Town of Farragut

Invitation to Bid No. 2026-26 For

McFee Park Restroom Build

All Bids Must be Submitted To:

Farragut Town Hall

11408 Municipal Center Dr 2nd Floor

Farragut, TN 37934

Deadline for Proposal Submissions: Date: , Time: 2:00 PM

PLEASE COMPLETE AND SUBMIT THIS FORM WITH YOUR BID

Company Name DBA, If Applicable

Street Address Phone Number

City, State, Zip Code Email Address

FEIN:

Are quotes firm for 60 days? Yes__ No__ Other_____

If submitting a “No Proposal” state reason ___________________________________

Authorized Signature Title (Printed)

Name (Printed) Date

ITB 2026-26 McFee Park Restroom Build 1 apratte Text Box April 21st, 2026

ITB No. 2026-26 McFee Park Restroom Build

Table of Contents

1. ITB Instructions

1.1. Procurement Schedule 3

1.2. Bid Documents 3

1.3. Communications 4

1.4. ITB Amendments and Cancellations 4

1.5. Bid Bond/Guaranty 5

1.6. Performance and Payment Bond 5

1.7. Post Bid Information 5

1.8. Contract Term 5

1.9. Bid Submittal 6

• Bid Submittal Check List 7

• Bid Envelope Cover 8

2. Project Scope of Work 9

3. General Terms and Conditions 10

4. Federal Governmental Regulation Addenda 17

3. Bid Form 25

4. Sample Bond Forms 26

4. Sample Contract 32

6. Required Forms

• Addenda Acknowledgement and Bid Certification 37

• Drug Free Workplace Affidavit 38

• Non-Collusion Affidavit 39

• Statement of Compliance Certificate Illegal Immigrants 40

• Non-Boycott of Israel Certification 41

• Certification Regarding Debarment, Suspension & other Responsibility Matters 42

• Byrd Anti-Lobbying Amendement Certification 43

• Owner’s Ethnicity and Gender of Contracts and Sub-Contractors 45

• Iran Divestment Act Certification 46

• Title VI Assurance 47

• Equal Employment Opportunity/Affirmative Action Policy Statement 48

ITB 2026-26 McFee Park Restroom Build 2

ADVERTISEMENT FOR BIDS

Instructions

Sealed bids for the project entitled 2026-26 McFee Park Restroom Build will be received by the Town of

Farragut on April 21st, 2026, at 2:00 pm. in the Town of Farragut Town Hall located at 11408 Municipal

Center Dr.,2nd Floor, Farragut, Tennessee, 37934. At said place and time, all bids that have been duly received will be publicly opened and read aloud.

The Town of Farragut owns over 51 acres on McFee Road, known as McFee Park. With funding from the

Tennessee Department of Environment and Conservation (TDEC) Local Parks & Recreation Fund

(LPRF), the Town of Farragut plans to enhance the site by constructing a restroom facility at its Dog Park location on the west side of the park. The Town seeks pricing on a 2-room restroom facility with storage.

1.1 Procurement Schedule

ITB Issue 03/25/2026

Deadline for Bidder Questions 04/14/2026

Bids Due 04/21/2026 @ 2:00pm

Intent to Award 04/22/2026

Board of Mayor and Alderman

Approves/Contract Signed 05/14/2026

1.2 Bid Documents

The Bidding Documents for the project may be obtained on the following sites:

1. Town Website (Free):

o https://link.edgepilot.com/s/e21d4051/d914nl_zIkSbJ5nskjuXHg?u=https://www.townoffar ragut.org/Bids.aspx?CatID=17 o Registration is required but at no cost to vendors.

2. Vendorlink (Paid):

o https://link.edgepilot.com/s/cb5ff12b/xEUleExc3k2Kw81aTPmiwQ?u=https://www.myvend orlink.com/external/home o Vendors must register and pay to access solicitations but benefit from exposure to opportunities nationwide.

3. Beacon (Paid):

o https://link.edgepilot.com/s/1f6497fb/IRQ_I4wvpEaSC2N_EUh0dw?u=https://www.beaco nbid.com/login o Also requires vendor registration and payment, offering national visibility.

4. EUNA/Demand Star (Paid):

o https://www.demandstar.com/app/login o Also requires vendor registration and payment, offering national visibility.

All Bids submitted must be prepared with documents obtained from the Town of Farragut or its designee.

