ALTERNATE PART LIST: (PLEASE ATTACH ADDITIONAL PAGES AS NEEDED)�- Item # Pact REPLACEMENT PART BRAND AND Description or Explanation Quantity UOM Unit Price Mark up Extended price �.r 1 w th cl O z bd U By the signature hereon affixed, the Respondent hereby cerWes that neither line respondent nor the entity represented by the respondent, or anyone acting for such entity has violated the antitrust laws of this State, codified In Section 15,01 at seq., Texas Business and Commerce Code, or lire Federal antitrust laws, nor communicated directly or indirectly, the response made to any competitor or any other person engaged In such line of business. Further, by signing and submitting this response the Respondent acknowledges: That they have read and fully understand the solidu tion and accept all terms and conditions set forth herein. The respondent b not currently delinquent in the payment of any debt owed to the City. Seated response envelope shall be clearly marked with solicitation name, solicitation number and name of responding entity. The agreement or purchase order resulting from fts. solicitation may qualify for Inter -local or Cooperative Contracting (Piggybacking) per the terms outlined in Part 1, 1104 of this solicitation. If applicable, do you agree to `piggyback' purchasing from other governmental agencies? Yes � No Response shall include one (1) signed original and three (3) copies of response. L661—azl fu--ayf Pfinted Name Failure to sign response will disqualify response. OWL, 0 -! Auth6hkeltl Signature Date SOLICITATION NUMBER 13 -WS SPECIFICATION NUMBER 060-71; 060-72 ATTACHMENT A RESPONDENT'S REFERENCE SHEET PLEASE COMPLETE AND RETURN THIS FORM WITH THE SOLICITATION RESPONSE SOLICITATION NUMBER:- ip RESPONDENT'S NAME: nodNIf �� L� DATE:. 0-1113 _ l Provide the name, address, e-mail address, telephone number and point of contact of at least three (3) firms comparable to Municipal and/or Government projects that have utilized similar service within the last two (2) years. City of Round Rock references are not applicable. References may be checked prior to award. Any negative responses received may resultin disqualification of solicitation. 1. Company's Name Name of Contact Tide of Contact . , r ., E -Mail Address :'yi � h►�'ri ! �%ia Present Address p City, State, Zip Code 06 �- Telephone Number 7 Fax dumber: ( rt#m ) Its m 2. Company's Name L 01,vri>... f'vrr-h4 5 Name of Contact JG tc Title of Contact E -Mail Address r � ' 0-- Ct t M4 V5 Present Address A- City, State, Zip Code t 4,r, -+ I -e I � ` hh 3 0 Telephone Number wo jy -fir ` ax Number: ( ##w amov 3. Company's Name 6-kk ff U;Je R S- Name of Contact ('L .I "f Al (A Iear _ Tide of Contact r-ih;. c4L' # j E -Mail Address ,, ttCcr k.� i, Citi(r-tc. U Present Address G 'G � . co ,,— City, State, Zip Code U11M Ae•1e TL -Y '7 Telephone Number ( ) iii a?0 r SS U vat- Fax Number: ( pisiowi) Noss ii FAILURE TO PROVIDE THE REQUIRED INFORMATION WITH THE SOLICITATION RESPONSE MAY AUTOMATICALLY DISQUALIFY THE RESPONSE FROM CONSIDERATION FOR AWARD. 90f SCUCrrATtOM NUMBER tomos SPECIFICATICIN HUMBER osoai; osari CITY OF ROUND ROCK ,11,GINAL INVITATION FOR BID OEM FORD AND CHEVROLET REPLACEMENT PARTS PART GENERAL 1. PURPOSE: The City of Round Rock, herein after `City", seeks an agreement with a qualified Individual, Firm or Corporation, hereafter referred to as `Respondent", to supply and deliver Original Equipment Manufacturer (OEM) Ford and Chevrolet replacement parts for the City's fleet. 1.1. It is the City's preference to award a single contract for Ford DEM parts, and a single contract for Chevrolet OEM parts. 2. DEFINITIONS, TERMS AND CONDITIONS: By submitting a response to this solicitation, the Respondent agrees that the City's standard Definitions, Terms and Conditions, In effect at the time of release of the solicitation, shall govern unless specifically provided otherwise in a separate agreement or on the face of a purchase order. Said Definitions, Terms and Conditions are subject to change without notice. It Is the sole responsibility of respondents to stay apprised of changes. The City's Definitions, Terms and Conditions can be obtained from the City's website httn.11www.roundrocktexas.govlhomefindex. asp?pa Qe=463. 2.1. Any exception to or additional terms and conditions attached to the response will not be considered unless respondent specifically references them on the front of the Solicitation Document. WARNING: Exception to or additional terms and conditions may result in disqualification of the response. 3. INS41RANCE: The Respondent shall meet or exceed ALL insurance requirements set forth by the Insurance Requirements as identified on the City's website at h, tti2lhvww.roundrocktexas.croylhomel;ndex.asp?page=463. 4. ATTACHMENTS: Attachments A through B are herein made a part of this solicitation: 4.1. Attachment A: Reference Sheet 4.2. Attachment l3: Price Sheet/ gid Sheet 5. CLARIFICATION: For questions or clarifications of specifications, you may contact Deborah Knutson Purchasing Department City of Round Rock Telephone: 512-218-5466 dknutson@roundrocktexas.gov The individual listed above may be contacted by telephone or visited for clarification of the specifications only. No authority Is Intended or implied that specifications may be amended or alterations accepted prior to solicitation opening without written approval of the City of Round Rock through the Purchasing Department. I of 9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060.71; OW72 6. REQUIREMENTS. The opening of a solicitation shall not be construed as the City's acceptance of such as qualified and responsive. Respondents qualifications shall be as follows: 6.1. Be firms, corporations, individuals or partnerships normally engaged in the sale and distribution of commodity or provision of the services as specified herein. 6.2. Have adequate organization, facilities, equipment and personnel to ensure prompt and efficient service to the Clty. 6.3. In order to assure the City does not encounter shipping delays, service delays or other unforeseen problems that can occur with out -of -area or foreign vendors, respondent shall be located within: 1f 60 Miles from Round Rock, Texas 78681 ❑ 120 Miles from Round Rock, Texas 78681 ❑ United States 6.4. Respondent warrants and agrees that all materials supplied herein shall be manufactured and produced in compliance with the laws, regulations, codes, terms, standards, and requirements of Underwriters Laboratories Incorporated, all Federal, State, and local authorities, ,and all other authorities having jurisdiction, and that performance of goods shall be in accordance with the above laws, regulations, codes, terms, standards, and requirements, and agrees upon request, to furnish the City a certificate of compliance upon request. 6.5. Provide the name, address, telephone number and E-MAIL of at least three (3) firms comparable to Municipal and/or Government projects that have utilized similar service within the last two (2) years. City of Round Rock references are not applicable. References may be checked prior to award. Any negative responses received may result in disqualification of submittal. MOTE: REFERENCE FORM (ATTACHMENTA) PROVIDED. E-MAIL, ADDRESSES ARE REQUIRED. 7. BEST VALUE E1/ALUATION AND CRITERIA: All solicitations received may be evaluated based on the best value for the City. 7.1. In determining best value, the City may consider: 7.1.1. Purchase price; 7.1.2. Reputation of Respondent and of Respondent's goods and services; 7.1.3. Quality of the Respondent's goods and services; 7.1.4. The extent to which the goods and services meet the City's needs; 7.1.5. Respondent's past relationship with the City; 7.1.6. The total long-term cost to the City to acquire the Respondent's goods or services; 7.1.7. Any relevant criteria specifically listed in the solicitation. 7.2. The City reserves the right to reject any oral responses, or to accept any response deemed most advantageous, or to waive any irregularities or informalities in the response received that best serves the interest and at the sole discretion of the City. tors SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 8. AGREEMENT TERM: The terms of the awarded agreement shall include: 8.1. An initial term of the resulting agreement shall be three (3) consecutive twelve (12) month periods from the effective date. The agreement may be renewed for two (2) additional periods of time, not to exceed twelve (12) months each, provided both parties agree in writing prior to the expiration of the current term. 8.2. The City's right to review the respondents' performance at the end of each twelve (12) month period and cancel all or part of the agreement(s) or continue the agreement(s) through the next period. 13,3. Notice if the respondent fails to perform its duties in a reasonable and competent manner. The City shat give written notice the respondent of the deficiencies and the respondent shall have thirty (30) days to correct such deficiencies. If the respondent fails to correct the deficiencies with the thirty (30) days, the City may terminate the agreement by giving the respondent written notice of termination and the reason for the termination. 8.4. A termination clause. If the agreement is terminated, for any reason, the respondent shall tum over all records, to include but not be limited to the following: records of repairs, services, deliveries, and replacement parts, to the City within fifteen (15) working days after completion of duties contained In the agreement. S. 'RICE INCREASE OR DECREASE: Unit prices quoted shall remain firm for the first twelve (12) month period of the Contract -Apace increase or decrease to the agreement may be considered based on the following: 9.1. To the extent applicable to thls solicitation the Successful Respondent may submit a request for pricing adjustment subjed to approval by the City. The request must show just -cause substantiating an adjustment in the form of an affidavit or certified statement from a supplier documenting the reason for increase. The requested adjustment must be for goods or services and may in no way represent an increase in the Successful Respondent's overhead. 9.2. PROCEDURE TO REQUEST INCREASE OR OFFER DECREASE. 