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HomeMy WebLinkAboutC2021-025 - 2/9/2021 - Approved DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 �S c SERVICE AGREEMENT NO. 3358 v Godwin Pump and Motor Repairs �'0AP04alev 1852 THIS Godwin Pump and Motor Repairs Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Xylem Dewatering Solutions Inc., dba Godwin Pumps of America ("Contractor'), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Godwin Pump and Motor Repairs in response to Request for Bid/Proposal No. 3358 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Godwin Pump and Motor Repairs ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for two years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or the Contracts and Procurement Department. The parties may mutually extend the term of this Agreement for up to zero additional zero-year periods ("Option Period(s)"), provided, the parties do so by written amendment prior to the expiration of the original term or the then-current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. This Agreement is for an amount not to exceed $377,250.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. Contractor shall invoice no more frequently than once per month. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. Any amount not expended during the initial term or any option period may, at the City's discretion, be allocated for use in the next option period. Invoices will be mailed to the following address with a copy provided to the Contract Administrator: Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 City of Corpus Christi Attn: Accounts Payable P.O. Box 9277 Corpus Christi, Texas 78469-9277 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Joanna Moreno Department: Utilities Department Phone: (361 ) 826-1649 Email: JoannaM@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event that a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 7. Inspection and Acceptance. City may inspect all Services and products supplied before acceptance. Any Services or products that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Contractor warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City,which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the bid or proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. The City may, at the City's sole discretion, choose not to accept Services performed by a subcontractor that was not approved in accordance with this paragraph. 13. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other applicable taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Joanna Moreno Title: Contracts/Funds Administrator Address: 2726 Holly Road, Corpus Christi, Texas 78415 Phone: (361) 826-1649 Fax: (361) 826-4495 IF TO CONTRACTOR: Xylem Dewatering Solutions Inc., dba Godwin Pumps of America Attn: David Ladewig Title: Sales Address: 2029 N. Lexington Blvd., Corpus Christi, Texas 78409 Phone: (361) 879-0031 Fax: (361 ) 879-0044 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to comply with any of the terms of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Owner's Manual and Preventative Maintenance. Contractor agrees to provide a copy of the owner's manual and/or preventative maintenance guidelines or instructions if available for any equipment purchased by the City pursuant to this Agreement. Contractor must provide such documentation upon delivery of such equipment and prior to receipt of the final payment by the City. Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 20. Limitation of Liability. The City's maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 22. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 23. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 24. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement if required by said statute. 25. Governing Law. Contractor agrees to comply with all federal, Texas, and City laws in the performance of this Agreement. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. CONTRACT9Rsigned by: Signature: �('�tl� LD Printed Name, David Ladewig Title: Branch Manager Date: 12/1/2020 QT.XigQJFbyCORnn ..PUS CHRISTI Res. 032348 �( Vim- for Authorized By r-�e�aess�Ese ry ... Kim Baker Council 02/09/2021 Director of Contracts and Procurement Date: 2/11/2021 Er; -1a a15 Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements ATTEST: DocuSigned by: Attachment D: Warranty Requirements H Incorporated by Reference Only: Rebecca Huerta Exhibit 1 : RFB/RFP No. 3358 City Secretary Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form March 9, 2020 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 Attachment A - Scope of Work 1.1 General Requirements/Background Information The Contractor shall provide pump and motor repairs, sales, and rentals for all Godwin brand pumps/motors at Wastewater Lift Stations and Wastewater Treatment Plants for the City of Corpus Christi Utilities Department. 