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s , III SUPPLY AGREEMENT NO. 1429
914Gate Valves
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THIS Gate Valves Supply Agreement ("Agreement") is entered into by and
between the City of Corpus Christi, a Texas home-rule municipal corporation ("City")
and Gajeske, Inc. ("Supplier"), effective upon execution by the City Manager or the
City Manager's designee ("City Manager").
WHEREAS, Supplier has bid to provide Gate Valves in response to Request for Bid
No. 1429 ("RFB"), which RFB includes the required scope of work and all specifications
and which RFB and the Supplier's bid response 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 Supplier agree as follows:
1. Scope. Supplier will provide Gate Valves 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. "Goods,"
"products", and "supplies", as used in this Agreement, refer to and have the same
meaning.
2. Term. This Agreement is for 36 months. The parties may mutually extend the term
of this Agreement for up to zero additional zero-month periods ("Option
Period(s)"), provided, the parties do so in writing and 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. The total value of this Agreement is not to exceed
$362,589.54, subject to approved extensions and changes. Payment will be
made for goods delivered and accepted by the City within 30 days of
acceptance, subject to receipt of an acceptable invoice. 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 out here in its entirety.
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:
2018-045
2/13/18 Page 1 of 7
M2018-025 z
Gajeske Inc.
INDEXED
Name: Robert Presnell
Department: Finance - Warehouse
Phone: (361) 826-1750
Email: RobertPR@cctexas.com
5. Insurance. Before performance can begin under this Agreement, the Supplier
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 001 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.
6. Purchase Release Order. For multiple-release purchases of products to be
provided by the Supplier over a period of time, the City will exercise its right to
specify time, place and quantity of products to be delivered in the following
manner: any City department or division may send to Supplier a purchase release
order signed by an authorized agent of the department or division. The purchase
release order must refer to this Agreement, and products will remain with the
Supplier until such time as the products are delivered and accepted by the City.
7. Inspection and Acceptance. Any products that are delivered but not accepted
by the City must be corrected or replaced immediately at no charge to the City.
If immediate correction or replacement at no charge cannot be made by the
Supplier, a replacement product may be bought by the City on the open market
and any costs incurred, including additional costs over the item's bid price, must
be paid by the Supplier within 30 days of receipt of City's invoice.
8. Warranty. The Supplier 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 Supplier warrants that it has clear
title to the products and that the products are free of liens or encumbrances. In
addition, the products purchased under this Agreement shall be warranted by the
Supplier 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.
9. Quality/Quantity Adjustments. Any 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
Supply Agreement Standard Form Page 2 of 7
Approved as to Legal Form 10/2/17
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. Supplier will perform the work required by this
Agreement as an independent contractor and will furnish such products in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Supplier be considered an employee of the City.
12. Subcontractors. Supplier may use subcontractors in connection with the work
performed under this Agreement. When using subcontractors, however, the
Supplier must obtain prior written approval from the Contract Administrator if the
subcontractors were not named at the time of bid. In using subcontractors, the
Supplier is responsible for all their acts and omissions to the same extent as if the
subcontractor and its employees were employees of the Supplier. 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 Supplier and its employees had
performed the work.
13. Amendments. This Agreement may be amended or modified only by written
change order signed by both parties. Change orders may be used to modify
quantities as deemed necessary by the City.
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 Supplier covenants to pay payroll taxes, Medicare taxes, FICA taxes,
unemployment taxes and all other related 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:
Supply Agreement Standard Form Page 3 of 7
Approved as to Legal Form 10/2/17
IF TO CITY:
City of Corpus Christi
Attn: Robert Presnell
Title: Stores Supervisor
Address: 5352 Ayers St. BIdg.6, Corpus Christi, Texas 78415
Fax: N/A
IF TO SUPPLIER:
Gajeske Incorporated
Attn: Casen Doeppenschmidt
Regional Manager
Address: 6200 N. Houston Rosslyn Road, Houston, Texas 77091
Fax: (210) 695-4441
17. SUPPLIER 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 SUPPLIER OR RESULTS FROM THE NEGLIGENT ACT,
OMISSION, MISCONDUCT, OR FAULT OF THE SUPPLIER OR ITS EMPLOYEES
OR AGENTS. SUPPLIER 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 SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE
EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City Manager may terminate this Agreement for Supplier's failure to
perform the work specified in this Agreement or to keep any required insurance
policies in force during the entire term of this Agreement. The Contract
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Approved as to Legal Form 10/2/17
Administrator must give the Supplier written notice of the breach and set out a
reasonable opportunity to cure. If the Supplier 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 Supplier. The City
Manager may also terminate this Agreement upon 24 hours written notice to the
Supplier for failure to pay or provide proof of payment of taxes as set out in this
Agreement.
19. Assignment. No assignment of this Agreement by the Supplier, 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 Supplier
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.