9.2.1. Mail the price increase request to the designated City Contract Specialist a minimum of 120 days prier to each renewal period. Vendor shall supply supporting documentation as justification for each request. City of Round Rock Purchasing Department ATTN: Contract Specialist 221 E. Main Street Round Rocky Texas 78684-5299 9.2.2. Upon receipt of the request, the City reserves the right to either: accept the escalation as supported by supplier's documentation and make change to the purchase order within 30 days of the request, negotiate with the vendor or cancel the agreement or purchase order if an Agreement cannot be reached on the value of the increase. 10. AWARD: The City reserves the right to enter into an Agreement or a Purchase Order with a single award, split awards, non -award, or use any combination that best serves the interest and at the sole discretion of the City. Award announcement will be made upon City Council approval of staff recommendation and executed agreement. Award announcement will appear on the City's website at htta://www.roundrocktexas.govihomerndex.asp?page=463. 11. ACCEPTANCE: Acceptance inspection and tests should not take more than three (3) working days. The vendor will be notified within this time frame if the goods delivered is not In full compliance with the specifications. If any agreement or purchase order is canceled for non-acceptance, the needed good may be purchased elsewhere and the vendor may be charged full increase, if any, in cost and handling. 3 of 9 SOLICITATION VJMBER 13 -ODS SPECIFICATION NJMBER 060 71; 090-72 12. PROMPT PAYMENT POUCY: Payments will be made in accordance with the Texas Prompt Payment Law, Texas Government Code, Subtitle F, Chapter 2251. The City will pay Vendor within thirty days after the acceptance of the supplies, materials, equipment, or the day on which the performance of services was completed or the day, on which the City receives a correct invoice for the supplies, materials, equipment or services, whichever is tater. The Vendor may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made In accordance with this prompt payment policy; however, this policy does not apply to payments made by the City in the event: 12.1. There is a bona fide dispute between the City and Vendor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 12.2. The terms of a federal agreement, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or 12.3. The is a bona fide dispute between the Vendor and a subcontractor or between a subcontractor and Its suppliers concerning supplies, material, or equipment delivered or the services performed which caused the payment to be late; or 12.4. The Invoice Is not mated to the City in strict accordance with instructions, if any, on the purchase order or agreement or other such contractual agreement. 13. NON APPROPRIATION: The resulting Agreement is a commitment of the City's current revenues only, It is understood" agreed the City shall have the right to terminate the Agreement at the end of any City fiscal year if the governing body of the City does not appropriate funds sufficient to purchase the estimated yearly quantities, as determined by the City's budget for the fiscal year in question. The City may effect such termination by giving Vendor a written notice of termination at the end of its then current fiscal year. 14. INTERLOCAL COOPERATIVE CONTRACTING (PIGGYBACK): Other governmental entitles may be extended the opportunity to purchase off of the City's Agreements, with the consent and agreement of the awarded vendors) and the City. Such consent and agreement shall be conclusively inferred from lack of exception to this clause in a Respondent's submittal. However, all parties indicate their understanding and hereby expressly agree that the City is not an agent of, partner to, or representative of those outside agencies or entities and that the City is not obligated or liable for any action or debts that may arise out of such independently -negotiated *piggyback" procurements. PART II SCHEDULE 1. SOLICITATION SCHEDULE: It is the City's intention to comply with the following solicitation timeline: 1.1. Solicitation released January 31, 2013 1.2. Deadline for questions February 11, 2013 1.3. City responses to all questions or addendums February 13, 2013 1A. Responses for solicitation due at or before 3:00 PM February 19, 2013 All questions regarding the solicitation shall be submitted in writing at or before 5:00 PM on the due date noted in Section 1.2. Acopy ofall the questions submitted and the City's response to the questions shall be posted on our webpage, http:Ihvww.roundrocktexas.gov/homer ndex.asp?page=463. 4o(9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060.71; 060-72 Questions shall be submitted to the City contact named In PART 1. The City reserves the right to modify these dates. Notice of date change will be posted to the Citys website. **********************SOLICITATION ****SOLICITATION UPDATES**'k'F*A***************** 2. SOLICITATION UPDATES: Respondents shall be responsible for monitoring the City's website at _http,f vrww,roundrocktexes.aovlhomelindex.asa?naae=463 for any updates pertaining to the solicitation described herein. Various updates may include addendums, cancelations, notifications, and any other pertinent information necessary for the submission of a correct and accurate response, The City will not be held responsible for any further communication beyond updating the website. 3. RESPONSE DUE DATE: Signed and sealed responses are due at or before 3:40 PM, on the date noted above to the Purchasing Department. Mail or carry seated responses to: City of Round Rock Purchasing department 221 E. Main Street Round Rock, Texas 78664-5299 3.1. Responses received after this time and date shall not be considered. 3.2. Sealed responses shall be cdeady marked on the outside of packaging with the Solicitation title. number, due date and "DO NOT OPEN". 3,3. Facsimile or electronically transmitted responses are not acceptable. 3.4. Late responses will be returned to Respondent unopened if return address is provided, 3.5. Responses cannot be altered or amended after opening. 3.6. No response can be withdrawn after opening without written approval from the City for an acceptable reason. 3.7. The City will not be bound by any oral statement or offer made contrary to the written specifications. 4. POST AWARD MEETING: The City and Respondent shall have a post award meeting to discuss. but not be limited to the following: 4.1. Provide City contacts) information for implementation of agreement. 4.2. Agreement terms and conditions. 4.3. Identify specific milestones, goals and strategies to meet objectives. PART III SPECIFICATIONS 1. SCOPE OF WORK: To supply and deliver Original Equipment Manufacturer (OEM) Ford and Chevrolet replacement parts on an "as needed" basis for the City of Round Rock Fleet Maintenance Facility. The City's fleet currently consists of approximately 94% Ford vehicles, and 6% Chevrolet vehicles, however, due to the Police Departments increase in Chevrolet purchases, these percentages will change slightly. 5Of9 SOLICITATION HUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 1.1. All services performed under the agreement will be supervised and verified by the City's authorized representative: Marshall Reynolds Fleet Operations Manager Phone 0 812-218-5571 1.2. Successful Respondent must be a manufacturer's authorized dealer for parts. 2. FACILfTY QUALIFICATIONS: Successful Respondent shall be currently operating out of a commercial facility which is open and accessible to City personnel, without prior notice, during normal business hours. This facility shall be open a minimum of eight consecutive hours, anytime between 7:00 am and 5:00 pm. 2.1. The City reserves the right to inspect respondent's physical facilities and delivery fleet prior to award to satisfy questions regarding respondent's capability to perform services and furnish goods. 3. STAFFING QUALIFICATIONS: Successful Respondent shall have an assigned account representative to ensure cusIlorner satisfaction and assist with any problems. Successful Respondent's employees shall be knowledgeable in the product lines and be able to assist with transactions. 4. P Ir4QDUCT: All materials and repair parts shall be new, except core components on renewed assembCies. Used, shopworn, demonstrator, prototype, and discontinued parts or materials are not acceptable. Repair parts shall be OEM parts. 4.1. If OEM parts are not available: Motorcraft parts will be considered an acceptable substitution for Ford OEM parts. AC Delco or General Motors OEM parts will be considered acceptable substitutions for Chevrolet OEM parts. 4.2. Material Safety Data Sheets (MSDS) shall be made available upon request. 4.3. Successful Respondent shall notify the City's authorized representative of recall notices, warranty replacements, safety notices, or any applicable notice regarding the parts being sold. 5. ORIJER QUANTijf,MEiHAU: No guarantee of any minimum or maximum purchase is made or implied. The City wHI only order the goods needed to satisfy operating requirements. 5.1. A City representative will contact the Successful Respondent by a -mail, fax, or telephone to place an order for parts. The request will include the part numbers, parts description, delivery requirements, and a unique delivery order number. 5.2. A minimum order quantity will not be permitted. 5.3. Backordered parts shall be delivered within five (5) working days. The Successful Respondent shall notify the ordering City representative by telephone immediately to advise when the part will be available. If the Successful Respondent cannot provide the backordered part within five (5) working days, the City reserves the right to purchase the part on the open market. 5.4- The Successfid Respondent shag provide, upon request, a monthly/quarterly/yearly total of all parts purchased by the City. The report shall include date purchased, invoice number, part number, part description, price per part, and total dollar amount for all parts purchased. 6or9 SOUCTATION NUMBER 13 -NS SPECIFICATION NUMBER 060.71: 060.72 6. SHIPPING: All shipments shall be FOS (Freight on Board) destination: Fleet Maintenance 801 Luther Peterson Place, Round Rock, Texas 78664 6.1. All parts shall be shipped complete unless: arrangements for partial shipments are made in advance, 6.2. All parts shipped shall include a shipping ticket showing the description of each item, quantity and unit price, 6.5. Goods shall be received between the hours of 8:00 am to 5:00 pm Monday through Friday. Ahi shipments shall be coordinated with a City authorized representative. 6.4. Items which are not normally stocked and for which shipping charges are required for delivery, the shipping charges shall be prepaid and added to each invoice. . 