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Contract - Act Global Americas, Inc. - 3/23/2023 I -2oz-3- 040 ORIGINAL CITY OF ROUND ROCK Parks & Recreation Department 0r-� ROUND ROCK TEXAS Project Manual For: Buck Egger Park Synthetic Turf Conversion Project February 2023 Prepared By: KATIE BAKER, P.L.A. 301 West Bagdad Avenue, -- Suite 250 Round Rock, Texas 78664 APPROVED BY CITY ATTORNEY tn320y +�� 2�3 Buck Egger Park Synthetic Turf Conversion Project TABLE OF CONTENTS Section Description No. of Pages 00200 TIPS Contract 85 00300 Proposal 4 00500 Agreement 5 00600 Insurance& Construction Bond Forms 00610 Performance Bond 2 00620 Payment Bond 4 00650 Certificate of Liability Insurance 85 00700 General Conditions 44 00800 Supplemental General Conditions 1 00900 Special Conditions 5 01000 Technical Specifications 4 Synthetic Turf Specifications 31 02000 Plans, Details and Notes 1 Exhibit A - Buck Egger Synthetic Turf Field Project 2021 03000 Geo-technical Report 31 8-2016 Table of Contents 00090665 00200 TIPS CONTRACT TIPS VENDOR AGREEMENT Between Act Global Americas Inc. and (Company Name) THE INTERLOCAL PURCHASING SYSTEM (TIPS), a Department of Texas Education Service Center Region 8 for TIPS RFP 200205 Synthetic or Natural Sports Fields, Courts or Tracks 2 Part General Information The Vendor Agreement ("Agreement") made and entered into by and between The Interlocal Purchasing System (hereinafter "TIPS") a government cooperative purchasing program authorized by the Region 8 Education Service Center, having its principal place of business at 4845 US Hwy 271 North, Pittsburg, Texas 75686 and the TIPS Vendor. This Agreement consists of the provisions set forth below, including provisions of all attachments referenced herein. In the event of a conflict between the provisions set forth below and those contained in any attachment, the provisions set forth shall control unless otherwise agreed by the parties in writing and by signature and date on the attachment. A Purchase Order ("PO"), Agreement or Contract is the TIPS Member's approval providing the authority to proceed with the negotiated delivery order under the Agreement. Special terms and conditions as agreed between the Vendor and TIPS Member should be added as addendums to the Purchase Order, Agreement or Contract. Items such as certificate of insurance, bonding requirements, small or disadvantaged business goals are some, but not all, of the possible addendums. Terms and Conditions Freight All quotes to Members shall provide a line item for cost for freight or shipping regardless if there is a charge or not. If no charge for freight or shipping, indicate by stating "No Charge", "$0", "included in price" or other similar indication. Otherwise, all shipping, freight or delivery changes shall be passed through to the TIPS Member at cost with no markup and said charges shall be agreed by the TIPS Member unless alternative shipping terms are agreed by TIPS as a result of the proposal award. Warranty Conditions All new supplies equipment and services shall include manufacturer's minimum standard warranty unless otherwise agreed to in writing. Vendor shall be legally permitted to sell all products offered for sale to TIPS Members if the offering is included in the Request for Proposal ("RFP")category.All goods proposed and sold shall be new unless clearly stated in writing. Customer Support The Vendor shall provide timely and accurate customer support for orders to TIPS Members as agreed by the Parties. Vendors shall respond to such requests within a commercially reasonable time after receipt of the request. If support and/or training is a line item sold or packaged with a sale, support shall be as agreed with the TIPS Member. Non-JOC Vendor Agreement Ver.01142020.sr Page 1 Agreements Agreements for purchase will normally be put into effect by means of a purchase order(s) executed by authorized agents of the TIPS Member participating government entities, but other means of placing an order may be used at the Member's discretion. F Tax exempt status Most TIPS Members are tax exempt and the related laws and/or regulations of the controlling jurisdiction(s) s of the TIPS Member shall apply. Assignments of Agreements No assignment of this Agreement may be made without the prior notification of TIPS.Written approval of TIPS shall not be unreasonably withheld. Payment for delivered goods and services can only be made to the awarded Vendor,Vendor designated reseller or vendor assigned company. r Disclosures • Vendor and TIPS affirm that he/she, or any authorized employees or agents, has not given, offered to r give, nor intends to give at any time hereafter any economic opportunity,future employment,gift, loan, gratuity, special discount,trip,favor or service to a public servant in connection with this Agreement. t • Vendor shall attach, in writing, a complete description of any and all relationships that might be considered a conflict of interest in doing business with the TIPS program. • The Vendor affirms that,to the best of his/her knowledge,the offer has been arrived at independently, and is submitted without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this Agreement. Term and Renewal of Agreements The Agreement with TIPS is for three(3)years with an option for renewal for an additional one(1)consecutive year if both parties agree. TIPS may or may not exercise the one-year extension beyond the base three-year term and whether or not to offer the extension is at the sole discretion of TIPS. The scheduled Agreement termination date shall be the last date of the month of the last month of the agreement's legal effect. Example:If the agreement is scheduled to end on May 23, the anniversary date of the award, it would actually be extended to May 31 in the last month of the last year the contract is active. Automatic Renewal Clauses Incorporated in Awarded Vendor Agreements with TIPS Members Resulting from the Solicitation and with the Vendor Named in this Agreement. No Agreement for goods or services with a TIPS Member by the awarded vendor named in this Agreement that results from the solicitation award named in this Agreement, may incorporate an automatic renewal clause that exceeds month to month terms with which the TIPS Member must comply. All renewal terms incorporated in an Agreement by the vendor with the TIPS Member shall only be valid and enforceable when the vendor receives written confirmation by purchase order,executed Agreement or other written instruction issued by the TIPS Member for any renewal period. The purpose of this clause is to avoid a TIPS Member inadvertently renewing an Agreement during a period in which the governing body of the TIPS Member has not properly appropriated and budgeted the funds to satisfy the Agreement renewal. This term is not negotiable and any Agreement between a TIPS Member and a TIPS awarded vendor with an automatic renewal clause that conflicts with these terms is rendered void and unenforceable. Shipments The Vendor shall ship, deliver or provide ordered products or services within a commercially reasonable time after the receipt of the order from the TIPS Member. If a delay in said delivery is anticipated,the Vendor shall Non-JOC Vendor Agreement Ver.01142020.sr Page 2 notify TIPS Member as to why delivery is delayed and shall provide an estimated time for completion of the order. TIPS or the requesting entity may cancel the order if estimated delivery time is not acceptable or not as agreed by the parties. Invoices Each invoice or pay request shall include the TIPS Member's purchase order number or other identifying designation as provided in the order by the TIPS Member. If applicable, the shipment tracking number or pertinent information for verification of TIPS Member receipt shall be made available upon request. Payments The TIPS Member will make payments directly to the Vendor,the Vendor Assigned Dealer or as agreed by the Vendor and the TIPS Member after receiving invoice and in compliance with applicable payment statute(s), whichever is the greater time or as otherwise provided by an agreement of the parties. Pricing Price increases will be honored according to the terms of the solicitation. All pricing submitted to TIPS shall include the participation fee,as provided in the solicitation,to be remitted to TIPS by the Vendor. Vendor will not show adding the fee to the invoice presented to TIPS Member customer. Participation Fees and Reporting of Sales to TIPS by Vendor The Participation Fee that was published as part of the Solicitation and the fee published is the legally effective fee,along with any fee conditions stated in the Solicitation.Collection of the fees by TIPS is required under Texas Government Code §791.011 Et seq. Fees are due on all TIPS purchases reported by either Vendor or Member. Fees are due to TIPS upon payment by the Member to the Vendor, Reseller or Vendor Assigned Dealer.Vendor, Reseller or Vendor Assigned Dealer agrees to pay the participation fee to TIPS for all Agreement sales upon receipt of payment including partial payment,from the Member Entity or as otherwise agreed by TIPS in writing and signed by an authorized signatory of TIPS. Thus, when an awarded Vendor, Reseller or Vendor Assigned Dealer receives any amount of payment, even partial payment,for a TIPS sale,the legally effective fee for that amount is due to TIPS from the Vendor. Reporting of Sales to TIPS by Vendor Vendor is required to report all sales under the TIPS contract to TIPS. If the TIPS Member entity requesting a price from the awarded Vendor requests the TIPS contract, Vendor must include the TIPS Contract number on any communications with the TIPS Member entity. To report sales, the Vendor must login to the TIPS Vendor Portal online at https://www.tips-usa.com/vendors form.cfm and click on the PO's and Payments tab. Pages 3- 7 of the Vendor Portal User Guide will walk you through the process of reporting sales to TIPS. Please refer to the TIPS Accounting FACYs for more information about reporting sales and if you have further questions, contact the Accounting Team at accounting@tips-usa.com. The Vendor or vendor assigned dealers are responsible for keeping record of all sales that go through the TIPS Agreement and submitting same to TIPS. Failure to render the participation fee to TIPS shall constitute a breach of this agreement with our parent governmental entity, Texas Education Service Center Region 8, as established by the Texas legislature and shall be grounds for termination of this agreement and any other agreement held with TIPS and possible legal action. Any overpayment of participation fees to TIPS by a Vendor will be refunded to the Vendor within ninety(90) days of receipt of notification if TIPS receives written notification of the overpayment not later than the expiration of six(6) months from the date of overpayment and TIPS determines that the amount was not legally due to TIPS pursuant to this agreement and applicable law. It is the Vendor's responsibility to identify which sales are TIPS Agreement sales and pay the correct participation fee due for TIPS Agreement sales. Any notification of overpayment received by TIPS after the expiration of six (6) months from the date of overpayment will be non- refundable. Region 8 ESC and TIPS reserve the right to extend the six (6) month deadline to notify if approved by the Region 8 ESC Board of Directors. TIPS reserves all rights under the law to collect the fees due. Please contact TIPS at tips@tips-usa.com or call (866)839-8477 if you have questions about paying fees. Non-JOC Vendor Agreement Ver.01142020.sr Page 3 Indemnity The Vendor agrees to indemnify and hold harmless and defend TIPS,TIPS Member(s),officers and employees = from and against all claims and suits by third parties for damages, injuries to persons (including death), property damages, losses, and expenses including court costs and reasonable attorney's fees, arising out of, or resultingfrom,Vendor's performance under this Agreement,including all such causes of action based upon i common, constitutional, or statutory law, or based in whole or in part, upon allegations of negligent or intentional acts on the part of the Vendor, its officers, employees, agents, subcontractors, licensees, or invitees. Parties found liable shall pay their proportionate share of damages as agreed by the parties or as ordered by a court of competent jurisdiction over the case. NO LIMITATION OF LIABILITY FOR DAMAGES FOR PERSONAL INJURY OR PROPERTY DAMAGE ARE PERMITTED OR AGREED BY TIPS/ESC REGION 8. Per Texas Education Code§44.032(f),and pursuant to its requirements only, reasonable Attorney's fees are recoverable by the prevailing party in any dispute resulting in litigation. r State of Texas Franchise Tax l By signature hereon,the Vendor hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171,Tax Code. f Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time. Purchase Order Pricing/Product Deviation If a deviation of pricing/product on a Purchase Order or contract modification occurs between the Vendor and the TIPS Member,TIPS must be notified within five (5) business days of receipt of change order. t Termination for Convenience of TIPS Agreement Only TIPS reserves the right to terminate this agreement for cause or no cause for convenience with a thirty (30) days prior written notice. Termination for convenience is conditionally required under Federal Regulations 2 CFR part 200 if the customer is using federal funds for the procurement.All purchase orders presented to the Vendor, but not fulfilled by the Vendor, by a TIPS Member prior to the actual termination of this agreement shall be honored at the option of the TIPS Member.The awarded Vendor may terminate the agreement with ninety(90)days prior written notice to TIPS 4845 US Hwy North, Pittsburg,Texas 75686. The vendor will be r paid for goods and services delivered prior to the termination provided that the goods and services were IL delivered in accordance with the terms and conditions of the terminated agreement.This termination clause does not affect the sales agreements executed by the Vendor and the TIPS Member customer pursuant to this agreement. TIPS Members may negotiate a termination for convenience clause that meets the needs of the transaction based on applicable factors, such as funding sources or other needs. fi TIPS Member Purchasing Procedures 4 Usually, purchase orders or their equal are issued by participating TIPS Member to the awarded vendor and r should indicate on the order that the purchase is per the applicable TIPS Agreement Number. Orders are typically emailed to TIPS at tipspo@tips-usa.com. • Awarded Vendor delivers goods/services directly to the participating member. E • Awarded Vendor invoices the participating TIPS Member directly. i • Awarded Vendor receives payment directly from the participating member. • Fees are due to TIPS upon payment by the Member to the Vendor. Vendor agrees to pay the participation fee to TIPS for all Agreement sales upon receipt of payment including partial payment, from the Member Entity or as otherwise agreed by TIPS in writing and signed by an authorized i Non-JOC Vendor Agreement Ver.01142020.sr Page 4 signatory of TIPS. Licenses Awarded Vendor shall maintain, in current status, all federal, state and local licenses, bonds and permits required for the operation of the business conducted by awarded Vendor. Awarded Vendor shall remain reasonably fully informed of and in compliance with all ordinances and regulations pertaining to the lawful provision of goods or services under the Agreement.TIPS and TIPS Members reserves the right to stop work and/or cancel an order or terminate this or any other sales Agreement of any awarded Vendor whose license(s) required for performance under this Agreement have expired, lapsed, are suspended or terminated subject to a 30-day cure period unless prohibited by applicable statue or regulation. Novation If awarded Vendor sells or transfers all assets, rights or the entire portion of the assets or rights required to perform this Agreement, a successor in interest must guarantee to perform all obligations under this Agreement. A simple change of name agreement will not change the Agreement obligations of awarded vendor. TIPS will consider Contract Assignments on a case by case basis. TIPS must be notified within five (S) business days of the transfer of assets or rights. Site Requirements(only when applicable to service or job) Cleanup: When performing work on site at a TIPS Member's property, awarded Vendor shall clean up and remove all debris and rubbish resulting from their work as required or directed by TIPS Member or as agreed by the parties. Upon completion of work, the premises shall be left in good repair and an orderly, neat, clean and unobstructed condition. Preparation: Awarded Vendor shall not begin a project for which TIPS Member has not prepared the site, unless awarded Vendor does the preparation work at no cost, or until TIPS Member includes the cost of site preparation in a purchase order. Site preparation includes, but is not limited to: moving furniture, installing wiring for networks or power, and similar pre-installation requirements. Registered sex offender restrictions: For work to be performed at schools, awarded Vendor agrees that no employee of a subcontractor who has been adjudicated to be a registered sex offender will perform work at any time when students are, or reasonably expected to be, present unless otherwise agreed by the TIPS Member. Awarded Vendor agrees that a violation of this condition shall be considered a material breach and may result in the cancellation of the purchase order at the TIPS Member's discretion. Awarded Vendor must identify any additional costs associated with compliance of this term.If no costs are specified,compliance with this term will be provided at no additional charge. Safety measures:Awarded Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded Vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers,general public and existing structures from injury or damage. Safety Measures Awarded Vendor shall take all reasonable precautions for the safety of employees on the worksite, and shall erect and properly maintain all necessary safeguards for protection of workers and the public. Awarded vendor shall post warning signs against all hazards created by the operation and work in progress. Proper precautions shall be taken pursuant to state law and standard practices to protect workers,general public and existing structures from injury or damage. Smoking Persons working under Agreement shall adhere to the TIPS Member's or local smokine statutes. codes or policies. Non-JOC Vendor Agreement Ver.01142020.sr Page 5 Marketing Awarded Vendor agrees to allow TIPS to use their name and logo within TIPS website, marketing materials + and advertisement subject to any reasonable restrictions provided to TIPS in the Proposal to the Solicitation. The Vendor may submit an acceptable use directive for Vendor's names and logos with which TIPS agrees to comply. Any use of TIPS name and logo or any form of publicity, inclusive of press release, regarding this Agreement by awarded vendor must have prior approval from TIPS which will not be unreasonably withheld. Request may be made by email to TIPS@TIPS-USA.COM. i Supplemental Agreements The TIPS Member entity participating in the TIPS Agreement and awarded Vendor may enter into a separate Supplemental Agreement or contract to further define the level of service requirements over and above the minimum defined in this Agreement such as but not limited to, invoice requirements,ordering requirements, specialized delivery, etc. Any Supplemental Agreement or contract developed as a result of this Agreement r is exclusively between the TIPS Member entity customer and the Vendor.TIPS,its agents,TIPS Members and i employees not a party to the Supplemental Agreement with the TIPS Member customer, shall not be made party to any claim for breach of such agreement unless named and agreed by the Party in question in writing in the agreement. If a Vendor submitting a Proposal requires TIPS and/or TIPS Member to sign an additional agreement, those agreements shall comply with the award made by TIPS to the Vendor. Supplemental Vendor's Agreement documents may not become part of TIPS' Agreement with Vendor unless and until an authorized representative of TIPS reviews and approves it. TIPS review and approval may be at any time during the life of this Vendor Agreement. TIPS permits TIPS Members to negotiate additional terms and conditions with the Vendor for the provision of goods or services under the Vendor's TIPS Agreement so long as they do not materially conflict with this Agreement. Survival Clause All applicable sales, leases, Supplemental Agreements, contracts, software license agreements,warranties or service agreements that were entered into between Vendor and TIPS or the TIPS Member Customer under the terms and conditions of this Agreement shall survive the expiration or termination of this Agreement.All Orders, Purchase Orders issued or contracts executed by TIPS or a TIPS Member and accepted by the Vendor prior to the expiration or termination of this agreement, shall survive expiration or termination of the Agreement,subject to previously agreed terms and conditions agreed by the parties or as otherwise specified herein relating to termination of this agreement. Legal obligations It is the responding Vendor's responsibility to be aware of and comply with all local, state and federal laws governing the sale of products/services identified in the applicable Solicitation that resulted in this Vendor Agreement and any awarded Agreement thereof. Applicable laws and regulations must be followed even if not specifically identified herein. Audit rights Due to transparency statutes and public accountability requirements of TIPS and TIPS Members',the awarded Vendor shall,at their sole expense,maintain appropriate due diligence of all purchases made by TIPS Member that utilizes this Agreement. TIPS and Region 8 ESC each reserve the right to audit the accounting of TIPS related purchases for a period of three(3)years from the time such purchases are made.This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. In order to ensure and confirm compliance with this agreement,TIPS shall have authority to conduct audits of Awarded Vendor's pricing or TIPS transaction documentation with TIPS Members with 30 days' notice unless the audit is ordered by a Court Order or by a Government Agency with authority to do so without notice. Notwithstanding the foregoing, in the event that TIPS is made aware of any pricing being offered to eligible entities that is materially inconsistent with the pricing under this agreement,TIPS shall have the ability to conduct the audit internally or may engage a third- party auditing firm to investigate any possible non- a i Non-JOC Vendor Agreement Ver-01142020-sr Page 6 compliant conduct or may terminate the Agreement according to the terms of this Agreement. In the event of an audit, the requested materials shall be reasonably provided in the time, format and at the location acceptable to Region 8 ESC or TIPS. TIPS agrees not to perform a random audit the TIPS transaction documentation more than once per calendar year, but reserves the right to audit for just cause or as required by any governmental agency or court with regulatory authority over TIPS or the TIPS Member. Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon,and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed,except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue,Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing,voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Titus County, Texas. Project Delivery Order Procedures The TIPS Member having approved and signed an interlocal agreement,or other TIPS Membership document, may make a request of the awarded Vendor under this Agreement when the TIPS Member desires goods or services awarded to the Vendor. Notification may occur via phone, the web, courier,email,fax, or in person. Upon notification of a pending request, the awarded Vendor shall acknowledge the TIPS Member's request as soon as possible, but must make contact with the TIPS Member within two working days. Status of TIPS Members as Related to This Agreement TIPS Members stand in the place of TIPS as related to this agreement and have the same access to the proposal information and all related documents. TIPS Members have all the same rights under the awarded Agreement as TIPS. Vendor's Resellers as Related to This Agreement Vendor's Named Resellers ("Resellers") under this Agreement shall comply with all terms and conditions of this agreement and all addenda or incorporated documents. All actions related to sales by Authorized Vendor's Resellers under this Agreement are the responsibility of the awarded Vendor. If Resellers fail to report sales to TIPS under your Agreement, the awarded Vendor is responsible for their contractual failures and shall be billed for the fees. The awarded Vendor may then recover the fees from their named reseller. Non-JOC Vendor Agreement Ver.01142020.sr Page 7 Support Requirements If there is a dispute between the awarded Vendor and TIPS Member, TIPS or its representatives may assist,at the sole discretion of TIPS, in conflict resolution if requested by either party. TIPS, or its representatives, reserves the right to inspect any project and audit the awarded Vendor's TIPS project files, documentation and correspondence related to the requesting TIPS Member's order. If there are confidentiality requirements by either party,TIPS shall comply to the extent permitted by law. Incorporation of Solicitation The TIPS Solicitation which resulted in this Vendor Agreement, whether a Request for Proposals,the Request for Competitive Sealed Proposals or Request for Qualifications solicitation, or other,the Vendor's response to same and all associated documents and forms made part of the solicitation process, including any addenda, are hereby incorporated by reference into this Agreement as if copied verbatim. SECTION HEADERS OR TITLES THE SECTON HEADERS OR TITLES WITHIN THIS DOCUMENT ARE MERELY GUIDES FOR CONVENIENCE AND ARE NOT FOR CLASSIFICATION OR LIMITING OF THE RESPONSIBILITES OF THE PARTIES TO THIS DOCUMENT. STATUTORY REQUIREMENTS Texas governmental entities are prohibited from doing business with companies that fail to certify to this condition as required by Texas Government Code Sec. 2270. By executing this agreement, you certify that you are authorized to bind the undersigned Vendor and that your company(1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. You certify that your company is not listed on and does not and will not do business with companies that are on the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations per Texas Gov't Code 2270.0153 found at https://comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf You certify that if the certified statements above become untrue at any time during the life of this Agreement that the Vendor will notify TIPS within three(3) business day of the change by a letter on Vendor's letterhead from and signed by an authorized representative of the Vendor stating the non-compliance decision and the ' TIPS Agreement number and description at: Attention: General Counsel ' ESC Region 8/The Interlocal Purchasing System (TIPS) 4845 Highway 271 North Pittsburg,TX,75686 And by an email sent to bids@tips-usa.com Insurance Requirements The undersigned Vendor agrees to maintain the below minimum insurance requirements for TIPS Contract Holders: General Liability $1,000,000 each Occurrence/Aggregate Automobile Liability $300,000 Includes owned, hired & non-owned Workers'Compensation Statutory limits for the jurisdiction in which the Vendor performs under this Agreement. Umbrella Liability $1,000,000 Non-JOC Vendor Agreement Ver.01142020.sr Page 8 When the Vendor or its subcontractors are liable for any damages or claims, the Vendor's policy, when the Vendor is responsible for the claim, must be primary over any other valid and collectible insurance carried by the Member. Any immunity available to TIPS or TIPS Members shall not be used as a defense by the contractor's insurance policy. The coverages and limits are to be considered minimum requirements and in no way limit the liability of the Vendor(s). Insurance shall be written by a carrier with an A-;VII or better rating in accordance with current A.M. Best Key Rating Guide. Only deductibles applicable to property damage are acceptable, unless proof of retention funds to cover said deductibles is provided. "Claims made" policies will not be accepted. Vendor's required minimum coverage shall not be suspended, voided, cancelled, non- renewed or reduced in coverage or in limits unless replaced by a policy that provides the minimum required coverage except after thirty(30)days prior written notice by certified mail, return receipt requested has been given to TIPS or the TIPS Member if a project or pending delivery of an order is ongoing. Upon request, certified copies of all insurance policies shall be furnished to the TIPS or the TIPS Member. Special Terms and Conditions • Orders: All Vendor orders received from TIPS Members must be emailed to TIPS at tipspo@tips- usa.com. Should a TIPS Member send an order directly to the Vendor, it is the Vendor's responsibility to forward a copy of the order to TIPS at the email above within 3 business days and confirm its receipt with TIPS. • Vendor Encouraging Members to bypass TIPS agreement: Encouraging TIPS Members to purchase directly from the Vendor or through another agreement, when the Member has requested using the TIPS cooperative Agreement or price, and thereby bypassing the TIPS Agreement is a violation of the terms and conditions of this Agreement and will result in removal of the Vendor from the TIPS Program. • Order Confirmation:All TIPS Member Agreement orders are approved daily by TIPS and sent to the Vendor. The Vendor should confirm receipt of orders to the TIPS Member(customer)within 3 business days. • Vendor custom website for TIPS: If Vendor is hosting a custom TIPS website, updated pricing when effective. TIPS shall be notified when prices change in accordance with the award. • Back Ordered Products: If product is not expected to ship within the time provided to the TIPS Member by the Vendor,the Member is to be notified within 3 business days and appropriate action taken based on customer request. The TIPS Vendor Agreement Signature Page is inserted here. 4 Non-JOC Vendor Agreement Ver.01142020.sr Page 9 TIPS Vendor Agreement Signature Form RFP 200205 Synthetic or Natural Sports Fields, Courts or Tracks PART 1 ONLY r Company Name Act Global Americas Inc. Address 4201 W Parmer Ln STE B175 CityAustin State TX Zip 78727 Phone 5127335300 Fax 5127335326 Email of Authorized Representative Jbaize @ actglobal.com Name of Authorized Representative John Baize Title CEO Signature of Authorized Representative .- ✓ �� Date 3/16/2020 TIPS Authorized Representative Name Meredith Barton Title Chief Operating Officer TIPS Authorized Representative Signature Approved by ESC Region 8 VcA06� Date 4/28/2020 t E NOTICE TO MEMBERS REGARDING ATTRIBUTE RESPONSES TIPS VENDORS RESPOND TO ATTRIBUTE QUESTIONS AS PART OF TIPS COMPETITIVE SOLICITATION PROCESS. THE VENDOR'S RESPONSES TO ATTRIBUTE QUESTIONS ARE INCLUDED HEREIN AS "SUPPLIER RESPONSE." PLEASE BE ADVISED THAT DEVIATIONS, IF ANY, IN VENDOR'S RESPONSE TO ATTRIBUTE QUESTIONS MAY NOT REFLECT VENDOR'S FINAL ATTRIBUTE RESPONSE, WHICH IS SUBJECT TO NEGOTIATIONS PRIOR TO AWARD. PLEASE CONTACT THE TIPS OFFICE AT 866-839- 8477 WITH QUESTIONS OR CONCERNS REGARDING VENDOR ATTRIBUTE RESPONSE DEVIATIONS. PLEASE KEEP IN MIND THAT TIPS DOES NOT PROVIDE LEGAL COUNSEL TO MEMBERS. TIPS RECOMMENDS THAT YOU CONSULT YOUR LEGAL COUNSEL WHEN EXECUTING CONTRACTS WITH OR MAKING PURCHASES FROM TIPS VENDORS. L r� 200205 Addendum 2 Act Global Americas Inc Supplier Response 6 Event Information Number: 200205 Addendum 2 Title: Synthetic or Natural Sports Fields, Courts or Tracks 2 Part Type: Request for Proposal ' Issue Date: 2/6/2020 Deadline: 3/30/2020 03:00 PM (CT) Notes: This is a 2 PART solicitation. PART 1 is for projects that are not considered construction or a public work. It includes, but is not limited to, parts, supplies, maintenance services and repairs. PART 2 Job Order Contract (JOC) is for projects considered construction or public work projects. The determination whether or not a project requires a PART 2 JOC is the responsibility of the TIPS member entity. Vendors are encouraged to respond to BOTH PARTS 1 and 2 to meet the needs of our members, but responses to both parts is not required. Contact Information Contact: Kristie Collins, Contracts Compliance Specialist Address: Region 8 Education Service Center 4845 US Highway 271 North Pittsburg, TX 75686 Phone: +1 (866) 839-8477 Page I of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 Fax: +1 (866) 839-8472 Email: bids@tips-usa.com 4. Page 2 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 Act Global Americas Inc Information Contact: Mark Weightman Address: 4201 West Parmer Lane Austin, TX 78727 Phone: (512) 733-5300 Email: mweightman@actglobal.com By submitting your response, you certify that you are authorized to represent and bind your company. Christopher Vaage cvaage@actglobal.com Signature Email Submitted at 3/30/2020 11:05:23 AM Supplier Note PP ----- We are a dynamic, global synthetic turf company committed to "Be More". We have manufacturing facilities on three continents and a trusted network around the world. Our mission to "Be More" is ingrained in every facet of our business, every employee and throughout our value chain. With a foundation of innovation, integrity and quality, Act Global strives to positively impact society and maximize land use through the use of synthetic turf. Act Global is a world leader in synthetic turf technology with an ISO 9001 Quality Certified manufacturing facility in Calhoun, Georgia. Act Global is a FIFA Quality Licensee and preferred supplier for World Rugby, the International Hockey Federation, and the United Soccer League. The Act Global Speed Series is the leading brand for NFL & NCAA Division I Football Fields and has been featured in the New Orleans Superdome 2013, 2017, and 2018, New York Met Life Stadium 2014, and Minneapolis U.S. Bank Stadium 2016 and 2019. t a Requested Attachments ` Vendor Agreement part 1 ActGlobal-200205 Vendor Agreement—PART ONE ONLY.pdf The vendor must download the Vendor Agreement from the attachment tab, fill in the requested information and upload the completed agreement. DO NOT UPLOAD encrypted or password protected files. Agreement Signature Form part 1 ActGlobal-200205 Agreement_Signature_Form_ PART ONE ONLY-Signed.pdf If you have not taken exception or deviation to the agreement language in the solicitation attributes, download the AGREEMENT SIGNATURE FORM from the "ATTACHMENTS" tab. This PDF document is a fillable form. Download the document to your computer, fill in the requested company information, print the file, SIGN the form, SCAN the completed and signed AGREEMENT SIGNATURE FORM, and upload here. If you have taken exception to any of the agreement language and noted the exception in the deviations section of the attributes for the agreement, complete the AGREEMENT SIGNATURE FORM, but DO NOT SIGN until those deviations have been negotiated and resolved with TIPS management. Upload the unsigned form here, because this is a required document. Vendor Agreement Part 2 ActGlobal-200205 Vendor_Agreement_JOC_PART 2 ONLY.pdf If proposing on Part 2, the vendor must download the Vendor Agreement from the attachment tab, fill in the requested information and upload the completed agreement. DO NOT UPLOAD encrypted or password protected files. Agreement Signature Form Part 2 ActGlobal-200205 Agreement_Signature_Form_ PART 2 ONLY-Signed.pdf If proposing on Part 2, the vendor must download the Vendor Agreement from the attachment tab, fill in the requested information and upload the completed agreement. DO NOT UPLOAD encrypted or password protected files. Page 3 ot'27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 Part 1 Pricing Spreadsheet#1 Final ActGlobal-200205 Pricing_form_1_PART ONE ONLY.xlsx The vendor must download the PRICING SPREADSHEET SHEET from the attachment tab, fill in the requested information and upload the completed spreadsheet. DO NOT UPLOAD encrypted or password protected files. Part 1 Pricing Spreadsheet #2 ActGlobal-200205 Pricing_form_2_PART ONE ONLY.xlsx The vendor must download the PRICING SPREADSHEET SHEET from the attachment tab, fill in the requested information and upload the completed spreadsheet. DO NOT UPLOAD encrypted or password protected files Part 2 Pricing Sheet JOC ActGlobal-200205 PART 2 JOC RS MEANS pricing form.pdf If the Vendor is proposing Part 2, the vendor must download the "PART 2 RS Means JOC PRICING_FORM" from the attachment tab, fill in the requested information and upload the completed agreement. DO NOT FAIL TO COMPLETE ALL SECTIONS AND BLANKS IN THE FORM OR IT COULD RENDER YOUR RESPONSE INVALID. If not proposing on Part 2, mark form NO BID and attach. DO NOT UPLOAD encrypted or password protected files. References Act Global Reference Form - JOC Part 2.xlsx Valid Reference Email addresses are REQUIRED on the spreadsheet. The vendor must download the References spreadsheet from the attachment tab, fill in the requested information and upload the completed spreadsheet. DO NOT UPLOAD encrypted or password protected files. Proposed Goods and Services ActGlobal-Products-TIPS-2020.pdf Please upload one or more documents or sheets describing your offerings, line cards, catalogs, links to offerings OR list links to your offerings that illustrate the catalog of proposed lines of goods and or services you carry and offer under this proposal. I does not have to be exhaustive but should, at a minimum tell us what you are offering. It could be as simple as a sheet with your link to your online catalog of goods and services. Resellers/Dealers - COMPLETE AND UPLOAD ONLY IF YOU HAVE ActGlobal-Reseller_Dealers_Sheet.xlsx RESELLER OF YOUR GOODS OR SERVICES PROPOSED OPTIONAL FOR PART 1 ONLY - complete and upload ONLY IF YOU HAVE RESELLERS of your products, complete and upload this form. This resellers document is for proposers to list any other companies that resell their products. Only list resellers of your products that are located in the US or Canada. Example: If a furniture manufacturer were responding to our RFP, then the furniture manufacturer would list on the resellers list sheet the furniture dealers that carry their products. D/M/WBE Certification OPTIONAL No response D/M/WBE Certification documentation may be scanned and uploaded if you desire to claim your status as one of the identified enterprises. (Disadvantaged Business Enterprise, Minority Business Enterprise and/or Woman Business Enterprise) If vendor has more than one certification scan into one document. (PDF Format ONLY) DO NOT UPLOAD encrypted or password protected files. Warranty Act-Global-8yr-Insured-Sample-Warranty-Package-2020.pdf Warranty information (if applicable) must be scanned and uploaded. (PDF Format ONLY) DO NOT UPLOAD encrypted or password protected files. Supplementary Act-Global-Supplementary-Docs-2020.pdf Supplementary information can be scanned and uploaded. (Company information, brochures, catalogs, etc.) (PDF Format ONLY) DO NOT UPLOAD encrypted or password protected files. All Other Certificates Act-Global-Certificates-2020.pdf All Other Certificates (if applicable) must be scanned and uploaded. If vendor has more than one other certification scan into one document. (PDF Format ONLY) DO NOT UPLOAD encrypted or password protected files. Logo and Other Company Marks Act-Global-Xtreme-Turf-Logos.zip Page 4 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 Conflict of Interest Form CIQ- ONLY REQUIRED IF A CONFLICT EXISTS PER THE No response INSTRUCTIONS ONLY REQUIRED IF A CONFLICT EXISTS PER THE INSTRUCTIONS Conflict of Interest Form for Vendors that are required to submit the form. The Conflict of Interest Form is included in the Base documents or can be found at https://www tips-usa com/assets/documents/docs/CIQ.pdf. Certificate of Corporate Offerer - ActGlobal-CERTIFICATION OF CORPORATE OFFERER FORM-Signed pdf ir COMPLETE ONLY IF OFFERER IS A CORPORATION COMPLETE AND UPLOAD FORM IN ATTACHMENTS SECTION ONLY IF OFFERER IS A CORPORATION Lobbying Report Standard Form-LLL, "disclosure Form to Report Lobbying," No response If you answered "I HAVE Lobbied per above" to attribute #66, please download and complete and upload the Standard Form-LLL, "disclosure Form to Report Lobbying," in the Response attachments section. L Confidentiality Form Confidentiality-Form-Signed-Dated pdf REQUIRED CONFIDENTIALITY FORM. Complete the form according to your company requirements, make any desired attachments and upload to the appropriate section under "Response Attachments'' THIS FORM DETERMINES HOW ESC8/TIPS RESPONDS TO LEGAL PUBLIC INFORMATION REQUESTS Bonding Capacity Letter from Surety/Insurance Company Act Global Bonding Letter 3-18-20.pdf REQUIRED IF YOU ARE PROPOSING ON PART 2 -Attach the Bonding Capacity Letter from Surety/Insurance Company. if you do not have one available at time of proposal, attached a letter stating it will be submitted when received to prove bonding capacity. No award can be made until official bonding capacity letter is received by TIPS. Bid Attributes 1 Yes - No Disadvantaged/Minority/Women Business Enterprise - D/M/WBE (Required by some participating governmental entities) Vendor certifies that their firm is a D/M/WBE? Vendor must upload proof of certification to the "Response Attachments" D/M/WBE CERTIFICATES section. ` No 2 Yes - No Historically Underutilized Business - HUB (Required by some ' participating governmental entities) Vendor certifies that their firm is a HUB as defined by the State of Texas at https://comptroller.texas.gov/purchasing/vendor/hub/ or in a HUBZone as defined by the US Small Business Administration at https://www.sba.gov/offices/headquarters/ohp Proof of one or both may be submitted. Vendor must upload proof of certification to the "Response Attachments" HUB CERTIFICATES section. No 3 Yes - No The Vendor can provide services and/or products to all 50 US States? Yes 4 States Served: If answer is NO to question #3, please list which states can be served. (Example: AR, OK, TX) No response Page 5 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 5 Company and/or Product Description: This information will appear on the TIPS website in the company profile section, if awarded a TIPS contract. (Limit 750 characters.) Act Global is a world leader in synthetic turf technology, with manufacturing facilities on three continents and sales in more than 90 countries. The company carries a full range of products for sports (Xtreme Turf, UBU and Xtreme Grass hybrid), landscaping (Turfscape), aviation (AvTurf) and landfill capping (LiteEarth). Act Global is notable for currently being the first company in the world that is a FIFA Quality Licensee for Football Turf, Official Synthetic Turf Supplier of United Soccer League, Synthetic Turf Council Certified Manufacturer, World Rugby and FIH Preferred Turf Producer, and holds an ISO 9001 certification. Its products have undergone hundreds of independent laboratory tests for quality, durability, safety, environmental soundness, and performance. 6 Primary Contact Name Primary Contact Name Chris Vaage 7 Primary Contact Title Primary Contact Title Creative Marketing Lead 8 Primary Contact Email Primary Contact Email cvaage@actglobal.com 9 Primary Contact Phone Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5127335300 1 Primary Contact Fax U Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5127335326 1 Primary Contact Mobile 1 Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5126906994 1 Secondary Contact Name 2 Secondary Contact Name Brent Crow 1 Secondary Contact Title 3 Secondary Contact Title Business Development Manager 1 Secondary Contact Email 4 Secondary Contact Email bcrow@actglobal.com Page 6 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 1 Secondary Contact Phone 5 Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5127335300 1 Secondary Contact Fax 6 Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5127335326 1 Secondary Contact Mobile 7 Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5129391415 r 1 Admin Fee Contact Name 8 Admin Fee Contact Name. This person is responsible for paying the admin fee to TIPS. Paula Mathieson 1 Admin Fee Contact Email 9 Admin Fee Contact Email pmathieson@actglobal.com 2 Admin Fee Contact Phone U Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5127335300 2 Purchase Order Contact Name 1 Purchase Order Contact Name. This person is responsible for receiving Purchase Orders from TIPS. g Brent Crow E 2 Purchase Order Contact Email 2 Purchase Order Contact Email bcrow@actglobal.com 2 Purchase Order Contact Phone 3 Enter 10 digit phone number. (No dashes or extensions) Example: 8668398477 5129391415 2 Company Website 4 Company Website (Format -www.company.com) lwww.actglobal.com 2 Federal ID Number: 5 Federal ID Number also known as the Employer Identification Number. (Format - 12-3456789) 20-0757262 Page 7 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 2 Primary Address 6 Primary Address 4201 West Parmer Lane, Suite B 175 2 Primary Address City 7 Primary Address City Austin 2 Primary Address State 8 Primary Address State (2 Digit Abbreviation) TX 2 Primary Address Zip 9 Primary Address Zip 78727 3 Search Words: U Please list search words to be posted in the TIPS database about your company that TIPS website users might search. Words may be product names, manufacturers, or other words associated with the category of award. YOU MAY NOT LIST NON-CATEGORY ITEMS. (Limit 500 words) (Format: product, paper, construction, manufacturer name, etc.) Act Global, Act Global Sports, synthetic turf, synthetic grass, synthetic grass installations, synthetic grass manufacturer, synthetic lawn, Synthetic Turf Council, synthetic turf field, artificial grass, artificial sports turf, artificial turf installation, sport installations, sports field turf, sports turf, UBU, Xtreme Turf, Xtreme Grass Turfscape, AvTurf, LiteEarth, sports turf, FIFA turf, rugby, soccer, football, baseball, NR34, FIH, field hockey, monofilament, slit-film, fibrillated, Speed Series, S5, hybrid turf 3 Do you want TIPS Members to be able to spend Federal grant funds with you if awarded? Is it your intent to be able to sell to our members regardless of the fund source, whether it be local, state or federal? Most of our members receive Federal Government grants and they make up a significant portion of their budgets. The members need to know if your company is willing to sell to them when they spend federal budget funds on their purchase. There are attributes that follow that are provisions from the federal regulations in 2 CFR part 200. Your answers will determine if your award will be designated as Federal or Education Department General Administrative Regulations (EDGAR)compliant. Do you want TIPS Members to be able to spend Federal grant funds with you if awarded and is it your intent to be able to sell to our members regardless of the fund source, whether it be local, state or federal? Yes Page 8 or27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 3 Yes - No 2 Certification of Residency - The vendor's ultimate parent company or majority owner (A) has its principal place of business in Texas, OR r (B) employs at least 500 persons in Texas? This question is required as a data gathering function for information to our members making purchases with awarded vendors. Does not affect scoring with TIPS. Yes 3 Company Residence (City) 3 Vendor's principal place of business is in the city of? Austin t 3 Company Residence (State) 4 Vendor's principal place of business is in the state of? 0 Texas 3 Discount Offered - CAUTION READ CAREFULLY BECAUSE VENDORS FREQUENTLY MAKE MISTAKES 5 ON THIS ATTRIBUTE QUESTION Remember this is a MINIMUM discount percentage so, be sure the discount percentage inserted here can be applied to ANY OFFERING OF GOODS OR SERVICES THROUGH OUT THE LIFE OF THE CONTRACT CAUTION: BE CERTAIN YOU CAN HONOR THIS MINIMUM DISCOUNT PERCENTAGE ON ANY OFFERED SERVICE OR GOOD NOW OR DURING THE LIFE OF THE CONTRACT. What is the MINIMUM percentage discount off of any item or service you offer to TIPS Members that is in your regular catalog (as defined in the solicitation specifications document), website, store or shelf pricing or when adding new goods or services to your offerings during the life of the contract? The resulting price of any goods or services Catalog list prices after this discount is applied is a ceiling on your pricing and not a floor because, in order to be more competitive in the individual circumstance, you may offer a larger discount depending on the items or services purchased and the quantity at time of sale. Must answer with a number between 0% and 100%. 8% 3 TIPS administration fee 6 By submitting a proposal, I agree that all pricing submitted to TIPS shall include the participation fee, as designated in the solicitation or as otherwise agreed in writing and shall be remitted to TIPS by the Vendor or the vendor's named resellers and as agreed in the Vendor agreement. I agree that the fee shall not and will not be added by the vendor as a separate line item on a TIPS member invoice, quote, proposal or any other written communications with the TIPS member. Page 9 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 3 Yes - No 7 Vendor agrees to remit to TIPS the required administration fee or, if resellers are named, guarantee the fee remittance by or for the reseller named by the vendor? TIPS/ESC Region 8 is required by Texas Government Code § 791 to be compensated for its work and thus, failure to agree shall render your response void and it will not be considered. Agreed 3 Yes - No 8 Do you offer additional discounts to TIPS members for large order quantities or large scope of work? No 3 Years experience in this category of goods or services. 9 Company years experience in this category of goods or services? 16 4 Resellers: U Does the vendor have resellers that it will name under this contract? Resellers are defined as other companies that sell your products under an agreement with you, as the awarded vendor of TIPS. EXAMPLE: BIGmart is a reseller of ACME brand televisions. If ACME were a TIPS awarded vendor, then ACME would list BIGmart as a reseller. (If yes, vendor should download the Reseller/Dealers spreadsheet from the Attachments section, fill out the form and submit the document in the "Response Attachments" RESELLERS section. Yes 4 Right of Refusal Does the proposing vendor wish to reserve the right not to perform under the awarded agreement with a TIPS member at vendor's discretion? Yes Page 10 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 4 NON-COLLUSIVE BIDDING CERTIFICATE 2 By submission of this bid or proposal, the Bidder certifies that: t 1) This bid or proposal has been independently arrived at without collusion with any other Bidder or with any + Competitor; 2) This bid or proposal has not been knowingly disclosed and will not be knowingly disclosed, prior to the opening of bids, or proposals for this project, to any other Bidder, Competitor or potential competitor: 3) No attempt has been or will be made to induce any other person, partnership or corporation to submit or not to submit a bid or proposal; 4) The person signing this bid or proposal certifies that he has fully informed himself regarding the accuracy of the statements contained in this certification, and under the penalties being applicable to the Bidder as well as to the person signing in its behalf. Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered. 4 CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ -Do you have any CONFLICT OF INTEREST 3 TO REPORT OR DISCLOSE under this statutory requirement? Do you have any CONFLICT OF INTEREST TO REPORT OR DISCLOSE under this statutory requirement?YES or NO If you have a conflict of interest as described in this form or the Local Government Code Chapter 176, cited therein- you are required to complete and file with TIPS. You may find the Blank CIQ form on our website at: Copy and Paste the following link into a new browser or tab: https,://www.tips-usa.com/assets/documents/docs/CIQ.pdf There is an optional upload for this form provided if you have a conflict and must file the form. No 4 Filing of Form CIQ 4 If yes (above), have you filed a form CIQ by uploading the form to this RFP as directed above? No 4 Regulatory Standing 5 1 certify to TIPS for the proposal attached that my company is in good standing with all governmental agencies f Federal or state that regulate any part of our business operations. If not, please explain in the next attribute t question. r Yes F 4 Regulatory Standing 1i 6 Regulatory Standing explanation of no answer on previous question. No response s I L Page I 1 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 f f i 4 Antitrust Certification Statements (Tex. Government Code § 2155.005) 7 By submission of this bid or proposal, the Bidder certifies that: I affirm under penalty of perjury of the laws of the State of Texas that: (1) 1 am duly authorized to execute this contract on my own behalf or on behalf of the company, corporation, firm, partnership or individual (Company) listed below, (2) In connection with this bid, neither I nor any representative of the Company has violated any provision of the Texas Free Enterprise and Antitrust Act, Tex. Bus. & Comm. Code Chapter 15; (3) In connection with this bid, neither I nor any representative of the Company has violated any federal antitrust law; (4) Neither I nor any representative of the Company has directly or indirectly communicated any of the contents of this bid to a competitor of the Company or any other company, corporation, firm, partnership or individual engaged in the same line of business as the Company. Page 12 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 4 Suspension or Debarment Instructions 8 Instructions for Certification: 1. By answering yes to the next Attribute question below, the vendor and prospective lower tier participant is providing the certification set out herein in accordance with these instructions. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification in addition to other remedies available to the federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and /or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when s submitted or has become erroneous by reason of changed circumstances. , 4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participants," "person," "primary covered transaction," "principal," "proposal" and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive [ Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this form that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this form that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction"without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. [( 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible or voluntarily excluded from participation in this transaction, in addition to other remedies available to the federal government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. f s Page 13 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 4 Suspension or Debarment Certification 9 By answering yes, you certify that no federal suspension or debarment is in place, which would preclude receiving a federally funded contract as described above. Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government-wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. By answering yes, you certify that no federal suspension or debarment is in place, which would preclude receiving a federally funded contract as described above. Yes 5 Non-Discrimination Statement and Certification 0 In accordance with Federal civil rights law, all U.S Departments, including the U.S. Department of Agriculture (USDA) civil rights regulations and policies, the USDA, its Agencies, offices, and employees, and institutions participating in or administering USDA programs are prohibited from discriminating based on race, color, national origin, religion, sex, gender identity (including gender expression), sexual orientation, disability, age, marital status, family/parental status, income derived from a public assistance program, political beliefs, or reprisal or retaliation for prior civil rights activity, in any program or activity conducted or funded by USDA (not all bases apply to all programs). Remedies and complaint filing deadlines vary by program or incident. Persons with disabilities who require alternative means of communication for program information (e.g., Braille, large print, audiotape, American Sign Language, etc.) should contact the responsible Agency or USDA's TARGET Center at (202) 720-2600 (voice and TTY) or contact USDA through the Federal Relay Service at (800) 877-8339. Additionally, program information may be made available in languages other than English. To file a program discrimination complaint, complete the USDA Program Discrimination Complaint Form, AD-3027, found online at How to File a Program Discrimination Complaint and at any USDA office or write a letter addressed to USDA and provide in the letter all of the information requested in the form. To request a copy of the complaint form, call (866) 632-9992. Submit your completed form or letter to USDA by: (1) mail: U.S. Department of Agriculture, Office of the Assistant Secretary for Civil Rights, 1400 Independence Avenue, SW, Washington, D.C. 20250-9410, (2) fax: (202) 690-7442, or (3) email: program.intake@usda.gov. (Title VI of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975, Title 7 CFR Parts 15, 15a, and 15b; the Americans with Disabilities Act, and FNS Instruction 113-1, Civil Rights Compliance and Enforcement– Nutrition Programs and Activities) All U.S. Departments, including the USDA are equal opportunity provider, employer, and lender. Not a negotiable term. Failure to agree will render your proposal non-responsive and it will not be considered. I certify that in the performance of a contract with TIPS or its members, that our company will conform to the foregoing anti-discrimination statement and comply with the cited and all other applicable laws and regulations. Yes Page 14 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 5 2 CFR PART 200 Contract Provisions Explanation Required Federal contract provisions of Federal Regulations for Contracts for contracts with ESC Region 8 and TIPS Members: The following provisions are required to be in place and agreed if the procurement is funded in any part with federal funds. The ESC Region 8 and TIPS Members are the subgrantee or Subrecipient by definition Most of the provisions are located in 2 CFR PART 200 - Appendix II to Part 200—Contract Provisions for Non-Federal Entity Contracts Under Federal Awards at 2 CFR PART 200. Others are included within 2 CFR part 200 et al. In addition to other provisions required by the Federal agency or non-Federal entity, all contracts made by the non- Federal entity under the Federal award must contain provisions covering the following, as applicable. 5 2 CFR PART 200 Contracts 2 Contracts for more than the simplified acquisition threshold currently set at $150,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. Notice: Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party. Does vendor agree? 0 Yes e 5 2 CFR PART 200 Termination 3 Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be effected and the basis for settlement. (All contracts in excess of$10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of$10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity and up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of$10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ' ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of the ESC Region 8 and TIPS. Does vendor agree? Yes t Page 15 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 5 2 CFR PART 200 Clean Air Act 4 Clean Air Act (42 U.S C 7401-7671 q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of$150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.0 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Pursuant to the Clean Air Act, et al above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members requires that the proposer certify that during the term of an award by the ESC Region 8 and TIPS Members resulting from this procurement process the vendor agrees to comply with all of the above regulations, including all of the terms listed and referenced therein. Does vendor agree? Yes 5 2 CFR PART 200 Byrd Anti-Lobbying Amendment 5 Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members requires the proposer certify that during the term and during the life of any contract with ESC Region 8 and TIPS Members resulting from this procurement process the vendor certifies to the terms included or referenced herein. Does vendor agree? Yes 5 2 CFR PART 200 Federal Rule 6 Compliance with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15). (Contracts, subcontracts, and subgrants of amounts in excess of $100,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members requires the proposer certify that in performance of the contracts, subcontracts, and subgrants of amounts in excess of$100,000, the vendor will be in compliance with all applicable standards, orders, or requirements issued under section 306 of the Clean Air Act (42 U.S.C. 1857(h)), section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR part 15). Does vendor certify that it is in compliance with the Clean Air Act? Yes Page 16 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 5 2 CFR PART 200 Procurement of Recovered Materials 7 A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000, procuring solid waste management services in a manner that maximizes energy and resource recovery, and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. Does vendor certify that it is in compliance with the Solid Waste Disposal Act as described above? Yes 5 Certification Regarding Lobbying 8 Applicable to Grants, Subgrants, Cooperative Agreements, and Contracts Exceeding $100,000 in Federal Funds ` Submission of this certification is a prerequisite for making or entering into this transaction and is imposed by iY section 1352, Title 31, U.S. Code. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Any person who fails to file the required certification shall l be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract, the making of a Federal grant, the making of a Federal loan, the entering into a cooperative agreement, and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "disclosure Form to Report Lobbying," in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all covered subawards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly. I HAVE NOT Lobbied per above 5 Lobbying Report Standard Form-LLL, "disclosure Form to Report Lobbying," 9 ONLY IF you answered "I HAVE Lobbied per above" to attribute above titled "Certification Regarding Lobbying", please download and complete and upload the Standard Form-LLL, "disclosure Form to Report Lobbying," in the Response attachments section. 6 Subcontracting with small and minority businesses, women's business enterprises, and labor surplus 0 area firms. Do you ever anticipate the possibility of subcontracting any of your work under this award if you are successful? IF NO, DO NOT ANSWER THE NEXT ATTRIBUTE QUESTION. . IF YES, and ONLY IF YES, you must answer the next question YES if you want a TIPS Member to be authorized to spend Federal Grant Funds for Procurement. YES Page 17 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 6 ONLY IF YES TO THE PREVIOUS QUESTION OR if you ever do subcontract any part of your performance under the TIPS Agreement, do you agree to comply with the following federal requirements? ONLY IF YES TO THE ABOVE QUESTIONS OR if you ever do subcontract any part of your performance under the TIPS Agreement, do you agree to comply with the following federal requirements? Federal Regulation 2 CFR §200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. (a)The non-Federal entity must take all necessary affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible. (b) Affirmative steps must include:(1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources, (3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises, (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises, (5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce ; and (6) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in paragraphs(1) through (5) of this section. YES 6 If proposing on PART 2, Davis-Bacon Act compliance. 