ITB-12-2027_–_High_Density_Bond_Pavement_Application_Final_CIS_JL_10.5.2026.pdf

INVITATION TO BID

This Invitation to Bid (ITB) is subject to the instructions, conditions, specifications, addenda, and any other elements of this ITB, including those incorporated by reference.

DATE ISSUED: October 6, 2026

BID TITLE: ITB-12-2027 – High Density Bond Pavement Application

CITY CONTACT PERSON: Cathy Smith, Purchasing Director

TELEPHONE NUMBER: 615-849-2629

EMAIL: purchasing@murfreesborotn.gov

All bid responses must be received and acknowledged in the Purchasing Department’s Office on or before the day and time listed below. All bids must be submitted electronically via OpenGov.

The Bid must include the bid title, bid opening date, and the bidder’s name. Failure to provide this information may result in the bid not being considered. Only bids submitted via OpenGov will be considered.

BID OPENING DATE: October 27, 2026

BID OPENING TIME: 2:00pm

1. Instructions and Conditions

1.1 Bid Submission to the City of Murfreesboro.

The City is seeking bids for “ITB-12-2027 – High Density Bond Pavement Application” for the Street Department located in the City of Murfreesboro, TN. The scope of work is set forth in the specifications in Section 2 of this ITB and Exhibit B, attached hereto and incorporated herein by reference. Electronic bids will be received by the City of Murfreesboro until 2:00 p.m. local time on October 27, 2026, at which time the bids will be opened and read aloud via Zoom.

1.2 Deadline and Late Responses.

No bids received after bid opening date and time will be accepted. Bids received by the Purchasing Department after the specified time will be considered late. The City shall only accept electronic bids.

1.3 Organization of Bid and Completeness.

Please submit one electronic copy to the Purchasing Department office via the City’s e-procurement portal, OpenGov. Bidders must allow sufficient time to ensure receipt of the bid. It shall be the sole responsibility of the bidder to have the bid submitted to the City before the bid deadline. Partial or incomplete bids will be rejected. All bid responses should be typewritten. If not typewritten, they must be written in ink and clearly legible. Bidders are cautioned to verify their bid response prior to submission.

1.4 Signature.

All bids must be signed by a duly authorized officer of the company empowered with the legal right to bind the company. A typed name will not be acceptable without the person’s written signature as well. Signatures are required where indicated; failure to comply with this requirement shall be cause for rejection of bid. All submitted bids must be binding for a period of one (1) year from the bid submission deadline.

1.5 Response to Terms and Conditions.

Unless an exception is taken, the awarded contract will contain the requirements of this Invitation to Bid. In its sole discretion, the City reserves the right to either consider or reject any bid which takes exception to the specifications or attached contract.

1.6 Completeness of Invitation to Bid (“ITB”).

These documents, and those listed on OpenGov, constitute the complete set of specification requirements and ITB. The bidder is responsible for ensuring that all pages and all addenda are received. The City advises all bidders to closely examine this ITB package and immediately direct any questions regarding the completeness of this ITB package and any addenda to the City’s Contact Person via the Question/Answer tab on OpenGov. Bidders must register with OpenGov to ensure that all relevant written communications are available to them in the preparation of their proposal. Registration can be accomplished through the website:

https://procurement.opengov.com/portal/murfreesborotn .

1.7 Bid Interpretation. Communication with the Purchasing Department.

Cathy Smith is the City’s contact for coordinating communications between the department and firms submitting bids. If additional information is required in order to make an interpretation of https://procurement.opengov.com/portal/murfreesborotn items in this ITB, written questions (including e-mails) will be accepted until five (5) business days prior (10/20/2026) to the bid opening date. All questions should be submitted through the Question/Answer tab in OpenGov. All questions and all responses will be visible to every bidder.

The City specifically requests that no contact concerning this ITB be made with any other City personnel until the selection process has been completed. Failure to honor this requirement will be viewed negatively in the selection process and may result in the disqualification of a bid.

1.8 Discrepancies, Errors, and Omissions.

Any discrepancies, errors, omissions, or ambiguities in this ITB, the specifications or addenda (if any) should be reported to the contact person for the City. If necessary, a written addendum will be issued on OpenGov, notification made to firms on record, and the addendum will be incorporated into the ITB and become part of the contract. The City will NOT be responsible for any oral instructions, clarifications, or other communications and no such oral communication may be relied on by any bidder.

The City of Murfreesboro is not responsible for technical errors or omissions made by prospective bidders during the bid submission process that may result in a bid not being submitted, being submitted incompletely, or being submitted incorrectly. In the case of technical issues that are verified to be a City error, the Purchasing Department will take reasonable steps to resolve the issue so that the process remains fair to all bidders.

1.9 Errors.

Certain mistakes may be corrected so long as the intended correct bid response is clearly evident.