7. t1E _.LIVERY: Some of the City's fleet vehicles are in use for emergency response. The Successful Respondent shall render prompt service and delivery to assist with the continuous operation and prompt return to service of the City`s fleet vehicles. All goods shall be delivered to: Fleet Maintenance 901 Luther Peterson Place, Round Rock, Texas 78664 7.9. Aft parts shall be delivered complete unless arrangements for partial deliveries are made in advance. 7.2. All parts delivered shall include a delivery ticket showing the description of each item, quantity and unit price. 7.3. Delivery shall be available between the hours of 8:00 am to 5:00 pm Monday through Friday. 7.4. All goods shall be received and signed for by a City authorized representative upon delivery. 7.5. Goods shad be delivered within two (2) hours from the time order is placed. Exceptions may be considered upon preapproval by the City's Authorized Representative. 7.6. No additional delivery costs are permitted. Transportation costs shall be included in the markup price, 7,7. No Fuel surcharges cr mileage charges shall be permitted. Transportation costs shall be included in the markup price. 7.8. A minimum delivery quantity will not be permitted. 8. RICING Unit prices quoted shall remain firm for the first twelve (12) month period of the Contract and shall not include federal or state sales, excise, and use tax. The unit prices shall be the jobber's prices. Markup percentages % shall be Inclusive of defnrery, overhead costs, payroll costs and transportation charges, 9. RETURNS: The City of Round Rock reserves the right to return items as needed. Successful Respondent will be responsible for issuing all return credits, to include any shipping charges If necessary, for returns due to Incorrect orders, damaged items or obsolescence. Successful Respondent must have a return policy that roll assist in preventing obsolescence. Successful Respondent shall buy back, at original purchase price, all unused items purchased under this agreement that are declared surplus or that are no longer required by the City. Restocking charges are not acceptable and will not be authorized for payment 7or9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 06Q-71; 460-72 10. WARRANTY: All goods shall be warranted against defects in material and workmanship for a period of not less than twelve (12) months beginning with the date of installation of part as evidenced by the City's work order. If the manufacturer's standard warranty exceeds twelve (12) months, then the manufacturer's standard warranty shall be in effect The Successful Respondent shall furnish a copy of the manufacturer's warranty at time of delivery. PART IV RESPONSE REQUIREMENTS The City of Round Rock makes no warranty that this checklist is a full comprehensive listing of every requirement specified In the solicitation. This list is only a tool to assist participating Respondents In compiling their final responses. Respondents are encouraged to carefully read the entire solicitation. Respondent shall submit one (1) executed (signed) original and three (3) copies of each response. For your bid to be responsive, all required attachments identified below shall be submitted with your proposal. The Samples and/or copies shall be provided at the Respondent's expense, and shall become the property of the City. 1. Responses shall be submitted on itemized, signed Solicitation Document provided herein. Failure to itemize or sign solicitation may resu0t in disqualification. Submission of responses on forms other that the City's Solicitation Document may result in disqualification of the response. 2. In the event of errors in extension pricing, unit pricess shall govern. 3. AttachmentA; Reference sheet shalt include the name, address, active telephone number and valid e-mail address of at least three (3) firms applicable to Municipal and Goverment projects that have utilized similar services within the last two (2) years. CONFIDENTIALITY OF CONTENT; All documents submitted in response to a solicitation shall be subject to the Texas Public information Act. Following an award, responses are subject to release as public information unless the response or specific parts of the response can be shown to be exempt from the Texas Public Information Act. Pricing is not considered to be confidential under any circumstances. • Information in a submittal that is legally protected as a trade secret or othenvise confidential must be clearly indicated with stamped, bold red letters stating "CONFIDENTIAL" on that section of the document. The City will not be responsible for any public disclosure of confidential information if it is not clearly marked as such. If a request is made under the Texas Public Information Act to inspect information designated as confidential, the Respondent shall, upon request from the City, furnish sufficient written reasons and information as to why the information should be protected from disclosure. The matter will then be presented to the Attorney General of Texas for final determination. 8 or S City of Round Rock ROUND ROCK, TEXAS vuAwa� wsion rxosrvam Agenda Item Summary Agenda Number: E.10 Title: Consider a resolution authorizing the Mayor to execute an Agreement with Arnold Oil Co. of Austin, LP for OEM Chevrolet Replacement Parts. Type: Resolution Governing Body: City Council Agenda Date: 6/27/2013 Dept Director: Chad McDowell, General Services, Director Cost: $0.00 Indexes: Attachments: Resolution, Exhibit A Text of Legislative File 13-449 The City desires to purchase original equipment manufacturer automotive maintenanance and repair parts and batteries for a portion of City's fleet. City issued an inivtation for Bid on February 13, 2013 and selected the Bid submitted by vendor. This item does not obligate the City to expend any money. No guarantee of any minimum or maximum purchase is made or implied. The City will only order the good needed to satisfy operating requirements. The agreement only locks in the pricing for parts for an initial term of five twelve-month periods with the option to renew for two successive periods of twelve -months. Staff recommends approval City of Round Rock Page 1 Printed on 612512013 < } ( } ( ( � [ � ( EXECUIED ORIGINAL ( [ DOCUMENmS � [ � ( . ( � \ ( � ( { { � { � ( ( { � 1 � LLO\&/ ( [ . \ � ( � ( : [ ( � ( / } \ CITY OF ROUND ROCK AGREEMENT FOR PURCHASE OF ORIGINAL EQUIPMENT MANUFACTURER PARTS FROM ARNOLD OIL COMPANY OF AUSTIN, LP THE STATE OF TEXAS § CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § That this Agreement for Purchase of Original Equipment Manufa turer Parts (referred to herein as the "Agreement") is made and entered into on this the Z30 day of the month of Vt.e-, , 2013, by and between the CITY OF ROUND ROCK, TEXAS, a home -rule municipality whose offices are located at 221 East Main Street, Round Rock, Texas 78664 (referred to herein as the "City"), and ARNOLD OIL COMPANY OF AUSTIN, LP whose offices are located at 1617 East 6th Street, Austin, Texas 78702 (referred to herein as the "Vendor"). This Agreement supersedes and replaces any previous agreement between the named parties, whether oral or written, and whether or not established by custom and practice. RECITALS: WHEREAS, City desires to purchase original equipment manufacturer automotive maintenance and repair parts and batteries for a portion of City's fleet from Vendor; and WHEREAS, City has issued its "Invitation for Bid" for City to provide said automotive parts and batteries, and City has selected the Bid submitted by Vendor; and WHEREAS, the parties desire to enter into this Agreement to set forth in writing their respective rights, duties, and obligations; NOW, THEREFORE: WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: 1.01 DEFINITIONS A. Agreement means the binding legal contract between City and Vendor whereby City is obligated to buy specified goods and Vendor is obligated to sell specified goods. The Agreement includes the following: (a) City's Invitation for Bid designated as IFB 13-005, and 00272700.doc/jmr Specification Number 060-71; (b) Vendor's Response to IFB; (c) the contract award; and (d) any exhibits, addenda, and/or amendments thereto. Any inconsistencies or conflicts in the contract documents shall be resolved by giving preference in the following order: (1) This Agreement; (2) Purchaser's Response to IFB; (3) City's Invitation for Bids, exhibits, and attachments. B. City means the City of Round Rock, Williamson and Travis Counties, Texas. C. Effective Date means the date upon which the binding signatures of both parties to this Agreement are affixed. D. Force Majeure means acts of God, strikes, lockouts, or other industrial disturbances, acts of the public enemy, orders of any kind from the government of the United States or the State of Texas or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government and the people, civil disturbances, explosions, or other causes not reasonably within the control of the party claiming such inability. E. Goods means the specified supplies, materials, commodities, or equipment. F. Purchase Order means an order placed by the Purchasing Department for the purchase of goods or services which, when written on City's standard Purchase Order form and when accepted by. Vendor, becomes a contract. The Purchase Order is Vendor's authority to deliver and invoice City for goods or services specified, and is City's commitment to accept such goods or services for an agreed-upon price. G. Subcontractor means any person or business enterprise providing goods, labor, and/or services to Vendor if such goods, equipment, labor, and/or services are procured or used in fulfillment of Vendor's obligations arising from a contract with City. H. Vendor means Arnold Oil Company of Austin, LP or any of its successors or assigns. 2.01 EFFECTIVE DATE, DURATION, AND TERM A. This Agreement shall be effective on the date it has been signed by both parties hereto, and shall remain in full force and effect unless and until it expires by operation of the term stated herein, or until terminated or extended as provided herein. 