2 IF proposing on PART 2, Texas Statute requires compliance with Davis-Bacon Act, as amended (40 U.S.C. 3141- 3148). When required by Federal program legislation, all prime construction contracts in excess of$2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part S, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act {40 U.S.C. 314S), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. BY SUBMITTING A PROPOSAL FOR PART 2 OF THIS SOLICITATION, the Vendor agrees, AS REQUIRED BY LAW, to comply with the Davis Bacon Act, IF APPLICABLE and if proposing on PART 2 of this solicitation. Page 18 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 6 Contract Work Hours and Safety Standards Act(40 U.S.C. 3701-3708) 3 Where applicable, all contracts awarded by the non-Federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of i 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are r unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. By submitting a proposal to PART 2 of this solicitation and IF the customer is utilizing federal funds as described above, the Vendor agrees to comply with the Contract Work Hours and Safety Standards Act (40 U.S.C. 3701- 3708). 6 Indemnification 4 The ESC Region 8 and TIPS is a Texas Political Subdivision and a local governmental entity; therefore, is prohibited € from indemnifying third parties pursuant to the Texas Constitution (Article 3, Section 52) except as specifically provided by law or as ordered by a court of competent jurisdiction. A provision in a contract to indemnify or hold a party harmless is a promise to pay for any expenses the indemnified party incurs, if a specified event occurs, such as breaching the terms of the contract or negligently performing duties under the contract. Article III, Section 49 of the Texas Constitution states that"no debt shall be created by or on behalf of the State ... " The Attorney General has counseled that a contractually imposed obligation of indemnity creates a "debt" in the constitutional sense. Tex. Att'y Gen. Op. No. MW-475 (1982). Contract clauses which require the System or institutions to indemnify must be F deleted or qualified with "to the extent permitted by the Constitution and Laws of the State of Texas." Liquidated i[ damages, attorney's fees, waiver of vendor's liability, and waiver of statutes of limitations clauses should also be deleted or qualified with "to the extent permitted by the Constitution and laws of State of Texas." Do you agree to these terms? Yes 6 Remedies 5 The parties shall be entitled to exercise any right or remedy available to it either at law or in equity, subject to the choice of law, venue and service of process clauses limitations agreed herein. Nothing in this agreement shall commit the TIPS to an arbitration resolution of any disagreement under any circumstances. Any Claim arising out of or related to the Contract, except for those specifically waived under the terms of the Contract, may, after denial of the Board of Directors, be subject to mediation at the request of either party. Any issues not resolved hereunder MAY be referred to non-binding mediation to be conducted by a mutually agreed upon mediator as a prerequisite to the filing of any lawsuit over such issue(s). The parties shall share the mediator's fee and any associated filing fee equally. Mediation shall be held in Camp or Titus County, Texas. Agreements reached in mediation shall be reduced to writing, and will be subject to the approval by the District's Board of Directors, signed by the Parties if approved by the Board of Directors, and, if signed, shall thereafter be enforceable as provided by the laws of the State of Texas. Do you agree to these terms? Yes, I Agree I 1 1 6 Remedies Explanation of No Answer 6 No response ( 1 Page 19 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 r 6 Choice of Law 7 The agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. THIS DOES NOT APPLY to a vendor's agreement entered into with a TIPS Member, as the Member may be located outside Texas. Do you agree to these terms? Agreed 6 Venue, Jurisdiction and Service of Process 8 Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Any dispute resolution process other than litigation shall have venue in Camp County or Titus County Texas. Do you agree to these terms? Agreed 6 Alternative Dispute Resolution Explanation of No Answer 9 No response 7 Infringement(s) 0 The successful vendor will be expected to indemnify and hold harmless the TIPS and its employees, officers, agents, representatives, contractors, assignees and designees from any and all third party claims and judgments involving infringement of patent, copyright, trade secrets, trade or service marks, and any other intellectual or intangible property rights attributed to or claims based on the Vendor's proposal or Vendor's performance of contracts awarded and approved. Do you agree to these terms? Yes, I Agree 7 Infringement(s) Explanation of No Answer 1 No response 7 Acts or Omissions 2 The successful vendor will be expected to indemnify and hold harmless the TIPS, its officers, employees, agents, representatives, contractors, assignees and designees from and against any and all liability, actions, claims, demands or suits, and all related costs, attorney's fees and expenses arising out of, or resulting from any acts or omissions of the vendor or its agents, employees, subcontractors, or suppliers in the execution or performance of any agreements ultimately made by TIPS and the vendor. Do you agree to these terms? Yes, I Agree Page 20 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 7 Acts or Omissions Explanation of No Answer 3 No response 7 Contract Governance a 4 Any contract made or entered into by the TIPS is subject to and is to be governed by Section 271.151 et seq, Tex f Loc Gov't Code. Otherwise, TIPS does not waive its governmental immunities from suit or liability except to the extent expressly waived by other applicable laws in clear and unambiguous language. ` Yes 7 Payment Terms and Funding Out Clause 5 Payment Terms: f TIPS or TIPS members shall not be liable for interest or late payment fees on past due balances at a rate higher than permitted by the laws or regulations of the jurisdiction of the TIPS Member. Funding Out Clause: Vendor agrees to abide by the laws and regulations, including Texas Local Government Code § 271.903, or any statutory or regulatory limitations of the jurisdiction of any TIPS Member which governs contracts entered into by the Vendor and TIPS or a TIPS Member that requires all contracts approved by TIPS or a TIPS Member are subject to the budgeting and appropriation of currently available funds by the entity or its governing body. See statute(s) for specifics or consult your legal counsel. Not a negotiable term. Failure to agree will render our proposal non-responsive and it will not be considered. 9 9 Y P P P Do you agree to these terms? Yes r Page 21 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 7 Insurance and Fingerprint Requirements Information 6 Insurance If applicable and your staff will be on TIPS member premises for delivery, training or installation etc. and/or with an automobile, you must carry automobile insurance as required by law. You may be asked to provide proof of insurance. Fingerprint It is possible that a vendor may be subject to Chapter 22 of the Texas Education Code. The Texas Education Code, Chapter 22, Section 22.0834. Statutory language may be found at: http://www.statutes.legis.state.tx.us/ If the vendor has staff that meet both of these criterion: (1) will have continuing duties related to the contracted services, and (2) has or will have direct contact with students Then you have "covered" employees for purposes of completing the attached form. TIPS recommends all vendors consult their legal counsel for guidance in compliance with this law. If you have questions on how to comply, see below. If you have questions on compliance with this code section, contact the Texas Department of Public Safety Non-Criminal Justice Unit, Access and Dissemination Bureau, FAST-FACT at NCJU@txdps.state.tx.us and you should send an email identifying you as a contractor to a Texas Independent School District or ESC Region 8 and TIPS. Texas DPS phone number is (512) 424-2474. See form in the next attribute to complete entitled: Texas Education Code Chapter 22 Contractor Certification for Contractor Employees Page 22 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 7 Texas Education Code Chapter 22 Contractor Certification for Contractor Employees 7 Introduction: Texas Education Code Chapter 22 requires entities that contract with school districts to provide services to obtain criminal history record information regarding covered employees. Contractors must certify to the district that they have complied. Covered employees with disqualifying criminal histories are prohibited from serving 1 at a school district. Definitions: Covered employees: Employees of a contractor or subcontractor who have or will have continuing duties related to the service to be performed at the District and have or will have direct contact with students. The District will be the final arbiter of what constitutes direct contact with students. Disqualifying criminal history: Any conviction or other criminal history information designated by the District, or one of the following offenses, if at the time of the offense, the victim was under 18 or enrolled in a public school: (a) a felony offense under Title 5, Texas Penal Code; (b) an offense for which a defendant is required to register as a sex offender under Chapter 62, Texas Code of Criminal Procedure; or(c) an equivalent offense under federal law or the laws of another state. certify that: NONE (Section A) of the employees of Contractor and any subcontractors are covered employees, as defined above. If this box is checked, I further certify that Contractor has taken precautions or imposed conditions to ensure that the employees of Contractor and any subcontractor will not become covered employees. Contractor will maintain these precautions or conditions throughout the time the contracted services are provided. OR SOME (Section B) or all of the employees of Contractor and any subcontractor are covered employees. If this box is checked, I further certify that: (1) Contractor has obtained all required criminal history record information regarding its covered employees. None of the covered employees has a disqualifying criminal history. (2) If Contractor receives information that a covered employee subsequently has a reported criminal history, l Contractor will immediately remove the covered employee from contract duties and notify the District in writing within 3 business days. (3) Upon request, Contractor will provide the District with the name and any other requested information of covered employees so that the District may obtain criminal history record information on the covered employees. (4) If the District objects to the assignment of a covered employee on the basis of the covered employee's criminal L history record information, Contractor agrees to discontinue using that covered employee to provide services at the District. Noncompliance or misrepresentation regarding this certification may be grounds for contract termination. Some l Page 23 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 r 7 Texas Business and Commerce Code § 272 Requirements as of 9-1-2017 8 SB 807 prohibits construction contracts to have provisions requiring the contract to be subject to the laws of another state, to be required to litigate the contract in another state, or to require arbitration in another state. A contract with such provisions is voidable. Under this new statute, a "construction contract" includes contracts, subcontracts, or agreements with (among others) architects, engineers, contractors, construction managers, equipment lessors, or materials suppliers. "Construction contracts" are for the design, construction, alteration, renovation, remodeling, or repair of any building or improvement to real property, or for furnishing materials or equipment for the project. The term also includes moving, demolition, or excavation. BY RESPONDING TO THIS SOLICITATION, AND WHEN APPLICABLE, THE PROPOSER AGREES TO COMPLY WITH THE TEXAS BUSINESS AND COMMERCE CODE §272 WHEN EXECUTING CONTRACTS WITH TIPS MEMBERS THAT ARE TEXAS GOVERNMENT ENTITIES. 7 Texas Government Code 2270 Verification Form 9 Texas Government Code 2270 Verification Form Texas 2017 House Bill 89 has been signed into law by the governor and as of September 1, 2017 will be codified as Texas Government Code § 2270 and 808 et seq. The relevant section addressed by this form reads as follows: Texas Government Code Sec. 2270.002. PROVISION REQUIRED IN CONTRACT. A governmental entity may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it (1) does not boycott Israel, and (2) will not boycott Israel during the term of the contract.engaged by ESC Region 8/The Interlocal Purchasing System (TIPS) 4845 Highway 271 North Pittsburg,TX,75686 verify by this writing that the above-named company affirms that it (1) does not boycott Israel, and (2) will not boycott Israel during the term of this contract, or any contract with the above-named Texas governmental entity in the future. I further affirm that if our company's position on this issue is reversed and this affirmation is no longer valid, that the above-named Texas governmental entity will be notified in writing within one (1) business day and we understand that our company's failure to affirm and comply with the requirements of Texas Government Code 2270 et seq. shall be grounds for immediate contract termination without penalty to the above-named Texas governmental entity. AND our company is not listed on and we do not do business with companies that are on the the Texas Comptroller of Public Accounts list of Designated Foreign Terrorists Organizations per Texas Gov't Code 2270.0153 found at https-.//comptroller.texas.gov/purchasing/docs/foreign-terrorist.pdf I swear and affirm that the above is true and correct. YES Page 24 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 8 Logos and other company marks 0 Please upload your company logo to be added to your individual profile page on the TIPS website. If any particular specifications are required for use of your company logo, please upload that information under the "Logo and Other Company Marks" section under the"Response Attachment" tab. Preferred Logo Format: 300 x 225 px- .png, .eps, i jpeg preferred s r Potential uses of company logo: i "Your Vendor Profile Page of TIPS website " Potentially on TIPS website scroll bar for Top Performing Vendors "TIPS Quarterly eNewsletter sent to TIPS Members * Co-branding Flyers and or email blasts to our TIPS Members (Permission and approval will be obtained before publishing) i L 8 Solicitation Deviation/Compliance Does the vendor agree with the General Conditions Standard Terms and Conditions or Item Specifications listed in this proposal invitation? Yes 8 Solicitation Exceptions/Deviations Explanation 2 If the bidder intends to deviate from the General Conditions Standard Terms and Conditions or Item Specifications listed in this proposal invitation, all such deviations must be listed on this attribute, with complete and detailed conditions and information included or attached. TIPS will consider any deviations in its proposal award decisions, and TIPS reserves the right to accept or reject any bid based upon any deviations indicated below or in any attachments or inclusions. In the absence of any deviation entry on this attribute, the proposer assures TIPS of their full compliance with the Standard Terms and Conditions, Item Specifications, and all other information contained in this Solicitation. No response 8 Agreement Deviation/Compliance 3 Does the vendor agree with the language in the Vendor Agreement? r Yes 8 Agreement Exceptions/Deviations Explanation 4 If the proposing Vendor desires to deviate form the Vendor Agreement language, all such deviations must be listed on this attribute, with complete and detailed conditions and information included. TIPS will consider any deviations in its proposal award decisions, and TIPS reserves the right to accept or reject any proposal based upon any deviations indicated below. In the absence of any deviation entry on this attribute, the proposer assures TIPS of their full compliance with the Vendor Agreement. No response f Page 25 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 8 Long Term Cost Evaluation Criterion on PART 1 EVALUATION ONLY 5 READ CAREFULLY and see in the RFP document under"Proposal Scoring and Evaluation". Points will be assigned to this criterion based on your answer to this Attribute. Points are awarded if you agree not increase your catalog prices (as defined herein) more than X% annually over the previous year for years two and three and potentially year four, unless an exigent circumstance exists in the marketplace and the excess price increase which exceeds X% annually is supported by documentation provided by you and your suppliers and shared with TIPS, if requested. If you agree NOT to increase prices more than 5%, except when justified by supporting documentation, you are awarded 10 points, if 6% to 14%, except when justified by supporting documentation, you receive 1 to 9 points incrementally. Price increases 14% or greater, except when justified by supporting documentation, receive 0 points. price increases will be < 5% annually per question 8 Felony Conviction Notice 6 Texas Education Code, Section 44.034, Notification of Criminal History, Subsection (a), states "a person or business entity that enters into a contract with a school district must give advance notice to the district if the person or an owner or operator of the business entity has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony." Subsection (b) states "a school district may terminate a contract with a person or business entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for services performed before the termination of the contract." (c) This section does not apply to a publicly held corporation. The person completing this proposal certifies that they are authorized to provide the answer to this question. Select A., B. or C. A. My firm is a publicly held corporation, therefore, this reporting requirement is not applicable. OR B.My firm is not owned nor operated by anyone who has been convicted of a felony, OR C. My firm is owned or operated by the following individual(s) who has/have been convicted of a felony. (if you answer C below, you are required to provide information in the next attribute. B. Firm not owned nor operated by felon, per above 8 If you answered C. My Firm is owned or operated by a felon to the previous question, you are 7 REQUIRED TO ANSWER THE FOLLOWING QUESTIONS. If you answered C. My Firm is owned or operated by a felon to the previous question, you must provide the following information. 1. Name of Felon(s) 2. The named person's role in the firm, and 3. Details of Conviction(s). No response 8 Required Confidentiality Claim Form 8 Required Confidentiality Claim Form This form is required by TIPS. By submitting a response to this solicitation you agree to download from the "Attachments" section, complete according to the instructions on the form, then uploading the completed form, with any confidential attachments, if applicable, to the "Response Attachments" section titled "Confidentiality Form" in order to provide to TIPS the completed form titled, "CONFIDENTIALITY CLAIM FORM". By completing this process, you provide us with the information we require to comply with the open record laws of the State of Texas as they may apply to your proposal submission. If you do not provide the form with your proposal, an award will not be made if your proposal is qualified for award, until TIPS has an accurate, completed form from you. Read the form carefully before completing and if you have any questions, email Rick Powell at TIPS at rick.powell@tips-usa.com Page 26 of 27 pages Vendor.Act Global Americas Inc 200205 Addendum 2 8 Choice of Law clauses for TIPS Members 9 If the vendor is awarded a contract with TIPS under this solicitation, the vendor agrees to make any Choice of Law clauses in any contract or agreement entered into between the awarded vendor and with a TIPS member entity to read as follows: "Choice of law shall be the laws of the state where the customer resides" or words to that effect. Agreed 9 Venue of dispute resolution with a TIPS Member L 0 P In the event of litigation or use of any dispute resolution model when resolving disputes with a TIPS member entity as a result of a transaction between the vendor and TIPS or the TIPS member entity, the Venue for any litigation or other agreed upon model shall be in the state and county where the customer resides unless otherwise agreed by the parties at the time the dispute resolution model is decided by the parties. Agreed 9 Indemnity Limitation with TIPS Members Texas and other states restrict by law or state Constitution the ability of a governmental entity to indemnify others. TIPS requires that any contract entered into between a vendor and TIPS or a TIPS Member as a result of an award under this Solicitation limit the requirement that the Customer indemnify the Vendor by either eliminating any such indemnity requirement clauses in any agreements, contracts or other binding documents OR by prefacing all indemnity clauses required of TIPS or the TIPS Member entity with the following "To the extent permitted by the laws or the Constitution of the state where the customer resides, ". Agreement is a required condition to award of a contract resulting from this Solicitation. Agreed 9 Arbitration Clauses 2 Except for certain circumstances, TIPS forbids a mandatory arbitration clause in any contract or agreement entered into between the awarded vendor with TIPS or a TIPS member entity. Does the vendor agree to exclude any arbitration requirement in any contracts or agreement entered into between TIPS or a TIPS member entity through an awarded contract with TIPS? ' Agreement is a required condition to award of a contract resulting from this Solicitation. Agreed L L Page 27 of 27 pages Vendor:Act Global Americas Inc 200205 Addendum 2 REFERENCES Please provide three(3)references,preferably from school districts or other governmental entities who have used your services within the last three years.Additional references may be required.DO NOT INCLUDE TIPS EMPLOYEES AS A REFERENCE. Please verify your references are current and valid,as they are a SIGNIFICANT required evaluation component of the PART 2 evaluation process,and the evaluation cannot be completed without responses from these references when we contact them. You may provide more than three(3)references. Entity Name Contact Person VALID EMAIL IS REQUIRED Phone West Orange-Stark High School Rickie Harris riha@woccisd.net (409)882-5600 Edmond Memorial High School Kyle Roberts kyle.roberts@edmondschools.net (405)340-2850 Lake Mills High School Pat Kozel Pat.kozel@lakemills.kl2.wi.us 920-470-9866 Newton High School Bob Callaghan Callaghanb@newton.kl2.ia.us 641-792-5809 Please provide a list of resellers the proposing company desires to be authorized to sell their products and services under the TIPS Agreement,if awarded. Audwrlized Reselling Company Name FUII Address Main Phone Contact Contact Ph Contact Email Website Fax http://www.hawkerenterprise' Hawker Enterprises LLC 1453 S Dixie Dr STE 150 St.George,Utah 84791 435-656-2015 Kyle Hawker 435-703-2015 I hawkerentl.0@gmail.com s.com/ 435-673-6828 Sports Surfaces Distributing,Inc. 1311 Cuesta Abajo Ct NE K B,Albuquerque,NM 87113 r(402) 39-8747 Robert Cohen 888-239-8747 rmhen@sport-surfaces.com sport-surfaces.com Vibra Whirl 101.113 Main St,Panhandle,TX 79068 537-3442 George Keen 806-282.3656 sales vibrawhirl.com www.vibrawhiri.com 806-537-3442 www.genem Isportssu rfaces.c General Sports Surfaces 8717 Forum Way,Suite E Fort Worth,Texas 76140 79-4625 Hector Puentes (817)-805-0181 h.puentes@generalss.mm om jriekstins@landxapesunlimited www.landxapesunlimRed.m Landscapes Unlimited 1201 Arks Dr,Uncoln,NE 68512 423-6653 Jake Riekstins 402-416-7062 Co.. m Sports Contractors Unlimited I _ ----- Baseline Sports Construction 3600 Henson Road Knoxville,TN 37921 865-5884320 store Clift 423-593-8284 steve@bawlinellc.mm ',www.baselinelk.com daniel@gamedayathleticsurfac iwww.gamedayathleticsurface Gameday Athletic Surfaces Birmingham,Alabama 205.547.0628 Daniel Ruggiero 256-755-2975 es.com s.mm Burke Construction Group,Inc. 10145 NW 19th Street Doral,FL 33172 305-468-6604 Brad Moretti 305487-2297 brad@bcgconstruction.net burkeconstructiongroup.mm CBA Sports erL Vescio's Sports Fields 901 Old Todds Rd Lexington,Kentucky 40509 859-269-8873 Doug Vexio 859-269-8873 wbasdwsco n@nets0or s.mm www.sportsFlelds.com sebastien@ netsportsgroup.m NET Sports Group 15 Lund Rd.Sam,ME 04072 (207)391-4420 Sebastian Vellleux 514.913-7772 m www.netsportsgroup.com sebastien@ netsportsgroup.m HERA Sports Surfaces 2915 Ogletown Road Newark,DE 19713 514-709-3605 Sebastian Veilleux 514-913.7773 m herasportssurfaces.com ' RS3 Turf 3400 East Palm Valley Blvd,Round Rock,TX 78665 512-238-2247 Garrett Reddehase 512.238-2247 GReddehaseNtrOsoorts.com www.rs3turf.mm CERTIFICATION BY CORPORATE OFFERER COMPLETE ONLY IF OFFERER IS A CORPORATION, THE FOLLOWING CERTIFICATE SHOULD BE EXECUTED AND INCLUDED AS PART OF PROPOSAL FORM/PROPOSAL FORM. OFFERER: Act Global Americas Inc. (Name of Corporation) - Paula Mathieson certify that I am the Secretary of the Corporation I,(Name of CorporateSecretary) named as OFFERER herein above; that Christopher Vaage (Name of person who completed proposal document) who signed the foregoing proposal on behalf of the corporation offerer is the authorized person that is acting as Contract Administrator ffitle/PosifioLwq rson signing proposal/offer document within the corporation) * Ac of Cor ; that said proposal/offer was duly signed for and in behalf of said corporation by an of its go g body,and is within the scope of its corporate powers. �N{d CORPORATE SEAL if available SIGNATURE 3/16/2020 DATE TIPS RFP# 200205 RQuired Confidential Information Status Form CONFIDENTIAL INFORMATION SUBMITTED IN RESPONSE TO COMPETITIVE PROCUREMENT REQUESTS OF EDUCATION SERVICE CENTER REGION 8 AND TIPS(ESC8)IS GOVERNED BY TEXAS GOVERNMENT CODE, CHAPTER 552 If you consider any portion of your proposal to be confidential information and not subject to public disclosure pursuant to Chapter 552 Texas Gov't Code or other law(s),you must attach a copy of all claimed confidential materials within your proposal and put this COMPLETED form as a cover sheet to said materials then scan,name"CONFIDENTIAL"and upload with your proposal submission. (You must include all the confidential information in the submitted proposal.The copy uploaded is to indicate which material in your proposal,if any,you deem confidential in the event the receives a Public Information Request.)ESC8 and TIPS will follow procedures of controlling statute(s)regarding any claim of confidentiality and shall not be liable for any release of information required by law. Upon your claim and your defense to the Office of Texas Attorney General is required to make the final determination whether the information submitted by you and held by ESC8 and TIPS is confidential and exempt from public disclosure. Act Global Americas Inc. Name of company John Baize - CEO Printed Name and Title of authorized company officer declaring below the confidential status of material 4201 W Parmer Ln. STE B175 Austin TX 78727 5127335300 Address City State ZIP Phone ALL VENDORS MUST COMPLETE THE ABOVE SECTION. I DO CLAIM parts of my proposal to be confidential and DO NOT desire to expressly waive a claim of confidentiality of all information contained within our response to the solicitation.The attached contains material from our proposal that I classify and deem confidential under Texas Gov't Code Sec.552 or other law(s)and I invoke my statutory rights to confidential treatment of the enclosed materials. ATTACHED ARE COPIES OF PAGES OF CLAIMED CONFIDENTIAL MATERIAL FROM OUR PROPOSAL THAT WE DEEM TO BE NOT PUBLIC INFORMATION AND WILL DEFEND THAT CLAIM TO THE TEXAS ATTORNEY GENERAL IF REQUESTED WHEN A PUBLIC INFORMATION REQUEST IS MADE FOR OUR PROPOSAL. Signature Date OR----------------------------------------------------------------------------------------------------------- I DO NOT CLAIM any of my proposal to be confidential, complete the section below. Express Waiver:I desire to expressly waive any claim of confidentiality as to any and all information contained within our response to the competitive procurement process (e.g. RFP, CSP, Bid, RFQ,etc.)by completing the following and submitting this sheet with our response to Education Service Center Region 8 and TIPS. Signature - /iL�-' Date 3/16/2020 Y i Confidentiality Claim Form rev 02272019 is XtremeTurf TMUBU w� CERTIFICATES � � Play More. i ABS Quality Evaluations , Certificate Of Conformance This is to certify that the Quality Management System of: Act Global 410 South River Street Calhoun, GA 30701 U.S.A. has been assessed by ABS Quality Evaluations,Inc.and found to be in conformance with the requirements set forth by: ISO 9001 :2015 The Quality Management System is applicable to: E MANUFACTURE ARTIFICIAL SPORTS SURFACES AS WELL AS LANDSCAPE TURF FOR RESIDENTIAL AND COMMERCIAL APPLICATIONS. This certificate may be found on the ABS QE Website(www.abs-qe.com). For certificates issued in the People's Republic of China information may also be verified on the CNCA website(www.cnca.gov.cn). Certificate No: 45450 Certification Date: 16 December 2010 Effective Date: 13 December 2019 lT^ C Expiration Date: 15 December 2022 Revision Date: 13 December 2019 Dominic Townsend,President ����Y Evalyo4� y i AA4AB i D� �4 �en�System Gsl` Validity of this certificate is based on the successful completion of the periodic surveillance audits of the management system defined by the above scope and is contingent upon prompt,written notification to ABS Quality Evaluations,Inc.of significant changes to the management system or components thereof. ABS Quality Evaluations,Inc.1701 City Plaza Drive,Spring,TX 77389,U.S.A. Validity of this certificate maybe confirmed at www.abs-qe.com/cert_validation. Copyright 2011-2019 ABS Quality Evaluations,Inc.All rights reserved. • • � icate er o PREFERRED Regimstr,--, S uPPLIE fih.chlhockeylurf is to certify that This Act Globol Ltd Preferred Supplier recognised under ! FIH Quality Programme for Hockey Turf. QUALITY PROGRAMME FOR HOCKEY F■� International Hockey Federation TURF I Federation Internationale de Hockey AMERICAN � CFB - - AMERICAN SPORTS BUILDERS ASSOCIATION ASSOCIATION CERTIFIE / - Synthetic Turf Through Its Certification Board r Has Conferred Upon Mark Weightman The Designation: CERTIFIED FIELD BUILDER - Synthetic Turf FOR EFFORTS TO RAISE THE PROFESSIONAL STANDARDS OFFIELD CONSTRUCTIONAND FOR HAVING S UCCESSFULL Y FULFILLED THE CONDITIONS OFELIGIBILITYAND PASSED THE REQUIRED EXAMINATION. In witness whereof we have set our, nds on this dar of_ 1d 4►' '/7 Certification expires: , 1 Fxcuiivc Dir r /� Certification Chairman This is to certify that GL,OBAL: is a World Rugby Preferred Turf Producer for the period January 1 , 2020 — December 31 , 2020 Mr.Mark Harrington Head of Technical Services c WyNht ftM Rugby-limd•d 2016 All nghb l—» L Product & Warranty Insurance 8 -YEAR . ,� \1 LIMITED WARRANTY $15 Million Total Aggregate Coverage Including: Prepaid Insured Warranty Protection Product Coverage for Bodily Injury Reliable Coverage from A.M. Best Rated "Excellent" Carriers ' ' Proven Quality Assurances from Act Global with ZERO Failed Fields & Industry-Leading Quality Certifications IL CORPORATE OFFICE AMERICA Lane AcTGLoBAz: 4201 West Suite Lane Suite B 175 Austin,Texas 78727 USA I + 1.512.733.5300 Eight Year Standard Warranty Act Global Americas Inc. ("Act Global") endeavors to use the highest quality materials and the latest manufacturing techniques in the production of Synthetic Turf. Our products are manufactured according to our product specifications. The fibers and backing are independently warranted by the respective supplier. The Synthetic Turf supplied by Act Global is guaranteed against defects in workmanship for a period of eight years from the date of manufacturing. For the purposes of this warranty,the product shall be deemed to have failed in W stability if the original tensile strength of the Synthetic Turf decreases by more than 50 percent during the warranty period. The term "Synthetic Turf", as used herein, shall only include product supplied by Act Global. This guarantee shall not cover any defects, failure or damage in or to the Synthetic Turf, which is: a) subject to abuse, misuse, negligence or improper maintenance b) installed, repaired, altered or replaced by any person other than a pre-approved installer using pre-approved infill and installation materials and quantities. c) damaged, directly or indirectly, including but not limited to, on account of, accident, vandalism, machinery, spiked shoes, animals, misuse, fire, flood, reflections, chemical reactions, acts of God, static or dynamic loads exceeding Act Global specifications at time of installation, improper or faulty subsurface preparation, failure of the subsurface after installation including settling of the surface, and the use of dry cleaning fluids or improper cleaning methods d) exposed to light other than natural light or approved artificial light. Synthetic turf is considered a consumable product; therefore, this warranty excludes wear and tear. This guarantee is expressly in lieu of all conditions and warranties expressed or implied in fact or by law or otherwise, including without limitation, any implied conditions or warranties as to merchantability. No person or party is authorized to create any obligation or liability for Act Global and only the guarantee expressed herein shall apply. Act Global's obligations under this guarantee are restricted to the repair or, at its sole option, replacement of all, or the affected parts covered herein. Act Global liability under this warranty is limited to the material value of the item to be repaired or replaced and only if maintenance has been performed and documented in accordance to Act Global's maintenance program. The remedy of repair or replacement set forth herein shall be sole remedy and Act Global shall have no other obligations or liability in connection with any matter or thing, including without ` limitation, damages for personal injury or damages related to lost revenue, increased costs, downtime costs and all other indirect or consequential damages. Act Global endeavors to handle all warranty claims promptly and professionally conditional on customer's account being in good standing at time of claim. It is agreed that all claims by l purchaser made under the foregoing guarantee shall be invalid and null and void unless made in writing to Act Global within eight years from date of manufacture and within thirty days of learning of the cause giving rise to its claim.This Warranty is issued to the direct buyer of Act Global and is not transferable. Act Global Americas Inc. Signed: DATE(M M/DDIYYYY) ACORIA® CERTIFICATE OF LIABILITY INSURANCE 03/19/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Amy Miller NAME. STAR R-MATH EWS AGENCY n/ONNo Exit): (706)629-4441 n/c Na (706)629-3631 108 North Court St E-MAIL amiller@starrmathews corn ADDRESS: R 0 Box 188 INSURER(S)AFFORDING COVERAGE NAIC k Calhoun GA 30703-0188 INSURER West American Insurance Co 44393 INSURED INSURER B: Ohio Security Insurance Co 24082 Act Global Americas,Inc. INSURER c: Ohio Casualty Insurance Co 24074 4201 West Parmer Lane INSURER D: Cincinnati Insurance Companies Suite 8175 INSURER E: Austin TX 78727 INSURER F: COVERAGES CERTIFICATE NUMBER: 2019-20 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IPOLICY LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MMIDD/YYYY MMIDD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES Ea occurrence $ 300,000 MED EXP(Any one person) $ 15,000 A BKW57135451 03/01/2019 03/01/2020 PERSONAL&ADV INJURY $ 1'000'000 GEN'LAGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 2,000,000 X JECT PRODUCTS-COMP/OPAGG $POLICY PRO- 2,000,000 OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea $ 1,000,000 accident X ANYAUTO BODILY INJURY(Per person) $ B OWNED SCHEDULED BAS57135451 03/01/2019 03/01/2020 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS XHIRED �/ NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY I� AUTOS ONLY Per accident X Medical payments $ 5,000 X UMBRELLA LIABX OCCUR EACH OCCURRENCE $ 10,000,000 C EXCESS LIAB CLAIMS-MADE US057135451 03/01/2019 03/01/2020 AGGREGATE $ 10,000,000 DED I X RETENTION$ 10,000 $ WORKERS COMPENSATION X STATUTE EORH AND EMPLOYERS'LIABILITY Y I N ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ 1,000,000 B OFFICER/MEMBER EXCLUDED? a NlA XWS57135451 03/01/2019 03/01/2020 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Excess Liability Each Occurrence $5,000,000 D EXSO481671 03/01/2019 03/01/2020 Aggregate $5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Act Global Americas ACCORDANCE WITH THE POLICY PROVISIONS. 410 S River Street AUTHORIZED REPRESENTATIVE Calhoun GA 30701 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD M BEST A.M. Best Rating Services West American Insurance Company A.M. Best#: 011354 NAIC #: 44393 FEIN #: 310624491 Ohio Security Insurance Company A.M. Best#: 002379 NAIC #: 24082 FEIN #: 310541777 L Mailing Address: Web:www.LibertyMutualGroup.com 175 Berkeley Street Phone:617-357-9500 Boston, MA 02116 Fax: 513-603-3179 United States Based on A.M. Best's analysis,051114 Liberty Mutual Holding Company Inc. is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure. Best's Credit Ratings N Financial Strength Rating Best's Credit Rating Analyst Rating: A(Excellent) Rating Issued by:A.M. Best Rating Services, Inc. Affiliation Code: R(Reinsured) Senior Financial Analyst:Gregory Dickerson Financial Size Category: XV($2 Billion or greater) Senior Director: Michael J. Lagomarsino,CFA, FRM Outlook: Stable Action: Affirmed .- Effective Date: March 08, 2017 u Denotes Under Review Best's Rating Long-Term Issuer Credit Rating Long-Term: A Outlook: Stable Action: Affirmed Effective Date: March 08, 2017 Initial Rating Date: July 21, 2005 L- B LES�T> A.M. Best Rating Services The Cincinnati Specialty Underwriters Insurance Company A.M. Best#: 013843 NAIC #: 13037 FEIN #: 651316588 Mailing Address Web: www.cinfin.com P.O. Box 145496 Phone: 513-870-2000 Cincinnati, OH 45250-5496 Fax: 513-603-5500 United States Based on A.M. Best's analysis,058704-Cincinnati Financial Corporation is the AMB Ultimate Parent and identifies the topmost entity of the corporate structure. Best's Credit Ratings Financial Strength Rating Best's Credit Rating Analyst Rating: A+(Superior) Rating Issued by: A.M.Best Rating Services,Inc. Affiliation Code: g(Group) Senior Financial Analyst: Darian Ryan Financial Size Category: XV($2 Billion or greater) Senior Director: Michael J. Lagomarsino,CFA, FIRM Outlook: Stable Action: Affirmed u Denotes Under Review Best's Rating Effective Date: December 13, 2016 Initial Rating Date: December 21, 2007 Long-Term Issuer Credit Rating Long-Term: aa- Outlook: Stable w Action: Affirmed Effective Date: December 13, 2016 Initial Rating Date: August 12, 2004 As I.L i1L Ln qw,• i TL ow. ' s'- OY�, . Ar- WWII J ` _• i !` ` ` CL LL- LLI If ?►' , r ' r w ACTGLOBAL: We are a dynamic, global synthetic turf company committed to BE MORE. Our mission to"Be More" is ingrained in every facet of our business,every employee and throughout our value chain.With a foundation of innovation,integrity and quality,Act Global strives to positively impact society and maximize land use through the use of synthetic turf. Innovate More. Protect More. Advancing turf products and Investing in green-friendly services,with a focus on research, technologies,enhancing development and a vision to innovate. safety and promoting sustainable practices. Play More. Give More. Enhancing sports,community spac- Supporting charitable and r es and leisure activities global aid organizations through synthetic turf. 0 around the world. i \ one of the WORLD'S LARGEST producers Aso of synthetic turf, we take quality seriously. It Manufacturing facilities on 3 continents ■ Installations in over 90 countries c . a kLy/year 0 220 ■200 ..: .180 160 140 120 0 100 L 80 J 60 No installation ' UV EXPOSURE IN COUNTRIES 1 kLangley=koal/cm2=41.84 Ml/m2 WITH ACT GLOBAL INSTALLATIONS 1 kLangley/year=1.33 W/m2 Map shows global Kilo-Langley levels,a measure of LIV exposure.The colored areas indicate Act Global installations,located in areas with high LIV concentrations. AI- 1 Quality Act Global adheres to strict international standards proven to increase •'~� quality.We maintain state of the art operations to ensure each order is of the highest quality,and our team manually inspects every turf roll 3' coming out of production.Strict quality controls, reporting and annual audits keep our operations lean,clean and accountable. WWW.ACTGLOBAL.COMi O : �� "O N N .N fC fC O Ncz W a -iE co dS V5 a m ca ca —� a) O n � r J O CD LL- LO 25 N m a N o fl O a V _ > c Ncz cz c c Z LAJ _ RCZ a� O Z Z U 'V'^/ LZ R d N C V! Q � O ti U + E5 ti ti J 00 M H o _ti { LL ' ^O^ - 1..L V J � � 1 .r ALN�JeY '���Ar`�r as 7 't�" � ;tiFS"c vsr✓ , � 3,.€rJ�'k. 2 Ip +`lkp Y -r S' l Y + Putting Players & Communities First Act Global's technical and social culture is dedicated to serving :v the safety and performance needs of players. Through verified testing, global outreach and support of world aid organizations. we can positively impact the communities where we live, the " places we work. and the planet we inhabit. i FIFA QUALITY SnortsTurf AM4xICAx SAPCA SroNlS xullmxa Gj\\ I .Masf- ALLMBLx .AsslxlAnov j/-MEMBER Ee r/f hNa at WO care Someone is playing on our turf twery Minutey of every day. 24 7 a° i 4 S, d; a, r, , ACTGLOBAL.COM/SPORTTURF SPORTS(,)ACTGLOBAL.cOM ACTGLOBAL 2 SAFETY & TESTING Play More. . _ . . . . - 75% OF PLAYERS RELY UPON COACHES FOR SAFETY* OVERUSEAND FATIGUE ATHLETE INJURIES Many players do not incorporate in 2012, 1,353,750 children under age 19 enough rest time between training visited an emergency room for sports injury. hours and games,and overuse and fatigue will influence injury rate. 1 in 3 were injured seriously enough to miss practices or games,and some suffer "41% of player injuries can life-long consequences. be related to fatigue." Most Common Injuries WE Fractures Sprains Bruises& Internal Organ (18%) > (33°%) Abrasions injuries&Concussions a L - a h�A iI`s (16%) (12%) . - a 1 ww" *Source:Safe Kids Worldwide&Boston university 3 Natural Grass Benchmark Testing T M- -.i P� Kyle Field at Texas A-1.1 Act Global is the first company to obtain scientific data comparing natural grass for football, soccer and baseball fields with FIFA and Synthetic Turf Council guidelines. Testing has taken place at New York Yankees and Houston Astros spring training facilities, top European natural grass soccer stadia, NFL facility natural grass field and Kyle Field at Texas A&M. Results confirm the synthetic turf manufactured by Act Global is comparable in performance, quality and ' safety to natural grass at top stadiums in pristine condition. Balancing System Components SHOCK ABSORPTION VERTICAL DEFORMATION ' We must maximize shock absorption while limiting (g max&HIC) vertical deformation. This proper balance can improve foot stability, prevent ligament stress, ' and reduce player fatigue and injury. TRACTION SKIN FRIENDLY Our top quality fibers offer both softness and durability, i while optimal yarn distribution and infill levels improve 0 surface to foot interaction. DECELERATION SLIP RESISTANCE A surface must allow players to start and stop quickly 0 0 and safely in a fast paced game. ACTGLOBALi i 0: • SAFETY TESTING I • • Shock Absorption Test Comparisons Head Injury Criteria CLEGG HAMMER GMAX(ASTM F-355) HIC (EN 1177) 4.6kg (10.21b) 9.ikg • (20.11b) 2.25kg • 1,300 mm (4.961b) 1,300 Inches) (24 mm -predicted ' 455 mm (24 inches) (17.9 Inches) i Performance Infill Performance Infill Performance Infill Stabilising Infill Stabilising Infill Stabilising Infill ... Substrate Base Substrate Base Substrate Base Durability UP TO 200,000 LISPORT CYCLES FOR MONOFILAMENT AND 150,000 FOR FIBRILLATED YARNS Our products are developed using maximum UV inhibitors to withstand heavy use and intense climatic conditions. Fibers last longer and perform better. ' OVER 97%TENSILE STRENGTH RETAINED AFTER E 3,000 HOURS OF UVA TESTING A COLORS 0LORS The following colored yarns passed climatic testing to achieve lasting durability, performance and color stability THATLAST in all climates. They exceeded industry standards for EN 15330-1, FIFA, IRB, STC and FIH. Black Navy Blue Florida Cardinal Yellow Grey White Blue Red ACTG LO BAL CO M/SPORTS ' FOOTBALL SCHOOL Fort Myers. FL XtremeTurf' 600+ .�, FOOTBALL FIELDS Performance Leaders for Professional & Community Fields Safety and durability are of the utmost importance for football players. We consider the unique needs of high impact sports to design systems which protect on impact while enhancing performance. sk - Home-of • Super • 1 f ` 1 ON IN,Owl I 13 NFL FIELDSL J ' 40+ UBU J NCAA FIELDS Leading Brand for NFL & NCAA Division 1 Football Fields Act Global's UBU brand is one of the leading synthetic turf systems used in a variety of sports, including football,soccer, baseball, rugby,field hockey and lacrosse. UBU is known for providing top quality turf for teams ranging from professional franchises, collegiate and major indoor arena leagues to local high schools and municipalities.Venues that have utilized turf with the UBU brand include MetLife Stadium, Mercedes-Benz Superdome and U.S. Bank Stadium. UBU incorporates science and technology into each surface, providing the ultimate Ground Gear for Athletes. 0 : O : I FOOTBALL Play More. f e i _ NFL TEAM GAME PRACTICE TRAINING Arizona Cardinals Buffalo Bills Chicago Bears Denver Broncos Houston Texans Minnesota Vikings New Orleans Saints Pittsburgh Steelers 'a. San Francisco 49ers Tennessee Titans 1 9 3 13 FIELDS NCAA ./ Illinois College ./ New Mexico State University ./ Purdue University ./ Southeastern Louisiana University ./ University of California-Berkeley University of Kentucky University of Massachusetts-Lowell ./ University of Minnesota University of Nevada-Las Vegas ./ University of Northwestern (3 fields) ./ University of Oregon (3 fields) ./ University of Pittsburgh (2 fields) J .0 W ,► !r, �I � U j �I 1 � O _- , ,Ir�! � W b1D Q a c I CL cc Y c N J Ii J r C w 0 QUALITY SOCCER Play More. 40 AWSWEN., I ri 41 MONTREAL OLYMPIC STADIUM rhe o;t-he'FIFA W6'men's World Cup 2015 Montreal. • Over 250 FIFA FIFA Certified PitchesQUALITY 7 LICENSEE on 6 Continents FIFA SOCCER SYNTHETIC FIFA QUALITY LICENSEE FOR TURF STANDARDS SOCCER TURF The FIFA initiative ensures that artificial turf fields ./ FIFA Quality Licensee meet the highest standards in terms of quality, headquartered in the USA performance and safety according to the needs of Stringent testing procedures the end user.Act Global uses FIFA benchmarks in its at championship levels product development, quality standards and sport Expert maintenance extends life performance test methods.Act Global has supplied over 250 FIFA Certified installations worldwide. F ?;•. �..,,;, 11, QUEEN OF THE SOUTH • UA yPhoto courtPsy'o��a�tc.-cpm----- Dumfries,Scotland United SoccerGlobal GLOBALACT 1 OFFICIAL SYNTHETIC TURF SUPPLIER ACROSS ALL PROPERTIES U WILD ,,, * Championship United Soccer League �'" •� k z LA USIME 'ev v MILE ACTGLOBAL.COM/SPORTS-TURF SPORTS �ACTGLOBAL.COM ACTGLOBAL ZZ BASEBALL More. r mss. 2 �y Y'. WOODSIDE /N)SPORTS COMPLEX Mauston, Benefiting Players, A ; Communities and the Game of Baseball Act Global and Nolan Ryan led RS3 have teamed up in a new partnership to forward the future of T ` s baseball turf technology and playability. Founded on strong mutual goals and objectives for the baseball community, this new partnership begins the next generation of baseball surfaces offering optimal playing conditions. 1 , 3,4x TURF f I I H ® 0-40 FIRST NR34 INSTALLATION SHOCK ABSORPTION ;%' WEST ORANGE STARK HS 0IMPACT � - W it W 0 GROUND INTERACTION lei Q m lO TRACTION I � V STABILITY Lk W a �� Q ® BOUNCE C ® LOWER INFILL SPLASH DURABILITY W a UVTESTING N R 314 I NATURAL BALL BOUNCE With the help from Nolan Ryan and his experts at RS3,we sought to eliminate irregularities that can occur on other synthetic turf systems such as slower ball pace, higher infill splash, and an unnatural ball bounce.The product of that collaboration is a premier turf system designed and engineered specifically for the baseball diamond, NR34! T R U E BALL PACE n Natural grass benchmark testing has taken place at New York Yankees and Houston Astros REDUCED spring training facilities. INFILL SPLASH RUGBY Home of the NEWPORT GWENT DRAGONS '� � Pro12 Club Rugby Union Team CENTRE FOR SPORTING EXCELLENCE Ystrad Mynach, Wales ' - a . -'^ ► TURF ALDEN BRIDGE SPORTS COMPLEX The Woodlands,Texas —Reg22 Certified 1 1 • FIG COLLEGF, ' er o Ontan i 15 f i i l FIELD HOCKEY I4 _ PITCH IN HE ORM.- - : . ! 1 • ♦�ku r R4i RH CERTIFIED FIELD MORAL FIH PREFERRED SUPPLIER ' As a preferred supplier,Act Global • • •1,N is committed to the highest / ! industry standards to grow and sustain the game of hockey.We engineer high performing, FIH- RH approved turf systems,suitable CERTIFM FIELD for all levels of play,form elite to developmental hockey. Flat,fast surface �l Free-moving fibres enhance player footing and stick movements Consistent ball roll and rebound COOKSTOWNt Northern Ireland O :AL COM/SPORTS-TURF SPORTSC-ACTG LOBAL.COm ACTIGLOBAL 16s i, e � ,:,�y •' � �" fir' .`� � a. �� °-n r , Total Synthetic Turf Solutions Manufacture With global manufacturing, regional sales support and worldwide network Performance of partner contractors,we can offer Test ■ a total synthetic turf solution from concept to completion. Build Clear Choice Coconut& Cork Cork Blends Granulate Crumb Rubber '�EPDM too �• •. -• • lot r F }� SCHMITZ t' •+) ,' 1 �.. .�. PROPLAY BROCK ACTGLOBAL.COM/SPORTS-TURF SPORTS@ACTGLOBAL.COM acrGcoeac �8 P �J RDA cTGLOBAL: 00 () G Q • LiteEariil- SPORTS AIRPORTS LANDSCAPE LANDFILLS Act Global's products and services are available through distribution partners in over 90 countries. �:..._ u ASIA F MIDDLE 4201 West Parmer Lane Dinxperlosestraatweg 50 P.O.BOX 53191 Suite B 175 7122 AH Aalten Limassol 3301 The Netherlands Cyprus LOCATIONS AMERICAS Texas,California,Florida,Georgia,Kansas,Oklahoma,Oregon,New Hampshire,Pennsylvania,Illinois ASIA PACIFIC Australia,China and Thailand EUROPE Cyprus,France,Netherlands.Poland and United Kingdom ACTGLOBAL.COM/SPORTS-TURF SPORTS@ACTGL08AL.COM +1.512.733.5300 i i i i i i i i i 00300 PROPOSAL BID FORM PROJECT NAME: Buck Egger 2022 Improvements PROJECT LOCATION: Round Rock,Texas OWNER: City of Round Rock, Texas DATE: July 13, 2022 Pursuant to the foregoing Notice to Bidders and Instructions to Bidders, the undersigned bidder hereby proposes to do all the Work, to fumish all necessary superintendence, labor, machinery, equipment, tools, materials, insurance and miscellaneous items, to complete all the Work on which he bids as provided by the attached Bid Documents, and as shown on the plans for the construction of Buck Egger-Phase III Multi-Purpose Turf Field Conversion to Synthetic and binds himself on acceptance of this bid to execute the Agreement and bond for completing said Work within the time stated, for the following prices, to wit: Any addenda issued will be posted with the Project Manual and/or Contract Documents on the City's website at roundrocktexas.eov/solicitations by the close of business on July 22, 2022 Prior to submitting a bid, the bidder is responsible for determining if any addenda have been issued and for following any instructions in any addenda issued. Bidder acknowledges receipt of the following Addenda by listing Addendum "number" and "date". Addendum 1: August 5th 2021 BASE BID Bid Approx. Item Description Item Quantit Unit and Written Unit Price Unit Price Amount 1 1 LS Mobilization complete in place per plan for fifteen thousand dollars and zero cents. $15,000.00 $15,000.00 2 1 EA Capital Improvement Sign,complete in place complete in place per for two thousand seven hundred and fourteen dollars and zero cents. $2,714.00 $2,714.00 3 1 EA Stabilized Construction Entrance, complete in place, complete in place per plans for four thousand three hundred and sixty seven dollars and zero cents. $4,367.00 $4,367.00 00300-9-2015 Page 1 of 4 Bid Form BASE BID Bid Approx. Item Description Item Quantit Unit and Written Unit Price Unit Price Amount 4 1 LS Tree Protection,complete in place, complete in place per plans for one thousand nine hundred and fifty four dollars and zero cents. $1,954.00 $1,954.00 5 50 LF Silt Fence for Erosion Control, complete in place, complete in place per plans for eight hundred and fourteen dollars and zero cents. $16.28 $814.00 6 1 LS Temporary Concrete Truck Washout Area, complete in place per plans for one thousand six hundred and twenty eight dollars and zero cents. $1,628.00 $1,628.00 7 1 LS Unclassified Excavation& Embankment including Preparing the Multi-Purpose Fields Plus 5' Buffer,Clearing and Grubbing, Removal of Portland Cement Concrete,Subgrade Preparation, Proof Rolling,and Grading within the Multi-Purpose Fields Plus 5' Buffer,complete in place, complete in place per for sixty two thousand six hundred and sixteendollars and zero cents. $62,616.00 $62,616.00 8 17,600 SF Chemical Stabilization for Synthetic Turf Field,Including 12"Crushed Limestone Select Fill Cap, per Geotechnical Investigation,complete in place, complete in place per for seventy four thousand three hundred and eighty one dollars and zero cents. $ $4.226 $74,381.00 00300-9-2015 Page 2 of 4 Bid Form BASE BID Bid Approx. Item Description Item Quantit Unit and Written Unit Price Unit Price Amount 9 15,000 SF Synthetic Turf Field, including base course, leveling layer, infill material (rubber&sand),composite plastic lumber anchor point,and all appurtenances,complete in place, complete in place per for one hundred and two thousand five hundred and sixty three dollars and zero cents. $6.84 $102,563.00 10 354 LF P.C.Concrete Ribbon Curb(12" complete in place per for seventeen thousand six hundred and seventy seven dollars and zero cents. $49.94 $17,677.00 11 257 LF Pipe,4"SCH 40 PVC underdrain, Including cleanouts w/concrete collar and all appurtenances, complete in place, complete in place per for three thousand one hundred and thirty three dollars and zero cents. $12.19 $3,133.00 12 790 SF P.C.Concrete Sidewalk(Special),C4" Thick with 6"Thicken Edge), complete in place, complete in place per for sixteen thousand five hundred and fifty nine dollars and zero cents. $20.96 $16,559.00 13 1 LS Site Irrigation: retrofit irrigation including but not limited to capping existing mainline, installing new valves,emitters, lateral lines,and associated irrigation equipment per plans and specifications. complete in place per for three thousand tour hundred and seventy four dollars and zero cents. $3,474.00 $3,474.00 00300-9-2015 Page 3 of 4 Bid Form TOTAL BASE BID(Items 1 thru 13 )$306,880.00 Materials: Al a4_128 00 All Other Charges: $122,752.00 * Total: $306,880.00 * Note: This total must be the same amount as shown above for"Total Base Bid" If this bid is accepted, the undersigned agrees to execute the Agreement and provide necessary bonds and insurance certification as per the Instructions to Bidders. The undersigned certifies that the bid prices contained in the bid have been carefully checked and are submitted as correct and final. The Owner reserves the right to reject any or all bids and may waive any informalities or technicalities. Respectfully Submitted, 7W45d4- 4201 W Parmer Ln Ste B-175 Signature Mark Weightman Austin,TX 78727 Print Name Address Vice President 709-629-4774 ' Title Telephone Act Global Americas Inc ' Name of Firm n 08/31/22 � a Date Secretary, if Bidder is a Corporation 00200-9-2015 Page 4 of 4 Bid Form it 00500 AGREEMENT City of Round Rock,Texas Contract Forms Standard Form of Agreement: Section 00500 City of Round Rock, Texas Standard Form of Agreement between Owner and Contractor AGREEMENT made as of the `J{eo( )day of _in the year 20 23 . BETWEEN the Owner: City of Round Rock,Texas(hereafter"Owner"or"City") 221 East Main Street Round Rock,Texas 78664 and the Contractor Act Global Americas Inc. ("Contractor") 4201 West Parmer Lane Austin.Texas 78727 The Project is described as: Buck Egger Park Synthetic Turf Conversion Project The Engineer is: Waeltz&Prete, 211 North A.W.Grimes Boulevard Round Rock,Texas 78665 For and in consideration of the mutual terms, conditions and covenants of this Agreement and all accompanying documents between Owner and Contractor, the receipt and sufficiency of which are hereby acknowledged,Owner and Contractor agree as follows: IARTICLE I THE CONTRACT DOCUMENTS The Contract Documents consist of this Agreement,Conditions of the Contract(General,Supplementary and other Conditions),Drawings, Specifications,Addenda issued prior to execution of this Agreement,other documents listed in this Agreement and Modifications issued after execution of this Agreement;these form the Contract,and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations,representations or agreements, either written or oral.An enumeration of the Contract Documents,other than Modifications,appears in Article 7. ARTICLE 2 THE WORK OF THIS CONTRACT Contractor shall fully execute the Work described in the Contract Documents,except to the extent specifically indicated in the Contract Documents to be the responsibility of others. 00500 4-2020 Page 1 of 5 Standard Form of Agreement 00443647 I i ARTICLE 3 DATE OF COMMENCEMENT;DATE OF SUBSTANTIAL COMPLETION;DATE OF FINAL COMPLETION 3.1 The date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or provision is made for the date to be fixed in a Notice to Proceed issued by Owner. 3.2 The Contract Time shall be measured from the date delineated in the Notice to Proceed. 3.3 Contractor shall commence Work within Ten ( 10 ) calendar days from the date delineated in the Notice to Proceed. 3.4 Contractor shall achieve Substantial Completion of the items of Work listed on Attachment A to this Agreement no later than Thirty — 3( 0 )calendar days from issuance by Owner of Notice to Proceed, and Contractor shall achieve Substantial Completion of the entire Work no later than Sixty 60 )calendar days from issuance by Owner of Notice to Proceed, subject to adjustments of this Contract Time as provided in the Contract Documents. 3.5 If Contractor fails to achieve Substantial Completion of the Work(or any portion thereof)on or before the date(s)specified for Substantial Completion in the Agreement,Contractor shall pay to Owner,as liquidated damages, the sum of Two Hundred Fifty dollars and No/100 Dollars($250.00 ) for each calendar day that Substantial Completion is delayed after the date(s) specified for Substantial Completion. It is hereby agreed that the liquidated damages to which Owner is entitled hereunder are a reasonable forecast of just compensation for the harm that would be caused by Contractor's failure to achieve Substantial Completion of the Work(or any portion thereof)on or before the date(s)specified for Substantial Completion in the Agreement and is not a penalty. It is agreed that the harm that would be caused by such failure, which includes loss of expected use of the Project areas,provision of alternative storage facilities and rescheduling of moving and occupancy dates,is one that is incapable or very difficult of accurate estimation. It is hereby agreed that I if Substantial Completion of the Work(or any portion thereof)is not achieved on or before thirty(30)days after the date(s) specified for Substantial Completion in the Agreement, the Owner shall have the option to either collect liquidated damages as set forth herein or to thereafter rely on its remedies under the Contract Documents and at law and in equity, including without limitation, the recovery of actual damages. The date(s) specified for Substantial Completion of the Work(or any portion thereof)in the Agreement shall be subject to adjustment as provided in the Contract Documents. 3.6 Contractor shall achieve Final Completion of the entire Work no later than Ninety 90 )calendar days from issuance by Owner of Notice to Proceed. ARTICLE 4 CONTRACT SUM 4.1 Owner shall pay Contractor the Contract Sum in current funds for Contractor's full and complete performance of the Work and all of Contractor's obligations under this Agreement. The Contract Sum shall be Three Hundred Six Thousand Eight Hundred Eiehty and No/100 Dollars ($ 306,880.00 ),subject to additions and deductions as provided in the Contract Documents. 4.2 Does the Contract Sum include alternates which are described in the Bid Form? No X . Yes .If yes,please provide details below. N/A 00500 4-2020 Page 2 of 5 Standard Form of Agreement 00443647 ARTICLE 5 PAYMENTS 5.1 PROGRESS PAYMENTS 5.1.1 Based upon Applications for Payment submitted to Engineer and Owner by Contractor,and Certificates for Payment issued by Engineer and not disputed by Owner and/or Owner's lender,Owner shall make progress payments on account of the Contract Sum to Contractor as provided below, in Article 14 of the General Conditions, and elsewhere in the Contract Documents. 5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. 5.1.3 Provided that an Application for Payment is received by Engineer and Owner, and Engineer issues a Certificate of Payment not later than the tenth(10th) day of a month, Owner shall make payment to Contractor of amounts approved by the Owner not later than the tenth(10th)day of the next month. If an Application for Payment is received by Engineer and Owner after the application date fixed above,payment shall be made by Owner not later than one month after the Engineer issues a Certificate for Payment.The Owner shall not have any obligation to pay any amount covered by the Engineer's Certificate for Payment that is disputed by the Owner. 5.1.4 Each Application for Payment shall be based on the most recent schedule of values submitted by Contractor in accordance with the Contract Documents.The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as Engineer and Owner may require.This schedule,unless objected to by Engineer or Owner, shall be used as a basis for reviewing Contractor's Applications for Payment. 5.1.5 Applications for Payment shall warrant the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. 5.1.6 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as provided in Article 14 of the General Conditions. 5.1.7 Except with Owner's prior written approval, Contractor shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. I5.2 FINAL PAYMENT 5.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by Owner to IContractor when: .1 Contractor has fully performed the Contract except for Contractor's responsibility to correct Work, and to satisfy other requirements,if any,which extend beyond final payment;and .2 a final Certificate for Payment has been issued by Engineer and approved by the Owner. 5.2.2 Owner's final payment to Contractor shall be made no later than thirty (30) days after the issuance of Engineer's final Certificate for Payment. In no event shall final payment be required to be made prior to thirty(30) days after all Work on the Contract has been fully performed.Defects in the Work discovered prior to final payment shall be treated as non-conforming Work and shall be corrected by Contractor prior to final payment,and shall not be treated as warranty items. ARTICLE 6 TERMINATION OR SUSPENSION 6.1 The Contract may be terminated by Owner or Contractor as provided in Article 15 of the General Conditions. I 00500 4-2020 Page 3 of 5 Standard Form of Agreement 00443647 I I 6.2 The Work may be suspended by Owner as provided in Article 15 of the General Conditions. ARTICLE 7 ENUMERATION OF CONTRACT DOCUMENTS 7.1 The Contract Documents,except for Modifications issued after execution of this Agreement,are enumerated as follows: 7.1.1 The Agreement is this executed version of the City of Round Rock, Texas Standard Form of Agreement between Owner and Contractor,as modified. 