In the event of a disagreement between unit price and extended price, the unit price will control.

1.10 Further Negotiation.

The City reserves the right to further negotiate, after the ITBs are opened, with any potential vendor if such is deemed necessary at the discretion of the City.

1.11 Economy of Preparation.

ITB response should be prepared simply and economically, providing a straightforward, concise description of bidder’s capabilities to satisfy the requirements of the ITB. Emphasis should be on completeness and clarity of content.

1.12 Subcontracting.

If any part of the work is, or is to be, subcontracted, the bidder shall provide within the ITB response submittal a description of the subcontracting organization and the contractual arrangements made therewith. All subcontractors will be subject to approval by the City. The successful bidder will also furnish, at the request of the City, the corporate or company name and the names of the officers or principals of said companies proposed as subcontractors by the bidder.

1.13 Bid Modification.

Bids may be modified, withdrawn, and/or resubmitted in writing to the City prior to the deadline for bid submission via the procurement portal. After this deadline, no withdrawals or resubmissions may be made for any reason. Bidders must register with OpenGov to ensure that all relevant written communications are available to them in the preparation of their proposal.

Registration can be accomplished through the website:

1.14 Tax Exempt.

The City is exempt from federal and state taxes. Upon request and if applicable, the City will provide a sales tax exemption certificate to the awarded firm. Contractors doing business with the City shall not be exempted from paying sales tax to their suppliers for materials to fulfill contractual obligations to the City, nor shall any vendor be authorized to use the City’s Tax Exemption Number in securing such materials.

1.15 Contract Term and Renewal.

If an award is made, any contract resulting from this ITB will be effective on the date the contract is signed. The contract shall not be effective until approved by the City Council and signed by all required parties. The term of this contract shall be for one (1) year and may be renewed in one

(1) year increments for an additional four (4) years, not to exceed five (5) years, at the discretion of the City.

1.16 Pricing Effective for one (1) year.

The successful bidder shall provide in the bid price the cost for the goods or services rendered.

Pricing shall be effective for one year from date of bid award. If, in the bidder’s opinion, additional equipment or services are necessary, this shall be included with explanation in the bid. It is requested that bidders raise any such questions in advance of submitting a bid to the City. To submit a bid implies consent to the terms set forth in this ITB. Increases in pricing after the first term must be submitted in writing to the City, approved by all required parties, and made effective by an amendment.

1.17 Approval Required.

No award or acquisition can be made until approved by the City Council. The City will not be obligated to bidders for equipment and/or services until the completion of a signed contract approved by authorized officials of the City. This solicitation in no manner obligates the City to the eventual rental, lease, or purchase of any equipment or services described, implied, or which may be proposed, until confirmed by a written contract. Progress towards this end is solely at the discretion of the City and may be terminated at any time prior to the signing of a contract.

1.18 Terms and Conditions.

The City reserves the right to reject any and all bids, to waive any irregularities in a bid, to make awards to more than one bidder, to accept any part or all of a bid, or to accept the bid (or bids) which, in the judgment of the governing body, is in the best interest of the City. The City also reserves the right to make revisions to any quantity shown on the bid form dependent upon bid prices and available funding. Prices bid on each item shall be firm regardless of the actual quantity of item(s) purchased. The City reserves the right to increase or decrease amounts and/or quantities at its discretion. Quantities have been provided as an approximation and may be estimates of potential purchases and are not necessarily guaranteed initial purchase quantities.

1.19 Withdrawal of Bid.

No bidder may withdraw its bid for a period of ninety (90) calendar days after the date and time set for the opening of the responses. In the event the City awards a contract to a bidder and during such ninety (90) day period determines that such bidder will be unable to properly perform the contract, the City reserves the right to terminate the contract and award the contract to the next best offer without being required to re-advertise the project.

1.20 Cost of Response.

The City will not be liable for any costs incurred by the bidders in preparing a response to this solicitation. Bidders will submit responses at their own risk and expense. The City makes no guarantee that any equipment or services will be purchased as a result of the solicitation and reserves the right to reject any and all responses. All responses and their accompanying documentation will become the record of the City.

1.21 Contract.

The successful bidder’s responses to this ITB shall be included as an addendum to the contract.

Should any conflict or discrepancy arise between the ITB and the contract, the contract shall control. All bidders who are awarded contracts pursuant to this ITB agree to be bound by the terms and conditions set forth in the attached sample City Contract. If the bidder objects to any contract terms or proposes any additional terms such objections and terms must be set forth in the bid. Rejection of any proposed City Contract terms may be a basis for rejection of the bid.

