SUBMITTAL DEADLINE: AVAILABLE ON CITY OF SAN ANGELO - BONFIRE

CITY OF SAN ANGELO • PURCHASING DIVISION • 72 WEST COLLEGE AVENUE • SAN ANGELO, TEXAS 76903

City of San Angelo

REQUEST FOR BIDS

RFB FS-02-26 • Fleet Services Construction Equipment https://cosatx.bonfirehub.com/

CITY OF SAN ANGELO, TEXAS

PURCHASING DIVISION

72 West College Avenue, San Angelo, Texas 76903

325.657.4219 • sapurch@sanangelo.gov

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TABLE OF CONTENTS

INVITATION

General Confidentiality Document Availability Inspection of Trade in Equipment Insurance and Indemnification Requirements Interpretations Required Response Deadline and Delivery Location Addenda Copies of Bid Tabulation Results Award of Contract Acceptance of Bid Content Equal Employment Opportunity Points of Contact

INSTRUCTIONS TO RESPONDENTS

Corrections, Additions, or Deletions Examinations of RFB Documents Bid Form Taxes Authorized Signature Modification or Withdrawal of Bids Restrictions on Communication Disqualification Reservations Acceptance Inspections Invoices and Payment Gratuities Termination Force Majeure Assignment – Delegation Waiver Modifications Interpretation – Parol Evidence Applicable Law Advertising Right to Assurance Equal Employment Opportunity Conflict of Interest Certificate of Interested Parties (Form 1295) Taxes and Permits Examination of Contract Documents Familiarization with the Type of Work Supplier Partial Award Quantities are Approximate Legal Venue Funds – Price Claims for Overcharges

Time of Performance Price Escalation

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TERMS AND CONDITIONS

Order Placement Shipment under Reservation Prohibited Title and Risk of Loss Delivery Terms and Transportation Charges No Replacement of Defective Tender Place of Delivery Special Tools and Test Equipment Warranty-Price Warranty-Product Safety Warranty No Warranty by City against Infringements Right of Inspection Cancellation

ATTACHMENTS

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INVITATION

General

The City of San Angelo Fleet Services Department requests bids for Construction Equipment. Quantities shown in the Bid Tables are approximate. Equipment may be financed with a third party at the City’s discretion. It is the intention to award to multiple bidders.

Confidentiality All submissions shall remain confidential. After award, submissions will be made available for public inspection. The City shall not be responsible for the confidentiality of any trade secrets or other information contained or disclosed in the bid unless clearly identified as such.

Document Availability Bid Documents are available in the Purchasing Division or may be downloaded from the City’s website at https://cosatx.bonfirehub.com/. To locate the documents on the Bonfire Portal, go to:

Open Public Opportunities > RFB FS-02-26 / Construction Equipment

Inspection of Trade in Equipment City will permit prospective bidders to perform a visual inspection of all trade in equipment on May 14th and May 15th in the parking lot near 1956 Saint Ann St., San Angelo, TX 76905. All equipment except for Backhoes will be available for evaluation on the 14th and Backhoes will be available for evaluation on the 15th. Equipment will be on display to view from approximately 8 a.m. to 5 p.m. each day. Any equipment not at this location these days will have a make-up evaluation opportunity which will be announced via Addendum if needed. No RSVP required; City staff will not be available to assist in evaluations. All items may be removed from the trade list at the City’s discretion.

The City reserves the right, at its sole discretion, to remove, withdraw, or decline to trade in any listed item if the trade-in value offered is deemed unacceptable or not in the best interest of the City. In such cases, the City may elect to retain the equipment, dispose of it through auction, or utilize any other disposal method permitted by City policy and applicable law. Withdrawal of a trade-in item will not invalidate the remainder of the solicitation or any bids submitted.

Insurance and Indemnification Requirements Insurance and indemnification requirements applicable to this project are detailed within the Special Insurance Rider included with this solicitation package. Please review the insurance and indemnification requirements with your insurance agent prior to submission.