1.2 Scope of work A. Repairs a. The City's pump inventory, outlined in Section 4.3, consists of approximately 15 Godwin pump/motor units. b. The Contractor's work performance for pump and motor repair will include, but is not limited to, disassembly, repair, and remanufacturing on centrifugal pumps and motors with 25 - 275 HP rating. c. Typical repairs may include, but are not limited to: shaft sleeves, impeller, bearings, seals, wearing rings, shafts, gaskets, housing repair/replacement, o-rings, varnish, stator repair, packing stuffing box, blast clean, repaint, reassembly, check tolerances, re-oil and/or grease, testing. d. The Contractor shall provide emergency service repair and rental on an as-needed basis. The emergency service shall be available on a 24-hour basis, weekends, and holidays. The Contractor shall be capable of responding to an emergency within two (2) hours after notification by a City representative. e. The Contractor shall perform semi-annual preventative maintenance services and repairs as determined necessary by the City. f. The Contractor shall pickup equipment for repair and deliver equipment when the repair is complete. g. The Contractor shall provide a repair estimate/quote for each repair, to include any noted problems, special conditions, inspection results, conclusion/recommendations, within 5-15 business days after receipt of equipment. h. The repair estimate/quote shall be submitted electronically in PDF format via email and itemized as follows: 1 . Estimated repair time, to include delay time for parts/materials. If repair time is expected to exceed 20 business days, the Contractor must define the completion time, and outline the reason for delay. 2. Shipping costs for parts/materials 3. Costs to expedite parts/materials, if requested and approved by a City representative. 4. List of parts/components to be replaced 5. Parts/materials mark-up 6. Hourly labor costs, to include Straight Time and Overtime (if approved) 1 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 7. Equipment replacement cost and lead time for new equipment L Repairs shall be completed within 10-20 business days of purchase order (PO) release. A PO number will be submitted to Contractor via email or phone. The Contractor shall notify the City if repairs will exceed 20 business days. j. All parts shall be equivalent to or better than OEM standards. Parts shall be included in the Contractor's warranty period, or manufacturer's warranty. Parts replaced under the Contractor's or manufacturer's warranty will be replaced at no cost for labor or parts. k. The Contractor shall make a reasonable attempt to obtain parts at the lowest possible price. I. All repairs shall be in accordance with current pump and/or motor nameplate data and conditions, drawings, standards and/or OEM specification(s). m. General machine work and/or repair shall consist of, but is not limited to, balancing, welding, straightening, grinding, custom part manufacturing, shaft rebuilding and fabrication, sand blasting, and coating of pump/motor. n. After repairs, the pump and/or motor unit shall be repainted to manufacturer's recommendation and specifications, in a color approved by the Contract Administrator. o. Authorization for work will be sent by Work Coordinator(s) or Utilities Systems Manager to Contractor via email or phone. p. Overtime hours must be authorized in writing by a City representative. q. The Contractor shall provide a minimum one year warranty for workmanship and parts/materials. B. Sales / Purchase a. After a cost analysis of the repair estimate/quote and the replacement cost, the City may elect to purchase a new pump/motor unit. b. The Contractor shall affix a name plate on all new pump/motor unit(s). Name plate data shall include: model and serial number, manufacturer, GPM/Head, HP, impeller diameter, RPM, discharge size, and voltage. C. Rentals a. The Contractor will provide emergency rentals, as needed, for daily, weekly, or monthly rental. b. Emergency rentals shall be available on a 24-hour basis, weekends, and holidays. The Contractor shall be capable of responding to an emergency within two (2) hours after notification by a City representative. 2 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 D. Other Requirements a. The Contractor's facilities may be subject to inspection at any time by a City representative. When deemed appropriate, the City reserves the right to use third party inspection services, at the City's expense. b. The City reserves the right to inspect pump and/or motor at any time during the repair. c. The Contractor must be able to provide technical support and on-site training as may be required by the City. d. The City reserves the right to audit Contractor's project costs at any time during the contract term. e. The City's equipment in Contractor's possession must be properly stored and secured at all times. f. Where applicable, loading / unloading of equipment must be done by Contractor's personnel. 