1.22 Contract Termination.

The City reserves the right to cancel the contract for the work without cost or penalty to the City if, in the City’s opinion, there is a failure at any time by the contractor to adequately perform the contract, or if there is any attempt to willfully impose upon the City a material or product or workmanship which is, in the opinion of the City, of an unacceptable quality. Cancellation of the contract shall not impair any rights or claim of the City to damages for the breach of any covenants of the contract by the contractor. The contract awarded may be terminated upon any of, but not limited to, the following occurrences:

1.22.1 Bankruptcy or insolvency of the bidder or one or more of the bidder’s principal owners;

1.22.2 Failure of the bidder to provide satisfactory services or failure to comply with the specifications;

1.22.3 Unauthorized substitution of products other than those identified in the specifications or specifically approved by the City as a substitute prior to award of the contract;

1.22.4 Unsatisfactory performance of products supplied by the bidder or services provided by the bidder;

1.22.5 Fraud; or

1.22.6 Any other breach of the terms of the ITB specifications or contract.

1.23 Contract Modification.

The contract may be modified only by written amendment executed by all parties and their signatories hereto.

1.24 Replacement or Repair.

No waiver of any provision of the contract shall affect the right of any party thereafter to enforce such provision or to exercise any right or remedy available to it in the event of any other default.

The City, at its option and in lieu of immediate termination, may request the awarded bidder replace or repair any defective goods or correct performance by written notice to the contractor.

In that event, the contractor shall take correct action within the amount of time specified by the City in the written notice. Exercise of this option shall not relieve the contractor of any liability to the City for damages for the breach of any covenants of the contract by the contractor.

1.25 Expense of Legal Action.

Awarded bidder agrees that, in the event either party deems it necessary to take legal action to enforce any provision of the contract, and in the event the City prevails, awarded bidder shall pay all expenses of such action including the City’s attorney fees and costs at all stages of the legal action.

1.26 Governing Laws.

The validity, construction, and effect of the contract, and any and all extensions and/or modifications thereof shall be governed by the laws of the State of Tennessee.

1.27 Severability.

Should any provision of the contract be declared to be invalid by any court of competent jurisdiction, such provision shall be severed and shall not affect the validity of the remaining provisions of the contract. Any action between the parties arising from this agreement shall be maintained in the courts of Rutherford County, Tennessee.

1.28 Indemnification and Hold Harmless.

1.28.1 Contractor must indemnify, defend, and hold harmless the City, its officers, agents and employees from any claims, penalties, damages, costs and attorney fees (“Expenses”) arising from injuries or damages resulting from, in part or in whole, the negligent or intentional acts or omissions of contractor, its officers, employees and/or agents, including its subcontractors or independent contractors, in connection with the performance of this Agreement, and, Expenses arising from any failure of Contractor, its officers, employees and/or agents, including its subcontractors or independent contractors, to observe applicable laws, including, but not limited to, labor laws and minimum wage laws.

1.28.2 Pursuant to Tennessee Attorney General Opinion 93-01, the City will not indemnify, defend or hold harmless in any fashion Contractor from any claims arising from any failure, regardless of any language in any attachment or other document that Contractor may provide.

1.29 Statutory Disqualification.

By submitting a response, it is represented that neither Contractor nor any of its officers, directors, shareholders, member, or partners has been convicted or plead guilty or nolo contender to any violation of the Sherman Anti-Trust Act, mail fraud, or other state or federal criminal violation in connection with a contract let by the City of Murfreesboro or any political subdivision of the State of Tennessee.

1.30 Contractor’s Employment Practices.

Bidder, after being first duly sworn, affirms that by its employment policy, standards and practices, it does not subscribe to any personnel policy which permits or allows for the promotion, demotion, employment, dismissal or laying off of any individual due to the individual’s race, creed, color, national origin, age or sex and it is not in violation of and will not violate any applicable laws concerning the employment of individuals with disabilities.

1.31 City’s Employment Practices.

It is the policy of the City not to discriminate on the basis of age, race, sex, color, national origin, or disability in its hiring and employment practices, or in admission to, access to, or operation of its programs, services, and activities. With regard to all aspects of this contract, Bidder certifies and warrants it will comply with this policy. Bidder must affirm that under its employment policies, standards and practices, it does not subscribe to any personal policy which permits or allows for the promotion, demotion, employment, dismissal or laying off of any individual due to the individual’s race, creed, color, national origin, age or sex and that it is not in violation of and will not violate any applicable laws concerning the employment of individuals with disabilities.

1.32 Conflict of Interest.

By submitting a response, it is represented that no officer, committee member, or director of the City or other persons whose duty is to vote for, let out, overlook, or in any manner supervise any work on any contract for the City has a “direct interest”, as defined by T.C.A. §12-4-101, in the bidder or in the work which is subject to this ITB.

1.33 Ethical Standards.

Bidder understands that is shall be a breach of ethical standards for any person to offer, give or agree to give any employee or former employee, or for any employee or former employee to solicit, demand, accept or agree to accept from another person, a gratuity of an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy or other particular matter, pertaining to any program requirement of a contract or subcontract or to any solicitation or bid therefore.

