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1t- SUPPLY AGREEMENT NO. 1416
roo45 Meter Boxes & Lids for the City Warehouse
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THIS Meter Boxes & Lids for the City Warehouse Supply Agreement ("Agreement")
is entered into by and between the City of Corpus Christi, a Texas home-rule municipal
corporation ("City") and Ferguson Enterprises Inc. ("Supplier"), effective upon
execution by the City Manager or the City Manager's designee ("City Manager").
WHEREAS, Supplier has bid to provide Meter Boxes & Lids for the City Warehouse
in response to Request for Bid No. 1416 ("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 Meter Boxes & Lids for the City Warehouse 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
$289,294.72, 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 set 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:
2018-050
2/20/18 7 Page l of 7
M2018-031
Ferguson Enterprises 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, tor 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. Bldg. 6, Corpus Christi, Texas 78415
Fax: N/A
IF TO SUPPLIER:
Ferguson Enterprises, Inc.
Attn: Bryan Steele
Title: Sales Manager
Address: 221 Junior Beck Dr., Corpus Christi, Texas 78405
Fax: (361) 289-1968
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 441IP -
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CITY OF CORPUS CHRISTI
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Attached and Incorporated by Reference: ATTEST: s 40-
RES CCA HUERTA
Attachment A: Scope of Work CITY SECRETARY
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1: RFB No. 1416
Exhibit 2: Supplier's Bid Response
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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
The Supplier shall provide meter boxes and lids for the City's Warehouse as
outlined in this Scope of Work. The meter boxes and lids are used for existing
and new service by the Utilities Department.
1.2 Scope of work
A. The Supplier shall provide meter boxes and lids, as outlined on the
bid/pricing schedule. This specification covers various meters used by the
City. The products listed in this specification will be used to restock the
Warehouse Department.
B. The Supplier will cross reference the City's stock number listed on the bid
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 and Superintendence
All meter boxes and lids will be defect free, properly packed and shipped
to ensure a safe delivery.
1.4 Delivery
1. 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.
2. All contract prices are F.O.B destination, inside delivery to the City of
Corpus Christi Facility, freight prepaid.
3. Receipt of products that do not conform will not be accepted by the
City.
4. 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.
5. 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.
6. Cancellations shall be in writing and sent to Supplier by email, fax or
mail.
7. 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
4Q B ,.
hu CITY OF CORPUS CHRISTI
a "_If1 A BID FORM
PURCHASING DIVISION
\j 2/ RFB No. 1416
Meter Boxes & Lids for Warehouse Department
PAGE 1 OF 2
Date: 12-19-2017
Authorized -. .
Bidder: FERGUSON 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.3419 Lid 8 Ring, Inlet 24-1/2", EA 252 $
94.646 $ 23,850.79
Metal, SIGM, A90R8C
2 City Stock No.3424 Valve Box Extension B",Metal, EA 600 $ $
51GM, 59VCC2 19.159 11 495 40
3 City Stock No. 3425 2" Valve Box Riser, Metal, EA 30 $ $
SERA,59VR0201 5 854 175.62
4 City Stock No.3429 3" Valve Box Riser, Metal, EA 30 $ $
SERA, 59VR0301 7449 223 47
5 City Stock No. 3430 4" Valve Box Riser, Metal, EA 30 $ $
SERA, 59VR0401 8.515 2.5545
6 City Stock No. 3431 6" Valve Box Riser, Metal, EA 30 $ $
SERA, 59VR0601 10 643. 319.29
City Stock No. 3432 Valve Box Lid, 7-1/2,"
7 Water, Metal, CC2 Lid EA 600 $ 10 647 $ 6,385.20
8 City Stock No. 3433 Meter Box 12" x 18", EA 540 $ $
Metal, SIGM, 1 CI Meter BX 43.640 23,565.60
9 City Stock No. 3435 17" x 30" Meter Box, #2, EA 300 $ $
Plastic, 68.28 20.484 00
10 City Stock No. 3436 17" x 30" Lid Plastic, EA 600 $ $
OLDC, 17304012 _ _____I 75.20 45 120,00
11 City Stock No. 3437 #11 Oval Meter Box, EA 4,800 , $ $
Metal, SERA 6401 31.931 153.268.80
City Stock No. 3438#1 Meter Box Lid "Sewer,"
12 12" x 18", Metal, SIGM, NB17811S EA 300 $ 13.837 $ 4,151.10
Total $289,294.72
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
S. 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 Contractors sole expense,
insurance coverage written on an occurrence basis by companies
authorized and admitted to do business H 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. 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.
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 Information
ICI Oldcastle Precast® CARSrAN gYNERTECM
Enclosure Solutions v ac!drmu.nr cast.comrencm.ure.QI,n,n.
Warranty: Oldcastle Precast, Inc.(Seller)warrants for a period of one year from date of shipment Seller's
manufactured products. This warranty applies to the extent that Seller will replace those
products having defects in material and workmanship when used for the purpose and in a
manner which Seller recommends. Upon Sellers examination and to its satisfaction if products
are found to be defective, and an adjustment is required, the amount of adjustment will not
exceed the original net price of the defective products or damage resulting from same. Seller
warrants the products which it sells of other manufactures to the extent of the warranties of their
respective makers. THIS IS SELLER'S SOLE WARRANTY. SELLER MAKES NO OTHER
WARRANTY OF ANY KIND EXPRESSED OR IMPLIED AND ALL WHICH EXCEED
SELLERS AFORESTATED OBLIGATION ARE NEARBY DISCLAIMED BY SELLER AND
EXCLUDED FROM THIS WARRANTY. Seller neither assumes, nor authorizes any person or
persons to assume for it, any other obligation in connection with the sales of its products. This
warranty shall not apply for it, any other obligation in connection with the sale of its products.
This warranty shall not apply to any product of parts of products which(a)have been repaired
or altered outside of Seller's factory, in any manner; (b)have been subjected to misuse,
negligence or accidents; (c)have been used in a matter contrary to Seller's instruction or
recommendations.
OPES2009