HomeMy WebLinkAbout2015-06-30 10:00AM REGULAR MEETING(4F
BRAZOS COUNTY
BRYAN,TEXAS
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NOTICE OF MEETING AND AGENDA
BRAZOS COUNTY COMMISSIONERS COURT
THE COMMISSIONERS COURT OF BRAZOS COUNTY
WILL MEET IN REGULAR SESSION ON JUNE 30, 2015 AT
10:00 AM IN THE COMMISSIONERS COURTROOM OF
THE COUNTY ADMINISTRATION BUILDING, 200 SOUTH
TEXAS AVE., SUITE 106, BRYAN, TX
1. Invocation and Pledge of Allegiance - U.S. and Texas Flag - Chaplain G.H. Jones and
Commissioner Catalena
2. Call for Citizen Input and /or concerns.
3. Presentation(s)
a. Presentation of the 2014 Distinguished Service Award to the Brazos County Historical
Commission in recognition of its active and well - balanced preservation program.
b. Presentation of the 2015 MCCi Excellence Award to Brazos County for its innovative use
of Laserfiche.
Consider and take action on agenda Ite' ms4 - 2 ;
4, Proclamation 15 -023 proclaiming July 3 -5 2015 as Designated Non - Drinking Driver Weekend
5. Appointment of Sharon Flores to the Local Workforce Development Board; term of appointment is
7/112015 - 6/3012018.
6. Out of State Travel Request for Sharon Scully Court Reporter for County Court at Law 2, to attend
the StenoCAT seminar in Las Veqas, NV; dates of travel are September 16 - 20. 2015.
7. Approval of the following Job Descriotions
Vol. __t5 Pg.-A6 7 .
• d Clerk (scanner) 400 hours (Class Code 433 Position 11 for District Attorney
8. Payment Authorization to Texas Commercial Waste in the amount of $100.00 for portable toilets for
an investigation used by the Sheriffs Office; a purchase order was not obtained in advance.
9. Request from Facilities Service for the approval of an additional $5,250 for Capital Improvement
Project that was approved in the amount of $5000 for 10 shop heaters located at Road & Bridge.
10. Approval of a new Diner's Club credit card for Helen Cook with a credit limit of $8.000 in order to
11. Approval of Sale of property on Jones - Butler Rd and Amendment to Contract
12. Permission to advertise the following Request for Proposals:
• a. RFP # 2015$2 Inmate Telephone Service
• b. RFP # 2015-69 Legal Representation of Indigent Juvenile Defense
13. Permission to advertise RFP # 2015 -61 Repair of Expo Storm Sewer.
14. Approval of the following committee for the evaluation of proposals in response to RFP 2015 -59
Legal Representation of Indigent Juvenile Defense:
a. Doug Vance
b. Ann Anderson (Juvenile Board
c. Misty Swan (DA)
d. Judge Travis Bryan (District Judge/
e. Glynis Gore (Juvenile Court Judge)
f. Irma Cauley (Commissioner)
o. Legal (non- voting)
h. Purchasing (non - voting)
15. Approval of contract with SCY Imaging for onsite x -rays at Jail and Juvenile.
16. Approval of contract with Guardian RFID for cell check software and hardware
17. Approval and award of contract for RFP # 2015 -24 Construction of Fleet Facility to Collier
Construction per the recommendation of the evaluation committee.
18. Award of bid # 2015 -49 Various Aggregate and other Road Materials.
19. Request from the Budget Office for the approval of an additional $521.406.28 to cover the cost of the
Fleet Services building for construction cost
20. Consider and take action on a Verizon damage claim for a telephone cable that was cut during a
culvert replacement on Minter Spring Road on March 19, 2014. The finalized claim is in the amount
of $1.369.83. Site is located in Precinct 1.
21. Request permission to enter private property owned by Chap Harriman located at 7288 Wheelock
22. Tax Refund Applications for the following:
• a. Gooseneck Trailer Mfg.overoavment- $479.56
• b. Allan & Felesia Boegneroveroavment$1562.50
• c. Trust Company of America-overpayment-718.35
23. Budget Amendments,
Budget Amendments FY 14115 39.1 -39.10
24. Personnel Change of Status.
Personnel Action Forms
Vol.