ITB 2026-26 McFee Park Restroom Build 3 https://link.edgepilot.com/s/e21d4051/d914nl_zIkSbJ5nskjuXHg?u=https://www.townoffarragut.org/Bids.aspx?CatID=17 https://link.edgepilot.com/s/e21d4051/d914nl_zIkSbJ5nskjuXHg?u=https://www.townoffarragut.org/Bids.aspx?CatID=17 https://link.edgepilot.com/s/cb5ff12b/xEUleExc3k2Kw81aTPmiwQ?u=https://www.myvendorlink.com/external/home https://link.edgepilot.com/s/cb5ff12b/xEUleExc3k2Kw81aTPmiwQ?u=https://www.myvendorlink.com/external/home https://link.edgepilot.com/s/1f6497fb/IRQ_I4wvpEaSC2N_EUh0dw?u=https://www.beaconbid.com/login https://link.edgepilot.com/s/1f6497fb/IRQ_I4wvpEaSC2N_EUh0dw?u=https://www.beaconbid.com/login https://www.demandstar.com/app/login

1.3 Communications

All communication regarding this ITB must be submitted via email to the Finance Department representative identified below:

Tessa Cortes, Finance Director

TCortes@townoffarragut.org

The Finance Director will be the sole point of contact for this ITB.

Bidders’ contact with anyone else in the Town is forbidden and may result in disqualification of the

Vendor’s bid. Further, any oral communication will be considered unofficial and non-binding on the

Town. Bidders should rely only on written statements issued by the Finance Department representative.

1.4 ITB Amendments and Cancellation

The Town reserves the right to amend this Invitation to Bid (ITB) in writing at any time. The Town also reserves the right to cancel or reissue the ITB at its sole discretion. If an amendment is issued, it will be posted on these four websites:

1. Town Website (Free):

o https://link.edgepilot.com/s/e21d4051/d914nl_zIkSbJ5nskjuXHg?u=https://www.townoffar ragut.org/Bids.aspx?CatID=17 o Registration is required but at no cost to vendors.

2. Vendorlink (Paid):

o https://link.edgepilot.com/s/cb5ff12b/xEUleExc3k2Kw81aTPmiwQ?u=https://www.myvend orlink.com/external/home o Vendors must register and pay to access solicitations but benefit from exposure to opportunities nationwide.

3. Beacon (Paid):

o https://link.edgepilot.com/s/1f6497fb/IRQ_I4wvpEaSC2N_EUh0dw?u=https://www.beaco nbid.com/login o Also requires vendor registration and payment, offering national visibility.

4. EUNA/Demand Star (Paid):

o https://www.demandstar.com/app/login o Also requires vendor registration and payment, offering national visibility.

It is the Bidder’s responsibility to ensure that the Town’s website, Beacon, EUNA/Demandstar or Vendorlink is reviewed for ITB changes prior to submission of proposal.

The Owner reserves the right to reject any and all bids and to waive any formalities in the bidding process, and to evaluate bids, and to accept any bid which, in its opinion, may be in the best interest of the Town.

The Town of Farragut reserves the right to terminate said contract for convenience upon written notice as provided for herein.

The Town of Farragut will not be liable in any way for costs incurred by any bidder in the preparation and submission of its bid in response to this ITB, nor for the presentation of its bid and/or participation in any required meetings, discussions or negotiations.

ITB 2026-26 McFee Park Restroom Build 4 mailto:TCortes@townoffarragut.org https://link.edgepilot.com/s/e21d4051/d914nl_zIkSbJ5nskjuXHg?u=https://www.townoffarragut.org/Bids.aspx?CatID=17 https://link.edgepilot.com/s/e21d4051/d914nl_zIkSbJ5nskjuXHg?u=https://www.townoffarragut.org/Bids.aspx?CatID=17 https://link.edgepilot.com/s/cb5ff12b/xEUleExc3k2Kw81aTPmiwQ?u=https://www.myvendorlink.com/external/home https://link.edgepilot.com/s/cb5ff12b/xEUleExc3k2Kw81aTPmiwQ?u=https://www.myvendorlink.com/external/home https://link.edgepilot.com/s/1f6497fb/IRQ_I4wvpEaSC2N_EUh0dw?u=https://www.beaconbid.com/login https://link.edgepilot.com/s/1f6497fb/IRQ_I4wvpEaSC2N_EUh0dw?u=https://www.beaconbid.com/login https://www.demandstar.com/app/login

1.5 Bid Bond/Guaranty

Each bid shall be accompanied by a Bid Guaranty in the form of cash deposit or certified check drawn on a bank or a Bid Bond completed by a trust company insured by the FDIC or a surety company’s standard form and properly executed by a corporate surety licensed under the laws of Tennessee to execute such bonds. The amount of the bid bond shall be equal to five percent (5%) of the total of the bid. The bid deposit shall be retained by the Owner if the successful bidder fails to execute the contract or fails to provide the required bonds, as stated above, within fifteen (15) calendar days after the proper notice of award of the contract.

