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R-06-01-12-11C2 - 1/12/2006RESOLUTION NO. R -06-01-12-11C2 WHEREAS, the City of Round Rock has duly advertised for bids for printing the Parks and Recreation Department's Program Booklets, and WHEREAS, Ginny's Printing has submitted the lowest responsible bid, and WHEREAS, the City Council wishes to accept the bid of Ginny's Printing, 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 Printing Services for 4 -Color Program Booklets with Ginny's Printing, 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 12th day of January, 2006. ATTEST: IMI MAXW LL, Mayor C ty of Round Rock, Texas CHRISTINE R. MARTINEZ, City Secr @PFDesktop\::0DMA/WORLDOX/O:/WDOX/RESOLUTI/R60112C2.WPD/sc ary CITY OF ROUND ROCK AGREEMENT FOR PURCHASE OF PRINTING SERVICES FOR 4 -COLOR PROGRAM BOOKLETS FROM GINNY'S PRINTING THE STATE OF TEXAS CITY OF ROUND ROCK COUNTY OF WILLIAMSON § KNOW ALL BY THESE PRESENTS: That this Agreement for purchase of printing services for 4 -Color Program Booklets (referred to herein as the "Agreement") is made and entered into on this the day of the month of , 200 , 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 GINNY'S PRINTING, a Texas corporation whose offices are located at 8410-B Tuscany Way, Austin, Texas 78759 (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 printing services for 4 -Color Program Booklets from Vendor; and WHEREAS, City has issued its "Invitation for Bid" for City to provide said goods and services, 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 services and Vendor is obligated to sell specified goods and services. The instant Agreement includes the following: (a) City's Invitation for Bid designated as IFB 05-034, Specification Number 05-966-60; (b) Vendor's Response to IFB; (c) the contract award; and (d) any exhibits, addenda, and/or amendments thereto. 0009371 9/jkg EXHIBIT nAn 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 mean the specified services, supplies, materials, or equipment. F. Vendor means Ginny's Printing, 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 temt stated herein, or until terminated or extended as provided herein. B. The term of this Agreement shall be for three (3) consecutive twelve (12) month periods from the effective date. Prices shall be firm for the duration of the terms of this Agreement, except as otherwise provided for herein. This Agreement may be renewed for two (2) additional periods not to exceed twelve (12) months for each renewal, 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. City reserves the right to review Vendor's performance at any time during the initial agreement period or any renewal periods, and may elect to terminate this Agreement with or without cause or may elect to continue. 2 3.01 CONTRACT DOCUMENTS AND EXHIBITS City selected Vendor to supply the goods and services as outlined in IFB 05-034, Specification Number 05-966-60, 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 and services which are the subject matter of this Agreement are described in Exhibit "A" and, together with this Agreement, comprise the total Agreement and they are as 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. The parties specifically acknowledge and agree that, for the first year of this Agreement (that being measured from the effective date hereof to twelve months thereafter), the "Spring Booklets" item for $7,562.00 shall be excluded, leaving a total bid of $15,502.00. For all remaining term, time periods, and renewals of this Agreement, the "Spring Booklets" item shall be included, leaving a total bid of $23,064.00. 5.01 COSTS Bid costs listed on Exhibit "A" shall be the basis of any charges collected by Vendor. The parties specifically acknowledge and agree that, for the first year of this Agreement (that being measured from the effective date hereof to twelve months thereafter), the "Spring Booklets" item for $7,562.00 shall be excluded, leaving a total bid of $15,502.00. For all remaining term, time periods, and renewals of this Agreement, the "Spring Booklets" item shall be included, leaving a total bid of $23,064.00. 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. 3 7.01 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. 8.01 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 a late fee of one percent (1%) for payments not made in accordance with this Prompt Payment Policy; 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 concerning the supplies, materials, or equipment delivered or the services performed which causes 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 any of the parties and subcontractors or between a subcontractor and its suppliers concerning supplies, materials, or equipment delivered or the services performed which 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. 9.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability if it is determined by City that gratuities or bribes in the folia 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 perfounance of this Agreement. In addition, Vendor may be subject to penalties stated in Title 8 of the Texas Penal Code. 4 10.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 11.01 ORDERS PLACED WITH ALTERNATE VENDORS If Vendor cannot provide the goods and services as specified, City reserves the right and option to obtain same from other suppliers or sources. 12.01 INSURANCE Vendor shall meet all requirements as stated in the attached Invitation for Bid No. 05-034 and its bid response. 13.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Terri Waggoner 301 West Bagdad Round Rock, Texas 78664 512-341-3361 E-mail: twaggoner@round-rock.tx.us 14.01 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. 15.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified goods and services 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: 5 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. 16.01 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. 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 for cause, that being in the event of a material and substantial breach by City, by providing the City with one hundred twenty (120) days' written notice prior to termination of the Agreement; and in the event of such written notice of termination, Vendor shall continue services for a period of time not to exceed one hundred twenty (120) days after written notification. Termination under this subsection (C) of Section 16.01 shall not relieve Vendor of any obligation or liability that has occurred prior to cancellation. D. In the event City terminates under subsections (A) or (B) of this Section 16.01, 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 teliu of the Agreement except as provided herein. 17.01 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 6 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. 18.01 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. 19.01 ASSIGNMENT AND DELEGATION The parties each bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. A party shall neither assign, sublet nor transfer any interest in this Agreement without prior written authorization of the other party. 20.01 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 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: Ginny's Printing Attention: Bart Spanjersberg 8410-B Tuscany Way Austin, Texas 78759 Notice to City: David Kautz Assistant 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. 7 21.01 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. 22.01 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. 23.01 DISPUTE RESOLUTION If a dispute or claim arises under this Agreement, the parties agree to first try to resolve the dispute or claim by appropriate internal means, including referral to each party's senior management. If the parties cannot reach a mutually satisfactory resolution, then and in that event any such dispute or claim will be sought to be resolved with the help of a mutually selected mediator. If the parties cannot agree on a mediator, City and Vendor shall each select a mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than attorney fees, associated with the mediation shall be shared equally by the parties. 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. 24.01 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. 25.01 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 8 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. IN WITNESS WHEREOF, City and Vendor have executed this Agreement on the dates indicated. CITY OF ROUND ROCK, TEXAS By: Title: Printed Name: Date Signed: ATTEST: Christine R. Martinez, City Secretary APPROVED AS TO FORM: Stephan L. Sheets, City Attorney 9 GINNY'S PRINTING, a Texas corporation By:. Title: �r Printed Name: ., Date Signed: 12_. ‘3 WORK MADE FOR HIRE AGREEMENT WITH GINNY'S PRINTING This Agreement is made on the 1 day of the month of 200 6, , by and between GINNY'S PRINTING, a Texas corporatio, and any f 4ts authors and/or artists (hereinafter referred to as "Author/Artist," and if there is more than one author/artist affiliated with the entity, then the entity and all of them collectively) and the CITY OF ROUND ROCK, TEXAS (hereinafter referred to as the "City"). This Agreement is made simultaneous to an agreement entitled "City of Round Rock Agreement for Purchase of Printing Services for 4 -Color Program Booklets from Ginny's Printing," and encompasses the subject matter contracted for thereunder. AUTHOR/ARTIST AND CITY HEREBY AGREE THAT: 1. Title and Copyright Assignment (a) Author/Artist and City intend this to be a contract for services and each considers the products and results of the services to be rendered by Author/Artist hereunder (the "Work") to be a work made for hire. Author/Artist acknowledges and agrees that the Work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of City. (b) If for any reason the Work would not be considered a work made for hire under applicable law, Author/Artist does hereby sell, assign, and transfer to City, its successors and assigns, the entire right, title and interest in and to the copyright in the Work and any registrations and copyright applications relating thereto and any renewals and extensions thereof, and in and to all works based upon, derived from, or incorporating the Work, and in and to all income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto, and in and to all causes of action, either in law or in equity for past, present, or future infringement based on the copyrights, and in and to all rights corresponding to the foregoing throughout the world. (c) If the Work is one to which the provisions of 17 U.S.C.106A apply, Author/Artist hereby waives and appoints City to assert on Author/Artist's behalf the Author/Artist's moral rights or any equivalent rights regarding the form or extent of any alteration to the Work (including, without limitation, removal or destruction) or the making of any derivative works based on the Work, including, without limitation, drawings or other visual reproductions or the Work, in any medium, excepting photographs, for City's purposes. (d) Author/Artist agrees to execute all papers and to perform such other proper acts as City may deem necessary to secure for City or its designee the rights herein assigned. 