14 B. The initial term of this Agreement is for five (5) twelve-month periods from the effective date hereof. After that initial term, this Agreement may renew for two (2) successive periods of twelve (12) months each, only upon the express written agreement of both parties and only provided Vendor has performed each and every contractual obligation specified in this Agreement. C. Prices shall be firm for the duration of this Agreement and for any renewal periods. No separate line item charges shall be permitted for invoicing purposes, including but not limited to equipment rental, demurrage, costs associated with obtaining permits, or any other extraneous charges. City may permit "unit price" adjustments upwards only as a result of a cost increase in goods or services in accordance with the Producers Price Index located at http://www.bls.gov/ppi/ppi dr.htm. Any price increase shall be requested by Vendor in writing and accompanied by the appropriate documentation to justify the requested increase. Vendor may offer price decreases in excess of the allowable percentage change. D. City reserves the right to review the relationship at any time, and may elect to terminate this Agreement with or without cause or may elect to continue. 3.01 CONTRACT DOCUMENTS AND EXHIBITS City selected Vendor as the integrator of choice to supply goods as outlined in IFB 13- 005, Specification Number 060-71, and Response to IFB submitted by Vendor, all as specified in Exhibit "A" attached hereto and made a part hereof for all purposes. The intent of these documents is to formulate an Agreement listing the responsibilities of both parties as outlined in the IFB and as offered by Vendor in its Response to the IFB. The goods which are the subject matter of this Agreement are those goods, and only those goods, described under the heading "Chevrolet Sample Part List" and any corresponding goods listed under the heading "Alternate Part List" in Exhibit "A" and, together with this Agreement, comprise the total Agreement and they are fully a part of this Agreement as if repeated herein in full. 4.01 ITEMS AWARDED All bid items on Exhibit "A" are awarded to Vendor. 5.01 COSTS Bid costs listed on Exhibit "A" shall be the basis of any charges collected by Vendor. 6.01 INVOICES All invoices shall include, at a minimum, the following information: A. Name and address of Vendor; B. Purchase Order Number; C. Description and quantity of items received; and D. Delivery dates. 7.01 INTERLOCAL COOPERATIVE CONTRACTING / PURCHASING Authority for local governments to contract with one another to perform certain governmental functions and services, including but not limited to purchasing functions, is granted under Government Code, Title 7, Chapter 791, Interlocal Cooperation Contracts, Subchapter B and Subchapter C, and Local Government Code, Title 8, Chapter 271, Subchapter F, Section 271.101 and Section 271.102. Other governmental entities within the State of Texas may be extended the opportunity to purchase off of the City's bid, with the consent and agreement of the successful vendor(s) and the City. Such agreement shall be conclusively inferred for the vendor from lack of exception to this clause in the vendor's response. However, all parties hereby expressly agree that the City is not an agent of, partner to, or representative of those outside agencies or entities and that the City is not obligated or liable for any action or debts that may arise out of such independently - negotiated "piggyback" procurements. 8.01 NON -APPROPRIATION AND FISCAL FUNDING This Agreement is a commitment of City's current revenues only. It is understood and agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year if the governing body of City does not appropriate funds sufficient to purchase the services as determined by City's budget for the fiscal year in question. City may effect such termination by giving Vendor a written notice of termination at the end of its then current fiscal year. 9.01 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Vendor will be made within thirty (30) days of the day on which City receives the performance, supplies, materials, equipment, and/or deliverables, or within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for the performance and/or deliverables or services, whichever is later. Vendor may charge interest on an overdue payment at the "rate in effect" on September 1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas 4 Government Code, Section 2251.025(b); however, this Policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Vendor, a contractor, subcontractor or supplier about the goods delivered or the service performed that cause the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Vendor and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or D. Invoices are not mailed to City in strict accordance with instructions, if any, on the purchase order or the Agreement or other such contractual agreement. 10.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability to Vendor if it is determined by City that gratuities or bribes in the form of entertainment, gifts, or otherwise were offered or given by Vendor or its agents or representatives to any City officer, employee or elected representative with respect to the performance of this Agreement. In addition, Vendor may be subject to penalties stated in Title 8 of the Texas Penal Code. 11.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 12.01 ORDERS PLACED WITH ALTERNATE VENDORS If Vendor cannot provide the goods as specified, City reserves the right and option to obtain the products from another supplier or suppliers. 13.01 INSURANCE Vendor shall meet all requirements as stated in the attached Invitation for Bid No. 13- 005, including all attachments and exhibits thereto, Vendor's bid response and Attachment A to this Agreement. 5 14.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Marshall Reynolds Fleet Operations Manager 221 East Main Street Round Rock, Texas 78664 512-218-5571 15.01 RIGHT TO ASSURANCE Whenever either party to this Agreement, in good faith, has reason to question the other party's intent to perform hereunder, then demand may be made to the other party for written assurance of the intent to perform. In the event that no written assurance is given within the reasonable time specified when demand is made, then and in that event the demanding party may treat such failure as an anticipatory repudiation of this Agreement. 16.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified goods elsewhere, Vendor agrees that it may be charged the difference in cost, if any, and that it will not be considered in the re -advertisement of the service and that it may not be considered in future bids for the same type of work unless the scope of work is significantly changed. Vendor shall be declared in default of this Agreement if it does any of the following: A. Fails to make any payment in full when due; B. Fails to fully, timely and faithfully perform any of its material obligations under this Agreement; C. Fails to provide adequate assurance of performance under the "Right to Assurance" section herein; or D. Becomes insolvent or seeks relief under the bankruptcy laws of the United States. 17.01 TERMINATION AND SUSPENSION A. City has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon thirty (30) days' written notice to Vendor. 0 B. In the event of any default by Vendor, City has the right to terminate this Agreement for cause, upon ten (10) days' written notice to Vendor. C. Vendor has the right to terminate this Agreement only for cause, that being in the event of a material and substantial breach by City, or by mutual agreement to terminate evidenced in writing by and between the parties. D. In the event City terminates under subsections (A) or (B) of this section, the following shall apply: Upon City's delivery of the referenced notice to Vendor, Vendor shall discontinue all services in connection with the performance of this Agreement and shall proceed to cancel promptly all existing orders and contracts insofar as such orders and contracts are chargeable to this Agreement. Within thirty (30) days after such notice of termination, Vendor shall submit a statement showing in detail the goods and/or services satisfactorily performed under this Agreement to the date of termination. City shall then pay Vendor that portion of the charges, if undisputed. The parties agree that Vendor is not entitled to compensation for services it would have performed under the remaining term of the Agreement except as provided herein. 18.01 INDEMNIFICATION Vendor shall defend (at the option of City), indemnify, and hold City, its successors, assigns, officers, employees and elected officials harmless from and against all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any and all other costs or fees arising out of, or incident to, concerning or resulting from the fault of Vendor, or Vendor's agents, employees or subcontractors, in the performance of Vendor's obligations under this Agreement, no matter how, or to whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or Vendor (including, but not limited to the right to seek contribution) against any third party who may be liable for an indemnified claim. 19.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES Vendor, its agents, employees and subcontractors shall use best efforts to comply with all applicable federal and state laws, the Charter and Ordinances of the City of Round Rock, as amended, and with all applicable rules and regulations promulgated by local, state and national boards, bureaus and agencies. 20.01 ASSIGNMENT AND DELEGATION The parties each hereby bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. Neither party shall assign, sublet or transfer any interest in this Agreement without prior written authorization of the other party. 7 21.01 NOTICES All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows: 1. When delivered personally to the recipient's address as stated in this Agreement; or 2. Three (3) days after being deposited in the United States mail, with postage prepaid to the recipient's address as stated in this Agreement. Notice to Vendor: Arnold Oil Company of Austin, LP 1617 East 6th Street Austin, TX 78702 Notice to City: Steve Norwood, City Manager 221 East Main Street AND TO: Round Rock, TX 78664 Stephan L. Sheets, City Attorney 309 East Main Street Round Rock, TX 78664 Nothing contained herein shall be construed to restrict the transmission of routine communications between representatives of City and Vendor. 22.01 APPLICABLE LAW; ENFORCEMENT AND VENUE This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 23.01 EXCLUSIVE AGREEMENT This document, and all appended documents, constitutes the entire Agreement between Vendor and City. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing, duly authorized by action of the City Manager or City Council. 