1.3Work Site Locations and Conditions Lift Lift Station Name Address # of HP Station# Pumps 1 River Canyon 13842 River Ridge Dr. 1 24.6 2 Greenwood WWTP 6541 Greenwood Dr. 1 68 3 Clarkwood North 2001 Clarkwood Rd. 1 99 4 Wooldrid e 6610 Wooldridge Rd. 1 275 5 Oso WWTP 41 501 Nile Rd. 4 2-275, 2-151 6 Oso WWTP 501 Nile Rd. 4 3-75, 1-100 Ste -feed pumps) Water Name Address # of HP Pumps (Range) 1 Utilities Yard 2726 Holly Rd. 3 60 - 80 1.4 Special Instructions The Contractor's invoice for payment must contain the following information: 1 . Purchase Order (PO) No. or Service Agreement No. 2. Location and Address 3. Model and serial number of equipment 4. Description of service 5. Bill of materials 6. The Contractor will be required to attach copies of all invoices for parts/materials (for verification of mark-up%) 7. Total hours billed, itemized by position and hourly rate 3 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 8. Shipping costs 9. Authorizing City representative 1.5 Contractor Quality Control and Superintendence A. The Contractor shall establish and maintain a complete Quality Control Program to assure that the requirements of the Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. B. The Contractor shall quality inspect pump and motor repairs prior to return to the City. 4 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 .mus� �o ATTACHMENT B: QUOTE/PRICING SCHEDULE NCon rs52ko CITY OF CORPUS CHRISTI QUOTE FORM 1. Refer to "Sample Service Agreement" Contract Terms and Conditions before completing quote. 2. Quote your best price, including freight, for each item. 3. In submitting this quote, vendor certifies that the prices in this quote have been arrived at independently, without consultation, communication, or agreement with any other vendor or competitor, for the purpose of restricting competition with regard to prices. 4. Bidders will be considered non-responsive if the bid form is modified. add/delete/change any Invitation to quote, FOB Destination, Freight Included, on the following: Item # Description Unit 2-Year Unit Total Price Qty Price Parts / Materials Estimated Mark- up 1 Parts/Materials* EA $140,000.00 %0 $140,000.00 2 Shipping Allowance for Parts/Materials EA $10,000.00 $10,000.00 3 Pick-up & Delivery EA $6,000.00 $6,000.00 Allowance 4 Rental Allowance EA $120,000.00 $120,000.00 5 Mileage Allowance EA $10,000.00 $10,000.00 6 Emergency Open EA $6,000.00 $6,000.00 Labor 7 Labor Regular Business Hours M-F HR 700 $110.00 $77,000.00 8:00-5:00 8 Labor Afterhours, Weekends, HR 50 $165.00 $8,250.00 Holidays TOTAL $377,250.00 *Total Price will be $140,000 plus mark-up. COMPANY: Xylem Dewatering Solutions NAME OF PERSON AUTHORIZED TO SIGN: David Ladewig Page 1 of 2 RFQ Revised 7.13.2017 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 ADDRESS:2029 N Lexington Blvd CITY/ STATE/ZIP:Corpus Christi, TX 78409 PHONE:361-879-0031 EMAIL: david.ladewig@xyleminc.com FAX:361-879-0044 DATE:12/1/2020 SIGNATURE:David Ladewig TITLE:Xylem Service Center Manager THE CITY RESERVES THE RIGHT TO REJECT OR CANCEL ANY OR ALL QUOTES. TO WAIVE ANY INFORMALITIES OR IRREGULARITIES IN THE QUOTES RECEIVED AND TO CANCEL OR POSTPONE THIS PROJECT UNTIL A LATER DATE. Page 2 of 2 RFQ Revised 7.13.2017 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 Attachment C -Insurance Requirements I. CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Park & Recreation Director one (1) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on GL, AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation, non-renewal, material Per occurrence - aggregate change, or termination required on all certificates and policies. COMMERCIAL GENERAL LIABILITY $1 ,000,000 Per Occurrence including: $1,000,000 Aggregate 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1 ,000,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS' COMPENSATION Statutory and complies with Part II of (All States Endorsement if Company is this Exhibit. not domiciled in Texas) Employers Liability $500,000/$500,000/$500,000 BAILEE'S CUSTOMER GOODS $500,000 Per Occurrence MOTOR TRUCK CARGO (or) $500,000 Combined Single Limit TRIP TRANSIT DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 E. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Contractor's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2020 Insurance Requirements Ins. Req. Exhibit 4-11? Contracts for General Services -Services Performed Onsite-Offsite - Cargo Transit - Bailees 04/14/2020 Risk Management - Legal Dept. DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 Attachment C - Bond Requirements No bond requirements necessary for this service agreement; Section 5. Insurance; Bonds Subsection (B) is null for this service agreement. DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 Attachment D - Warranty Requirements Xylem J le m Lets .oiveWat;--r Dewatering Solutions 84 Floodgate Road, Bridgeport, NJ 08014 Tel +1.856.467.3636 Fax+1.856.467.2419 Limited Product Warranty Godwin Dri-Prime® Pump Subject to the terms and conditions below, Xylem Dewatering Solutions, Inc. ("Xylem") warrants that products manufactured by it (other than components subject to an OEM Warranty) (collectively, the "Products"), when used as intended and designed, shall be free from defects in material and/or workmanship for the applicable Warranty Period. Warranty coverage for new Products sold to the original owner begins on the date of shipment for a period of twelve (12) months or an accumulation of two thousand (2,000) hours of use, whichever occurs first (the "Warranty Period"). Engines, motors and driven components carry a separate manufacturer's (OEM) warranty (the "OEM Warranties"), unless otherwise expressly stated. OEM Warranties are in addition to this Warranty. All Warranty claims for defects in material and/or workmanship involving OEM components must be directed through the OEM distributor/dealer network. OEM Warranties may vary and are subject to change. Xylem shall have no liability under OEM warranties. Warranty claims must be submitted promptly to Xylem in writing at 84 Floodgate Road, Bridgeport NJ 08014, Attn: Warranty/Service Dept., and actually received within the applicable Warranty Period, including proof of purchase and describing in detail: (i) the applicable Warranty, (ii) the claimed Product deficiency, defect or failure, (iii) Product information required by Xylem, and (iv) sales or purchase order for any replacement parts (sent to Xylem Parts Sales Department). Returns must have prior written authorization from Xylem. Purchaser's exclusive remedies under this Warranty shall be, at Xylem's sole discretion: (i) replacement parts; or (ii) credit for the approved costs for replacement parts. These remedies are expressly limited to the replacement of the defective part(s) and do not include the replacement of the entire Product. Xylem shall not be held responsible for travel expenses, rented equipment, outside contractor's fees or unauthorized repair shop expenses. Xylem neither assumes nor authorizes any person or other company to assume for it, any other obligation in connection with the sale of its equipment. Any enlargement or modification of this by a representative or other sales agent is their exclusive responsibility. Transportation charges shall be borne by the Buyer. The Warranty does not cover any incidental or consequential costs or damages, including without limitation and not necessarily limited to: shipping or associated transportation charges, travel to and from repair sites, damages related to the loss of use, lost rentals, re-rental expenses and damages to property or other equipment. The warranty covers the above-described portable pumping equipment when used for pumping non- corrosive liquids containing limited quantities of abrasive particles in compliance with technical manuals and Company representations. This warranty shall extend only to the original owner and shall not apply to replacement of non-defective parts (such as seals, wear plates, and impellers) that may wear and need to be replaced with reasonable use within the warranty period or which may require replacement in connection with normal maintenance (such as fluids,filters, and belts). Additionally, this Warranty shall not apply to the extent Product defect has been caused by any of the following: (i) Product operator negligence or intentional misconduct (other than by Xylem), (ii) casualty or accident to the Products; (iii) use and operation of the Products not in conformance with Xylem's training and/or operation manuals, or operation exceeding Xylem ratings for the Products, including misuse and abuse; go d U V i n VI,YGT DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 xylem Lets;,o.vc Nlatc-r Dewatering Solutions 84 Floodgate Road, Bridgeport, NJ 08014 Tel+1.856.467.3636 Fax+1.856.467.2419 (iv) operation, maintenance and/or service of the Products not in conformance with Xylem's recommended operation, maintenance and/or service schedules; (v) improper installation (other than by Xylem) not in material conformance with Xylem specifications; (vi) unauthorized modification of or alternations to the Products; (vii) improper load sizing (other than by Xylem); (vii) transportation damage; or(ix) Product exposure to the elements or other acts of God. THE EXPRESS WARRANTIES PROVIDED HEREIN ARE OFFERED IN LIEU OF ALL OTHER WARRANTIES, AND TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, XYLEM'S