20. 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.
21. 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 Supplier's bid response Exhibit 2).
22. Certificate of Interested Parties. Supplier 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.
23. 'verification Regarding Israel. In accordance with Chapter 2270, Texas
Government Code, the City 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. The signatory executing this Agreement on behalf of the
Supplier verifies that the company does not boycott Israel and will not boycott
Israel during the term of this Agreement.
Supply Agreement Standard Form Page 5 of 7
Approved as to Legal Form 10/2/17
24. Governing Law.This Agreement is subject to all federal, State, and local laws, rules,
and regulations. 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.
25. 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.
(SIGNATURE PAGE FOLLOWS)
Supply Agreement Standard Form Page 6 of 7
Approved as to Legal Form 10/2/17
SUPPLIER
Signature: ji *Mr
Printed Name: QryCf /-soq
Title: Bort (len
Date: / — - 1E
CITY OF CORPUS CHRISTI
Signature: e \" o.n' o
Printed Name: Msx _. z--
Title: P.-0 crw.4 es._..-.* �--
Date: .21
ATTEST: PE-Lera/v 11
Attached and Incorporated by Reference: REBECCA HUERTA ?-Air
CITY SECRETARY �
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance Requirements
Attachment D: Warranty Requirements 1v12-0E 1025
Incorporated by Reference Only: sY COnNCII..._� � 1.6_.Exhibit 1: RFB No. 1429
Exhibit 2: Supplier's Bid Response
•SECRETARY �1
Supply Agreement Standard Form Page 7 of 7
Approved as to Legal Form 10/2/17
Attachment A - Scope of Work
1.1 General Requirements/Background Information
The Supplier shall provide gate valves for the City's Warehouse as outlined in this
Scope of Work.The gate valves are used by the Utilities Deportment for new service
and maintenance of water and waste water lines.
1.2 Scope of work
A. The Supplier shall provide gate valves, as outlined on the bid/pricing schedule.
These requirements cover various gate valves used by the City. The products will
be used to restock the City's Warehouse.
B. The Supplier will cross reference the City's stock number listed on the bid pricing
sheet.The City agrees not to change the stock numbers assigned to each item for
the duration of the contract.
1.3 Contractor Quality Control
All gate valves will be defect free, properly packed and shipped to ensure a
safe delivery.
1.4 Special Instructions
---- -
A. Supplier shall pay for return shipment on any products that arrive in a defective,
unusable or inoperable condition.Supplier must arrange for the return shipment of
damaged products.
B. Supplier shall ship the materials in a specified time frame dictated by the
Department Requestor to: City's Warehouse located at 5352 Ayers St., Corpus
Christi, Texas 78415.
C. All contract prices are F.O.B destination, inside delivery to the City of Corpus Christi
Facility, freight prepaid.
D. Receipt of products that do not conform to specifications will not be accepted
by the City.
E. Supplier understands and agrees that the City may, at its discretion, cancel any
backorders due to the Supplier's inability to deliver the product within the set time
frame.
F. Cancellations shall be in writing and sent to Supplier by email, fax or mail.
G. No restocking fee or payment of any kind shall be owed for orders cancelled due
to Supplier's inability to meet the deadline delivery date.
Attachment B - Bid/Pricing Schedule
%4cP .. j
CITY OF CORPUS CHRISTI
BID FORM
�r PURCHASING DIVISION
RFB No. 1429
1�2 Gate Valves
Date:
12/08/2017 PAGE 1 OF 2
GAJESKE INC Authorized
Bidder: Signature:
1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before
completing bid.
2. Quote your best price for each item.
3. In submitting this bid, Bidder certifies that:
a. the prices in this bid have been arrived at independently, without consultation,
communication, or agreement with any other Bidder or competitor, for the
purpose of restricting competition with regard to prices.
b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information
on file with City's Purchasing office, pursuant to the Code of Ordinances, is current
and true.
c. Bidder is current with all taxes due and company is in good standing with all
applicable governmental agencies.
d. Bidder acknowledges receipt and review of all addenda for this RFB.
4. Bidders must not write over or revise the bid form. Bidders will be considered Non-
Responsive if the bid form is modified.