8 24.01 DISPUTE RESOLUTION City and Vendor hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 25.01 SEVERABILITY The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any void provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if this Agreement did not contain the particular portion or provision held to be void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Agreement from being void should a provision which is of the essence of this Agreement be determined void. 26.01 MISCELLANEOUS PROVISIONS Standard of Care. Vendor represents that it employs trained, experienced and competent persons to perform all of the services, responsibilities and duties specified herein and that such services, responsibilities and duties shall be performed in a manner according to generally accepted industry practices. Time is of the Essence. Vendor understands and agrees that time is of the essence and that any failure of Vendor to fulfill obligations for each portion of this Agreement within the agreed timeframes will constitute a material breach of this Agreement. Vendor shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Vendor's failure to perform in these circumstances, City may pursue any remedy available without waiver of any of City's additional legal rights or remedies. Force Majeure. Neither City nor Vendor shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible as defined herein. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. Multiple Counterparts. This Agreement may be executed in multiple counterparts, any one of which shall be considered an original of this document; and all of which, when taken together, shall constitute one and the same instrument. N IN WITNESS WHEREOF, City and Vendor have executed this Agreement on the dates indicated. City of Round Rock, Texas By: Printed Title: Date Si For City, Attest: By:_ i Sara L. White, City Clerk For City pproved a to Form: By: Ath 4StephaSheets, City Attorney 10 Arnold Oil Company of Austin, LP By: Prin Titl( Dat( le-, A CERTIFICATE OF LIABILITY INSURANCE °"� THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder POLICY NUMBER PRODUCER FEDERATED MUTUAL INSURANCE COMPANY HOME OFFICE: P.O. BOX 328 C C7 CLIENT CONTACT CENTER LIMITS ralo. Ext)p 888-333-4949 Nol& 507-446-4664 US ss,CLIENTCONTACTCENTER FEDINS.COM OWATONNA, MN 55060 LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FX OCCUR INSURERS AFFORDING COVERAGE NAIC # N 9171042 INSURER A: FEDERATED SERVICE INSURANCE COMPANY 28304 06/30/2013 EACH OCCURRENCE $1,000,000 INSURED 238-407-1 INSURER B: MED EXP (My one person) EXCLUDED ARNOLD OIL COMPANY OF AUSTIN LP ATTN ASHLEE ARNOLD PERSONAL & ADV INJURY $1,000,000 INSURER C: INSURER D: 1617 EAST 6TH STREET GEN'L AUSTIN, TX 78702-3307 INSURER E: A INSURER F: 1.VYCKAUt0 GtK I IrR:A I t NUMBER: 143 RFVlsinN NIIMRFR- n THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TYPE OF INSURANCE R POLICY NUMBER I Y F Y XPYY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FX OCCUR N N 9171042 06/30/2012 06/30/2013 EACH OCCURRENCE $1,000,000 DAMAGEPREMISEO RENTED a $100,000 MED EXP (My one person) EXCLUDED PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: 1POLICY PR El LOC PRODUCTS - COMP/OP AGG $2,000,000 A AUTOMOBILE LIABILITY X ANY AUTO ALL AUTOS NED SAUTOS CHEDULED HIREDATOS NON -OWNED ATOS N 9171042 06/30/2012 06/30/2013 OMBINED SINGLE LIMIT a ccident $1,000,000 BODILY BODILY INJURY (Per person) BODILY INJURY (Per accident) Y AMAGE PEcd PROR]ent er aas A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE N N 9034588 06/30/2012 06/30/2013 EACH OCCURRENCE $6,000,000 AGGREGATE $6,000,000 DED I I RETENTION WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A yyC S LAMIT��}}S ER TORY E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L DISEASE -POLICY LIMIT DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) 238107-1 CITY OF ROUND ROCK 221 E MAIN ST ROUND ROCK, TX 78664-5299 ACORD 25 (2010/05) 1430 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 01988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Attachment DATED: JULY 2011 J!R�I�ND�RQCK TEXAS A W. F&WO l PROSPERITY. CITY OF ROUND ROCK INSURANCE REQUIREMENTS 1. INSURANCE: The Vendor shall procure and maintain at its sole cost and expense for the duration of the agreement or purchase order resulting from a response to the Solicitation/Specification insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work as a result of the solicitation by the successful respondent its agents, representatives, volunteers, employees or subcontractors 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City. 1.3.5. Policies shall include, but not be limited to, the following minimum limits: 1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for each occurrence. 1.3.5.3. Automobile Liability Insurance for all owned, non -owned, and hired vehicles with minimum limits for Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and Property Damage Minimum limits of $50,000.00 for each occurrence. 1.3.5.4. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.3.6. Coverage shall be maintained for two years minimum after the termination of the Agreement. 1.4. The City shall be entitled, upon request, and without expense to receive copies of insurance policies and all endorsements thereto and may make reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the requirements of the solicitation specification and the insurance endorsements stated below. Page 1 of 4 J!R(���NDOKTEXAS M PASSION PROSKRITY DATED: JULY 2011 1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following provisions: 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insured's, (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days' notice to the City of cancellation, non -renewal, or material changes. 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1. That the insurance company or agent/broker shall endeavor to notify the City; and, 1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 1.5.5. Provide for notice to the City at the addresses listed below by registered mail: 1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of the agreement concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, solicitation number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall notify the City in the event of any change in coverage and shall give such notices not less than thirty days prior notice to the change, which notice shall be accomplished by a replacement Certificate of Insurance. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City Attorney City of Round Rock City of Round Rock 221 East Main 309 East Main Round Rock, TX 78664-5299 Round Rock, TX 78664 2. WORKERS COMPENSATION INSURANCE 2.1. Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.1.2. Duration of the project - includes the time from the beginning of the work on the project until the CONTRACTOR'S/person's work on the project has been completed and accepted by the OWNER. 2.2. Persons providing services on the project ("subcontractor") in Section 406.096 — includes all persons or entities performing all or part of the services the CONTRACTOR has undertaken to perform on the project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner - Page 2 of 4 RMDMCK TEXAS UUM PROSPERITY. DATED: JULY 2011 operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 2.3. The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the CONTRACTOR providing services on the project, for the duration of the project. 2.4. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being awarded the agreement. 2.5. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends during the duration of the project, the CONTRACTOR shall, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 2.6. The CONTRACTOR shall obtain from each person providing services on a project, and provide to the OWNER: 2.6.1. a certificate of coverage, prior to that person beginning work on the project, so the OWNER will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2.6.2. no later than seven (7) calendar days after receipt by the CONTRACTOR, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.7. The CONTRACTOR shall retain all required certificates of coverage for the duration of the project and for one (1) year thereafter. 2.8. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery, within ten (10) calendar days after the CONTRACTOR knew or should have known, or any change that materially affects the provision of coverage of any person providing services on the project. 2.9. The CONTRACTOR shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.10. The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a project, to: 2.10.1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.10.2. provide to the CONTRACTOR, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project, for the duration of the project; 2.10.3. provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; Page 3 of 4 !ROUND ROCK. TEXAS PURPOSE. P0.NW PROSPERITY. DATED: JULY 2011 2.10.3.1. obtain from each other person with whom it contracts, and provide to the CONTRACTOR: 2.10.3.1.1. a certificate of coverage, prior to the other person beginning work on the project; and 2.10.3.1.2. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project 2.10.3.2. retain all required certificates of coverage on file for the duration of the project and for one (1) year thereafter; 2.10.3.3. notify the OWNER in writing by certified mail or personal delivery, within ten (10) calendar days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 2.10.3.4. contractually require each person with whom it contracts, to perform as required by paragraphs (2.1 thru 2.7), with the certificates of coverage to be provided to the person for whom they are providing services. 2.10.3.5. By signing the solicitation associated with the specification, or providing, or causing to be provided a certificate of coverage, the Contractor is representing to the Owner that all employees of the Contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the Commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the Contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. 