1.6 Performance Bond and Payment Bond

The Contractor shall within ten (10) days after the receipt of the Notice of Award and before the commencement of any operations hereunder executed, furnish the Owner with a performance and payment bond in a sum equal to 100% of the amount of the contract price, conditioned upon the performance by the Contractor of all undertakings, covenants, terms, conditions, and agreements of this contract, and upon the prompt payment by the Contractor to all persons supplying labor and materials in the prosecution of the work provided by this contract. Such bond shall be executed by the Contractor and a corporate bonding company licensed to transact such business in the State of Tennessee and acceptable to the Owner. The expense of this bond shall be borne by the Contractor. If at any time a surety on such a bond becomes irresponsible or loses its right to do business in the State of Tennessee, the Owner may require another surety which the Contractor shall furnish within ten (10) calendar days after receipt of written notice to do so. Evidence of authority of any attorney in fact acting for the corporate surety must be provided in the form of a certificate terminated and remains in full force and effect on the date of the bond.

The form of the bond shall be subject to approval by the Owner.

1.7 Post Bid Information

Should a bidder wish to protest a bid, the bidder shall submit a Protest Bond to the Town of Farragut in the amount of 5% of the protestor’s bid amount within seven calendar days of the Bid opening.

Each Bidder shall be prepared, if requested by the Town of Farragut, to present evidence, qualifications, and financial ability to carry out the terms of the contract.

1.8 Contract Term

1. Substantial Completion The Contractor shall achieve Substantial Completion of the project within six (6) months from the date of the Notice to Proceed. Substantial Completion is defined as the stage at which the new park restroom facility has been fully constructed, all plumbing and electrical systems are operational, all finishes and fixtures are installed, and the building is ready for public use and inspection.

2. Final Completion and Payment The Contractor shall achieve Final Completion of all work, including correction of punch list items, final site cleanup, and submission of all required closeout documentation, within two (2) weeks after Substantial Completion. Final payment will be made upon the Owner’s and Engineer’s acceptance of the completed park restroom facility and verification that all work has been performed in accordance with the contract documents.

ITB 2026-26 McFee Park Restroom Build 5

3. Liquidated Damages If the Contractor fails to complete the work, or any specified portion thereof, within the time prescribed in the contract, including any authorized extensions of time, the Contractor shall pay to the Owner, as liquidated damages and not as a penalty, the amount of $500.00 per calendar day for each day of delay beyond the agreed completion date.

This amount is agreed upon by both parties as a reasonable estimate of the damages the Owner will incur due to such delay, including but not limited to administrative costs, loss of use, disruption to other scheduled work, and inspection costs. The parties acknowledge that actual damages would be difficult to ascertain at the time of contract execution.

The total amount of liquidated damages shall be deducted from any payments due or to become due to the Contractor under this contract. Assessment of liquidated damages shall not relieve the Contractor from any other contractual obligations.

Nothing in this clause shall limit the Owner's right to terminate the contract or seek other remedies as provided in this Agreement.

Grace periods for work to begin may be permitted before liquidated damages begin to accrue, at the sole discretion of the Owner

1.9 Proposal Submittal

Bids are to be received by the Town no later than the date and time indicated in Section 1.1. Bidders assume the risk of the method of delivery. The Town assumes no responsibility for delays caused by any delivery service. Postmarks will not be accepted as proof of receipt. Emailed proposals will not be accepted. A bidder’s failure to submit a proposal as required before the deadline may cause the proposal to be disqualified.

Bidders must submit in a sealed package:

• One (1) paper copy clearly marked “Original” with all applicable forms.

• One (1) electronic copy (a single .pdf file containing all submitted material including the pricing sheet), on a USB drive. In the event of a discrepancy between the electronic version and hard copy, the response in the hard copy (Original) will prevail.

• Two (2) paper copies clearly marked “Copy” with all applicable forms.