7.1.2 The General Conditions are the "City of Round Rock Contract Forms 00700," General Conditions, as modified. 7.13 The Supplementary,Special,and other Conditions of the Contract are those contained in the Project Manual dated February 2023 7.1.4 The Specifications are those contained in the Project Manual dated February 2023 I7.1.5 The Drawings,if any,are those contained in the Project Manual dated February 2023 7.1.6 The Insurance&Construction Bond Forms of the Contract are those contained in the Project Manual dated February 2023 7.1.7 The Notice to Bidders,Instructions to Bidders,Bid Form,and Addenda,if any,are those contained in the IProject Manual dated February 2023 7.1.8 If this Agreement covers construction involving federal funds, thereby requiring inclusion of mandated contract clauses, such federally required clauses are those contained in the "City of Round Rock Contract Forms I03000,"Federally Required Contract Clauses,as modified. 7.1.9 Other documents,if any,forming part of the Contract Documents are as follows: IBid Proposal,TIPS Contract,General,Supplementary and Special Conditions ARTICLE 8 MISCELLANEOUS PROVISIONS 8.1 Where reference is made in this Agreement to a provision of any document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. I 8.2 Owner's representative is: Patrick Cavanaugh,PLA Parks Development Specialist 301 West Bagdad Avenue,Suite 250 Round Rock,Texas 78664 I83 Contractor's representative is: Dan Collier 4201 West Partner Lane Austin,Texas 78727 8.4 Neither Owner's nor Contractor's representative shall be changed without ten(10)days'written notice to the other party. 00500 4-2020 Page 4 of 5 Standard Form of Agreement 00443647 I I i 8.5 Waiver of any breach of this Agreement shall not constitute waiver of any subsequent breach. 8.6 Owner agrees to pay Contractor from available funds for satisfactory performance of this Agreement in accordance with the bid or proposal submitted therefor,subject to proper additions and deductions,all as provided in the General Conditions, Supplemental Conditions, and Special Conditions of this Agreement, and Owner agrees to make payments on account thereof as provided therein. Lack of funds shall render this Agreement null and void to the extent funds are not available. This Agreement is a commitment of City of Round Rock's current revenues only. 8.7 Although this Agreement is drawn by Owner,both parties hereto expressly agree and assert that,in the event of any dispute over its meaning or application,this Agreement shall be interpreted reasonably and fairly,and neither more strongly for nor against either party. 8.8 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. 8.9 Both parties 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 an arbitration proceeding,including without limitation,any proceeding under the Federal Arbitration Act(9 USC Section 1-14)or any applicable state arbitration statute. 8.10 The parties, by execution of this Agreement, bind themselves, their heirs, successors, assigns, and legal representatives for the full and faithful performance of the terms and provisions hereof This Agreement is entered into as of the day and year first written above and is executed in at least two(2) original copies,of which one is to be delivered to Owner. OWNER CONTRACTOR CITY O RO ROCK,TEXAS ACT GLOBAL A RICAS INC. I PrintedLe: Printed N Weightman Title Title: Vice President Date Signed: 3 Z 3I Z-2, Date Signed: 2-20-23 ATTEST: �Ilerk FOR CITY,APPROVED AS TO FORM: ity tt ey 00500 4-2020 Page 5 of 5 Standard Form of Agreement 00443647 I 00600 INSURANCE AND CONSTRUCTION BOND FORMS i Bond#:GSC0400057 I I PERFORMANCE BOND ITHE STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § That Act Global Americas, Inc. , of the City of Austin County of Travis , and State of Texas , as Principal, and The Gray Insurance Company authorized under the law of the State of Texas to act as surety on bonds for principals,are held and firmly bound unto the CITY OF ROUND ROCK,TEXAS (Owner), in the penal sum of Three Hundred Six Thousand Eight Hundred Eighty and 00/100 Dollars ($306,880.00 ) for the payment whereof, well and truly to be made the said Principal and Surety bind themselves, and their heirs, administrators, executors, successors and assigns,jointly and severally, by these presents: IWHEREAS,the Principal has entered into a certain written Agreement with the Owner dated the �5 rQ day of 20 23 to which the Agreement is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein consisting of: Artificial Turf to replace natural turf and supporting_adjustments to paths and drainage at Buck IEgger Park NOW, THEREFORE, THE CONDITIONS OF THIS OBLIGATION IS SUCH, that if the said I Principal shall faithfully perform said Agreement and shall, in all respects, duly and faithfully observe and perform all and singular the covenants, conditions and agreements in and by said Agreement, agreed and covenanted by the Principal to be observed and performed, including but not limited to, the repair of any and all defects in said work occasioned by and resulting from defects in materials furnished by or workmanship of,the Principal in performing the Work covered by said Agreement and occurring within a period of twelve (12) months from the date of Final Completion and all other covenants and conditions, according to the true intent and meaning of said Agreement and the Plans and Specifications hereto annexed,then this obligation shall be void; otherwise to remain in full force and effect; PROVIDED, HOWEVER, that this bond is executed pursuant to the provisions of Chapter 2253, Texas Government Code, as amended, and all liabilities on this bond shall be determined in I accordance with the provisions of said Chapter 2253 to the same extent as if it were copied at length herein. I Page 1 00610 4-2020 Performance Bond 00443639 i PERFORMANCE BOND (continued) Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement, or to the Work performed thereunder, or the Plans, Specifications, or drawings accompanying the same, shall in anywise affect its obligation on this bond,and it does hereby waive notice of any such change,extension of time,alteration or addition to the terms of the Agreement, or to the work to be performed thereunder. If Principal fails to faithfully perform said Agreement, Surety, after receipt of written notice of Principal's default,shall perform all of Principal's duties and obligations under the Agreement. If, I within ten (10) days after receipt of such notice from Owner, Surety does not commence to complete the obligations of Principal with a contractor acceptable to Owner and diligently complete the performance of the Principal's duties and obligations, Owner shall have the right but not the obligation to have the duties and obligations of Principal performed. In such event, Surety shall pay to Owner,upon demand,all costs,expenses and damages sustained by Owner as a result of Principal's failure to perform its duties and obligations under the Agreement up to the I $306,880.00 sum of this Performance Bond, plus all costs and expenses, including attorney's fees and expert and consultant fees incurred by Owner to enforce its rights under this Performance Bond. IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this 17th day of February , 20 23 . IAct Global Americas, Inc. The Gray Insurance Company Principal Surety IZ Rose Lopez Printed Name Printed Name ✓yr By: / By: Title: Title: ?i-ttoriiey ILAct Address:4201 W RVmer Lane, Address: P.O. Box 6202 Ste B-175 Austin,TX 78727 Metairie, LA 70009-6202 IResident Agent of Surety: I Signature Tom Mulanax Printed Name I 11200 Jollyville Rd. Street Address Austin, TX 78759 ICity, State&Zip Code Page 2 00610 4-2020 Performance Bond I00443639 Bond#:GSCO400057 PAYMENT BOND THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF WILLIAMSON § That Act Global Americas, Inc. , of the City of Austin , County of Travis , and State of Texas , as Principal,and The Gray Insurance Company authorized under the laws of the State of Texas to act as Surety on Bonds for Principals,are held and firmly bound unto the CITY OF ROUND ROCK, TEXAS (OWNER), and all subcontractors, workers, laborers, mechanics and suppliers as their interest may appear, all of whom shall have the right to sue upon this bond, in the penal sum of Three Hundred Six Thousand Eight Hundred Eighty and 00/100 Dollars($ 306,880.00 )for the payment whereof,well and truly be made the said Principal and Surety bind themselves and their heirs, administrators, executors, successors, and assigns,jointly and severally, by these presents: WHEREAS,the Principal has entered into a certain written Agreement with the Owner,dated the 1w 25cA day of , 2023 to which Agreement is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein consisting of: Artificial Turf to replace natural turf and supporting adjustments to paths and drainage at Buck Egger Park NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the said Principal shall well and truly pay all subcontractors, workers, laborers, mechanics, and suppliers, all monies to them owing by said Principals for subcontracts,work, labor,equipment,supplies and materials done and furnished for the construction of the improvements of said Agreement, then this obligation shall be and become null and void; otherwise to remain in full force and effect. I PROVIDED, HOWEVER, that this bond is executed pursuant to the provisions of Chapter 2253, Texas Government Code, as amended, and all liabilities on this bond shall be determined in accordance with the provisions of said Chapter 2253 to the same extent as if it were copied at length herein. I I I Page 1 00620 04-2020 Payment Bond I00437699 i I IPAYMENT BOND (continued) Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement, or to the Work performed thereunder, or the plans, specifications or drawings accompanying the same shall in anywise affect its obligation on this bond,and it does hereby waive notice of any such change,extension of time,alteration or addition Ito the terms of the contract, or to the work to be performed thereunder. IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this Instrument this 17th day of February , 20 23 . Act Global Americas, Inc. The Gray Insurance Company Principal Surety Macy— Rose Lopez Printed Name Printe ame By: _ By: Title: \Jim Title: Attorney IFaWlt Address:4201 W armer Lane, Address: P.O. Box 6202 Ste B-175 Austin,TX 78727 Metairie, LA 70009-6202 Resident Agent of Surety: h:' Signature Tom Mulanax Printed Name 11200 Jollvville Rd. Street Address Austin,TX 78759 City, State&Zip Code I I I Page 2 006201-2020 Payment Bond 00090656 Whorton Insurance Services 02/17/202314:53 99772805182 THE GRAY INSURANCE COMPANY THE GRAY CASUALTY&SURETY COMPANY GENERAL POWER OF ATTORNEY Bond Number: GSC0400057 Principal:Act Global Americas,Inc. Project: Artificial Turf to replace natural turf and supporting adjustments to paths and drainage at Buck Egger Park KNOW ALL BY THESE PRESENTS,THAT The Gray Insurance Company and The Gray Casualty&Surety Company,corporations duly organized and existing under the laws of Louisiana,and having their principal offices in Metairie,Louisiana,do hereby make,constitute,and appoint:Jim C.Whorton,Michael Whorton,Raquel Martinez,Tom Mulanaz,Jeremy Farque,and Rose Lopez of Austin,Texas jointly and severally on behalf of each of the Companies named above its true and lawful Attomey(s)-in-Fact,to make,execute,seal and deliver,for and on its behalf and as its deed,bonds,or other writings obligatory in the nature of a bond,as surety,contracts of suretyship as are or may be required or permitted by law,regulation,contract or otherwise,provided that no bond or undertaking or contract of suretyship executed under this authority shall exceed the amount of $25,000,000.00. This Power of Attorney is granted and is signed by facsimile under and by the authority of the following Resolutions adopted by the Boards of Directors of both The Gray Insurance Company and The Gray Casualty & Surety Company at meetings duly called and held on the 26th day of June,2003. "RESOLVED,that the President,Executive Vice President,any Vice President,or the Secretary be and each or any of them hereby is authorized to execute a power of Attorney qualifying the attorney named in the given Power of Attorney to execute on behalf of the Company bonds, undertakings,and all contracts of surety,and that each or any of them is hereby authorized to attest to the execution of such Power of Attorney,and to attach the seal of the Company;and it is FURTHER RESOLVED,that the signature of such officers and the seal of the Company may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile,and any such Power of Attorney or certificate bearing such facsimile signature or facsimile seal shall be binding upon the Company now and in the future when so affixed with regard to any bond,undertaking or contract of surety to which it is attached. IN WITNESS WHEREOF,The Gray Insurance Company and The Gray Casualty&Surety Company have caused their official seals to be hereinto affixed,and these presents to be signed by their authorized officers this 41h day of November,2022. SO R A,, J��I r aCb 8�A o S E E L �;>: Michael T.Gray Cullen S.Piske S E E L �, President President _ til The Gray Insurance Company The Gray Casualty&Surety Company syr ? State of Louisiana ss: Parish of Jefferson On this 41 day of November,2022,before me,a Notary Public,personally appeared Michael T.Gray,President of The Gray Insurance Company,and Cullen S.Piske,President of The Gray Casualty&Surety Company,personally known to me,being duly sworn,acknowledged that they signed the above Power of Attorney and affixed the seals of the companies as officers of,and acknowledged said instrument to be the voluntary act and deed,of their companies. Q�,� lk, Lsi�,h Anne Herican� �,!� (� Notary Public Notary ID No.82653 Leigh Anne Henican Notary Public,Parish of Orleans State of Louisiana Orleans Parish,Louisiana My Commission is for Life I,Mark S.Manguno,Secretary of The Gray Insurance Company,do hereby certify that the above and forgoing is a true and correct copy of a Power of Attorney given by the companies,which is still in full force and effect.IN WITNESS WHEREOF,I have set my hand and affixed the seals of the Company this 17 day of February,2023 "4a$, / _ I 1,Leigh Anne Henican,Secretary of The Gray Casualty&Surety Company,do hereby certify that the above and forgoing is a true and correct copy of a Power of Attorney given by the companies,which is still in full force and effect.IN WITNESS WHEREOF,I have set my hand and affixed the seals of the Company this 17 day of February,2023 4t ` e SEEL '� ( sEai THE TRAY SURETY The Gray Insurance Company The Gray Casualty&Surety Company Statutory Complaint Notice To obtain information or to make a complaint: You may contact the Surety via telephone for information or to make a complaint at: 1-504- 754-6711. You may also write to the Surety at: Gray Surety P.O. Box 6202 Metairie, LA 70009-6202 You may also contact the Texas Department of Insurance to obtain information on companies, coverage, rights or complaints at 1-800-252-3439.You may write to the Texas Department of Insurance at: P.O. Box 149104 Austin,TX 78714-9104 Fax: 512-475-1771 PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning your premium or about a claim, you should contact the Surety first. If the dispute is not resolved,you may contact the Texas Department of Insurance. ATTACH THIS NOTICE TO YOUR POLICY: This notice is for information only and does not become part of condition of the attached document. This notice is written under a complete reservation of rights. Nothing herein shall be deemed to be an estoppel, waiver or modification of any of Gray's rights or defenses, and Gray hereby reserves all of its rights and defenses under any general agreement of indemnity, contracts, agreements, bonds, or applicable law. I I --a"I • DATE(MM/DDNYYY) 41sa CERTIFICATE OF LIABILITY INSURANCE 03/13/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. `m If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on w this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). w PRODUCER CONTACT '0 NAME: Aon Risk Services South, Inc. PHONE FAX d+ (A/C.No.Ext): (A/C.No.): Atlanta GA Office o 3550 Lenox Road NE E-MAIL x Suite 1700 ADDRESS: Atlanta GA 30326 USA INSURER(S)AFFORDING COVERAGE NAIC# INSURED INSURERA: HDI Global insurance company 41343 Act Global Americas, Inc. INSURERB: 4201 west Parmer Lane Suite B175 INSURER C: Austin TX 78727 USA INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 570098278060 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, Limits shown are as requested LTR TYPE OF INSURANCE INSD SWVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (POLICYYYYY) (POLICY EXP A X COMMERCIAL GENERAL LIABILITY GLD5443305 12/31/2022 12/31/2023 EACHOCCURRENCE $1,000,000 DAMAGE TO RIENTE10— CLAIMS-MADE rXJ OCCUR PREMISES(Ea occurrence) $100,000 MED EXP(Any one person) $10,000 PERSONAL B ADV INJURY $1,000,000 p 000 000 $2, , C GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE m X POLICY [:]JEC ❑LOC PRODUCTS-COMP/OP AGG $1,000,000 0 OTHER: � n AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) ANY AUTO BODILY INJURY(Per person) O OWNED SCHEDULED BODILY INJURY(Per accident) Z N AUTOS ONLY AUTOS PROPERTY DAMAGE M HIREDAUTOS NON-OWNED (Per accident) ONLY AUTOS dl A CUD5443205 12/31/2022 12/31/2023 EACH OCCURRENCE $5,000,000 r, X UMBRELLA X OCCUR - EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000 DED I X RETENTION $10,000 WORKERS COMPENSATION AND I PER STATUTE I OTTH- EMPLOYERS'LIABILITY ER Y/N ANY PROPRIETOR/PARTNER/ E.L.EACH ACCIDENT EXECUTIVE OFFICER/MEMBER N/A (Mandatory in NH) EL DISEASE-EA EMPLOYEE It yes,describe under DESCRIPTION OF OPERATIONS Del— E.L.DISEASE-POLICY LIMIT i DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) City of Round Rock, Texas is included as Additional Insured in accordance with the policy provisions of the General Liability z;F policy. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Sir. City Of Round Rock, Texas AUTHORIZED REPRESENTATIVE 221 East Main Street Round Rock TX 78727 USA ©1988-2015 ACORD CORPORATION.All rights reserved ACORD 25(2016/03) The ACORD name and logo are registered marks ofACORD ���® DATE(MMIDD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 03/03/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER,THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Amy Miller NAME: STARR-MATHEWS AGENCY AHONN Ext. (706)629-4441 FAX No): (706)629-3631 108 North Court St. E-MAIL amiller@starrmathews.com ADDRESS: P.O.BOX 188 INSURER(S)AFFORDING COVERAGE NAIC# Calhoun GA 30703-0188 INSURERA: Berkshire Hathaway Homestate Insurance Co. 20044 INSURED INSURER B: Ohio Security Insurance Co 24082 Act Global Americas,Inc. INSURER C: 4201 West Parmer Lane INSURER D: Suite B175 INSURER E: Austin TX 78727 INSURER F: COVERAGES CERTIFICATE NUMBER: 2023-24 TX Auto REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR AUUL SUIJK POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER MMIDD/YYYY MMIDDIYYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE CLAIMS-MADE D OCCUR PREMISES Ea occurrence $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ POLICY ❑jEo- F-1 LOC PRODUCTS-COMP/OPAGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 ANYAUTO BODILY INJURY(Per person) $ A OWNED �/ SCHEDULED Y 02APM033694-01 03/01/2023 03/01/2024 BODILY INJURY(Per accident) $ AUTOS ONLY /� AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident Medical payments $ 5,000 UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I I RETENTION$ $ WORKERS COMPENSATIONv PER OTH- AND EMPLOYERS'LIABILITY Y/N X STATUTE I I ER B ANYPROPRIR/PARTNER/EXECUTIVE ❑ N/A XWS57135451 03/01/2023 03/01/2024 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN City of Round Rock,Texas ACCORDANCE WITH THE POLICY PROVISIONS. 221 E Main Street AUTHORIZED REPRESENTATIVE Round Rock TX 78664 @ 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY CG 88 10 04 13 ITHIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. I COMMERCIAL GENERAL LIABILITY EXTENSION This endorsement modifies insurance provided under the following: ICOMMERCIAL GENERAL LIABILITY COVERAGE PART INDEX SUBJECT PAGE ` NON-OWNED AIRCRAFT 2 I NON-OWNED WATERCRAFT 2 PROPERTY DAMAGE LIABILITY -ELEVATORS 2 EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) 2 MEDICAL PAYMENTS EXTENSION 3 EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 3 ADDITIONAL INSUREDS - BY CONTRACT, AGREEMENT OR PERMIT 3 PRIMARY AND NON-CONTRIBUTORY- ADDITIONAL INSURED EXTENSION 5 ADDITIONAL INSUREDS - EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" 6 WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS/MALPRACTICE AND WHO IS AN INSURED - FELLOW EMPLOYEE EXTENSION -MANAGEMENT EMPLOYEES 6 NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES 7 FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 7 KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 7 LIBERALIZATION CLAUSE 7 BODILY INJURY REDEFINED 7 EXTENDED PROPERTY DAMAGE 8 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - 8 WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 8 i I With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. A. NON-OWNED AIRCRAFT Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liability, exclusion g. Aircraft, Auto Or Watercraft does not apply to an aircraft provided: 1. It is not owned by any insured; I2. It is hired, chartered or loaned with a trained paid crew, 3. The pilot in command holds a currently effective certificate, issued by the duly constituted authority of the United States of America or Canada, designating her or him a commercial or airline pilot; and 4. It is not being used to carry persons or property for a charge. However, the insurance afforded by this provision does not apply if there is available to the insured other valid and collectible insurance, whether primary, excess (other than insurance written to apply specifically in excess of this policy), contingent or on any other basis, that would also apply to the loss covered under this provision. B. NON-OWNED WATERCRAFT Under Paragraph 2. Exclusions of Section I -Coverage A- Bodily Injury And Property Damage Liability, Subparagraph (2) of exclusion g. Aircraft, Auto Or Watercraft is replaced by the following: This exclusion does not apply to: (2) A watercraft you do not own that is: (a) Less than 52 feet long; and (b) Not being used to carry persons or property for a charge. C. PROPERTY DAMAGE LIABILITY - ELEVATORS 1. Under Paragraph 2. Exclusions of Section I - Coverage A - Bodily Injury And Property Damage Liabil- ity, Subparagraphs (3), (4) and (6) of exclusion j. Damage To Property do not apply if such "property damage" results from the use of elevators. For the purpose of this provision, elevators do not include vehicle lifts. Vehicle lifts are lifts or hoists used in automobile service or repair operations. 2. The following is added to Section IV - Commercial General Liability Conditions, Condition 4. Other Insurance, Paragraph b. Excess Insurance: The insurance afforded by this provision of this endorsement is excess over any property insurance, whether primary, excess, contingent or on any other basis. D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) If Damage To Premises Rented To You is not otherwise excluded from this Coverage Part: 1. Under Paragraph 2. Exclusions of Section I -Coverage A - Bodily Injury and Property Damage Liability: a. The fourth from the last paragraph of exclusion j. Damage To Property is replaced by the follow- ing: Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" (other than damage by fire, lightning, explosion, smoke, or leakage from an automatic fire protection system) to: (i) Premises rented to you for a period of 7 or fewer consecutive days; or (ii) Contents that you rent or lease as part of a premises rental or lease agreement for a period of more than 7 days. Paragraphs (1), (3) and (4) of this exclusion do not apply to "property damage" to contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section III - Limits of Insurance. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 2 of 8 i b. The last paragraph of subsection 2. Exclusions is replaced by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section III - Limits Of Insurance. 2. Paragraph 6. under Section III -Limits Of Insurance is replaced by the following: 6. Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to: a. Any one premise: I (1) While rented to you; or (2) While rented to you or temporarily occupied by you with permission of the owner for damage by fire, lightning, explosion, smoke or leakage from automatic protection sys- tems; or b. Contents that you rent or lease as part of a premises rental or lease agreement. 3. As regards coverage provided by this provision D. EXTENDED DAMAGE TO PROPERTY RENTED TO YOU (Tenant's Property Damage) - Paragraph 9.a. of Definitions is replaced with the following: 9.a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion, smoke, or leakage from automatic fire protection systems to premises while rented to you or temporarily occupied by you with the permission of the owner, or for damage to contents of such premises that are included in your premises rental or lease agreement, is not an "insured contract". E. MEDICAL PAYMENTS EXTENSION If Coverage C Medical Payments is not otherwise excluded, the Medical Payments provided by this policy are amended as follows: Under Paragraph 1. Insuring Agreement of Section I - Coverage C - Medical Payments, Subparagraph (b) of Paragraph a. is replaced by the following: (b) The expenses are incurred and reported within three years of the date of the accident; and F. EXTENSION OF SUPPLEMENTARY PAYMENTS -COVERAGES A AND B 1. Under Supplementary Payments -Coverages A and B, Paragraph 1.b. is replaced by the following: b. Up to $3,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 2. Paragraph 1.d. is replaced by the following: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time off from work. G. ADDITIONAL INSUREDS -BY CONTRACT, AGREEMENT OR PERMIT 1. Paragraph 2. under Section II -Who Is An Insured is amended to include as an insured any person or organization whom you have agreed to add as an additional insured in a written contract, written agreement or permit. Such person or organization is an additional insured but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the performance I of your on going operations for the additional insured that are the subject of the written contract or written agreement provided that the "bodily injury" or "property damage" occurs, or the "per- sonal and advertising injury" is committed, subsequent to the signing of such written contract or written agreement, or © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 3 of 8 i b. Premises or facilities rented by you or used by you; or c. The maintenance, operation or use by you of equipment rented or leased to you by such person or organization; or d. Operations performed by you or on your behalf for which the state or political subdivision has issued a permit subject to the following additional provisions: (1) This insurance does not apply to "bodily injury", "property damage", or "personal and ad- vertising injury" arising out of the operations performed for the state or political subdivision; (2) This insurance does not apply to "bodily injury" or "property damage" included within the "completed operations hazard". (3) Insurance applies to premises you own, rent, or control but only with respect to the following hazards: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decorations and similar expo- sures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insur- ance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to Paragraph 1.a. above, a person's or organization's status as an additional insured under this endorsement ends when: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. With respect to Paragraph 1.b. above, a person's or organization's status as an additional insured under this endorsement ends when their written contract or written agreement with you for such premises or facilities ends. With respects to Paragraph 1.c. above, this insurance does not apply to any "occurrence" which takes place after the equipment rental or lease agreement has expired or you have returned such equipment to the lessor. The insurance provided by this endorsement applies only if the written contract or written agreement is signed prior to the "bodily injury" or "property damage". We have no duty to defend an additional insured under this endorsement until we receive written notice of a "suit" by the additional insured as required in Paragraph b. of Condition 2. Duties In the Event Of Occurrence, Offense, Claim Or Suit under Section IV - Commercial General Liability Condi- tions. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 4 of 8 2. With respect to the insurance provided by this endorsement, the following are added to Paragraph 2. Exclusions under Section I -Coverage A- Bodily Injury And Property Damage Liability: This insurance does not apply to: a. "Bodily injury" or "property damage" arising from the sole negligence of the additional insured. b. "Bodily injury" or "property damage" that occurs prior to you commencing operations at the location where such "bodily injury" or "property damage" occurs. c. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the render- ing of, or the failure to render, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) Supervisory, inspection, architectural or engineering activities. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occur- rence" which caused the "bodily injury" or "property damage", or the offense which caused the "personal and advertising injury", involved the rendering of, or the failure to render, any professional architectural, engineering or surveying services. d. "Bodily injury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed, or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. e. Any person or organization specifically designated as an additional insured for ongoing operations by a separate ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS endorsement is- sued by us and made a part of this policy. 3. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: a. Required by the contract or agreement; or b. Available under the applicable Limits of Insurance shown in the Declarations, whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declaratio ns. H. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED EXTENSION This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. Condition 4. Other Insurance of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS is amend- ed as follows: Ia. The following is added to Paragraph a. Primary Insurance: If an additional insured's policy has an Other Insurance provision making its policy excess, and you have agreed in a written contract or written agreement to provide the additional insured coverage on a I primary and noncontributory basis, this policy shall be primary and we will not seek contribution from the additional insured's policy for damages we cover. I © 2013 Liberty Mutual Insurance ICG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 5 of 8 b. The following is added to Paragraph b. Excess Insurance: When a written contract or written agreement, other than a premises lease, facilities rental contract or agreement, an equipment rental or lease contract or agreement, or permit issued by a state or political subdivision between you and an additional insured does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the addi- tional insured is designated as a Named Insured. Regardless of the written agreement between you and an additional insured, this insurance is excess over any other insurance whether primary, excess, contingent or on any other basis for which the additional insured has been added as an additional insured on other policies. I. ADDITIONAL INSUREDS -EXTENDED PROTECTION OF YOUR "LIMITS OF INSURANCE" This provision applies to any person or organization who qualifies as an additional insured under any form or endorsement under this policy. 1. The following is added to Condition 2. Duties In The Event Of Occurrence, Offense, Claim or Suit: An additional insured under this endorsement will as soon as practicable: a. Give written notice of an "occurrence" or an offense that may result in a claim or "suit" under this insurance to us; b. Tender the defense and indemnity of any claim or "suit" to all insurers whom also have insurance available to the additional insured; and c. Agree to make available any other insurance which the additional insured has for a loss we cover under this Coverage Part. d. We have no duty to defend or indemnify an additional insured under this endorsement until we receive written notice of a"suit" by the additional insured. 2. The limits of insurance applicable to the additional insured are those specified in a written contract or written agreement or the limits of insurance as stated in the Declarations of this policy and defined in Section III - Limits of Insurance of this policy, whichever are less. These limits are inclusive of and not in addition to the limits of insurance available under this policy. J. WHO IS AN INSURED -INCIDENTAL MEDICAL ERRORS/MALPRACTICE WHO IS AN INSURED -FELLOW EMPLOYEE EXTENSION -MANAGEMENT EMPLOYEES Paragraph 2.a.(1) of Section II -Who Is An Insured is replaced with the following: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), to a co-"employee" while in the course of his or her employ- ment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business; (b) To the spouse, child, parent, brother or sister of that co-"employee" or "volunteer worker" as a consequence of Paragraph (1) (a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs (1) (a) or (b) above, or (d) Arising out of his or her providing or failing to provide professional health care services. However, if you are not in the business of providing professional health care services or providing profes- sional health care personnel to others, or if coverage for providing professional health care ser- vices is not otherwise excluded by separate endorsement, this provision (Paragraph (d)) does not apply. Paragraphs (a) and (b) above do not apply to "bodily injury" or "personal and advertising injury" caused by an "employee" who is acting in a supervisory capacity for you. Supervisory capacity as used herein means the "employee's" job responsibilities assigned by you, includes the direct supervision of other "employ- ees" of yours. However, none of these "employees" are insureds for "bodily injury" or "personal and © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 6 of 8 advertising injury" arising out of their willful conduct, which is defined as the purposeful or willful intent to cause "bodily injury" or "personal and advertising injury", or caused in whole or in part by their intoxica- tion by liquor or controlled substances. The coverage provided by provision J. is excess over any other valid and collectable insurance available to your "employee". K. NEWLY FORMED OR ADDITIONALLY ACQUIRED ENTITIES Paragraph 3. of Section II -Who Is An Insured is replaced by the following: 3. Any organization you newly acquire or form and over which you maintain ownership or majority interest, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the expiration of the policy period in which the entity was acquired or formed by you, b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization, and c. Coverage B does not apply to "personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. d. Records and descriptions of operations must be maintained by the first Named Insured. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations or qualifies as an insured under this provision. L. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES Under Section IV - Commercial General Liability Conditions, the following is added to Condition 6. Repre- sentations: Your failure to disclose all hazards or prior "occurrences" existing as of the inception date of the policy shall not prejudice the coverage afforded by this policy provided such failure to disclose all hazards or prior "occurrences" is not intentional. M. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT Under Section IV - Commercial General Liability Conditions, the following is added to Condition 2. Duties In The Event of Occurrence, Offense, Claim Or Suit: Knowledge of an "occurrence", offense, claim or "suit" by an agent, servant or "employee'' of any insured shall not in itself constitute knowledge of the insured unless an insured listed under Paragraph 1. of Section II -Who Is An Insured or a person who has been designated by them to receive reports of "occurrences", offenses, claims or "suits'' shall have received such notice from the agent, servant or "employee". N. LIBERALIZATION CLAUSE If we revise this Commercial General Liability Extension Endorsement to provide more coverage without additional premium charge, your policy will automatically provide the coverage as of the day the revision is effective in your state. O. BODILY INJURY REDEFINED Under Section V - Definitions, Definition 3. is replaced by the following 3. "Bodily Injury" means physical injury, sickness or disease sustained by a person. This includes mental anguish, mental injury, shock, fright or death that results from such physical injury, sick- ness or disease. © 2013 Liberty Mutual Insurance CG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 7 of 8 i P. EXTENDED PROPERTY DAMAGE Exclusion a. of COVERAGE A. BODILY INJURY AND PROPERTY DAMAGE LIABILITY is replaced by the following: a. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. Q. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US - WHEN REQUIRED IN A CONTRACT OR AGREEMENT WITH YOU Under Section IV - Commercial General Liability Conditions, the following is added to Condition 8. Trans- fer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against a person or organization because of payments we make for injury or damage arising out of your ongoing operations or your work" done under a I" contract with that person or organization and included in the "products-completed operations hazard" provided: 1. You and that person or organization have agreed in writing in a contract or agreement that you waive such rights against that person or organization; and 2. The injury or damage occurs subsequent to the execution of the written contract or written agree- ment. b I I I I I I © 2013 Liberty Mutual Insurance ICG 88 10 04 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 8 of 8 i COMMERCIAL GENERAL LIABILITY CG 88 70 12 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONSTRUCTION PROJECT(S) - GENERAL AGGREGATE LIMIT (PER PROJECT) I This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART I A. For all sums which the insured becomes legally obligated to pay as damages caused by 'occurrences" under Section I - Coverage A - Bodily Injury And Property Damage Liability, and for all medical ex- penses caused by accidents under Section I - Coverage C Medical Payments, which can be attributed only to ongoing operations at a single construction project away from premises owned by or rented to you: 1. A separate Construction Project General Aggregate Limit applies to each construction project, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations . 2. The Construction Project General Aggregate Limit is the most we will pay for the sum of all damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the "products-completed operations hazard", and for medical expenses under Cov- erage C regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". 3. Any payments made under Coverage A for damages or under Coverage C for medical expenses I shall reduce the Construction Project General Aggregate Limit for that construction project. Such payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Construction Project General Aggregate Limit for any other construction project. 4. The limits shown in the Declarations for Each Occurrence, Fire Damage and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Construction Project General Aggregate Limit. I B. For all sums which the insured becomes legally obligated to pay as damages caused by 'occurrences" under Section I - Coverage A - Bodily Injury And Property Damage Liability, and for all medical ex- penses caused by accidents under Section I - Coverage C Medical Payments, which cannot be attrib- uted only to ongoing operations at a single construction project away from premises owned by or rented to you: 1. Any payments made under Coverage A for damages or under Coverage C for medical expenses I shall reduce the amount available under the General Aggregate Limit or the Products-Completed Operations Aggregate Limit, whichever is applicable, and 2. Such payments shall not reduce any Construction Project General Aggregate Limit. C. When coverage for liability arising out of the "products-completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" included in the "products- completed operations hazard" will reduce the Products-Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Construction Project General Aggregate Limit. ID. If the applicable construction project has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project. E. The provisions of Section III - Limits Of Insurance not otherwise modified by this endorsement shall continue to apply. CG 88 70 12 08 Includes copyrighted material of ISO Properties.Inc.,with its permission. Page 1 of 1 COMMERCIAL GENERAL LIABILITY CG 89 70 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT OF CANCELLATION PROVISIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replac- ing such Conditions is amended by the following: If you have agreed in a written contract or written agreement to provide a person or organization notice of cancellation we agree to the following: Provide 30 days prior written cancellation notice to such person or organization for reasons other than I nonpayment of premium, but only if we are provided with a schedule of persons or organizations with whom you have agreed to provide notification more than 30 days before the cancellation is to take effect. For purposes of this endorsement, knowledge of the agent as to the persons or organizations requesting notice of cancellation is insufficient to invoke our duty to provide notice of cancellation unless the identity of the persons or organizations is provided directly to us in accordance with the terms of this endorsement. Failure to provide notice to a person or organization in accordance with the terms of this endorsement shall I not extend the effective date of the cancellation or otherwise affect cancellation of the policy as to any insured. i I I i I I I © 2013 Liberty Mutual Insurance CG 89 70 04 13 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 1 I COMMERCIAL AUTO AC 85 01 06 18 ITHIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO COVERAGE ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage afforded by this endorsement, the provisions of the policy apply unless modified by the endorsement. I If the policy to which this endorsement is attached also contains a Business Auto Coverage Enhancement Endorsement with a specific state named in the title, this endorsement does not apply to vehicles garaged in that specified state. ICOVERAGEINDEX SUBJECT PROVISION NUMBER ACCIDENTAL AIRBAG DEPLOYMENT 13 ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT 4 I AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS 21 AMENDED FELLOW EMPLOYEE EXCLUSION 6 AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE 15 BODILY INJURY REDEFINED 25 EMPLOYEES AS INSUREDS (Including Employee Hired Auto) 3 EXTRA EXPENSE - BROADENED COVERAGE 11 GLASS REPAIR- WAIVER OF DEDUCTIBLE 17 I HIRED AUTO COVERAGE TERRITORY 23 HIRED AUTO PHYSICAL DAMAGE (Including Employee Hired Auto) 7 LOAN / LEASE GAP (Coverage Not Available In New York) 16 NEWLY FORMED OR ACQUIRED SUBSIDIARIES 2 PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) 18 PERSONAL EFFECTS COVERAGE 12 PHYSICAL DAMAGE - ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 9 PHYSICAL DAMAGE DEDUCTIBLE - VEHICLE TRACKING SYSTEM 14 PRIMARY AND NON-CONTRIBUTORY - WRITTEN CONTRACT OR WRITTEN AGREEMENT 24 RENTAL REIMBURSEMENT 10 SUPPLEMENTARY PAYMENTS 5 TOWING AND LABOR 8 TRAILERS - INCREASED LOAD CAPACITY 1 TWO OR MORE DEDUCTIBLES 19 I UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 20 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US 22 SECTION I -COVERED AUTOS is amended as follows: I1. TRAILERS -INCREASED LOAD CAPACITY The following replaces Paragraph C.1. Certain Trailers, Mobile Equipment And Temporary Substitute I Autos of SECTION I -COVERED AUTOS: "Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. I © 2017 Liberty Mutual Insurance IAC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 1 of 7 SECTION II -LIABILITY COVERAGE is amended as follows: I 2. NEWLY FORMED OR ACQUIRED SUBSIDIARIES SECTION II - LIABILITY COVERAGE, Paragraph A.I. - Who Is An Insured is amended to include the following as an "insured": I d. Any legally incorporated subsidiary of which you own more than 50 percent interest during the policy period. Coverage is afforded only for 90 days from the date of acquisition or formation. However, "insured" does not include any organization that: (1) Is a partnership or joint venture; or (2) Is an "insured" under any other automobile policy except a policy written specificall y to apply in excess of this policy; or I (3) Has exhausted its Limit of Insurance or had its policy terminated under any other automobile policy. Coverage under this provision d. does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization. 3. EMPLOYEES AS INSUREDS SECTION II - LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured is amended to include the following as an "insured": e. Any "employee" of yours while using a covered "auto" you do not own, hire or borrow but only for acts within the scope of their employment by you. Insurance provided by this endorsement is I excess over any other insurance available to any "employee". f. Any "employee" of yours while operating an "auto" hired or borrowed under a written contract or agreement in that "employee's name, with your permission, while performing duties related to the conduct of your business and within the scope of their employment. Insurance provided by this endorsement is excess over any other insurance available to the "employee". 4. ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT SECTION II - LIABILITY COVERAGE, Paragraph A.1. Who Is An Insured is amended to include the following as an "insured": g. Any person or organization with respect to the operation, maintenance or use of a covered "auto", provided that you and such person or organization have agreed in a written contract, written I agreement, or permit issued to you by governmental or public authority, to add such person, or organization, or governmental or public authority to this policy as an "insured". However, such person or organization is an "insured": (1) Only with respect to the operation, maintenance or use of a covered "auto"; (2) Only for "bodily injury" or "property damage" caused by an "accident" which takes place after you executed the written contract or written agreement, or the permit has been issued to you; and (3) Only for the duration of that contract, agreement or permit. The "insured" is required to submit a claim to any other insurer to which coverage could apply for I defense and indemnity. Unless the "insured" has agreed in writing to primary noncontributory wording per enhancement number 24, this policy is excess over any other collectible insurance. 5. SUPPLEMENTARY PAYMENTS ISECTION II - LIABILITY COVERAGE, Coverage Extensions, 2.a. Supplementary Payments, Paragraphs (2) and (4) are replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic violations ) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured at our request, including actual loss of earnings up to $500 a day because of time off from work. I © 2017 Liberty Mutual Insurance IAC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 2 of 7 6. AMENDED FELLOW EMPLOYEE EXCLUSION In those jurisdictions where, by law, fellow "employees" are not entitled to the protection afforded to the employer by the workers compensation exclusivity rule, or similar protection, the following provi- sion is added: I SECTION II - LIABILITY, Exclusion B.5, Fellow Employee does not apply if the "bodily injury" results from the use of a covered "auto" you own or hire if you have workers compensation insurance in force for all of your "employees" at the time of"loss". This coverage is excess over any other collectible insurance. SECTION III -PHYSICAL DAMAGE COVERAGE is amended as follows: 7. HIRED AUTO PHYSICAL DAMAGE Paragraph A.4. Coverage Extensions of SECTION III - PHYSICAL DAMAGE COVERAGE, is amended by adding the following: If hired "autos" are covered "autos" for Liability Coverage, and if Comprehensive, Specified Causes of I Loss or Collision coverage are provided under the Business Auto Coverage Form for any "auto" you own, then the Physical Damage coverages provided are extended to "autos": a. You hire, rent or borrow; or I b. Your "employee" hires or rents under a written contract or agreement in that "employee's" name, but only if the damage occurs while the vehicle is being used in the conduct of your business, subject to the following limit and deductible: I a. The most we will pay for "loss" in any one "accident" or "loss" is the smallest of: (1) $50,000; or (2) The actual cash value of the damaged or stolen property as of the time of the "loss"; or I (3) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality, minus a deductible. b. The deductible will be equal to the largest deductible applicable to any owned "auto" for that coverage. c. Subject to the limit, deductible and excess provisions described in this provision, we will provide coverage equal to the broadest coverage applicable to any covered "auto" you own. I d. Subject to a maximum of $1,000 per "accident", we will also cover the actual loss of use of the hired "auto" if it results from an "accident", you are legally liable and the lessor incurs an actual financial loss. I e. This coverage extension does not apply to: I (1) Any "auto" that is hired, rented or borrowed with a driver; or (2) Any "auto" that is hired, rented or borrowed from your "employee" or any member of your "employee's" household. Coverage provided under this extension is excess over any other collectible insurance available at the time of "loss". I8. TOWING AND LABOR SECTION III - PHYSICAL DAMAGE COVERAGE, Paragraph A.2. Towing, is amended by the addition of the following: We will pay towing and labor costs incurred, up to the limits shown below, each time a covered "auto" classified and rated as a private passenger type, "light truck" or "medium truck" is disabled: a. For private passenger type vehicles, we will pay up to $75 per disablement. b. For"light trucks", we will pay up to $75 per disablement. "Light trucks" are trucks that have a gross vehicle weight (GVW) of 10,000 pounds or less. c. For "medium trucks" , we will pay up to $150 per disablement. "Medium trucks" are trucks that have a gross vehicle weight (GVW) of 10,001 -20,000 pounds. However, the labor must be performed at the place of disablement. I © 2017 Liberty Mutual Insurance IAC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 3 of 7 9. PHYSICAL DAMAGE -ADDITIONAL TRANSPORTATION EXPENSE COVERAGE Paragraph AA.a. Coverage Extensions, Transportation Expenses of SECTION III - PHYSICAL DAMAGE COVERAGE, is amended to provide a limit of $50 per day and a maximum limit of $1,500. 10. RENTAL REIMBURSEMENT I SECTION III -PHYSICAL DAMAGE COVERAGE, A. Coverage, is amended by adding the following: a. We will pay up to $75 per day for rental reimbursement expenses incurred by you for the rental of an "auto" because of "accident" or "loss", to an "auto" for which we also pay a "loss" under I Comprehensive, Specified Causes of Loss or Collision Coverages. We will pay only for those ex- penses incurred after the first 24 hours following the "accident" or "loss" to the covered "auto." b. Rental Reimbursement requires the rental of a comparable or lessor vehicle, which in many cases may be substantially less than $75 per day, and will only be allowed for the period of time it should take to repair or replace the vehicle with reasonable speed and similar quality, up to a maximum of 30 days. c. We will also pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your tools and equipment from the covered "auto". This limit is excess over any other collectible insurance. d. This coverage does not apply unless you have a business necessity that other "autos" available for your use and operation cannot fill. e. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided under Paragraph 4. Coverage Extension. f. No deductible applies to this coverage. g. The insurance provided under this extension is excess over any other collectible insurance. I If this policy also provides Rental Reimbursement Coverage you purchased, the coverage provided by b this Enhancement Endorsement is in addition to the coverage you purchased. For the purposes of this endorsement provision, materials and equipment do not include "personal effects" as defined in provision 12.B. 11. EXTRA EXPENSE - BROADENED COVERAGE Under SECTION III - PHYSICAL DAMAGE COVERAGE, A. Coverage, we will pay for the expense of Ireturning a stolen covered "auto" to you. The maximum amount we will pay is $1,000. 12. PERSONAL EFFECTS COVERAGE A. SECTION III -PHYSICAL DAMAGE COVERAGE, A. Coverage, is amended by adding the following: If you have purchased Comprehensive Coverage on this policy for an "auto" you own and that "auto" is stolen, we will pay, without application of a deductible, up to $600 for "personal effects" stolen with the "auto." The insurance provided under this provision is excess over any other collectible insurance. B. SECTION V - DEFINITIONS is amended by adding the following: I For the purposes of this provision, "personal effects" mean tangible property that is worn or carried by an "insured." "Personal effects" does not include tools, equipment, jewelry, money or securi- ties. 13. ACCIDENTAL AIRBAG DEPLOYMENT SECTION III -PHYSICAL DAMAGE COVERAGE, B. Exclusions is amended by adding the following: If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion for "loss" I relating to mechanical breakdown does not apply to the accidental discharge of an airbag. Any insurance we provide shall be excess over any other collectible insurance or reimbursement by manufacturer's warranty. However, we agree to pay any deductible applicable to the other coverage or warranty. © 2017 Liberty Mutual Insurance IAC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 4 of 7 14. PHYSICAL DAMAGE DEDUCTIBLE -VEHICLE TRACKING SYSTEM SECTION III - PHYSICAL DAMAGE COVERAGE, D. Deductible, is amended by adding the following: Any Comprehensive Deductible shown in the Declarations will be reduced by 50% for any "loss" caused by theft if the vehicle is equipped with a vehicle tracking device such as a radio tracking device or a global position device and that device was the method of recovery of the vehicle. 15. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, B. Exclusions, Paragraph a. of the exception to exclu- sions 4.c. and 4.d. is deleted and replaced with the following: Exclusions 4.c. and 4.d. do not apply to: a. Electronic equipment that receives or transmits audio, visual or data signals, whether or not de- signed solely for the reproduction of sound, if the equipment is: (1) Permanently installed in the covered "auto" at the time of the "loss" or removable from a housing unit that is permanently installed in the covered "auto", and (2) Designed to be solely operated by use from the power from the "auto's" electrical system; and (3) Physical damage coverages are provided for the covered "auto". If the "loss" occurs solely to audio, visual or data electronic equipment or accessories used with this equipment, then our obligation to pay for, repair, return or replace damaged or stolen property will be reduced by a$100 deductible. 16. LOAN / LEASE GAP COVERAGE (Not Applicable In New York) A. Paragraph C. Limit Of Insurance of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by adding the following: The most we will pay for a "total loss" to a covered "auto" owned by or leased to you in any one "accident" is the greater of the: 1. Balance due under the terms of the loan or lease to which the damaged covered "auto" is subject at the time of the "loss" less the amount of: a. Overdue payments and financial penalties associated with those payments as of the date of the "loss"; b. Financial penalties imposed under a lease due to high mileage, excessive use or abnormal wear and tear; c. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insur- ance purchased with the loan or lease; d. Transfer or rollover balances from previous loans or leases; e. Final payment due under a"Balloon Loan", f. The dollar amount of any unrepaired damage which occurred prior to the "total loss" of a covered "auto"; g. Security deposits not refunded by a lessor; h. All refunds payable or paid to you as a result of the early termination of a lease agreement or as a result of the early termination of any warranty or extended service agreement on a covered "auto"; N i. Any amount representing taxes; j. Loan or lease termination fees; or 2. The actual cash value of the damage or stolen property as of the time of the "loss". An adjustment for depreciation and physical condition will be made in determining the actual cash value at the time of the "loss". This adjustment is not applicable in Texas. B. Additional Conditions This coverage applies only to the original loan for which the covered "auto" that incurred the "loss" serves as collateral, or lease written on the covered "auto" that incurred the "loss". © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 5 of 7 IC. SECTION V -DEFINITIONS is changed by adding the following: As used in this endorsement provision, the following definitions apply: "Total loss" means a "loss" in which the cost of repairs plus the salvage value exceeds the actual cash value. I A "balloon loan" is one with periodic payments that are insufficient to repay the balance over the term of the loan, thereby requiring a large final payment. 17. GLASS REPAIR-WAIVER OF DEDUCTIBLE Paragraph D. Deductible of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: No deductible applies to glass damage if the glass is repaired rather than replaced. I 18. PARKED AUTO COLLISION COVERAGE (WAIVER OF DEDUCTIBLE) Paragraph D. Deductible of SECTION III - PHYSICAL DAMAGE COVERAGE is amended by the addition of the following: The deductible does not apply to "loss" caused by collision to such covered "auto" of the private passenger type or light weight truck with a gross vehicle weight of 10,000 lbs. or less as defined by the manufacturer as maximum loaded weight the "auto" is designed to carry while it is: a. In the charge of an "insured", b. Legally parked, and c. Unoccupied. The 'loss" must be reported to the police authorities within 24 hours of known damage. The total amount of the damage to the covered "auto" must exceed the deductible shown in the Declarations. This provision does not apply to any "loss" if the covered "auto" is in the charge of any person or organization engaged in the automobile business. 19. TWO OR MORE DEDUCTIBLES Under SECTION III - PHYSICAL DAMAGE COVERAGE, if two or more company policies or coverage forms apply to the same "accident", the following applies to Paragraph D. Deductible: a. If the applicable Business Auto deductible is the smaller (or smallest) deductible, it will be waived, or b. If the applicable Business Auto deductible is not the smaller (or smallest) deductible , it will be reduced by the amount of the smaller (or smallest) deductible; or c. If the "loss" involves two or more Business Auto coverage forms or policies, the smaller (or smallest) deductible will be waived. For the purpose of this endorsement, company means any company that is part of the Liberty Mutual Group. SECTION IV - BUSINESS AUTO CONDITIONS is amended as follows: 20. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV- BUSINESS AUTO CONDITIONS, Paragraph B.2. is amended by adding the following: " If you unintentionally fail to disclose any hazards, exposures or material facts existing as of the incep- tion date or renewal date of the Business Auto Coverage Form, the coverage afforded by this policy will not be prejudiced. However, you must report the undisclosed hazard of exposure as soon as practicable after its discovery, and we have the right to collect additional premium for any such hazard or exposure. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 6 of 7 21. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.2.a. is replaced in its entirety by the follow- ing: a. In the event of "accident", claim, "suit" or "loss", you must promptly notify us when it is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership; (3) Member, if you are a limited liability company; (4) An executive officer or the "employee" designated by the Named Insured to give such notice, if you are a corporation. To the extent possible, notice to us should include: (a) How, when and where the "accident" or "loss" took place; (b) The "insureds" name and address; and (c) The names and addresses of any injured persons and witnesses. 22. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph A.5. Transfer Of Rights Of Recovery Against Others To Us, is amended by the addition of the following: If the person or organization has in a written agreement waived those rights before an "accident" or "loss", our rights are waived also. 23. HIRED AUTO COVERAGE TERRITORY SECTION IV - BUSINESS AUTO CONDITIONS, Paragraph B.7. Policy Period, Coverage Territory, is amended by the addition of the following: f. For "autos" hired 30 days or less, the coverage territory is anywhere in the world, provided that the "insured's" responsibility to pay for damages is determined in a "suit", on the merits, in the United States, the territories and possessions of the United States of America, Puerto Rico or Canada or in a settlement we agree to. This extension of coverage does not apply to an "auto" hired, leased, rented or borrowed with a driver. 