Interpretations All questions about the meaning or intent of the contract documents, including specifications shall be submitted to the Purchasing Division through Bonfire, the City’s e-Procurement Platform. Questions received after the deadline established for submitting questions/interpretations will not be answered.

Replies will be issued by addenda and posted on the Bonfire Project Page. Only questions answered by formal written addenda will be binding. Oral interpretations or clarifications will be without legal effect.

Required Response The City requires a response to any Request for Bid (RFB) notifications sent to potential vendors. Should a company choose not to participate, then to remain on the City of San Angelo’s potential vendors list, a “No Bid Reply” must be submitted.

Deadline and Delivery Location RFB submittals must be received no later than the posted submission deadline listed in City’s e- Procurement Portal (Bonfire). The time recorded in Bonfire will serve as the official record of time. Bids received after the bidding deadline will not be considered.

https://cosatx.bonfirehub.com/ https://cosatx.bonfirehub.com/projects

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It is the sole responsibility of the vendor to ensure that the sealed RFB submittal arrives via Bonfire by the specified deadline.

Addenda Should specifications be revised prior to the deadline for submittals, the City’s Purchasing Division will issue addenda addressing the nature of the change and post them on the City’s e-Procurement Portal (Bonfire). Respondents should acknowledge any addenda as part of their submission in Bonfire.

Respondent is responsible for checking the City’s e-Procurement Platform (Bonfire) to determine if any addenda have been issued prior to submitting a bid. Failure to consider all addenda will be at the respondent’s risk.

Copies of Bid Tabulation Results To obtain Bid Tabulation results, download the file in City’s e-Procurement Portal (Bonfire) at least 24 hours after the close date.

Award of Contract The City reserves the right to accept or reject any or all bids, award to multiple bidders, and to waive any informalities or irregularities in the RFB process. The City is an equal opportunity employer.

Acceptance of Bid Content Before submitting a bid, each respondent shall make all investigations and examinations necessary to ascertain all conditions and requirements affecting the performance of the contract and to verify any representations made by the City upon which the bid will rely. If the respondent receives an offer because of its bid, failure to have made such investigation and examinations will in no way relieve the respondent from its obligation to comply in every detail with all provisions and requirements.

Equal Employment Opportunity Attention of respondents to the requirement for ensuring that employees and applicants for employment are not discriminated against because of their race, color, religion, sex, national origin, age, or disability.

Points of Contact

Jessica Pirkle, Purchasing Specialist Purchasing Division City of San Angelo 72 W. College Ave.

San Angelo, Texas 76903 sapurch@cosatx.us

(325) 657-4219

Ryan Kramer, Senior Fleet Manager Fleet Services City of San Angelo 1727 Saint Ann St.

San Angelo, Texas 76905

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INSTRUCTIONS TO RESPONDENTS

Corrections, Additions, or Deletions

Corrections, additions, or deletions to any portion of the invitation will be in the form of written addenda.

Examinations of RFB Documents Respondents are expected to examine all specifications, drawings, standard provisions, and instructions.

Failure to do so will be at the respondent’s risk.

Bid Form Bids by corporations must be executed in the corporate name by the president or vice-president (or other corporate officer accompanied by evidence of authority to sign) and attested by the secretary or an assistant secretary. The state of incorporation shall be shown below the corporate name. Bids by partnerships must be executed in the partnership name and signed by a partner; title and the official address of the partnership must be shown below the signature. Bids by joint ventures shall be signed by each participant in the joint venture or by an authorized agent of each participant.

The names of all persons signing must also be legibly printed below the signature. A bid by a person who affixes to its signature the word "president", "secretary", “agent", or other designation without disclosing its principal may be held to be the bid of the individual signing. When requested by City, evidence of the authority of the person signing shall be furnished.

All blank spaces in the bid form shall be filled. A bid price shall be indicated for each item and alternative listed therein, or the words "No Bid", "No Charge", or other appropriate phrase shall be entered. Bids must include all required forms as prescribed herein. Bids received without all such items completed may be considered nonresponsive.