The proposal package shall be mailed, couriered, or hand delivered to the Town at:

Town Hall Attn: Finance Department, Tessa Cortes 11408 Municipal Center Drive 2nd Floor Farragut, TN 37934

The package should be clearly labeled with the following: (Bid Envelope Cover Sheet Provided on next page)

• Confidential

• Proposal for ITB# 2026-26 McFee Park Restroom Build

• Proposal Due Date and Time

• Bidder Name

• Bidder Address

• Bidder Phone Number

ITB 2026-26 McFee Park Restroom Build 6

Bid Submittal Checklist o Cover page with signature o Signed Bid form o Bid Guaranty o Addenda Acknowledgment form and Bid Certification signed o Drug-Free Workplace form signed o Non-Collusion Affidavit form signed o Statement of Compliance Certificate Illegal Immigrants o Non-Boycott of Israel Certification o Certification Regarding Debarment, Suspension and other Responsibility Matters o Byrd Anti-Lobbying Amendment Certification o Owner’s Ethnicity and Gender of Contracts and Sub-Contractors o Iran Divestment Act Certification o Title VI Assurance o Equal Employment Opportunity/Affirmative Action Policy Statement

END OF THIS SECTION

ITB 2026-26 McFee Park Restroom Build 7

Bid Envelope Cover

11408 Municipal Center Dr

2nd Floor

Confidential

Invitation to Bid

SEALED BID – DO NOT OPEN

ITB No. 2026-26 McFee Park Restroom Build

Bid Opening Date & Time: April 21st, 2026 @ 2:00pm

Company Name: ______________________________________________________________________

Company Address: ____________________________________________________________________

Contact Name: _______________________________________________________________________

Telephone Number: ___________________________________________________________________

Email Address: _______________________________________________________________________

VENDORS ARE STRONGLY ENCOURAGED TO CAREFULLY READ THE ENTIRE BID.

ITB 2026-26 McFee Park Restroom Build 8

2. Scope of Work

This project requires furnishing all labor, equipment, materials, and incidentals necessary for the construction of a new park restroom facility. Work includes site preparation, grading, and utility connections; installation of the concrete building pad and restroom structure; plumbing, electrical, and ventilation systems; interior and exterior finishes; installation of all fixtures and accessories; and final site restoration including sidewalks, landscaping, and cleanup.

Public Safety The Contractor shall always exercise proper precautions for the protection of persons and property and shall be responsible for all damage to persons or property, either on or off the site, which occur because of its prosecution of the Work.

The safety provisions of applicable laws and building and construction codes shall be observed. Machinery, equipment, and all hazards shall be guarded in accordance with the safety provisions of the "Manual of Accident Prevention in Construction" published by the Associated General Contractors of America, Inc., to the extent that such provisions are not in conflict with applicable local laws.

Inspections Construction inspections will be conducted periodically by the Town of Farragut or its designee to review compliance with the solicitation requirements and the final working drawings.

The Town of Farragut reserves the right to inspect the site at any time without notification.

Special Conditions

1. The work shall begin upon receipt of a written Notice to Proceed from the Parks and Recreation Director.

After work has begun, work is to be performed in a continuous manner until it is completed.

3. The awarded bidder shall submit for approval a project schedule.

4. Information in this document is the minimum necessary to define the work required. It shall be the responsibility of all bidders to inspect the site to fully evaluate existing conditions.

5. The Contractor shall be responsible for coordinating and paying for all utility service connections required for the project, including, but not limited to, water, sewer, and electric taps. The Contractor’s bid prices shall be deemed to include all such utility tap fees.

The Contractor shall provide the Owner with copies of all invoices, receipts, and supporting documentation related to utility tap fees upon request. The Owner reserves the right to review these documents at any time to verify that charges are accurate and consistent with the Work performed.

Under no circumstances shall the Contractor apply any markup, overhead, or profit to the utility tap fees charged by the utility providers.

6. Building inspections are to be scheduled through the Town of Farragut MGO system. Electrical inspections are to be scheduled through the State of Tennessee.

7. All materials on this project, including but not limited to concrete and soil, shall be subject to testing in accordance with the Contract Documents and applicable standards. The Contractor shall be solely responsible for scheduling all required tests in a timely manner and for payment of all associated testing costs.

ITB 2026-26 McFee Park Restroom Build 9

General Terms and Conditions

The following terms, conditions and instructions apply (unless otherwise noted) to all of the Town of Farragut solicitations whether they are quotations, bids, proposals, requests for qualifications or other types of solicitations.

The term “vendor” is used collectively for bidder, vendor, proposer, quoter, contractor and all other terms implying or meaning one who is responding to an opportunity with the Town of Farragut. The submission of a response means that the vendor understands and agrees with the Town of Farragut’s instructions to vendors.

1. ACCEPTANCE-AGREEMENT. Vendors shall hold their price firm and subject to acceptance by the Town of

Farragut for ninety (90) calendar days from the date of the solicitation opening unless otherwise directed by the Town of Farragut.

2. AWARD/REJECTION OF RESPONSES. Awards are made to the responsible vendor complying with the conditions of the solicitation based on the response that receives the highest rating and is in the Town of

Farragut’s best interest. The Town of Farragut reserves the right to reject any and all responses and to waive any informality in the responses received whenever the Town of Farragut determines that such rejection or waiver is in the Town of Farragut’s best interest.