00093594/jkg 2. Delivery of the Work (a) Author/Artist will deliver to City on or before any contractually -obligated date the completed Work (with all illustrations, charts, graphs, graphics, and other material, including supplements, handouts, reference lists, indexes, etc., in the medium mutually agreed upon for the Work) in form and content satisfactory to City. (b) If Author/Artist fails to deliver the Work on time, City will have the right to terminate this agreement and the referenced simultaneous agreement and to recover from Author/Artist any sums advanced in connection with the Work. Upon such termination, Author/Artist may not have the Work published or used in any form elsewhere until such advances have been repaid. 3. Quoted Material With the exception of short excerpts from others' works, which constitute fair use, the Work will contain no material from other copyrighted works without a written consent of the copyright holder. Author/Artist will obtain such consents at his/her/its own expense after consultation with City and will file them with City at the time the Work is delivered. Any obligations associated with permissions will be the responsibility of Author/Artist. 4. Author/Artist's Warranty Author/Artist warrants that he/she/it is the sole owner of the Work and has full power and authority to make this agreement; that the Work does not infringe any copyright, violate any property rights, or contain any scandalous, libelous, or unlawful matter. Author/Artist will defend, indemnify, and hold harmless City and/or its licensees against all claims, suits, costs, damages, and expenses that City and/or its licensees may sustain by reason of any scandalous, libelous, or unlawful matter contained or alleged to be contained in the Work or any infringement or violation by the Work of any copyright or property right; and until such claim or suit has been settled or withdrawn, City may withhold any sums due Author/Artist under the referenced simultaneous agreement. 5. Consideration In consideration for delivery of the Work in accordance with the provisions of the referenced simultaneous agreement, City shall pay Author/Artist as indicated therein. 6. Revisions Author/Artist shall, at the request of City, revise the Work at one year intervals during the term of the referenced simultaneous agreement. 7. Term and Termination (a) This agreement shall remain in effect for the same length of time as the referenced simultaneous agreement unless terminated earlier in accordance with this Section 7. (b) In the event that either party shall be in default of its material obligations under this agreement or the referenced simultaneous agreement and shall fail to remedy such default within thirty (30) days after receipt of written notice thereof, the agreements shall terminate upon expiration of the thirty (30) day period. (c) Upon the expiration of the term of this agreement and the referenced simultaneous agreement, the parties may agree to renew those agreements for additional terms, only as allowed by the terms of the referenced simultaneous agreement, upon the same terms and conditions as set forth. 8. Options/Contracts with Third Parties Nothing contained in Section 7 shall affect any license or other grant of rights, options, or agreements made with third parties prior to the termination date or the rights of City in the income resulting from such agreements. 9. Amendments The written provisions contained in this agreement, taken together inextricably with the referenced simultaneous agreement, constitute the sole and entire agreement made between Author/Artist and City concerning this Work, and any amendments to same shall not be valid unless made in writing and signed by both parties. 10. Construction, Binding Effect, Venue, and Assignment This agreement shall be construed and interpreted according to the laws of the State of Texas and shall be binding upon the parties hereto, their heirs, successors, assigns, and personal representatives; and venue shall lie exclusively in Williamson County, Texas; and references to Author/Artist and to City shall include their heirs, successors, assigns, and personal representatives. IN WITNESS WHEREOF, the parties have duly executed this agreement as of the date indicated below. XAS ATTEST: By: Title: Date: Christine R. Martinez, City Secretary FOR CITY, AP ' ROVED AS T ! FORM: By: li AIf Stephan 1 . Sheets, City Attorney GINNY'S PRINTING, a Texas corporation By: Printed Name: Title: Date: INVITATION FOR BID (IFB) CITY r -ROUND ROCK PURCHASING OFFICE 221 E. Main Street Round Rock, Texas 78664-5299 BIDS ARE DUE TO THE PURCHASING OFFICE AT THE ABOVE ADDRESS BEFORE BID OPENING TIME. INVOICE TO: City of Round Rock Accounts Payable 221 East Main Street Round Rock, Texas 78664 BID F.O.B. DESTINATION UNLESS OTHERWISE SPECIFIED BELOW DESTINATION: City of Round Rock Clay Madsen Recreation Center 1600 Gattis School Road Round Rock, Texas 78664 FACSIMILE RESPONSES SHALL NOT BE ACCEPTED IDDING INFORMATION: PRINTING SERVICES -4 COLOR PROGRAM BOOKLET BID NUMBER 05-034 OPENING DATE: 8/30/2005 AT 3:00 PM BID LOCATION: 221 E. Main Street, 1st Floor Council Chambers, Round Rock, TX 78664 RETURN SIGNED ORIGINAL AND ONE COPY OF BID SHOW BID OPENING DATE & BID NUMBER IN LOWER LEFT HAND CORNER OF SEALED BID ENVELOPE & SHOW RETN ADDRESS OF BIDDING FIRM. TAX ID NO.: LEGAL BUSINESS NAME: BIDDER SHALL SIGN BELOW Failure to sign bid will disqualify bid el2z) Date Print Name SEE 1.7 ON BACK FOR INSTRUCTIONS: I6' 3B-2- (;*u� IS P21�f4-;- 7 (> t �7 ADDRESS: 74 I (7-3 ADDRESS: P 4S 1 j,j CONTACT: 2'r ,se cs [X TELEPHONE NO.: CS j BUSINESS ENTITY TYPE: C �an�tif Elloc- Best Bid Evaluation: All bids received shall be evaluated based on the Best Value for the City, which will be detemmined by considering all or part of the following criteria: Bid Price; Reputation of Bidder; Extent to which the Goods or Services meet the City's needs; and Bidder's Past Relationship with the City; as well as any relevant criteria listed in the attached Specification Number 05-966-60, dated August 2005 (9 pages). Bidder agrees to comply with all conditions set forth below and on the reverse side of this IFB. ITEM # CLASS & ITEM DESCRIPTION ESTIMATED QUANTITY INDIVIDUAL PRICE TOTAL ESTIMATED PRICE 1 2 3 4 EXTRA EDITS CHARGE SPRING BOOKLETS SUMMER BOOKLETS FALL BOOKLETS Delivery in November per schedule established by City representative Delivery in March per schedule established by City representative Delivery in August per schedule established by City representative Cost per hour to maked additional edits to proofed document 19,000 booklets 20,000 booklets $ a399 each $0.39r each total $ 7i '4 PU total 19,000 booklets N/A $ G• 3 CIO each 5 I RE -RUN CHARGES Cost per 1,000 of requested additional booklets above initial order "By the signature hereon affixed, the bidder hereby c anyone acting for such entity has violated the antitrust Dommerce Code, or the Federal antitrust laws, nor co )ther person engaged in such line of business." EXHIBIT "An 1,000 booklets $ (. each the entity represented by the bidder, or tion 15.01 et seq., Texas Business and the bid made to any competitor or any $ 7I 562 co total $ TOTAL BID REFERENCE SHEET Please Complete and Return This Form with the Solicitation Response SOLICITATION NUMBER: IFB 05-03:31'.6ALE-GFSIK-K-M4A-071.4— BIDDER'S NAME: q;,,,,_, P2 Provide the name, address, telephone number and point of contact of at least three firms that have utilized similar service for at least 2 years. References may be checked prior to award. Any negative responses received may result in disqualification of bid. DATE: 8-30- cc 1. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number 2. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number 3. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number 4. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number Lk) Itia&k..j n7Se CC..c.,,—Ct goo /S LI, fLtS \), T (siL ) 4,67-�z 31, - Fax Number ( tiE +3 eno i x VkA K1 &1 [ 4 t 1q ('r o -oo tt3t2 01 (S-12,) 463-) 43 X. 04, ax Number ASSO f rP/)Cc o 0,9( 41 i Avl 1 i w f ty 5`kr o�J qgo - oq 2i;7-01 k.ht l e f 142,(1ty s'tu2,,,) Fax Number ( ) f,ps M. LA -74A$ n zvv (s -/L) 4 - / s -Z26 Fax Number (it Z ) FAILURE TO PROVIDE THE REQUIRED INFORMATION WITH THE SOLICITATION RESPONSE MAY AUTOMATICALLY DISQUALIFY THE RESPONSE FROM CONSIDERATION FOR AWARD. Reference Sheet Page 3 of 3 Dated: 08/16/2005 1. The Contractor shall provide all labor and goods necessary to perform the project. The Contractor shall employee all personnel for work in accordance with the requirements set forth by the United States Department of Labor. 2. The Contractor shall be responsible for damage to the City's equipment and/or proe the workplace and its contents by its work, negligence in work, its personnel and equipment. The Contractor shall be responsible and liable for the safety; injury and health of its working personnel while its employees are performing service work. SPECIFICATION NO. 05-966-60 DATE: August 2005 CITY OF ROUND ROCK PRINTING SERVICES: 4 -COLOR PROGRAM BOOKLETS 1. PURPOSE: The City seeks to contract with a qualified bidder to provide all goods and labor for printing services of 4 -Color Program Booklets for the City of Round Rock, Parks and Recreation Department as identified on the Invitation For Bid (IFB). 2. DEFINITIONS: The following definitions will be used for identified terms throughout the specification and bid document: 2.1. Bidder identified throughout this specification shall describe persons and entities that consider themselves qualified to provide the goods, equipment or services. 2.2. City — Identifies the City of Round Rock, Williamson and Travis Counties, Texas. 