The vendor is not required to acknowledge receipt of addenda but shall include all addenda in vendor’s response. No alterations in bids or alterations made to the printed forms, by erasures, interpolations, or otherwise will be acceptable unless each such alteration is signed or initialed by the vendor. Failure to consider all addenda prior to submitting a bid shall be at the risk of the vendor.

Taxes All quotations are to be submitted less Federal Excise and State of Texas Sales Taxes. Tax exemption certificates will be provided upon request.

Authorized Signature Bids must show vendor name, address, and be manually or digitally signed. The person signing the bid must have authority to bind their firm in a contract. Any erasures or other changes must be initialed by the person signing the bid.

Modification or Withdrawal of Bids Bids can only be altered using the online Bonfire Portal system. Bids may be withdrawn before the closing time and date using the Bonfire Portal. After the closing time and date, a bid can only be withdrawn with acceptable reason in writing and with approval of the Purchasing Division.

Restrictions on Communication Respondents shall not communicate with: 1) elected City officials, City staff, or contracted agents of the City regarding the RFB from the time the RFB has been released until the contract is posted as a City Council agenda item; and 2) City officials/employees/agents from the time the RFB has been released until the contract is awarded. These restrictions extend to “thank you” letters, phone calls, emails and any contact that results in the direct or indirect discussion of the RFB and/or bid submitted by respondent.

Violation of this provision by respondent and/or its agent may lead to disqualification of respondent’s bid from consideration and from opportunities to bid on future projects.

Exceptions to the Restrictions on Communication with City employees include:

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1. Private (non-business) contacts with the City by the respondent’s employees acting in their personal capacity.

2. Casual social contacts that do not include mention of the RFB.

3. Respondents may submit questions via e-Procurement Portal (Bonfire) concerning this RFB up to a week prior to submission due date. Questions received after the stated deadline will not be answered. Submission of questions to any other party prior to award may result in the disqualification of a respondent from bidding on this project as well as future projects for the City.

It is required that all questions be sent through the City’s e-Procurement Platform, Bonfire.

Questions submitted and the City’s responses will be published in the form of addenda to the Project Page in Bonfire. Respondent is responsible for calling the City or reviewing the Bonfire Project Page to determine if any addenda have been issued prior to their submittal. Only questions answered by formal addenda will be binding.

4. Respondents may provide responses to questions asked of them after responses are received and opened. During interviews, if any, verbal questions and explanations will be permitted. If interviews are conducted, respondents shall not bring lobbyists. All cost associated with interviews will be at the respondents’ expense. The City reserves the right to exclude any persons from interviews as it deems in its best interests.

5. Upon completion of the evaluation process, respondents shall receive a notification letter indicating the recommended firm and anticipated City Council agenda date. Respondents desiring a review of the solicitation process must submit a written request no later than five (5) calendar days from the date the letter was sent. Failure to submit a letter in writing to the Purchasing office prior to the end of the fifth day shall be at the risk of the respondent. The letter will indicate the name and address for submission of requests for review.

City reserves the right to contact any respondent to negotiate if such is deemed desirable by City. Such negotiations initiated by City staff persons shall not be considered a violation by respondent of this section.

Disqualification The respondent may be disqualified for any of the following reasons:

A. The respondent is involved in any litigation against the City of San Angelo.

B. The respondent is in arrears on any existing contract or has defaulted on a previous contract with the City.

C. The response is deemed non-conformant/non-responsive to the criteria/instructions highlighted herein.

D. The respondent is debarred, suspended, terminated, or otherwise excluded from or ineligible covered transactions by any federal, state, or local government entity or agency.

E. The bid is not received by the bid submittal deadline; or, F. The bid is not executed by a person authorized to enter into a contract binding on the respondent.

Reservations The City expressly reserves the right to accept, reject, or cancel all bids AND:

A. Waive any defect, irregularity, or informality in any bid or bidding procedure.

B. Extend the bid closing time and date.

C. Reissue a bid invitation or RFB.

D. Procure any item by other means; or, E. Increase or decrease the quantity specified, unless the vendor specifies otherwise.