3. INTERPRETATIONS. The Town of Farragut is not responsible for oral interpretations of specifications.

Submit written requests for interpretation as indicated in a solicitation document. Addenda (official changes to or interpretations of specifications) are posted to the Town of Farragut’s web page. It is the vendor’s responsibility to examine the web page for addenda. All addenda become part of the contract, and all vendors/vendors are bound by such addenda.

4. USE OF SOLICITATION FORMS. Vendors are to complete the forms contained in the solicitation package.

Failure to complete these forms may result in the rejection of your response.

Vendors are not to change the pricing method that is on the solicitation document unless the

Procurement/Finance office approves the change.

5. BID WITHDRAWAL. A Vendor may withdraw or amend a solicitation response before the date and time set for the receipt of bids without stating a reason. Bids may not be withdrawn without the Town of Farragut’s approval after the bid opening. If granted, withdrawal after the due date is non-reversible. Bid withdrawal may affect your bid bond (if any).

6. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Tennessee and the Codes of the Town of Farragut (“Town”).

7. ALTERATIONS OR ADMENDMENTS. Alterations, amendments, changes, modifications or additions to the

Purchase Order shall not be binding without the Town of Farragut’s prior written approval.

8. APPROPRIATION. In the event funds are not appropriated by the Town of Farragut for the goods and/or services or insufficient funds exist to purchase the goods and/or services, awards and/or contracts shall terminate upon the expenditure or previously appropriated funds with no further obligations owed to or by either party.

ITB 2026-26 McFee Park Restroom Build 10

9. COMPENSATION AND PAYMENT TERMS. For the completion of the Work, the Town of Farragut shall pay

Vendor the contract sum set forth in the purchase order and/or contract. Payments may be made in amounts which are consistent with the percentage of goods/non-professional services completed and invoiced by the

Vendor as set forth in the purchase order.

The Town’s delivered payment terms are payment within thirty (30) days except where the law provides otherwise. Payment may be sooner where cash discounts are offered for early payment, however, cash discounts offered will not be considered in determining lowest bidder. In no event will payment be made prior to receipt of an original invoice containing invoice and purchase order numbers and receipt of purchased item(s). The Town is not liable for delays in payment caused by the failure of the Vendor to send an invoice to the address referenced herein.

10. INSPECTION/TESTING. Payment for the goods delivered does not constitute acceptance of the goods.

The Town of Farragut has the right to inspect the goods and to reject any or all of the goods which are in the

Town’s judgment defective or nonconforming. Goods rejected and goods supplied in excess of quantities called for may be returned to the Vendor at its expense and in addition to the Town’s other rights. The Town may charge the Vendor all expenses of unpacking, examining, repacking and reshipping those goods. In the event the Town receives goods whose defects or nonconformity are not apparent on examination, the Town reserves the right to require replacement, as well as payment of damages. Nothing contained in this purchase order will relieve in any way the Vendor from the obligation of testing, inspection and quality control.

In the award of a construction contract/purchase order the Vendor is responsible for thoroughly inspecting the site of the proposed work and for becoming familiar with the work circumstances. The vendor’s failure to do so will not result in additional payments to the Vendor.

11. PROPERTY RIGHTS AND COPYRIGHT PROHIBITION. The Vendor agrees that all information, data, findings, recommendations, bids, et cetera by whatever name described and in whatever form secured, developed, written or produced by the Vendor in furtherance of this contract shall be the Town of Farragut’s property. The Vendor specifically waives and/or releases to the Town of Farragut any cognizable property right of the Vendor to copyright, license, patent, or otherwise uses such information, data, findings, recommendations, responses, et cetera.

12. PRICE WARRANTY. Vendor warrants that the prices for the goods or non-professional services sold the

Town are not less favorable than those currently extended to any other customer for the same or similar goods or non-professional services in similar quantities. In the event Vendor reduces its price for the goods or non-professional services during the term of this purchase order, Vendor agrees to reduce the prices charged to Town correspondingly. The Vendor warrants that prices shown on this purchase order/agreement are complete, and no additional charges of any type will be added without the Town’s express written consent.

Any additional charges include, but are not limited to, shipping, packaging, labeling, custom duties, taxes, storage, insurance, boxing, crating.

13. NON-ESCALATION. Unless otherwise specified within the solicitation documents, the unit prices reflected in the agreement and/or contract shall remain form with no provisions for price increases during the term of the contract.

14. DELIVERY. All deliveries shall be to the designated Town of Farragut property, and they must be Freight On

Board (FOB) Town of Farragut, Tennessee with all delivery, handling, surcharges and other charges included in the bid price. Failure to do so may cause rejection of the bid.