REPLACEMENT OF OR CREDIT FOR DEFECTIVE PARTS AS DESCRIBED HEREIN SHALL BE PURCHASER'S SOLE AND EXCLUSIVE REMEDIES AND XYLEM SHALL HAVE NO ADDITIONAL OBLIGATIONS. XYLEM MAKES NO WARRANTY, REPRESENTATION OR GUARANTEE TO PURCHASER OR ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED IN AND BY THIS WARRANTY. XYLEM HEREBY EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE (OR OTHER WARRANTIES, REPRESENTATIONS OR GUARANTEES ARISING BY OPERATION OF LAW, COURSE OF DEALING OR CUSTOM OF TRADE). XYLEM SHALL NOT BECOME LIABLE UNDER ANY CIRCUMSTANCES WHATSOEVER (WHETHER BY VIRTUE OF A PURCHASE AGREEMENT, THIS WARRANTY, ANCILLARY AGREEMENTS ENTERED INTO IN CONJUNCTION WITH THE FOREGOING OR ANY OTHER DOCUMENTS) FOR SPECIAL, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SPECULATIVE DAMAGES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE INCLUDING WITHOUT LIMITATION PURCHASER'S OR ANY THIRD PARTIES' LOST PROFITS WHICH MAY RESULT FROM, BE CAUSED BY OR ARISE OUT OF: (1) BREACH OF ANY WARRANTY, REPRESENTATION OR GUARANTEE MADE BY XYLEM; (II) THE USE, OR COST OF USE, OF THE PRODUCTS; OR (III) XYLEM's PERFORMANCE OF ANY REMEDIAL WORK REQUIRED BY THIS WARRANTY. This warranty applies only to Products sold within North America and South America. Some states in the United States of America do not allow limitations of how long an implied warranty extends, or the exclusion of incidental, indirect, special or consequential damages, so that the above limitation or exclusion may not apply to you. In some Canadian provinces legislation provides for certain additional warranties or remedies other than as stated herein, and to the extent that they may not be waived, the limitations and exclusions set out above may not apply. This Warranty provides specific legal rights; other rights may be available, but may vary from state to state or from province to province. gb132608_2 10/2006. This policy is subject to change. godwin a DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 xvlerm Lets�o ve Wate Dewatering Solutions 84 Floodgate Road, Bridgeport,NJ 08014 Tel+1.856.467.3636 Fax+1.856.467.2419 Limited Product Warranty Godwin Sub-Prime® Pump Subject to the terms and conditions below, Xylem Dewatering Solutions, Inc. ("Xylem") warrants that products manufactured by it (other than components subject to an OEM Warranty) (collectively, the "Products"), when used as intended and designed, shall be free from defects in material and/or workmanship for the applicable Warranty Period. Warranty coverage for new Products sold to the original owner begins on the date of shipment for a period of six (6) months. Warranty claims must be submitted promptly to Xylem in writing at 84 Floodgate Road, Bridgeport NJ 08014, Attn: Warranty/Service Dept., and actually received within the applicable Warranty Period, including proof of purchase and describing in detail: (i) the applicable Warranty, (ii) the claimed Product deficiency, defect or failure, (iii) Product information required by Xylem, and (iv) sales or purchase order for any replacement parts (sent to Xylem Parts Sales Department). Returns must have prior written authorization from Xylem. Purchaser's exclusive remedies under this Warranty shall be, at Xylem's sole discretion: (i) replacement parts; or (ii) credit for the approved costs for replacement parts. These remedies are expressly limited to the replacement of the defective part(s) and do not include the replacement of the entire Product. Xylem shall not be held responsible for travel expenses, rented equipment, outside contractor's fees or unauthorized repair shop expenses. Xylem neither assumes nor authorizes any person or other company to assume for it, any other obligation in connection with the sale of its equipment. Any enlargement or modification of this by a representative or other sales agent is their exclusive responsibility. Transportation charges shall be borne by the Buyer. The Warranty does not cover any incidental or consequential costs or damages, including without limitation and not necessarily limited to: shipping or associated transportation charges, travel to and from repair sites, damages related to the loss of use, lost rentals, re-rental expenses and damages to property or other equipment. The warranty covers the above-described portable pumping equipment when used for pumping non-corrosive liquids containing limited quantities of abrasive particles in compliance with technical manuals and Company representations. This warranty shall extend only to the original owner and shall not apply to replacement of non-defective parts (such as seals, wear plates, and impellers) that may wear and need to be replaced with reasonable use within the warranty period or which may require replacement in connection with normal maintenance (such as fluids, filters, and belts). Additionally, this