Y
25. Payment of Claims.
26. Sheriffs report on Inmate population.
27. Announcement of interest items and possible future agenda topics.
28. Call for Citizen input and /or concerns.
29. Adjourn.
Vol. Pg. a-
Pi
PUBLIC COMMENTS
Public Comment during the Commission Meeting may oe for all matters , both on and off the agenda, and be limited to four
minutes per person. Persons are invited to submit comments in writing on the agenda items and /or attend and make
comment at the Commission meeting. Members of the public are reminded that the Brazos County Commissioners Court is
a Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the
Texas Constitution. As a Constitutional Court, the Brazos County Commissioners Court also possesses the power to issue a
Contempt of Court Citation under Section 81.024 of the Texas Local Government Code. Accordingly, members of the public
in attendance at any Regular, Special andior Emergency meeting of the Court shall conduct themselves with proper respect
and decorum in speaking to, and/or addressing the Court, in participating in public discussions before the Court; and in all
actions in the presence of the Court. Those members of the public who are inappropnetely attired antllor who do not conduct
themselves in an orderly and appropriate manner will be ordered to leave the meeting. Refusal to abide by the Court's Order
and /or continued disruption of the meeting may result in a Contempt of Court Citation.
It is not the intention of the Brazos County Commissioners Court to provide a public form for the demeaning of any
individual or group. Neither is it the intention of the Court to allow a member (or members) of the public to insult the honesty
and/or Integrity of the Court, as a body, or any member or members of the Court, or County employees, individually or
collectively. Accordingly, profane, insulting or threatening language directed toward the Court antllor any person in the
Court's presence and/or racial, ethnic or gender slurs or epithets will not be tolerated. Violation of these rules may result in
the following sanctions'.
1. cancellation of a speaker's time;
2. removal from the Commissioners Court;
3. a Contempt Citation, andior
4. such other and /or criminal sanctions as may be authorized
under the Constitution, Statutes and Codes of the State of Texas.
The County Commissioners Court can deliberate or take action only if a matter has been listed on an agenda property
posted prior to the meeting. During the public comment period, speakers may address matters not listed on the published
agenda. The Open Meeting Law does not expressly prohibit responses to public comments by the Commissioners Court.
However, responses from the County Judge or Commissioners to unlisted public comment topics could become deliberation
on a matter without notice to the public. To ensure the public has notice of all matters the Commissioners Court will consider,
the County Judge and/or Commissioners may choose not to respond to public comments, except to correct tactual
inaccuracies, recite existing policy in response to an inquiry or to ask that a matter be fisted on a future agenda. See Texas
Open Meetings Act ?551.042
INVOCATION
Any invocation that may be offered before the official start of the Court meeting shall be to and for the benefit of the CourL
The views or beliefs expressed by the invocation speaker have not been previously reviewed or approved by the Court and
do not necessarily represent the religious beliefs or views of the Court in part or as a whole. No member of the community is
required to attend or participate in the invocation and such decision will have no impact on their right to actively participate in
the business of the Court.
The Commissioners Courtroom of the County Administration Building, 200 South Texas Ave., Suite 106, Bryan, TX is
wheelchair accessible. Handicap parking spaces are available. Any request for sign interpretive services must be made two
working days before the meeting. To make arrangements, please call (979) 3614102.
Vol {� Pg. ,70
BRAZOS COUNTY
BRYAN,T EXAS
MINUTES
June 30, 2015
BRAZOS COUNTY COMMISSIONERS COURT
REGULAR MEETING
0 Signature Pme.gdf
LL'i File Stanoed Agendandf
0 Sign in sheet.odf
A regular meeting of the Commissioners' Court of Brazos County, Texas was held in the
Brazos County Commissioners Courtroom in the Administration Building, 200 South Texas
Avenue, in Bryan, Brazos County, Texas, beginning at 10:00 a.m. on Tuesday, June 30,
2015 with the following members of the Court present:
Duane Peters, County Judge, Presiding,
Lloyd Wassermann, Commissioner of Precinct 1;
Sammy Catalena, Commissioner of Precinct 2;
Kenny Mallard, Commissioner of Precinct 3,
Irma Cauley, Commissioner of Precinct 4,
Karen McQueen, County Clerk, Absent.