24. PRIMARY AND NON-CONTRIBUTING IF REQUIRED BY WRITTEN CONTRACT OR WRITTEN AGREE- MENT The following is added to SECTION IV - BUSINESS AUTO CONDITIONS, General Conditions, B.5. Other Insurance and supersedes any provision to the contrary: This Coverage Form's Covered Autos Liability Coverage is primary to and will not seek contribution from any other insurance available to an "insured" under your policy provided that: 1. Such "insured'' is a Named Insured under such other insurance., and 2. You have agreed in a written contract or written agreement that this insurance would be primary and would not seek contribution from any other insurance available to such "insured". SECTION V - DEFINITIONS is amended as follows: 25. BODILY INJURY REDEFINED Under SECTION V -DEFINITIONS, Definition C. is replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including mental anguish, mental injury, shock, fright or death resulting from any of these at any time. © 2017 Liberty Mutual Insurance AC 85 01 06 18 Includes copyrighted material of Insurance Services Office Inc.,with its Permission. Page 7 of 7 I COMMERCIAL AUTO ICA 88 60 07 12 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. I AMENDMENT OF CANCELLATION PROVISIONS Any term or provision of the Cancellation Conditions of the policy or any endorsement amending or replac- ing such Conditions is amended by the following: If you have agreed in a written contract or written agreement to provide a person or organization notice of cancellation we agree to the following: a. Provide 30 days prior written cancellation notice to such person or organization for reasons other than nonpayment of premium, but only if we are provided with a schedule of persons or organizations with whom you have agreed to provide notification more than 30 days before the Icancellation is to take effect. For purposes of this endorsement, knowledge of the agent as to the persons or organizations requesting notice of cancellation is insufficient to invoke our duty to provide notice of cancellation unless the identity of the persons or organizations is provided directly to us in accordance with the terms of this endorsement. Failure to provide notice to a person or organization in accordance with the terms of this endorsement shall not extend the effective date of the cancellation or otherwise affect cancellation of the policy as to any insured. b I I I I� I i I I © 2012 Liberty Mutual Insurance CA 88 60 07 12 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 1 of 1 I COMMERCIAL UMBRELLA CU 60 02 04 21 COMMERCIAL UMBRELLA COVERAGE FORM I Various provisions in this policy restrict coverage. Please read the entire policy carefully to determine your rights, duties and what is and is not covered. Throughout this policy, the words "you" and "your" refer to the "named insured" as shown in the Commer- cial Umbrella Policy Declarations and any other person or organization qualifying as a "named insured" under this policy. The words "we", "us" and 'bur" refer to the company providing this insurance as identified in the Declarations. The word "insured" means any person or organization qualifying as such under Section II - Who Is An Insured. Other words and phrases that appear in quotation marks have special meaning. Refer to Section VII - Definitions. We, the company named in the Declarations, relying upon the statements made and information furnished to us and in return for the payment of premium and subject to the terms, conditions and limits of insurance of this policy, agree with you to provide coverage as follows: INSURING AGREEMENTS SECTION I -COVERAGES 1. We will pay on behalf of an insured those sums in excess of the "retained limit' that an insured becomes legally obligated to pay by reason of liability imposed by law or assumed by an insured under an "insured contract' as damages because of "bodily injury", "property damage", or "personal and advertising injury" to which this insurance applies. The amount we will pay for damages is limited as described below in Section III - Limits Of Insurance. No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for under Section IV -Defense. 2. The insurance applies to: a. "Bodily injury" or "property damage" only if: (1) The "bodily injury" or "property damage" occurs during the "policy period"; (2) The "bodily injury" or "property damage" is caused by an 'occurrence" that takes place in the "coverage territory"; and (3) Prior to the "policy period", no insured listed under Paragraph 2. of Section II - Who Is An Insured and no "employee" authorized by you to give or receive notice of an 'occurrence " or claim, knew that the "bodily injury" or "property damage" had occurred, in whole or in part. If such insured listed or authorized "employee" knew, prior to the "policy period", that the "bodily injury" or "property damage" occurred, then the continuation, change or resumption of that "bodily injury" or "property damage" during or after the "policy period" will also be deemed to have been known prior to the "policy period". b. "Personal and advertising injury" only if: (1) The "personal and advertising injury" is caused by an "offense" arising out of your business; (2) The 'offense" causing the "personal and advertising injury" was committed during the "policy period"; and (3) The 'offense" takes place in the "coverage territory". 3. 'Bodily injury" or "property damage" will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 2. of Section II - Who Is An Insured or any "employee" authorized by you to give or receive notice of an 'occurrence" or claim: a. Reports all, or any part, of the "bodily injury" or "property damage" to us or any other insurer; © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 21 b. Receives a written or verbal demand or claim for damages because of "bodily injury" or "property damage"; or c. Becomes aware by any other means that "bodily injury" or "property damage" has occurred or has begun to occur. If such listed insured or authorized "employee" knew, prior to the "policy period", that the "bodily injury" or "property damage" occurred, then any continuation, change or resumption of such "bodily injury" or "property damage" during or after the "policy period" will be deemed to have been known prior to the "policy period". 4. 'Bodily injury" or "property damage" which occurs during the "policy period" and which was not, prior to the "policy period", known to have occurred or to have begun to occur by any insured listed under Paragraph 2. of Section II - Who Is An Insured or any "employee" authorized by you to give or receive notice of an 'occurrence" or claim, includes any continuation, change or resumption of that "bodily injury" or "property damage" after the end of the "policy period". 5. Damages because of "bodily injury" include damages claimed by any person or organizati on for care, loss of services or death resulting at any time from "bodily injury". SECTION II -WHO IS AN INSURED 1. The "named insured" is an insured. 2. If you are designated in the Declarations as: a. An individual, you and your "spouse" are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership or joint venture, you and your "spouse" are insureds. The partners or members and their "spouses" are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership, joint venture, or limited liability company, you are an insured. Your "executive officers" and directors are insureds, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 3. Each of the following is also an insured: a. Your "volunteer workers" but only while performing duties related to the conduct of your business, your "employees", other than your "executive officers" (if you are an organization other than a partnership, joint venture, or limited liability company) or your managers (if you are a limited liability company), but only for acts within the scope of their employment by you or while perform- ing duties related to the conduct of your business. However, none of these "employees" or "volun- teer workers" are insureds for: (1) "Bodily injury" or "personal and advertising injury": (a) To you, to your partners or members (if you are a partnership or joint venture), to your members (if you are a limited liability company), or to a co-"employee" while in the course of his or her employment or performing duties related to the conduct of your business, or to your other "volunteer workers" while performing duties related to the conduct of your business,- (b) usiness;(b) To the "spouse", child, parent, brother or sister of that co-"employee" or "volunteer work- er" as a consequence of Paragraph (1)(a) above; (c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury to persons described in Paragraph (1)(a) or (1)(b) Iabove; or © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 2 of 21 (d) Arising out of his or her providing or failing to provide professional health care services. However, Paragraphs (1)(a), (1)(b), and (1)(c) do not apply to the extent "underlying insurance" provides coverage for such person(s). Coverage for such persons under this policy, will be no broader than that provided by "underlying insurance". Coverage provided by this policy for "bodily injury" to a co-"employee" or "volunteer worker" will not apply if the injured co-"employee's" or "volunteer worker's" remedy for such injury is provided under a workers' compensation law or any similar law. (2) "Property damage" to property.- (a) roperty:(a) Owned, occupied, or used by; (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by; you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Any person or organization, other than the "named insured", who qualifies as an additional insured in the "underlying insurance". However, coverage under this policy will be no broader than that provided by "underlying insurance". The insurance afforded to such additional insured only applies IN to the extent permitted by law and the amount we will pay for damages is limited as described in Section III - Limits Of Insurance. c. Any person, other than your "employee" or "volunteer worker", or organization while acting as your real estate manager. d. Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. e. Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this policy. f. With respect to liability arising out of the maintenance, ownership, or use of an "auto", any person or organization qualifying as an insured in the "underlying insurance" which provides coverage for such "auto", but only to the extent provided in such "underlying insurance". No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture, or limited liability company that is not a"named insured". SECTION III -LIMITS OF INSURANCE 1. The Limits of Insurance shown in (Item 4) of the Declarations and the rules below fix the most we will Io pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; c. Persons or organizations making claims or bringing "suits"; or d. Coverages provided under this policy. 2. The General Aggregate Limit is the most we will pay for all damages covered under Section I - Cov- erages except: a. Damages included in the "products-completed operations hazard"; and b. Damages caused by an "occurrence" and resulting from the ownership, maintenance, or use of a covered "auto". 3. The Products-Completed Operations Aggregate Limit is the most we will pay for all damages included in the "products-completed operations hazard". © 2020 Liberty Mutual Insurance CU 6102 14 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 3 of 21 4. Subject to Paragraph 2. or 3. in Section III -Limits Of Insurance, whichever applies, the Each Occurrence Limit is the most we will pay for all damages covered under Section I - Coverages because of one "occurrence" or one "offense". Non-Cumulation of Liability - Same Occurrence - if one "occurrence" causes "bodily injury" and/or "property damage" or one "offense" causes "personal and advertising injury", during the "policy period" and during the "policy period" of one or more prior, and/or future, commercial umbrella or excess liability policy(ies) issued to you by us and any affiliated insurance company, then this policy's Each Occurrence Limit will be reduced by the amount of each payment made by us and any affiliated insurance company under the other policy(ies) because of such "occurrence" or "offense". This para- graph will not apply to insurance specifically written as excess over this policy. 5. If the applicable Limits of Insurance of "underlying insurance" or of "other insurance" providing cov- erage to the insured are reduced or exhausted by actual payment of damages, we will, subject to the terms and condition of this policy: a. In the event of reduction, pay in excess of the reduced Limits of Insurance of "underlying insur- ance" and any applicable "other insurance"; or b. In the event of exhaustion, continue in force as "underlying insurance", but for no broader cov- erage than is available under this policy. IThe "retained limit" will not be reduced or exhausted by defense costs, loss adjustment expenses, supplementary payments or similar amounts that reduce or exhaust the policy limits of "underlying insurance" or "other insurance". I6. If there is applicable "underlying insurance" with a "policy period" that is non-concurrent with the "policy period" of this policy, the "retained limit" with respect to any coverage provided by this policy excess of such "underlying insurance" will only be reduced or exhausted by payments for: Ia. "Bodily injury" or "property damage" that occurs during the "policy period" of this policy; or b. "Personal and advertising injury" for "offenses" that are committed during the "policy period" of I this policy. However, if any "underlying insurance" is written on a claims-made basis, the "retained limit" will only be reduced or exhausted by claims for that insurance that are made during the "policy period", or any Extended Reporting Period, applicable to this policy. 7. The Limits of Insurance of this policy apply separately to each consecutive annual period and to any remaining period of less than 12 months, starting with the beginning of the "policy period", unless the I "policy period" is extended after issuance for an additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. 8. We will be liable only for that portion of damages, subject to the Each Occurrence Limit stated in the Declarations, in excess of the "retained limit", and then up to an amount not exceeding the Each Occurrence Limit as stated in the Declarations. Once the Self-Insured Retention has been exhausted by actual payment of claims in full by the insured, the Self-Insured Retention will not be reapplied or again payable by the insured for said "policy period". I 9. If coverage provided to an additional insured is required by a contract or agreement, we will pay on behalf of the additional insured the lesser of: Ia. The amount of insurance required by the contract or agreement less any amounts payable by any "underlying insurance" or otherwise retained; or b. The available applicable Limits of Insurance of this policy. The Limits of Insurance applicable to such additional insureds are included within, and are not in addition to, the Limits of Insurance shown in the Declarations of this policy. I I © 2020 Liberty Mutual Insurance ICU 10 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 4 of 21 SECTION IV -DEFENSE 1. We will have the right and duty to defend the insured against any claim or "suit" seeking damages covered by the terms and conditions of this policy, by counsel of our choice, when: a. The applicable limits of the "underlying insurance" and "other insurance" providing coverage to the insured have been exhausted by actual payment of damages to which this policy applies; or b. Damages are sought for any "occurrence" or "offense" which is covered by this policy but not covered by the "underlying insurance" or "other insurance" providing coverage to the insured. 2. When we assume the defense of any claim or "suit": a. We have the right to investigate, defend, and settle the claim or "suit" as we deem appropriate. b. We will pay the following as expenses, to the extent that they are not included in the "underlying insurance" or any applicable "other insurance": (1) All expenses we incur. (2) Premiums on bonds to release attachments, which bond amounts will not exceed our ap- plicable Limits of Insurance, but we are not obligated to apply for or furnish any such bond. (3) Premiums on appeal bonds, which bond amounts will not exceed our applicable Limits of Insurance, required by law to appeal any claim or "suit" we defend, but we are not obligated to apply for or furnish any such bond. (4) All costs taxed against the insured in any claim or "suit" we defend. However, these payments do not include attorneys' fees or attorneys' expenses taxed against the insured. (5) Pre-judgment interest awarded against the insured on that part of the judgment we pay that is within our applicable Limits of Insurance. However, if we make an offer to pay the applicable Limits of Insurance, we will not pay any pre-judgment interest based on the period of time that accrues after the offer. (6) All interest that accrues after entry of judgment and before we have paid, offered to pay or deposited in court the part of the judgment that is within our applicable Limit of Insurance. (7) The insured's actual and reasonable expenses incurred at our request including actual loss of earnings up to $500 a day because of time off from work. These expenses are payable in addition to our Limits of Insurance. 3. Our duty to defend any claim or "suit" or pay any expenses as outlined in Paragraph 2.b. above, will end when our applicable Limits of Insurance have been exhausted by payment of judgments or settle- ments. 4. Except as provided in Paragraph 1. in Section IV - Defense, we will not be obligated to participate or assume charge of the settlement or defense of any claim or "suit" against the insured. We will, how- ever, have the right and will be given the opportunity to participate in the settlement, defense and trial of any claim or "suit" which, in our opinion, may create liability on our part under the terms of this policy. If we exercise such right, we will do so at our own expense. 5. If we have a duty to defend but are prevented by law or statute from performing that duty, you agree to N take up such defense and investigation. We will reimburse you for our share of the reasonable costs incurred for such investigation or defense. SECTION V -EXCLUSIONS This insurance does not apply to: I1. Aircraft Any liability arising out of the ownership, maintenance, use or entrustment to others of any aircraft, if I such aircraft is owned or operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured. However, this exclusion does not apply to the extent "underlying insurance" provides such Icoverage. Coverage under this policy will be no broader than that provided by "underlying insurance". © 2020 Liberty Mutual Insurance ICU 60010421 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 5 of 21 i 2. Asbestos I Any liability, loss, cost or expense arising or allegedly arising out of or related in any way, either directly or indirectly, to: a. Asbestos, asbestos products, asbestos-containing materials or products, asbestos fibers or asbes- tos dust, including, but not limited to, manufacture, mining, use, sale, installation, removal, or distribution activities; b. Exposure to, testing for, monitoring of, cleaning up, removing, containing or treating of asbestos, asbestos products, asbestos-containing materials or products, asbestos fibers or asbestos dust, regardless if such testing monitoring, cleaning containing or treating is requested, ordered or mandated by any regulatory or governmental entity; or I c. Any obligation to investigate, settle or defend, or indemnify any person against any claim or "suit" arising out of, or related in any way, either directly or indirectly, to asbestos, asbestos products, asbestos-containing materials or products, asbestos fibers or asbestos dust, regardless if such I claim or "suit" is brought by or on behalf of any regulatory or governmental entity. 3. Auto Coverages a. Any loss, cost or expense payable under first-party "auto" physical damage, "auto" no-fault law, uninsured motorist or underinsured motorist law, "auto" medical payments coverage, personal injury protection or under any similar law, regulation or ordinance. b. Any liability arising out of the ownership, maintenance, use or entrustment to others of any "auto". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment , training or monitoring of others by that insured. However, this exclusion does not apply to the extent "underlying insurance" provides such cov- erage. Coverage under this policy will be no broader than that provided by "underlying insurance". 4. Contractual Liability Any liability assumed by any insured under any contract or agreement. This exclusion does not apply: Ia. To liability that the insured would have in the absence of the contract or agreement; b. To "bodily injury" or "property damage" assumed in an "insured contract", provided that the "bodily injury" or "property damage" occurs subsequent to the execution of the "insured con- tract"; or c. To the extent that coverage is provided by "underlying insurance". Coverage under this policy will be no broader than that provided by "underlying insurance". Solely for purposes of liability assumed in an "insured contract", reasonable attorneys' fees and neces- sary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of liability, provided: I (1) Liability to such party for, or for the cost of, that party's defense has also been assumed in the same "insurance contract"; and I (2) Such attorney fees and litigation expenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this insurance applies are alleged; I 5. Damage To Impaired Property Or Property Not Physically Injured "Property damage" to "impaired property" or property that has not been physically injured, arising out of: Ia. A defect, deficiency, inadequacy or dangerous condition in "your product" or "your work"; or b. A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. © 2020 Liberty Mutual Insurance ICLI 10 02 14 21 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 6 of 21 This exclusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to "your product" or "your work" after it has been put to its intended use. 6. Damage To Property "Property damage" to: a. Property you own, rent or occupy including any costs or expenses incurred by you, or any other person, organization or entity for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; b. Premises you sell, give away, or abandon, if the "property damage" arises out of any part of those premises; c. Property loaned to you; d. Personal property in the care, custody or control of an insured; e. That particular part of real property on which you or any contractors or subcontract ors working directly or indirectly on your behalf are performing operation, if the "property damage" arises out of those operations; or f. That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraph 6.b. of this exclusion does not apply if the premises are "your work" and were never oc- cupied, rented, or held for rental by you. Paragraphs 6.c., 6.d., 6.e. and 61 of this exclusion do not apply to liability assumed under a railroad sidetrack agreement. Paragraphs 6.c. and 6.d. of this exclusion do not apply to liability assumed under a written Trailer Interchange Agreement. Paragraph 6.f. of this exclusion does not apply to "property damage" included in the "products-com- pleted operations hazard". 7. Damage To Your Product "Property damage" to "your product" arising out of it or any part of it. 8. Damage To Your Work "Property damage" to "your work" arising out of it or any part of it and included in the "products- completed operations hazard". This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. 9. Employer's Liability "Bodily injury" to: a. An "employee" of any insured arising out of and in the course of: N (1) Employment by the insured; or (2) Performing duties related to the conduct of any insured's business; or b. The "spouse", child, parent, brother or sister of that "employee" as a consequence of Paragraph 9.a. above. This exclusion applies: a. Whether any insured may be liable as an employer or in any other capacity; and b. To any obligation to share damages with or repay someone else who must pay damages because of the injury. © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 7 of 21 However, this exclusion does not apply to the extent "underlying insurance" provides such coverage. Coverage under this policy will be no broader than that provided by "underlying insurance". 10. Employment-related Practices Any liability arising or allegedly arising out of any: a. Refusal to employ or promote a person; b. Termination of a person's employment; c. Employment-related practices, policies, acts or omissions, including, but not limited to, coercion, demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation, discrimina- tion or malicious prosecution directed at a person, or any other employment-related practices, policies, acts or omissions; or d. Consequential liability, damage, loss, cost or expense as a result of Paragraphs 10.a., 10.b., and 10.c., above. This exclusion applies: a. Whether the injury-causing event described in Paragraphs 10.a., 10.b., 10.c., and 10.d., occurs before employment, during employment or after employment of that person; b. Whether an insured may be liable as an employer or in any other capacity; and c. To any obligation to share damages with or to repay someone else who must pay damages be- cause of the injury. 11. ERISA Any obligation of an insured under the Employee Retirement Income Security Act of 1974 or any amendments to that act, or under any similar law, regulation or ordinance. 12. Expected Or Intended Injury "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. How- ever, this exclusion does not apply to "bodily injury" resulting from the use of reasonable force to protect persons or property. 13. Fungi Or Bacteria a. Any liability which would not have occurred, in whole or in part, but for the actual, alleged or threatened inhalation of, ingestion of, contact with, exposure to, existence of, or presence of, any "fungi" or bacteria on or within a building or structure, including its contents, regardless of wheth- er any other cause, event, material or product contributed concurrently or in any sequence to such injury or damage. b. Any loss, cost or expenses arising out of the abating, testing for, monitoring, cleaning up, remov- ing, containing, treating, detoxifying, neutralizing, remediating or disposing of, or in any way responding to, or assessing the effects of, "fungi" or bacteria, by any insured or by any other person or entity. This exclusion does not apply to any "fungi" or bacteria that are, are on, or are contained in, a good or product intended for bodily consumption. 14. Liquor Liability "Bodily injury" or "property damage" for which any insured may be held liable by reason of: a. Causing or contributing to the intoxication of any person; b. The furnishing of alcoholic beverages to a person under the legal drinking age or under the influ- ence of alcohol; or c. Any statute, ordinance or regulation relating to the sale, gift, distribution or use of alcoholic bev- erages. © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 8 of 21 i This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in I the supervision, hiring, employment, training or monitoring of others by that insured or providing or failing to provide transportation with respect to any person that may be under the influence of alcohol if the "occurrence" which caused the "bodily injury" or "property damage", involved that which is de- scribed in Paragraph 14.a., 14.b. or 14.c. above. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. We will follow "underlying insurance" with respect to whether or not permitting a person to bring alcoholic beverages on your premises, for consumption on your premises, I whether or not a fee is charged or a license is required for such activity, is considered the business of selling, serving or furnishing alcoholic beverages. However, this exclusion does not apply to the extent "underlying insurance" provides such coverage. Coverage under this policy will be no broader than that provided by "underlying insurance". 15. Mobile Equipment Any liability for or arising out of the ownership, maintenance, use or entrustment to others of any "mobile equipment". Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, em- ployment, training or monitoring of others by that insured. However, this exclusion does not apply to the extent "underlying insurance" provides such coverage. Coverage under this policy will be no broader than that provided by "underlying insurance". 16. Nuclear Material, Hazard Or Incident a. Any liability, injury or damage: (1) With respect to which any insured under the policy is also an insured under a nuclear energy liability policy issued by Nuclear Energy Liability Insurance Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an insured under any such policy but for its termination upon exhaustion of its Limits of Insurance; or (2) Resulting from the "hazardous properties" of "nuclear material" and with respect to which (a) a person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954, or any law amendatory thereof, or (b) any insured is, or had this policy not been issued would be, entitled to indemnity from the United States of America, or any agency thereof, under any agreement entered into by the United States of America, or any agency thereof, with any person or organization. b. Any liability, injury or damage resulting from the "hazardous properties" of"nuclear material", if: (1) The "nuclear material" (a) is at any "nuclear facility" owned by, or operated by or on behalf of, any insured or (b) has been discharged or dispersed therefrom; (2) The "nuclear material" is contained in "spent fuel" or "nuclear waste" at any time possessed, handled, used, processed, stored, transported or disposed of by or on behalf of any insured; or (3) The injury or damage arises out of the furnishing by any insured of services, materials, parts or equipment in connection with the planning, construction, maintenance, operation or use of any "nuclear facility", but if such facility is located within the United States of America, its territor- ies or possessions or Canada, this Paragraph b.(3) applies only to "property damage" to such "nuclear facility" and any property therein. As used in this exclusion, injury or damage includes all forms of radioactive contamination of property. 17. Personal And Advertising Injury "Personal and advertising injury": a. Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict "personal and advertising injury"; b. Arising out of oral or written publication, in any manner, of material, if done by or at the direction of the insured with knowledge of its falsity; © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 9 of 21 i c. Arising out of oral or written publication, in any manner, of material whose first publication took place before the beginning of the "policy period"; d. Arising out of a criminal act committed by or at the direction of the insured; e. For which the insured has assumed liability in a contract or agreement. This exclusion does not apply to liability for damages that the insured would have in the absence of the contract or agree- ment; f. Arising out of a breach of contract, except an implied contract to use another's advertising idea in your "advertisement"; g. Arising out of the failure of goods, products, or services to conform with any statement of quality or performance made in your "advertisement"; h. Arising out of the wrong description of the price of goods, products, or services stated in your "advertisement"; L Arising out of the infringement of copyright, patent, trademark, trade secret, or other intellectual property rights. Under this exclusion, such other intellectual property rights do not include the use of another's advertising idea in your "advertisement". However, this exclusion does not apply to infringement, in your "advertisement", copyright, trade dress, or slogan; j. Committed by an insured whose business is: (1) Advertising, broadcasting, publishing, or telecasting; (2) Designing or determining content of websites for others; or (3) An Internet search, access, content, or service provider. However, this exclusion does not apply to Paragraphs 23.a., 23.b., or 23.c. of the definition of "personal and advertising injury" under Section VII -Definitions. For the purposes of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the Internet, is not by itself, considered the business of advertising, broadcast- ing, publishing, or telecasting; k. Arising out of an electronic chatroom or bulletin board the insured hosts, owns, or over which the insured exercises control; or I. Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. 18. Pollution Any liability arising out of or in any way related to: a. The actual, alleged or threatened presence, discharge, dispersal, seepage, migration, release, or escape of"pollutants", anywhere at any time, however caused. b. Any loss, cost, or expense arising out of any: (1) Request, demand, order, or statutory or regulatory requirement that any insured or others test for, monitor, clean-up, remove, contain, treat, detoxify, neutralize or in any way respond to or assess the effects of "pollutants"; or (2) Claim or "suit" by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, containing, treating, detoxifying or neutralizing, or in any way assessing the effects of"pollutants". This exclusion will also apply regardless of whether such discharge, dispersal, seepage, migration, release, or escape of such "pollutant" is covered by "underlying insurance". © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 10 of 21 i 19. Recall Of Products, Work Or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, with- drawal, recall, inspection, repair, replacement, adjustment, removal or disposal of: a. "Your product"; b. "Your work"; or c. "Impaired property"; if such product, work or property is withdrawn or recalled from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. 20. Recording And Distribution Of Material Or Information In Violation Of Law Any liability arising directly or indirectly out of any action or omission that violates or is alleged to violate: a. The Telephone Consumer Protection Act (TCPA), including any amendment of or addition to such law; b. The CAN-SPAM Act of 2003, including any amendment of or addition to such law; c. The Fair Credit Reporting Act (FCRA), and any amendment of or addition to such law, including the Fair and Accurate Credit Transaction Act (FACTA); or d. Any federal, state or local statute, ordinance or regulation, other than TCPA, CAN-SPAM Act of 2003, or FCRA and their amendments and additions, that addresses, prohibits, or limits the printing, dissemination, disposal, collecting, recording, sending, transmitting, communicating, or distribu- tion of material or information. 21. War Any liability, however caused, arising, directly or indirectly, out of: a. War, including undeclared or civil war; b. Warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or c. Insurrection, rebellion, revolution usurped power, or action taken by governmental authority in hindering or defending against any of these. 22. Watercraft Any liability arising out of the ownership, maintenance, use, or entrustment to others of any watercraft owned, operated by or rented or loaned to any insured. Use includes operation and "loading or unloading". This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured. However, this exclusion does not apply to the extent "underlying insurance" provides such coverage. Coverage under this policy will be no broader than that provided by "underlying insurance". 23. Workers' Compensation And Similar Laws Any obligation of an insured under a Workers Compensation, Unemployment Compensation or Disabil- ity Benefits Law, or under any similar law, regulation or ordinance. SECTION VI -CONDITIONS 1. Appeals If the insured or "underlying insurers" do not appeal a judgment in excess of the "retained limit", we have the right to make such an appeal. If we elect to appeal, we will be liable for all court costs, expenses incurred and interest incidental to the appeal, in addition to the Limits of Insurance of this policy. However, our liability on such an award or judgment will not exceed our Limits of Insurance as stated in (Item 4) of the Declarations. © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 11 of 21 2. Audit We may audit and examine your books and records as they relate to this policy at any time during the period of this policy and for up to three years after the expiration or termination of this policy. 3. Bankruptcy Or Insolvency The bankruptcy, insolvency or inability to pay of any insured or the bankruptcy, insolvency or inability to pay of any of the "underlying insurers" will not relieve us from the payment of any claim or "suit" covered by this policy. Under no circumstances will such bankruptcy, insolvency or inability to pay require us to drop down and replace the "retained limit" or assume any obligation with the "retained limit". This insurance will apply as if the "underlying insurance" were in full effect. 4. Cancellation a. You may cancel this policy. You must mail or deliver advance written notice to us stating when the cancellation is to take effect. b. We may cancel this policy. If we cancel because of nonpayment of premium, we must mail or deliver to you not less than 10 days advance written notice stating when the cancellation is to take effect. If we cancel for any other reason, we must mail or deliver to you not less than 30 days advance written notice stating when the cancellation is to take effect. Mailing that notice to you at Iyour mailing address shown in (Item 1) of the Declarations will be sufficient to prove notice. c. The "policy period" will end on the day and hour stated in the cancellation notice. d. If we cancel, final premium will be calculated pro rata based on the time this policy was in force. Final premium will not be less than the Minimum Premium as shown in (Item 3) of the Declarations. e. If you cancel, final premium will be more than pro rata; it will be based on the time this policy was in force and increased by our short rate cancellation table and procedure. Final premium will not be less than the Minimum Premium as shown in (item 3) of the Declarations. f. Premium adjustment may be made at the time of cancellation or as soon as practicable thereafter but the cancellation will be effective even if we have not made or offered any refund due you. Our check or our representative's check, mailed or delivered, will be sufficient tender of any refund due you. g. The first "named insured" designated in (Item 1) of the Declarations will act on behalf of all other insureds with respect to the giving and receiving of notice of cancellation and the receipt of any refund that may become payable under this policy. h. Any of these provisions that conflict with a law that controls the cancellation of the insurance in this policy is changed by this statement to comply with the law. L If notice is mailed, proof of mailing will be sufficient proof of notice under this section. 5. Changes This policy may only be changed by a written endorsement issued by us. 6. Concealment, Misrepresentation Or Fraud We may void this policy or deny a claim at any time if, before or after a loss, you: a. Concealed or misrepresented any material fact or circumstance; b. Made incorrect statements or representations to us with regard to any material fact or circum- stance; or c. Engaged in fraudulent conduct; at the time of application or any time during the "policy period". © 2020 Liberty Mutual Insurance CU 10 12 14 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 12 of 21 i 7. Duties In The Event Of An Occurrence, Offense, Claim Or Suit a. You must see to it that we are notified as soon as practicable of an "occurrence " or "offense" which may result in a claim or "suit" under this policy. To the extent possible, notice will include: (1) How, when and where the "occurrence" or "offense" took place; (2) The names and addresses of any injured person and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or "offense". b. If a claim or "suit" against any insured is reasonably likely to involve this policy you must notify us in writing as soon as practicable. c. You and any other involved insured must: (1) Immediately send us copies of any demands, notices, summonses or legal papers received in connection with the claim or "suit"; (2) Authorize us to obtain records and other information, (3) Cooperate with us in the investigation, settlement or defense of the claim or "suit", and (4) Assist us, upon our request, in the enforcement of any right against any person or organization which may be liable to the insured because of injury or damage to which this insurance may also apply. d. The insureds will not, except at their own cost, voluntarily make a payment, assume any obligation, or incur any expense, other than for first aid, without our consent. 8. Economic Or Trade Sanctions If coverage for a claim or "suit" under this policy would violate any United States of America economic or trade sanctions, including but not limited to, sanctions administered and enforced by the United States Treasury Department's Office of Foreign Assets Control ("OFAC"), then coverage for that claim or "suit" will be null and void. 9. Inspection We have the right, but are not obligated, to inspect the premises and operations of any insured at any time. You acknowledge that our inspections are not safety inspections. They relate only to the insurabil- ity of the premises and operations of any insured and the premiums to be charged. We may give you reports on the conditions we find. We may also recommend changes. While they may help reduce losses, we do not undertake to perform the duty of any person or organization to provide for the health or safety of any "employees", invitees or the public. We do not warrant that the premises or operations of any insured are safe or healthful or that they comply with laws, regulations, codes or standards. This condition applies not only to us, but also to any rating, advisory, rate service or similar organiza- tion, which makes insurance inspections, surveys, reports or recommendations for us. 10. Legal Actions Against Us There will be no right of action against us under this insurance unless: a. You have complied with all the terms of this policy; and b. The amount you owe has been determined by settlement with our consent or by actual trial and final judgment. This insurance does not give anyone the right to join us as a party or otherwise bring us into a "suit" asking for damages from an insured. We will not be liable for damages that are not payable under the terms of this policy or are in excess of the applicable limit of insurance provided by this policy. 11. Maintenance Of Underlying Insurance During the "policy period", you agree: a. To keep all "underlying insurance" in full force and effect; © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 13 of 21 b. That any renewals or replacements of any "underlying insurance" will not be more restrictive in coverage; c. That the total applicable limits of all "underlying insurance" will not decrease except for any reduction or exhaustion of aggregate limits by payment of judgments or settlements to which this policy applies; and d. That the terms, definitions, conditions, exclusions and endorsements of all "underlying insurance" will not change during the "policy period" such as to increase the coverage afforded under this policy. If you fail to comply with these requirements, we will only be liable to the same extent that we would have been had you fully complied with these requirements. 12. Other Insurance If 'other insurance" applies to a loss that is also covered by this policy, this policy will apply excess, and in no event as contributing insurance with respect to the 'other insurance". Nothing herein shall be construed to make this policy subject to the terms, conditions and limitations of such 'other insurance". However, this provision will not apply if the 'other insurance" is specifically written to be excess of this policy. 13. Premium The first "named insured" designated in (item 1) of the Declarations will be responsible for payment of all premiums when due. The premium for this policy will be computed on the basis set forth in (Item 3) of the Declarations. At the beginning of the "policy period", you must pay us the Advance Premium shown in (item 3) of the Declarations. When this policy expires or if it is canceled, we will compute the earned premium for the time this policy was in force. If this policy is subject to audit adjustment, the actual exposure basis will be used to compute the earned premium. If the earned premium is greater than the Advance Premium, you will promptly pay us the difference. If the earned premium is less than the Advance Premium, we will return the difference to you. But in any event we will retain the Minimum Premium as shown in (item 3) of the Declarations for each twelve months of our "policy period". 14. Separation Of Insureds Except with respect to our Limits of Insurance and any rights or duties specifically assigned to the first "named insured" designated in (Item 1) of the Declarations, this insurance applies: a. As if each "named insured" were the only "named insured"; and b. Separately to each insured against whom claim is made or "suit' brought. This condition will not increase our limit of liability for any one 'occurrence" or 'offense". This con- dition also has no effect on the applicability of exclusions that exclude coverage for all insureds for injury or damage arising from the specified conduct of an or any insured. 15. Terms Conformed To Statute The terms of this policy which are in conflict with the statutes of the state where this policy is issued are amended to conform to such statutes. If we are prevented by law or statute from paying on behalf of an insured, then we will, where permitted by law or statute, indemnify the insured for those sums in excess of the "retained limit'. 16. Transfer Of Rights Of Recovery Against Others To Us If any insured has rights to recover all or part of any payment we have made under this policy, those rights are transferred to us. The insured must do nothing after loss to impair those rights and must help us enforce them. Any recoveries will be applied as follows: a. Any interests, including the insured, that have paid an amount in excess of our payment under this policy will be reimbursed first; © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 14 of 21 i b. We then will be reimbursed up to the amount we have paid; and c. Lastly, any interests, including the insured, over which our insurance is excess, are entitled to claim the residue. Expenses incurred in the exercise of rights of recovery will be apportioned between the interests including the insured, in the ratio of their respective recoveries as finally settled. 17. Transfer Of Your Rights And Duties Your rights and duties under this policy may not be transferred without our written consent. If you die or are legally declared bankrupt, your rights and duties will be transferred to your legal representative but only while acting within the scope of duties as your legal representative. However, notice of cancellation sent to the first "named insured" designated in (Item 1) of the Declarations and mailed to the address shown in this policy will be sufficient notice to effect cancellation of this policy. 18. When Loss Is Payable Coverage under this policy will not apply unless and until any insured or an insured's "underlying insurer" is obligated to pay the "retained limit". When the amount of loss has finally been determined, we will promptly pay on behalf of the insured the amount of loss falling within the terms of this policy. You will promptly reimburse us for any amount within the Self-Insured Retention advanced by us at our FE discretion on behalf of any insured. SECTION VII -DEFINITIONS I1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products, or services for the purpose of attracting customers or support- ers. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products, or services for the purposes of attracting customers or supporters is considered an "advertisement". 2. "Auto" means: a. A land motor vehicle, trailer or semitrailer designed for travel on public roads, including any attached machinery or equipment; or b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law where it is licensed or principally garaged. However, "auto" does not include "mobile equipment". 3. "Bodily injury" means physical injury, sickness, or disease sustained by a person. This includes mental injury, mental anguish, humiliation, shock or death if directly resulting from physical injury, sickness, or disease to that person. 4. "By-product material" has the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. 5. "Coverage territory" means: a. The United States of America, including its territories and possessions, Puerto Rico and Canada; and b. If provided by "underlying insurance", anywhere in the world except any country or jurisdiction { which is subject to trade or other economic sanction or embargo by the United States of America, including but not limited to, sanctions administered and enforced by the United States Treasury Department's Office of Foreign Assets Control ("OFAC"). The "coverage territory" of this policy will be no broader than that provided by "underlying insurance". 6. "Employee" includes a"leased worker". "Employee" does not include a"temporary worker". © 2020 Liberty Mutual Insurance CU 60 0104 11 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 15 of 21 7. "Executive officer" means a person holding any of the officer positions created by your charter, con- stitution, bylaws, or other similar governing document. 8. "Fungi" means any type or form of fungus, including mold or mildew and any mycotoxins, spores, scents or by-products produced or released by "fungi". 9. "Hazardous properties" includes radioactive, toxic or explosive properties. 10. "Impaired property" means tangible property, other than "your product' or "your work", that cannot be used or is less useful because: a. It incorporates "your product' or "your work" that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract or agreement; if such property can be restored to use by: a. The repair, replacement, adjustment or removal of "your product' or "your work"; or b. Your fulfilling the terms of the contract or agreement. 11. "Insured contract' means: a. A contract for lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract'; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition oper- ations on or within 50 feet of a railroad; d. An obligation, as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any contract or agreement entered into, as part of your business, pertaining to the rental or lease, by you or any of your "employees", of any "auto". However, such contract or agreement shall not be considered an "insured contract' to the extent that it obligates you or any of your "employees" to pay for "property damage" to any "auto" rented or leased by you or any of your "employees"; or g. That part of any other contract or agreement pertaining to your business (including an indemnifica- tion of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury" or "property damage" to a third person or organization, provided the "bodily injury" or "property damage" is caused, in whole or in part, by you or by those acting on your behalf. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraphs 111 and 11.g. above do not include that part of any contract or agreement: (1) That indemnifies a railroad for "bodily injury" or "property damage" arising out of construc- tion or demolition operations within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, road-beds, tunnel, underpass or crossing; (2) That pertains to the loan, lease or rental of an "auto" to you or any of your "employees", if the "auto" is loaned, leased or rented with a driver; (3) That holds a person or organization engaged in the business of transporting property by "auto" for hire harmless for your use of a covered "auto" over a route or territory that the person or organization is authorized to serve by public authority; (4) That indemnifies an architect, engineer, or surveyor for injury or damage arising out of: (a) Preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders, drawings and specifications; or © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 16 of 21 (b) Giving directions or instructions, or failing to give them, if that is the primary cause of the injury or damage; or (5) Under which the insured, if an architect, engineer or surveyor, assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services, includ- ing those listed in Paragraph (4) above and supervisory, inspection, architectural or engineer- ing activities. 12. "Leased worker" means a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to the conduct of your business. "Leased worker" does not include a"temporary worker". 13. "Loading or unloading" means the handling of property: a. After it is removed from the place where it is accepted for movement into or onto an aircraft, watercraft or "auto"; b. While it is in or on an aircraft, watercraft or "auto"; or c. While it is being moved from an aircraft, watercraft or "auto" to the place where it is finally delivered. However, "loading or unloading" does not include the movement of property by means of a mechanical device, other than a hand truck, that is not attached to the aircraft, watercraft or "auto". 14. "Mobile equipment" means any of the following types of land vehicles, including any attached machin- ery or equipment: a. Bulldozers, farm machinery, forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles, whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders, diggers or drills; or (2) Road construction or resurfacing equipment such as graders, scrapers or rollers; e. Vehicles not described in 14.a., 14.b., 14.c., or 14.d. above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: (1) Air compressors, pumps and generators, including spraying, welding, building cleaning, geo- physical exploration, lighting and well servicing equipment; or (2) Cherry pickers and similar devices used to raise or lower property, equipment, or workers; and f. Vehicles not described in 14.a., 14.b., 14.c., or 14.d. above maintained primarily for purposes other than the transportation of persons or cargo. However, self-propelled vehicles with the following types of permanently attached equipment are not "mobile equipment" but will be considered "autos": (1) Equipment designed primarily for: (a) Snow removal; (b) Road maintenance, but not construction or resurfacing; or (c) Street cleaning; (2) Cherry pickers and similar devices mounted on automobile or truck chassis and used to raise or lower property, equipment, or workers; and (3) Air compressors, pumps and generators, including spraying, welding, building cleaning, geo- physical exploration, lighting and well servicing equipment. © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 17 of 21 i However, "mobile equipment' does not include land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law where such vehicles are licensed or principally garaged. 15. "Named insured" means: a. Any person or organization listed in (Item 1) of the Declarations; b. Any organization of which you maintain ownership or majority interest as of the effective date of this policy, provided that such organization was made known to us by the effective date of this policy and is included as an insured in "underlying insurance". However, coverage for this insured under this policy will be no broader than that provided by "underlying insurance". c. Any organization you newly acquire or form, other than a partnership, joint venture, or limited liability company, and over which you maintain ownership or majority interest, will qualify as a "named insured" under this policy if there is no other similar insurance available to that organiza- tion. However: I (1) Coverage under this provision is afforded only until the 180th day from the date you acquire or form the organization or the end of the "policy period", whichever is earlier. However, such coverage will be provided for no longer than that provided by "underlying insurance"; I (2) Coverage does not apply to any liability that occurred or 'offense" committed before you acquired or formed the organization; and (3) Coverage applies only if the organization is included as an insured in "underlying insurance" and coverage for this insured will be no broader coverage than that provided by "underlying insurance". 16. "Nuclear facility" means: Ia. Any "nuclear reactor"; b. Any equipment or device designed or used for: (1) Separating the isotopes of uranium or plutonium; (2) Processing or utilizing "spent fuel'; or (3) Handling, processing or packaging "nuclear waste"; c. Any equipment or device used for the processing, fabricating or alloying of "special nuclear ma- terial' if at any time the total amount of such material in the custody of any insured at the premises where such equipment or device is located consists of or contains more than 25 grams of pluto- nium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; d. Any structure, basin, excavation, premises or place prepared or used for the storage or disposal of, "waste", and includes the site on which any of the foregoing is located, all operations considered on such site and all premises used for such operations. 17. "Nuclear material' means "source material', "special nuclear material' or "by-product material'. I 18. "Nuclear reactor" means any apparatus designed or used to sustain nuclear fission in a self-supporting chain reaction or to contain a critical mass of fissionable material. 19. "Nuclear waste" means any waste material: Ia. Containing "by-product material' other than the tailings of waste produced by the extraction or concentration of uranium or thorium from any ore processed primarily for its "source material' content; and lb. Resulting from the operation by any person or organization of any "nuclear facility" included under the first two paragraphs of the definition of "nuclear facility". I 20. "Occurrence" means an accident, including continuous or repeated exposure to substantiall y the same general harmful conditions. All such exposure to substantially the same general harmful conditions shall be considered as arising out of one 'occurrence". I © 2020 Liberty Mutual Insurance ICU 60 12 14 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 18 of 21 21. "Offense" means an "offense" included in the definition of "personal and advertising injury". All damages that arise from exposure to the same act, publication, infringement or general conditions are considered one "offense", regardless of the frequency or repetition thereof, the number or kind of media used or the number of claimants. 22. "Other insurance" means any valid and collectible policies of insurance providing coverage for dam- ages covered in whole or in part by this policy. "Other insurance", however, does not include "underlying insurance", any amount shown in the Dec- larations as a Self-Insured Retention or any insurance specifically written as excess over this policy. 23. "Personal and advertising injury" means injury, including consequential "bodily injury", arising out of one or more of the following "offenses": a. False arrest, detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room, dwelling or premises that a person occupies, committed by or on behalf of the owner, landlord or lessor; d. Oral or written publication, in any manner, of material that slanders or libels a person or organiza- tion or disparages a person's or organization's goods, products or services; e. Oral or written publication, in any manner, of material that violates a person's right of privacy; f. The use of another's advertising idea in your "advertisement"; or g. Infringing upon another's copyright, trade dress or slogan in your "advertisement". 24. "Policy period" means the time between the effective date of this policy shown in (Item 2) of the Declarations and the earlier of the expiration date shown in (Item 2) of the Declarations, termination date or cancellation date of this policy. 25. "Pollutants" means any solid, liquid, gaseous, or thermal irritant or contaminant, including smoke, vapor, soot, fumes, acids, alkalis, chemicals, and waste. Waste includes materials to be recycled, reconditioned, or reclaimed. 26. "Products-completed operations hazard": a. Means all "bodily injury" and "property damage" occurring away from premises you own or rent and arising out of "your product" or "your work" except: (1) Products that are still in your physical possession; or (2) Work that has not yet been completed or abandoned. "Your work" will be deemed completed at the earliest of the following times: (a) When all of the work called for in your contract has been completed. (b) When all of the work to be done at the site has been completed if your contract calls for work at more than one site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be treated as completed. b. Does not include "bodily injury" or "property damage" arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you, and that condition was created by the "loading or unloading" of that vehicle by any insured; or (2) The existence of tools, uninstalled equipment or abandoned or unused materials. © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. Page 19 of 21 i 27. 'Property damage" means.- a. eans:a. Physical injury to tangible property, including all resulting loss of use of that property. All such loss of use will be deemed to occur at the time of the physical injury that caused it; or b. Loss of use of tangible property that is not physically injured. All such loss will be deemed to occur at the time of the 'occurrence" that caused it. For the purposes of this insurance, electronic data is not tangible property. As used in this definition, electronic data means information, facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CDROMs, tapes, drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 28. "Retained limit" means, the greater of: a. The total applicable limits of the "underlying insurance" and any 'other insurance" available to the insured; or b. The amount stated in the Declarations as the Self-Insured Retention as a result of any one "occur- rence" or one 'offense" not covered by "underlying insurance" nor by any 'other insurance" providing coverage to the insured. 29. "Source material" has the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. I 30. "Special nuclear material' has the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. 31. "Spent fuel' means any fuel element or fuel component, solid or liquid, which has been used or exposed to radiation in a"nuclear reactor". 32. "Spouse" means any husband, wife or partner in a marriage or civil union or any person qualifying as a domestic partner under any federal, state or local laws. 33. "Suit' means a civil proceeding which seeks monetary damages because of any liability to which this insurance applies. "Suit' also includes: a. An arbitration proceeding in which such damages are claimed and to which you must submit or do submit with our consent; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which you submit with our consent. 34. "Temporary worker" means a person who is furnished to you to substitute for a permanent "employee" on leave or to meet seasonal or short-term workload conditions. 35. "Underlying insurance" means the policy or policies of insurance or self-insurance and their limits of insurance listed in the Schedule of Underlying Insurance. It includes any renewal or replacement of those policies during the term of this insurance provided that: Ia. Policy limits are equal to or greater than the policy being renewed or replaced; and b. Insurance is provided for the same hazards, except as to any modifications which are agreed to by us in writing. If however, a policy shown in the Schedule of Underlying Insurance has a limit of insurance: a. Greater than the amount shown in the Schedule of Underlying Insurance, this policy will apply in excess of the greater amount of valid and collectible insurance; or b. Less than the amount shown in the Schedule of Underlying Insurance, this policy will apply in excess of the amount shown in the Schedule of Underlying Insurance forming a part of this policy. 36. "Underlying insurer" means any insurer who provides "underlying insurance". © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 20 of 21 i 37. "Volunteer worker' means a person who is not your "employee", and who donates his or her work and acts at the direction of and within the scope of duties determined by you, and is not paid a fee, salary, or other compensation by you or anyone else for their work performed for you. 38. "Your product" means: I a. Any goods or products, other than real property, manufactured, sold, handled, distributed or disposed of by: (1) You; I (2) Others trading under your name; or (3) A person or organization whose business or assets you have acquired; and b. Containers (other than vehicles) materials, parts or equipment furnished in connection with such goods or products. "Your product" includes: a. Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your product"; and b. The providing of or failure to provide warnings or instructions. "Your product" does not include vending machines or other property rented to or located for the use of others but not sold. 39. "Your work" means: a. Work or operations performed by you or on your behalf; and b. Materials, parts or equipment furnished in connection with such work or operations. "Your work" includes: a. Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of "your work"; and b. The providing of or failure to provide warnings or instructions. © 2020 Liberty Mutual Insurance CU 60 02 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 21 of 21 COMMERCIAL UMBRELLA CU 64 95 04 21 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS - FOLLOWING FORM This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA COVERAGE FORM The following is added to Condition 16. Transfer Of Rights Of Recovery Against Others To Us under Section VI -Conditions : We have the right to recover our payments from anyone liable for an injury or damage covered by this policy. To the extent that right has been waived in "underlying insurance", we will waive any right of recovery we may have against a person or organization because of payments we make under this policy. Any such waiver, however, will not be any broader than that provided by such "underlying insurance". I © 2020 Liberty Mutual Insurance CU 64 95 04 21 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. Page 1 of 1 i WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT IWe have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agree- ment from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule ANY PERSON OR ORGANIZATION WITH WHOM YOU HAVE AGREED IN WRITING IN A CONTRACT OR AGREEMENT TO WAIVE ANY RIGHT OR RECOVERY WE MAY HAVE AGAINST THIS PERSON OR ORGANIZATION. THIS PROVISION DOES NOT APPLY UNLESS THE WRITTEN CONTRACT OR AGREEMENT HAS BEEN EXECUTED PRIOR TO THE DATE OF THE OCCURRENCE FOR WHICH COVERAGE IS PROVIDED. I b This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective Endorsement No. 0001 Policy Effective 03/01/2022 Premium State Policy No. XWS (23) 57 13 54 51 Insured ACT GLOBAL AMERICAS, INC. IInsurance Company Ohio Security Insurance Company 19291 Countersigned by WC 00 03 13 (Ed. 4-84) Copyright 1983 National Council on Compensation Insurance,Inc. i i i i i i 00700 GENERAL CONDITIONS City of Round Rock Contract Forms General Conditions Section 00700 TABLE OF CONTENTS OF GENERAL CONDITIONS Article Page Number& Title Number 1. DEFINITIONS.................................................................................................................................................2 2 PRELIMINARY MATTERS.............................................................................................................................5 3 CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE........................................................................7 4. AVAILABILITY OF LANDS, SUBSURFACE AND PHYSICAL CONDITIONS, REFERENCE POINTS..........................................................................................................8 5. BONDS AND INSURANCE............................................................................................................................10 6. CONTRACTOR'S RESPONSIBILITIES.........................................................................................................16 7. OTHER WORK ..............................................................................................................................................24 8. OWNER'S RESPONSIBILITIES....................................................................................................................25 9. ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION...............................................................26 10. CHANGES IN THE WORK . . ......................................................................................................................27 11. CHANGE OF CONTRACT AMOUNT............................................................................................................28 12. CHANGE OF CONTRACT TIMES.................................................................................................................31 13. TESTS AND INSPECTIONS, AND CORRECTION OR REMOVAL OF DEFECTIVE WORK........................................................................................................32 14. PAYMENTS TO CONTRACTOR AND COMPLETION .................................................................................35 15. SUSPENSION OF WORK AND TERMINATION...........................................................................................39 16. DISPUTE RESOLUTION...............................................................................................................................41 17 RIGHT TO AUDIT..........................................................................................................................................42 18 MISCELLANEOUS.........................................................................................................................................43 00700 04-2020 Page 1 General Conditions 00443641 GENERAL CONDITIONS ARTICLE 1 - DEFINITIONS Whenever used in these General Conditions or in the other Contract Documents, the term printed with initial capital letters or all capital letters, including the term's singular and plural forms, will have the meaning indicated in the definitions below or as defined in these General Conditions or other Contract Documents: 1.1 Addenda - Written or graphic instruments issued prior to the receipt of Proposals or the opening of Bids that clarify, correct or change the proposal or bidding requirements or the Contract Documents. 1.2 Agreement- Prescribed form, referenced as Section 00500. 1.3 Alternative Dispute Resolution -The process by which a disputed Claim may be settled if the OWNER and the CONTRACTOR cannot reach an agreement between themselves, as an alternative to litigation. 1.4 Bid - Proposal of bidder on prescribed forms setting forth prices for performing the Work described in the Contract Documents. 1.5 Bid Documents -The advertisement or invitation for bids, instructions to bidders, the bid form, the Contract Documents and Addenda. 1.6 Calendar Day -Any day of the week, no days being excepted. Work on Saturdays, Sundays, and/or Legal Holidays shall only be conducted with prior express written consent of the OWNER. 1.7 Change Directive-A written directive to the CONTRACTOR, signed by the OWNER, ordering a change in ` the Work and stating a proposed basis for adjustment, if any, in the Contract Amount or Contract Time, or both. A Change Directive may be used in the absence of total agreement on the terms of a Change Order. A Change Directive does not change the Contract Amount or Contract Time, but is evidence that the parties expect that the change directed or documented by a Change Directive will be incorporated in a subsequently issued Change Order. 1.8 Change Orders - Written agreements entered into between the CONTRACTOR and the OWNER authorizing an addition, deletion, or revision to the Contract, issued on or after the Execution Date of the Agreement and within the Contract term. 1.9 Claim - A written demand seeking, as a matter of right, adjustment or interpretation of Contract terms, ' payment of money, extension of time or other relief with respect to the terms of the Contract. 1.10 Contract - The Contract represents the entire and integrated agreement between the OWNER and the ' CONTRACTOR for performance of the Work, as evidenced by the Contract Documents. 1.11 Contract Amount -The amount payable by the OWNER to the CONTRACTOR for completion of the Work in accordance with the Contract Documents. 1.12 Contract Documents — Includes the Invitation to Bid, Instructions to Bidders, Agreement, General Conditions, Supplemental General Conditions, Special Conditions, Specifications, Project Manual, Drawings, Addenda and Change Orders. 1.13 Contract Time -The number of days allowed for completion of the Work as defined by the Contract. When any period is referred to in days, it will be computed to exclude the first and include the last day of such period. A day of twenty-four(24) hours measured from midnight to the next midnight will constitute a day. 1.14 CONTRACTOR - The individual, firm, corporation. or other business entity with whom the OWNER has entered into the Contract. 00700 04-2020 Page 2 General Conditions 1.15 Drawings - Those portions of the Contract Documents which are graphic representations of the scope, extent and character of the Work to be furnished and performed by the CONTRACTOR and which have been approved by the OWNER. Drawings may include plans, elevations, sections, details, schedules and diagrams. Shop Drawings are not Drawings as so defined 1.16 Engineer/Architect (E/A) - The OWNER's design professional identified as such in the Agreement. The titles of"Architect/Engineer,""Architect"and "Engineer" used in the Contract Documents shall be read the same as Engineer/Architect (E/A). Nothing contained in the Contract Documents shall create any contractual or agency relationship between E/A and the CONTRACTOR. 1.17 Equal - The terms "equal" or"approved equal" shall have the same meaning. 1.18 Execution Date - Date of last signature of the parties to the Agreement. 1.19 Field Order - A written order issued by Owner's Representative which orders minor changes in the Work and which does not involve a change in the Contract Amount or the Contract Time. 1.20 Final Acceptance—The stage in the Contract process when, in the OWNER's opinion, Final Completion of the Work has been attained and a Certificate of Acceptance approved by the OWNER is issued. 1.21 Final Completion -The stage in the progress of the Work when, in the OWNER's opinion, the entire Work has been completed, the CONTRACTOR's obligations under the Contract Documents have been fulfilled, and the OWNER is processing or has made final payment to the CONTRACTOR, as evidenced by a Certificate of Acceptance approved by the OWNER. 1.22 Inspector-The authorized representative of any regulatory agency that has jurisdiction over any portion of the Work. 1.23 Legal Holidays 1.23.1 The following are recognized by the OWNER: Holiday Date Observed New Year's Day January 1 Martin Luther King, Jr.'s Birthday Third Monday in January President's Day Third Monday in February Memorial Day Last Monday in May Independence Day July 4 Labor Day First Monday in September Veteran's Day November 11 Thanksgiving Day Fourth Thursday in November Friday after Thanksgiving Friday after Thanksgiving Christmas Eve December 24 Christmas Day December 25 00700 04-2020 Page 3 General Conditions 1.23.2 If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. 1.23.3 If Christmas Eve falls on a Saturday or a Sunday, the preceding Friday is observed as the Christmas Eve holiday. 1.23.4 If Christmas Day falls on a Saturday or a Sunday, the following Monday is observed as the Christmas Day holiday. 1.24 Milestones-A significant event specified in the Contract Documents relating to an intermediate completion date or time prior to Substantial Completion of all the Work. 1.25 Notice to Proceed - A Written Notice given by the OWNER to the CONTRACTOR notifying the CONTRACTOR to commence the Work and which may also fix the date on which the Contract Times will commence to run and on which the CONTRACTOR shall start to perform the CONTRACTOR's obligations under the Contract Documents. 1.26 OWNER–The City of Round Rock, Texas, a municipal corporation, home-rule city and political subdivision organized and existing under the laws of the State of Texas, acting through the City Manager or his/her designee, officers, agents or employees to administer design and construction of the Project. r 1.27 Owner's Representative -The designated representative of the OWNER. 1.28 Partial Occupancy or Use - Use by the OWNER of a partially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 1.29 Pro ect - The total construction of which the Work to be provided under the Contract Documents may be _l— the whole, or a part, as indicated elsewhere in the Contract Documents. 1.30 Project Manual - That portion of the Contract Documents which may include the following: introductory information, bidding requirements, Contract forms and General and Supplemental General Conditions, General Requirements; Specifications, Drawings, Project Safety Manual; and Addenda. 1.31 Proposal – Proposal of Offeror, on prescribed forms setting forth prices for performing the Work described in the Contract Documents. 1.32 Proposal Documents –The advertisement or invitation for Proposals, Instruction to Offerors, the Proposal ' form, the Contract Documents and Addenda. 1.33 Resident Project Representative - The authorized representative of E/A who may be assigned to the site or any part thereof. 1.34 Shop Drawings - All drawings, diagrams, illustrations, schedules and other data or information which are specifically prepared or assembled by or for the CONTRACTOR and submitted by the CONTRACTOR as required by the Contract Documents. 1.35 Specifications - Those portions of the Contract Documents consisting of written technical descriptions as applied to the Work, which set forth to the CONTRACTOR, in detail, the requirements which must be met by all materials, equipment, construction systems, standards, workmanship, equipment and services in order to render a completed and useful project. 1.36 Substantial Completion - The stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the OWNER's opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and the beneficial use and occupancy of which can be assumed by the Owner, as evidenced by a Certificate of Substantial Completion approved by the OWNER. 00700 04-2020 Page 4 General Conditions 1.37 Subcontractor -An individual, firm, or corporation having a direct contract with the CONTRACTOR for the performance of a part of the Work. 1.38 Sub-subcontractor-A person or entity who has a direct or indirect contract with a Subcontractor or a Sub- subcontractor of any tier to perform a portion of the Work. 1.39 Superintendent - The representative of the CONTRACTOR authorized in writing to receive and fulfill instructions from Owner's Representative, and who shall supervise and direct construction of the Work. 1.40 Supplemental General Conditions -The part of the Contract Documents which either amends or supplements the General Conditions. All General Conditions which are not so amended or so supplemented shall be considered as remaining in full force and effect. 1.41 Supplier-An individual or entity having a direct contract with the CONTRACTOR or with any Subcontractor or Sub-subcontractor to furnish materials or equipment to be incorporated in the Work by the CONTRACTOR or any Subcontractor. 1.42 Time Extension Request -An approved request for time extension on a form acceptable to the OWNER. 1.43 Work - The entire completed construction, or the various separately identifiable parts thereof, required to be furnished under the Contract Documents. 1.44 Working Day - Any day of the week, not including Saturdays, Sundays, or Legal Holidays, in which conditions not under the CONTRACTOR's control will permit work for at least seven (7) hours of the Working Times. Upon authorization by the Owner's Representative, work on Saturdays, Sundays and/or Legal Holidays may be allowed and, in that event, a Working Day will be counted for each such day. 1.45 Working Times — Times of day(s) during which work may be performed. Unless authorized by Owner's Representative, all Work shall be performed between 7:00 a.m. and 6:00 p.m. on weekdays and, if previously authorized as provided for in paragraph 1.44 or paragraph 1.6 herein, as applicable, between 9:00 a.m. and 6:00 p.m. on Saturdays, Sundays or Legal Holidays. When the CONTRACTOR has been authorized to perform Work during hours outside Working Times, such hours shall be considered time worked on Working Day contracts. Notwithstanding the preceding, emergency work may be done without prior permission only as provided in paragraph 6.11.5 herein. 1.46 Written Notice-Written communication between the OWNER and the CONTRACTOR. Written Notice shall be deemed to have been duly served if delivered in person to Owner's Representative or to the CONTRACTOR's duly authorized representative, or if such Written Notice is delivered to or sent by registered or certified mail to the attention of Owner's Representative or to the CONTRACTOR's duly authorized representative at the last business address known to the party giving notice. ARTICLE 2 - PRELIMINARY MATTERS 2.1 Delivery of Agreement, Bonds, Insurance, and Other Documentation: Within ten (10) Calendar Days after written notification of award of Contract, the CONTRACTOR shall deliver to the OWNER signed Agreement, Bond(s), Insurance Certificate(s) and other documentation required for execution of the Contract. 2.2 Copies of Documents: The OWNER shall furnish to the CONTRACTOR two (2) copies of the Contract Documents unless otherwise specified. 00700 04-2020 Page 5 General Conditions 2.3 Commencement of Contract Times; Notice to Proceed: The Contract Time(s) commence on the date indicated in the Agreement or in the Notice to Proceed. Notice to Proceed will be given at any time within sixty(60) Calendar Days after the Execution Date of the Agreement, unless extended by written agreement of the parties. 2.4 Before Starting Construction: 2.4.1 No Work shall be done at the site prior to the preconstruction conference without the OWNER's approval. Before undertaking each part of the Work, the CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements. The CONTRACTOR shall promptly report in writing to Owner's Representative any conflict, error, ambiguity or discrepancy which the CONTRACTOR may discover and shall obtain a written interpretation or clarification from Owner's Representative before proceeding with any Work affected thereby. The CONTRACTOR shall be liable to the OWNER for failure to report any conflict, error, ambiguity or discrepancy in the Contract Documents of which the CONTRACTOR knew or reasonably should have known. 2.4.2 The CONTRACTOR shall submit the following to Owner's Representative for review and approval no later than the preconstruction conference: .1 a preliminary progress schedule indicating the times (number of days or dates) for starting and completing the various stages of the Work, including any Milestones specified in the Contract Documents, identifying when all Subcontractors will be utilized, and taking into consideration any limitations on Working Hours; .2 a preliminary schedule of Shop Drawing and sample submittals, .3 a preliminary schedule of values for all of the Work, subdivided into component parts in sufficient detail to serve as the basis for progress payments during construction. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work. The preliminary schedule of values submitted by the CONTRACTOR should include a reasonable estimation of value of each item included and shall not contain disproportionate values assigned to any item or items, ' .4 a letter designating CONTRACTOR's Superintendent, .5 a letter from the CONTRACTOR and Subcontractor(s) listing any salaried specialists, ' .6 if applicable, a letter designating the "Competent Person(s)" on general safety and trench safety measures, .7 if applicable, a trench safety system plan, .8 if applicable, a plan illustrating proposed locations of temporary facilities, .9 if applicable, a traffic control plan, .10 a completed Non-Use of Asbestos Affidavit (Prior to Construction); and .11 if applicable, a letter designating the Texas Registered Professional Land Surveyor for layout of the Work. 2.5 Preconstruction Conference: Prior to commencement of Work at the site, a preconstruction conference attended by the CONTRACTOR, Owner's Representative and others will be held. 00700 04-2020 Page 6 General Conditions 2.6 Initially Acceptable Schedules: Unless otherwise provided in the Contract Documents, the CONTRACTOR shall obtain approval of Owner's Representative on final versions of the schedules submitted in accordance with paragraph 2.4.2 before the first progress payment will be made to the CONTRACTOR. The progress schedule must provide for an orderly progression of the Work to completion within any specified Milestones and Contract Times. Acceptance of the schedule by Owner's Representative will neither impose on Owner's Representative responsibility for the sequencing, scheduling or progress of the Work nor interfere with or relieve the CONTRACTOR from the CONTRACTOR's full responsibility therefor. The CONTRACTOR's schedule of Shop Drawings and sample submissions must provide an arrangement agreeable to the parties for reviewing and processing the required submittals. 2.7 Electronic Transmittals: 2.7.1 Except as otherwise stated elsewhere in the Contract Documents, the OWNER, E/A, and CONTRACTOR may transmit, and shall except, Project-related correspondence,texts, data, documents, drawings, information, and graphics, including but not limited to Shop Drawings and other submittals, in electronic media or digital format, either directly, or through access to a secure Project website. 2.7.2 When transmitting items in electronic media or digital format, the transmitting party makes no representations as to long term compatibility, usability, or readability of the items resulting from the recipient's use of software application packages, operating systems, or computer hardware differing from those used in the drafting or transmittal of the items. ARTICLE 3 -CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE 3.1 Intent: 3.1.1 The intent of the Contract Documents is to include all information necessary for the proper execution and completion of the Work by the CONTRACTOR. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all. In cases of disagreement, the following order of precedence shall govern (top item receiving priority of interpretation): Change Orders Modifications to the Contract Documents made after the Execution Date Signed Agreement Addenda to the Contract Documents Special Conditions Supplemental General Conditions General Conditions Other Bidding Requirements and Contract Forms Special Provisions to the Standard Technical Specifications Special Specifications Standard Technical Specifications Drawings (figured dimensions shall govern over scaled dimensions) Project Safety manual, if applicable 3.1.2 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. 3.2 Reporting and Resolving Discrepancies: Prior to commencing the Work, the CONTRACTOR shall review the Contract Documents for the purpose of discovering any conflict, error, ambiguity or discrepancy in the Contract Documents. If, at any time, the CONTRACTOR discovers any conflict, error, ambiguity or discrepancy within the Contract Documents or between the Contract Documents and any provisions of any such law or regulation applicable to the performance of the Work 00700 04-2020 Page 7 General Conditions or of any such standard, specification, manual or code or instructions of any Supplier, the CONTRACTOR shall immediately report it to Owner's Representative in writing, and the CONTRACTOR shall not proceed with the Work affected thereby until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in paragraph 3.3.1 or paragraph 3.3.2. The CONTRACTOR shall be liable to the OWNER for failure to report any such conflict. error, ambiguity or discrepancy of which the CONTRACTOR knew or reasonably should have known. 3.3 Amending and Supplementing Contract Documents: 3.3.1 The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modify the terms and conditions thereof in one or more of the following ways: .1 Change Order. .2 Change Directive. 3.3.2 In addition, the requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work may be authorized, in one or more of the following ways: .1 Field Order. f .2 Review of a Shop Drawing or sample. .3 Written interpretation or clarification. 3.4 Reuse of Documents Prohibited: The CONTRACTOR and any Subcontractor or Supplier or other person or organization performing or furnishing any of the Work under a direct or indirect contract with the OWNER: (i) shall not have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by or bearing the seal of E/A or E/A's consultants, and (ii) shall not reuse any of such Drawings, Specifications, other ' documents or copies on extensions of the Project or any other project without written consent of the OWNER and E/A. ARTICLE 4-AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS ' 4.1 Availability of Lands: The OWNER shall furnish, as indicated in the Contract Documents, all required rights to use the lands upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are designated for the use of the CONTRACTOR. The OWNER shall identify any encumbrances or restrictions not of general application but specifically related to use of lands so furnished with which the CONTRACTOR will have to comply in performing the Work. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by the OWNER, unless otherwise provided in the Contract Documents. If the OWNER fails to furnish these lands, rights-of-way or easements in a timely manner, the CONTRACTOR may make a Claim for adjustments in the Contract Times. The CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. 4.2 Subsurface and Physical Conditions: 4.2.1 The CONTRACTOR hereby covenants that it has examined the site of the proposed Work and is familiar with all of the conditions surrounding construction of the Project, having conducted all inquiries, tests and investigations deemed necessary and proper. Unless the CONTRACTOR, prior to the execution of the Agreement, has notified the OWNER in writing of any condition of the site of the proposed Work that would adversely impact 00700 04-2020 Page 8 General Conditions the performance of the Work by the CONTRACTOR, CONTRACTOR covenants that there are no conditions at the site of the proposed work which would adversely impact the performance of Work by the CONTRACTOR 4.2.2 If conditions are encountered at the site which are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or(2) unknown physical conditions of an unusual nature, that differ materially from those normally encountered in the type of work being performed under this Contract, then notice by the observing party shall be given to the other party promptly before conditions are disturbed and in no event later than seven (7) calendar days after first observance of the conditions. Owner's Representative will promptly investigate such conditions with E/A and, if they differ materially and cause an increase or decrease in the CONTRACTOR's cost of, or time required for, performance of any part of the Work, OWNER will consider an equitable adjustment in the Contract Amount or Contract Time, or both. If Owner's Representative determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified, the CONTRACTOR shall be notified in writing, stating the reasons. Any disputes arising from Owner's Representative's determination shall be resolved in accordance with Article 16. 4.2.3 Notwithstanding any other provision of this Contract, the CONTRACTOR shall be solely responsible for the location and protection of any and all public lines and utility customer service lines in the Work area. For the purposes of this section, "public lines" means the utility distribution and supply system within public rights-of-way or easements, and "utility customer service lines" (service) means any utility line connecting a utility customer to the utility distribution system. Generally, existing service connections within right-of-way or easements are not shown on the Drawings. The CONTRACTOR shall notify the OWNER and "One Call" and exercise due care to locate and to mark, uncover or otherwise protect all such lines in the construction zone and any of the CONTRACTOR's work or storage areas. The CONTRACTOR's obligation hereunder shall be primary and nondelegable. The CONTRACTOR shall indemnify or reimburse the OWNER for such expenses or costs (including fines that may be levied against the OWNER) that may result from unauthorized or accidental damage to all public lines and utility customer service lines in the Work area. The OWNER reserves the right to repair such damage the CONTRACTOR may cause, at the CONTRACTOR's expense. 4.2.4 The CONTRACTOR shall take reasonable precaution to avoid disturbing primitive records and antiquities of archaeological, paleontological or historical significance. No objects of this nature shall be disturbed without written permission of the OWNER and the Texas Department of Antiquities Protection. When such objects are uncovered unexpectedly, the CONTRACTOR shall stop all Work in close proximity and notify Owner's Representative and the Texas Department of Antiquities Protection of their presence and shall not disturb them until written permission and permit to do so is granted.All primitive rights and antiquities uncovered on the OWNER's property shall remain property of the State of Texas, the Texas Department of Antiquities Protection conforming to the Texas Natural Resources Code. If it is determined by the OWNER, in consultation with the Texas Department of Antiquities Protection,that exploration or excavation of primitive records or antiquities on Project site is necessary to avoid loss, the CONTRACTOR shall cooperate in salvage work attendant to preservation. If the Work stoppage or salvage work causes an increase in the CONTRACTOR's cost of, or time required for, performance of the Work. the Contract Amount and/or Contract Time may be equitably adjusted. 4.3 Reference Points: Unless otherwise specified, the OWNER will furnish all reference points, benchmarks, survey monuments, and control points which, in the OWNER's opinion, are suitable for laying out the Work. Such benchmarks and reference points will be placed at intervals not to exceed 1,500 feet. All reference points, benchmarks, survey monuments and control points shall be carefully preserved by the CONTRACTOR by use of flags, laths or other appropriate measures and, in case of destruction or removal by the CONTRACTOR or its employees, such reference points, benchmarks, survey monuments, and control points shall be replaced by a Registered Professional Land Surveyor at the CONTRACTOR's expense. When reference points, benchmarks, survey monuments, or control points are in conflict with the Work, then reestablishment will be the OWNER's responsibility during or upon completion of the Work. 4.4 Hazardous Materials: 00700 04-2020 Page 9 General Conditions 4.4.1 The OWNER shall be responsible for any hazardous material uncovered or revealed at the site which was not shown, indicated or identified in the Contract Documents to be within the scope of the Work and which may present a substantial danger to persons or property exposed thereto in connection with the Work at the site. The CONTRACTOR shall immediately notify Owner's Representative of any suspected hazardous materials encountered before or during performance of the Work and shall take all necessary precautions to avoid further disturbance of the materials. 4.4.2 The CONTRACTOR shall be responsible for any hazardous materials brought to the site by the CONTRACTOR, Subcontractor, Suppliers or anyone else for whom the CONTRACTOR is responsible. 4.4.3 No asbestos-containing materials shall be incorporated into the Work or brought on the Project site without prior approval of the OWNER. 4.4.4 TO THE FULLEST EXTENT PERMITTED BY LAWS AND REGULATIONS, CONTRACTOR SHALL INDEMNIFY AND HOLD HARMLESS OWNER, AND ITS COUNCIL MEMBERS, EMPLOYEES, AGENTS, AND CONSULTANTS FROM AND AGAINST ALL CLAIMS, COSTS, LOSSES, AND DAMAGES (INCLUDING BUT NOT LIMITED TO ALL FEES AND CHARGES OF ENGINEERS, ARCHITECTS, ATTORNEYS, AND OTHER PROFESSIONALS AND ALL COURT OR ARBITRATION OR OTHER DISPUTE RESOLUTION COSTS) ARISING OUT OF OR RELATING TO FAILURE TO CONTROL, CONTAIN OR REMOVE A HAZARDOUS MATERIAL BROUGHT TO THE SITE BY CONTRACTOR OR BY ANYONE FOR WHOM CONTRACTOR IS RESPONSIBLE, OR TO A HAZARDOUS ENVIRONMENTAL CONDITION CREATED BY CONTRACTOR OR BY ANYONE FOR WHOM CONTRACTOR IS RESPONSIBLE. ARTICLE 5 - BONDS AND INSURANCE 5.1 Surety and Insurance Companies: All bonds and insurance required by the Contract Documents shall be obtained from solvent surety or insurance companies that are duly licensed by the State of Texas and authorized to issue bonds or insurance policies for the limits and coverages required by the Contract Documents. The bonds shall be in a form acceptable to the OWNER and shall be issued by a surety which complies with the requirements of Chapter 3503, Texas Insurance Code (2005) and which is otherwise acceptable to the OWNER. OWNER may require the surety to obtain reinsurance for any portion of the risk that exceeds 10% of the surety's capital and surplus. For bonds exceeding $100,000, the surety must also hold a certificate of authority from the U.S. Secretary of the Treasury or have obtained reinsurance from a reinsurer that is authorized as a reinsurer in Texas and holds a certificate of authority from the U.S. Secretary of the Treasury. 5.2 Workers' Compensation Insurance Coverage: 5.2.1 Definitions .1 Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on the Project, for the duration of the Project. .2 Duration of the Project - includes the time from the beginning of the Work on the Project until the CONTRACTOR's/person's Work on the Project has been completed and accepted by the OWNER. .3 Persons providing services on the Project ("subcontractor" herein) - includes all persons or entities performing all or part of the services the CONTRACTOR has undertaken to perform on the Project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, by way of illustration and not of limitation, 00700 04-2020 Page 10 General Conditions independent contractors, Subcontractors, leasing companies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the Project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the Project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets 5.2.2 The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which 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. 5.2.3 The OWNER will not execute the Contract prior to the CONTRACTOR providing all required certificates of coverage. 5.2.4 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. 5.2.5 The CONTRACTOR shall obtain from each person providing services on the Project, and provide to the OWNER: .1 a certificate of coverage, prior to that person beginning Work on the Project, so the OWNER will have on file certificates of coverage showing coverage for all persons providing services on the Project; and .2 no later than seven (7)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. 5.2.6 The CONTRACTOR shall retain all required certificates of coverage for the duration of the Project and for one (1) year thereafter. 5.2.7 The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery within ten (10) days after the CONTRACTOR knew or should have known of any change that materially affects the provision of coverage of any person providing services on the Project. 5.2.8 The CONTRACTOR shall post at its office or 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. 5.2.9 The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a Project to: .1 provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the Project, for the duration of the Project, .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 the Project, for the duration of the Project, .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, 00700 04-2020 Page 11 General Conditions .4 obtain from each other person with whom it contracts, and provide to the CONTRACTOR a) a certificate of coverage, prior to the other person beginning Work on the Project, and b) 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, .5 retain all required certificates of coverage on file for the duration of the Project and for one (1) year thereafter, .6 notify the OWNER in writing by certified mail or personal delivery within ten (10) 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 .7 contractually require each person with whom it contracts, to perform as required by paragraphs 5.2.9.1 - 5.2.9.7, with the certificates of coverage to be provided to the person for whom they are providing services. 5.2.10 By signing this Contract 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 L 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. 5.2.11 The CONTRACTOR's failure to comply with any of these provisions is a breach of Contract by the CONTRACTOR which entitles the OWNER to declare the Contract void if the CONTRACTOR does not remedy the breach within ten (10) days after receipt of notice of breach from the OWNER. 5.3 Contractor Insurance Requirements: For specific bond requirements and additional insurance requirements, refer to the Supplemental General i Conditions. 5.3.1.1 General Requirements: .1 CONTRACTOR shall carry insurance in the types and amounts indicated below for the duration of the Contract, which shall include items owned by OWNER in the care, custody and control of CONTRACTOR prior to and during construction and warranty period. .2 CONTRACTOR must complete and forward the required Certificates of Insurance to OWNER before the Contract is executed as verification of coverage required below. CONTRACTOR shall not commence Work until the required insurance is obtained and until such insurance has been reviewed by OWNER. Approval of insurance by OWNER shall not relieve or decrease the liability of CONTRACTOR hereunder and shall not be construed to be a limitation of liability on the part of CONTRACTOR. CONTRACTOR must also complete and forward the required Certificates of Insurance to OWNER whenever a previously identified policy period has expired as verification of continuing coverage. .3 CONTRACTOR's insurance coverage is to be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of B+VII or better, except for hazardous material insurance which shall be written by companies with A.M. Best ratings of A- or better. 00700 04-2020 Page 12 General Conditions .4 All endorsements naming the OWNER as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall indicate: City of Round Rock, 221 E. Main St., Round Rock, Texas 78664. .5 The "other" insurance clause shall not apply to the OWNER where the OWNER is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both OWNER and CONTRACTOR, shall be considered primary coverage as applicable. .6 If insurance policies are not written for amounts specified below, CONTRACTOR shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. .7 OWNER shall be entitled, upon request and without expense, to receive certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. .8 OWNER reserves the right to review the insurance requirements set forth during the effective period of this Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by OWNER based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as CONTRACTOR. .9 CONTRACTOR shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. .10 CONTRACTOR shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. .11 CONTRACTOR shall provide OWNER thirty (30) days written notice of erosion of the aggregate limits below occurrence limits for all applicable coverages indicted within the Contract. .12 If OWNER-owned property is being transported or stored off-site by CONTRACTOR, then the appropriate property policy will be endorsed for transit and storage in an amount sufficient to protect OWNER's property. .13 The insurance coverages required under this contract are required minimums and are not intended to limit the responsibility or liability of CONTRACTOR. 5.3.1.2 Business Automobile Liability Insurance. Provide coverage for all owned, non-owned and hired vehicles. The policy shall contain the following endorsements in favor of OWNER a) Waiver of Subrogation endorsement TE 2046A, b) 30 day Notice of Cancellation endorsement TE 0202A, and c) Additional Insured endorsement TE 9901 B. Provide coverage in the following types and amounts: 00700 04-2020 Page 13 General Conditions .1 A minimum combined single limit of$500,000 per occurrence for bodily injury and property damage. Alternate acceptable limits are $250,000 bodily injury per person, $500,000 bodily injury per occurrence and at least $100.000 property damage liability each accident. 5.3.1.3 Workers' Compensation and Employers' Liability Insurance: Coverage shall be consistent with statutory benefits outlined in the Texas Workers' Compensation Act (Section 401). CONTRACTOR shall assure compliance with this Statute by submitting two (2) copies of a standard certificate of coverage (e.g. ACCORD form) to Owner's Representative for every person providing services on the Project as acceptable proof of coverage. The required Certificate of Insurance must be presented as evidence of coverage for CONTRACTOR. Workers' Compensation Insurance coverage written by the Texas Workers Compensation Fund is acceptable to OWNER. CONTRACTOR's policy shall apply to the State of Texas and include these endorsements in favor of OWNER: a) Waiver of Subrogation, form WC 420304, and b) 30 day Notice of Cancellation, form WC 420601. The minimum policy limits for Employers' Liability Insurance coverage shall be as follows: .1 $100,000 bodily injury per accident, $500,000 bodily injury by disease policy limit and $100,000 bodily injury by disease each employee. 5.3.1.4 Commercial General Liability Insurance. The Policy shall contain the following provisions: a) Blanket contractual liability coverage for liability assumed under the Contract and all contracts ' relative to this Project. b) Completed Operations/Products Liability for the duration of the warranty period. c) Explosion, Collapse and Underground (X, C & U) coverage. ' d) Independent Contractors coverage. e) Aggregate limits of insurance per project, endorsement CG 2503. ' f) OWNER listed as an additional insured, endorsement CG 2010. g) 30 day notice of cancellation in favor of OWNER, endorsement CG 0205. t h) Waiver of Transfer of Recovery Against Others in favor of OWNER, endorsement CG 2404. Provide coverages A&B with minimum limits as follows: .1 A combined bodily injury and property damage limit of$500,000 per occurrence. 5.3.1.5 Builders' Risk Insurance. CONTRACTOR shall maintain Builders' Risk Insurance or Installation Insurance on an all risk physical loss form in the Contract Amount. Coverage shall continue until the Work is accepted by OWNER. OWNER shall be a loss payee on the policy. If off site storage is permitted, coverage shall include transit and storage in an amount sufficient to protect property being transported or stored. 5.4 Bonds: 00700 04-2020 Page 14 General Conditions 5.4.1 General. .1 Bonds, when required, shall be executed on forms furnished by or acceptable to OWNER. All bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act .2 If the surety on any bond furnished by CONTRACTOR is declared bankrupt or becomes insolvent or its right to do business is terminated in the State of Texas or it ceases to meet the requirements of the preceding paragraph, CONTRACTOR shall within ten (10)days thereafter substitute another bond and surety. both of which must be acceptable to OWNER. .3 When Performance Bonds and/or Payment Bonds are required, each shall be issued in an amount of one hundred percent (100%) of the Contract Amount as security for the faithful performance and/or payment of all CONTRACTOR's obligations under the Contract Documents. Performance Bonds and Payment Bonds shall be issued by a solvent surety company authorized to do business in the State of Texas, and shall meet any other requirements established by law or by OWNER pursuant to applicable law. Any surety duly authorized to do business in Texas may write Performance and Payment Bonds on a project without reinsurance to the limit of 10 percent of its capital and surplus. Such a surety must reinsure any obligations over 10 percent. .4 If CONTRACTOR has failed to obtain or maintain a required bond, OWNER may exclude the CONTRACTOR from the site of the Project and exercise OWNER's suspension and/or termination rights under the Contract Documents. 5.4.2 Performance Bond. .1 If the Contract Amount exceeds $100,000, CONTRACTOR shall furnish OWNER with a Performance Bond in the form set out by OWNER. .2 If the Contract Amount exceeds $25,000 but is less than or equal to $100,000, CONTRACTOR shall furnish OWNER with a Performance Bond in the form set out by OWNER, unless the original Contract Time is 60 Calendar Days/40 Working Days or less, in which case CONTRACTOR can agree to the following terms and conditions for payment in lieu of providing a Performance Bond: no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER, CONTRACTOR shall be entitled to receive 95%of the Contract Amount following Final Completion, and the remaining 5%of the Contract Amount following the one year warranty period. .3 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to furnish a Performance Bond, provided that no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER under the following terms and conditions: CONTRACTOR shall be entitled to receive 95%of the Contract Amount following Final Completion, and the remaining 51/o of the Contract Amount following the one year warranty period. .4 If a Performance Bond is required to be furnished, it shall extend for the one year warranty period. 5.4.3 Payment Bond. .1 If the Contract Amount exceeds $50,000, CONTRACTOR shall furnish OWNER with a Payment Bond in the form set out by OWNER. .2 If the Contract Amount is less than or equal to $50,000, CONTRACTOR will not be required to furnish a Payment Bond, provided that no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER under the terms and conditions specified in paragraph 5.4.2.3. 00700 04-2020 Page 15 General Conditions ARTICLE 6 -CONTRACTOR'S RESPONSIBILITIES 6.1 Supervision and Superintendence: 6.1.1 The CONTRACTOR shall supervise. inspect and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. Unless otherwise directed by the OWNER in the Contract Documents, the CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures of construction. The CONTRACTOR shall be responsible to see that the completed Work complies accurately with the Contract Documents. 6.1.2 The CONTRACTOR shall have an English-speaking, competent Superintendent on the Work at all times that work is in progress. Upon request of Owner's Representative, the CONTRACTOR shall present the resume of the proposed Superintendent to Owner's Representative showing evidence of experience and successful superintendence and direction of work of a similar scale and complexity. If, in the opinion of Owner's Representative, the proposed Superintendent does not indicate sufficient experience in line with the Work, he/she will not be allowed to be the designated Superintendent for the Work. The Superintendent shall not be replaced without Written Notice to Owner's Representative. If the CONTRACTOR deems it necessary to replace the Superintendent, the CONTRACTOR shall provide the necessary information for approval, as stated above, on the proposed new Superintendent. A qualified substitute Superintendent may be designated in the event that the designated Superintendent is temporarily away from the Work, but not to exceed a time limit acceptable to Owner's Representative. The CONTRACTOR shall replace the Superintendent upon the OWNER's request in the event the e Superintendent is unable to perform to the OWNER's satisfaction. The Superintendent will be the CONTRACTOR's representative on the Work and shall have the authority to act on behalf of the CONTRACTOR. All communications given to the Superintendent shall be as binding as if given to the CONTRACTOR. Either the CONTRACTOR or the Superintendent shall provide an emergency and home telephone number at which one or the other may be reached ` if necessary when work is not in progress. 6.2 Labor, Materials and Equipment: 6.2.1 The CONTRACTOR agrees to employ only orderly and competent workers, skillful in performance of the type of Work required under this Contract. The CONTRACTOR, Subcontractors, Sub-subcontractors, and their employees may not use or possess any firearms, alcoholic or other intoxicating beverages, illegal drugs or controlled substances while on the job or on the OWNER's property, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. If the OWNER or Owner's Representative notifies the CONTRACTOR ' that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the CONTRACTOR shall immediately remove such worker from performing Contract Work, and may not employ such worker again on Contract Work without the OWNER's prior written consent. The CONTRACTOR shall at all times maintain good discipline and order on or off the site in all matters pertaining to the Project. The CONTRACTOR shall pay workers no less than the wage rates established in Section 00900, and maintain weekly payroll reports as evidence thereof. 6.2.2 Unless otherwise specified, the CONTRACTOR shall provide and pay for all materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water. sanitary facilities, temporary facilities and all other facilities and incidentals necessary for the furnishing, performance, re-testing of defective work, start-up and completion of the Work. 6.2.3 All materials and equipment shall be of good quality and new (including new products made of recycled materials), except as otherwise provided in the Contract Documents. If required by Owner's Representative, the CONTRACTOR shall furnish satisfactory evidence (reports of required tests, manufacturer's certificates of compliance with material requirements, mill reports, etc.) as to the kind, quantity and quality of materials and equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with instructions of the applicable Supplier, except as otherwise provided in the Contract Documents. 00700 04-2020 Page 16 General Conditions 6.2.4 Substitutes and "Approved Equal" Items: 6.2.4.1 Whenever an item of material or equipment is specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to establish the type, function and quality required. Unless the specification or description contains words reading that no like, equivalent or"approved equal" item or no substitution is permitted, other items of material or equipment of other Suppliers may be submitted to Owner's Representative under the following circumstances: .1 "Approved Equal": If, in the OWNER's sole discretion, an item of material or an item of equipment proposed by the CONTRACTOR is functionally equal to that named and sufficiently similar so that no change in related Work will be required, it may be considered by the OWNER as an "approved equal" item, in which case review of the proposed item may, in the OWNER's sole discretion, be accomplished without compliance with some or all of the requirements for evaluation of proposed substitute items. The CONTRACTOR shall provide the OWNER with the documentation required for the OWNER to make its determination. .2 Substitute Items: If, in the OWNER's sole discretion, an item of material or an item of equipment proposed by the CONTRACTOR does not qualify as an "approved equal" item under paragraph 6.2.4.1.1, then it will be considered a proposed substitute item. The CONTRACTOR shall submit sufficient information to allow the OWNER to determine that the item of material or item of equipment proposed is essentially equivalent to that named and a substitute therefor. 6.2.4.2 Substitute Construction Methods and Procedures: If a specific means, method, technique, sequence or procedure of construction is shown or indicated in and expressly required by the Contract Documents, the CONTRACTOR may with prior approval of the OWNER furnish or utilize a substitute means, method, technique, sequence, or procedure of construction. The CONTRACTOR shall submit sufficient information to Owner's Representative to allow the OWNER, in the OWNER's sole discretion, to determine that the substitute proposed is equivalent to that expressly called for by the Contract Documents. 6.2.4.3 OWNER's Evaluation: The OWNER will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to paragraph 6.2.4.1.1 and paragraph 6.2.4.1.2. The OWNER will be the sole judge of acceptability. No "approved equal" or substitute shall be ordered, installed, or utilized until the OWNER's review is complete, which will be evidenced by either a Change Order or completion of the Shop Drawing review procedure. The OWNER may require the CONTRACTOR to furnish at the CONTRACTOR's expense a special performance guarantee or other surety bond with respect to any"approved equal"or substitute. The OWNER shall not be responsible for any delay due to review time for any "approved equal" or substitute. 6.2.4.4 CONTRACTOR's Expense: All data to be provided by the CONTRACTOR in support of any proposed "approved equal" or substitute item will be at the CONTRACTOR's expense. 6.2.5 The CONTRACTOR agrees to assign to the OWNER any rights it may have to bring antitrust suits against its Suppliers for overcharges on materials incorporated in the Project growing out of illegal price fixing agreements. The CONTRACTOR further agrees to cooperate with the OWNER should the OWNER wish to prosecute suits against Suppliers for illegal price fixing. 6.3 Progress Schedule: Unless otherwise directed, the CONTRACTOR shall adhere to the progress schedule established in accordance with paragraph 2.6 as it may be adjusted from time to time as provided below: .1 The CONTRACTOR shall submit to Owner's Representative for acceptance proposed adjustments in the progress schedule that will not change the Contract Times or Milestones. Such adjustments will conform generally to the progress schedule then in effect. 00700 04-2020 Page 17 General Conditions .2 Proposed adjustments in the progress schedule that will change the Contract Times or Milestones shall be submitted in accordance with the requirements of Article 12. Such adjustments may only be made by a Change Order or Time Extension Request in accordance with Article 12. 6.4 Concerning Subcontractors, Suppliers and Others: 6.4.1 Assignment: The CONTRACTOR agrees to retain direct control of and give direct attention to the fulfillment of this Contract. The CONTRACTOR agrees not to, by Power of Attorney or otherwise, assign said Contract without the prior written consent of the OWNER. 6.4.2 Award of Subcontracts for Portions of the Work: The CONTRACTOR shall not employ any Subcontractor, Supplier or other person or organization, whether initially or as a substitute, against whom the OWNER may have reasonable objection. The CONTRACTOR must provide the OWNER with a list of all Subcontractors, Suppliers, or other persons or organizations it will use in the Work, and such list must be provided prior to the preconstruction conference. Should the OWNER have objections,the OWNER will communicate such objections by Written Notice. If the OWNER requires a change without good cause of any Subcontractor, person or organization previously accepted by OWNER, the Contract Amount may be increased or decreased by the difference in the cost occasioned by any such change, and an appropriate Change Order shall be issued. The CONTRACTOR shall not substitute any Subcontractor, person or organization that has been accepted by the OWNER, unless the substitute has been accepted in writing by the OWNER. No acceptance by the OWNER of any Subcontractor, Supplier or other person or organization shall constitute a waiver of any right of the OWNER to reject defective Work. 6.4.3 The CONTRACTOR shall enter into written agreements with all Subcontractors and Suppliers which specifically bind the Subcontractors or Suppliers to the applicable terms and conditions of the Contract Documents for the benefit of the OWNER and E/A. The OWNER reserves the right to specify that certain requirements shall be adhered to by all Subcontractors and Sub-subcontractors as indicated in other portions of the Contract Documents and these requirements shall be made a portion of the agreement between the CONTRACTOR and Subcontractor or Supplier. 6.4.4 The CONTRACTOR shall be fully responsible to the OWNER for all acts and omissions of the Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with the CONTRACTOR just as the CONTRACTOR is responsible for the S CONTRACTOR's own acts and omissions. Nothing in the Contract Documents shall create for the benefit of any such Subcontractor, Supplier or other person or organization any contractual relationship between the OWNER and any such Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part of the OWNER or E/A to pay or to see to the payment of any amounts due any such Subcontractor, Supplier or other ' person or organization except as may otherwise be required by laws and regulations. 6.4.5 The CONTRACTOR shall be solely responsible for scheduling and coordinating the Work of Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with the CONTRACTOR. The CONTRACTOR shall require all Subcontractors. Suppliers and such other persons and organizations performing or furnishing any of the Work to communicate with Owner's Representative through the CONTRACTOR. 6.4.6 The divisions and sections of the Specifications and the identifications of any Drawings shall not control the CONTRACTOR in dividing or delineating the Work to be performed by any specific trade. 6.4.7 The CONTRACTOR shall pay each Subcontractor and Supplier their appropriate share of payments made to the CONTRACTOR not later than ten (10) Days after the CONTRACTOR's receipt of payment from the OWNER. 6.5 Patent Fees and Royalties: 6.5.1 The CONTRACTOR shall be responsible at all times for compliance with applicable patents or copyrights encompassing, in whole or in part, any design, device, material, or process utilized, directly or indirectly, in the f performance of the Work or the formulation or presentation of its Bid. IL 00700 04-2020 Page 18 General Conditions 6.5.2 The CONTRACTOR shall pay all royalties and license fees and shall provide, prior to commencement of Work hereunder and at all times during the performance of same, for lawful use of any design, device, material or process covered by letters, patent or copyright by suitable legal agreement with the patentee, copyright holder, or their duly authorized representative whether or not a particular design, device, material, or process is specified by the OWNER. 6.5.3 The CONTRACTOR shall defend all suits or claims for infringement of any patent or copyright and shall indemnify and save the OWNER harmless from any and all claims, costs, losses, expenses and damages(including but not limited to attorney's fees and consultant fees), direct or indirect, arising with respect to the CONTRACTOR's process in the formulation of its bid or the performance of the Work or otherwise arising in connection therewith. The OWNER reserves the right to provide its own defense, with counsel of its own choosing, to any suit or claim of infringement of any patent or copyright in which event the CONTRACTOR shall indemnify and save harmless the OWNER from all costs and expenses of such defense as well as satisfaction of all judgments entered against the OWNER. 6.5.4 The OWNER shall have the right to stop the Work and/or terminate this Agreement at any time in the event the CONTRACTOR fails to disclose to the OWNER that the CONTRACTOR's work methodology includes the use of any infringing design, device, material or process. 6.6 Permits, Fees: Unless otherwise provided in the Supplemental General Conditions, the CONTRACTOR shall obtain and pay for all construction permits, licenses and fees required for prosecution of the Work. OWNER will obtain and pay for the following permits, licenses and/or fees, if required: .1 Site Development Permit. .2 Building Permit(s). .3 Texas Department of Transportation permit for work in State rights-of-way. .4 Railroad Utility License Agreement. 6.7 Laws and Regulations: 6.7.1 The CONTRACTOR shall give all notices and comply with all laws and regulations applicable to furnishing and performing the Work. Except where otherwise expressly required by applicable laws and regulations, neither the OWNER nor E/A shall be responsible for monitoring the CONTRACTOR's compliance with any laws and regulations. 6.7.2 The CONTRACTOR shall plan and execute its operations in compliance with all applicable Federal, State and local laws and regulations, including those concerning control and abatement of water pollution and prevention and control of air pollution. 6.7.3 If the CONTRACTOR performs any Work that it is contrary to laws or regulations, then the CONTRACTOR shall bear and shall indemnify, defend and hold OWNER harmless from all claims, costs, losses and damages arising therefrom, however, it shall not be the CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are in accordance with laws and regulations, but this does not relieve the CONTRACTOR of the CONTRACTOR's obligations under Article 3. 6.8 Taxes: 6.8.1 The CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by the CONTRACTOR in accordance with the laws and regulations of the State of Texas. 00700 04-2020 Page 19 General Conditions 6.8.2 The OWNER is an exempt organization as defined by Chapter 11 of the Property Tax Code of Texas and is thereby exempt from payment of Sales Tax under Chapter 151, Limited Use Sales, Excise and Use Tax, Texas Tax Code, and Chapter 321, Texas Tax Code. 6.9 Use of Premises: 6.9.1 The CONTRACTOR shall confine construction equipment, the storage of materials and equipment and the operations of workers to the site and land and areas identified in and permitted by the Contract Documents and other land and areas permitted by laws and regulations, rights-of-way, permits and easements, and shall not unreasonably encumber the premises with construction equipment or other materials or equipment. The CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any adjacent land or areas, resulting from the performance of the Work. Should any claim be made by any such owner or occupant because of the performance of the Work, the CONTRACTOR shall promptly settle with such other party by negotiation or otherwise resolve the claim by dispute resolution proceeding or at law. The CONTRACTOR shall indemnify, defend and hold harmless the OWNER, E/A, E/A's consultants and anyone directly or indirectly employed by any of them from and against all claims, costs, losses and damages (including court costs and reasonable attorneys' fees) arising out of or resulting from any claim or action, legal or equitable, brought by any such owner or occupant against the OWNER, E/A or any other party indemnified hereunder to the extent caused by or based upon performance of the Work or failure to perform the Work. L 6.9.2 During the progress of the Work and on a daily basis, the CONTRACTOR shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the Work. the CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as L well as all tools, appliances, construction equipment and machinery and surplus materials. The CONTRACTOR shall leave the site clean and ready for occupancy by the OWNER at Substantial Completion of the Work. The CONTRACTOR shall, at a minimum, restore to original condition all property not designated for alteration by the Contact Documents. 6.9.3 The CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will ' endanger the structure, nor shall the CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. t 6.10 Record Documents: The CONTRACTOR shall maintain in a safe place at the site, or other location acceptable to the OWNER, one (1) record copy of all Drawings, Specifications, Addenda, Change Orders, Change Directives, Field Orders and written ' interpretations and clarifications (issued pursuant to paragraph 9.5) in good order and annotated to show all changes made during construction. These record documents, together with all final samples and all final Shop Drawings, will be available to the OWNER and E/A for reference during performance of the Work. Upon Substantial Completion of the Work, these record documents, samples and Shop Drawings showing the final "as built" ' construction of the Project shall be promptly delivered to Owner's Representative. 6.11 Safety and Protection: 6.11.1 The CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. Upon request, and prior to installation of measures, the CONTRACTOR shall submit a site security and safety plan for approval by the OWNER. By reviewing the plan or making recommendations or comments, the OWNER will not assume liability nor will the CONTRACTOR be relieved of liability for damage, injury or loss. The CONTRACTOR shall take all necessary precautions for the safety of and shall provide the necessary protection to prevent damage, injury or loss to: .1 all persons on the Work site or who may be affected by the Work, .2 all the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, and 00700 04-2020 Page 20 General Conditions .3 other property at the site or adjacent thereto, including but not limited to, trees. shrubs, lawns, walks, pavements, roadways, structures, utilities and underground facilities not designated for removal, relocation or replacement in the course of construction. 