15. EXPENSES INCURRED. All expenses incurred in the preparation and submission in response to a solicitation shall be borne by the Vendor.

ITB 2026-26 McFee Park Restroom Build 11

16. INDEMNIFICATION/HOLD HARMLESS. The Vendor shall indemnify, defend, save and hold harmless the

Town of Farragut, its Mayor of Board, Alderman and employees from all suits, claims, actions or damages of any nature brought because of, arising out of, or due to breach of the agreement by vendor, its sub-vendors, suppliers, agents, or employees or due to any negligent act or occurrence or any omission or commission of vendor, its sub-vendors, suppliers, agents or employees.

17. INSURANCE. A Vendor working on the Town of Farragut property shall purchase and maintain during the life of this Agreement, insurance coverage which will satisfactorily insure Vendor against claims and liabilities which arise because of the execution of this Agreement, with the minimum insurance coverage as follows:

a. Commercial General Liability Insurance, with a limit of $1,000,000 for each occurrence and

$2,000,000 in the general aggregate.

b. Automobile Liability Insurance, with a limit of $1,000,000 for each accident, combined single limit for bodily injury and property damage.

c. Worker’s Compensation Insurance and Employer’s Liability Insurance, in accordance with statutory requirements, with a limit of $500,000 for each accident.

d. Professional Liability Insurance, with a limit of $1,000,000 for each claim and aggregate.

The vendor shall not commence work on the goods/non-professional services until a Certificate of Insurance has been submitted to the Town showing proof that the Vendor has obtained the necessary insurance coverage. If any of the above cited policies expire during the life of this Agreement, it is the Vendor’s responsibility to forward renewal Certificates within ten (10) days after the renewal date containing all the aforementioned insurance provisions. Certificates must specifically cite the following provisions:

i. The Town of Farragut, its agents, representatives, officers, directors, officials and employees must be named an Additional Insured under the following policies:

a) Commercial General Liability

b) Auto Liability

ii. A vendor’s insurance must be primary insurance as respects performance of subject contract.

iii. All policies, expect Professional Liability Insurance, if applicable, waives rights of recovery

(subrogation) against Town of Farragut, its agents, representatives, officers, directors, officials and employees for any claims arising out of work or services performed by Vendor under this Agreement.

18. LIMITATIONS OF RESPONSIBILITY. In no event is Town liable for anticipated profits or for incidental or consequential damages. Town's liability on any claim of any kind for any loss or damage arising out of or in connection with or resulting from this Agreement or from the performance or breach of this Agreement will in no case exceed the unit price allocable to the goods or non-professional services which gives rise to the claim. The Town of Farragut is not liable for penalties of any description. Any action resulting from any breach of this Agreement by the Town as to the goods or non-professional services delivered must be commenced within one (1) year after the cause of action has accrued.

19. PROPRIETARY INFORMATION. The Town of Farragut operates under Tennessee’s Open Records Act and all information in the Town of Farragut’s possession is subject to disclosure upon request. The applies whether or not such information is stamped “confidential,” “proprietary” or other similar phrases.

ITB 2026-26 McFee Park Restroom Build 12

20. RECORDS RETENTION AND AUDIT. The Vendor shall maintain all books, documents, accounting records and other evidence pertaining to the goods and services provided under an agreement and/or contract and make such materials available at its offices at all responsible times during the contract period and for three years (and as required by federal law and/or regulations) from the date of the final payment under an agreement or contract. This shall be for inspection by the Town of Farragut or any other governmental entity or agency participating in the funding of an agreement or contract, or any authorized agents thereof. Upon request, the vendor shall furnish copies of said records.

21. TERMINATION FOR CONVENIENCE. The Town of Farragut reserves the right to terminate this order or any part of this order at its sole convenience with thirty (30) days written notice. In the event of termination, Vendor must immediately stop all work and immediately cause any of its suppliers or subcontractors to cease any further work. The Vendor will be paid a reasonable termination charge consisting of a percentage of the order price reflecting the percentage of the work performed before the notice of termination, plus actual direct costs resulting from termination. The Vendor will not be paid for any work done after receipt of the notice of termination, nor for any costs incurred by the Vendor's suppliers or s which Vendor could reasonably have avoided. The Vendor must not unreasonably anticipate the requirements of this order.