2.10.3.6. The Contractor's failure to comply with any of these provisions is a breach of contract by the Contractor that entitles the Owner to declare the agreement void if the Contractor does not remedy the breach within ten (10) calendar days after receipt of notice of breach from the owner. Page 4 of 4 r rQUCK.TLX, S s s•k�.n�raur BIDFORM PURCHASING DEPARTMENT 221 E. Main Street - Round Rock, Texas 78664-5299 Solicitation Number: #13-005 Solicitation Name: Opening Date: Opening Time: Opening Location: HOW DID YOU HEAR ABOUT THIS SOLICITATION? OEM Ford and Chevrolet replacement parts February 19, 2013 On or Before 3:00 PM CST City of Round Rock City Hall 221 E. Main Street Round Rock, TX 78664 Tax ID Number:dvoi Y_ Description rArlo �� 01 f 61,1040-L, Business Name: Unit Price Address: Extended primo Address: I (�i i'1 5 ASSEMBLY; COOLING FAN AV S V ?00 '- Contact: Lp7.63 Telephone: 1 e,,- Or, 1",, 6 —71/0 Entity Type: E-mail: [ ❑ Newspaper dGti/s Website [:]E-mail Announcement ❑ ESBD ❑ Other FIRST E ❑ YOUR BUSINESS RESPONDING TO Yes D NO REGISTERED EGISTERED WITHttt ,✓ Yes E) No Register at: roundrocktexas.gov/VendorCentral ,��� � THE CITY? VENDOR CENTRAL? The following; lists are only a sampling of parts to be purchased. *** If you are quoting an approved alternate as specified in the Solicitation Document Part III, Section 4.1 please note the alternate in the Alternate Part List at the end of this document. FORD SAMPLE PART LIST (if the unit of measure is NOT one (1) each, please note ake. /box with quantity enclosed) Item # OEM Part # Description Quantity UOM Unit Price Mark Up Extended primo 1 1W1Z-8C607 AA ASSEMBLY; COOLING FAN Lp7.63 2n7,63 2 9W7Z-7000-CRM ASSEMBLY; REMAN [ TRANSMISSION fav 9 i� 3 F2UZ 7A214 -CA CAP; OVERDRIVE BUTTON 4 AU2Z49V703-AC COMPRESSOR; A/C 6 FD4616 (06 & UP 6.0 l y3, 0- LEITER) 6 1 4W7Z-13008-ACP HEADLAMP; LEFT SIDE 98 — S Pe- EXHIBIT A FORD SAMPLE PART LIST CONTINUED Item OEM Part # Description Quantity UOM Unit Price Mark Up Extended Price 7 4W7Z-13008-BCP HEADLAMP; RIGHT SIDE 98 - UP St!r ,iii 22 19178801 8 3W1Z-21-527-AA KIT; BRAKE CALIPER PIN p� % (ee Ali - i9 5.3L) 9 6F2Z-1A193-D STRAP E PRESS SENSOR 23 17D834M PAD;'01 TAHOE REAR BRAKE 10 BRSD931 PAD; '03 -'10 CV FRONTBRAKE 24 17D1367MHPV I l� I (� , / 3 ' / 11 08BZ4241-C PIN; AXLE KEEPER 24233099 PLUG; DRAIN PAN TRANSMISSION r �� 3 , 3 3 7 26 BD126032 ROTOR; REAR (01 CHEV. TAHOE J �� J 5� 12 F75Z-6730-BA PLUG; FORD OIL DRAIN 5-cc� 27 13 6W7Z-5423208- REGULATOR; 06' -11' C.V. 28 20923680 STEM; SENSOR W/VALVE AA RIF WINDOW I' e 14 6W7Z-5423209- REGULATOR; L/F WINDOW r c 15 1C3Z-1015-DA RIM 19.5" (00 F-450) ho �h;a 16 3W7Z-1V125 AA ROTOR; 03 C.V. REAR 5"�, Sa , 17 3W1Z-1125-AA ROTOR; 03 - 2010 CV FRONT 18 6F2Z-1A189-A SENSOR; TIRE PRESSURE AIR 19 6W1Z-4234-A SHAFT; AXLE 20 5L1Z-14529-AA SWITCH; DRIVER SIDE WINDOW STZ' Ai, 21 7W7Z-1007-CCP WHEEL; 17" C.V. STEEL ^ � d • Minimum order quantities and minimum delivery quantities will not be permitted. CHEVROLET SAMPLE PART LIST (if the unit of measure is NOT one (1) each, please note nke. /box with quantity enclosed) Item # OEM Part # Description Quantity UOM Unit Price Mark Up Extended Price 22 19178801 BRAKE REAR KIT (01 CHEV. TAHOE ( p� % 5.3L) 23 17D834M PAD;'01 TAHOE REAR BRAKE -3 � j ?� , FQ 24 17D1367MHPV PAD;'11 TAHOE FRONT BRAKE QO Y6� oo 25 24233099 PLUG; DRAIN PAN TRANSMISSION 3 , 3 3 7 26 BD126032 ROTOR; REAR (01 CHEV. TAHOE J �� J 5� 53L)t� 27 1BA2661 ROTOR;'11TAHOE FRONT BRAKE 28 20923680 STEM; SENSOR W/VALVE I' e • Minimum order quantities and minimum delivery quantities will not be permitted. Do you offer a Payment Discount? rn( No [:],Yes If yes, please indicate payment discount: • Confirm Delivery within 2 hours of order placement? Yes [] No (Please note, delivery schedule shall be pre -approved by the City's Authorized Representative) If no, please indicate delivery schedule: ALTERNATE PART LIST: (PLEASE ATTACH ADDITIONAL PAGES AS NEEDED) '04-&—r_ 1-f �- Item # Part # REPLACEMENT PART BRAND AND Description orExplanation Quantity UOM Unit Price Mark up Extended price I IV I Z 41P7- r%r4L 4 I �/ 9�• Y T y �- av- �-1- krf �Cg�iq0 G2– a lief tf 490 Qarftl,fl� �^ c a F7C9-4 735-i3 on 4-,k Ola -0c)"7 I �r 7� S^•7� i rA I �a 9��-I�fsa-f1} pm�titi.40(-32-3 wt'. do„V �ti:t-r� l By the signature hereon affixed, the Respondent hereby certifies that neither the respondent nor the entity represented by the respondent, or anyone acting for such entity has violated the antitrust laws of this State, codified in Section 15.01 at seq., Texas Business and Commerce Code, or the Federal antitrust laws, nor communicated directly or indirectly, the response made to any competitor or any other person engaged In such tine of business. Further, by signing and submitting this response the Respondent acknowledges.- That cknowledges: That they have read and fully understand the solicitation and accept all terms and conditions set forth herein. The respondent is not currently delinquent in the payment of any debt owed to the City. Sealed response envelope shall be clearly marked with solicitation name, solicitation number and name of responding entity. The agreement or purchase order resulting from this solicitation may qualify for interlocal or Cooperative Contracting (Piggybacking) per the terms outlined in Part 1. !14 of this solicitation. If applicable, do you agree to `piggyback" purchasing from other governmental agencies? ❑ Yes W No Response shall include one (1) signed original and three (3) copies of response. 1206 r-qjz t( --1Z11- ! Printed Name Failure to sign response will disqualify response. w,/U— AuthdVizid Signature Date • Minimum order quantities and minimum delivery quantities will not be permitted. • Do you offer a Payment Discount? 171 No [] Yes If yes, please indicate payment discount: • Confirm Delivery within 2 hours of order placement? 4 Yes D No (Please note, delivery schedule shall be pre -approved by the City's Authorized Representative) If no, please indicate delivery schedule: ALTERNATE PART LIST: (PLEASE ATTACH ADDITIONAL PAGES AS NEEDED) 4-6 r- � p T �- Item # Part # REPLACEMENT PART BRAND AND Description or Explanation quantity UOM Unit Price Mark up Extended price a �t�f I 3`fr7k 3 Y -V By the signature hereon affixed, the Respondent hereby certifies that neither the respondent nor the entity represented by the respondent, or anyone seting for such entity has violated the antitrust laws of this State, codified in Section 15.01 et seq., Texas Business and Commerce Code, or the Federal antitrust laws, nor communicated directly or indirectly, the response made to any competitor or any other person engaged in such One of business. Further, by signing and submitting this response the Respondent acknowledges: That they have read and fully understand the solicitation and accept all terms and conditions set forth herein. The respondent is not currently delinquent in the payment of any debt owed to the City. Sealed response envelope shall be dearly marked with solicitation name, solicitation number and name of responding entity. The agreement or purchase order resulting from this solicitation may qualify for Inter -local or Cooperative Contracting (Piggybacking) per the terns outlined in Part 1. #14 of this solicitation. if applicable, do you agree to'piggybade purchasing from other governmental agencies? ElYes LU No Response shall include one (1) signed original and three (3) copies of response. Z0('F-(i2 rfz'0y1< P nted Name Failure to sign response will disqualify response. OWL, �- 4 17 Auth&'keld Signature Date SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 ATTACHMENT A RESPONDENT'S REFERENCE SHEET PLEASE COMPLETE AND RETURN THIS FORM WITH THE SOLICITATION RESPONSE SOLICITATION NUMBER: RESPONDENT'S NAME: Provide the name, address, e-mail address, telephone number and point of contact of at least three (3) firms comparable to Municipal and/or Government projects that have utilized similar service within the last two (2) years. City of Round Rock references are not applicable. References may be checked prior to award. Any negative responses received may result in disqualification of solicitation. 1. Company's Name , of Uh Name of Contact h ti �tia Title of Contact E -Mail Address Ma err; Present Address Igo City, State, Zip Code f %$ --x-- Telephone - Telephone Number ( ) i 5j�-5W- 17 Fax Number: (kmm#) 2. Company's Name Name of Contact 'J611 d(e- C Tile of Contact V E -Mail Address C A6 dw • , et fvw (, , V S Present Address a t'( y( I)r• City, State, Zip Code eti✓ �r r - 0C `7 0 D Telephone Number () 0 ax Number. ( 11111) r11 3. Company's Name ntc4u;s'ie r S� Name of Contact Ul _ � � �,� ylq c jtek,- Title of Contact E -Mail Address Present Address GP14 i4 Cri City, State, Zip Code L4/I-v2e-re 9V, 7-y -7 } 3i Telephone Number ( ) s 7 (6 - . -0 vaa- Fax Number. ( FAILURE TO PROVIDE THE REQUIRED INFORMATION WITH THE SOLICITATION RESPONSE MAY AUTOMATICALLY DISQUALIFY THE RESPONSE FROM CONSIDERATION FOR AWARD. 9 Off) SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 ORIGINAL CITY OF ROUND ROCK INVITATION FOR BID OEM FORD AND CHEVROLET REPLACEMENT PARTS PART I GENERAL 1. PURPOSE: The City of Round Rock, herein after "City, seeks an agreement with a qualified Individual, Firm or Corporation, hereafter referred to as "Respondent", to supply and deliver Original Equipment Manufacturer (OEM) Ford and Chevrolet replacement parts for the City's fleet. 1.1. It is the Citys preference to award a single contract for Ford OEM parts, and a single contract for Chevrolet OEM parts. 2. DEFINITIONS, TERMS AND CONDITIONS: By submitting a response to this solicitation, the Respondent agrees that the City's standard Definitions, Terms and Conditions, in effect at the time of release of the solicitation, shall govern unless specifically provided otherwise in a separate agreement or on the face of a purchase order. Said Definitions, Terms and Conditions are subject to change without notice. It is the sole responsibility of respondents to stay apprised of changes. The City's Definitions, Terms and Conditions can be obtained from the City's website hftp:/lwww.roundrocktexas.gov/homerndex.asp?page=463. 2.1. Any exception to or additional terms and conditions attached to the response will not be considered unless respondent specifically references them on the front of the Solicitation Document WARNING: Exception to or additional terms and conditions may result in disqualification of the response. 3. INSURANCE: The Respondent shall meet or exceed ALL insurance requirements set forth by the Insurance Requirements as identified on the City's website at http:/ANww.roundrocktexas.aov/home/index.as p?paae=463. 