1.34 Breach of Ethical Standards.

A breach of ethical standards could result in civil/or criminal sanctions and/or debarment or suspension from being a contractor or subcontractor under City contracts.

1.35 Payments & Installation.

Payments under the contract shall be made upon submittal of an invoice after performance of the portion of the services which each payment represents. The final payment shall not be made until after the performance is complete. All invoices shall be sent to:

accountspayable@murfreesborotn.gov.

1.36 Codes & Regulation.

All services and work to be done must comply with City, county, state, and federal laws, rules, codes, and regulations. The contractor will obtain and pay for all permits, if any, necessary to complete the work. Bid prices shall include delivery of all items F.O.B. destination. The term F.O.B. destination shall mean delivered and unloaded in-house or on-site service, with all charges for transportation and unloading prepaid by the bidder.

1.37 Price Increases.

Notwithstanding the foregoing, Contractor may request a price increase solely due to price increases imposed by an item’s manufacturer prior to the commencement of a renewal term.

Contractor shall make such requests in writing to the City at least sixty (60) days prior to expiration of the then current term of the Contract. Contractor’s failure to request a price increase at least sixty (60) days prior to expiration of the then current term of the Contract shall result in renewal mailto:accountspayable@murfreesborotn.gov of the Contract for an additional one-year term (up to a maximum of five; four renewals) at the prior term’s prices, unless the City elects not to renew the Contract. Any such price increases must be supported by appropriate documentation and approved by the City Council for the requested increase to be binding on the City.

1.38 Iran Divestment Act of Tennessee. By submission of this bid, each bidder and each person signing on behalf of any bidder certifies, and in the case of a joint bid each party thereto certifies as to its own organization, under penalty of perjury, that to the best of its knowledge and belief that each bidder is not on the list created pursuant to T.C.A. §12-12-106. Bids not conforming with this provision shall not be opened. Failure of any bidder to comply therewith shall void such bid and such bid shall not be considered.

1.39 Non-Boycott of Israel. By submission of this bid, each bidder and each person signing on behalf of any bidder certifies, and in the case of a joint bid each party thereto certifies as to its own organization, under penalty of perjury, that to the best of its knowledge and belief that each supplier is not boycotting Israel pursuant to T.C.A. § 12-4-119, and will not boycott Israel during the term of contract. This applies to contracts of $250,000 or more and to contractors with ten

(10) or more employees.

1.40 Evaluation of Bid.

Any contract awarded pursuant to this ITB shall be awarded to the lowest responsive and responsible bidder whose bid response meets the requirements and criteria set forth in this ITB.

A “responsive bidder” means a person who has submitted a bid response, which conforms in all material respects to the ITB. A “responsible” bidder means a person who has the capacity, reputation, and experience in all respects to perform fully the contract requirements and the integrity and reliability, which will assure good faith performance within the time specified without delay or interference. The City may make such investigations as deemed necessary to determine the ability of the bidder to provide the products and services required by the bid package. Any items proposed deemed not of equal and/or better and of comparable quality as that specified shall be cause for rejection of a bid. The City will evaluate bid based on lowest cost which fully conforms to specifications and whether the proposed costs and terms are, in the City’s judgment, consistent with current market pricing, appropriate for the services provided, and commensurate with the level of quality expected. In addition to the price, the following aspects will be considered in the award of a contract:

1.40.1 The ability of the bidder to perform the contract or to provide the material for service required;

1.40.2 Whether the bidder can perform the contract and provide the material or service promptly or within the time specified without delay or interference;

1.40.3 The character, integrity, reputation, experience, and efficiency of the bidder;

1.40.4 The previous and existing compliance by the bidder with laws and ordinances relating to the contract or service;

1.40.5 The ability of the bidder to provide future maintenance and service for the use of the subject contract;

1.40.6 Terms and conditions stated in the bid;

1.40.7 Compliance with specifications or the ITB;

1.40.8 Utilization of the format set forth in this ITB for submittal of a bid; and,

1.40.9 Bidder’s past performance with the City.

1.41 Bidder’s Compliance.

The City will evaluate proposals for compliance and completeness.