6.11.2 The CONTRACTOR shall comply with all applicable laws and regulations of any public body having jurisdiction for safety of persons or property or to protect them from damage, injury or loss, and shall erect and maintain all necessary safeguards for such safety and protection. The CONTRACTOR shall notify owners of adjacent property and of underground facilities, and utility owners when prosecution of the Work may affect them, and shall cooperate with them in the protection, removal, relocation and replacement of their property. All damage, injury or loss to any property referred to in paragraph 6.11.1.2 and paragraph 6.11.1.3 caused, directly or indirectly, in whole or in part, by the CONTRACTOR, Subcontractor, Supplier or any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be responsible, shall be remedied by the CONTRACTOR (except damage or loss attributable to the fault of Drawings or Specifications or to the acts or omissions of the OWNER, or E/A, or E/A's consultant or anyone employed by any of them or anyone for whose acts any of them may be responsible, and not attributable, directly or indirectly, in whole or in part, to the faults or negligence of the CONTRACTOR or any Subcontractor, Supplier or other person or organization directly or indirectly employed by any of them). The CONTRACTOR's duties and responsibilities for safety and protection of the Work shall continue until such time as all the Work is completed and Owner's Representative has issued a notice to the OWNER and the CONTRACTOR in accordance with Article 14 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion), 6.11.3 Safety Representative: The CONTRACTOR shall designate a qualified and experienced safety representative at the site whose duties and responsibilities shall be the prevention of accidents and the maintaining and supervising of safety precautions and programs. Upon request of the OWNER, the CONTRACTOR shall provide certifications or other documentation of the safety representative's qualifications. At a minimum, the safety representative shall have received the OSHA thirty (30) hour training and a certificate evidencing that the safety representative has received such training within the last five (5) years shall be provided to the OWNER's representative. 6.11.4 Hazard Communication Programs: The CONTRACTOR shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the site in accordance with laws and regulations. 6.11.5 Emergencies: 6.11.5.1 In emergencies affecting the safety or protection of persons or the Work at the site or adjacent thereto, the CONTRACTOR, without special instruction or authorization from the OWNER or E/A, is obligated to act reasonably to prevent threatened damage, injury or loss and to mitigate damage or loss to the Work. The CONTRACTOR shall give Owner's Representative prompt written notice if the CONTRACTOR believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If Owner's Representative determines that a change in the Contract Documents is required because of the action taken by the CONTRACTOR in response to such an emergency, a Change Directive or Change Order will be issued to document the consequences of such action, otherwise the OWNER will not be responsible for the CONTRACTOR's emergency action. 6.11.5.2 Authorized agents of the CONTRACTOR shall respond immediately to call-out at any time of any day or night when circumstances warrant the presence on Project site of the CONTRACTOR or its agent to protect the Work or adjacent property from damage, restriction or limitation or to take such action or measures pertaining to the Work as may be necessary to provide for the safety of the public. Should the CONTRACTOR and/or its agent fail to respond and take action to alleviate such an emergency situation, the OWNER may direct other forces to take action as necessary to remedy the emergency condition, and the OWNER will deduct any cost of such remedial action from the funds due to the CONTRACTOR under this Contract. 6.11.5.3 In the event there is an accident involving injury to any individual on or near the Work, the CONTRACTOR shall notify Owner's Representative within twenty-four (24) hours of the event and shall be responsible for recording the location of the event and the circumstances surrounding the event through 00700 04-2020 Page 21 General Conditions photographs, interviewing witnesses, obtaining medical reports and other documentation that describes the event. Copies of such documentation shall be provided to Owner's Representative, for the OWNER's and E/A's records,. within forty-eight (48) hours of the event. 6.12 Continuing the Work: The CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with the OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as the OWNER and the CONTRACTOR may agree in writing. 6.13 CONTRACTOR's General Warranty and Guarantee: 6.13.1 The CONTRACTOR warrants and guarantees to the OWNER that all Work will be performed in a good and workmanlike manner in accordance with the Contract Documents and will not be defective. The CONTRACTOR's warranty and guarantee hereunder excludes defects or damage caused by: .1 abuse, modification or improper maintenance or operation by persons other than the CONTRACTOR. Subcontractors or Suppliers; or .2 normal wear and tear under normal usage. 6.13.2 The CONTRACTOR's obligation to perform and complete the Work in a good and workmanlike manner in accordance with the Contract Documents shall be absolute. None of the following will constitute acceptance of Work not in accordance with the Contract Documents or a release of the CONTRACTOR's obligation to perform the Work in accordance with the Contract Documents: .1 observations by s Owner' Representative and/or E/A; .2 recommendation of any progress or final payment by Owner's Representative. .3 the issuance of a certificate of Substantial Completion or any payment by the OWNER to the CONTRACTOR under the Contract Documents, ' .4 use or occupancy of the Work or any part thereof by the OWNER, .5 any acceptance by the OWNER or any failure to do so, ' .6 any review of a Shop Drawing or sample submittal, .7 any inspection, test or approval by others, or ' .8 any correction of defective Work by the OWNER. .9 the failure of the OWNER, E/A or any other person or entity acting on behalf of the OWNER or E/A to observe, detect or discover any defect in the Work or any non-conformance of the Work with any requirement of the Contract Documents. CONTRACTOR hereby waives any claim or defense to any claim by the OWNER that any failure by the OWNER, E/A, or any other person or entity acting on behalf of the OWNER or E/A to observe, detect or discover any defect in the Work relieves or releases, in whole or in part, CONTRACTOR from any obligations or responsibility for the correction of such defects or any other obligation of CONTRACTOR under the Contract Documents. 6.14 Indemnification: 00700 04-2020 Page 22 General Conditions 6.14.1 TO THE FULLEST EXTENT PERMITTED BY LAW,AND IN ADDITION TO ANY OTHER OBLIGATIONS OF CONTRACTOR UNDER THE CONTRACT OR OTHERWISE, CONTRACTOR SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS OWNER, ITS COUNCIL MEMBERS , EMPLOYEES, AGENTS, AND CONSULTANTS INCLUDING, BUT NOT LIMITED TO THE E/A (THE "INDEMNIFIED PARTIES" OR INDEMNIFIED PARTY", FROM AND AGAINST ALL CLAIMS, COSTS, LOSSES, AND DAMAGES (INCLUDING BUT NOT LIMITED TO ALL FEES AND CHARGES OF ENGINEERS, ARCHITECTS, ATTORNEYS, CONSULTANTS, EXPERTS AND OTHER PROFESSIONALS AND ALL COURT OR ARBITRATION OR OTHER DISPUTE RESOLUTION COSTS) ARISING OUT OF OR RELATING TO THE PERFORMANCE OF THE WORK, REGARDLESS OF WHETHER SUCH CLAIMS, COSTS, LOSSES, AND DAMAGES ARE CAUSED, IN WHOLE OR IN PARTY BY THE ACTS, ACTIONS, ERRORS OR OMISSIONS OF AN INDEMNIFIED PARTY. BECAUSE OWNER IS A MUNICIPALITY, THE TERMS AND PROVISIONS OF SUBCHAPTER C OF CHAPTER 151 OF THE TEXAS INSURANCE CODE ("CHAPTER 151") DOES NOT APPLY TO THE OWNER. IF, HOWEVER, ANY PROVISION OF CHAPTER 151 APPLIES TO THE OWNER, IT IS THE INTENT OF THE OWNER THAT IF THE PROVISIONS OF CHAPTER 151 DO APPLY, NOTHING HEREIN SHALL IMPOSE ANY REQUIREMENTS ON CONTRACTOR THAT ARE PROHIBITED BY CHAPTER 151 AND THAT ANY OF THE PROVISIONS HEREOF THAT ARE NOT PROHIBITED BY CHAPTER 151 SHALL REMAIN IN FULL FORCE AND EFFECT. ACCORDINGLY, IN THE EVENT THAT IN CONSTRUING AND INTERPRETING THE CONTRACT DOCUMENTS, A COURT OF COMPETENT JURISDICTION OR, IF APPLICABLE, AN ARBITRATOR, DETERMINES THAT CHAPTER 151 APPLIES TO THE OWNER, THEN THE COURT OR ARBITRATOR SHALL REFORM THE PROVISIONS HEREOF SO AS TO COMPLY WITH CHAPTER 151 AND SUCH REFORMATION SHALL NOT AFFECT THE VALIDITY OF ANY PROVISIONS HEREOF THAT ARE NOT PROHIBITED BY CHAPTER 151. 6.14.2 The indemnification obligation under paragraph 6.14.1 shall not be limited in any way by any limitation on the amount or type of damages, or compensation or benefits payable by or for the CONTRACTOR or any such Subcontractor, Supplier or other person or organization under workers' compensation acts, disability benefit acts or other employee benefit acts. 6.14.3 The obligations of the CONTRACTOR under paragraph 6.14.1 shall not extend to the liability of the OWNER, E/A, E/A's consultants, and their officers, directors, partners, employees or agents caused primarily by negligent preparation of maps, drawings, surveys, designs or specifications upon which is placed the applicable state-authorized design professional seal of the OWNER's, E/A's or E/A's consultant's officers, directors, partners, employees or agents. 6.14.4 In the event the CONTRACTOR fails to follow the OWNER's directives concerning use of the site, scheduling or course of construction, or engages in other conduct which proximately causes damage to property based on inverse condemnation or otherwise, then and in that event, the CONTRACTOR shall indemnify the OWNER against all costs resulting from such claims. 6.14.5 In the event the CONTRACTOR unreasonably delays progress of the work being done by others on the site so as to cause loss for which the OWNER becomes liable, then the CONTRACTOR shall reimburse the OWNER for such loss. 6.15 Survival of Obligations: All representations, indemnifications, warranties and guarantees made in, required by or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion and acceptance of the Work and termination or completion of the Agreement. 6.16 Losses from Natural Causes: Unless otherwise specified, all loss or damage to the CONTRACTOR arising out of the nature of the Work to be done or from action of the elements, floods or from unforeseeable circumstances in prosecution of the Work or from 00700 04-2020 Page 23 General Conditions unusual obstructions or difficulties which may be encountered in prosecution of the Work, shall be sustained and borne by the CONTRACTOR at its own cost and expense. 6.17 Notice of Claim: Should the CONTRACTOR suffer injury or damage to person or property because of any error, omission or act of the OWNER or of any of the OWNER's employees or agents or others for whose acts the OWNER is liable, a Claim will be made to the other party within thirty (30) calendar days of the event giving rise to such injury or damage. The provisions of this paragraph 6.17 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations, statute of repose, or any other provision of the Contract Documents. 6.18 Liquidated Damages: At set forth in the Agreement, paragraph 1.2,the CONTRACTOR or its Surety shall be liable for Liquidated Damages for the CONTRACTOR's failure to timely complete the Work or any portion thereof within the Contract Time. See Supplemental Conditions for amount of Liquidated Damages. ARTICLE 7 -OTHER WORK 7.1 The OWNER may perform other work related to the Project at the site by the OWNER's own forces, or let other contracts therefor, or have other work performed by utility owners. If the CONTRACTOR believes that delay or additional cost is involved because of such action by the OWNER, the CONTRACTOR may make a Claim as L provided in Article 11 or Article 12. 7.2 The CONTRACTOR shall afford other contractors who are in a contract with the OWNER and each utility owner (and the OWNER, if the OWNER is performing the additional work with the OWNER's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work and shall properly connect and coordinate the Work with theirs. Unless ' otherwise provided in the Contract Documents, the CONTRACTOR shall do all cutting, fitting and patching of the Work that may be required to make its several parts come together properly and integrate with such other work. The CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their work s and will only cut or alter their work with the written consent of Owner's Representative and the other contractors whose work will be affected. The CONTRACTOR shall promptly remedy damage caused by the CONTRACTOR to completed or partially completed construction or to property of the OWNER or separate contractors 7.3 If the proper execution or results of any part of the CONTRACTOR's Work depends upon work performed ' by others under this Article 7, the CONTRACTOR shall inspect such other work and promptly report to Owner's Representative in writing any delays, defects or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of the CONTRACTOR's Work. The CONTRACTOR's failure to report will constitute an acceptance of such other work as fit and proper for integration with the CONTRACTOR's Work except for latent or non-apparent defects and deficiencies in such other work. 7.4 The OWNER shall provide for coordination of the activities of the OWNER's own forces and of each separate contractor with the Work of the CONTRACTOR, who shall cooperate with them. The CONTRACTOR shall participate with other separate contractors and Owner's Representative in reviewing their construction schedules when directed to do so. The CONTRACTOR shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the CONTRACTOR, separate contractors and the OWNER until subsequently revised. 7.5 Unless otherwise stated herein, costs caused by delays or by improperly timed activities or defective construction shall be borne by the party responsible therefor. 7.6 If CONTRACTOR damages, delays, disrupts or interferes with the work of any other contractor, or any utility owner performing other work at or adjacent to the site of the Project, through CONTRACTOR's failure to take reasonable and customary measures to avoid such impacts, or if any claim arising out of CONTRACTOR's actions, 00700 04-2020 Page 24 General Conditions inactions or negligence in performance of the Work at or adjacent to the site of the Project is made by any such other contractor or utility owner against CONTRACTOR, OWNER, or E/A, then CONTRACTOR shall (1) promptly attempt to settle the claim as to all parties through negotiations with such other contractor or utility owner, or otherwise resolve the claim by arbitration or other dispute resolution proceeding or at law, and (2) INDEMNIFY AND HOLD HARMLESS THE INDEMNIFIED PARTIES, INCLUDING, BUT NOT LIMITED TO THE E/A FROM AND AGAINST ANY SUCH CLAIMS,AND AGAINST ALL COSTS, LOSSES,AND DAMAGES(INCLUDING BUT NOT LIMITED TO ALL FEES AND CHARGES OF ENGINEERS, ARCHITECTS, ATTORNEYS, AND OTHER PROFESSIONALS AND ALL COURT OR ARBITRATION OR OTHER DISPUTE RESOLUTION COSTS) ARISING OUT OF OR RELATING TO SUCH DAMAGE, DELAY, DISRUPTION, OR INTERFERENCE. ARTICLE 8 -OWNER'S RESPONSIBILITIES 8.1 Prior to the start of construction, the OWNER will designate in writing a person or entity to act as Owner's Representative during construction. Except as otherwise provided in these General Conditions, the OWNER shall issue all communications to the CONTRACTOR through Owner's Representative. 8.2 The OWNER will not supervise, direct, control or have authority over or be responsible for the CONTRACTOR's means, methods, techniques, sequences or procedures of construction or the safety precautions and programs incident thereto. The OWNER is not responsible for any failure of the CONTRACTOR to comply with laws and regulations applicable to furnishing or performing the Work. The OWNER is not responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. Failure or omission of the OWNER to discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from the obligation to properly and fully perform the Contract. 8.3 The OWNER is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 8.4 Information or services under the OWNER's control shall be furnished by the OWNER with reasonable promptness to avoid delay in the orderly progress of the Work. 8.5 The foregoing are in addition to other duties and responsibilities of the OWNER enumerated herein and especially those in respect to Article 4 (Availability of Lands, Subsurface and Physical Conditions; Reference Points), Article 7 (Other Work) and Article 14 (Payments to the CONTRACTOR and Completion). 8.6 Notice of Claim: Should the OWNER suffer injury or damage to person or property because of any error, omission or act of the CONTRACTOR or of any of the CONTRACTOR's employees or agents or others for whose acts the CONTRACTOR is liable, a notice of such injury or damage will be sent to the CONTRACTOR within thirty (30) calendar days of the event giving rise to such injury or damage. The provisions of this paragraph 8.6 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations or statute of repose. 8.7 The OWNER is not responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. The failure or omission of the OWNER, E/A or any other person or entity acting on behalf of the OWNER or the E/A to observe, detect, discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from CONTRACTOR's obligation to properly and fully perform the Work pursuant to the Contract Documents. The OWNER shall not be responsible for the acts, errors or omissions of the CONTRACTOR, or any Subcontractor, Supplier or any other person or entity performing or furnishing any of the Work on behalf of the CONTRACTOR. ARTICLE 9 - ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION 9.1 E/A's Authority and Responsibilities: 9.1.1 The duties and responsibilities and the limitations of authority of E/A during construction are set forth in the Contract Documents and shall not be extended without written consent of the OWNER and E/A. The assignment 00700 04-2020 Page 25 General Conditions of any authority, duties or responsibilities to E/A under the Contract Documents, or under any agreement between the OWNER and E/A, or any undertaking, exercise or performance thereof by E/A, is intended to be for the sole and exclusive benefit of the OWNER and is not for the benefit of the CONTRACTOR, Subcontractor, Sub- subcontractor, Supplier, or any other person or organization, or for any surety or employee or agent of any of them. 9.1.2 E/A will not supervise, direct, control or have authority over or be responsible for the CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto. E/A is not responsible for any failure of the CONTRACTOR to comply with laws and regulations applicable to the furnishing or performing the Work. E/A is not responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. Failure or omission of E/A to discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from the obligation to properly and fully perform the Work. 9.1.3 E/A is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 9.1.4 If the OWNER so directs, E/A will review the final Application for Payment and accompanying documentation and all maintenance and operating instructions, schedules, guarantees, bonds and certificates of inspection,tests and approvals and other documentation required to be delivered by Article 14, but only to determine generally that their content complies with the requirements of, and in the case of certificates of inspections, tests and approvals that the results certified indicate compliance with, the Contract Documents. 9.1.5 The limitations upon authority and responsibility set forth in this paragraph 9.1 shall also apply to E/A's Consultants, Resident Project Representative and assistants. 9.2 E/A as Owner's Representative: 9.2.1 E/A may be designated as Owner's Representative under paragraph 8.1. 9.3 Visits to Site: If the OWNER so directs, E/A will make visits to the site at intervals appropriate to the various stages of construction as is necessary in order to observe as an experienced and qualified design professional the progress that has been made and the quality of the various aspects of the CONTRACTOR's executed Work. Based on information obtained L during such visits and observations, E/A will endeavor for the benefit of the OWNER to determine if the Work is proceeding in accordance with the Contract Documents. E/A will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. E/A's efforts will be directed toward providing for the OWNER a greater degree of confidence that the completed Work will conform to the Contract Documents. On the basis of such visits and on-site observations, E/A will keep the OWNER informed of the progress of the Work and will endeavor to guard the OWNER against defective Work. E/A's visits and on-site observations are subject to all the limitations on E/A's authority and responsibility set forth in paragraph 9.1. 9.4 Project Representative: If the OWNER and E/A agree, E/A will furnish a Resident Project Representative to assist E/A in providing more continuous observation of the Work. The responsibilities and authority and limitations of any such Resident Project Representative and assistants will be as provided in paragraph 9.1 and in the Supplemental General Conditions. The OWNER may designate another representative or agent to represent the OWNER at the site who is not E/A, E/A's consultant, agent or employee. 9.5 Clarifications and Interpretations: E/A may determine that written clarifications or interpretations of the requirements of the Contract Documents (in the form of drawings or otherwise) are necessary. Such written clarifications or interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents,will be issued with reasonable promptness by Owner's Representative and will be binding on the OWNER and the CONTRACTOR. If the OWNER or the 00700 04-2020 Page 26 General Conditions CONTRACTOR believes that a written clarification or interpretation justifies an adjustment in the Contract Amount or the Contract Times, the OWNER or the CONTRACTOR may make a Claim therefor as provided in Article 11 or Article 12. 9.6 Rejecting Defective Work: E/A may recommend that the OWNER disapprove or reject Work which E/A believes to be defective, or believes will not produce a completed Project that conforms to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents, ARTICLE 10 -CHANGES IN THE WORK 10.1 Changes: 10.1.1 Without invalidating the Contract and without notice to any surety, the OWNER, at any time or from time to time, may order additions, deletions or revisions in the Work. Such changes in the Work will be authorized by Change Order, Change Directive or Field Order. 10.1.2 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the CONTRACTOR shall proceed promptly, unless otherwise provided in the Change Order, Change Directive or Field Order 10.1.3 The CONTRACTOR shall not be entitled to an increase in the Contract Amount or an extension of the Contract Times with respect to any Work performed that is not required by the Contract Documents as amended, modified and supplemented as provided in paragraph 3.3.1 and paragraph 3.3.2, except in the case of an emergency as provided in paragraph 6.11.5 or in the case of uncovering Work as provided in paragraph 13.4. 10.1.4 Except in the case of an emergency as provided in paragraph 6.11.5, a Change Order or Change Directive is required before the CONTRACTOR commences any activities associated with a change in the Work which, in the CONTRACTOR 's opinion, will result in a change in the Contract Amount and/or Contract Times. 10.1.5 If notice of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Amount or Contract Times) is required by the provisions of any Bond to be given to a surety, the giving of any such notice will be the CONTRACTOR's responsibility, and the amount of each applicable Bond will be adjusted accordingly. 10.2 Change Orders: 10.2.1 The OWNER and the CONTRACTOR shall execute appropriate written Change Orders covering: .1 a change in the Work, .2 the amount of the adjustment in the Contract Amount, if any, and .3 the extent of the adjustment in the Contract Time, if any 10.2.2 An executed Change Order shall represent the complete, equitable, and final amount of adjustment in the Contract Amount and/or Contract Time owed to the CONTRACTOR or the OWNER as a result of the occurrence or event causing the change in the Work encompassed by the Change Order. 10.3 Change Directives: 10.3.1 The OWNER may by written Change Directive,without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Amount 00700 04-2020 Page 27 General Conditions and Contract Time being adjusted as necessary. A Change Directive shall be used in the absence of complete and prompt agreement on the terms of a Change Order. 10.3.2 If the Change Directive provides for an adjustment to the Contract Amount, the adjustment shall be based on the method provided for in paragraph 11.5. 10.3.3 A Change Directive shall be recorded later by preparation and execution of an appropriate Change Order. 10.3.4 Upon receipt of a Change Directive, CONTRACTOR shall promptly proceed with the change in the Work involved. 10.4 Field Order: 10.4.1 Owner's Representative may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Amount or the Contract Times and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These shall be accomplished by written Field Order and shall be binding on the OWNER and on the CONTRACTOR who shall perform the Work involved promptly. 10.4.2 If the CONTRACTOR believes that a Field Order would require an adjustment in the Contract Amount and/or Contract Times, the CONTRACTOR shall make written request to Owner's Representative for a Change Order. Any request by the CONTRACTOR for an adjustment in Contract Amount and/or Contract Times shall be made in writing prior to beginning the work covered by the Field Order. 10.5 No Damages for Delay: Except as otherwise provided in the Contract Documents, the CONTRACTOR shall receive no compensation for ` delays or hindrances to the Work. If delay is caused by specific orders given by the OWNER to stop Work for reasons for which the CONTRACTOR is not responsible, or such delay is not caused by active interference in the Work by OWNER for reasons for which the CONTRACTOR is not responsible, then such delay will entitle the CONTRACTOR only to an equivalent extension of time, the CONTRACTOR's application for which shall, however, be subject to approval of the OWNER. No such extension of time shall release the CONTRACTOR or surety on its performance bond from all the CONTRACTOR's obligations hereunder which shall remain in full force until discharge of the Contract. ARTICLE 11 - CHANGE OF CONTRACT AMOUNT ' 11.1 The Contract Amount is stated in the Agreement and, including authorized adjustments, is the total amount payable by the OWNER to the CONTRACTOR for performance of the Work under the Contract Documents. 11.2 The original Contract Amount may not be increased by more than twenty-five percent (25%) and it may not be decreased more than twenty-five percent (25%) without the consent of the CONTRACTOR to such decrease. 11.3 The Contract Amount shall only be changed by a Change Order. Any claim for an adjustment in the Contract Amount shall be made by Written Notice delivered by the party making the Claim to the other party promptly (but in no event later than thirty(30)calendar days)after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall represent that the adjustment claimed covers all known amounts to which claimant is entitled as a result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in the Contract Amount shall be determined as set out in Article 16. 11.4 Determination of Value of Work: 00700 04-2020 Page 28 General Conditions 11.4.1 The value of any Work covered by a Change Order or of any Claim for an adjustment in the Contract Amount will be determined by one or more of the following methods: .1 by application of unit prices contained in the Contract Documents to the quantities of the items involved. .2 by a mutually agreed lump sum properly itemized and supported by sufficient substantiating data to permit evaluation. .3 by cost of Work plus the CONTRACTOR's fee for all overhead costs and profit (determined as provided in paragraph 11.5). 11.4.2 Before using the method described in paragraph 11.4.1.3, the OWNER and the CONTRACTOR agree to negotiate a Change Order using the methods identified in paragraph 11.4.1.1 and paragraph 11.4.1.2, as appropriate, to determine the adjustment in the Contract Amount. 11.5 Cost of Work: If neither of the methods defined in paragraph 11.4.1.1 or paragraph 11.4.1.2 can be agreed upon before a change in the Work is commenced which will result in an adjustment in the Contract Amount, the OWNER may issue a Change Directive to the CONTRACTOR. If the OWNER elects to issue a Change Directive, CONTRACTOR shall perform the Changed Work and payment will be made as follows: .1 For all personnel, the CONTRACTOR will receive the rate or wage specified in the prevailing wage rates established in Section 00900 for each hour that said personnel are actually engaged in such Work, to which will be added an amount equal to twenty-five percent (25%) of the sum thereof as compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. No separate charge will be made by the CONTRACTOR for organization or overhead expenses. For the cost of premiums on public liability insurance, workers' compensation insurance, social security and unemployment insurance, an amount equal to fifty-five percent (55%) of the wages paid personnel, excluding the twenty-five(25%)compensation provided above, will be paid to the CONTRACTOR. The actual cost of the CONTRACTOR's bond(s) on the extra Work will be paid based on invoices from surety. No charge for superintendence will be made unless considered necessary and ordered by the OWNER. .2 The CONTRACTOR will receive the actual cost, including freight charges, of the materials used on such Work, to which costs will be added a sum equal to twenty-five percent (25%) thereof as compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. In case material invoices indicate a discount may be taken, the actual cost will be the invoice price minus the discount. .3 For machinery, trucks, power tools, or other similar equipment agreed to be necessary by the OWNER and the CONTRACTOR, the OWNER will allow the CONTRACTOR the rate as given in the latest edition of the Associated General Contractors of America "Contractor's Equipment Cost Guide" as published by Dataquest for each hour that said tools or equipment are in use on such work, which rate includes the cost of fuel, lubricants and repairs. No additional compensation will be allowed on the equipment for the CONTRACTOR's overhead and profit. .4 The compensation, as herein provided for, shall be received by the CONTRACTOR and any affected Subcontractor as payment in full for work done by Change Directive and will include use of small tools, and total overhead expense and profit. The CONTRACTOR and the Owner's Representative shall compare records of work done by Change Directive at the end of each day. Copies of these records will be made upon forms provided for this purpose by the OWNER and signed by both Owner's Representative and the CONTRACTOR, with one (1) copy being retained by the OWNER and one (1) by the CONTRACTOR. Refusal by the CONTRACTOR to sign these records within two (2) working days of presentation does not invalidate the accuracy of the record. 00700 04-2020 Page 29 General Conditions 11.6 Unit Price Work: 11.6.1 Where the Contract Documents provide that all or part of the Work is to be unit price Work, initially the Contract Amount will be deemed to include for all unit price work an amount equal to the sum of the established unit price for each separately identified item of unit price work times the estimated quantity of each item as indicated in the Bid. The estimated quantities of items of unit price work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Amount. Determinations of the actual quantities and classifications of unit price work performed by the CONTRACTOR will be made by Owner's Representative. Owner's Representative will review with the CONTRACTOR the preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). 11.6.2 When "plan quantity" is indicated for a bid item, the CONTRACTOR shall be paid the amount specified in the Contract Documents without any measurements. 11.6.3 Each unit price will be deemed to include an amount considered by the CONTRACTOR to be adequate to cover the CONTRACTOR's overhead and profit for each separately identified item. 11.6.4 A Major Item is any individual bid item in the Bid that has a total cost equal to or greater than five percent (5%) of the original Contract Amount or $50,000, whichever is greater, computed on the basis of bid quantities and Contract unit prices. 11.6.5 The OWNER or the CONTRACTOR may make a Claim for an adjustment in the Contract Amount in accordance with Article 11 if: .1 the actual quantity of any Major Item should become as much as twenty percent (20%) more than or twenty percent (20%) less than in the Bid- or t .2 The CONTRACTOR presents proper documentation contesting the accuracy of "plan quantity," and Owner's Representative verifies quantity and determines original quantity is in error by five percent (5%) or more. 11.6.6 Right to Verify Information: The CONTRACTOR agrees that any designated representative of the OWNER { shall have the right to examine the CONTRACTOR's records to verify the accuracy and appropriateness of the pricing data used to price change proposals. Even after a Change Order Proposal has been approved, the d CONTRACTOR agrees that if the OWNER later determines the cost and pricing data submitted was inaccurate, incomplete, not current or not in compliance with the terms of this Agreement regarding pricing of change orders, then an appropriate contract price reduction will be made. 11.6.7 Pricing Information Requirements: The CONTRACTOR agrees to provide and require all subcontractors to provide a breakdown of allowable labor and labor burden cost information as outlined herein. This information will be used to evaluate the potential cost of labor and labor burden related to change order work. It is intended that this information represent an accurate estimate of the CONTRACTOR's actual labor and labor burden cost components. This information is not intended to establish fixed billing or change order pricing labor rates. However, at the time change orders are priced the submitted cost data for labor rates may be used to price change order work. The accuracy of any such agreed-upon labor cost components used to price change orders will be subject to later audit. Approved change order amounts may be adjusted later to correct the impact of inaccurate labor cost components if the agreed-upon labor cost components are determined to be inaccurate. ARTICLE 12 -CHANGE OF CONTRACT TIMES 12.1 Working Day and Calendar Day Contracts: 12.1.1 The Contract Times (or Milestones) shall only be changed by Change Order or Time Extension Request duly executed by both the CONTRACTOR and Owner's Representative. Any claim for an adjustment of the Contract Times (or Milestones)shall be made by Written Notice delivered by the party making the Claim to the other 00700 04-2020 Page 30 General Conditions party promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event giving rise to the delay and stating the general nature of the delay. Notice of the extent of the delay with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall represent that the adjustment claimed is the entire adjustment to which claimant is entitled as a result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in the Contract Times (or Milestones) shall be determined as set out in Article 16. No Claim for an adjustment in the Contract Times (or Milestones) will be valid if not submitted in accordance with the requirements of this paragraph. 12.1.2 When the CONTRACTOR is at fault and the OWNER stops the Work so that corrections in the Work can be made by the CONTRACTOR, then no extension in time will be allowed. 12.1.3 When the CONTRACTOR is prevented from completing any part of the Work within the Contract Times (or Milestones) due to delay for which the CONTRACTOR is not responsible, an extension of the Contract Times (or Milestones) in an amount equal to the time lost due to such delay will be considered by OWNER. Any extension of the Contract Time shall be the CONTRACTOR's sole and exclusive remedy for such delay. However, adverse weather shall not be considered justification for extension of Contract Times on Calendar Day contracts, except as provided for in paragraph 12.2. 12.1.4 The OWNER will consider time extension requests and may grant the CONTRACTOR an extension of time because of: .1 Changes ordered in the Work which justify additional time. .2 Failure of materials or products being at the Project site due to delays in transportation or failures of Suppliers, for which the CONTRACTOR, a Subcontractor or a Supplier is not responsible. The request for an extension of time shall be supported by a recitation of acts demonstrating that such delays were beyond the control of the CONTRACTOR, a Subcontractor or a Supplier including but not limited to, the CONTRACTOR's, the Subcontractor's or the Supplier's efforts to overcome such delays documented as follows: a) Copy of purchase order for delayed item(s) indicating date ordered by the CONTRACTOR/Subcontractor and date purchase order received by Supplier. b) If item(s) require Shop Drawings or other submittal information in accordance with the Contract Documents, provide record of date submittal(s) forwarded to Owner's Representative, date submittal(s) returned to the CONTRACTOR, and date submittal(s) forwarded to Supplier. c) Copy of document(s) from Supplier, on Supplier's letterhead, indicating date(s) item(s) would be ready for shipment and/or actual shipment date(s). d) Copies of all correspondence between the CONTRACTOR/Subcontractor and Supplier indicating the CONTRACTOR/Subcontractor's efforts to expedite item(s). e) If item(s) are being purchased by a Subcontractor, provision of meeting notes, correspondence, and the like which reflect the CONTRACTOR's efforts with the Subcontractor to expedite delivery of the item(s). .3 When acts of the OWNER, E/A, utility owners or other contractors employed by the OWNER delay progress of work through no fault of the CONTRACTOR. .4 When the CONTRACTOR is delayed by strikes, lockouts, fires, losses from natural causes, or other unavoidable cause or causes beyond the CONTRACTOR's control. 12.2 Calendar Day Contracts: 00700 04-2020 Page 31 General Conditions Under a Calendar Day Contract, the CONTRACTOR may also be granted an extension of time because of unusual inclement weather that is beyond the normal weather expected for the Williamson and Travis Counties. Texas area. Normal weather which prevents the CONTRACTOR from performing Work is expected during a Calendar Day Contract, and is not a justification for an extension of time. The following delineates the number of days per month for which, for purposes of Calendar Day Contracts, expected normal weather will prevent performance of Work: January.......................... 7 days February........................ 7 days March............................. 7 days April............................... 7 days May................................ 8 days June................................ 6 days July................................. 6 days August........................... 5 days September..................... 7 days October.......................... 7 days November..................... 7 days December...................... 7 days Days per month exceeding the number shown above may be credited as Rain Days if a Claim is made in accordance with paragraph 12.1.1 and meets the following definition: a "Rain Day" is any day in which a weather event occurs at the site and is sufficient to prevent the CONTRACTOR from performing units of Work critical to maintaining the project schedule during the entire day. ARTICLE 13 -TESTS AND INSPECTIONS: AND CORRECTION OR REMOVAL OF DEFECTIVE WORK 13.1 Notice of Defects: Prompt notice of all defective Work of which the OWNER or E/A has actual knowledge will be given to the CONTRACTOR. All defective Work may be rejected or corrected as provided for in Article 13. 13.2 Access to Work: The OWNER, E/A, E/A's Consultants, other representatives and personnel of the OWNER, independent testing laboratories and governmental agencies having jurisdiction will have unrestricted physical access to the Work site F for observing, inspecting and testing. The CONTRACTOR shall provide them proper and safe conditions for such access, and advise them of the CONTRACTOR's site safety procedures and programs so that they may comply therewith as applicable. 13.3 Tests and Inspections: 13.3.1 The CONTRACTOR shall give timely notice of readiness of the Work for all required inspections, tests or approvals, and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. 13.3.2 The OWNER shall employ and pay for services of an independent testing laboratory to perform all inspections, tests or approvals required by the Contract Documents except: .1 for inspections, tests or approvals covered by paragraph 13.3.3 below, .2 for reinspecting or retesting defective Work; and .3 as otherwise specifically provided in the Contract Documents. All testing laboratories shall be those selected by the OWNER. 00700 04-2020 Page 32 General Conditions 13.3.3 If laws or regulations of any public body having jurisdiction require any Work (or part thereof) specifically to be inspected, tested or approved by an employee or other representative of such public body, the CONTRACTOR shall assume full responsibility for arranging and obtaining such inspections, tests or approvals, pay all costs in connection therewith and furnish Owner's Representative the required certificates of inspection or approval. The CONTRACTOR shall also be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests or approvals required for the OWNER's and E/A's review of materials or equipment to be incorporated in the Work, or of materials, mix designs or equipment submitted for review prior to the CONTRACTOR's purchase thereof for incorporation in the Work. 13.4 Uncovering Work: 13.4.1 If any Work (or the work of others) that is to be inspected, tested or approved is covered by the CONTRACTOR without concurrence of Owner's Representative, or if any Work is covered contrary to the written request of Owner's Representative, it must, if requested by Owner's Representative, be uncovered and recovered at the CONTRACTOR's expense. 13.4.2 If Owner's Representative considers it necessary or advisable that covered Work be observed, inspected or tested, the CONTRACTOR shall uncover, expose or otherwise make available for observation, inspection or testing that portion of the Work in question, furnishing all necessary labor, material and equipment. If it is found that such Work is defective, the CONTRACTOR shall pay all claims, costs, losses and damages caused by, arising out of or resulting from such uncovering, exposure, observation, inspection and testing and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); and the OWNER shall be entitled to an appropriate decrease in the Contract Amount, and may make a Claim therefor as provided in Article 11. If, however, such Work is not found to be defective, the CONTRACTOR shall be allowed an increase in the Contract Amount or an extension of the Contract Times (or Milestones), or both, directly attributable to such uncovering, exposure, observation, inspection, testing, replacement and reconstruction, and the CONTRACTOR may make a Claim therefor as provided in Article 11 and Article 12. 13.5 OWNER May Stop the Work: 13.5.1 If the Work is defective, or the CONTRACTOR fails to supply sufficient skilled workers or suitable materials or equipment, or fails to furnish or perform the Work in such a way that the completed Work will conform to the Contract Documents, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order has been eliminated, however, this right of the OWNER to stop the Work shall not give rise to any duty on the part of the OWNER to exercise this right for the benefit of the CONTRACTOR or any surety or other Party. 13.5.2 If the CONTRACTOR fails to correct defective Work or submit a satisfactory plan to take corrective action, with procedure and time schedule, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof, until cause for such order has been eliminated, or take any other action permitted by this Contract. A notice to stop the Work, based on defects, shall not stop calendar or working days charged to the Project. 00700 04-2020 Page 33 General Conditions 13.6 Correction or Removal of Defective Work: If required by the OWNER,the CONTRACTOR shall promptly, as directed, either correct all defective Work,whether or not fabricated, installed or completed, or, if the Work has been rejected by Owner's Representative, remove it from the site and replace it with Work that is not defective. The CONTRACTOR shall correct or remove and replace defective Work, or submit a plan of action detailing how the deficiency will be corrected, within the time frame identified in the notice of defective Work. The CONTRACTOR shall pay all claims, costs, losses and damages caused by or resulting from such correction or removal (including but not limited to all costs of repair or replacement of work of others), including but not limited to all consultant, engineering, expert and attorney's fees incurred by the OWNER as a result of such defective work or as necessary for OWNER to investigate such defective Work and/or to determine the appropriate means or methods to address or correct such defective Work. The OWNER shall have the right, in OWNER's sole discretion, to have the E/A or other consultant specify the means and methods that will be followed to correct or address any defective Work. If the OWNER specifies a means or method by which the defective Work will be addressed or corrected, the CONTRACTOR shall perform the specified work necessary to address or correct the defective Work at CONTRACTOR's sole cost and expense. 13.7 Warranty period: 13.7.1 If, at any time after the date of Substantial Completion or such longer period of time as may be prescribed by laws or regulations or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Work is found to be defective, the CONTRACTOR shall promptly, without cost to the OWNER and in accordance with the OWNER's written instructions: (i) correct such defective Work, or, if it has been rejected by the OWNER, remove it from the site and replace it with Work that is not defective, and (ii) satisfactorily correct or remove and replace any damage to other Work or the work of others resulting therefrom. f If the CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the OWNER may have the defective Work corrected or the rejected Work removed and replaced, and all claims, costs, losses and damages caused by or resulting from such removal and replacement (including but not limited to all costs of repair or replacement of work of others and all consultant, expert and attorney's fees incurred by OWNER) will be paid by the CONTRACTOR. 13.7.2 In special circumstances where a particular item of equipment is placed in continuous service before ' Substantial Completion of all the Work, the warranty period for that item may start to run from an earlier date if so provided in the Contract Documents and agreed to by OWNER. 13.8 OWNER May Correct Defective Work: If the CONTRACTOR fails within a reasonable time after Written Notice of the OWNER to correct defective Work, or to remove and replace rejected Work, or if the CONTRACTOR fails to perform the Work in accordance with the Contract Documents, or if the CONTRACTOR fails to comply with any other provision of the Contract Documents, the OWNER may, after seven (7) calendar days' Written Notice to the CONTRACTOR, correct and remedy any such deficiency. If, in the opinion of Owner's Representative, significant progress has not been made during this seven (7)calendar day period to correct the deficiency,the OWNER may exercise any actions necessary to remedy the deficiency. In exercising the rights and remedies under this paragraph,the OWNER shall proceed expeditiously. In connection with such corrective and remedial action, the OWNER may exclude the CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend the CONTRACTOR's services related thereto, and incorporate in the Work all materials and equipment stored at the site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere. The CONTRACTOR shall allow the OWNER, its agents and employees,the OWNER's other contractors, E/A and E/A's consultants access to the site to enable the OWNER to exercise the rights and remedies under this paragraph. All claims, costs, losses and damages incurred or sustained by the OWNER in exercising such rights and remedies will be charged against the CONTRACTOR and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the 00700 04-2020 Page 34 General Conditions Work. Such claims, costs. losses and damages will include but not be limited to all costs of repair or replacement of work of others destroyed or damaged by correction, removal or replacement of the CONTRACTOR's defective Work and any and all consultant, expert and attorneys fees incurred by OWNER as a result of OWNER's correction of defective WORK The CONTRACTOR shall not be allowed an extension of the Contract Times (or Milestones), or claims of damage because of any delay in the performance of the Work attributable to the exercise by the OWNER of the OWNER's rights and remedies hereunder. 13.9 ACCEPTANCE OF DEFECTIVE WORK If, instead of requiring correction or removal and replacement of defective Work, OWNER prefers to accept it, OWNER may do so. CONTRACTOR shall pay all claims, costs, losses, and damages attributable to OWNER's evaluation of and determination to accept such defective Work, including but not limited to any expert, engineering or other consultant's fees incurred by the OWNER to investigate such defective Work and/or to determine the appropriate means or methods and work necessary to allow OWNER to accept the defective Work and CONTRACTOR shall pay for all work required to be performed to allow OWNER to accept the defective Work and any estimated costs, expenses and damages OWNER may sustain in the future as a result of accepting the defective Work, including any diminution in value of the Project as a result of accepting the defective Work. If any such acceptance occurs prior to final payment, the necessary revisions in the Contract Documents with respect to the Work shall be incorporated in a Change Order. If the parties are unable to agree as to the decrease in the Contract Price, then OWNER may impose a reasonable set-off against payments due under the Contract Documents. If the acceptance of defective Work occurs after final payment, CONTRACTOR shall pay to OWNER the above described costs, expenses and damages incurred by OWNER as a result of OWNER's acceptance of defective Work. ARTICLE 14 -PAYMENTS TO CONTRACTOR AND COMPLETION 14.1 Application for Progress Payment: 14.1.1 Not more than once per month, the CONTRACTOR shall submit to Owner's Representative for review an Application for Payment, in a form acceptable to the OWNER, filled out and signed by the CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents or as required by OWNER. 14.1.2 Such applications shall not include requests for payment on account of changes in the Work which have been properly authorized by Change Directives but not yet included in Change Orders. 14.1.3 Such applications shall not include requests for payment of amounts the CONTRACTOR does not intend to pay to a Subcontractor or Supplier because of a dispute or other reason. 14.1.4 Owner will not pay for materials or equipment not incorporated in the Work but delivered and suitably stored at the site or at another location. Payment will be made by Owner only for Work completed in accordance with the Contract Documents. 14.1.5 Where the original Contract Amount is less than $400,000, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, less ten percent(10%) of the amount thereof, which ten percent (10%)will be retained until final payment, less all previous payments and less all sums that may be retained by the OWNER under the terms of this Agreement Where the original Contract Amount is$400,000 or more, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, less five percent (5%) of the amount thereof, which five percent (5%)will be retained until final payment, less all previous payments and less all sums that may be retained by the OWNER under the terms of this Agreement. In either case, if the Work is near completion and delay occurs due to no fault or neglect of the CONTRACTOR, the OWNER may pay a portion of the retained amount to the CONTRACTOR. The CONTRACTOR, at the OWNER's option, may be relieved of the obligation to complete the Work and, thereupon, the CONTRACTOR shall receive payment of the balance due under the Contract subject to the conditions stated under paragraph 15.2 00700 04-2020 Page 35 General Conditions t 14.1.6 Applications for Payment shall include the following documentation: .1 updated progress schedule, .2 monthly subcontractor report, and (l .3 any other documentation required under the Supplemental General Conditions. 14.2 CONTRACTOR's Warranty of Title: The CONTRACTOR warrants and guarantees that title to all Work, materials and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to the OWNER not later than the time of payment to the CONTRACTOR free and clear of all liens. 14.3 Review of Applications for Progress Payment: 14.3.1 Owner's Representative will, within seven (7) calendar days after receipt of each Application for Payment, either indicate a recommendation for payment and forward the Application for processing by the OWNER, or return the Application to the CONTRACTOR indicating Owner's Representative's reasons for refusing to recommend payment. In the latter case,the CONTRACTOR may make the necessary corrections and resubmit the Application. r 14.3.2 Owner's Representative's recommendation of any payment requested in an Application for Payment will constitute a representation by Owner's Representative, based upon Owner's Representative's on-site observations l of the executed Work and on Owner's Representative's review of the Application for Payment and the accompanying data and schedules, that to the best of Owner's Representative's knowledge, information and belief: .1 the Work has progressed to the point indicated; and P 9 .2 the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for unit price Work, and to any other qualifications stated in the recommendation). 14.3.3 By recommending any such payment, Owner's Representative will not thereby be deemed to have 4 represented that: .1 inspections have been made to check the quality or the quantity of the Work or that the Work has been I performed in accordance with the Contract Documents, .2 examination has been made to ascertain how or for what purpose the CONTRACTOR has used money previously paid on account of the Contract Amount, .3 the CONTRACTOR's construction means, methods, techniques, sequences or procedures have been reviewed, or .4 that there may not be other matters or issues between the parties that might entitle the CONTRACTOR to be paid additionally by the OWNER or entitle the OWNER to withhold payment to the CONTRACTOR. 14.4 Decisions to Withhold Payment: 14.4.1 The OWNER may withhold or nullify the whole or part of any payment to such extent as may be necessary on account of: .1 defective Work not remedied, 00700 04-2020 Page 36 General Conditions .2 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Amount, .3 damage to the OWNER or another contractor, .4 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; .5 failure of the CONTRACTOR to submit a schedule of values in accordance with the Contract Documents, .6 failure of the CONTRACTOR to submit a submittal schedule in accordance with the Contract Documents, .7 failure of the CONTRACTOR to submit or update construction schedules in accordance with the Contract Documents, .8 failure of the CONTRACTOR to maintain a record of changes on drawings and documents, .9 failure of the CONTRACTOR to maintain weekly payroll reports, .10 failure of the CONTRACTOR to submit monthly subcontractor reports, .11 the CONTRACTOR's neglect or unsatisfactory prosecution of the Work, including failure to clean up, or .12 failure of the CONTRACTOR to comply with any provision of the Contract Documents. .13 OWNER's disagreement with the recommendation of the Owner's Representative, provided the OWNER has provided a Written Notice to the CONTRACTOR specifying the reasons why OWNER does not agree with such recommendation. 14.4.2 When the above reasons for withholding payment are removed, the CONTRACTOR shall resubmit a statement for the value of Work performed. Payment will be made within thirty (30) calendar days of receipt of approved Application for Payment. 14.5 Delayed Payments: Should the OWNER fail to make payment to the CONTRACTOR of a sum named in any Application for Payment with which OWNER agrees and has approved for payment within thirty (30) calendar days after the day on which the OWNER received the mutually acceptable Application for Payment, then the OWNER will pay to the CONTRACTOR, in addition to the sum shown as due by such Application for Payment, interest thereon at the rate of one percent (1%) per month from date due until fully paid, which shall fully liquidate any injury to the CONTRACTOR growing out of such delay in payment. 14.6 Arrears: No money shall be paid by the OWNER upon any claim, debt, demand or account whatsoever, to any person, firm or corporation who is in arrears to the OWNER, and the OWNER shall be entitled to counterclaim and offset against any such debt, claim, demand or account so in arrears and no assignment or transfer of such debt, claim, demand or account, shall affect the right of the OWNER to so offset said amounts, and associated penalties and interest if applicable, against the same. 00700 04-2020 Page 37 General Conditions 14.7 Substantial Completion: 14.7.1 If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When the CONTRACTOR considers that the Work, or a portion thereof which the OWNER agrees to accept separately, is substantially complete, the CONTRACTOR shall notify Owner's Representative and request a determination as to whether the Work or designated portion thereof is substantially complete. If Owner's Representative does not consider the Work substantially complete, Owner's Representative will notify the CONTRACTOR giving reasons therefor. Failure on the OWNER's part to list a reason does not alter the responsibility of the CONTRACTOR to complete all Work in accordance with the Contract Documents. After satisfactorily completing items identified by Owner's Representative, the CONTRACTOR shall then submit another request for Owner's Representative to determine substantial completion. If Owner's Representative considers the Work substantially complete, Owner's Representative will prepare and deliver a certificate of Substantial Completion which shall establish the date of Substantial Completion, shall include a punch list of items to be completed or corrected before final payment, shall establish the time within which the CONTRACTOR shall finish the punch list, and shall establish responsibilities of the OWNER and the CONTRACTOR for security, maintenance, heat, utilities, damage to the Work, warranty and insurance. Failure to include an item on the punch list does not alter the responsibility of the CONTRACTOR to complete all Work in accordance with the Contract Documents. The certificate of Substantial Completion shall be signed by the OWNER and the CONTRACTOR to evidence acceptance of the responsibilities assigned to them in such certificate. 14.7.2 The OWNER shall have the right to exclude the CONTRACTOR from the Work after the date of Substantial Completion, but the OWNER will allow the CONTRACTOR reasonable access to complete or correct items on the punch list. 14.8 Partial Utilization: The OWNER, at the OWNER's sole option, shall have the right to take possession of and use any completed or partially completed portion of the Work regardless of the time for completing the entire Work. The OWNER's exercise of such use and possession shall not be construed to mean that the OWNER acknowledges that any part of the Work so possessed and used is substantially complete or that it is accepted by OWNER, and the OWNER's exercise of such use and possession shall not relieve the CONTRACTOR of its responsibility to complete all Work in accordance with the Contract Documents. 14.9 Final Inspection: Upon Written Notice from the CONTRACTOR that the entire Work or an agreed portion thereof is complete, Owner's Representative will make a final inspection with the CONTRACTOR and provide Written Notice of all particulars in which this inspection reveals that the Work is incomplete or defective. The CONTRACTOR shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. 14.10 Final Application for Payment: The CONTRACTOR may make application for final payment following the procedure for progress payments after the CONTRACTOR has completed all such corrections to the satisfaction of Owner's Representative and delivered the following documents: .1 Three (3) complete operating and maintenance manuals, each containing maintenance and operating instructions, schedules, guarantees, and other documentation required by the Contract Documents, .2 Record documents (as provided in paragraph 6.10); .3 Consent of surety, if any, to final payment. If surety is not provided, complete and legally effective releases or waivers (satisfactory to the OWNER) of all claims arising out of or filed in connection with the Work, 00700 04-2020 Page 38 General Conditions .4 Certificate evidencing that insurance required by the Supplemental General Conditions will remain in force after final payment and through any warranty period, .5 Non-Use of Asbestos Affidavit (After Construction), and .6 Any other documentation called for in the Contract Documents. 14.11 Final Payment and Acceptance: 14.11.1 If, on the basis of observation of the Work during construction, final inspection, and review of the final Application for Payment and accompanying documentation as required by the Contract Documents, Owner's Representative is satisfied that the Work has been completed and the CONTRACTOR's other obligations under the Contract Documents have been fulfilled, Owner's Representative will recommend the final Application for Payment and thereby notify the OWNER. If the OWNER agrees with the recommendation of the Owner's Representative, the OWNER will pay to the CONTRACTOR the balance due the CONTRACTOR under the terms of the Contract. 14.11.2 As Contract Time is measured to Final Completion, Owner's Representative will issue a letter of final acceptance to the CONTRACTOR which establishes the Final Completion date and initiates any warranty period. 14.11.3 Final payment is considered to have taken place when the CONTRACTOR or any of its representatives negotiates the OWNER's final payment check, whether labeled final or not, for cash or deposits check in any financial institution for its monetary return 14.12 Waiver of Claims: The making and acceptance of final payment will constitute .1 a waiver of claims by the OWNER against the CONTRACTOR, except claims arising from unsettled claims, from defective Work appearing after final inspection, from failure to comply with the Contract Documents or the terms of any warranty specified therein, or from the CONTRACTOR's continuing obligations under the Contract Documents, and .2 a waiver of all claims by the CONTRACTOR against the OWNER other than those previously made in writing and still unsettled. ARTICLE 15 -SUSPENSION OF WORK AND TERMINATION 15.1 OWNER May Suspend Work Without Cause and for Convenience: At any time and without cause and for convenience, the OWNER may suspend the Work or any portion thereof for a period of not more than ninety(90)calendar days by written agreement or by Written Notice to the CONTRACTOR which will fix the date on which the Work will be resumed. The CONTRACTOR shall resume the Work on the date so fixed. The CONTRACTOR maybe allowed an adjustment in the Contract Amount or an extension of the Contract Times, or both,directly attributable to any such suspension if the CONTRACTOR makes an approved Claim therefor as provided in Article 11 and Article 12. 