4. ATTACHMENTS: Attachments A through B are herein made a part of this solicitation: 4.1. Attadunent A. Reference Sheet 4.2. Attachment B: Price Sheet / Bid Sheet S. CLARIFICATION: For questions or clarifications of specifications, you may contact: Deborah Knutson Purchasing Department City of Round Rock Telephone: 512-218-5456 dknutson@roundrocktexas.gov The individual listed above may be contacted by telephone or visited for clarification of the specifications only_ No authority is intended or implied that specifications may be amended or alterations accepted prior to solicitation opening without written approval of the City of Round Rock through the Purchasing Department. 1 of 9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 06072 6. REQUIREMENTS: The opening of a solicitation shall not be construed as the City's acceptance of such as qualified and responsive. Respondents qualifications shall be as follows: 6.1. Be firms, corporations, individuals or partnerships normally engaged in the sale and distribution of commodity or provision of the services as specified herein. 6.2. Have adequate organization, facilities, equipment and personnel to ensure prompt and efficient service to the City. 6.3. In order to assure the City does not encounter shipping delays, service delays or other unforeseen problems that can occur with out -of -area or foreign vendors, respondent shall be located within: ff60 Miles from Round Rock, Texas 78681 ❑ 120 Miles from Round Rock, Texas 78681 ❑ United States 6.4. Respondent warrants and agrees that all materials supplied herein shall be manufactured and produced in compliance with the laws, regulations, codes, terms, standards, and requirements of Underwriters Laboratories Incorporated, all Federal, State, and local authorities, and all other authorities having jurisdiction, and that performance of goods shall be in accordance with the above laws, regulations, codes, terms, standards, and requirements, and agrees upon request, to furnish the City a certificate of compliance upon request. 6.5. Provide the name, address, telephone number and E-MAIL of at least three (3) firms comparable to Municipal and/or Government projects that have utilized similar service within the last two (2) years. City of Round Rock references are not applicable. References may be checked prior to award. Any negative responses received may result in disqualification of submittal. NOTE: REFERENCE FORM (ATTACHMENT A) PROVIDED. E-MAIL ADDRESSES ARE REQUIRED. 7. BEST VALUE EVALUATION AND CRITERIA: All solicitations received may be evaluated based on the best value for the City. 7.1. In determining best value, the City may consider: 7.1.1. Purchase price; 7.1.2. Reputation of Respondent and of Respondents goods and services; 7.1.3. Quality of the Respondent's goods and services; 7.1 A. The extent to which the goods and services meet the City's needs; 7.1.5. Respondent's past relationship with the City; 7.1.6. The total long-term cost to the City to acquire the Respondent's goods or services; 7.1.7. Any relevant criteria specifically listed in the solicitation. 7.2. The City reserves the right to reject any or all responses, or to accept any response deemed most advantageous, or to waive any irregularities or informalities in the response received that best serves the interest and at the sole discretion of the City. 2of9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 06071; 060-72 8. AGREEMENT TERM: The terms of the awarded agreement shall include: 8.1. An initial term of the resulting agreement shall be three (3) consecutive twelve (12) month periods from the effective date. The agreement may be renewed for two (2) additional periods of time, not to exceed twelve (12) months each, provided both parties agree in writing prior to the expiration of the current term. 8.2. The City's right to review the respondents' performance at the end of each twelve (12) month period and cancel all or part of the agreement(s) or continue the agreement(s) through the next period. 8.3. Notice if the respondent fails to perform its duties in a reasonable and competent manner. The City shall give written notice the respondent of the deficiencies and the respondent shall have thirty (30) days to correct such deficiencies. If the respondent fails to correct the deficiencies with the thirty (30) days, the City may terminate the agreement by giving the respondent written notice of termination and the reason for the termination. 8.4. A termination clause. If the agreement is terminated, for any reason, the respondent shall tum over all records, to include but not be limited to the following: records of repairs, services, deliveries, and replacement parts, to the City within fifteen (15) working days after completion of duties contained in the agreement. 9. PRICE INCREASE OR DECREASE: Unit prices quoted shall remain firm for the first twelve (12) month period of the Contract. A price increase or decrease to the agreement may be considered based on the following: 9.1. To the extent applicable to this solicitation the Successful Respondent may submit a request for pricing adjustment subject to approval by the City. The request must show just -cause substantiating an adjustment in the form of an affidavit or certified statement from a supplier documenting the reason for increase. The requested adjustment must be for goods or services and may in no way represent an increase in the Successful Respondent's overhead. 9.2. PROCEDURE TO REQUEST INCREASE OR OFFER DECREASE. 9.2.1. Mail the price increase request to the designated City Contract Specialist a minimum of 120 days prior to each renewal period. Vendor shall supply supporting documentation as justification for each request. City of Round Rock Purchasing Department ATTN: Contract Specialist 221 E. Main Street Round Rock, Texas 786645299 9.2.2. Upon receipt of the request, the City reserves the right to either: accept the escalation as supported by supplier's documentation and make change to the purchase order within 30 days of the request, negotiate with the vendor or cancel the agreement or purchase order if an Agreement cannot be reached on the value of the increase. 10. AWARD: The City reserves the right to enter into an Agreement or a Purchase Order with a single award, split awards, non -award, or use any combination that best serves the interest and at the sole discretion of the City. Award announcement will be made upon City Council approval of staff recommendation and executed agreement. Award announcement will appear on the City's website at http://www.roundrocktexas.govlhomerindex asp?page=463. 11. ACCEPTANCE: Acceptance inspection and tests should not take more than three (3) working days. The vendor will be notified within this time frame if the goods delivered is not in full compliance with the specifications. If any agreement or purchase order is canceled for non-acceptance, the needed good may be purchased elsewhere and the vendor may be charged full increase, if any, in cost and handling. 3of9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 12. PROMPT PAYMENT POLICY: Payments will be made in accordance with the Texas Prompt Payment Law, Texas Government Code, Subtitle F, Chapter 2251. The City will pay Vendor within thirty days after the acceptance of the supplies, materials, equipment, or the day on which the performance of services was completed or the day, on which the City receives a correct invoice for the supplies, materials, equipment or services, whichever is later. The Vendor may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply to payments made by the City in the event: 12.1. There is a bona fide dispute between the City and Vendor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 12.2. The terms of a federal agreement, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or 12.3. The is a bona fide dispute between the Vendor and a subcontractor or between a subcontractor and its suppliers concerning supplies, material, or equipment delivered or the services performed which caused the payment to be late; or 12.4. The invoice is not mailed to the City in strict accordance with instructions, if any, on the purchase order or agreement or other such contractual agreement 13. NON -APPROPRIATION: The resulting Agreement is a commitment of the City's current revenues only. It is understood and agreed the City shall have the right to terminate the Agreement at the end of any City fiscal year if the governing body of the City does not appropriate funds sufficient to purchase the estimated yearly quantities, as determined by the City's budget for the fiscal year in question. The City may effect such termination by giving Vendor a written notice of termination at the end of its then current fiscal year. 14. INTERLOCAL COOPERATIVE CONTRACTING (PIGGYBACK): Other governmental entities may be extended the opportunity to purchase off of the City's Agreements, with the consent and agreement of the awarded vendor(s) and the City. Such consent and agreement shall be conclusively inferred from lack of exception to this clause in a Respondent's submittal. However, all parties indicate their understanding and hereby expressly agree that the City is not an agent of, partner to, or representative of those outside agencies or entities and that the City is not obligated or liable for any action or debts that may arise out of such independently -negotiated "piiggybaW procurements. PART II SCHEDULE 1. SOLICITATION SCHEDULE: It is the City's intention to comply with the following solicitation timeline: I.I. Solicitation released January 31, 2013 1.2. Deadline for questions February 11, 2013 1.3. City responses to all questions or addendums February 13, 2013 1.4. Responses for solicitation due at or before 3:00 PM February 19, 2013 All questions regarding the solicitation shall be submitted in writing at or before 5:00 PM on the due date noted in Section 1.2. A copy of all the questions submitted and the City's response to the questions shall be posted on our webpage, http://www.rou n dro cktexa s.g ov/home/i ndex.as p?paa a=463. 4of9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 Questions shall be submitted to the City contact named in PART I. The City reserves the right to modify these dates. Notice of date change will be posted to the City's website. *********SOLICITATION UPDATES*********************** 2. SOLICITATION UPDATES: Respondents shall be responsible for monitoring the City's website at http://www.roundrocktexas.govlhomerndex.asp?page=463 for any updates pertaining to the solicitation described herein. Various updates may include addendums, cancelations, notifications, and any other pertinent information necessary for the submission of a correct and accurate response. The City will not be held responsible for any further communication beyond updating the website. 