1.42 Contractor’s License.

Pursuant to Tennessee Code Annotated Title 62, Chapter 6, Part 1, if a bid is $25,000 or above, bidder must be a licensed contractor as required by the Contractor’s Licensing Act of 1976, Public Chapter No. 822 of the General Assembly of the State of Tennessee as amended. In accordance with T.C.A. §62-6-119, Bidder shall place their bid in an envelope or provide within the electronic bid document: (1) the bidder’s name, license number, expiration date thereof, and license classification of the contractor applying to bid for the prime contract; (2) The name, license number, expiration date thereof, and license classification of the contractor applying to bid for the masonry contract (if applicable) where the total cost of the materials and labor for the masonry portion of the construction project exceeds one hundred thousand dollars ($100,000); (3) The name, license number, expiration date thereof, and license classification of the contractor applying to bid for the electrical, plumbing, heating, ventilation, or air conditioning contracts except when such contractor's portion of the construction project is less than twenty-five thousand dollars ($25,000); (4) For each vertical closed loop geothermal heating and cooling project, the company name, department of environment and conservation license number, classification (G, L or G,L) and the expiration date, except when the geothermal portion of the construction project is in an amount less than twenty-five thousand dollars ($25,000); (5) Prime contractor bidders who are to perform the masonry portion of the construction project which exceeds one hundred thousand dollars ($100,000), materials and labor, the electrical, plumbing, heating, ventilation or air conditioning or the geothermal heating and cooling must be so designated; and (6) Only one (1) contractor in each of the classifications listed above shall be written on the bid envelope or provided within the electronic bid document.

Bids not conforming with this provision shall not be opened. Failure of any bidder to comply therewith shall void such bid and such bid shall not be considered.

1.43 Payment and Performance Bonds.

For any construction project for which the bid amount is over $100,000, the successful bidder must furnish a Performance Bond and a Payment Bond, each in the amount of 100% of bidder’s entire obligation under this Agreement, as security for faithful performance and payment.

1.44 Insurance.

Contractor must maintain commercial general liability insurance for bodily injury and property damage, automobile liability insurance, and workers’ compensation insurance as required by the State of Tennessee and as specified in Exhibit A to the Sample Agreement hereto.

Contractor must provide an endorsement naming the City as additional insured under the terms of the policy as follows: “The City of Murfreesboro and its elected officials, officers, employees, representatives and agents.” Contractor must provide the City with not less than thirty (30) days’ prior written notice of any cancellation, non-renewal, or material alteration of any required insurance policy and provide written documentation of such change. Certificates of Insurance should be sent to: coi@murfreesborotn.gov. Certificates of Insurance should identify the Project and reference the Agreement date.

mailto:coi@murfreesborotn.gov

2 Scope of Work/Specifications

2.1 Purpose. The purpose of this Invitation to Bid (ITB-12-2027) is to solicit and select the most qualified bidder(s) to provide High Density Bond Pavement Application.

2.2 Bid Specifications - See Exhibit B for Technical Specifications.

2.2.1 Contract will be for a one-year period and shall be renewed by mutual agreement at the City’s discretion for up to an additional four one-year terms.

2.2.2 Awarded Bidder shall include a copy of all guarantees and warranties with the bid form.

2.2.3 Installation must be completed within 8 weeks of receipt of Purchase Order or Notice to Proceed.

2.2.4 The City reserves the right to obtain samples and perform independent testing of any material, aggregate, emulsion, or completed product through a qualified third-party testing agency. The Contractor shall provide reasonable access to materials and testing records. Costs associated with failed testing shall be borne by the Contractor.

GRAND TOTAL: _______________

NOTE: All prices quoted shall remain firm for period of 365 calendar days after the due date of the bid submittal, unless a longer period has been agreed upon by both parties.

Estimated quantities shown above are for bidding purposes only. Payment will be made using unit costs submitted, based upon actual lengths installed, approved, and accepted by the City.

*Any materials used but not covered in Unit Price List will be paid for at cost plus 10%.

PURCHASING DEPARTMENT

BID FORM

NAME OF BID: ITB-12-2027

High Density Bond Pavement Application

NAME OF BIDDER:

DATE:

INSTRUCTIONS:

All prices must include all costs. Costs included in the bid prices shall include services rendered and parts, labor, accessories and any other standard equipment necessary to provide this service, freight, delivery, installation. Pricing for each component shall be effective for one (1) year from date of bid award. The City is not subject to sales tax.

ITEM

NO.

QUANTIT

Y

(ESTIMA

TED)

UNIT DESCRIPTION UNIT PRICE TOTAL

20,000

1,000

3,000

10,000

SY

LB

LS

High Density Mineral Bond: <20,000 SY

Prep Work: Crack Seal Single <1,000 lbs.

Prep Work: Crack Seal 1,000-3,000 lbs.

Prep Work: Crack Seal 3,000 - 10,000 lbs.

Mobilization

Sample Agreement for High Density Bond Pavement Application

This Agreement is entered into and effective as of ________________ (the “Effective Date”) by and between the City of Murfreesboro, a municipal corporation of the State of Tennessee (the "City"), and _____________________, a _______________________company of the State of ___________ (“Contractor”).

This Agreement consists of the following documents:

• This document

• ITB-12-2027 – High Density Bond Pavement Application, issued_______(the “Solicitation”);

• Contractor’s Proposal, dated ______________(“Contractor’s Proposal”); and

• Any properly executed amendments to this Agreement.