22. TERMINATION FOR CAUSE. The Town of Farragut may also cancel this order, or any part of this order, with seven (7) days written notice for cause in the event of any default by the Vendor, or if the Vendor fails to comply with any of the terms and conditions of this offer. Late deliveries, deliveries of products which are defective, or which do not conform to this order, and failure to provide the Town, upon request, with adequate assurances of future performance are all causes allowing the Town to cancel this order for cause. In the event of cancellation for cause, the Town is not liable to the Vendor for any amount, and the Vendor is liable to the Town for any and all damages sustained by reason of the default which gave rise to the cancellation.

If it should be determined that the Town has improperly cancelled this contract for a default, the cancellation is considered a termination for convenience.

23. DISPUTE RESOLUTION. Claims, disputes, or other matters in question between the parties to this

Agreement arising out of or relating to this Agreement, or breach thereof, shall be subject to mediation in

Farragut. Tennessee, in accordance with the following provisions:

a. The mediation shall be conducted by a mediator mutually acceptable to both parties.

b. The parties agree to share equally in the expense of the mediation.

c. Such mediation may include the Vendor or any other person or entity who may be affected by the subject matter of the dispute.

d. Unless the parties agree otherwise, mediation shall be a condition precedent to the exercise of any legal remedy other than a proceeding seeking an immediate injunction or restraining order to protect the rights of a party pending litigation. Notwithstanding the issuance of an injunction or restraining order, or the refusal of a court to issue such an order, the dispute shall continue to be subject to mediation.

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24. DELAY IN PERFORMANCE. Neither the Town nor Vendor shall be considered in default of the Agreement for delays in performance caused by circumstances beyond the reasonable control of the nonconforming party. For purposes of this Agreement, such circumstances include abnormal weather conditions; floods;

earthquakes; fire; epidemics; war, riots, or other civil disturbances; sabotage; judicial restraint; discovery of unanticipated hazardous wastes; and inability to procure permits, licenses, or authorizations from any local, state, or federal agency for any of the supplies, materials, accesses, or services required to be provided by either Town or Vendor under this Agreement. Should such circumstances occur, the nonconforming party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of the Agreement price. If the Vendor is delayed in the performance of the services for more than three hundred sixty-five (365) calendar days, either by the Town or circumstances beyond his control, an equitable adjustment to the contract amount can be made to compensate for additional costs incurred.

For delays in performance by Vendor caused by circumstances which are within its control, such delays shall be documented and presented to the Purchasing Department at the conclusion of Project and acknowledged by both Town and Vendor. The completed form shall be retained by the Town for a period of seven years and reviewed prior to Vendor selection for future Town projects. In the event the Vendor is delayed in the performance of Services because of delays caused by the Town, Vendor shall have no claim against the

Town for damages or contract adjustment other than an extension of time.

25. HAZARDOUS MATERIALS. Hazardous materials may exist at a site where there is no reason to believe they could or should be present. The Town and Vendor agree that the discovery of unanticipated hazardous materials constitutes a changed condition mandating a renegotiation of the scope of work or termination of services. Town and Vendor also agree that the discovery of unanticipated hazardous materials may make it necessary for the Vendor to take immediate measures to protect health and safety. Town agrees to compensate Vendor for any equipment decontamination or other costs incident to the discovery of unanticipated hazardous materials.

Vendor agrees to notify Town when unanticipated hazardous materials or suspected hazardous materials are encountered. Town agrees to make any disclosures required by law to the appropriate governing agencies and agrees to hold Vendor harmless for any and all consequences of disclosures made by Vendor which are required by governing law. In the event the project site is not owned by the Town, the Town agrees to inform the Town of the discovery of unanticipated hazardous materials or suspected hazardous materials.

26. COMMUNICATIONS. Any notice to the Town shall be made in writing to the address specified below:

Town of Farragut

Attn: Finance/Purchasing

11408 Municipal Center Drive

Farragut, TN 37934

(865) 966-7057

Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of the Vendor and the Town of Farragut.

27. SEVERABILITY. The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement Any void provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if this Agreement did not contain the particular portion or provision held to be void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this Article shall not prevent this entire

Agreement from being void should a provision which is of the essence of this Agreement be determined void.

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28. INTEGRATION. This Agreement represents the entire and integrated agreement between Town and Vendor.

All prior and contemporaneous communications, representations, and agreements by Vendor, whether oral or written, relating to the subject matter of this Agreement, as set forth in the Purchase Order, are hereby incorporated into and shall become a part of this Agreement.

29. SUCCESSORS AND ASSIGNS. This Agreement is binding on and inures to the benefit of the Town and

Vendor and their respective permitted successors and permitted assigns.