2.3. Contract —A mutually binding legal document obligating the Contractor to furnish the goods, equipment or services, and obligating the City to pay for it. 2.4. Contractor —A person or business enterprise providin equipment, labor d/or services to the City as fulfillment of obligations arising from scon act or purrchase order. 2.5. Goods represent materials, supplies, commodities and equipment. 2.6. Purchase Order - is an order placed by the Purchasing Office for the purchase of Goods or Services written on the City's standard Purchase Order form and which, when accepted by the Bidder, becomes a contract. The Purchase Order is the Bidder's authority to deliver and invoice the City for Goods or Services specified, and the City's commitment to accept the Goods or Services for an agreed upon price. 2.7. Subcontractor - Any person or business enterprise providing and/or services to a Contractor if such goods, equipment, I bor,aand/or seryservices lareor, procured or used in fulfillment of the Contractor's obligations arising from a contract with the City. 3. CLARIFICATION: For clarification of specifications, bidders may contact: Randy Barker Purchasing Supervisor City of Round Rock Telephone: 512-218-3295 Email: rbarker@round-rock.bc.us 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 bid opening without written approval of the City of Round Rock through the Purchasing Division. PART I GENERAL CLAUSES AND CONDITIONS Page 1 of 9 7. 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 a purchase the estimated yearly services or quantities, as determined by ttheCity' budget sufficientte funds r to fiscal year in question. The City may effect such termination by giving Contractor a written notice of termination at the end of its then current fiscal year. 8. - CANCELLATION: The City reserves the right to cancel the Agreement without penalty by providing 30 days prior notice to the other party. Contractor shall provide the City with 120 days written notice prior to cancellation of the Agreement and shall continue services for a period of time not to exceed 120 days after written notification. Termination under this paragraph shall not relieve the Contractor of any obligation or liability that has occurred prior to cancellation. Note: This Agreement is subject to cancellation, without penalty, at any time the City deems the vendor to be non-compliant with contractual obligations. Page 2 of 9 3. The City is committed to maintaining an alcohol and drug free workplace. Possession, use, or being under the influence of alcohol or controlled substances by Contractor, Contractor's employees, subcontractor (s') or subcontractor (s') employees while in the performance of the service is prohibited. Violation of this requirement shall constitute grounds for termination of the service. 4. EX PARTE COMMUNICATION Please note that to insure the proper and fair evaluation of a bid, the City of Round Rock prohibits ex parte communicatione. unsolicited) initiated by the Bidder to the City Official or Employee evaluating or considering the bids prior to the time a bid decision has been made. Communication between Bidder and the City will be initiated by the appropriate City Official or Employee in o der to obtain information or clarification needed to develop a proper and accurate evaluation of the bid. Ex parte communication may be grounds for disqualifying the offending Bidder from 5. consideration or award of the bid then in evaluation, or any future bid. AGREEMENT: 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. 5.1 The term of this Agreement shall be for three (3) consecutive twelve (12) month periods of time from the effective date. Prices shall be firm for the duration of the Agreement, except as provided for herein. This Agreement may be renewed for two (2) additional periods of time not to exceed twelve (12) months for each renewal provided the parties agree. 5.2 The City reserves the right to review the Vendor's performance at the end of each twelve (12) month period of time, and to cancel the contract (without penalty) or continue the contract through the next period. 5.3 The City reserves the right to review Vendor's performance at any time during the initial agreement or renewal period, and may elect to terminate this Agreement with or without cause or may elect to continue. SPECIFICATION NO. 05-966-60 DATE: August 2005 6. BEST BID EVALUATION: All bids received shall be evaluated based on the best value for the City. Best value will be determined by considering all or part of the criteria listed, as well as any relevant criteria specifically listed in the solicitation. 6.1. Bid price 6.2. Reputation of the bidder and of bidder's goods and services. 6.3. The quality of the bidder's goods or services. Samples to be provided by vendor. 6.4. The extent to which the goods or services meet the City's needs 6.5. Bidder's past relationship with the City. All vendors will be e valuated on their past performance and prior dealings with the City to include, but not limited to, failure to meet specifications, poor quality, poor workmanship, late delivery. 9. COMPLIANCE WITH LAWS: The successful bidder shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any court or administrative bodies or tribunals in any matter affecting the performance of the resulting agreement, including without limitation, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When requested, the Contractor shall furnish the City with satisfactory proof of its compliance. 10. CODES PERMITS AND LICENSES: The successful bidder shall comply with all National, State and Local standards, codes and ordinances and the terms and conditions of the services of the electric utility, as well as other authorities that have jurisdiction pertaining to equipment and materials used and their application. None of the terms or provisions of the specification shall be construed as waiving any rules, regulations or requirements of these authorities. The successful bidder shall be responsible for obtaining all necessary permits, certificates and/or licenses to fulfill contractual obligations (City of Round Rock fees and costs will be waived). 11. ABANDONMENT OR DEFAULT: A Contractor who abandons or defaults the work on the contract and causes the City to purchase the services elsewhere may be charged the difference in service if any and shall not be considered in the re -advertisement of the service and may not be considered in future bids for the same type of work unless the scope of work is significantly changed. 12. INDEMNITY* Contractor shall indemnify, save harmless and defend the City, its officers, agents, servants, and employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attomey's fees and any and all other costs or fees incident to the performance of the resulting agreement and arising out of a willful or negligent act or omission of the Contractor, its officers, agents, servants and employees. 13. INSURANCE: The Contractor shall procure and maintain at its sole cost and expense duration of the contract or purchase order resulting from a response for the insurance against claims for injuries to persons or damages to o rt thhich is bid/Specification arise connection with the performance of the work as a result of this bid oby�the successful bidder, from in agents, representatives, volunteers, employees or subcontractors. 14. Certificates of Insurance and endorsements shall be fumished to the City and approved by the City before work commences. 14.1. The following standard insurance policies shall be required: 14.1.1. General Liability Policy 14.1.2. Automobile Liability Policy 14.1.3. Worker's Compensation Policy 14.2. The following general requirements are applicable to all policies: 14.2.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 14.2.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 14.2.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 14.2.4. Upon request, certified copies of all insurance policies shall be fumished to the City 14.2.5. Policies shall include, but not limited to, the following minimum limits: 14.2.6. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 14.2.7. Property Damage insurance with minimum limits of $50,000.00 for each occurrence. SPECIFICATION NO. 05-966-60 DATE: August 2005 Page 3 of 9 SPECIFICATION NO. 05-966-60 DATE: August 2005 14.2.8. 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. 14.2.9. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 14.2.10.Coverage shall be maintained for two years minimum after the termination of the Contract. 14.3. 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 Contractor 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 bid specification and the insurance endorsements stated below. 14.4. Contractor 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: 14.4.1. Provide for an additional insurance endorsement clause declaring the Contractor's insurance as primary. 14.4.2. 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. 14.4.3. Provide thirty days notice to the City of cancellation, non -renewal, or material changes 14.4.4. Remove all language on the certificate of insurance indicating: 14.4.4.1. That the insurance company or agent/broker shall endeavor to notify the City; and, 14.4.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 14.4.5. Contractor 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. 14.4.6. Provide that all provisions of this contract 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. 14.4.7. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 14.4.8. Contractor 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. 14.4.9. All notices shall be mailed to the City at the following addresses: Assistant City Manager City of Round Rock . 221 East Main Street Round Rock, TX 78664-5299 Page 4 of 9 City Attorney City of Round Rock 309 East Main Street Round Rock, TX 78664 SPECIFICATION NO. 05-966-60 DATE: August 2005 14.5. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Contractor shall not relieve the Contractor of full responsibility or liability for damages and accidents as set forth in these requirements. Neither shall bankruptcy, insolvency, or denial of liability by the insurance company relieve the Contractor from liability. 14.6. If the Contractor employs, contracts with or otherwise permits any other individual or entity to perform any of the obligations of the Contractor, then any and all of these individual or entities shall be bound by the same insurance requirements as the successful bidder. 