In the event of conflicting provisions, all documents will be construed according to the following priorities:

• First, any properly executed amendment or change order to this Agreement (most recent amendment or change order given first priority);

• Second, this Agreement;

• Third, the Solicitation; and

• Lastly, Contractor’s Proposal (Exhibit C).

1. Duties and Responsibilities of Contractor.

a. Scope of Work. Contractor agrees to provide the services based on “ITB-12-2027- High Density Bond Pavement Application” listed under “Bid Specifications” and included in Exhibit B of the Solicitation, also attached hereto as Exhibit B and incorporated herein by reference.

b. Supervision and Superintendence of Work.

i. Contractor will supervise and direct the work efficiently and with Contractor’s best skill and attention. Contractor will be solely responsible for the means, methods, techniques, sequences and procedures of construction. Contractor will be responsible to see that the finished work complies accurately with the Scope of Work and the Contract documents.

ii. Contractor will keep on the work site at all times during work progress a competent resident superintendent, who shall not be replaced without written notice to the City except under extraordinary circumstances. The superintendent will be Contractor’s representative at the site and shall have authority to act on behalf of Contractor. All communications given to the superintendent shall be as binding as if given to Contractor.

c. Labor, Materials, and Equipment.

i. Contractor will provide competent, suitably qualified personnel to survey and lay out the work and perform construction as required by the Contract documents. The Contractor will at all times maintain good discipline and order at the site.

ii. Contractor will furnish all materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, and all other incidentals necessary for the execution, testing, initial operation and completion of the work.

iii. All materials will be new, except as otherwise provided in the Contract documents. If required by the City, Contractor will furnish satisfactory evidence as to the kind and quality of materials and equipment.

iv. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturer, fabricator or processors, except as otherwise provided in the Contract documents.

d. Substitute Materials or Equipment. If it is indicated in the specifications that Contractor may furnish or use a substitute that is equal to any material or equipment specified, and if Contractor wishes to furnish or use a proposed substitute, Contractor shall, promptly after the award of the Contract, make written application to the City’s designated representative for approval of such a substitute certifying in writing that the proposed substitute will perform adequately the duties imposed by the general design, be similar and of equal substance to that specified and be suited to the same use and capable of performing the same function as that specified. No substitute shall be ordered or installed without the written approval of the City’s designated representative, who shall be the sole judge of equality.

e. Warranty and Guarantee. The Contractor warrants to the City that:

i. Unless otherwise provided for, all materials, machinery, and equipment used on the work shall be new, of the best quality in their kind and grade, and of the most efficient and effective design and type available for the purposes for which they are intended;

ii. All materials, machinery, and equipment conform in every respect with the specifications, drawings, approved samples, and other requirements of the Contract documents;

iii. Only such materials, machinery, and equipment shall be used on the work as have been produced or manufactured in accordance with the established and generally accepted standards for goods and workmanship of the type covered by the specifications and are of such a design and construction as to perform properly the function or work for which they are intended and to afford the maximum ease in upkeep and repair;

iv. The finish of the exterior surface of the materials, machinery and equipment used on the work shall be in accordance with the specifications, or if there are no applicable specifications, such finish shall be consistent with commercially accepted practices for the services to be rendered by the respective materials, machinery, and equipment; and

v. The Contractor agrees that all warranties in the Contract documents shall survive acceptance of, delivery of, and payment for, the goods, whether any defects shall be latent or patent, and agrees to indemnify and hold the City harmless from any loss, damage, or other expense, including attorneys’ fees, that the City may suffer as a result of the failure of the materials, machinery, and equipment or workmanship to be as warranted. Contractor gives to the City a five (5) year warranty on the materials and workmanship for the Work, and upon final payment, Contractor shall assign any manufacturer’s warranties for materials or equipment used on the Project to the City. The Contractor agrees to correct without expense to, and to the satisfaction of, the City, any defects that may develop in material, workmanship, and design during the period of such warranty.

The warranties set forth in the preceding paragraph are cumulative and shall not exclude or affect the operation of any other warranty or guaranty provided by law or by the Contract documents.

f. Subcontractors.

i. Contractor will not employ any subcontractor to perform any of the work required under the Contract documents without first obtaining the written approval of the City’s designated representative to employ the subcontractor.

ii. Contractor will be fully responsible for all acts and omissions of any subcontractor and of persons directly or indirectly employed by them and of persons for whose acts any of them may be liable to the same extent that Contractor is responsible for the acts and omissions of persons directly employed by Contractor. Nothing in the Contract documents shall create any contractual relationships between any subcontractor and the City or any obligation on the part of the City to pay or to see to the payment of any moneys due any subcontractor, except as may otherwise be required by law. The City may furnish to any subcontractor, to the extent practicable, evidence of amounts paid to Contractor on account of specific work done in accordance with the schedule of values.