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Acceptance Acceptance of respondent’s qualifications will be in the form of a purchase order and contract. Notice for annual contract agreements will be a notice of award, purchase order, or contract.

Inspections Inspections shall be at the discretion of the City within the requirements of the City. The Vendor shall keep the entire project site accessible to the City and any other governmental entity that may exercise regulatory control of the project for any portion of the work.

Invoices and Payment Contractor will submit itemized invoices for all services rendered pursuant to this Request for Bids.

Invoices will bear the name of the firm and will be addressed to the appropriate City Point of Contact, Contract Number (FS-02-26), and Purchase Order number. Invoices will be in itemized format and provide enough detail that demonstrates work performed or goods tendered.

Payment may be withheld by City, at the discretion of the City, to vendor until all required documents pertaining to the incurred charges are provided to the authorized City representative.

Gratuities The City may, by written notice to the vendor, cancel this contract without liability to vendor if it is determined by the City that gratuities were offered from an agent or representative of the vendor to any officer or employee of the City with a view toward securing a contract or securing favorable treatment with respect to the awarding or amending, or the making of any determinations in respect to the performing of such contract. In the event this contract is canceled by City, remedies to recover or withhold the amount of the cost shall be incurred by vendor in providing such gratuities.

Termination Performance under this contract may be terminated in whole, or in part by the City in accordance with this provision. Termination performance hereunder shall be affected by the delivery to vendor of a “Notice of Termination” specifying the extent to which performance under this contract is terminated and the date upon which such termination becomes effective.

Force Majeure Neither party shall be held responsible for losses resulting if the fulfillment of any terms or provisions of this contract is delayed or prevented by any cause not within the control of the party whose performance is interfered with, which by the exercise of reasonable diligence said party is unable to prevent.

Assignment – Delegation No right or interest in the contract shall be assigned nor shall any delegation of any obligation made by vendor be valid without the written permission of the City. Any attempted assignment or delegation by vendor shall be wholly void and totally ineffective for all purposes unless made in conformity with this paragraph.

Waiver No claim or right arising out of a breach of this contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party.

Modifications This contract can be modified or rescinded only in writing signed by both of the parties or their duly authorized agents.

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Interpretation – Parol Evidence This writing is intended by the parties as a final expression of their agreement and is intended as a complete agreement for dealings between the parties and no usage of the trade shall be relevant to supplement or explain any term used in this agreement. Acceptance or acquiescence in a course of performance rendered under this agreement shall not be relevant to determine the meaning of this agreement even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. Whenever a term defined by the Uniform Commercial Code is used in the agreement, the definition contained in the Code is to control.

Applicable Law This agreement is subject to all applicable federal and state laws, statutes, codes, rules and regulations, and local ordinances, rules and regulations. This agreement is also subject to the Uniform Commercial Code. Whenever the term “Uniform Commercial Code” is used, it shall be construed as meaning the Uniform Commercial Code as adopted in the State of Texas as effective and in force on the date of this agreement.

Advertising Vendor shall not advertise or publish, without City’s prior consent, the fact that City has entered into this contract, except to the extent necessary to comply with proper requests for information from an authorized representative of the federal, state, or local government.

Right to Assurance Whenever one party to this contract in good faith has reason to question the other party’s intent to perform, they may demand that the other party give written assurance of its intent to perform. If a demand is made, and no assurance is given within five (5) days, the demanding party may treat this failure as an anticipatory repudiation of the contract.

Equal Employment Opportunity Vendor agrees that during the performance of its contract it will:

- Treat all applicants and employees without discrimination as to race, color, religion, sex, national origin, marital status, age, or handicap.

- Identify itself as an Equal Opportunity Employer in all help wanted advertising or request. The vendor shall be advised of any complaints filed with the City alleging that vendor is not an Equal Opportunity Employer. The City reserves the right to consider its reports from its human relations administrator in response to such complaints in determining whether or not to terminate any portion of this contract for which Purchase Orders or authorities to deliver have not been included; however, the vendor is specifically advised that no Equal Opportunity Employment complaint will be the basis for cancellation of this contract for which a Purchase Order has been issued or authority to deliver granted.