15. WORKERS COMPENSATION INSURANCE: Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a govemmental entity. 15.1. 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. 15.2. Duration of the protect - 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. 15.3. Persons . rovidinservices on the . ro'ect "subcontractor" in Section ludes all persons or entities performing all or part of the services the CONTRACTOR hhas96 -incundertaken 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 -operators, employees of any such entity, or employees of any entity, which fumishes 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. 15.4. 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 alt employees of the CONTRACTOR providing services on the project, for the duration of the project. 15.5. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being awarded the contract. 15.6. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends during the duration of the project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 15.7. The CONTRACTOR shall obtain from each personproviding services on a project, and provide to the OWNER: 15.7.1. 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 15.7.2. no later than seven 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. 15.8. The CONTRACTOR shall retain all required certificates of coverage for the duration of the project and for one year thereafter. Page 5 of 9 SPECIFICATION NO. 05-966-60 DATE: August 2005 15.9. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery, within 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. 15.10. 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. 15.11. The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a project, to: 15.11.1. 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; 15.11.2. 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 15.11.3. 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 15.11.4.Obtain from each other person with whom it contracts, and provide to the CONTRACTOR: 15.11.5.A certificate of coverage, prior to the other person beginning work on the project and 15.11.6.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 15.11.7. Retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 15.11.8. Notify the OWNER in writing by certified mail or personal delivery, within 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 15.11.9. Contractually require each person with whom it contracts, to perform as required by paragraphs (A thea G), with the certificates of coverage to be provided to the person for whom they are providing services. 15.12. By signing the solicitation associated with this 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. 15.13. 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 contract void if the Contractor does not remedy the breach within ten calendar days after receipt of notice of breach from the owner. Page 6 of 9 i 4. BID SUBMITTAL: Bids shall be constructed to include all costs related to the design, production and printing of specified 4 -Color Program Booklets within the time frame designated. 5. BOOKLET: 5.1. Cover to be 80# glossy text. 5.2. Size: 11 x 17 printed 4/2 (four color process) 5.3. Inside signature 60# white opaque, printed 2/2 (black ink + 1 PMS ink) 5.4. Booklet to be saddle stitched SPECIFICATION NO. 05-966-60 DATE: August 2005 16. LIENS: Contractor agrees to and shall indemnify and save harmless the City against any and all liens and encumbrances for alt labor, goods and services which may be provided under the resulting agreement. At the City's request the Contractor or subcontractors shall provide a proper release of all liens or satisfactory evidence of freedom from liens shall be delivered to the City. 17. VENUE: Both the City and the Contractor agree that venue for any litigation arising from a resulting agreement shall lie in Williamson County. 18. INDEPENDENT CONTRACTOR: it is understood and agreed that the Contractor shall not be considered an employee of the City. The Contractor shall not be within protection or coverage of the City's Worker' Compensation insurance, Health Insurance, Liability Insurance or any other insurance that the City from time to time may have in force and effect. 19. CONTRACTOR RESPONSIBILITY 19.1. Contractor shall maintain sufficient communication with City of Round Rock to insure 30 days lead time on all factors resulting in adjustment or alteration of production deadlines. 19.2. Contractor shall maintain 10 working, days (exclusive of holidays) lead time in allowing the City of Round Rock to receive and review all pre -production proofs and drafts. Completion of final product to be delivered within 10 working days. 19.3. All products, fifes, proofs and artwork evolving from development and implementation of this contract shall become the property of the City of Round Rock. PART II SPECIFICATIONS 1. SCOPE: This specification describes Printing Services for 4 -Color Program Booklets for the City of Round Rock's Parks and Recreation Department. 2. STATEMENT OF INTENT: These specifications cover only the general requirements as to the Printing of Program Booklets. Bidders shall be responsible for fumishing all the necessary goods and services, that meets or exceeds all of the requirements as set forth herein, as well as provide a quality end product. 3. BIDDER QUALIFICATIONS: The opening of a bid will not be construed as the City's acceptance of such bidder as qualified and responsible. The City reserves the right to determine the lowest information at a minimum: responsible bidder from information submitted with the bid. All bidders shall fumish the following 3.1. References: Provide the name, address, telephone number and point of contract of at least three firms that have utilized your services for at least 1 year. References may be checked prior to award. Any negative responses received may result in disqualification of bid. 3.2. Subcontractors: Identify any subcontractors to be used for this project. Experience, qualifications and references of the subcontractors shall be submitted. The City reserves the right to approve or disapprove all subcontractors prior to any work being performed. Page 7 of 9 1. DELIVERY: Delivery of the goods and services shall be completed within the specified deadlines. Booklets shall be delivered to the Clay Madsen Recreation Center, 1600 Gattis School Road, Round Rock, TX, 78664 2. ACCEPTANCE: Acceptance inspection should not take more than five working days. The vendor will be notified within this time frame if the goods delivered are not in full compliance with the specifications. If any purchase order is canceled for non-acceptance, the needed goods/services 6.4UANTITIES: The quantities shown in this specification and on IFB 04-005 are estimates only. No guarantee of any minimum or maximum purchase is made or implied. The City will only order the services needed to satisfy requirements, which may be more or less than indicated. Vendor shall not charge City for over runs. 6.1. Spring booklet —19,000 6.2. Summer booklet — 20,000 6.3. Fall booklet —19,000 7. GENERAL: 7.1. Total number of pages in booklet — 36 pages although a 24, 28, or 32 page option may be used 7.2. The City of Round Rock, Parks and Recreation Department will provide a Quark Xpress 5.0 file and all of the necessary dip art and images included in the document. The document will need to be put into printer spread prior to printing. SPECIFICATION NO. 05-966-60 DATE: August 2005 8. DEADLINES: Booklets shall be completed by the date noted below or alternate date upon agreement with PARD representative of the City. The City of Round Rock in accordance with contract guidelines will determine deadlines for future publications. 8.1. The Spring 2006 program booklet shall be delivered to vendor by City on or before November 15, 2005 with vendor completion and delivery to the Clay Madsen Recreation Center on or before December 5, 2005. 8.2. The Summer 2006 program booklet shall be delivered to vendor by City on or before March 2, 2006 with vendor completion and delivery to the Clay Madsen Recreation Center on or before March 13, 2006. 8.3. The Fall 2006 program booklet shall be delivered to vendor by City on or before July 31, 2006 with vendor completion and delivery to the Clay Madsen Recreation Center on or before August 14, 2006. 9. PRICE ADJUSTMENT: The City may permit "unit price" adjustments upward, only as a result of a cost increase in services in accordance with the Producers Price Index at http://stats/bls.gov/poi/. Any price increase shall be requested by the contractor in writing and accompanied with the appropriate documentation to justify the increase. Increase may only be made at the beginning of each contract year with 60 day written notice. The vendor may offer price decreases in excess of the allowable percentage change. 10. CONTRACT ADMINISTRATOR: All work performed under this contract will be supervised and verified by the PARD designee noted below. Terri Waggoner 301 West Bagdad Round Rock, TX 78664 (512) 341-3361 Email: p.m grCa� oneround-rock tx us PART III DELIVERY, SERVICE, ACCEPTANCE AND PAYMENT Page 8 of 9 1 5. OVERCHARGES: Contractor hereby assigns to purchaser any and all claims for overcharges associated with this agreement which arise under the antitrust laws of the Untied States, 15 USGA Section 1 et seg., and which arise under the antitrust laws of the State of Texas, Bus. and Com. Code, Section 15.01, et sea. may be purchased elsewhere and the vendor may be handling. 3. INVOICING: Contractor shall submit one original and basis to the following address: City of Round Rock Accounts Payable 221 East Main Street Round Rock, TX78664-5299 SPECIFICATION NO. 05-966-60 DATE; August 2005 charged full increase, if any, in cost and one copy of each invoice on a monthly 4. PROMPT PAYMENT POLICY: Payments will be made within thirty days after the city receives 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 Contractor 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: 4.1. There is a bona fide dispute between the City and Contractor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 4.2. The terms of a federal agreement, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or 4.3. There is a bona fide dispute between the Contractor 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 4.4. 