3. RESPONSE DUE DATE: Signed and sealed responses are due at or before 3:00 PM, on the date noted above to the Purchasing Department. Mail or carry sealed responses to: City of Round Rock Purchasing Department 221 E. Main Street Round Rock, Texas 786645299 3.1. Responses received after this time and date shall not be considered. 3.2. Sealed responses shall be clearly marked on the outside of packaging with the Solicitation title, number, due date and "DO NOT OPEN". 3.3. Facsimile or electronically transmitted responses are not acceptable. 3.4. Late responses will be returned to Respondent unopened if return address is provided. 3.6. Responses cannot be altered or amended after opening. 3.6. No response can be withdrawn after opening without written approval from the City for an acceptable reason. 3.7. The City will not be bound by any oral statement or offer made contrary to the written specifications. 4. POST AWARD MEETING: The City and Respondent shall have a post award meeting to discuss, but not be limited to the following: 4.1. Provide City contact(s) information for implementation of agreement. 4.2. Agreement terms and conditions. 4.3. Identify spec milestones, goals and strategies to meet objectives. PART III SPECIFICATIONS 1. SCOPE OF WORK: To supply and deliver Original Equipment Manufacturer (OEM) Ford and Chevrolet replacement parts on an "as needed" basis for the City of Round Rock Fleet Maintenance Facility. The City's fleet currently consists of approximately 94% Ford vehicles, and 6% Chevrolet vehicles, however, due to the Police Department's increase in Chevrolet purchases, these percentages will change slightly. 5Of9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 1.1. All services performed under the agreement will be supervised and verified by the City's authorized representative: Marshall Reynolds Fleet Operations Manager Phone # 512-218-5571 1.2. Successful Respondent must be a manufacturer's authorized dealer for parts. 2. FACILITY QUALIFICATIONS: Successful Respondent shall be currently operating out of a commercial facility which is open and accessible to City personnel, without prior notice, during normal business hours. This facility shall be open a minimum of eight consecutive hours, anytime between 7:00 am and 5:00 pm. 2.1. The City reserves the right to inspect respondent's physical facilities and delivery fleet prior to award to satisfy questions regarding respondent's capability to perform services and furnish goods. 3. STAFFING QUALIFICATIONS: Successful Respondent shall have an assigned account representative to ensure customer satisfaction and assist with any problems. Successful Respondent's employees shall be knowledgeable in the product lines and be able to assist with transactions. 4. PRODUCT: All materials and repair parts shall be new, except core components on renewed assemblies. Used, shopworn, demonstrator, prototype, and discontinued parts or materials are not acceptable. Repair parts shall be OEM parts. 4.1. If OEM parts are not available: Motorcraft parts will be considered an acceptable substitution for Ford OEM parts. AC Delco or General Motors OEM parts will be considered acceptable substitutions for Chevrolet OEM parts. 4.2. Material Safety Data Sheets (MSDS) shall be made available upon request. 4.3. Successful Respondent shall notify the City's authorized representative of recap notices, warranty replacements, safety notices, or any applicable notice regarding the parts being sold. 5. ORDER QUANTITY / METHOD: No guarantee of any minimum or maximum purchase is made or implied. The City will only order the goods needed to satisfy operating requirements. 5.1. A City representative will contact the Successful Respondent by e-mail, fax, or telephone to place an order for parts. The request will include the part numbers, parts description, delivery delivery order number. requirements, and a unique 5.2. A minimum order quantity will not be permitted. 5.3. Backordered parts shall be delivered within five (5) working days. The Successful Respondent shall notify the ordering City representative by telephone immediately to advise when the part will be available. If the Successful Respondent cannot provide the backordered part within five (5) working days, the City reserves the right to purchase the part on the open market 5.4. The Successful Respondent shall provide, upon request, a monthly/quarterly/yearly total of all parts purchased by the City. The report shall include date purchased, invoice number, part number, part description, price per part, and total dollar amount for all parts purchased. 6 or 9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 6. SHIPPING: All shipments shall be FOB (Freight on Board) destination: Fleet Maintenance 901 Luther Peterson Place, Round Rock, Texas 78654 6.1. All parts shall be shipped complete unless arrangements for partial shipments are made in advance. 6.2. AN parts shipped shall include a shipping ticket showing the description of each item, quantity and unit price. 6.3. Goods shall be received between the hours of 8:00 am to 5:00 pm Monday through Friday. All shipments shall be coordinated with a City authorized representative. 6A. Items which are not normally stocked and for which shipping charges are required for delivery, the shipping charges shall be prepaid and added to each invoice. . 7.DELIVERY: Some of the City's fleet vehicles are in use for emergency response. The Successful Respondent shall render prompt service and delivery to assist with the continuous operation and prompt return to service of the City's fleet vehicles. All goods shall be delivered to: Fleet Maintenance 901 Luther Peterson Place, Round Rock, Texas 78664 7.1. All parts shall be delivered complete unless arrangements for partial deliveries are made in advance. 7.2. All parts delivered shall include a delivery ticket showing the description of each item, quantity and unit price. 7.3. Delivery shall be available between the hours of 8:00 am to 5:00 pm Monday through Friday. 7A. All goods shall be received and signed for by a City authorized representative upon delivery. 7.5. Goods shall be delivered within two (2) hours from the time order is placed. Exceptions may be considered upon preapproval by the City's Authorized Representative. 7.6. No additional delivery costs are permitted. Transportation costs shall be included in the markup price. 7.7. No Fuel surcharges or mileage charges shall be permitted. Transportation costs shall be Included in the markup price. 7.8. A minimum delivery quantity will not be permitted. S.PRICING: Unit prices quoted shall remain firm for the first twelve (12) month period of the Contract and shall not include federal or state sales, excise, and use tax. The unit prices shall be the Jobber's prices. Markup percentages % shall be Inclusive of delivery, overhead costs, payroll costs and transportation charges. 9.RETURNS: The City of Round Rock reserves the right to return items as needed. Successful Respondent will be responsible for Issuing all return credits, to include any shipping charges if necessary, for returns due to incorrect orders, damaged items or obsolescence. Successful Respondent must have a return policy that will assist in preventing obsolescence. Successful Respondent shall buy back, at original purchase price, all unused items purchased under this agreement that are declared surplus or that are no longer required by the City. Restocking charges are not acceptable and will not be authorized for payment. 7of9 SOLICITATION NUMBER 13-005 SPECIFICATION NUMBER 060-71; 060-72 10. WARRANTY: All goods shall be warranted against defects in material and workmanship for a period of not less than twelve (12) months beginning with the date of installation of part as evidenced by the City's work order. If the manufacturer's standard warranty exceeds twelve (12) months, then the manufacturer's standard warranty shall be in effect. The Successful Respondent shall furnish a copy of the manufacturer's warranty at time of delivery. PART IV RESPONSE REQUIREMENTS The City of Round Rock makes no warranty that this checklist is a full comprehensive listing of every requirement specified in the solicitation. This list is only a tool to assist participating Respondents in compiling their final responses. Respondents are encouraged to carefully read the entire solicitation. Respondent shall submit one (1) executed (signed) original and three (3) copies of each response. For your bid to be responsive, all required attachments identified below shall be submitted with your proposal. The Samples and/or copies shall be provided at the Respondent's expense, and shall become the property of the City. I. Responses shall be submitted on itemized, signed Solicitation Document provided herein. Failure to itemize or sign solicitation may result in disqualification. Submission of responses on forms other that the City's Solicitation Document may result in disqualification of the response. 2. In the event of errors in extension pricing, unit prices shall govern. 3. Attachment A: Reference sheet shall include the name, address, active telephone number and valid e-mail address of at least three (3) firms applicable to Municipal and Government projects that have utilized similar services within the last two (2) years. CONFIDENTIALITY OF CONTENT: All documents submitted in response to a solicitation shall be subject to the Texas Public Information Act. Following an award, responses are subject to release as public information unless the response or specific parts of the response can be shown to be exempt from the Texas Public Information Act. Pricing is not considered to be confidential under any circumstances. • Information in a submittal that is legally protected as a trade secret or otherwise confidential must be clearly indicated with stamped, bold red letters stating "CONFIDENTIAL" on that section of the document. The City will not be responsible for any public disclosure of confidential information if It is not clearly marked as such. • If a request is made under the Texas Public Information Act to inspect information designated as confidential, the Respondent shall, upon request from the City, furnish sufficient written reasons and information as to why the information should be protected from disclosure. The matter will then be presented to the Attorney General of Texas for final determination. 8of9