The attached sheets contain the names of the citizens and officials that were in
attendance.
Invocation and Pledge of Allegiance -
U.S. and Texas Flag - Chaplain G.H. Jones and Commissioner Catalena
2. Call for Citizen input and /or concerns.
There was no citizen's input.
3. Presentation(s)
Vol. 9 � � Pg._��
a. Presentation of the 2014 Distinguished Service Award to the Brazos County Historical
Commission in recognition of its active and well - balanced preservation program.
Itern 3a.pdf
Judge Peters presented the 2014 Distinguished Service Award to Henry Mayo with the
Brazos County Historical Commission for the preservation program. Mr. Mayo thanked the
Court for their support and invited everyone to visit Heritage Park.
b. Presentation of the 2015 MCCi Excellence Award to Brazos County for its innovative use
of Laserfiche.
Russell Haddock presented Brazos County with the 2015 MCCi Excellence Award. Judge
Peters asked Lynn Allen and Jeannie Stevens to come up and accept the award on behalf of
the Records Management Department. Both Mr. Haddock and Judge Peters thanked Mrs.
Allen and Mrs. Stevens for their excellent work in implementing and managing the Laserfiche
program.
Consider and take action on agenda items 4 - 25:
4. Proclamation 15 -023 proclaiming July 3 - 5, 2015 as Designated Non - Drinking Driver
Weekend.
[B ltem4. f
The County Judge read aloud Proclamation 15 -023 designating July 3 - July 5, 2015 as
Designated Non - Drinking Driver Weekend. The Court along with the mayors of the cities of
Bryan and College Station encourage everyone to be responsible and designate a non -
drinking driver. Ben Smith with Mothers Against Drunk Driving invited everyone to attend the
joint proclamation presentation after court. Mr. Smith stated that the deadliest weekend for
drunk drives is during the July 4th weekend. He encouraged everyone to plan ahead,
designate a driver, and arrive home safely.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd
Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
5. Appointment of Sharon Flores to the Local Workforce Development Board. term of
appointment is 7/1/2015 - 6/30/2018.
ISIten 5. pd
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
6. Out of State Travel Request for Sharon Scully, Court Reporter for County Court at Law 2, to
attend the StenoCAT seminar in Las Vegas, NV, dates of travel are September 16 - 20,
2015.
Lt=1 Item 6,pdf
Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner
LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard ,
Peters . Wassermann.
Approval of the following Job Descriptions:
• a. Temporary Attendant (Class Code 832, Position 9) for Expo Center
• b. Temporary Attendant (Class Code 832, Position 6) for Expo Center
• c. Clerk (scanner) 400 hours (Class Code 433, Position 2) for District Attorney
• d. Clerk (scanner) 400 hours (Class Code 433, Position 1) for District Attorney
0 ltanTpdf
A copy of the job descriptions is attached.
Motion: Approve , Moved by Commissioner Lloyd Wassermann, Seconded by
Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena, Cauley ,
Mallard , Peters , Wassermann.
8. Payment Authorization to Texas Commercial Waste in the amount of $100.00 for portable
toilets for an investigation used by the Sheriffs Office. a purchase order was not obtained in
advance.
f9 Itan 8.pdf
Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner
Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
9. Request from Facilities Service for the approval of an additional $5,250 for Capital
Improvement Project that was approved in the amount of $5000 for 10 shop heaters located
at Road & Bridge.
0Itan 9. f
Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by
Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley ,
Mallard , Peters , Wassermann.
10. Approval of a new Diner's Club credit card for Helen Cook with a credit limit of $8,000 in
order to purchase annual software subscriptions and other IT related services and products
through vendors that do not accept purchase orders.