30. ASSIGNMENT. Neither the Town nor Vendor shall assign any rights or duties under this Agreement without the prior written consent of the other party. Unless otherwise stated in the written consent to an assignment, no assignment will release or discharge the assignor from any obligation under this Agreement. Nothing contained in this Article shall prevent Vendor from employing independent Vendors, associates, and s to assist in the performance of the Services; however, other agreements to the contrary notwithstanding, in the event Vendor employs independent Vendors, associates, and subcontractors to assist in performance of the

Services, Vendor shall be solely responsible for the negligent performance of the independent Vendors, associates, and subcontractors so employed.

31. THIRD PARTY RIGHTS. Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than Town and Vendor.

32. RELATIONSHIP OF PARTIES. Nothing contained herein shall be construed to hold or to make the Town a partner, joint venturer, or associate of Vendor, nor shall either party be deemed the agent of the other, it being expressly understood and agreed that the relationship between the parties is and shall at all times remain contractual as provided by the terms and conditions of this Agreement.

33. INTEREST OF CURRENT & PAST MEMBERS, OFFICIERS OR EMPLOYEES. No member, officer or employee of the Town of Farragut, no member of the Town of Farragut’s governing body, and no other public official who exercises any function or responsibilities with respect to the project shall during his tenure or for one year thereafter have any interest, direct or indirect, in a contract, agreement or purchase order or the proceeds thereof.

34. NON-DISCRIMINATION. Vendors agree to comply with all federal, state, and local nondiscrimination laws and regulations. Vendor agrees not to discriminate against any participant in this Agreement on the basis of race, color, religion, sex, age or national origin. Vendor further agrees to comply with all federal, state and local laws regarding treatment and accommodation for individuals with disabilities.

35. DRUG FREE WORKFORCE. Vendor certifies that it will provide a drug-free workplace and agrees to comply with the applicable requirements of the Drug-Free Workplace Act of 1988.

36. FEDERAL OR STATE FUNDING. In the event that the Project is funded in whole or in part by Federal or

State grants, Vendor agrees to abide by all applicable Federal and State laws, regulations, grant conditions and procedures.

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37. COMPLIANCE WITH LAWS. The Town has entered into this agreement with the Vendor relying on its knowledge and expertise to provide the services contracted for. As part of that reliance, Vendor represents that he knows and understands the relevant and applicable federal and state laws that apply to the services provided through this contract and agrees to comply with these relevant and applicable federal and state laws.

The Vendor understands and acknowledges the applicability to it of:

a. the American with Disabilities Act,

b. the Immigration Reform and Control Act of 1986,

c. the Drug Free Workplace Act of 1988.

d. Executive Order 11246; “Equal Employment Opportunity.”’

e. Copeland “Anti-Kickback” Act

f. Title VI of the Civil Rights Act of 1964

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TOWN OF FARRAGUT

GOVERNMENTAL REGULATION ADDENDA

The following commitments, certificates and affidavits find their origin in federal and state law related to funding granted by state and federal entities to local governments like the Town of Farragut, and are agreed to by the parties to the contract or agreement to which it is incorporated:

l. With respect to compliance with the Equal Employment Opportunity requirements:

(a) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color. religion, sex. sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of his nondiscrimination clause.

(b) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity or national origin.

(c) The Contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Contractor's legal duty to furnish information.

(d) The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

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(e) The Contractor will comply with all provisions of Executive Order 1 1246 of

September 24, 1965, and of the rules, regulations, and relevant orders of the

Secretary of Labor.

(f) The Contractor will furnish all information and reports required by Executive

Order 11246 of September 24, 1965, and by rules, regulations, and orders of the

Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

(g) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the

Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in

Executive Order 1 1246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 1 1246 of

September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

(h) The Contractor will include the portion of the sentence immediately preceding paragraph (g) and the provisions of paragraphs (a) through (g) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor.

The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request the United States to enter into such litigation to protect the interests of the United States.

The Town of Farragut (herein the "Client" or the "Applicant") further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the Applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract.

The Applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of Contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision

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The Applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a Contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive

Order and will cany out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon Contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part Il, Subpart D of the

Executive Order. In addition, the Applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant

(contract, loan, insurance, guarantee); refrain from extending any further assistance to the Applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such Applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

2. With respect to compliance with Copeland "Anti-Kickback Act":

(a) Contractor. The Contractor shall comply with 18 U.S.C. 874, 40 U.S.C. 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this contract.

(b) Subcontracts. The Contractor or subcontractor shall insert in any subcontracts the clause above and a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime Contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses,

(c) Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F R.

5.12."

3. With respect to compliance with the Contract Work Hours and Safety Standards Act:

(a) Overtime requirements. No Contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.

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(b) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (1) of this section the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such Contractor and subcontractor shall be liable to the United States

(in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (l) of this section, in the total of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of…