All vendors must be Equal Opportunity Employers. Disadvantaged and minority vendors are encouraged to participate.

Conflict of Interest Vendor agrees to comply with the conflict of interest provisions of the City of San Angelo Charter and Code of Ordinances. Vendor agrees to maintain current, updated disclosure of information on file with the City Clerk throughout the term of the contract.

Chapter 176 of the Texas Local Government Code requires a vendor who enters or seeks to enter into a contract for the sale or purchase of real property, goods, or services with a local governmental entity or local government officer thereof to file a conflict of interests’ disclosure questionnaire with the governmental entity prescribed.

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A Conflict of Interest Questionnaire Form (CIQ) – included in the bid forms - must be submitted no later than the seventh (7th) business day after the date the vendor begins discussion, negotiation, applies or responds to a request for bid or bids, or correspondence in writing related to a potential contract with the local governmental entity.

Certificate of Interested Parties (Form 1295) In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that a governmental entity or state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. The law applies only to a contract of a governmental entity or state agency that either (1) requires an action or vote by the governing body of the entity or agency before the contract may be signed or (2) has a value of at least $1 million. The disclosure requirement applies to a contract entered on or after January 1, 2016.

Filing Process:

On January 1, 2016, the ethics commission made available on its website a new filing application that must be used to file Form 1295. A business entity must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the business entity must sign the printed copy of the form. The completed Form 1295 with the certification of filing must be filed with the governmental body or state agency with which the business entity is entering into the contract.

Information regarding how to use the filing application and the application are both available at https://www.ethics.state.tx.us/filinginfo/1295/. Instructional videos are available under the heading Instructional Videos for Business Entities.

The Form 1295 must be received, signed and original, within thirty (30) days of Council award or the contract may be voided.

Taxes and Permits Attention is directed to the requirements of the General Conditions regarding payment of taxes and obtaining permits. All taxes that are lawfully assessed against the City or the selected vendor in connection with the work shall be paid by the vendor. The bid prices shall include all such taxes and the costs of all required permits. The City is exempt from State Sales Tax and Federal Excise Tax.

Examination of Contract Documents Each vendor shall thoroughly examine and be familiar with this document, specifications, etc. The submission of a bid shall constitute an acknowledgment that the vendor has thoroughly examined and is familiar with all solicitation and contract documents. The failure or neglect of a vendor to receive or examine any of the solicitation or contract documents shall in no way relieve them from any obligations with respect to their submission or to any resulting contract. No claim for extra or additional compensation will be allowed based upon a lack of knowledge of any contract document, and the City will in no case be responsible for any loss or for unanticipated costs that may be suffered by the selected vendor as a result of conditions pertaining to the work.

Familiarization with the Type of Work Before submitting a bid, each prospective vendor shall familiarize itself with the work, local labor conditions and all laws, regulations, and other factors affecting performance of the work. It shall carefully correlate its observations with requirements of this request and otherwise satisfy itself of the expense and difficulties attending performance of the work. The submission of a bid will constitute a representation of compliance by the vendor. There will be no subsequent financial adjustment for lack of such familiarization.

http://www.legis.state.tx.us/tlodocs/84R/billtext/html/HB01295F.htm https://www.ethics.state.tx.us/filinginfo/1295/

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Supplier

2.29.1 Prices

Vendor is to quote its lowest and best price Free On Board (F.O.B.) destination on each item to shipping location in San Angelo, Texas unless otherwise specified in the invitation. Pricing shall include packaging, transportation, unloading, and any trade and cash discounts will be taken, if earned. Bids must be firm, however if a vendor believes it necessary to base its price on price adjustment, such a bid may be considered, but only as an alternate bid. Pricing is to be submitted as quantity per unit specified with extended totals, however in the event of a discrepancy in extension, the unit prices shall govern. Pricing shall be entered on the Bid Sheet via Bonfire.