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. Page 9of9 DATE: January 5, 2006 SUBJECT: City Council Meeting - January 12, 2006 ITEM: *11.C.2. Consider a resolution authorizing the Mayor to execute an Agreement for Purchase of Printing Services for 4 -Color Program Booklets from Ginny's Printing. Department: Parks and Recreation Staff Person: Rick Atkins, Director Terri Waggoner, Marketing Specialist Justification: A contract with Ginny's Printing will save the Round Rock Parks and Recreation department approximately $36,000 over four years. Funding: Cost: $23,064.00 Source of funds: Budget Outside Resources: Ginny's Printing Background Information: The city has used Ginny's Printing before and they come on good reference. Public Comment: None CITY OF ROUND ROCK AGREEMENT FOR PURCHASE OF PRINTING SERVICES FOR 4 -COLOR PROGRAM BOOKLETS FROM GINNY'S PRINTING THE STATE OF TEXAS CITY OF ROUND ROCK COUNTY OF WILLIAMSON KNOW ALL BY THESE PRESENTS: That this Agreement for purchase of printing services for 4 -Color Program Booklets (referred to herein as the "Agreement") is made and entered into on this the , 2 , day of the month of , 200 ip , by and between the CITY OF ROUND ROCK, TEXAS, a home -rule unicipality hose offices are located at 221 East Main Street, Round Rock, Texas 78664 (referred to herein as the "City"), and GINNY'S PRINTING, a Texas corporation whose offices are located at 8410-B Tuscany Way, Austin, Texas 78759 (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 printing services for 4 -Color Program Booklets from Vendor; and WHEREAS, City has issued its "Invitation for Bid" for City to provide said goods and services, 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 services and Vendor is obligated to sell specified goods and services. The instant Agreement includes the following: (a) City's Invitation for Bid designated as IFB 05-034, Specification Number 05-966-60; (b) Vendor's Response to IFB; (c) the contract award; and (d) any exhibits, addenda, and/or amendments thereto. 00093719/j kg ,2 -®to -o1 -la®[ Ica.. Any inconsistencies or conflicts in the contract documents shall be resolved by giving preference in the following order: This Agreement; Purchaser's Response to IFB; 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 mean the specified services, supplies, materials, or equipment. F. Vendor means Ginny's Printing, 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. B. The term of this Agreement shall be for three (3) consecutive twelve (12) month periods from the effective date. Prices shall be firm for the duration of the terms of this Agreement, except as otherwise provided for herein. This Agreement may be renewed for two (2) additional periods not to exceed twelve (12) months for each renewal, 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. City reserves the right to review Vendor's performance at any time during the initial agreement period or any renewal periods, and may elect to terminate this Agreement with or without cause or may elect to continue. 2 3.01 CONTRACT DOCUMENTS AND EXHIBITS City selected Vendor to supply the goods and services as outlined in IFB 05-034, Specification Number 05-966-60, 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 and services which are the subject matter of this Agreement are described in Exhibit "A" and, together with this Agreement, comprise the total Agreement and they are as 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. The parties specifically acknowledge and agree that, for the first year of this Agreement (that being measured from the effective date hereof to twelve months thereafter), the "Spring Booklets" item for $7,562.00 shall be excluded, leaving a total bid of $15,502.00. For all remaining term, time periods, and renewals of this Agreement, the "Spring Booklets" item shall be included, leaving a total bid of $23,064.00. 5.01 COSTS Bid costs listed on Exhibit "A" shall be the basis of any charges collected by Vendor. The parties specifically acknowledge and agree that, for the first year of this Agreement (that being measured from the effective date hereof to twelve months thereafter), the "Spring Booklets" item for $7,562.00 shall be excluded, leaving a total bid of $15,502.00. For all remaining term, time periods, and renewals of this Agreement, the "Spring Booklets" item shall be included, leaving a total bid of $23,064.00. 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. 3 7.01 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. 8.01 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 a late fee of one percent (1%) for payments not made in accordance with this Prompt Payment Policy; 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 concerning the supplies, materials, or equipment delivered or the services performed which causes 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 any of the parties and subcontractors or between a subcontractor and its suppliers concerning supplies, materials, or equipment delivered or the services performed which 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. 9.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability 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. 4 10.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 11.01 ORDERS PLACED WITH ALTERNATE VENDORS If Vendor cannot provide the goods and services as specified, City reserves the right and option to obtain same from other suppliers or sources. 12.01 INSURANCE Vendor shall meet all requirements as stated in the attached Invitation for Bid No. 05-034 and its bid response. 13.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Terri Waggoner 301 West Bagdad Round Rock, Texas 78664 512-341-3361 E-mail: twaggoner@round-rock.tx.us 14.01 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. 15.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified goods and services 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: 5 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. 16.01 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. 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 for cause, that being in the event of a material and substantial breach by City, by providing the City with one hundred twenty (120) days' written notice prior to termination of the Agreement; and in the event of such written notice of termination, Vendor shall continue services for a period of time not to exceed one hundred twenty (120) days after written notification. Termination under this subsection (C) of Section 16.01 shall not relieve Vendor of any obligation or liability that has occurred prior to cancellation. D. In the event City terminates under subsections (A) or (B) of this Section 16.01, 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. 17.01 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 6 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. 18.01 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. 19.01 ASSIGNMENT AND DELEGATION The parties each bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. A party shall neither assign, sublet nor transfer any interest in this Agreement without prior written authorization of the other party. 20.01 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 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: Ginny's Printing Attention: Bart Spanjersberg 8410-B Tuscany Way Austin, Texas 78759 Notice to City: David Kautz Assistant 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. 7 21.01 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. 22.01 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. 23.01 DISPUTE RESOLUTION If a dispute or claim arises under this Agreement, the parties agree to first try to resolve the dispute or claim by appropriate internal means, including referral to each party's senior management. If the parties cannot reach a mutually satisfactory resolution, then and in that event any such dispute or claim will be sought to be resolved with the help of a mutually selected mediator. If the parties cannot agree on a mediator, City and Vendor shall each select a mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than attorney fees, associated with the mediation shall be shared equally by the parties. 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. 24.01 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. 25.01 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 8 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. IN WITNESS WHEREOF, City and Vendor have executed this Agreement on the dates indicated. CITY OF ROUND ROCK, TE r 416 By: T Printed Name: /VyL6 rnAxtoscL Date Signed: BOJ -12- O j ATTEST: afito.etit Christine R. Martinez, City Secretary AP' ' (LVED AS TO FORM: L. Sheets, City Attorney 9 GINNY'S PRINTING, a Texas corporation By: Title: Printed Name: `SFr Date Signed: 12. t1) 0C ' V WORK MADE FOR HIRE AGREEMENT WITH GINNY'S PRINTING This Agreement is made on the % a, day of the month of 200 lo , by and between GINNY'S PRINTING, a Texas corporati,and any of its authors and/or artists (hereinafter referred to as "Author/Artist," and if there is more than one author/artist affiliated with the entity, then the entity and all of them collectively) and the CITY OF ROUND ROCK, TEXAS (hereinafter referred to as the "City"). This Agreement is made simultaneous to an agreement entitled "City of Round Rock Agreement for Purchase of Printing Services for 4 -Color Program Booklets from Ginny's Printing," and encompasses the subject matter contracted for thereunder. AUTHOR/ARTIST AND CITY HEREBY AGREE THAT: 1. Title and Copyright Assignment (a) Author/Artist and City intend this to be a contract for services and each considers the products and results of the services to be rendered by Author/Artist hereunder (the "Work") to be a work made for hire. Author/Artist acknowledges and agrees that the Work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of City. (b) If for any reason the Work would not be considered a work made for hire under applicable law, Author/Artist does hereby sell, assign, and transfer to City, its successors and assigns, the entire right, title and interest in and to the copyright in the Work and any registrations and copyright applications relating thereto and any renewals and extensions thereof, and in and to all works based upon, derived from, or incorporating the Work, and in and to all income, royalties, damages, claims and payments now or hereafter due or payable with respect thereto, and in and to all causes of action, either in law or in equity for past, present, or future infringement based on the copyrights, and in and to all rights corresponding to the foregoing throughout the world. (c) If the Work is one to which the provisions of 17 U.S.C.106A apply, Author/Artist hereby waives and appoints City to assert on Author/Artist's behalf the Author/Artist's moral rights or any equivalent rights regarding the form or extent of any alteration to the Work (including, without limitation, removal or destruction) or the making of any derivative works based on the Work, including, without limitation, drawings or other visual reproductions or the Work, in any medium, excepting photographs, for City's purposes. (d) Author/Artist agrees to execute all papers and to perform such other proper acts as City may deem necessary to secure for City or its designee the rights herein assigned. 