iii. Contractor agrees to bind specifically every subcontractor to the applicable terms and conditions of the Contract documents for the benefit of the City.

iv. All work performed for Contractor by a subcontractor shall be pursuant to an appropriate written contract between Contractor and the subcontractor.

g. Permits. Contractor will secure and pay for all construction permits and licenses and will pay all governmental charges and inspection fees necessary for the prosecution of the work, which are applicable at the time of Contractor’s bid. Contractor will also pay all public utility charges.

h. Use of Premises.

i. Contractor will confine Contractor’s equipment, the storage of materials and equipment and the operations of Contractor’s workers to areas permitted by law, ordinances, permits, or the requirements of the Contract documents, and shall not unreasonably encumber the premises with materials or equipment.

ii. Contractor will not load nor permit any part of the structure to be loaded with weights that will endanger the structure, nor will Contractor subject any part of the work to stresses or pressures that will endanger it.

i. Safety and Protection.

i. Contractor will be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the work. Contractor will take all necessary precautions for the safety of, and will provide the necessary protection to prevent damage, injury or loss to:

(1) All employees on the work and other persons who may be affected thereby,

(2) All the work and all materials or equipment to be incorporated there, whether in storage on or off the site, and

(3) Other property at the site or adjacent property, including trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction.

Contractor will comply with all applicable laws, ordinances, rules, regulations and order of any public body having jurisdiction for the safety of persons or property or to protect them from damage, injury or loss. Contractor will erect and maintain, as required by the conditions and progress of the work, all necessary safeguards for safety and protection. Contractor will notify the City of adjacent utilities when prosecution of the work may affect them. All damage, injury, or loss to any property referred to in subparagraph (2) or (3) of this section caused directly or indirectly, in whole or in part, by Contractor, any subcontractor or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, will be remedied by Contractor; except damage or loss attributable to the fault of drawings or specifications or to the acts or omissions of the City or anyone employed by either of them or anyone for whose acts either of them may be liable, and not attributable, directly or indirectly, in whole or in part, to the fault or negligence of Contractor.

ii. Contractor will designate a responsible member of Contractor’s organization at the site whose duty shall be the prevention of accidents. This person shall be Contractor’s superintendent unless otherwise designated in writing by Contractor to the City.

j. Emergencies. In emergencies affecting the safety of persons or the work or property at the site or adjacent property, Contractor, without special instruction or authorization from the City, is obligated to act, at Contractor’s discretion, to prevent threatened damage, injury or loss.

k. Cleaning Up. Contractor will keep the premises free from accumulations of waste materials, rubbish, and other debris resulting from the work, and at the completion of the work Contractor will remove all waste materials, rubbish and debris from and about the premises as well as all tools, construction equipment and machinery, and surplus materials, and will leave the site clean and ready for occupancy by the City. Contractor will restore to their original condition those portions of the site not designated for alteration by the Contract documents.

l. Coordination of Work.

i. The City may perform additional work related to the Project by itself, or may let other direct contracts for additional work, which shall contain general conditions similar to these.

Contractor will afford the other Contractors who are parties to such direct contracts (or the City, if the City is performing the additional work itself) reasonable opportunity for the introduction and storage of materials and equipment and the execution of work, and shall properly connect and coordinate Contractor’s work with theirs.

ii. If any part of Contractor’s work depends for proper execution or results upon the work of any such other Contractor (or City), Contractor will inspect and promptly report to the City’s designated representative in writing any defects or deficiencies in such work that render it unsuitable for such proper execution and results. Contractor’s failure to report shall constitute an acceptance of the other work as fit and proper for the relationship of Contractor’s work except as to defects and deficiencies that may appear in the other work after the execution of Contractor’s work.

iii. Contractor will do all cutting, fitting and patching of Contractor’s work that may be required to make its several parts come together properly and fit it to receive or be received by such other work. Contractor will not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of the City’s designated representative.

m. Access to the Work. Representatives of the City will at all times have access to the work.

Contractor will provide proper facilities for such access and observation of the work and also for any inspection or testing by others.

n. Contractor’s Continuing Obligation. Contractor’s obligation to perform the work and complete the Project in accordance with the Contract documents shall be absolute. Neither any payment by the City to Contractor under the Contract documents, nor any use or occupancy of the Project or any part by the City, nor any act of acceptance by the City nor any failure to do so, nor any correction of defective work by the City shall constitute acceptance of work not in accordance with the Contract documents.