2.29.2 Delivery Date

Bid must show the number of calendar days required to place the materials at the place of destination under normal conditions. Failure to specify delivery date or state unrealistically short or long delivery dates may cause the bid to be disregarded.

2.29.3 Default in Delivery

The vendor must always keep the City advised as to the status of the order. When delivery delay can be foreseen, the Vendor shall give prior notice to the Purchasing Division who shall have the right to extend the delivery date, if reasons for delay are reasonable and acceptable. Default in promised delivery, without acceptable reasons, or failure to meet specifications without remedy, shall cause the City to purchase the goods elsewhere and charge any increase in cost and handling to the defaulting Vendor.

This does not limit any other remedies to the City for damage entitled under the Uniform Commercial Code.

2.29.4 Delivery Times

Deliveries will be accepted only during normal working hours, i.e.; 8:00 a.m. to 12:00 p.m. and from 1:00 p.m. to 5:00 p.m., Monday thru Friday, unless prior arrangements have been made. For large orders, 24-hour notice to the receiving department is required to eliminate delays in delivery.

Partial Award Vendors may furnish pricing for all or any portion of the bid invitation. UNLESS vendor specifies otherwise in its bid, the City may award contracts for any item or group of items listed.

Quantities are Approximate The quantities named in the bid are approximate only, but these are to be used as a basis for the comparison of bids and to determine the amount of the bonds. However, if a unit price appears to the City to be unbalanced to such an extent that changes in actual quantities required under the contract might result in contract price adjustments which would increase payments to the selected vendor excessively, then the City may take such a condition under consideration in awarding the contract.

Legal Venue Tom Green County, Texas

Funds – Price The vendor submitting the lowest responsible bid will establish a price agreement with the City. The work will be selected based on the availability of funds. The City reserves the right to award the contract by base bid, alternates, or a combination thereof.

Claims for Overcharges Vendor hereby assigns to City any and all claims for overcharges associated with this contract which arise under the antitrust laws of the United States, 15 USCA Section 1 et seq., and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, et seq.

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Time of Performance Pricing shall be valid for not less than 3 months after initial award.

This supply agreement will be for one (1) year effective from the bid award date by the City Council.

Price Escalation Price must be firm for initial three (3) month term. A price increase shall at no time be more than what similar volume customers would pay (see Warranty-Price). The vendor must provide the City a sixty (60) day notice for a price escalation request. The vendor must provide cost analysis and/or other documentation to justify any increase, to include industry and industry group level trends and indices and should not exceed a model year increase of 10% of the originally quoted cost.

The City Manager may approve a contract term extension with or without a price increase of 10% or reduction at their full discretion. An increase in price must be justified in writing or by documentation from the Vendor to the satisfaction of the City Manager. If no agreement is reached, the City may re-bid the contract.

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TERMS AND CONDITIONS

Order Placement

No order shall be accepted without a Purchase Order and all invoices must reflect the Purchase Order number. City’s obligation is payable only and solely from funds available for the purpose of this purchase.

Lack of funds shall render this contract null and void to the extent funds are not available and any delivered but unpaid for goods will be returned to vendor by City. Accepting orders without a Purchase Order number shall be at the risk of the vendor.

Shipment under Reservation Prohibited Vendor is not authorized to ship the goods under reservation and no tender of a bill of lading will operate as a tender of goods.

Title and Risk of Loss The title and risk of loss of the goods shall not pass to City until City receives and takes possession of the goods at the point or points of delivery.

Delivery Terms and Transportation Charges F.O.B. destination, unless delivery terms are specified in vendor’s bid, or actual costs, whichever is lower.

If the quoted delivery terms do not include transportation costs, the City shall have the right to designate what method of transportation shall be used to ship the goods. Delivery may be a consideration in the award when shown to be a benefit to the City.