00093594/jkg 2. Delivery of the Work (a) Author/Artist will deliver to City on or before any contractually -obligated date the completed Work (with all illustrations, charts, graphs, graphics, and other material, including supplements, handouts, reference lists, indexes, etc., in the medium mutually agreed upon for the Work) in form and content satisfactory to City. (b) If Author/Artist fails to deliver the Work on time, City will have the right to terminate this agreement and the referenced simultaneous agreement and to recover from Author/Artist any sums advanced in connection with the Work. Upon such termination, Author/Artist may not have the Work published or used in any form elsewhere until such advances have been repaid. 3. Quoted Material With the exception of short excerpts from others' works, which constitute fair use, the Work will contain no material from other copyrighted works without a written consent of the copyright holder. Author/Artist will obtain such consents at his/her/its own expense after consultation with City and will file them with City at the time the Work is delivered. Any obligations associated with permissions will be the responsibility of Author/Artist. 4. Author/Artist's Warranty Author/Artist warrants that he/she/it is the sole owner of the Work and has full power and authority to make this agreement; that the Work does not infringe any copyright, violate any property rights, or contain any scandalous, libelous, or unlawful matter. Author/Artist will defend, indemnify, and hold harmless City and/or its licensees against all claims, suits, costs, damages, and expenses that City and/or its licensees may sustain by reason of any scandalous, libelous, or unlawful matter contained or alleged to be contained in the Work or any infringement or violation by the Work of any copyright or property right; and until such claim or suit has been settled or withdrawn, City may withhold any sums due Author/Artist under the referenced simultaneous agreement. 5. Consideration In consideration for delivery of the Work in accordance with the provisions of the referenced simultaneous agreement, City shall pay Author/Artist as indicated therein. 6. Revisions Author/Artist shall, at the request of City, revise the Work at one year intervals during the term of the referenced simultaneous agreement. 7. Term and Termination (a) This agreement shall remain in effect for the same length of time as the referenced simultaneous agreement unless terminated earlier in accordance with this Section 7. (b) In the event that either party shall be in default of its material obligations under this agreement or the referenced simultaneous agreement and shall fail to remedy such default within thirty (30) days after receipt of written notice thereof, the agreements shall terminate upon expiration of the thirty (30) day period. (c) Upon the expiration of the term of this agreement and the referenced simultaneous agreement, the parties may agree to renew those agreements for additional terms, only as allowed by the terms of the referenced simultaneous agreement, upon the same terms and conditions as set forth. 8. Options/Contracts with Third Parties Nothing contained in Section 7 shall affect any license or other grant of rights, options, or agreements made with third parties prior to the termination date or the rights of City in the income resulting from such agreements. 9. Amendments The written provisions contained in this agreement, taken together inextricably with the referenced simultaneous agreement, constitute the sole and entire agreement made between Author/Artist and City concerning this Work, and any amendments to same shall not be valid unless made in writing and signed by both parties. 10. Construction, Binding Effect, Venue, and Assignment This agreement shall be construed and interpreted according to the laws of the State of Texas and shall be binding upon the parties hereto, their heirs, successors, assigns, and personal representatives; and venue shall lie exclusively in Williamson County, Texas; and references to Author/Artist and to City shall include their heirs, successors, assigns, and personal representatives. IN WITNESS WHEREOF, the parties have duly executed this agreement as of the date indicated below. CITY OF ROUND ' i . XAS ATTEST: By:�r�/V By: Pn •�� ame: /VyL6rglgic,)F.C.C. Titl-: m4yoRi Date: 01— / -!?!0 2- o4 -01 -i2 -lice, tzf4 Christine R. Martinez, City Secretary FOR CITY, APP4(QVED AS TO ORM: By: Stephan Sheets, City Attorney GINNY'S PRINTING, a Texas corporation Printed Name: Title: U t& Pre + - Date: 1 Z. -Q3 --c.; INVITATION FOR BID (IFB) CITY r -ROUND ROCK PURCHASING OFFICE 221 E. Main Street Round Rock, Texas 78664-5299 BIDS ARE DUE TO THE PURCHASING OFFICE AT THE ABOVE ADDRESS BEFORE BID OPENING TIME. INVOICE TO: City of Round Rock Accounts Payable 221 East Main Street Round Rock, Texas 78664 BID F.O.B. DESTINATION UNLESS OTHERWISE SPECIFIED BELOW DESTINATION: City of Round Rock Clay Madsen Recreation Center 1600 Gattis School Road Round Rock, Texas 78664 Best Bid Evaluation: All bids received shall b _ of the following criteria: Bid Price; Reputation of Bidder; Extent to which the Goods or,Services nmee meet City's needs; and Bidder's ast or p Relationship with the City; as well as any relevant criteria listed in the attached Specification Number 05-966-60, dated August 2005 (9 pages). FACSIMILE RESPONSES SHALL NOT BE ACCEPTED SHOW BID OPENING DATE & BID NUMBER IN LOWER LEFT HAND CORNER OF SEALED BID ENVELOPE & SHOW RET . N ADDRESS OF BIDDING FIRM. IDDING INFORMATION: PRINTING SERVICES -4 COLOR PROGRAM BOOKLET BID NUMBER 05-034 OPENING DATE: 8/30/2005 AT 3:00 PM BID LOCATION: 221 E. Main Street, 1st Floor Council Chambers, Round Rock, TX 78664 RETURN SIGNED ORIGINAL AND ONE COPY OF BID BIDDER SHALL SIGN BELOW Failure to sign bid will disqualify bid Authorized Signature 2 O' Date SEE 1.7 ON BACK FOR INSTRUCTIONS: TAX ID NO.: L - :_ Z LEGAL BUSINESS NAME: - 7 Al /.J Li 1..S Pats),( /4 -A14 -- <-ADDRESS: ADDRESS: gj4 I (o-1 `T-1 , 4...z i..71/4., Cil) ADDRESS: P1 -14,5-1')X4 4 " t 5- 1 5 CONTACT: 'BA tt_! �p es.; 0 (-5640:z) TELEPHONE NO.: Cs- J ) 4-s-4- 3 - x_3 8 BUSINESS ENTITY TYPE: lei (7O,1 tOx f c - Bidder agrees to comply with all conditions set forth below and on the reverse side of this IFB. ITEM # CLASS & ITEM DESCRIPTION ESTIMATED QUANTITY INDIVIDUAL PRICE TOTAL ESTIMATED PRICE 1 SPRING BOOKLETS Delivery in November per schedule established by City representative 19,000 booklets 2 SUMMER BOOKLETS Delivery in March per schedule established by City representative 20,000 booklets 3 FALL BOOKLETS Delivery in August per schedule established by City representative 4 EXTRA EDITS CHARGE Cost per hour to maked additional edits to proofed document 19,000 booklets N/A $o.3gs each $ 39r each total $7,q40.PC) $ Cj s q8 each 5 RE -RUN CHARGES Cost per 1,000 of requested Iadditional booklets above initial order "By the signature hereon affixed, the bidder hereby c anyone acting for such entity has violated the antitrust Commerce Code, or the Federal antitrust laws, nor co other person engaged in such line of business." EXHIBIT HAT, 1,000 booklets $ i. per hour each total $ ISV2.�" the entity represented by the bidder, or tion 15.01 et seq., Texas Business and the bid made to any competitor or any total $ TOTAL BID REFERENCE SHEET Please Complete and Return This Form with the Solicitation Response SOLICITATION NUMBER: IFB 05-03 BIDDER'S NAME: ,,,` P2�>•.4'r DATE: $-3o Provide the name, address, telephone number and point of contact of at least three firms that have utilized similar service for at least 2 years. References may be checked prior to award. Any negative responses received may result in disqualification of bid. 1. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number 2. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number 3. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number 4. Company's Name Name of Contact Title of Contact E -Mail Address Present Address City, State, Zip Code Telephone Number -Tc-x P AsiSo(ict BBV (1/4)ftIA...1 i ID); A.2 Se 400 iS s�k 31g ►l U, b i iti 1-X 79,10i (S(L ) Fax Number ( 1 rc-i E f o© i x&S hn ikil j i k( el- ; L t 4 (4 (cAodt eroO *312_ ("s (t) 4&3 it p(b ax Number ( AIS rcaNc(H- Dfl( 41i 11r tAptwr�f 6Pr ST?M 7K 71.DI (� a—) ego' _ p 2 Fax Number ( ) �Vitote 14QAGtiSFe0-e) !f ( SI Z) - i s(n(a Fax Number (6/L ) 4 1 FAILURE TO PROVIDE THE REQUIRED INFORMATION WITH THE SOLICITATION RESPONSE MAY AUTOMATICALLY DISQUALIFY THE RESPONSE FROM CONSIDERATION FOR AWARD. Reference Sheet Page 3 of 3 Dated: 08/16/2005 1. The Contractor shall provide all labor and goods necessary to perform the project. The Contractor shall employee all personnel for work in accordance with the requirements set forth by the United States Department of Labor. 2. The Contractor shall be responsible for damage to the City's equipment and/or proe the workplace and its contents by its work, negligence in work, its personnel and equipment. The Contractor shall be responsible and liable for the safety; injury and health of its working personnel while its employees are performing service work. SPECIFICATION NO. 05-966-60 DATE: August 2005 CITY OF ROUND ROCK PRINTING SERVICES: 4 -COLOR PROGRAM BOOKLETS 1. PURPOSE: The City seeks to contract with a qualified bidder to provide all goods and labor for printing services of 4 -Color Program Booklets for the City of Round Rock, Parks and Recreation Department as identified on the Invitation For Bid (IFB). 2. DEFINITIONS: The following definitions will be used for identified terms throughout the specification and bid document: 2.1. Bidder identified throughout this specification shall describe persons and entities that consider themselves qualified to provide the goods, equipment or services. 2.2. City — Identifies the City of Round Rock, Williamson and Travis Counties, Texas. 