Warranty shall not apply to the extent Product defect has been caused by any of the following: (i) Product operator negligence or intentional misconduct (other than by Xylem), (ii) casualty or accident to the Products; (iii) use and operation of the Products not in conformance with Xylem's training and/or operation manuals, or operation exceeding Xylem ratings for the Products, including misuse and abuse; (iv) operation, maintenance and/or service of the Products not in conformance with Xylem's recommended operation, maintenance and/or service schedules; (v) improper installation (other than by Xylem) not in material conformance with Xylem specifications; (vi) unauthorized modification of godwin a FI.YG'Y` DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 xylem. Lets;-ave Water Dewatering Solutions 84 Floodgate Road,Bridgeport, NJ 08014 Tel+1.856.467.3636 Fax+1.856.467.2419 or alternations to the Products; (vii) improper load sizing (other than by Xylem); (vii) transportation damage; or(ix) Product exposure to the elements or other acts of God. THE EXPRESS WARRANTIES PROVIDED HEREIN ARE OFFERED IN LIEU OF ALL OTHER WARRANTIES, AND TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, XYLEM'S REPLACEMENT OF OR CREDIT FOR DEFECTIVE PARTS AS DESCRIBED HEREIN SHALL BE PURCHASER'S SOLE AND EXCLUSIVE REMEDIES AND XYLEM SHALL HAVE NO ADDITIONAL OBLIGATIONS. XYLEM MAKES NO WARRANTY, REPRESENTATION OR GUARANTEE TO PURCHASER OR ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED IN AND BY THIS WARRANTY. XYLEM HEREBY EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE (OR OTHER WARRANTIES, REPRESENTATIONS OR GUARANTEES ARISING BY OPERATION OF LAW, COURSE OF DEALING OR CUSTOM OF TRADE). XYLEM SHALL NOT BECOME LIABLE UNDER ANY CIRCUMSTANCES WHATSOEVER (WHETHER BY VIRTUE OF A PURCHASE AGREEMENT, THIS WARRANTY, ANCILLARY AGREEMENTS ENTERED INTO IN CONJUNCTION WITH THE FOREGOING OR ANY OTHER DOCUMENTS) FOR SPECIAL, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SPECULATIVE DAMAGES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE INCLUDING WITHOUT LIMITATION PURCHASER'S OR ANY THIRD PARTIES' LOST PROFITS WHICH MAY RESULT FROM, BE CAUSED BY OR ARISE OUT OF: (1) BREACH OF ANY WARRANTY, REPRESENTATION OR GUARANTEE MADE BY XYLEM; (II) THE USE, OR COST OF USE, OF THE PRODUCTS; OR (III) XYLEM's PERFORMANCE OF ANY REMEDIAL WORK REQUIRED BY THIS WARRANTY. This warranty applies only to Products sold within North America and South America. Some states in the United States of America do not allow limitations of how long an implied warranty extends, or the exclusion of incidental, indirect, special or consequential damages, so that the above limitation or exclusion may not apply to you. In some Canadian provinces legislation provides for certain additional warranties or remedies other than as stated herein, and to the extent that they may not be waived, the limitations and exclusions set out above may not apply. This Warranty provides specific legal rights; other rights may be available, but may vary from state to state or from province to province. gb132608_2 10/2006. This policy is subject to change. godwin ® IF�GW � L- DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 xylem LP.ts •o:veWattr Dewatering Solutions 84 Floodgate Road, Bridgeport,NJ 08014 Tel+1.856.467.3636 Fax+1.856.467.2419 Limited Product Warranty Godwin Wet-Prime® Pump Subject to the terms and conditions below, Xylem Dewatering Solutions, Inc. ("Xylem") warrants that products manufactured by it (other than components subject to an OEM Warranty) (collectively, the "Products"), when used as intended and designed, shall be free from defects in material and/or workmanship for the applicable Warranty Period. Warranty coverage for new Products sold to the original owner begins on the date of shipment for a period of six (6) months (the "Warranty Period"). Engines, motors and driven components carry a separate manufacturer's (OEM) warranty (the "OEM Warranties"), unless otherwise expressly stated. OEM Warranties are in addition to this Warranty. All Warranty claims for defects in material and/or workmanship involving OEM components must be directed through the OEM distributor/dealer network. OEM Warranties may vary and are subject to change. Xylem shall have no liability under OEM warranties. Warranty claims must be submitted promptly to Xylem in writing at 84 Floodgate Road, Bridgeport NJ 08014, Attn: Warranty/Service Dept., and actually received within the applicable Warranty Period, including proof of purchase and describing in detail: (i) the applicable Warranty, (ii) the claimed Product deficiency, defect or failure, (iii) Product information required by Xylem, and (iv) sales or purchase order for any replacement parts (sent to Xylem Parts Sales Department). Returns must have prior written authorization from