15.2 OWNER May Terminate Without Cause: Upon seven (7) calendar days' Written Notice to the CONTRACTOR, the OWNER may, without cause and without prejudice to any right or remedy of the OWNER, elect to terminate the Agreement. In such case, the CONTRACTOR shall be paid (without duplication of any items): .1 for completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination, 00700 04-2020 Page 39 General Conditions .2 for all claims incurred in settlement of terminated contracts with Suppliers, Subcontractors, and others. The CONTRACTOR agrees to negotiate in good faith with Subcontractors, Suppliers and others to mitigate the OWNER's cost CONTRACTOR shall include in any subcontract or purchase order language that provides that if the Agreement is terminated without cause. the Subcontractor and Suppliers will only be paid for work performed or materials and equipment supplied and shall not have any other claims against CONTRACTOR or OWNER; CONTRACTOR shall not be paid for any profit or overhead for Work not completed. 15.3 OWNER May Terminate With Cause: 15.3.1 Upon the occurrence of any one or more of the following events: .1 if the CONTRACTOR persistently fails to perform the Work in accordance with the Contract Documents, .2 if the CONTRACTOR disregards laws or regulations of any public body having jurisdiction, .3 if the CONTRACTOR disregards the authority of Owner's Representative; .4 if the CONTRACTOR makes fraudulent statements, .5 if the CONTRACTOR fails to maintain a work force adequate to accomplish the Work within the Contract Time; .6 if the CONTRACTOR fails to make adequate progress and endangers successful completion of the Contract, or .7 if the CONTRACTOR otherwise violates any provisions of the Contract Documents; The OWNER may, after giving the CONTRACTOR (and the surety, if any) seven (7) calendar days' Written Notice terminate the services of the CONTRACTOR. The OWNER, at its option, may proceed with negotiation with surety for completion of the Work. Alternatively, the OWNER may under these circumstances exclude the CONTRACTOR from the site and take possession of the Work (without liability to the CONTRACTOR for trespass or conversion), incorporate in the Work all materials and equipment stored at the site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere, and finish the Work as the OWNER may deem expedient. In such case the CONTRACTOR shall not be entitled to receive any further payment until the Work is finished. If the unpaid ' balance of the Contract Amount exceeds all claims, costs, losses and damages sustained by the OWNER arising out of or resulting from completing the Work, such excess will be paid to the CONTRACTOR. If such claims, costs, losses and damage exceed such unpaid balance, the CONTRACTOR or surety shall pay the difference to the OWNER. 15.3.2 Where the CONTRACTOR's services have been so terminated by the OWNER, the termination will not affect any rights or remedies of the OWNER against the CONTRACTOR and surety then existing or which may thereafter accrue. Any retention or payment of amounts due the CONTRACTOR by the OWNER will not release the CONTRACTOR from liability. In the event the OWNER terminates the Contract with cause, the OWNER may reject any and all bids submitted by the CONTRACTOR for up to three (3) years. 00700 04-2020 Page 40 General Conditions 15.4 CONTRACTOR May Stop Work or Terminate: If through no act or fault of the CONTRACTOR,the Work is suspended for a period of more than ninety(90)calendar days by the OWNER or under an order of court or other public authority. or (except during disputes) Owner's Representative fails to forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is submitted, or(except during disputes) the OWNER fails for sixty (60) calendar days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, then the CONTRACTOR may, upon seven (7)calendar days'Written Notice to the OWNER, and provided the OWNER does not remedy such suspension or failure within that time, terminate the Agreement and recover from the OWNER payment on the same terms as provided in paragraph 15.2. In lieu of terminating the Agreement and without prejudice to any other right or remedy, if(except during disputes) Owner's Representative has failed to forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is submitted, or (except during disputes) the OWNER has failed for sixty (60) calendar days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, the CONTRACTOR may upon seven (7) calendar days' Written Notice to the OWNER stop the Work until payment of all such amounts due the CONTRACTOR, including interest thereon. The provisions of this paragraph 15.4 are not intended to preclude the CONTRACTOR from making a Claim under Article 11 and Article 12 for an increase in Contract Amount or Contract Times or otherwise for expenses or damage directly attributable to the CONTRACTOR's stopping Work as permitted by this paragraph. ARTICLE 16 - DISPUTE RESOLUTION 16.1 Filing of Claims: 16.1.1 Claims arising from the circumstances identified in paragraphs 3.2, 4.1, 4.2.2, 4.2.4, 6.4.2, 6.11.5.2, 6.17, 7.5, 8.6, 9.5, 10.4.2, 13.8, 15.1, 15.2, 15.3, or 15.4, or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within thirty (30) calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant and shall represent that the adjustment claimed covers all known amounts to which claimant is entitled. 16.1.2 Within thirty(30)calendar days of receipt of notice of the amount of the Claim with supporting data, Owner's Representative and the CONTRACTOR shall meet to discuss the Claim, after which an offer of settlement or notification of no settlement offer will be made to claimant. If claimant is not satisfied with the proposal presented, claimant shall have thirty (30) calendar days in which to: .1 submit additional supporting data requested by the other party, .2 modify the initial Claim, or .3 request Alternative Dispute Resolution. 16.2 Alternative Dispute Resolution: 16.2.1 If a dispute exists concerning a Claim, the parties agree to use the following procedure prior to pursuing any other available remedies. The OWNER reserves the right to include E/A as a party. 16.2.2 Negotiating with Previously Uninvolved Personnel. Either party may make a written request for a meeting to be held between representatives of each party within fourteen (14) calendar days of the request or such later period that the parties may agree to. Each party shall endeavor to include, at a minimum, one (1) previously uninvolved senior level decision maker empowered to negotiate on behalf of their organization. The purpose of this and subsequent meetings will be good faith negotiations of the matters constituting the dispute. Negotiations shall be concluded within thirty (30) calendar days of the first meeting, unless mutually agreed otherwise. This step may 00700 04-2020 Page 41 General Conditions be waived by written agreement of both parties, in which event the parties may proceed directly to mediation as described below. 16.2.3 Mediation: 16.2.3.1 If the procedure described in paragraph 16.2.2 proves unsuccessful or is waived pursuant to its terms, the parties shall initiate the mediation process. The parties agree to select within thirty (30) calendar days one (1) mediator trained in mediation skills, to assist with resolution of the dispute. The OWNER and the CONTRACTOR agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in this agreement prevents the parties from relying on the skills of a person who also is trained in the subject matter of the dispute and/or a contract interpretation expert. 16.2.3.2 Mediation is a forum in which an impartial person, the mediator, facilitates communication between parties to promote reconciliation, settlement, or understanding among them. The parties hereby agree that mediation, at a minimum, shall provide for 1) conducting an on-site investigation, if appropriate, by the mediator for fact-gathering purposes, 2) a meeting of all parties for the exchange of points of view and 3) separate meetings between the mediator and each party to the dispute for the formulation of resolution alternatives. The parties agree to participate in mediation in good faith for up to thirty(30)calendar days from the date of the first mediation session. unless mutually agreed otherwise. Should the parties fail to reach a resolution of the dispute through mediation, then each party is released to pursue other remedies available to them. ARTICLE 17— RIGHT TO AUDIT 17.1 Right to Audit: Whenever the OWNER enters into any type of contractual arrangement with the CONTRACTOR, then the CONTRACTOR's "records" shall upon reasonable notice be open to inspection and subject to audit and/or reproduction during normal business working hours. The OWNER's representative, or an outside representative engaged by the OWNER, may perform such audits. The CONTRACTOR shall maintain all records relating to this Agreement for four (4) years from the date of final payment under this Agreement, or until pending litigation has been completely and fully resolved, whichever occurs later. 17.1.1 The OWNER shall have the exclusive right to examine the records of the CONTRACTOR. The term "records" as referred to herein shall include any and all information, materials and data of every kind and character, including without limitation records, books, papers, documents, contracts, schedules, commitments, arrangements, notes, daily diaries, reports, drawings, receipts, vouchers and memoranda, and any and all other agreements, sources of information and matters that may, in the OWNER's judgment, have any bearing on or pertain to any ' matters, rights, duties or obligations under or covered by any contract document. Such records shall include (hard copy, as well as computer-readable data if it can be made available), written policies and procedures, time sheets, payroll registers, cancelled checks, personnel file data, correspondence, general ledger entries, and any other record in the CONTRACTOR's possession which may have a bearing on matters of interest to the OWNER in connection with the CONTRACTOR's dealings with the OWNER (all of the foregoing are hereinafter referred to as "records"). In addition, the CONTRACTOR shall permit interviews of employees as well as agents, representatives, vendors, subcontractors and other third parties paid by the CONTRACTOR to the extent necessary to adequately permit evaluation and verification of the following: a) The CONTRACTOR's compliance with contract requirements, b) The CONTRACTOR's compliance with the OWNER'S business ethics policies, and c) If necessary, the extent of the Work performed by the CONTRACTOR at the time of contract termination. 17.1.2 The CONTRACTOR shall require all payees(examples of payees include subcontractors, insurance agents, material suppliers, etc.) to comply with the provisions of this Article 17 by securing the requirements hereof in a 00700 04-2020 Page 42 General Conditions written agreement between the CONTRACTOR and payee. Such requirements include a flow-down right of audit provision in contracts with payees that also apply to subcontractors and sub-subcontractors, material suppliers, etc. The CONTRACTOR shall cooperate fully and shall require Related Parties and all of the CONTRACTOR's subcontractors to cooperate fully in furnishing or in making available to the OWNER from time to time whenever requested, in an expeditious manner, any and all such information, materials, and data 17.1.3 The OWNER's authorized representative or designee shall have reasonable access to the CONTRACTOR's facilities, shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with this Article 17. 17.1.4 If an audit inspection or examination in accordance with this Article 17 discloses overpricing or overcharges of any nature by the CONTRACTOR to the OWNER in excess of one-half of one percent (.5%) of the total contract billings, then the reasonable actual cost of the OWNER's audit shall be reimbursed to the OWNER by the CONTRACTOR. Any adjustments and/or payments,which must be made as a result of any such audit or inspection of the CONTRACTOR's invoices and/or records, shall be made within a reasonable amount of time (not to exceed 90 days)from presentation of the OWNER's findings to the CONTRACTOR. 17.1.5 The CONTRACTOR shall take reasonable actions to prevent any actions or conditions which could result in a conflict with the OWNER's best interests. These obligations shall apply to the activities of the CONTRACTOR's employees, agents, subcontractors, etc. in their dealings and relations with the OWNER's current and former employees and their relatives. For example, the CONTRACTOR's employees, agents or subcontractors should not make or provide to be made any employment, gifts, extravagant entertainment, payments, loans or other considerations to the OWNER's representatives, employees or their relatives. 17.1.6 It is also understood and agreed by the CONTRACTOR that any solicitation of gifts or any other item of value by anyone representing the OWNER is to be reported within two (2) business working days to the OWNER at the following telephone number: 512-218-5401. Failure to report any such solicitations or offers shall be deemed a material breach of contract entitling the OWNER to pursue damages resulting from the failure to comply with this provision. ARTICLE 18 —MISCELLANEOUS 18.1 Venue: In the event of any suit at law or in equity involving the Contract, venue shall be in Williamson County, Texas and the laws of the state of Texas shall apply to Contract interpretation and enforcement. 18.2 Extent of Agreement: This Contract represents the entire and integrated agreement between the OWNER and the CONTRACTOR and supersedes all prior negotiations, representations or agreements, either written or oral. 18.3 Cumulative Remedies: The rights and remedies available to the parties are not to be construed in any way as a limitation of any rights and remedies available to any or all of them which are otherwise imposed or available by laws or regulations, by special warranty or guarantees or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right and remedy to which they apply. 00700 04-2020 Page 43 General Conditions 18.4 Severability: If any word, phrase, clause, sentence or provision of the Contract, or the application of same to any person or set of circumstances is for any reason held to be unconstitutional, invalid or unenforceable, that finding shall only effect such word, phrase, clause, sentence or provision, and such finding shall not effect the remaining portions of this Contract, this being the intent of the parties in entering into the Contract, and all provisions of the Contract are declared to be severable for this purpose. 18.5 Independent Contractor The Contract shall not be construed as creating an employer/employee relationship,a partnership,or a joint venture. The CONTRACTOR's services shall be those of an independent contractor. The CONTRACTOR agrees and understands that the Contract does not grant any rights or privileges established for employees of the OWNER. 18.6 Prohibition of Gratuities The OWNER may, by Written Notice to the CONTRACTOR, terminate the Contract without liability if is determined by the OWNER that gratuities were offered or given by the CONTRACTOR or any agent or representative of the CONTRACTOR to any officer or employee of the OWNER with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such Contract. In the event the Contract is terminated by the OWNER pursuant to this provision, ,. the OWNER shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the CONTRACTOR in providing such gratuities. L 18.7 Prohibition Against Personal Interest in Contracts No officer, employee, independent consultant, or elected official of the OWNER who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any violation of this provision, with the knowledge, expressed or implied, of the CONTRACTOR shall render the Contract voidable by the OWNER. End of General Conditions 00700 04-2020 Page 44 General Conditions 00800 SUPPLEMENTAL GENERAL CONDITIONS City of Round Rock Contract Forms Supplemental General Conditions Section 00800 SUPPLEMENTAL GENERAL CONDITIONS TO AGREEMENT FOR CONSTRUCTION SERVICES The Supplemental General Conditions contained herein shall amend or supplement the General Conditions, Section 00700. ARTICLE 1 -DEFINITIONS 1.16 Engineer/Architect (E/A): Add the following: Name (Representative): Antonio Prete Firm: Waeltz & Prete Address: 211 North A.W. Grimes Boulevard City, State, Zip: Round Rock, Texas. 78665 Telephone: (512) 505.8953 Facsimile: Email tony(a)w-pinc.com 1.27 Owner's Representative: Add the following: Name: Patrick Cavanaueh. PLA Title: Park Development Specialist Address: 301 W. Ba)zdad Ave. Ste. 250 City, State, Zip: Round Rock, TX 78664 ' Telephone: (512)218.5545 Facsimile: Email: pcavanaugh(a,roundrocktexas.Rov ARTICLE 6 -CONTRACTOR'S RESPONSIBILITIES ' 6.18 Liquidated Damages Add the following: 1. CONTRACTOR SHALL PAY LIQUIDATED DAMAGES IN THE AMOUNT OF f mo hundred fifty AND NO/100 DOLLARS $ 250 PER DAY FOR EACH DAY BEYOND THE DATE ESTABLISHED THEREFOR THAT THE CONTRACTOR FAILS TO ACHIEVE SUBSTANTIAL COMPLETION, AND FOR WHICH OWNER IS UNABLE TO UTILIZE THE IMPROVEMENTS AND FACILITIES DUE TO THE FAILURE OF CONTRACTOR TO HAVE ACHIEVED SUBSTANTIAL COMPLETION IN ACCORDANCE WITH THE CONTRACT. t i END OF SUPPLEMENTAL GENERAL CONDITIONS Nage 1 00800 10-2015 Supplemental General Conditions 00090669 s i 00900 SPECIAL CONDITIONS SECTION 01-INFORMATION 01-01 COPIES OF PLANS AND SPECIFICATIONS FURNISHED ` The Agreement will be prepared in not less than two (2) (original signed) sets. The OWNER will furnish to the CONTRACTOR one (1) copy of conforming Contract Documents and Specifications unless otherwise requested. 01-02 GOVERNING CODES i All construction as provided for under the Contract Documents shall be governed by any existing Resolutions, Codes and Ordinances, and any subsequent amendments or revisions thereto as set forth by the OWNER. 01-03 LOCATION The location of work shall be as set forth in the Notice to Bidders and as indicated in the Contract Documents. 01-04 USAGE OF WATER All water used during construction shall be provided by the OWNER and shall be metered. The OWNER shall specify the location from which the CONTRACTOR is to procure water. The CONTRACTOR shall be responsible for obtaining a bulk water r permit from the OWNER and providing all apparatus necessary for procuring,storing, l transporting and using water during construction. The CONTRACTOR shall strive to use no more water than reasonable to perform the work associated with this Contract and shall avoid waste.The CONTRACTOR will be required to pay for all water used if it is found that waste is occurring during construction. SECTION 02-SPECIAL CONSIDERATIONS 02-01 CROSSING UTILITIES Prior to commencing the Work associated with this Contract, it shall be the CONTRACTOR's responsibility to make arrangements with the owners of utility companies to uncover their particular utility lines or otherwise confirm their location. Certain utility companies perform such services at their own expense,however,where such is not the case, the CONTRACTOR will cause such work to be done at his own expense. 02-02 UTILITY SERVICES FOR CONSTRUCTION The CONTRACTOR will be responsible for providing its own utility services while performing the Work associated with this Contract. Provision of said utility services shall be subsidiary to the various bid items and no additional payment will be made for this item. 00900-4-2020 Page 1 Special Conditions 00443643 02-03 WAGE RATES Wage Rates (Information From Chapter 2258,Texas Government Code Title 10) 2288.021. Duty of Government Entity to Pay Prevailing Wage Rates a. The State or any political subdivision of the State shall pay a worker employed by it or on behalf of it: (1) not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the work is performed;and (2) not less than the general prevailing rate of per diem wages for legal holiday and overtime work. b. Subsection (a)does not apply to maintenance work. C. A worker is employed on a public work for the purposes of this section if a Contractor or Subcontractor in the execution of a contract for the public work with the State, a political subdivision of the State or any officer or public body of the State or a political subdivision of the State, employs the worker. 2258.023. Prevailing Wage Rates to be Paid by Contractor and Subcontractor; Penalty a. The contractor who is awarded a contract by a public body, or a Subcontractor of the Contractor, shall pay not less than the rates determined under Section 2258.022 to a worker employed by it in the execution of the contract. b. A Contractor or Subcontractor who violates this section shall pay to the state or a political subdivision of the state on whose behalf the contract is made, $60 for each worker employed for each calendar day or part of the day that the worker is paid less than the wage rates stipulated in the contract. A public body awarding a contract shall specify this penalty in the contract. C. A contractor or subcontractor does not violate this section if a public body awarding a contract does not determine the prevailing wage rates, and specify the rates in the contract as provided by Section 2258.022. d. The public body shall use any money collected under this section to offset the costs incurred in the administration of this chapter. e. A municipality is entitled to collect a penalty under this section only if the municipality has a population of more than 10,000. 00900-4-2020 Page 2 Special Conditions 00443643 t 2258.051. Duty of Public Body to Hear Complaints and Withhold Payment A public body awarding a contract, and an agent or officer of the public body, shall: 1. take cognizance of complaints of all violations of this chapter committed in the execution of the contract; and 2. withhold money forfeited or required to be withheld under this Chapter from the payments to the Contractor under the contract, except that the public body may not withhold money from other than the final payment without determination by the public body that there is good cause to believe that the Contractor has violated this chapter. Applicable wage rates to be used in Williamson and/or Travis County may be ' obtained from the U.S. Department of Labor website at the following web addresses: Construction Types: Heavy (Sewer/Water Treating Plant and Sewer/Incidental to Highway) http://www.wdol.gov/wdol/scafiles/davisbacon/TX33.dvb?v=0 ' Construction Types: Heavy and Highway http://www.wdol.pov/wdol/scafiles/davisbacon/TX 16.dvb?v=0 ' Construction Type: Building http://www.wdol.gov/wdol/scafiles/davisbacon/TX76.dvb?v=l 02-04 LIMIT OF FINANCIAL RESOURCES The OWNER has a limited amount of financial resources committed to this Project; therefore, it shall be understood by all bidders that the OWNER may be required to change and/or delete any items which it may feel is necessary to accomplish all or part of the scope of work within its limit of financial resources. CONTRACTOR shall be entitled to no claim for damages or anticipated profits on any portion of work that may be omitted. At any time during the duration of this contract, the OWNER reserves the t right to omit any work from this contract. Unit prices for all items previously approved t in this contract shall be used to delete or add work per change order. 02-05 LIMITS OF WORK AND PAYMENT It shall be the obligation of the CONTRACTOR to complete all work included in this Contract, so authorized by the OWNER, as described in the contract documents and technical specifications. All items of work not specifically paid for in the bid proposal shall be included in the unit price bids. Any question arising as to the limits of work shall be left up to the interpretation of the E/A. ! 00900-4-2020 Page 3 Special Conditions 00443643 02-06 LAND FOR WORK OWNER provides, as indicated on Drawings, land upon which work is to be done, right-of-way for access to same and such other lands that are designated for the use of the CONTRACTOR.CONTRACTOR provides,at his expense and without liability of OWNER, any additional land and access thereto that may be required for his construction operations, temporary construction facilities, or for storage of materials. 02-07 DEVIATIONS OCCASIONED BY UTILITY STRUCTURES Whenever existing utilities, not indicated on the Drawings, present obstructions to grade and alignment of proposed improvements immediately notify engineer, who without delay, will determine if existing utilities are to be relocated, or grade and alignment of proposed improvements changed. Where necessary to move existing utilities and appurtenances as determined by the E/A, the E/A and CONTRACTOR will make relocation arrangements with the utility owner. The OWNER will not be liable for delay costs or damages due to relocations of utilities which hinder progress of the work. 02-08 CONSTRUCTION STAKING All construction staking required to complete the work associated with this contract shall be provided by the CONTRACTOR. The CONTRACTOR shall be responsible for determining the layout and extent of staking necessary to construct the improvements to the lines and grades shown in the Drawings and such staking shall be satisfactory to the E/A. The CONTRACTOR shall consult with the E/A and Owners Representative in the field for assistance as necessary. Sufficient staking materials and equipment shall be provided by the CONTRACTOR including but not limited to:paint, flagging, laths, hubs, blue tops, nails, hammers, measuring chains or tapes,transits and levels. The CONTRACTOR shall be responsible for setting and marking control and off-set points for measuring distances and angles,for shooting levels,and for any other items pertaining to construction staking. This item shall not be paid for separately and shall be considered subsidiary to other bid items. 00900-4-2020 Page 4 Special Conditions 00443643 i SECTION 03-ACCESS AND TRAFFIC CONTROL Access shall be provided for the public and emergency vehicles at all possible times. When it becomes necessary to restrict access, the CONTRACTOR shall notify the OWNER and coordinate with the OWNER, all applicable agencies (i.e. Fire Department, E.M.S., Public Works,etc.),residents,and affected parties. If emergency + access is required during the work and such access is being hindered by the work,the CONTRACTOR will suspend the work if necessary, and otherwise endeavor to assist emergency personnel in accessing a location restricted by the work. Unless otherwise approved by the E/A, at the end of each day all lanes of traffic shall be opened to the public. The CONTRACTOR shall ensure compliance at all times with the accepted Traffic Control Plan for the project and shall be responsible for all maintenance, signing and safety precautions necessary for traffic control. These items shall be included in the bid item Traffic Control. r L i 009004-2020 Page 5 Special Conditions 00443643 01000 TECHNICAL SPECIFICATIONS f 4 7 s ITEM 1 GENERAL DESCRIPTION 1.01 SCOPE OF WORK The Work covered by these Specifications consists of furnishing all labor, equipment, appliances, materials and performing all operations in connection with the inspection and testing, complete in accordance with the Plans, and subject to the terms and conditions of the Contract Documents. t 1.02 GOVERNING TECHNICAL SPECIFICATIONS t STREET, WATER, SEWER AND DRAINAGE IMPROVEMENTS The Round Rock Standard Specification Criteria Manual is hereby referred to and included in this contract as fully and to the same extent as if copied at length herein, and shall be applied to this project unless modified elsewhere as discussed below. The aforementioned Criteria Manual is the"Standard Specifications" section of the City of Round Rock Design and Construction Standards. The Standard Specifications may be accessed from the City of Round Rock website (www.roundrocktexas.gov) at the following web address: www.roundrocktexas.gov/dacs. Any adjustments,alterations,or additional information regarding Governing Technical Specifications are contained in the Plans (Drawings), Details and Notes described in Section 02000 of the Project Manual or are included in Attachment A at the end of this Technical Specifications Section. ITEM 2 CONTROL OF WORK 2.01 CLEAN-UP 2.01.1 CONSTRUCTION SITE During construction, the CONTRACTOR shall keep the site free and clean from all rubbish and debris and shall clean-up the site promptly when notified to do so by the E/A. The CONTRACTOR shall,at its own expense,maintain the streets and roads free from dust, mud, excess earth or debris which constitutes a nuisance or danger to the public using the thoroughfare, or the occupants of adjacent properties. Care shall be taken to prevent spillage on streets and roads over which hauling is done, ` and any such spillage or debris deposited on streets, due to the CONTRACTOR's l operations, shall be immediately removed. Page 1 01000-4-2020 Technical Specifications 00443645 #3 2.01.2 BACKWORK The CONTRACTOR shall coordinate his operations in such a manner as to prevent the amount of clean-up and completion of back works from becoming excessive. Should such a condition exist,the E/A may order all or portions of the work to cease and refuse to allow any work to commence until the back work is done to the E/A's satisfaction. 2.02 GRADING The CONTRACTOR shall do such grading in and adjacent to the construction area associated with this contract as may be necessary to leave such areas in a neat and satisfactory condition approved by the E/A. ITEM 3 EXAMINATION AND REVIEW 3.01 EXAMINATION OF WORK The work covered under this Contract shall be examined and reviewed by the E/A, representatives of all governmental entities which have jurisdiction, and the Owner's Representative. The quality of material and the quality of installation of the improvements shall be to the satisfaction of the E/A. It shall be the CONTRACTOR's responsibility for the construction methods and safety precautions in the undertaking of this Contract. 3.02 NOTIFICATION The E/A and the OWNER must be notified a minimum of 24-hours in advance of beginning construction,testing,or requiring presence of the E/A, Owner's or Owner's Representative. 3.03 CONSTRUCTION STAKING The E/A shall furnish the CONTRACTOR reference points and benchmarks that, in the E/A's opinion, provide sufficient information for the CONTRACTOR to perform construction staking. 3.04 PROTECTION OF STAKES, MARKS, ETC. All engineering and surveyor's stakes, marks, property comers, etc., shall be carefully preserved by the CONTRACTOR, and in case of destruction or removal during the course of this project, such stakes, marks, property comers, etc., shall be replaced by the CONTRACTOR at the CONTRACTOR's sole expense. Page 2 01000-4-2020 Technical Specifications 00443645 f i ITEM 4 PROTECTION AND PRECAUTION r 4.01 WORK IN FREEZING WEATHER 1 Portions of the work may continue as directed by the E/A. 4.02 PROTECTION OF TREES, PLANTS AND SHRUBS The CONTRACTOR shall take necessary precautions to preserve all existing trees, plants and shrubs but where it is justifiable and necessary the CONTRACTOR may t remove trees and plants for construction right-of-way but only with approval of the E/A. t 4.03 TRAFFIC CONTROL MEASURES AND BARRICADES Traffic control measures and barricades shall be installed in accordance with the Texas Manual of Uniform Traffic Control Devices and in other locations deemed necessary by the E/A, for the protection life and property. Under no circumstances will any existing road be permitted to remain closed over a weekend. No separate pay will be made for this item. Costs for this item shall be subsidiary to other items of work. 4.04 PROPERTY LINES AND MONUMENTS The CONTRACTOR shall be responsible for the protection,reference and resetting of property comer monuments if disturbed. 4.05 DISPOSAL OF SURPLUS MATERIAL The CONTRACTOR shall at his own expense, make arrangement for the disposal of surplus material, such as rock, trees, brush and other unwanted backfill materials. 4.06 CONTRACTOR'S USE OF PREMISES ' The Contractor shall,at his own expense,provide additional space as necessary for his operations and storage of materials. ITEM 5 MATERIALS 5.01 TRADE NAMES Except as specified otherwise, wherever in the specifications an article or class of material is designated by a trade name or by the name or catalog number of any maker, patentee,manufacturer,or dealer,such designations shall be taken as intending to mean and specify the articles described or another equal thereto in quality, finish, and serviceability for the purpose intended, as may be determined and judged by the E/A in his sole discretion. 5.02 MATERIALS AND WORKMANSHIP No material which has been used by the CONTRACTOR for any temporary purpose whatever is to be incorporated in the permanent structure without the written consent of the E/A. Where materials or equipment are specified by a trade or brand name, it is not the intention of the OWNER to discriminate against an equal product of another Page 3 01000-4-2020 Technical Specifications 00443645 manufacturer, but rather to set a definite standard of quality for performance, and to establish an equal basis for the evaluation of bids. Where the words "equivalent", "proper" or"equal to"are used,they shall be understood to mean that the item referred to shall be "proper", the "equivalent" of, or "equal to" some other item, in the opinion or judgment of the E/A. Unless otherwise specified, all materials shall be the best of their respective kinds and shall be in all cases fully equal to approved samples. Notwithstanding that the words "or equal to" or other such expressions may be used in the specifications in connection with a material, manufactured article or process, the material, article or process specifically designated shall be used, unless a substitute is approved in writing by the E/A, and the E/A will have the right to require the use of such specifically designated material, article or process. Page 4 01000-4-2020 Technical Specifications 00443645 SECTION 01100 SYNTHETIC TURF PART 1 - GENERAL 1.01 RELATED DOCUMENTS A. Drawings and general provisions of the Contract, including General and Supplementary Conditions and other Specification Sections, apply to this Section. 1.02 PROJECT INFORMATION A. Project Identification: Buck Egger Turf Replacement Project 2021 B. Project Location: Buck Egger Park, 900 S. Mays Street, Round Rock, TX 78664 C. Project Description: This project includes the removal and replacement of a 15,000 square foot synthetic turf system, preparation of existing subsurface; any necessary repairs to existing underdrain system; and legal disposal of demolished materials. D. Owner: City of Round Rock Owner's Representative: Rachel Morris, Address: 301 W. Bagdad Avenue, Suite 250, Round Rock, TX 78664 Phone: (512) 341-3375 r 1.03 PROJECT SCOPE A. The Base Bid includes the furnishing of all labor, materials, services, and equipment required in conjunction with, or properly incidental to, the complete removal of the existing synthetic turf and infill; preparation of the existing subsurface; any necessary repairs to the existing underdrain system, and installation of a new synthetic turf system as specified. 1. The installation of all new materials shall be performed in strict accordance with these specifications, ASTM, the Manufacturer's instructions, and in accordance with all details and shop drawings. 2. Removal and legal disposal off-site of the existing products from turf and infill. The existing leveling bed, aggregate base, and underdrain system may be reused if determined to be , acceptable to the Manufacturer. B. While the park will be advertised as "closed," it is difficult to keep the public from using these + spaces. Installer should expect to have visitors to the construction site. Any person who does not meet the Installer's required safety procedures may be asked to leave the site. 1.04 CODES AND STANDARDS A. The following standards and codes shall be adhered to: 1. All applicable Local, State, and Federal codes and regulations 2. Standards outlined within these contract documents. 3. Applicable ASTM standards. 4. Applicable National Collegiate Athletic Association standards. SYNTHETIC TURF 1 1.05 ACCESS TO SITE A Use of Site Limit use of Project site to work in areas indicated. Do not disturb portions of Project site beyond areas in which the Work is indicated. 1. Limits: Confine construction operations to the areas indicated in Exhibit A 2. Driveways, Walkways, and Entrances: Keep driveways, parking lots, and entrances serving premises clear and available to Owner, Owner's employees, the public, and emergency vehicles at all times. Do not use these areas for parking or storage of materials. a. Schedule deliveries to minimize use of driveways and entrances by construction operations b. Schedule deliveries to minimize space and time requirements for storage of materials and equipment on-site. 1.06 COORDINATION WITH OCCUPANTS A Partial Owner Occupancy: Owner will occupy the premises as a public park during entire construction period, with exception of the areas under construction. Cooperate with Owner during construction operations to minimize conflicts and facilitate Owner usage. Perform the Work so as not to interfere with Owner's operations 1. Maintain access to existing walkways, corridors, and other adjacent occupied or used facilities not under construction. Do not close or obstruct walkways, corridors, or other occupied or used facilities without written permission from Owner and authorities having jurisdiction. 2. Provide not less than 72 hours' notice to Owner of activities that will affect Owner's operations. 1.07 QUALITY ASSURANCE A Manufacturer Qualifications: Company specializing in manufacturing products specified in this Section. The Manufacturer: 1. Must be experienced in the manufacture and installation of this specific type of tall pile synthetic turf infill system and provide references for a minimum of five (5) specific installations within the past five (5) years. 2. Must have installed at least ten (10) fields of similar or greater size/scope to this project of the exact specified Base Bid material, including the slit film fiber, infill material and backing, in play in North America. B. Installer Qualifications: Company specializing in performing the work of this Section. The Installer: 1. Must provide competent workmen skilled in this specific type of synthetic grass installation. Technicians must have installed this type of system, with sewn seams, infill, and slit film fiber, on at least three (3) installations. 2. The designated Supervisory Personnel on the project must be certified, in writing by the Manufacturer, as competent in the installation of this material, including sewn seams and proper installation of the infill mixture. C Prior to the beginning of installation, the Installer shall inspect the existing subsurface which includes the leveling bed, aggregate base, and underdrain system. The Installer shall demonstrate to the Owner that the subsurface meets any and all of the Manufacturer's requirements, including planarity. compaction, and permeability and provide a letter of acceptance. SYNTHETIC TURF 2 D The Installer shall provide the necessary testing data to the Owner that the finished field meets the required initial shock attenuation, as per ASTM F1936. 1.08 SUBMITTALS A. General: Submit in accordance with General Conditions Section B Submit the following: 1. Submit two (2) samples, 12" x 12" (minimum) to 24" x 24" (maximum) size, illustrating details of each finished product with material infill. 2. Color Wheel of standard colors. 3. A letter and specification sheet certifying that the products of this Section meet or exceed specified requirements. 4. Insurance and Warranty Requirements: a. Synthetic Turf System Providers Warranty Document b. Sample Warranty certificate c. Sample insured Warranty Accord (Minimum 10 Million Aggregate/ 1 Million per field) d. Sample Insurance Accord -General Liability, Auto, and Workmen's Compensation e. Sample Insured Warranty Policy Accord f. AM Best Rating sheet for Insurance Provider g. AM Best Rating sheet for the Insured Warranty Provider a 5. Documentation: a. Product Data Sheet (PDS) for the proposed turf product with relative characteristics and all associated details. b. All Mandatory Testing Documents for the actual product, conducted by a third-party laboratory, as required and listed in this Section. c. Copy of the synthetic turf system provider's Maintenance Manual. d. Copy of the synthetic turf system provider's Installation Standards. e. Resume for superintendent who will be directly responsible for overseeing the project. f. Legal letter to indemnify the Owner for the allegation of patent infringement by other ' Manufacturers. g. Letter of subsurface acceptance, stating that the existing leveling bed, aggregate base, and underdrain system, meets any and all Manufacturer's requirements. h. Installation letter from the Manufacturer to confirm the staff that will complete the project has the proper training and professional experience in the methods required to complete the installation of the synthetic turf system as required in the Bid Document. The letter should certify that the installation will be constructed to the specifications, and that the specifications are approved by the Manufacturer for use with the proposed synthetic turf system. This letter should also include the name of the foreman installing the job. If this letter is not included, the Manufacturer will be eliminated from contention for the project. i. Subcontractor list that names any and all subcontractors. 6. Certified copies of independent (third-party) laboratory reports on ASTM tests as listed in this Section. 7. List of existing installations, including Owner representative, and telephone number. 8. Lists providing specific contacts and telephone numbers of the following: SYNTHETIC TURF 3 a. A minimum of two (2) full-sized football fields using the proposed slit film fiber and fill, in play for at least six(6) months. These installations must have used the same manufacturer and product proposed for this field, including the same slit film fiber. b. A list of five (5) fields (may be slit film/microfilament fiber alternate) in the United States that have been in play for the past five(5) years. C Shop Drawings indicating: 1. Field Color. Owner to verify color selection during Submittal Process. 2. Roll/Seam Layout 3. Tie-ins to existing base. 4. Details of actual project conditions. 5. Methods of attachment, field openings, and perimeter conditions. 6. Project specific details for perimeter attachment and edging details. 7. Edging materials and accessories of Manufacture's standard size. Owner to verify color selection during Submittal Process. 8. Athletic field installation instructions, including details. D Product Data: The Manufacturer must submit the fiber name, type, and composition of fiber. E Prior to Final Acceptance, the Installer shall submit to the Owner: 1. Three (3) copies of Maintenance Manuals, which will include all necessary instructions for the proper care and preventative maintenance of the synthetic turf system, including painting and markings. 2. Project Record Documents: Record actual locations of seams, drains or other pertinent information. 3. Warranty: Submit Manufacturer Warranty and ensure that forms have been completed in Owner's name and registered with Manufacturer. Submit information confirming that Third- Party Insurance Policy, non-cancelable and pre-paid, is in effect covering this installation, and underwritten by a Best A+ Rated Insurance Carrier. Supply Warranty Insurance Certificate with complete information on contacting the Insurance Carrier should a claim need to be made. 1.09 DELIVERY, STORAGE, AND PROTECTION A Deliver products to project site in wrapped condition. B Store products under cover and elevated above grade. 1.10 WARRANTIES A The Manufacturer shall provide a Warranty to the Owner that covers defects in materials and workmanship of the turf for a period of eight (8) years from the date of Substantial Completion. B. The Manufacturer's Warranty shall include general wear and damage caused from UV degradation. The warranty shall specifically exclude vandalism, and acts of God beyond the control of the Owner or the Manufacturer. C. The Manufacturer's Warranty must be supported by a third-party, non-cancelable insurance policy for the full eight (8) year period. The policy must be from an A+ Best Rated company and all premiums must be pre-paid. Manufacturer shall provide indisputable evidence (in the form of the executed warranty policy itself or a certified letter from the insurance carrier confirming all aspects of the policy specified herein) that it offers an insured, non-prorated warranty and NON- SYNTHETIC TURF 4 CANCELABLE warranty insurance policy with a policy minimum claim limit of at least $5,000,000 for the specific project to fully cover the full replacement cost of the turf system in the event of total failure. If the policy does not have these minimum features, detail the differences in writing along with the letter confirming the policy is in effect. Warranties that require maintenance logs, hours of use logs will not be accepted. Details of the warranty must be submitted with the proposal. D. G-max Performance 1. When tested in accordance with the procedures and requirements described below, g-max performance shall be as follows: a. Prior to acceptance and/or use by the owner, the average g-max at each test point shall be less than 120 g-max and greater than 100 g-max. b. Subsequent to acceptance and while the field is under warranty, the average g-max at each test point shall be less than 150 g-max and greater than 110 g-max. c. Subsequent to acceptance and while the field is under warranty, if the field fails to satisfy the requirement(s),the Manufacturer and the Owner will cooperate to determine the cause of the failure. 2. G-max Testing: a. All g-max testing shall be performed by an independent testing service and in accordance with ASTM Standard Specification F1936 and ASTM Standard Test Method F355 (Procedure A). b. Prior to acceptance and/or use by the owner, the Manufacturer shall have the field tested, as needed, to satisfy the requirements) above. c. Subsequent to acceptance, for the remainder of the time the field is under warranty, the Manufacturer shall have the field tested no less often than annually to demonstrate that the field complies with the requirement(s) above. ' d. If, during the warranty period, the field is tested and found not to comply with the requirement(s) and the Manufacturer is required to bring the field into compliance, the Owner may require the Manufacturer to have the field retested to verify compliance. e. Copies of all g-max test reports shall be furnished to Owner. f 1.11 MAINTENANCE SERVICE A. The Manufacturer shall train the Owner's facility maintenance staff in the use of the Manufacturer's , recommended sweeper. PART 2 - PRODUCTS 2.01 MANUFACTURERS A. The following Manufacturers and their selected installers have been reviewed and the City acknowledges they meet the minimum specifications set forth in the technical specifications. Other turf systems that meet all the technical specifications may be submitted to the Owner for review and approval/disapproval as an approved equal by the date identified in 00100 - Instructions to Bidders. 1. FieldTurf 2. Shaw Sports Turf 3. Hellas Construction 4. ACT Global 5. Astroturf USA SYNTHETIC TURF 5 2.02 MATERIALS A The component materials of the synthetic turf system consist of 1. A Carpet made of UV stabilized, slit film polyethylene fibers tufted into a fibrous, perforated backing 2. An infill that is a controlled mixture and has approximately 50% graded silica sand and 50% rubber granules that partially covers the carpet. 3. Thread, seaming fabric, and other materials used to install and mark the synthetic grass field turf. Gluing seams will not be accepted. B The Generic Product Specification Language: The minimum requirements for the synthetic turf to be included in the project should meet or exceed the specifications as listed: Detail Test Code Slit Film Face Weight ASTM D5848-07 Minimum 36.0 oz. (per sq. yd.) Primary Backing Weight ASTM D5848-07 Minimum 7. 5 oz. (per sq. yd.) Secondary Backing Weight ASTM D5848-07 Minimum 18. 0 oz. (per sq. yd.) Total Product Weight ASTM D5848-07 Minimum 61.5 oz. (per sq. yd.) Tufting Gauge ASTM D5793-05 1/2"to 3/4" Fiber Height ASTM D5823-05a 2"to 2-1/4" Stitches Per 3" AASTM D5793-05 Minimum 7 Stitches Tuft Bind Value ASTM D 1335-05 STC Minimum- 7-10 lbs w/infill Flammability-Pill Burn Requirement ASTM D2859-06 Pass ASTM D2859-06 Grab Tear width ASTM D5034 250 lbs/force Grab Tear Length ASTM D5034 200 lbs/force Infiltration Rate BS7044-Method 4 Exceed 40"Per Hour Wheelchair Accessibility ASTM F1951-09 Pass ASTM F1951-09 Shock-Absorbing Properties ASTM FM1936 Fiber Denier ASTM D1907-07 Minimum 8,000 Denier Fiber Thickness/Width ASTM D3218-07 Minimum 100- 125 Micron Fiber Breaking Load ASTM D2256-02 Minimum 22 lbs. Fiber Elongation ASTM D2256-02 Minimum 45% Fiber Specific Gravity ASTM D792-08 Minimum 0.90 Fiber Melting Point ASTM D789-07 Minimum 220°F/104°C SYNTHETIC TURF 6 Detail Rubber and Sand Mix(Homogenous Mix Rubber Sieve Specification 10-20 Mesh Sand Sieve Specification 20-40 Mesh Rubber Weight Per Square Foot Minimum 3. 3 lbs Sand Weight Per Square Foot Minimum 3. 0 lbs Total Infill Weight Per Square Foot Minimum 6.3 lbs Infill Height Maximum 75%fiber height. 1/2"min. of fiber shall be exposed above infill. c Detail Test Code Minimum Maximum f Gmax Rating/HIC ASTM F355-01 100-120 Gmax/500 150 Maximum over HIC @ installation Field Life Relative Abrasive Index ASTM F1015-03 10+1-2 20+1-2 Average Ball Rebound Height ASTM F2117-01 251nches 351nches Coefficient of Restitution CR ASTM F1551-03 0.40 CR 0.45 CR Average Ball Bounce ASTM F1551-03 301nches 40 Inches Soccer Shoe Traction -Dry ASTM F1551-03 Static COF 1.30- Static COF 1.60- Dynamic COF 0.85 Dynamic COF 1.15 Soccer Shoe Traction- Wet ASTM F1551-03 Static COF 1.30- Static COF 1.60- Dynamic COF 0. 85 Dynamic COF 1.15 Football Shoe Traction-Dry ASTM F1551-03 Static COF 1.30- Static COF 1.60- Dynamic COF 0. 85 Dynamic COF 1.15 Note: If the Manufacturer is unable to provide a turf product that performs to the specified shock attenuation levels, the supplier shall provide an approved shock pad below the turf at no additional expense to the Owner. C. The Carpet shall consist of fibers tufted into a primary backing with a secondary coating. 1. The Carpet shall be furnished in 15' wide rolls. Rolls shall be long enough to go from edge of field to edge of field without splicing. No head or cross seams will be acceptable. 2. The Carpet's primary backing shall be a double-layered polypropylene fabric treated with UV inhibitors. The secondary backing shall consist of an application of porous, heat-activated urethane to permanently lock the fiber tufts in place. Perforated (with punched holes), backed carpet is acceptable. 3. The fiber shall be minimum 8,000 denier, low friction, UV-resistant slit film fiber measuring not less than 2.00 inches high. The shape of the fiber shall be such to enhance the vertical resilience of the fiber(mimicking natural grass blades). D. The Infill materials shall be approved by the Manufacturer. The Infill shall consist of a resilient layered granular system, comprised of approximately 50% selected and graded dust-free silica sand and 50% ground, hammer-milled SBR rubber granules. E. Thread for sewing seams of turf shall be as recommended by the Manufacturer. i SYNTHETIC TURF 7 i t i 2.03 OTHER MATERIAL AND EQUIPMENT A Repair Materials: Upon Substantial Completion, provide directly to the Owner the following items in the minimum quantities specified: 1. Seaming Tape -200 LF (If applicable) 2. Seaming Epoxy - Sufficient quantity for 50 SF (if applicable) 3. Turf Fabric (Green) - 250 SF with at least one piece 15' wide x 10' long. 5. 500 pounds each of silica sand and ground rubber granules in weatherproof bags. B Maintenance Equipment 1. The Synthetic Turf supplier shall provide the Owner with the following maintenance equipment a. Synthetic Sports Turf Groomer b. Spring Tine Rake c. Turf Sweeper d. Surface Sanitizer e. Rolling Magnet f. Litter Collector 2. All equipment shall be approved by the Manufacturer and shall comply with all warranty criteria. Minimum width shall be six(6)feet.All equipment shall be designed to be towed behind a small tractor or other vehicle. 3. Training: The supplier shall train maintenance staff in the care and maintenance of synthetic turf in accordance with Manufacturer's warranty. PART 3 - EXECUTION 3.01 GENERAL A. The installation shall be performed in full compliance with approved shop drawings. B. Only trained technicians, skilled in the installation of athletic caliber synthetic turf systems working under the direct supervision of the approved Installer's supervisors, shall undertake any cutting, sewing, gluing, shearing, top dressing or brushing operations. C The designated Supervisory personnel on the project must be certified, in writing by the Manufacturer, as competent in the installation of this material, including sewing or gluing seams and proper installation of the infill mixture. D All designs, markings, layouts, and materials shall conform to all currently applicable National Collegiate Athletic Association rules and/or other standards that may apply to this type of synthetic grass installation. E The Installer is responsible for all items above and including the leveling bed. If proper care is taken during the removal of the existing turf and infill, the preparation of the leveling bed required by the Installer is expected to be minimal. 3.02 PREPARATION A. Installer shall provide protection of existing site features from construction activities. Any damage as a result of Installer's actions shall become the full responsibility of the Installer. SYNTHETIC TURF 8 B Site protection includes but is not limited to security guards,video surveillance, and security barriers are at the discretion of the Installer. Damage, Vandalism and/or loss during the construction period shall be the responsibility, including financial, of the Installer. The Installer is advised to ensure they have appropriate insurance coverage for these types of liabilities and takes all precautions to eliminate the risk. C Fence Removal: Coordinate with Owner if fencing is required to be removed for equipment access to work areas. Fencing shall be removed and reinstalled in original condition by the Installer D. Staging, Parking, and Site Access: Installer shall coordinate with Owner. E. Installer shall obtain and pay for any required permits related to delivery of materials. F. The Installer is responsible for maintaining the entire job site at all times, including all workers and visitors, in a safe and professional environment. The Installer is solely responsible for all health and safety requirements, including but not limited to, prevention personnel training and the posting of signs and notices. 3.03 DEMOLITION A Site Access and Temporary Controls: Conduct selective demolition and debris removal operations to ensure minimum interference with roads, streets, walks, walkways and other adjacent occupied facilities. B. Temporary Facilities: Provide temporary barricades and other protection required to prevent injury to people and damage to adjacent buildings and facilities to remain. i C. Synthetic Turf: Conduct demolition of existing synthetic turf and infill in a careful manner to maintain the integrity of the existing leveling bed, aggregate base, and underdrain system. D. Perimeter Access: Protect surfaces where construction vehicles will be crossing to maintain integrity and appearance. a E Disposal: Except for items or materials indicated to be reused or otherwise stated to remain the Owner's property, Installer shall remove demolished materials from site and legally dispose. a 3.04 EXAMINATION A. Inspect the surface to receive the synthetic turf. Verify that any and all aggregate base repairs, underdrain system repairs, and leveling bed preparation is complete prior to installation. B. Prior to beginning installation, the Installer shall provide a letter of subsurface acceptance to the Owner. C. Prior to beginning installation, the subsurface shall be surveyed by an independent licensed surveyor, hired by the Owner, to confirm that grades meet the allowable deviation as specified. The survey shall be reviewed and approved by the Owner's representative prior to installation of the synthetic turf. Any discrepancies in the final grading as revealed by the survey shall be corrected. Installer shall coordinate with the Owner on timing and scheduling of the survey. D. The compaction of the aggregate base shall be 95%ASTM D698, and the surface tolerance shall not exceed 1/4 inch over 10 feet. All must be verified by means of ASTM testing and surveys to the satisfaction of the Manufacturer and Owner's representative. SYNTHETIC TURF 9 E Owner and Installer shall conduct a visual inspection for damage to the existing concrete perimeter prior to the commencement and upon completion of the work. Any damage as a result of Installer's actions shall become the full responsibility of the Installer. F Beginning of work means that the Installer accepts the surface planarity and compaction of aggregate base. The surface shall be perfectly clean as installation commences and shall be maintained in that condition throughout the process. 305 INSTALLATION A Install in accordance with Manufacturer's instructions. The Installer shall strictly adhere to the installation procedures outlined under this Section. Any variance from these requirements must be accepted in writing, by the Manufacturer's onsite representative, and submitted to the Owner, verifying that the changes do not in any way affect the warranty. Infill materials shall be approved by the Manufacturer and installed in accordance with the Manufacturer's standard procedures. B. The carpet rolls are to be installed directly over the properly prepared aggregate base. Extreme care should be taken to avoid disturbing the aggregate base, both in regard to compaction and planarity. It is suggested that a static roller is on site and available to repair and properly compact any disturbed areas of the aggregate base. C. The full width rolls shall be laid out across the field. No head or cross seams will be allowed if at all possible. Each roll shall be attached to the next utilizing standard state-of-the-art sewing procedures. Upon completing the installation of the playing surface rolls, the sideline areas shall be installed at right angles to the playing field turf. D. Gluing of the rolls shall not be acceptable. Minimum gluing will only be permitted to repair problem areas, corner completions, and inlaid lines. Sew seams using butt seam sewing machine and polyester thread. Seams shall be flat, tight, and permanent with no separation or fraying. E. Infill materials shall be applied in numerous lifts. The turf shall be brushed using a rotary broom and groomer broom simultaneously, as the mixture is applied. The infill material shall be installed to a depth determined by the Manufacturer. The mix shall be uniform and even in thickness to assure proper playing characteristics. F. The infill materials shall be installed to fill the voids between the fibers and allow the fibers to remain vertical and non-directional. A final application of specifically sized rubber granules completes the system. The infill shall be installed to the Manufacturer's recommended depth. A layer of non- marking rubber shall be placed as the final lift of the fill, to prevent sand, if utilized, from coming in contact with players and to minimize ball marking. G. Synthetic turf shall be attached to the perimeter edge detail in accordance with the Manufacturer's standard procedures. 3.06 CLEANING A. Protect installed turf from subsequent construction operations B. Do not permit traffic over unprotected turf surface C. Installer shall provide the labor, supplies, and equipment as necessary for final cleaning of surfaces and installed items. D. All usable remnants of new material shall become the property of the Owner. SYNTHETIC TURF 10 E. The Installer shall keep the area clean throughout the project and clear of debris F. Surfaces, recesses, enclosures, etc., shall be cleaned as necessary to leave the work area in a clean, immaculate condition, ready for immediate occupancy and use by the Owner. 3.07 TIMING, LIMITATIONS AND CONDITIONS AFFECTING INSTALLATION A. Weather and Climate: If, in the opinion of the Manufacturer or the Owner, weather and climatic conditions are having or will have an adverse effect on installation. Work shall be delayed until the adverse condition has passed. B Adjacent and Concurrent Construction. Installation shall not take place until the completion of adjacent or concurrent construction operations which generate dust, airborne abrasives, or any other by-product that, in the opinion of the Owner, Manufacturer, or Installer would be harmful to the synthetic turf. Under specific direction of the Owner, the Installer may be allowed to cover the turf with an approved covering if such harmful construction operations must occur after the turf has been installed. END OF SECTION t SYNTHETIC TURF 11 02000 PLANS, DETAILS AND NOTES If applicable, insert reference(s) to project plans; details; and notes See Attached Construction Plans: - Buck Egger - Phase III _ Multi-Purpose Turf Field Conversion to Synthetic - Exhibit A - Buck Egger Turf Replacement Project i ,r" + Miracles m� r - ; _ , .� Advance Auto C*hristian Pre-_ .jSchool -o parts store�,§. f' R>`►' _h'Itoqan's Auto Wash +, CL .L ;3 r' ¢ l • • � to I S att World�Presc oo Buck r - Egger Pa Replace existing naturalv , ° lot �+ 1 i C j Third Coast!Auto Group Used ca dealer Mays Square Horne Owners Association '.` *' Teter porarily closed 1 �6 ' '. • _ rrR Pepe's Fruit CUP i 03000 GEOTECHNICAL INVESTIGATION GEOTECHNICAL ENGINEERING SERVICES REPORT PROPOSED BUCK EGGER PARK IMPROVEMENTS 900 SOUTH MAYS STREET ROUND ROCK, TEXAS PSI PROJECT NO.0303279 PREPARED FOR: CITY OF ROUND ROCK PARKS AND RECREATION DEPARTMENT 221 EAST MAIN STREET ROUND ROCK,TEXAS 78664 MAY 24,2011 BY: PROFESSIONAL SERVICE INDUSTRIES,INC. 2600 WHALE COURT, SUITE 125 AUSTIN,TEXAS 78758 PHONE: (512) 491-0200 FAX: (512) 491-0221 _ p���e\ Ar S�P�E TF�11 .9 �I ice* • �.. s*ISI * �• * / ................................... ARNIE K. HAMMOCK/ 0� •• 84448 ff�'P� cENS��r\�'�i t, SS�UNAL•Es�,�1�/�l �- #-,� � Tonya Sonsteng, E.I.T. Arnie K. Hammock, P.E. Geotechnical Department Manager Principal Consultant f71m, i TABLE OF CONTENTS 1.0 PROJECT INFORMATION................................................................................................. 