21 Item 10.0
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny
Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
11. Approval of Sale of property on Jones - Butler Rd and Amendment to Contract.
0 Itan 11.pdf
A copy of the amended contract is attached.
Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by
Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley ,
Mallard . Peters . Wassermann.
12. Permission to advertise the following Request for Proposals:
RFP # 2015 -52 Inmate Telephone Service
RFP # 2015 -59 Legal Representation of Indigent Juvenile Defense
D Itan 12.pdf
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny
Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
13. Permission to advertise RFP # 2015 -61 Repair of Expo Storm Sewer.
Eh Item 13.pdf
Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner
LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard ,
Peters . Wassermann.
14. Approval of the following committee for the evaluation of proposals in response to RFP 2015-
59 Legal Representation of Indigent Juvenile Defense:
a. Doug Vance
b. Ann Anderson (Juvenile Board)
c. Misty Swan (DA)
d. Judge Travis Bryan (District Judge)
e. Glynis Gore (Juvenile Court Judge)
f. Irma Cauley (Commissioner)
g. Legal (non- voting)
h. Purchasing (non- voting)
0 Iten 14.0df
Motion: Approve , Moved by Commissioner Kenny Mallard, Seconded by Commissioner
LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard ,
Peters . Wassermann.
15. Approval of contract with SCY Imaging for onsite x -rays at Jail and Juvenile.
fL�-- Item 15.pdf
A copy of the contract is attached.
Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by
Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley ,
Mallard , Peters , Wassermann.
16. Approval of contract with Guardian RFID for cell check software and hardware.
0 Item 16.pdf
A copy of the contract is attached.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner Kenny
Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
17. Approval and award of contract for RFP # 2015 -24 Construction of Fleet Facility to Collier
Construction per the recommendation of the evaluation committee.
0 Iten 1T Of
Purchasing Agent Charles Wendt explained the process and criteria the evaluation
committee used in making their recommendation. Collier Construction was not the lowest
bid, but based on the company's qualifications and experience they received the highest
score.
Jim Ridgway with Bryan Construction asked if the time frame given for completion of the
project was an accurate comparison. He stated he had no objection to Collier Construction,
he just wanted to be sure the comparison was fair. Mr. Ridgway asked the Court to table the
item and examine the information.
Mr. Wendt explained that Collier Construction gave the least amount of days to complete the
project.
Vol. _q� Pg._,� 7�
Judge Peters said that everyone received that same information and the bids were made
according to that information. He said that Mr. Ridgway's point may be valid and if needed
they will make sure to add clarification on future bid requests. Judge Peters said he did not
want to delay the project for another week.
Commissioner Catalena stated that a lot of thought and consideration went into the decision
and that it was nothing against Bryan Construction. He told Mr. Ridgway that they
appreciated his company bidding and hoped they would do so in the future.
On motion by Commissioner Catalena, seconded by Commissioner Cauley, the Court voted
unanimously to award RFP 2015 -24 to Collier Construction.
Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner
Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
18. Award of bid # 2015 -49 Various Aggregate and other Road Materials.
0 Itan 18.odf
The bid contract was awarded as follows.
Primary:
Knife River- Items 3, 4, 9, 10, 11, 12, and 20
Statewide Materials - Items 1, 2, 23, 24, and 25
Vulcan - Items 5, 6, 7, and 14
Oldcastle Materials - Items 17, 18, and 19
TexCon - Items 21 and 22
Secondary:
Knife River - Items 2, 17, 18, 19, 21, and 22
Statewide Materials - Items 3 and 20
Oldcastle Materials - Item 1
TexCon - Items 4, 9, 10, 12, and 24
No Award: Items 8, 13, 15, and 16
A copy of the bid tabulation is attached
Motion: Approve , Moved by Commissioner Lloyd Wassermann, Seconded by
Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley ,
Mallard , Peters . Wassermann.
19. Request from the Budget Office for the approval of an additional $521,406.28 to cover the
cost of the Fleet Services building for construction cost.