No Replacement of Defective Tender Every tender or delivery of goods must fully comply with all provisions of this contract as to the method and place of delivery, quality and the like. If a tender is made which does not fully conform, this will constitute a breach and vendor will not have the right to substitute a conforming tender. Where the time for performance has not yet expired, the vendor may reasonably notify City of its intention to cure and may then make a conforming tender within the contract time.

Place of Delivery The place of delivery shall be that set forth in the block of the purchase order entitled “Ship To”. The terms of this agreement are “no arrival, no sale”.

Special Tools and Test Equipment If the price stated on the face hereof includes the cost of any special tooling or special test equipment fabricated or required by vendor for the purpose of filling this order, such special tooling equipment and any drawings or related documents thereto shall become the property of the City and to the extent feasible shall be identified by the vendor as such.

Warranty-Price The price to be paid by the City shall be that contained in vendor’s bid which vendor warrants to be no higher than vendor’s current prices on orders by others for products of the kind and specifications covered by this agreement for similar quantities under similar or like conditions and methods of purchase.

In the event vendor breaches this warranty, the prices of the items shall be reduced to the vendor’s current prices on orders by others, or in the alternative, reduced to the vendor’s current prices on orders by others, or in the alternative, City may cancel this contract without liability to vendor for breach or vendor’s actual expense.

The vendor warrants that no person or selling agency has been employed or retained to solicit or secure this contract upon an agreement or understanding for commission, percentage, brokerage, or contingent fee excepting bona fide employees of bona fide established commercial or selling agencies maintained by the vendor for the purpose of securing business. For breach or violation of the warranty, the City shall have the right in addition to any other right or rights to cancel this contract without liability and to deduct from the contract price, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

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Warranty-Product Vendor shall not limit or exclude any implied warranties and any attempt to do so shall render this contract voidable at the option of the City. Vendor warrants that the goods furnished will conform to the specifications, drawings, and descriptions. Any warranties will become into effect on the contract effective date.

Safety Warranty Vendor warrants that the product sold to City shall conform to the standards promulgated by the U.S.

Department of Labor under the Occupational Safety and Health Act (OSHA). In the event the product does not conform to OSHA standards, City may return the product for correction or replacement at the vendor’s expense. In the event vendor fails to make the appropriate correction within a reasonable time, correction made by City will be at vendor’s expense.

No Warranty by City against Infringements As part of this contract for sale, vendor agrees to ascertain whether goods manufactured in accordance with the specifications attached to this agreement will give rise to the rightful claim of any third person by way of infringement or the like. City makes no warranty that the production of goods according to the specification will not give rise to such a claim, and in no event shall City be liable to vendor for indemnification in the event that vendor issued on the grounds of infringement or the like. If vendor is of the opinion that an infringement or the like will result, he will notify City to this effect in writing within two weeks after the signing of the agreement. If City does not receive notice and a claim of infringement is made, vendor will indemnify, defend, and hold harmless City, its Council members, officials, agents, consultants, and employees free and harmless from and against any and all claims, suits, judgments, costs, penalties, fines, damages, and attorneys’ fees and expenses asserted by any person or persons. If vendor, in good faith, ascertains that production of the goods in accordance with the specifications will result in infringement or the like, this contract shall be void.

Right of Inspection City shall have the right to inspect the goods at delivery before accepting them. Acceptance of the goods upon delivery should in no way constitute a waiver of any right or privilege contained with this contract or under law.

Cancellation City shall have the right to cancel for default all or any part of the undelivered portion of the order if vendor breaches any of the terms hereof including warranties of vendor or if the vendor becomes insolvent or commits acts of bankruptcy. Such right of cancellation is in addition to and not in lieu of any other remedies which City may have in law or equity.

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ATTACHMENTS

A. Required Forms

B. City of San Angelo - Standard Performance Contract Terms and Conditions - effective April 16, 2018 https://www.cosatx.us/departments-services/purchasing/purchasing-documents

C. Specifications Worksheets

D. Bid Tables https://www.cosatx.us/departments-services/purchasing/purchasing-documents

4. ATTACHMENTS