2. Duties and Responsibilities of City.

a. Communications to Contractor. The City will issue all communications to Contractor through the

City’s Director of Project Development, or the Director’s designee. Such individual shall be the City’s representative during the construction period.

b. Clarifications and Interpretations. The City’s designated representative will issue with reasonable promptness written clarifications or interpretations of the Contract documents (in the form of drawings or otherwise) as the City may determine necessary, which shall be consistent with or reasonably inferable from the overall intent of the Contract documents.

c. Work Changes. The City reserves the right to order work changes in the nature of additions, deletions, or modification, without invalidating the Contract, and agrees to make corresponding adjustments in the Contract price and time of termination. All changes will be authorized by written change order signed by the City. The change order will include conforming changes in the Contract and termination time. Work shall be changed, and the Contract price and termination time shall be modified only as set out in the written change order. Any adjustment in the Contract sum resulting in a credit or a charge to the City shall be determined by mutual agreement of the parties before starting the work involved in the change.

3. Term.

The term of this Contract shall be for one year and commences on the Effective Date, _______________, and expires in one year and may be renewed in one-year increments for an additional four years at the discretion of the City.

4. Payment.

a. Payment will be made by the City after services have been received, accepted, and properly invoiced. Once Contractor has submitted an invoice, the City will issue payment within thirty

(30) days from submittal. The final payment shall be made only after Contractor has completely performed its duties under this Contract and the work has been accepted by the City and all work has been approved by an inspector from the Murfreesboro Street Department.

b. If any payment becomes more than ten (10) days past due, Contractor shall have the option to discontinue the Work by sending written notice to the City that said Work shall be immediately discontinued until such payment is made. Continuation of work after default in payment shall not constitute a waiver of this provision.

c. Payment for work performed in accordance with the Contract shall be made upon completion of the Work described in this Contract.

5. Final Inspection. Contractor and City agree to conduct an inspection of the Project prior to completion in order to develop a written punch list of any incomplete items and the existence of any discrepancies and any other observable defects in the Work. Contractor shall promptly complete the punch list.

6. Labor and Materials. Unless otherwise specifically noted, Contractor shall provide and pay for all labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation and other facilities and services necessary for the proper execution and completion of the Project. All materials left over from the construction are the property of the Contractor.

Contractor assumes no responsibility or liability for defects in the existing design or engineering of the Project.

7. Price. The price for services shall be invoiced at the prices and charges fixed by the Contractor as per the attached bid.

8. Termination. Contractor’s services may be terminated in whole or in part:

a. Upon 30-day prior notice, for the convenience of the City.

b. For the convenience of Contractor, provided that Contractor notifies the City in writing of its intent to terminate under this paragraph at least 30 days prior to the effective date of the termination.

c. For cause, by either party where the other party fails in any material way to perform its obligations under this Contract. Termination under this subsection is subject to the condition that the terminating party notified the other party of its intent to terminate, stating with reasonable specificity the grounds therefore, and the other party fails to remedy the problem within 15 days after receiving the notice.

d. Should Contractor fail to fulfill in a timely and proper manner its obligations under this Contract or if it should violate any other terms of this Contract, the City has the right to immediately terminate the Contract. Such termination does not relieve Contractor of any liability to the City for damages sustained by virtue of any breach by Contractor.

e. Should the appropriation for Contractor’s work be withdrawn or modified, the City has the right to terminate the Contract immediately upon written notice to Contractor.

9. Compliance with Laws. Contractor agrees to comply with any applicable federal, state, and local laws and regulations.

10. Maintenance of Records. Contractor shall maintain documentation for all charges associated with services provided pursuant to this Contract. The books, records, and documents of Contractor, insofar as they relate to work performed or money received under the Contract, shall be maintained for a period of three (3) full years from the date of final payment and will be subject to audit at any reasonable time and upon reasonable notice by City or its duly appointed representatives. The records shall be maintained in accordance with generally accepted accounting principles.

11. Modification of Contract. This Contract may be modified only by written amendment executed by all parties and their signatories hereto. Depending upon the nature and amount of the amendment, the approval of the City Council may be required. Minor modifications to the Contract may be executed by signature of the City Manager in lieu of the City’s signatory hereto.

12. Partnership/Joint Venture. Nothing herein shall in any way be construed or intended to create a partnership or joint venture between the parties or to create the relationship of principal and agent between or among any of the parties. None of the parties hereto shall hold itself out in a manner contrary to the terms of this paragraph. No party shall become liable for any representation, act, or omission of any other party contrary to the terms of this paragraph.

13. Waiver. No waiver of any provision of this Contract shall affect the right of any party thereafter to enforce such provision or to exercise any right or remedy available to it in the event of any other default.

14. Employment. Contractor shall not subscribe to any personnel policy which permits or allows for the promotion, demotion, employment, dismissal or laying off of any individual due to race, creed, color, national origin, age, sex, veteran status, or any other status or class protected under federal or state law or which is in violation of applicable laws concerning the employment of individuals with disabilities.

15. Non-Discrimination. It is the policy of the City not to discriminate on the basis of age, race, sex, color, national origin, veteran status, disability or other status or class protected under federal or state law in its hiring and employment practices, or in admission to,…