1 i 1.1 PROJECT AUTHORIZATION ' 1.2 PROJECT DESCRIPTION....................................................................................................................... I i 1.3 PURPOSE AND SCOPE .........................................................................................................................2 t 2.0 SITE AND SUBSURFACE CONDITIONS 3 2.1 SITE LOCATION AND DESCRIPTION....................................................................................................3 2.2 LOCAL GEOLOGY...............................................................................................................................3 2.3 SEISMIC DESIGN CONSIDERATIONS...................................................................................................3 2.4 FIELD EXPLORATION..........................................................................................................................4 2.4.1 Scope..........................................................................................................................................4 r 2.4.2 Drilling and Sampling Procedures................................................................................................4 (( 2.4.3 Field Tests and Measurements......................................................................................................4 2.5 LABORATORY TESTING PROGRAM.......................................................................................................5 2.6 SUBSURFACE CONDITIONS.................................................................................................................5 2.7 WATER LEVEL OBSERVATIONS .........................................................................................................6 3.0 EVALUATIONS AND RECOMMENDATIONS................................................................7 3.1 POTENTIAL VERTICAL RISE...............................................................................................................7 3.2 SITE PREPARATION.............................................................................................................................8 3.2.1 Excavation and Replacement(Pavilion)....................................................................................8 3.2.2 Chemical Stabilization (Pavilion/Multi-Purpose Field) ............................................................9 3.2.3 Paved Areas..............................................................................................................................11 3.3 FOUNDATION RECOMMENDATIONS................................................................................................. 12 3.3.1 Monolithic Slab-on-Grade.......................................................................................................12 3.3.3 Foundation Construction Recommendations...........................................................................13 3.3.4 Settlement.................................................................................................................................13 3.4 PAVEMENT RECOMMENDATIONS....................................................................................................... 13 (� 3.4.1 Flexible Pavement.....................................................................................................................14 it 3.4.2 Rigid Pavement......................................................................................................................... 15 4.0 CONSTRUCTION CONSIDERATIONS .......................................................................... 17 4.1 MOISTURE SENSITIVE SOILS/WEATHER RELATED CONCERNS........................................................ 17 4.2 DRAINAGE AND GROUNDWATER CONCERNS .................................................................................. 17 4.3 EXCAVATIONS.................................................................................................................................. 18 5.0 REPORT LIMITATIONS................................................................................................... 19 Appendix • Boring Location Plan • Logs of Boring • Key to Terms and Symbols Used on Logs r f Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 1.0 PROJECT INFORMATION 1.1 Project Authorization Professional Service Industries, Inc., (PSI) has completed a field exploration and geotechnical evaluation for the proposed Buck Egger Park improvements to be constructed at 900 South Mays Street in Round Rock, Texas. Mr. David Buzzell authorized our services in accordance with PSI Proposal No. 40909, dated March 14, 2011. PSI's proposal contained a proposed scope of work, lump sum fee,and PSI's General Conditions. 1.2 Project Description Based on information provided and design details furnished by Mr. Tony Prete, P.E. representing Waeltz & Prete, Inc., PSI understands that the proposed project will include construction of the following: • Pavilion Structure measuring approximately 1,900 square feet in plan area • Multi-Purpose Sports Field with a synthetic turf type covering • Parking and Drive areas to accommodate at least 25 vehicles It is understood that the proposed pavilion will consist of pre-engineered metal columns and roof system with a soil supported, concrete floor system. The proposed pavilion may also include a CMU block wall enclosed restroom facility. It is anticipated that the structure will be relatively lightly loaded, however detailed information regarding column and wall loading was not available at the time this report was prepared. PSI anticipates that the preferred foundation system for the proposed pavilion structure will be a monolithic slab-on-grade foundation system. It is also anticipated that the proposed parking and drive areas will be constructed with either flexible asphaltic or rigid concrete pavement. The geotechnical recommendations presented in this report are based on the available project information, structure location, and the subsurface materials described in this report. If any of the noted information is incorrect, please inform PSI in writing so that we may amend the recommendations presented in this report, if appropriate, and if desired by the client. PSI will not be responsible for the implementation of its recommendations when it is not notified of changes in the project. Naz Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 i 1.3 Purpose and Scope r The purpose of this study was to explore the subsurface conditions at the site and provide an evaluation of acceptable foundation and pavement systems for the proposed project. In addition,the purpose of this study was to provide recommendations regarding the stabilization of the subsurface }`} soils in the area of the proposed Multi-Purpose Sports Field. Our Scope of Services included drilling t test borings, performing select laboratory testing and the preparation of this geotechnical report. This report briefly outlines the available project information, describes the site and subsurface conditions, and presents recommendations regarding the following: • General subgrade preparation. • Foundation types, depths, allowable bearing capacities and an estimate of potential settlement. • Stabilization of the subsurface soils in the area of the Multi-Purpose Sports Field using chemical injection. • General pavement design criteria and pavement subgrade preparation. • Comments regarding factors that will impact construction and performance of the proposed construction. PSI's Scope of Services did not include an environmental assessment for determining the presence or absence of wetlands, or hazardous or toxic materials in the soil, bedrock, surface water, groundwater, or air on or below, or around this site. Any statements in this report or on the Logs of Boring regarding odors, colors, and unusual or suspicious items or conditions are strictly for informational purposes. PSI was not requested by the client to provide any service to investigate or detect the ' presence of moisture, mold or other biological contaminates in or around any structure, or any service that was designed or intended to prevent or lower the risk of the occurrence of the ' amplification of the same. Client acknowledges that mold is ubiquitous to the environment with mold amplification occurring when building materials are impacted by moisture. Client further acknowledges that site conditions are outside of PSI's control, and that mold amplification will ' likely occur, or continue to occur, in the presence of moisture. As such, PSI cannot and shall not be held responsible for the occurrence or recurrence of mold amplification. ~�� 2 fi� Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 2.0 SITE AND SUBSURFACE CONDITIONS 2.1 Site Location and Description The subject site is located at 900 South Mays Street in Round Rock, Texas. The subject site is bordered by West Logan Street to the north, South Mays Street to the east, South Mandell Street to the west and a commercial development to the south. At the time of our field exploration operations the site was relatively open and there was an existing playground located at the northwest portion of the site. The surface of the site was mainly covered with grass; at the east end of the site a small parking area was covered with existing base material. Based on visual observations the site appeared to be relatively level. The surficial soils were relatively firm and our drilling rig experienced little difficulty moving about the site. 2.2 Local Geology As shown on the Geologic Map of the Austin Area, Texas, reprinted in 1981, the site is located in an area where the Del Rio Clay Formation (Kdg) is present at or near the ground surface. The Del Rio Clay Formation generally consists mostly of limestone and marl with some beds of highly calcareous siltstone and marly limestone. This formation is typically overlain by high plasticity clays. The above information was generally confirmed by the test borings performed at the site. 2.3 Seismic Design Considerations The International Building Code (IBC) does not incorporate specific seismic zones. Rather, the code employs seismic risk maps based upon probabilistic ground accelerations. A soil profile name and Site Class is designated depending upon the subsurface conditions at individual site locations. The designation applies to the average material type in the upper 100 feet of the subsurface profile. A weighted average is commonly used, giving more weight to the materials within the upper 30 to 50 feet of the surface. While our test borings only penetrated the upper soils at this site,our area experience would suggest that the soils become stronger with depth. Based on these assumptions, we consider the site to have a"very dense soil and soft rock profile"and is designated as Site Class"C". r Proposed Buck Egger Park Improvements May 24,2011 t Round Rock,Texas PSI Project No.0303279 2.4 Field Exploration 2.4.1 Scope Field exploration for the project consisted of drilling a total of five (5) test borings and excavating two (2) shallow test holes. The proposed structures, test boring labels, and approximate depths are provided in the table below: Proposed Structure Boring Labels Approx. Depth of Borings(ft)) Pavilion B-1 20 Multi-Purpose Field F-1 and F-2 15 Parking and Drive Areas P-1 and P-2 5 The shallow test holes (S-1 and S-2) were performed within the area covered with existing base material to determine the approximate depth of limestone material at these locations. The test boring locations were selected by PSI personnel and were located in the field using hand held GPS equipment. The approximate test boring locations are depicted on the ' Boring Location Plan provided in the Appendix. 2.4.2 Drilling and Sampling Procedures ' The test borings were drilled using a truck-mounted drill rig equipped with a rotary head and conventional solid-stem auger drilling methods were used to advance the test holes. Undisturbed ' samples of the soils were obtained using thin-walled sampling procedures in accordance with ASTM D-1587. Representative disturbed samples of the soils encountered were obtained using split-spoon sampling procedures in general accordance with ASTM D-1586. The samples obtained from the test borings were identified according to number and depth, and were subsequently transported to PSI's laboratory for testing and visual classification. 2.4.3 Field Tests and Measurements 2.4.3.1 Water Level Measurements Water level observations made during the drilling operations are noted on the Logs of Boring provided in the Appendix. In relatively pervious soils, such as sandy soils, the indicated depths are considered to be a relatively reliable indicator of groundwater levels. In relatively impervious soils, however, water levels observed in the test borings even after several days may not provide reliable indications of groundwater table elevations. Seasonal variations and changes in site grading could influence the groundwater levels at the site; therefore, water levels at later times could be different from those observed during the subsurface exploration. fi�5SWFWJ 4 Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 2.4.3.2 Ground Surface Elevations Information regarding the existing ground surface elevations at the test boring locations was not provided to PSI prior to the completion of this geotechnical report. The depths referred to in this report are therefore measured from the actual ground surface elevations at the test boring locations during the time of our field exploration activities(March 31, 2011). A proposed grading plan or Finish Floor Elevation information was not available to PSI at the time this report was prepared. This information may significantly affect the earthwork and foundation recommendations contained in this report. PSI should be provided with elevation information prior to design finalization so we may determine if the recommendations contained in this report remain applicable. 2.5 Laboratory Testing Program PSI supplemented the field investigation with a laboratory testing program to determine additional engineering characteristics of the subsurface soils encountered. The laboratory testing program included visual classification (ASTM D-2488)and natural moisture content tests(ASTM D- 2216) on the soil samples. In addition, selected soil samples were tested to determine the Atterberg Limits(ASTM D4318). The shear strength of cohesive soil samples were evaluated from unconfined compressive strength tests(ASTM D-2166). The laboratory testing program was conducted in general accordance with applicable ASTM Specifications. The results of the laboratory tests are provided in the Appendix on the Logs of Boring. 2.6 Subsurface Conditions The Logs of Boring provided in the Appendix show details of the subsurface conditions encountered at the test boring locations. Data on the Logs of Boring include visual classification of the subsurface soils, laboratory data, and observations of the groundwater conditions. Variations from the conditions shown on the Logs of Boring could occur between or beyond the test boring locations. In addition, the stratification lines shown on the Logs of Boring represent approximate boundaries between soil types and have been estimated by a Geotechnical Engineer based on an examination of the samples and on information from the drillers' field logs. Actual transitions between soil types could vary somewhat from the approximate levels shown and could be gradual. The generalized soil conditions encountered at the project site have been summarized and soil/rock properties including classification,strength and plasticity are provided in the following table: Where: D=Approx.average depth below existing site grade (ft) LL = Liquid limit(%) PI = Plasticity index HP= Hand Penetrometer value range (tsf) N=Standard penetration test range(blows/ft) Qu= Unconfined Compressive Strength(tsf) Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 D Generalized Soil LL PI HP N Qu Description Dark brown, 2.75- 0-11 Fat CLAY(CH) 54-94 36-65 4.50+ --- 1.7-7.6 11-14 Light yellowish brown&gray, 33 19 Lean CLAY (CL) 14-20 Light brown, ___ ___ 50/4.5"- --- LIMESTONE 50/0.5" Exceptions to the generalized soil profile table provided above were observed, most notably at Test Boring F-I where the LIMESTONE stratum was not encountered. The existing base material encountered at the shallow test holes is summarized below: Test Hole Approximate Depth of r Base Material L S-1 6" S-2 8" The above subsurface description is of a generalized nature to highlight the major subsurface stratification features and material characteristics. The Logs of Boring included in the Appendix should be reviewed for specific information at the individual test boring locations. These records include soil/rock descriptions, stratifications, penetration resistances, locations of the samples and laboratory test data. The stratifications shown on the Logs of Boring represent the conditions only at the actual test boring locations. Variations may occur and should be expected between and beyond the test boring locations. The stratifications represent the approximate ' boundary between subsurface materials and the actual transition may be gradual. The samples that represent the recommended foundation bearing materials that were not altered by laboratory testing will be retained for 60 days from the date of this report and then will be discarded. 2.7 Water Level Observations The test borings were dry during drilling and upon completion of drilling operations, indicating that the continuous groundwater level at the site at the time of the exploration was either below the depth of the test borings, or that the soils encountered are relatively impermeable. Although groundwater was not encountered in the test borings at the completion of the drilling operations, it Is possible for groundwater seepage to be present within the depths explored during other times of the year depending upon climatic and rainfall conditions. fiv.5%72C 6 Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 3.0 EVALUATIONS AND RECOMMENDATIONS 3.1 Potential Vertical Rise Generally, the subsurface conditions encountered at this site consist of an upper stratum of dark brown Fat CLAY (CH) soils, underlain by light yellowish brown and gray Lean CLAY (CL) soils. The upper clay soils are generally underlain by light brown LIMESTONE material that extended to the deepest test boring termination depth of approximately 20 feet below the existing site grades. The results of laboratory plasticity tests indicate that upper Fat CLAY (CH) soils are high to very high in expansive potential and the Lean CLAY (CL) soils are low in expansive potential. The underlying LIMESTONE material is considered to be low in expansive potential. The amount of potential movement to shrink and swell with soil moisture variations is represented or indicated by Potential Vertical Rise (PVR). In designing soil supported slab systems,the structural engineer should take movements associated with shrinking-swelling soils into account. The active depth at this site is estimated to be the depth to LIMESTONE. A PVR value of approximately five(5) inches was calculated for dry soil moisture conditions at this site. This value was calculated using the Texas Department of Transportation (TxDOT) TEX- 124-E method which uses the maximum percent swell through the entire active depth. This method is considered appropriate for extreme soil moisture variations such as extreme rainfall variations in this area. The estimated PVR value provided is based on a foundation system applying a sustained surcharge load of approximately 1.0 pound per square inch on the subgrade materials. This value represents the vertical rise that can be experienced by dry subsoils if they are subjected to conditions that allow them to become saturated, such as poor drainage. Swelling or shrinkage occurs in soils due to changes in moisture content. Ponding of water or poor drainage and water infiltration into the foundation soils for an extended period of time can be detrimental to soil supported floor slabs. Excessive wetting of soil (due to the accumulation of water), or, excessive drying (due to the presence of large trees, etc) could possibly result in greater PVR values than those estimated herein as the moisture variations could occur down to deeper depths; or, the moisture variations can be greater than those inherently assumed by the methods mentioned above. We recommend that the moisture-related problems be corrected immediately as they can be detrimental to the floor slab. It is not uncommon to assume the differential movement to be about half the value of the PVR. This is based on the assumption that a certain amount of moisture variation may occur beneath the plan area of the floor slab. It is possible that under extreme moisture variation conditions, the differential movements could be equal to, or even double, the value of PVR. It is important to control the possibility of moisture changes;the following precautions should be implemented. 1. Direct surface runoff away from the structure by sloping the subgrade away from the slab. 2. Extend paving or other impervious covering,such as sidewalks,to the edge of the slab. 3. Extend roof drain downspouts so that the discharge is at least 5 feet from the edge of the slab. 4. Avoid placing trees or shrubs adjacent to the slab. 5. Avoid excessive drying of soil around the slab. V_-ffA"h� 7 Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 s 3.2 Site Preparation 4 3.2.1 Excavation and Replacement(Pavilion) t The following building pad preparation recommendations result in the corresponding PVR values, as provided in the table below, for slab-on-grade construction at this site. The recommendations are applicable if the proposed Finish Floor Elevation of the building will be constructed within two (2) feet of the existing site grades. PSI should be provided with elevation information prior to design finalization so we may determine if the recommendations contained in this report remain applicable. t f The initial step in the development of the site should consist of the stripping and removal of �. the existing vegetation, roots, and any loose, soft, wet, organic or otherwise unsuitable materials from the areas to be developed during the proposed construction. A Geotechnical Engineer or his representative should be present at the site, working with the Contractor, to aid in determining final requirements for removal and/or undercutting of unsuitable materials. Based on our analysis, PSI has determined that the PVR value for slab-on-grade construction at this site can be reduced by removing a portion of the dark brown to brown Fat CLAY (CH) soils and constructing the building pad with properly compacted SELECT FILL soils. The following table provides possible undercut and replacement amounts and the calculated PVR values: PVR Reduction Approximate PVR Value Undercut& Replacement Amount* (a (in) (ft) 1 7 1'/z 5'/2 2 4%2 *Depth below the existing site grade PSI understands that the City of Round Rock and their design team will evaluate the different L undercut and replacement options and make a selection on which values will be used for design and construction of the proposed Pavilion. After the stripping operations have been completed in the proposed building area, PSI recommends that the respective portion of Fat CLAY (CH) soils be excavated within the proposed building area and extending at least five (5) feet beyond the building perimeter where hardscaped areas are planned. This recommendation for excavation of the upper soils is based on the high plasticity of the natural Fat CLAY (CH) soils. After excavating as recommended, the exposed subgrade soils should then be proofrolled with at least a 15-ton pneumatic roller or equivalent to detect weak areas. Soils that are observed to rut or deflect excessively under the moving load should be undercut. The proof-rolling and 1 undercutting activities should be witnessed by a representative of the Geotechnical Engineer and should be performed during a period of dry weather. Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 After proofrolling operations are completed,the exposed subgrade soils should be scarified to a depth of eight (8) inches, moisture conditioned if necessary, and compacted. The subgrade soils should be compacted to at least 95 percent of the maximum dry density as determined by the Standard Proctor (ASTM D-698). The moisture content of the subgrade soils should be maintained between optimum moisture content and four(4)percentage points above the optimum moisture content value. After subgrade preparation is complete, the placement of SELECT FILL soils may begin to construct the building pad. The SELECT FILL soils should be free of organic or other deleterious materials and should have a liquid limit less than 35, a plasticity index between five (5)and 15, and a maximum particle size of two(2) inches. Sandy lean clays,clayey sands,and/or crushed limestone are suggested for use. SELECT FILL soils consisting of crushed Limestone should meet similar gradation requirements to those set forth in TxDOT Item 247,Type A,Grade 3 or better. The existing base materials encountered at the east end of the site could be scarified, stockpiled,and re-used as SELECT FILL in the building area and/or base material in the paved areas if the material meets the specifications presented in Sections 3.2.1 and 3.4.2 of this report, respectively. Care will be required during excavation of the materials planned for re-use. Materials containing organics or other deleterious materials,and soils not meeting the requirements for SELECT FILL/base material as outlined in this report, should be kept separate. Testing in bulk will be required during excavation to verify that materials planned for re-use meet the outlined requirements. The SELECT FILL soils used to construct the building pad should be placed in eight (8) inch thick loose lifts and should be compacted to at least 98 percent of the maximum dry density as determined by the Standard Proctor (ASTM D-698). The moisture content of the SELECT FILL materials should be maintained between one (1) percentage point below to three (3) percentage points above the optimum moisture content. If water must be added, it should be uniformly applied and thoroughly mixed into the soil by disking or scarifying. Each lift of compacted SELECT FILL should be tested by a representative of the Geotechnical Engineer prior to placement of subsequent lifts. Care should be taken to apply compactive effort throughout the fill and fill slope areas. 3.2.2 Chemical Stabilization(Pavilion/Multi-Purpose Field) Chemical stabilization of the Fat CLAY (CH) soils may be used as a method to achieve an acceptable PVR of about one(1) inch, if desired. The soils maybe stabilized by chemically injecting to a depth of approximately 11 feet below the existing site grades. The initial step of the earthwork operations should consist of the stripping and removal of the existing vegetation, roots, and any loose, soft, wet, organic or otherwise unsuitable materials from within the injection area. If an irrigation system was previously installed, this system should be removed and/or properly capped. PSI recommends that after the stripping operations have been completed, additional excavation should be performed where required, to allow for the placement of a Crushed Limestone SELECT FILL cap of the following thicknesses • Multi-Purpose Field 12-inches • Pavilion 36-inches Proposed Buck Egger Park Improvements May 24,2011 , Round Rock,Texas PSI Project No.0303279 i After the stripping and excavation operations have been completed, the exposed materials t should be proofrolled with at least a 15-ton pneumatic roller or equivalent to detect weak areas. i Proofrolling operations should be continued until the subgrade offers a relatively unyielding surface. 1 Any unsuitable soils should be excavated and then grades should be restored by backfilling with Engineered FILL material, compacted in accordance with the criteria discussed later in this section. i After proofrolling, the exposed soils should be scarified to a depth of eight (8) inches, moisture conditioned if necessary, and compacted. The subgrade soils should be compacted to at least 95 percent of the maximum dry density as determined by the standard Proctor(ASTM D-698). The moisture content of the subgrade soils should be maintained between optimum to four (4) percentage points above the optimum moisture content value. j After the subgrade soils have been prepared, Engineered FILL may be used, where required to bring the site to grade, allotting for the placement of the Crushed Limestone SELECT FILL. Engineered FILL soils may consist of the on-site soils, free of organics, deleterious materials, and particles larger than four(4) inches. Any imported material to be used as Engineered FILL should have a maximum liquid limit of 50 and a plasticity index between five (5)and 30. The Engineered FILL materials used to raise the grades where required in the proposed injection area should be placed in no greater than eight (8) inch thick loose lifts. Each lift should be compacted to at least 95 percent of the maximum dry density as determined by the Standard Proctor C (ASTM D-698). The moisture content of the Engineered FILL soils should be maintained between optimum moisture content and four(4)percentage points above the optimum moisture content value. f L The Fat CLAY (CH) soils will be sensitive to moisture content increases. This general sensitivity to water will influence foundations, slabs, pavements, and fill placement, since subgrade support capacities will deteriorate when these general soil types become wet. As such, every effort should be made to keep the foundation, slab, pavement, and fill subgrade areas properly drained and free of ponded water. In addition, trafficking of the site with heavy equipment should be avoided when the on-site soils are wet. After the injection area has been brought to the appropriate grade with regard to the Crushed Limestone cap,the soils in the proposed treatment area and extending at least five(5)feet beyond the perimeter, should then be chemically injected. Injection of the soils should extend to a minimum depth of 11 feet below the existing site grades. Sulfonated oil injection or lime injection is not recommended at this site due to the high plasticity of the soils to be treated. PSI recommends that the soils be stabilized using potassium chloride based chemical pressure injection or an approved equal. It is anticipated that injections should be performed on maximum two (2) foot centers. Multiple injection passes and closer injection spacing should be anticipated to achieve the desired results. The effectiveness of the treatment should be confirmed by performing one-dimensional swell tests on soil samples obtained from the full depth of treatment. Test borings should be drilled in the project area after the completion of the injection process and swell tests should be performed on selected soil specimens obtained. The treatment should be considered acceptable if the average swell of all the individual swell test results does not exceed 0.8 percent swell, and no single swell test result exceeds 1.2 percent swell. PSI's Geotechnical Engineer should choose sampling locations 1 and choose the actual soil specimens for laboratory testing. 10 t r t Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 After treatment, the surface of the treated area should be scarified to a depth of about eight (8) inches to mix the excess chemical slurry into the subgrade soils. The scarified subgrade should then be moisture conditioned between optimum moisture content and four (4) percentage points above the optimum moisture content value and compacted to at least 95 percent of the maximum dry density as determined by the Standard Proctor(ASTM D 698). The treated area should be completed by placing a two (2) foot cap of Crushed Limestone SELECT FILL. The Crushed Limestone SELECT FILL should meet the requirements and be placed and compacted as recommended in Section 3.2.1 of this report. If water must be added, it should be uniformly applied and thoroughly mixed into the soil by disking or scarifying. Each lift of compacted SELECT FILL should be tested by a representative of the Geotechnical Engineer prior to placement of subsequent lifts. The surface of the compacted SELECT FILL should be rolled with a smooth, steel drum compactor to create a uniform, level surface without aggregate protrusions. 3.2.3 Paved Areas After the stripping operations have been completed in the proposed paved areas, the exposed materials should then be proofrolled with at least a 15-ton pneumatic roller or equivalent to detect weak areas. In such instances, proofrolling operations should be continued until the subgrade offers a relatively unyielding surface. Unsuitable soils should be excavated. Following proofrolling of the subgrade, it is recommended that the exposed subgrade soils be scarified to a depth of eight (8) inches, moisture conditioned if necessary, and compacted. The upper eight (8) inches of the subgrade soils should be compacted to at least 95 percent of the maximum dry density as determined by the Standard Proctor(ASTM D-698). The moisture content of the subgrade soils should be maintained between optimum moisture content and four (4) percentage points above the optimum moisture content value. After subgrade preparation is complete, the placement of properly compacted Engineered FILL materials may begin in the parking and drive areas to raise the grades, where required. Engineered FILL soils should meet the requirements and be placed and compacted as recommended in Section 3.2.2 of this report. Trench backfill materials placed within the proposed parking and drive areas should be placed in no greater than eight (8) inch thick loose lifts and compacted to at least 95 percent of the maximum dry density as determined by the Standard Proctor (ASTM D-698). At the time of compaction, the backfill soils should be between optimum moisture content and four (4) percentage points above the optimum moisture content value. "AL%ff I Proposed Buck Egger Park Improvements May 24,2011 i Round Rock,Texas PSI Project No.0303279 i 3.3 Foundation Recommendations Based on the existing soil conditions the use of either a monolithic slab-on-grade foundation system or a shallow footing foundation system utilized in conjunction with a soil supported floor slab is considered feasible for the proposed structure, provided the risk of some movement is i acceptable. The recommended subgrade preparation as presented in Section 3.2.1 or 3.2.2 of this i report should be performed in the building area. It is imperative that a Geotechnical Engineer or his representative be present at the site, working with the Contractor, to aid in determining final requirements for removal and/or undercutting of unsuitable materials. 3.3.1 Monolithic Slab-on-Grade A rebar reinforced beam and slab foundation is used to support relatively light structures where soil conditions are relatively uniform, and where a calculated magnitude of movement, typically one(1) inch, can be tolerated. The intent of a rebar stiffened slab-on-grade foundation is to allow the structure and foundation to move freely with soil movements while providing sufficient stiffness to limit differential movements within the superstructure. Provided that the proposed building pad is prepared as recommended in Section 3.2.1 or 3.2.2 of this report, a monolithic rebar reinforced beam and slab foundation may be used to support the proposed structure. Grade beams and any thickened beam sections used to support column loads based at least two (2) feet below the Finished Floor Elevation and one and one-half(1%) feet below the final exterior grade, founded in properly compacted SELECT FILL can be designed for an allowable soil bearing capacity of 2,000 psf. The beams should be a minimum of 12-inches wide to prevent local shear failure. Utilizing the "Design of Slab-on-Ground Foundations" published by the Wire Reinforcement Institute, Inc. (Aug., 1981) as a guideline, the following design criteria for PVR conditions of one (1) inch, one and one-half(I%) inches, and two (2) inches are provided for the proposed structure to be constructed at the project site. WRI Design Criteria PVR Condition 1" 1%2" 2" Climatic Rating 18 Effective Plasticity Index 26 31 34 Soil/Climatic Rating Factor(1-C) 0.11 0.16 0.19 It is recommended that a capillary water barrier be placed beneath the concrete floor slab for this project where any movement of moisture vapor through the slab would be detrimental to floor coverings or the performance of the floor. The vapor barrier should consist of at least 15 mil polyethylene sheeting placed directly on the prepared building pad. r fim.5%�J 12 Proposed Buck Egger Park Improvements May 2J,2011 Round Rock,Texas PSI Project No.0303279 3.3.3 Foundation Construction Recommendations The foundation excavations should be observed by a representative of PSI prior to steel or concrete placement to assess that the foundation materials are capable of supporting the design loads and are consistent with the materials discussed in this report. Soft soils and materials that are determined by the Geotechnical Engineer to be unsuitable for foundation support, encountered at the bottom of beam excavations, should be removed and the resultant cavities should be backfilled as directed by PSI's Geotechnical Engineer. After opening, beam excavations should be observed and concrete placed as quickly as possible to avoid exposure of the footing bottoms to wetting and drying. Surface run-off water should be drained away from the excavations and not be allowed to pond. if it is required that beam excavations be left open for more than one day, they should be protected to reduce evaporation or entry of moisture. 3.3.4 Settlement Consolidation of the soils resulting from the foundation loads will result in measurable increments of soil settlements. Based on results of the field tests and the anticipated foundation loads, we estimate that the maximum foundation settlement should not exceed one (1) inch, one and one-half (1'/z) inches, or two (2) inches depending on the desired PVR condition. Differential settlement will probably approximate 50% of the total increment. While settlement of this magnitude is generally considered tolerable for structures of the type proposed, the design of masonry walls/rock veneers should include provisions for liberally spaced, vertical control joints to minimize the affects of cosmetic "cracking". 3.4 Pavement Recommendations In designing the proposed parking areas and drive areas, the existing subgrade conditions must be considered together with the expected traffic use and loading conditions. The conditions that will influence the pavement design can be summarized as follows: • Bearing values of the subgrade. These can be represented by a Modulus of Subgrade Reaction (K) for rigid pavements and by a California Bearing Ratio (CBR) for flexible pavements. • Vehicular traffic, in terms of the number and frequency of vehicles and their range of axle loads. • Probable increase in vehicular use over the life of the pavement. • The availability of suitable materials to be used in the construction of the pavement and their relative cost. Specific laboratory testing to define the subgrade strength (i.e. CBR/K values) have not been performed for this analysis. Based upon local experience, the estimated CBR and K values for the surficial Fat CLAY (CH)subgrade soils at this site are approximately 3 and 100 pci, respectively. R%dms 13 Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 The number and frequency of vehicles and their range of axle loads have not been provided for our review. Considering the pavement will be used primarily by passenger cars and light trucks, it is feasible to use a "standard" design based on local practice for similar subgrade conditions and i assumed design loading conditions. However, the owner must accept a greater risk of pavement failure and/or higher maintenance costs, compared to an engineered design. It is important that any ' existing organic and compressible soils be removed and the exposed subgrade be properly prepared prior to pavement installation. t 3.4.1 Flexible Pavement Based on a "standard design" and an estimated CBR value of three (3), the following minimum flexible pavement thicknesses are recommended for light duty automobile parking areas, medium duty driveway areas,and heavy duty truck areas: Flexible Pavement Recommended Thicknesses Pavement Materials Light Duty Medium Duty Heavy Duty Hot Mix Asphaltic Concrete 2" 2'/2" 3" Aggregate Base Course 8" 9" 10" Compacted Subgrade Prepared as Recommended in Section 3.2.3 After the organics, deleterious material, and roots larger than one-half(/2) inch in diameter have been removed,the exposed subgrade soils should be prepared and Engineered FILL should be placed as described in Section 3.2.3 of this report. After the areas are brought to the proper grade elevations the base materials may then be placed. The base materials in flexible pavement areas should be placed in maximum nine (9) inch thick loose lifts and compacted to at least 95 percent of the maximum dry density as determined by the Modified Proctor (ASTM D-1557), near the optimum moisture content. Base materials should meet the gradation and performance standards specified in TXDOT Item 247, Type A, Grade 1 I (crushed limestone). Hot-mix asphaltic concrete shall conform to TXDOT Item 340,Type "D". The flexible base on this project must meet TxDOT specified triaxial (for strength) and wet ball mill (for aggregate durability) requirements. Usually, these tests are often overlooked on commercial projects, frequently allowing substandard materials to be used, resulting in unsatisfactory performance of paving. It is recommended that the contractor's submittals include the test data that verify that the base material complies with these requirements. t Allowances for proper drainage and proper selection of base materials are most important for perfonnance of asphaltic pavements. Ruts and birdbaths in asphalt pavement allow for quick deterioration of the pavement primarily due to saturation of the underlying base and subgrade. Surface water infiltration should be minimized to promote proper pavement performance. Several s factors should be considered during pavement design to reduce infiltration. 14 4 6 Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 To summarize, the following are some of the factors that need to be emphasized in order to maintain proper drainage: I. Appropriate slopes should be provided. 2. Joints should be properly sealed and maintained. 3. Sidedrains or subdrains along a pavement section could be provided. 4. Proper pavement maintenance programs such as sealing surface cracks, and immediate repair of distressed pavement areas should be adopted. 5. During the construction phase of this project, site grading should be kept in such a way that the water drains freely off the site and off any prepared or unprepared subgrade soils. 6. Any excavations should not be kept open for a long period of time. The degree of compaction of the subgrade soils should be maintained till the subgrade is paved. 3.4.2 Rigid Pavement Based on a "standard design" and an estimated Modulus of Subgrade Reaction (K) of 100 pci, the following minimum rigid pavement thicknesses are recommended for light duty automobile parking areas, medium duty driveway areas,and heavy duty truck areas: Rigid Pavement Recommended Thicknesses Pavement Materials Light Duty Medium Duty Heavy Duty Concrete 6" 7" 8" Compacted Subgrade Prepared as Recommended in Section 3.2.2 After the organics, deleterious material, and roots larger than one-half('/z)-inch in diameter have been removed, the exposed subgrade soils should be prepared and Engineered FILL soils should be placed as described in Section 3.2.3 of this report. The medium duty concrete pavement should be provided in the entrance/exit driveways and the heavy duty concrete pavement should be implemented in the trash dump approach areas due to the high wheel and impact loads that these areas will receive. Based on our local experience, rigid concrete pavements are considered to be a part of the civil site work package and the concrete mix design specifications and rebar reinforcement detailing is developed as part of the project specifications, typically by the Civil Engineer. Minimum cement contents and cementitious material replacement specifications should consider the time of year for concrete placement for optimal material performance. The design project engineer of record is best qualified to be familiar with the project schedule and to establish those parameters. Making some typical assumptions, however, PSI provides the following recommendations. 9%Ar—ft 5 15 r i Proposed Buck Egger Park Improvements May 24,2011 f Round Rock,Texas PSI Project No.0303279 s PSI recommends that the concrete should have a minimum 28 day compressive strength of 3,500 psi. The concrete pavements should be properly reinforced and jointed (per ACI requirements), and should have No. 4 reinforcing bars, placed at 18-inch centers, each way. Pre- manufactured chair supports should be used to support the reinforcing steel during concrete placement. The reinforcement should be located in the top half of the concrete section with a minimum of two (2) inches of cover from the top. t Saw cut control joints should be placed at maximum 15 foot intervals and should be cut at a depth of at least one-quarter of the pavement thickness. Saw cut control joints spaced at 10 feet i usually control cracking better than the 15 foot interval. Joints should be sawed within 12 hours of concrete placement and preferably sooner. All joint spacing in large pavement areas should not exceed a distance of 60 feet. E Expansion joints should be used wherever the pavement will abut a structural element subject to a different magnitude of movement, such as: light poles, retaining walls, or manholes. Expansion joints should be sealed with a polyurethane sealant so that moisture infiltration into the subgrade soils and resultant concrete deterioration at the joints is minimized. Interlocking construction joints and minimum 18-inch long dowel bars spaced at 24-inches on center should be used where a subsequent concrete placement intersects a previous one. Dowel bars should also be used to transfer load at expansion joint locations. After construction, the control, expansion, and construction joints should be inspected periodically and resealed, if necessary. r E f r r a 16 1 t Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 4.0 CONSTRUCTION CONSIDERATIONS It is recommended that PSI be retained to provide observation and testing of construction activities involved in the foundations, earthwork, pavements and related activities of this project. PSI cannot accept any responsibility for any conditions which deviate from those described in this report, nor for the performance of the foundations and pavements if not engaged to also provide construction observation and testing for this project. 4.1 Moisture Sensitive Soils/Weather Related Concerns The upper soils encountered at the site may be sensitive to disturbances caused by construction traffic and changes in moisture content. During wet weather periods, increases in the moisture content of the soil can cause significant reduction in soil strength and support capabilities. In addition, soils which become wet may be slow to dry and thus significantly retard the progress of grading and compaction activities. It will, therefore, be advantageous to perform earthwork, and foundation construction activities during dry weather. 4.2 Drainame and Groundwater Concerns Water should not be allowed to collect in the foundation excavations, on floor slab areas, pavement areas, or on prepared subgrades of the construction area either during or after construction. Undercut or excavated areas should be sloped toward one corner to facilitate removal of any collected rainwater, groundwater, or surface runoff. Positive site surficial drainage should be provided to reduce infiltration of surface water around the perimeter of the building and beneath the floor slab. The grades should be sloped away from the building and surface drainage should be collected and discharged such that water is not permitted to infiltrate the backfill, subgrade, and floor slab areas of the building. Groundwater was not encountered in the test borings during drilling or upon completion of drilling operations. It is possible that seasonal variations will cause fluctuations, or a water table to be present in the upper soils at a later time. Additionally, perched water may be encountered in discontinuous zones within the overburden. Any water accumulation should be removed from excavations by pumping. Should excessive and uncontrolled amounts of seepage occur, the Geotechnical Engineer should be consulted. V%tt%-: 17 Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 4.3 Excavations Typically, soils penetrated by geotechnical augers can be removed with conventional f earthmoving equipment. However, excavation equipment varies, and field refusal conditions may vary. Generally, the weathering process is erratic and variations in the partially weathered rock or rock profile can occur in small lateral distances. It is likely that weathered rock and/or rock pinnacles or ledges requiring difficult excavation techniques may be encountered at the site below an average depth of approximately 14 feet. High powered rock ripping, sawing, milling, jack hammering, and drilling equipment may be necessary to excavate the LIMESTONE materials at this site. In Federal Register, Volume 54, No. 209 (October 1989), the United States Department of Labor, Occupational Safety and Health Administration (OSHA) amended its "Construction Standards for Excavations, 29 CFR, part 1926, Subpart P". This document was issued to better insure the safety of workmen entering trenches or excavations. It is mandated by this federal regulation that excavations, whether they be utility trenches, basement excavations, or footing excavations, be constructed in accordance with the new OSHA guidelines. It is our understanding that these regulations are being strictly enforced and if not closely followed, the owner and the contractor could be liable for substantial penalties. The contractor is solely responsible for designing and constructing, stable, temporary excavations and should shore, slope or bench the sides of the excavations as required to maintain stability of both the excavation sides and bottom. The contractor's "responsible person", as defined in 29 CFR Part 1926, should evaluate the soil exposed in the excavations as part of the contractor's safety procedures. In no case should slope height, slope inclination, or excavation depth, including utility trench excavation depth, exceed those specified in local, state, and federal safety regulations. ' A slope stability analysis was not a part of PSI's services. We are providing this information solely as a service to our client. PSI does not assume ' responsibility for construction site safety or the contractor's or other parties' compliance with local, state,and federal safety or other regulations. ��R%dm 18 Llr�i . Proposed Buck Egger Park Improvements May 24,2011 Round Rock,Texas PSI Project No.0303279 5.0 REPORT LIMITATIONS The recommendations submitted in this report are based on the available subsurface information obtained by PSI and design details furnished by the client for the proposed project. If there are any revisions to the plans for this project, or if deviations from the subsurface conditions noted in this report are encountered during construction, PSI should be notified immediately to determine if changes in the foundation recommendations are required. If PSI is not notified of such changes, PSI will not be responsible for the impact of those changes on the project. The Geotechnical Engineer warrants that the findings, recommendations, specifications, or professional advice contained herein have been made in accordance with generally accepted professional Geotechnical Engineering practices in the local area. No other warranties are implied or expressed. This report may not be copied without the expressed written permission of PSI. After the plans and specifications are more complete, the Geotechnical Engineer should be retained and provided the opportunity to review the final design plans and specifications to check that our engineering recommendations have been properly incorporated in the design documents. At this time, it may be necessary to submit supplementary recommendations. If PSI is not retained to perform these functions, PSI will not be responsible for the impact of those conditions on the project. This report has been prepared for the exclusive use of the City of Round Rock for specific application to the proposed Buck Egger Park improvements to be constructed at 900 South Mays Street in Round Rock, Texas. 1p"%.dm7i 19 1 1 1 1 1 l t 1 ' � �] �'JC`� � c� C��' 1 1 Y 1 f r► : i i r - ~�� Infomiation Buck Egger Park ImprovementsrV�To Build On Boring 900 South Mays Street Engineering•Consulting•Testing Round Rock, Texas 2600 McHale Court, Suite 125 Plan PSI Project No. 0303279 Austin,Texas 78758 Professional Service Industries, Inc. 2600 McHale Court, Suite 125 Austin, TX 78758 LOG OF BORING B-1 MTelephone: (512)491-0200 _0221 Sheet 1 of 1 Fax (512)491PSI Job No.: 0303279 Drilling Method: Solid Flight Auger WATER LEVELS Project: Proposed Buck Egger Park Improvements Sampling Method: Shelby Tube/Split Spoon Q Location: 900 South Mays Street Hammer Type: Automatic = Round Rock,Texas Boring Location: PAVILION STRUCTURE SEE BORING LOCATION PLAN Station: N/A STANDARD PENETRATION Offset: N/Ac TEST DATA o Nin blows/ft HT Z H Moisture A PL I' oz MATERIAL DESCRIPTION o ze ; LL Remarks) m o W � LU j STRENGTH,tsf Qu K QP 00 2.0 4.0 Dark brawn,mast,very stiff to hard, Fat CLAY(CH)1 26 "14L=89 L=26 2 26 >> brown i 5 3 27 =1.7 tsf CH 4 26 KSIE » =90 5 26 =25 10 Light yellowish brown 8 gray,dry,hard, Lean CLAY(CL) ' CL 9 X A LL=33 PL=14 6 Light brown,hard,LIMESTONE 50/3.5" >> 15 7 50/0.5" 9 X » _20- BORING TERMINATED AT 20 FEET Completion Depth: 20.0 ft Sample Types: Shelby Tube Latitude: 30.5024° Date Boring Started: 3/31/11 Longitude:97.6775° Date Boring Completed: 3/31/11 Auger Cutting Hand Auger Drill Rig: CME 5308 Logged By: Steve McSwain Split-Spoon Calif.Sampler Remarks: Drilling Contractor. Geologic Rock Core Texas Cone The stratification lines represent approximate boundaries The transition may be gradual. Professional Service Industries, Inc. 2600 McHale Court, Suite 125 M Austin, TX 78758 LOG OF BORING F-1 Telephone: (512)491-0200 Fax 91.0221 _ Sheet 1 of 1 PSI Job No.: 0303279 Drilling Method: Solid Flight Auger WATER LEVELS Project: Proposed Buck Egger Park Improvements Sampling Method: Shelby Tube Location: 900 South Mays Street . Hammer Type: Automatic = Round Rock,Texas Boring Location: MULTI-PURPOSE FIELD SEE BORING LOCATION PLAN T Station: N/A STANDARD PENETRATION Offset: N/A o TEST DATA C Nin blows/ft - Q H m ` Moisture 0 PL o & MATERIAL DESCRIPTION t LL Additional aE v "' o 25 Remarks w C7 co � ] STRENGTH,tsf Qu + Qp 0 0 2.0 4.0 Brown,moist to dry,very stiff to hard, Fat CLAY(CH) 1 with gravel 20 X. >>O D with some calcareous material 2 15L=54 =18 5 3 15 CH 4 17 X > , 5 22L=77 'PL=21 10 Light brown,dry,hard,Lean CLAY(CLj with some limestone fragments 6 CL 14 X » 15 BORING TERMINATED AT 15 FEET Completion Depth: 15.0 ft Sample Types: Shelby Tube Latitude: 30.502° Date Boring Started: 3/31/11 Auger Cutting "` Hand Auger Drill Longitude: gtu CME 75308 Date Boring Completed: 3/31/11 Logged By: Steve McSwain Split-Spoon Calif.Sampler Remarks: Drilling Contractor: Geologic Rock Core Texas Cone The stratification lines represent approximate boundaries. The transition may be gradual. Professional Service Industries, Inc. - � 2600 McHale Court, Suite 125 IV!f Austin, TX 78758 LOG OF BORING F-2 Telephone: (512)491-0200 Fax (512)491-0221 Sheet 1 of 1 PSI Job No.: 0303279 Drilling Method: Solid Flight Auger WATER LEVELS Project: Proposed Buck Egger Park Improvements Sampling Method: Shelby Tube/Split Spoon Location: 900 South Mays Street Hammer Type: Automatic = t Round Rock,Texas Boring Location: MULTI-PURPOSE FIELD SEE BORING LOCATION PLAN Station: N/A STANDARD PENETRATION y Offset: N/A TEST DATA 12 N in blows/ft OO Z v m X Moisture 0 PL o m s MATERIAL DESCRIPTION t LL Additional ( z a E m R 0 zs Remarks d m W ) U WV) j STRENGTH,tsf A Qu + Qp 0 2.0 4.0 O Dark brown,moist,very stiff to hard, Fat CLAY(CH) 1 with trace organics and gravel 24 25 =75 2 =22 brown CH 5 3 23 { 4 21 L-73 L=20 Yellowish brown&gray,dry,hard Lean CLAY(CL) 5 with iron stains 11 X >>I 0 10 CL 6Light brown,hard,LIMESTONE 50/4.5" 12 >> 15 BORING TERMINATED AT 15 FEET Completion Depth: 15.0 ft Sample Types: Shelby Tube Latitude: 30.5015° Date Boring Started: 3/31/11 Longitude:97.6774° Date Boring Completed: 3/31/11 Auger Cutting Hand Auger Drill Rig: CME 5308 Logged By: Steve McSwain Split-Spoon Calif.Sampler Remarks: Drillinq Contractor: Geologic Rock Core Texas Cone The stratification lines represent approximate boundaries. The transition may be gradual. Professional Service Industries, Inc. V.Riff 2600 McHale Court, Suite 125 Austin, TX 78758 LOG OF BORING P-1 Telephone: (512)491-0200 Fax: (544 491-0221 _ Sheet 1 of 1 PSI Job No.: 0303279 Drilling Method: Solid Flight Auger WATER LEVELS Project: Proposed Buck Egger Park Improvements Sampling Method: Shelby Tube Q Location: 900 South Mays Street Hammer Type: Automatic 1 Round Rock,Texas Boring Location PARKING/DRIVE AREA SEE BORING LOCATION PLAN Station N/A STANDARD PENETRATION Offset. N/A TEST DATA $ o N in blows/ft m v MATERIAL DESCRIPTION Moisture } �� Additional a o zs Remarks C7 E U W j STRENGTH,tsf ♦ Qu r QP 0 0 _ z.o a.o Darts brown,dry,very stiff to hard, Fat CLAY(CH) LL=83 1 23 L=24 O -29tsf CH 2 27 X 31E » 3 354-1 =30 L=94 5 BORING TERMINATED AT 5 FEET Completion Depth: 5.0 ft Sample Types: YT■ Latitude: 30.5025' Date Boring Started: 3/31/11 ■ Shelbube Longitude:97.6774° Date Boring Completed: 3/31/11 Auger Cutting Hand Auger Drill Rig: CME 5308 Logged By Steve McSwain Split-Spoon Calif Sampler Remarks: Drilling Contractor: Geologic Rods Care Texas Cone The stratification lines represent approximate boundaries. The transition may be gradual Professional Service Industries, Inc. IL ��� 2600 McHale Court, Suite 125 Austin, TX 78758 LOG OF BORING P-2 MTelephone: (512)491-0200 _0221 Sheet 1 of 1 PSI Job No.: 0303279 Drilling Method: Solid Flight Auger WATER LEVELS Project: Proposed Buck Egger Park Improvements Sampling Method: Shelby Tube Location: 900 South Mays Street Hammer Type: Automatic i Round Rock,Texas Boring Location: PARKING/DRIVE AREA SEE BORING LOCATION PLAN Station: N/A STANDARD PENETRATION Offset: N/A TEST DATA FL C3 N in blows/ft I— Z C Z m Moisture A PL m MATERIAL DESCRIPTION t LL Additional Z a -& E m L) a o zs Remarks > Q) E E m 03w O j STRENGTH,tsf Qu jIE Qp 00 2.0 4.0 Dark brown,dry,hard,Fat CLAY(CH) with some gravel 1 18 X >>01 CH LL=90 2 22 =25 Q„=7.6tsf 3 18 X » 5 BORING TERMINATED AT 5 FEET Completion Depth: 5.0 ft Sample Types: Shelby Tube Latitude: 30.5024° Date Boring Started: 3/31/11 Longitude:97.677° Date Boring Completed: 3/31/11 Auger Cutting Hand Auger Drill Rig: CME 5308 Logged By: Steve McSwain Split-Spoon Calif.Sampler Remarks: Drilling Contractor: Geologic Rock Core Texas Cone The stratification lines represent approximate boundaries. The transition may be gradual. V' GENERAL NOTES SAMPLE IDENTIFICATION The Unified Soil Classification System (USCS), AASHTO 1988 and ASTM designations D2487 and D-2488 are used to identify the encountered materials unless otherwise noted. Coarse-grained soils are defined as having more than 50% of their dry weight retained on a #200 sieve (0.075mm), they are described as: boulders, cobbles, gravel or sand. Fine-grained soils have less than 50% of their dry weight retained on a #200 sieve: they are defined as silts or clay depending on their Atterberg Limit attributes. Major constituents may be added as modifiers and minor constituents may be added according to the relative proportions based on grain size. DRILLING AND SAMPLING SYMBOLS SFA: Solid Flight Auger - typically 4" diameter X SS: Split-Spoon - 1 3/8" I.D., 2" O.D., except flights, except where noted. where noted. HSA: Hollow Stem Auger-typically 3'/4" or 41/4 I.D. , ST: Shelby Tube - 3" O.D., except where noted. openings, except where noted. M.R.: Mud Rotary - Uses a rotary head with Q RC: Rock Core Bentonite or Polymer Slurry ® TC: Texas Cone R.C.: Diamond Bit Core Sampler H.A.: Hand Auger ® BS: Bulk Sample P.A.: Power Auger- Handheld motorized auger 0 PM: Pressuremeter CPT-U: Cone Penetrometer Testing with Pore-Pressure Readings SOIL PROPERTY SYMBOLS N: Standard "N" penetration: Blows per foot of a 140 pound hammer falling 30 inches on a 2-inch O.D. Split-Spoon. N60: A"N" penetration value corrected to an equivalent 60% hammer energy transfer efficiency (ETR) Q,,: Unconfined compressive strength, TSF QP: Pocket penetrometer value, unconfined compressive strength, TSF w%: Moisture/water content, % LL: Liquid Limit, % PL: Plastic Limit, % PI: Plasticity Index= (LL-PL),% DD: Dry unit weight, pcf V,V,T Apparent groundwater level at time noted RELATIVE DENSITY OF COARSE-GRAINED SOILS ANGULARITY OF COARSE-GRAINED PARTICLES Relative Density N - Blows/foot Description Criteria Very Loose 0-4 Angular: Particles have sharp edges and relatively plane Loose 4- 10 sides with unpolished surfaces Medium Dense 10-30 Subangular: Particles are similar to angular description, but have Dense 30-50 rounded edges Very Dense 50-80 Subrounded: Particles have nearly plane sides, but have Extremely Dense 80+ well-rounded corners and edges Rounded: Particles have smoothly curved sides and no edges GRAIN-SIZE TERMINOLOGY PARTICLE SHAPE Component Size Range Description Criteria Boulders Over 300 mm (>12 in.) Flat Particles with width/thickness ratio > 3 Cobbles: 75 mm to 300 mm (3 in. to 12 in.) Elongated: Particles with length/width ratio > 3 Coarse-Grained Gravel: 19 mm to 75 mm (3/4 in to 3 in.) Flat& Elongated: Particles meet criteria for both flat and Fine-Grained Gravel: 4.75 mm to 19 mm (No 4 to 3/4 in elongated Coarse-Grained Sand: 2 mm to 4.75 mm (No.10 to No 4) Medium-Grained Sand: 0.42 mm to 2 mm (No.40 to No.10) RELATIVE PROPORTIONS OF FINES Fine-Grained Sand: 0.075 mm to 0.42 mm (No 200 to No.40) Descriptive Term% Dry Weight Silt: 0.005 mm to 0 075 mm Trace < 5% Clay: <0.005 mm With. 5%to 12% Modifier >12% Page f of 2 P%-- ' GENERAL NOTES (Continued) CONSISTENCY OF FINE-GRAINED SOILS MOISTURE CONDITION DESCRIPTION Q„-TSF N-Blows/foot Consistency Description Criteria Dry: Absence of moisture, dusty,dry to the touch 0-0.25 0-2 Very Soft Moist. Damp but no visible water 0.25-0.50 2-4 Soft 0.50- 1.00 4-8 Firm (Medium Stiff) Wet: Visible free water, usually soil is below water table 1.00-2.00 8- 15 Stiff RELATIVE PROPORTIONS OF SAND AND GRAVEL 2.00-4.00 15-30 Very Stiff Descriptive Term %Dry Weight 4.00-8.00 30-50 Hard Trace: < 15% 8.00+ 50+ Very Hard With: 15%to 30% Modifier. >30% STRUCTURE DESCRIPTION Description Criteria Description Criteria Stratified: Alternating layers of varying material or color with Blocky: Cohesive soil that can be broken down into small layers at least%-inch(6 mm)thick angular lumps which resist further breakdown Laminated: Alternating layers of varying material or color with Lensed: Inclusion of small pockets of different soils layers less than %-inch(6 mm)thick Layer: Inclusion greater than 3 inches thick(75 mm) Fissured: Breaks along definite planes of fracture with little Seam: Inclusion 1/8-inch to 3 inches(3 to 75 mm)thick resistance to fracturing extending through the sample Slickensided: Fracture planes appear polished or glossy, Parting: Inclusion less than 1/8-inch(3 mm)thick sometimes striated SCALE OF RELATIVE ROCK HARDNESS ROCK BEDDING THICKNESSES Qu-TSF Consistency Description Criteria 2.5- 10 Extremely Soft Very Thick Bedded Greater than 3-foot(>1.0 m) 10-50 Very Soft Thick Bedded 1-foot to 3-foot(0.3 m to 1.0 m) Medium Bedded 4-inch to 1-foot(0.1 m to 0.3 m) 5 250 Soft Thin Bedded 1%-inch to 4-inch(30 mm to 100 mm) Very Thin Bedded -inch to 1'/.-inch(10 mm to 30 mm) 525- 1,050 525 Medium Hard Moderately Hard '/2 Thickly Laminated 1/8-inch to'/2-inch(3 mm to 10 mm) 1,050-2,600 Hard >2,600 Very Hard Thinly Laminated 1/8-inch or less"paper thin"(<3 mm) ROCK VOIDS GRAIN-SIZED TERMINOLOGY Voids Void Diameter (Typically Sedimentary Rock) Pit <6 mm (<0.25 in) Component Size Range Vug 6 mm to 50 mm(0.25 in to 2 in) Very Coarse Grained >4.76 mm Cavity 50 mm to 600 mm(2 in to 24 in) Coarse Grained 2.0 mm-4.76 mm Cave >600 mm (>24 in) Medium Grained 0.42 mm-2.0 mm Fine Grained 0.075 mm-0.42 mm Very Fine Grained <0.075 mm ROCK QUALITY DESCRIPTION DEGREE OF WEATHERING Rock Mass Description RQD Value Slightly Weathered: Rock generally fresh,joints stained and discoloration Excellent 90-100 extends into rock up to 25 mm(1 in), open joints may Good 75-90 contain clay,core rings under hammer impact. Fair 50-75 Poor 25-50 Weathered: Rock mass is decomposed 50%or less, significant Very Poor Less than 25 portions of the rock show discoloration and weathering effects, cores cannot be broken by hand or scraped by knife. Highly Weathered: Rock mass is more than 50%decomposed, complete discoloration of rock fabric, core may be extremely broken and gives clunk sound when struck by hammer, may be shaved with a knife. Pae 2 of 2