2.3. Contract — A mutually binding legal document obligating the Contractor to fumish the goods, equipment or services, and obligating the City to pay for it. 2.4. Contractor —A person or business enterprise providing goods, equipment, labor and/or services to the City as fulfillment of obligations arising from a contract or purchase order. 2.5. Goods represent materials, supplies, commodities and equipment. 2.6. Purchase Order - is an order placed by the Purchasing Office for the purchase of Goods or Services written on the City's standard Purchase Order form and which, when accepted by the Bidder, becomes a contract. The Purchase Order is the Bidders authority to deliver and invoice the City for Goods or Services specified, and the City's commitment to accept the Goods or Services for an agreed upon price. 2.7. Subcontractor - Any person or business enterprise providing and/or services to a Contractor if such goods, equipment, labor, ,aand/or seryservices pment,lareor, procured or used in fulfillment of the Contractor's obligations arising from a contract with the City. 3. CLARIFICATION: For clarification of specifications, bidders may contact: Randy Barker Purchasing Supervisor City of Round Rock Telephone: 512-218-3295 Email: rbarker@round-rock.tx.us 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 bid opening without written approval of the City of Round Rock through the Purchasing Division. PART 1 GENERAL CLAUSES AND CONDITIONS Page 1 of 9 7. 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 a te funds sufficient purchase the estimated yearly services or quantities, as determined by the City' budget for the to fiscal year in question. The City may effect such termination by giving Contractor a written notice of termination at the end of its then current fiscal year. 3. The City is committed to maintaining an alcohol and drug free workplace. Possession, use, or being under the influence of alcohol or controlled substances by Contractor, Contractor's employees, subcontractor (s') or subcontractor (s') employees while in the performance of the service is prohibited. Violation of this requirement shall constitute grounds for termination of the service. 4. EX PARTE COMMUNICATION Please note that to insure the proper and fair evaluation of a bid, the City of Round Rock prohibits ex parte communication (e.g., unsolicited) initiated by the Bidder to the City Official or Employee evaluating or considering the bids prior to the time a bid decision has been made. Communication between Bidder and the City will be initiated by the appropriate City Official or Employee in order to obtain information or clarification needed to develop a proper and accurate evaluation of the bid. Ex parte communication may be grounds for disqualifying the offending Bidder from consideration or award of the bid then in evaluation, or any future bid. SPECIFICATION NO. 05-966-60 DATE: August 2005 5. AGREEMENT: 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. 5.1 The term of this Agreement shall be for three (3) consecutive twelve (12) month periods of time from the effective date. Prices shall be firm for the duration of the Agreement, except as provided for herein. This Agreement may be renewed for two (2) additional periods of time not to exceed twelve (12) months for each renewal provided the parties agree. 5.2 The City reserves the right to review the Vendor's performance at the end of each twelve (12) month period of time, and to cancel the contract (without penalty) or continue the contract through the next period. 5.3 The City reserves the right to review Vendor's performance at any time during the initial agreement or renewal period, and may elect to terminate this Agreement with or without cause or may elect to continue. 6. BEST BID EVALUATION: All bids received shall be evaluated based on the best value for the City. Best value will be determined by considering all or part of the criteria listed, as well as any relevant criteria specifically listed in the solicitation. 6.1. Bid price 6.2. Reputation of the bidder and of bidder's goods and services. 6.3. The quality of the bidder's goods or services. Samples to be provided by vendor. 6.4. The extent to which the goods or services meet the City's needs 6.5. Bidder's past relationship with the City. All vendors will be evaluated on their past performance and prior dealings with the City to include, but not limited to, failure to meet specifications, poor quality, poor workmanship, late delivery. 8. CANCELLATION: The City reserves the right to cancel the Agreement without penalty by providing 30 days prior notice to the other party. Contractor shall provide the City with 120 days written notice prior to cancellation of the Agreement and shall continue services for a period of time not to exceed 120 days after written notification. Termination under this paragraph shall not relieve the Contractor of any obligation or liability that has occurred prior to cancellation. Note: This Agreement is subject to cancellation, without penalty, at any time the City deems the vendor to be non-compliant with contractual obligations. Page 2 of 9 9. COMPLIANCE WITH LAWS: The successful bidder shall comply with all federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any court or administrative bodies or tribunals in any matter affecting the performance of the resulting agreement, including without limitation, workers' compensation laws, minimum and maximum salary and wage statutes and regulations, and licensing laws and regulations. When requested, the Contractor shall furnish the City with satisfactory proof of its compliance. 10. CODES PERMITS AND LICENSES: The successful bidder shall comply with all National, State and Local standards, codes and ordinances and the terms and conditions of the services of the electric utility, as well as other authorities that have jurisdiction pertaining to equipment and materials used and their application. None of the terms or provisions of the specification shall be construed as waiving any rules, regulations or requirements of these authorities. The successful bidder shall be responsible for obtaining all necessary permits, certificates and/or licenses to fulfill contractual obligations (City of Round Rock fees and costs will be waived). 11. ABANDONMENT OR DEFAULT: A Contractor who abandons or defaults the work on the contract and causes the City to purchase the services elsewhere may be charged the difference in service if any and shall not be considered in the re -advertisement of the service and may not be considered in future bids for the same type of work unless the scope of work is significantly changed. 12. INDEMNITY: Contractor shall indemnify, save harmless and defend the City, its officers, agents, servants, and employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorneys fees and any and all other costs or fees incident to the performance of the resulting agreement and arising out of a willful or negligent act or omission of the Contractor, its officers, agents, servants and employees. 13. INSURANCE: The Contractor shall procure and maintain at its sole cost and expense for the duration of the contract or purchase order resulting from a response to this bid/Specification insurance against claims for injuries to persons or damages toproperty connection with the performance of the work as a result of this bid e succewhich ssful arise dder from in agents, representatives, volunteers, employees or subcontractors. 14. Certificates of Insurance and endorsements shall be fumished to the City and approved by the City before work commences. 14.1. The following standard insurance policies shall be required: 14.1.1. General Liability Policy 14.1.2. Automobile Liability Policy 14.1.3. Worker's Compensation Policy 14.2. The following general requirements are applicable to all policies: 14.2.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 14.2.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 14.2.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 14.2.4. Upon request, certified copies of all insurance policies shall be fumished to the City 14.2.5. Policies shall include, but not limited to, the following minimum limits: 14.2.6. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 14.2.7. Property Damage insurance with minimum limits of $50,000.00 for each occurrence. SPECIFICATION NO. 05-966-60 DATE: August 2005 Page 3 of 9 SPECIFICATION NO. 05-966-60 DATE: August 2005 14.2.8. 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. 14.2.9. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 14.2.10.Coverage shall be maintained for two years minimum after the termination of the Contract. 14.3. 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 Contractor 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 bid specification and the insurance endorsements stated below. 14.4. Contractor 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: 14.4.1. Provide for an additional insurance endorsement clause declaring the Contractor's insurance as primary. 14.4.2. 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. 14.4.3. Provide thirty days notice to the City of cancellation, non -renewal, or material changes 14.4.4. Remove all language on the certificate of insurance indicating: 14.4.4.1. That the insurance company or agent/broker shall endeavor to notify the City; and, 14.4.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 14.4.5. Contractor 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. 14.4.6. Provide that all provisions of this contract conceming 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. 14.4.7. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 14.4.8. Contractor 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. 14.4.9. All notices shall be mailed to the City at the following addresses: Assistant City Manager CityAttorney City of Round Rock ""o' ney City of Round Rock 221 East Main Street 309 East Main Street Round Rock, TX 78664-5299 Round Rock, TX 78664 Page 4 of 9 SPECIFICATION NO. 05-966-60 DATE: August 2005 14.5. Approval, disapproval, or failure to act by the City regarding any insurance supplied by the Contractor shall not relieve the Contractor of full responsibility or liability for damages and accidents as set forth in these requirements. Neither shall bankruptcy, insolvency, or denial of liability by the insurance company relieve the Contractor from liability. 