ID Itg 19.gdf
Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner
Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
20. Consider and take action on a Verizon damage claim for a telephone cable that was cut
during a culvert replacement on Minter Spring Road on March 19, 2014. The finalized claim
is in the amount of $1,369.83. Site is located in Precinct 1.
a Item 20.pdf
Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by
Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard ,
Peters , Wassermann.
Vol. g.a_%�c
21. Request permission to enter private property owned by Chap Harriman located at 7288
Wheelock Hall Road. Project will cut and remove dead tree along right of way /fence line.
Site is located in Precinct 2.
S Item 21.0f
Motion: Approve , Moved by Commissioner Sammy Catalena, Seconded by Commissioner
LLoyd Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard ,
Peters , Wassermann.
22. Tax Refund Applications for the following:
• a. Gooseneck Trailer Mfg.- overpayment - $479.56
• b. Allan & Felesia Boegner- overpayment - $1562.50
• c. Trust Company of America - overpayment- 718.35
[D Ito 22.pdf
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner LLoyd
Wassermann. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
23. Budget Amendments,
Budget Amendments FY 14/15 39.1 - 39.10
0 Ite 23.odf
39.1 Transfer of funds from General Fund Contingency to Treasurer.
39.2 Reallocate funds for Capital Projects - Vehicles.
39.3 Reallocate funds for MPO.
39.4 Reallocate funds for Pre -Trial Bond Supervision.
39.5 Reallocate funds for Community Supervision - Support.
39.6 Reallocate funds for Juvenile Detention.
39.7 Reallocate funds for Capital Projects - Sheriffs Office Administration.
39.8 Reallocate funds for Capital Projects - Vehicles.
39.9 Reallocate funds for Capital Projects - Facilities Services.
39.10 Transfer funds from Capital Improvement to Courthouse Renovation - Facilities
Services.
Motion: Approve, Moved by Commissioner Sammy Catalena, Seconded by Commissioner
Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley , Mallard , Peters ,
Wassermann.
24. Personnel Change of Status.
Personnel Action Forms
tg Iten 24. pdf
Judge Peters announced there is a correction to the start date for Cynthia Medrano. Her
start date at the Expo Center will be July 6, 2015. The motion and second included this
correction. A copy of the Personnel Change of Status requests is attached.
Motion: Approve w/ Conditions , Moved by Commissioner Irma Cauley, Seconded by
Commissioner Kenny Mallard. Passed. 5 -0. Members voting Aye: Catalena , Cauley
Mallard , Peters , Wassermann.
25. Payment of Claims.
Vol. _, �,J P g. 7�
rr=,1 BILL LIST 06.30.15.0
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7134101 - 7134331
Motion: Approve , Moved by Commissioner LLoyd Wassermann, Seconded by
Commissioner Sammy Catalena. Passed. 5 -0. Members voting Aye: Catalena , Cauley ,
Mallard . Peters . Wassermann.
26. Sheriffs report on inmate population.
Jail Administrator Wayne Dicky stated there were 609 inmates in jail, 64 have electronic
monitors and 11 are pending for monitors.
27. Announcement of interest items and possible future agenda topics.
Judge Peters announced that there will be no Commissioners' Court meeting on Tuesday,
July 7, 2015 due to the Court attending the North and East Texas County Judges and
Commissioners Conference.
28. Call for Citizen input and /or concerns.
Patrick Gendron spoke highly of the Juvenile Probation officers and Juvenile Detention staff.
He mentioned that many of the officers work after hours and into the night when
accompanying juveniles to the Rock Prairie Mental Health facility. He thanked the officers
and staff for the tremendous job they preform.
29. Adjourn.
Vol. _ Pg. %7
BRAZOS COUNTY
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The foregoing minutes of the Commissioners Court meeting held June 30, 2015 have
been examined and are approved in open Court this _1J— day of
2015, in Bryan, Brazos County, Texas.
Duane Peters
County Judge
4W5- e 4
Irma Cauley
Commissioner, Precinct 4
Attest:
en McQueen
County Clerk
Vol.