Item Description UNIT QTY Unit Price Total Price
1 City Stock No. 3193 - 3" Flange x Flange EA 72 $ 265.40 $ 19,108.80
w/hand wheel, AMFC, AFC2593FFOL
2 City Stock No. 3194 - 4" Flange x Flange EA 60 $ 296.57 $ 17,794.20
w/hand wheel, AMFC, AFC2504FFOL
3 City Stock No. 3195 - 6" Flange x Flange EA 36 $ 396.18 , $ 14,262.48
w/hand wheel, AMFC, AFC2506FFOL
4 City Stock No. 3196 - 8" Flange x Flange EA 24 $ 619.43 $ 14,866.32
w/hand wheel, AMFC, AFC2508FFOL
5 City Stock No. 3198 - 10" Flange x Flange EA 18 $ 983.68 $ 17,706.24
w/hand wheel, AMFC, AFC251OFFOL
6 City Stock No. 3197 - 12" Flange x Flange EA 12 $ 1188.03 $ 14,256.36
w/hand wheel, AMFC, AFC2512FFOL
7 City Stock No. 3411 - 4" MJ x MJ w/square EA 72 $ 299.12 $ 21,536.64
operating nut, AMFC, AFC2504TMLAOL
8 City Stock No. 3334 - 6" MJ x MJ w/square EA 108 $ 381 .88 $ 41,243.04
operating nut, AMFC, AFC2506MMLMOL _
9 City Stock No. 3335 - 8" MJ x MJ w/square EA 72 $ 607.68 $ 43,752.96
operating nut, AMFC, AFC2508MMLMOL
10 City Stock No. 3336 - 10" MJ x MJ w/square EA 12 $ 947.41 $ 11,368.92
operating nut, AMFC, AFC2510MMLMOL
11 City Stock No. 3337 - 12" MJ x MJ w/square EA 18 $ 1198.76 $ 21,577.68
operating nut, AMFC, AFC2512MMIMOL
12 City Stock No. 3194 - 4" Tapping Flange x MJ EA 18 $ 377.28 $ 6,791 .04
w/square operating nut, AMFC, AFC2504FFOL _
13 City Stock No. 3195 - 6" Tapping Flange x MJ EA 90 $ 532.59 $ 47,933.10_
w/square operating nut, AMFC, AFC2506FFOL
14 City Stock No. 3196 - 8" Tapping Flange x MJ EA 48 $ 791 .09 $ 37,972.32
w/square operating nut, AMFC, AFC2508FFOL
15 City Stock No. 3197 - 12' Tapping Flange x MJ EA 18 $ 1801.08 $ 32,419.44
w/square operating nut, AMFC, AFC2512FFOL
Total $ 362,589.54
Attachment C - Insurance Requirements
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 Contract Administrator 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 policy by endorsement, and a waiver of subrogation endorsement is
required on all applicable policies. 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
change or termination required on all Per occurrence- aggregate
certificates and policies.
COMMERCIAL GENERAL LIABILITY including: $1,000,000 Per Occurrence
$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
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.
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. 11 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.
It is understood and agreed that the insurance required is in addition to and
separate from any other obligation contained in this contract.
2017 Insurance Requirements
Purchasing
Order and Delivery of Goods
10/27/2017 sw Risk Management
Attachment D- Warranty Requirements
riVn
AMERICAN AVK COMPANY TEN (10) YEAR WARRANTY
RESILIENT WEDGE GATE VALVES
American AVK Company warrants its Series 03, Series 18, Series 25, Series 45, Series 55, Series 65, and
Series 66 Resilient Wedge Gate Valves to be free from defects in workmanship and materials for a period
of ten (10) years from the date of shipment from American AVK Company. American AVK Company
shall have no obligation under this warranty unless it is notified of claims hereunder promptly and in writing
upon discovery thereof and within the warranty period, and unless the product is delivered to the
American AVK Company facility within thirty(30)days of such notice.
American AVK shall have the right to inspect said product before it is removed from installation. If the product
is removed from installation prior to approval from American AVK this warranty shall be void.
As to motors, gearing or accessory equipment purchased by American AVK Company from others
manufacturers, and used or incorporated into American AVK Company's products, those manufacturers'
warranties shall apply.
American AVK Company will honor all reasonable costs to repair or replace any American AVK
Company Check Valve found to be defective.
American AVK Company's sole responsibility shall be, in its sole discretion, to replace the product with the
same or a similar product, repair the product, or refund the price paid for the product provided the product
has been properly applied and used under normal service and under conditions for which it is designed.
American AVK Company shall not be liable for indirect, special, incidental, or consequential damage or
penalties and does not assume any liability of purchase to others or to anyone for injury to persons or
property.
THIS IS THE EXCLUSIVE WARRANTY GIVEN IN CONNECTION WITH THE SALE OF THIS PRODUCT.
THERE ARE NO OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING EXPRESSED OR IMPLIED
WARRANTY OF MERCHANTABILITY, OR ANY EXPRESSED OR IMPLIED WARRANTY OF SUITABILITY FOR
ANY PARTICULAR PURPOSE, GIVEN BY AMERICAN AVK COMPANY IN CONNECTION WITH THIS
PRODUCT.
•
American AVK Company
2155 Meridian Blvd Tel: (775)552-1400 salesaavkus.com Expect...
ASA
Minden,NV 89423 Fax: (775)552-1031 www.amerjcmedcanavk.cdm