14.6. If the Contractor employs, contracts with or otherwise permits any other individual or entity to perform any of the obligations of the Contractor, then any and all of these individual or entities shall be bound by the same insurance requirements as the successful bidder. 15. WORKERS COMPENSATION INSURANCE: Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a govemmental entity. 15.1. 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. 15.2. Duration of the prosect - indudes 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. 15.3. Persons • rovidin . services on the . ro'ect "subcontractor" in Section 406.096 - indudes 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 -operators, employees of any such entity, or employees of any entity, which fumishes 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. 15.4. 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. 15.5. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being awarded the contract. 15.6. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends during the duration of the project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 15.7. The CONTRACTOR shall obtain from each personproviding services on a project, and provide to the OWNER: 15.7.1. 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 15.7.2. no later than seven 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. 15.8. The CONTRACTOR shall retain all required certificates of coverage for the duration of the project and for one year thereafter. Page 5 of 9 SPECIFICATION NO. 05-966-60 DATE: August 2005 15.9. The CONTRACTOR shalt notify the OWNER in writing by certified mail or personal delivery, within 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. 15.10. 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. 15.11. The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a project, to: 15.11.1. 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; 15.11.2. 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 15.11.3. 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 15.11.4. Obtain from each other person with whom it contracts, and provide to the CONTRACTOR: 15.11.5.A certificate of coverage, prior to the other person beginning work on the project and 15.11.6.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 15.11.7. Retain all required certificates of coverage on file for the duration of the project and for one year thereafter, 15.11.8. Notify the OWNER in writing by certified mail or personal delivery, within 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 15.11.9. Contractually require each person with whom it contracts, to perform as required by paragraphs (A thru G), with the certificates of coverage to be provided to the person for whom they are providing services. 15.12. By signing the solicitation associated with this 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. 15.13. 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 contract void if the Contractor does not remedy the breach within ten calendar days after receipt of notice of breach from the owner. Page 6 of 9 4. BID SUBMITTAL: Bids shall be constructed to include all costs related to the design, production and printing of specified 4 -Color Program Booklets within the time frame designated. 5. BOOKLET: 5.1. Cover to be 80# glossy text. 5.2. Size: 11 x 17 printed 4/2 (four color process) 5.3. Inside signature 60# white opaque, printed 2/2 (black ink + 1 PMS ink) 5.4. Booklet to be saddle stitched SPECIFICATION NO. 05-966-60 DATE: August 2005 16. LIENS: Contractor agrees to and shall indemnify and save harmless the City against any and all liens and encumbrances for all labor, goods and services which may be provided under the resulting agreement. At the City's request the Contractor or subcontractors shall provide a proper release of all liens or satisfactory evidence of freedom from liens shall be delivered to the City. 17. VENUE: Both the City and the Contractor agree that venue for any litigation arising from a resulting agreement shall lie in Williamson County. 18. INDEPENDENT CONTRACTOR: It is understood and agreed that the Contractor shall not be considered an employee of the City. The Contractor shall not be within protection or coverage of the City's Worker' Compensation insurance, Health Insurance, Liability Insurance or any other insurance that the City from time to time may have in force and effect. 19. CONTRACTOR RESPONSIBILITY 19.1. Contractor shall maintain sufficient communication with City of Round Rock to insure 30 days lead time on all factors resulting in adjustment or alteration of production deadlines. 19.2. Contractor shall maintain 10 working, days (exclusive of holidays) lead time in allowing the City of Round Rock to receive and review all pre -production proofs and drafts. Completion of final product to be delivered within 10 working days. 19.3. All products, files, proofs and artwork evolving from development and implementation of this contract shall become the property of the City of Round Rock. PART II SPECIFICATIONS 1. SCOPE: This specification describes Printing Services for 4 -Color Program Booklets for the City of Round Rock's Parks and Recreation Department. 2. STATEMENT OF INTENT: These specifications cover only the general requirements as to the Printing of Program Booklets. Bidders shall be responsible for fumishing all the necessary goods and services, that meets or exceeds all of the requirements as set forth herein, as well as provide a quality end product. 3. BIDDER QUALIFICATIONS: The opening of a bid will not be construed as the City's acceptance of such bidder as qualified and responsible. The City reserves the right to determine the lowest information at a minimum: responsible bidder from information submitted with the bid. All bidders shall fumish the following 3.1. References: Provide the name, address, telephone number and point of contract of at least three firms that have utilized your services for at least 1 year. References may be checked prior to award. Any negative responses received may result in disqualification of bid. 3.2. Subcontractors: Identify any subcontractors to be used for this project. Experience, qualifications and references of the subcontractors shall be submitted. The City reserves the right to approve or disapprove all subcontractors prior to any work being performed. Page 7 of 9 1. DELIVERY: Delivery of the goods and services shall be completed within the specified deadlines. Round Rock, TX, 78664 Booklets shall be delivered to the Clay Madsen Recreation Center, 1600 Gattis School Road, 2. ACCEPTANCE: Acceptance inspection should not take more than five working days. The vendor will be notified within this time frame if the goods delivered are not in full compliance with the specifications. If any purchase order is canceled for non-acceptance, the needed goods/services 6. (gUANTITIES• The quantities shown in this specification and on IFB 04-005 are estimates only. No guarantee of any minimum or maximum purchase is made or implied. The City will only order the services needed to satisfy requirements, which may be more or less than indicated. Vendor shall not charge City for over runs. 6.1. Spring booklet —19,000 6.2. Summer booklet — 20,000 6.3. Fall booklet —19,000 7. GENERAL: 7.1. Total number of pages in booklet — 36 pages although a 24, 28, or 32 page option may be used 7.2. The City of Round Rock, Parks and Recreation Department will provide a Quark Xpress 5.0 file and all of the necessary clip art and images included in the document. The document will need to be put into printer spread prior to printing. SPECIFICATION NO. 05-966-60 DATE: August 2005 8. DEADLINES: Booklets shall be completed by the date noted below or altemate date upon agreement with PARD representative of the City. The City of Round Rock in accordance with contract guidelines will determine deadlines for future publications. 8.1. The Spring 2006 program booklet shall be delivered to vendor by City on or before November 15, 2005 with vendor completion and delivery to the Clay Madsen Recreation Center on or before December 5, 2005. 8.2. The Summer 2006 program booklet shall be delivered to vendor by City on or before March 2, 2006 with vendor completion and delivery to the Clay Madsen Recreation Center on or before March 13, 2006. 8.3. The Fall 2006 program booklet shall be delivered to vendor by City on or before July 31, 2006 with vendor completion and delivery to the Clay Madsen Recreation Center on or before August 14, 2006. 9. PRICE ADJUSTMENT The City may permit "unit price" adjustments upward, only as a result of a cost increase in services in accordance with the Producers Price Index at httn://stats/bls oov/nnu Any price increase shall be requested by the contractor in writing and accompanied with the appropriate documentation to justify the increase. Increase may only be made at the beginning of each contract year with 60 day written notice. The vendor may offer price decreases in excess of the allowable percentage change. 10. CONTRACT ADMINISTRATOR: All work performed under this contract will be supervised and verified by the PARD designee noted below. Terri Waggoner 301 West Bagdad Round Rock, TX 78664 (512) 341-3361 Email: twagaonerCc�round-rock tx ue PART III DELIVERY, SERVICE, ACCEPTANCE AND PAYMENT Page 8 of 9 1 5. OVERCHARGES: Contractor hereby assigns to purchaser any and all claims for overcharges associated with this agreement which arise under the antitrust laws of the Untied States, 15 USGA Section 1 et seg., and which arise under the antitrust laws of the State of Texas, Bus. and Com. Code, Section 15.01, et seq., may be purchased elsewhere and the vendor may be handling. 3. INVOICING: Contractor shall submit one original and basis to the following address: City of Round Rock Accounts Payable 221 East Main Street Round Rock, TX78664-5299 SPECIFICATION NO. 05-966-60 DATE: August 2005 charged full increase, if any, in cost and one copy of each invoice on a monthly 4. PROMPT PAYMENT POLICY: Payments will be made within thirty days after the city receives 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 Contractor 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: 4.1. There is a bona fide dispute between the City and Contractor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 4.2. The terms of a federal agreement, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or 4.3. There is a bona fide dispute between the Contractor 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 4.4. 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. Page 9 of 9