Xylem. Purchaser's exclusive remedies under this Warranty shall be, at Xylem's sole discretion: (i) replacement parts; or (ii) credit for the approved costs for replacement parts. These remedies are expressly limited to the replacement of the defective part(s) and do not include the replacement of the entire Product. Xylem shall not be held responsible for travel expenses, rented equipment, outside contractor's fees or unauthorized repair shop expenses. Xylem neither assumes nor authorizes any person or other company to assume for it, any other obligation in connection with the sale of its equipment. Any enlargement or modification of this by a representative or other sales agent is their exclusive responsibility. Transportation charges shall be borne by the Buyer. The Warranty does not cover any incidental or consequential costs or damages, including without limitation and not necessarily limited to: shipping or associated transportation charges, travel to and from repair sites, damages related to the loss of use, lost rentals, re-rental expenses and damages to property or other equipment. The warranty covers the above-described portable pumping equipment when used for pumping non-corrosive liquids containing limited quantities of abrasive particles in compliance with technical manuals and Company representations. This warranty shall extend only to the original owner and shall not apply to replacement of non-defective parts (such as seals, wear plates, and impellers) that may wear and need to be replaced with reasonable use within the warranty period or which may require replacement in connection with normal maintenance (such as fluids, filters, and belts). Additionally, this Warranty shall not apply to the extent Product defect has been caused by any of the following: (i) Product operator negligence or intentional misconduct (other than by Xylem), (ii) casualty or accident to the Products; (iii) use and godwin 0 DocuSign Envelope ID:C49C0043-D842-4DAE-A312-E28DDE5E7519 xylem Let's;.o;ve Water Dewatering Solutions 84 Floodgate Road, Bridgeport,NJ 08014 Tel+1.856.467.3636 Fax+1.856.467.2419 operation of the Products not in conformance with Xylem's training and/or operation manuals, or operation exceeding Xylem ratings for the Products, including misuse and abuse; (iv) operation, maintenance and/or service of the Products not in conformance with Xylem's recommended operation, maintenance and/or service schedules; (v) improper installation (other than by Xylem) not in material conformance with Xylem specifications; (vi) unauthorized modification of or alternations to the Products; (vii) improper load sizing (other than by Xylem); (vii) transportation damage; or (ix) Product exposure to the elements or other acts of God. THE EXPRESS WARRANTIES PROVIDED HEREIN ARE OFFERED IN LIEU OF ALL OTHER WARRANTIES, AND TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, XYLEM'S REPLACEMENT OF OR CREDIT FOR DEFECTIVE PARTS AS DESCRIBED HEREIN SHALL BE PURCHASER'S SOLE AND EXCLUSIVE REMEDIES AND XYLEM SHALL HAVE NO ADDITIONAL OBLIGATIONS. XYLEM MAKES NO WARRANTY, REPRESENTATION OR GUARANTEE TO PURCHASER OR ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED IN AND BY THIS WARRANTY. XYLEM HEREBY EXPRESSLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE (OR OTHER WARRANTIES, REPRESENTATIONS OR GUARANTEES ARISING BY OPERATION OF LAW, COURSE OF DEALING OR CUSTOM OF TRADE). XYLEM SHALL NOT BECOME LIABLE UNDER ANY CIRCUMSTANCES WHATSOEVER (WHETHER BY VIRTUE OF A PURCHASE AGREEMENT, THIS WARRANTY, ANCILLARY AGREEMENTS ENTERED INTO IN CONJUNCTION WITH THE FOREGOING OR ANY OTHER DOCUMENTS) FOR SPECIAL, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SPECULATIVE DAMAGES, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE INCLUDING WITHOUT LIMITATION PURCHASER'S OR ANY THIRD PARTIES' LOST PROFITS WHICH MAY RESULT FROM, BE CAUSED BY OR ARISE OUT OF: (1) BREACH OF ANY WARRANTY, REPRESENTATION OR GUARANTEE MADE BY XYLEM; (II) THE USE, OR COST OF USE, OF THE PRODUCTS; OR (III) XYLEM's PERFORMANCE OF ANY REMEDIAL WORK REQUIRED BY THIS WARRANTY. This warranty applies only to Products sold within North America and South America. Some states in the United States of America do not allow limitations of how long an implied warranty extends, or the exclusion of incidental, indirect, special or consequential damages, so that the above limitation or exclusion may not apply to you. In some Canadian provinces legislation provides for certain additional warranties or remedies other than as stated herein, and to the extent that they may not be waived, the limitations and exclusions set out above may not apply. This Warranty provides specific legal rights; other rights may be available, but may vary from state to state or from province to province. gb132608_2 10/2006. This policy is subject to change. Edwin ® F �