;,G �7 �111GL� nCl�
Lloyd Wassermann
Commissioner, Precinct 1
Kenny MallarcN
Commissioner, Precinct 3
AIL
WHEREAS: the Cities of Bryan and College Station, Texas recognize the importance of adults 21 and over
planning ahead to designate a non - drinking driver arty time they may consume alcohol so that they
can get home safely; and
WHEREAS; the National Highway Traffic. Safety Administration reported 512 people were killed in the United
States in 2013 on Fourth of July weekend due to it drunk driving crash; and
WHEREAS: more than half of fatal crashes during the 2013 Fourth of July weekend involved a drunk driver;
and
WHEREAS: when July Fourth is on a weekend day instead of a week day fatal crashes more than double; and
WHEREAS: Mothers Against Drunk Driving® (MADD) has been serving the victims of these violent crimes
for 35 years; and
WHEREAS: MADD is working to create a future of No More VictimsTM; and
WHEREAS; with so many options available to people today — rideshare services, public transportation, taxis
and non =drinking designated drivers - there is no excuse for anyone to drink and drive; and
WHEREAS: I urge all citizens to join in the local efforts to raise awareness of the importance of designating a
non - drinking driver this weekend, and every day to keep our community safe; and
NOW, THEREFORE, S Jason P. Bienski, as Mayor of the City of Bryan, Texas, and 1, Nancy Berry, Mayor of
College Station, Texas and 1, Duane Peters, Brazos County Judge affirm that acting on behalf of
our respective city' councils and commissioners court, do hereby proclaim Friday, July 3 through
Sunday, July 5, 2015 to be:
DESIGNATED NON - DRINKING DRIVER WEEKEND
in Bryan- College Station and encouraging our community members to Designate a Non -
Drinking Driver so as to allow all motorists to get home or their destination safely.
CITY OF BRYAN CITY OF COLLEGE STATIO B COIT
u.
Jason P. Bienski, Mayor Nancy Berry, Mayor Duane Peters, CouN Judge
i Yp14�0�.
'l'1'i✓U'R11.•itb
Brazos County
Job Description
Last Updated: September 2014
Template Revision 1.208115/2012
Class Pay G oupber 092 __- - -- Dlepartment Exposition ----- Compa Xr t Budding &Grounds (1040 hrs.)
FLSA Status: Non Exempt Reports To: 1 Event Supervisor, Event Coordinator & All Managers
Approved Date: :10101/2014 EEOC Category: Service / Maintenance
Position End Temporary
109130/2015 Employee
Date: Signature
Complex including setting -up, cleaning and tearing -down events.
Operates light to moderate equipment such as tractors with implements, forklifts and skid steer loaders; bets upitears clown rodeo equipment, norse
stalls, cattle ties, panels and pens; Sets up /tears down meeting and event rooms, including stages, dance floors, tables, chairs and equipment and
assists with the sound /electrical system setup and /or tear down; Cleans meeting and event rooms, including sweeping, vacuuming and taking out
trash; Cleans restrooms, including using commercial chemicals to remove stains /odors and keeps them free of litter; Strips, waxes, buffs and scrubs
floors as needed and instructed. Keeps all floors dusted, mopped, and vacuumed; Changes light bulbs and distributes supplies as necessary; Assists
in painting and other maintenance projects as necessary; Raises flags daily, weather permitting, takes down flags before leaving unless otherwise
specified; Operates a vacuum cleaner and hand cleaning materials, supplies and equipment; Cleans windows, doors, floors, water fountains, and
furniture; Keeps air conditioning adjusted to use requirements; Empties and cleans waste receptacles and properly disposes of trash; Assists visitors
in a polite manner during events at the Exposition Complex; Keeps janitorial and storage areas clean and organized; Must be willing to work various
hours as needed including some nights, weekends, holidays, etc.; Communicates with Exposition Complex administrative assistant/secretary
regarding janitorial supply inventory; Assists as necessary in inventory control including equipment and consumables; Assists in scheduling work,
creating assignments and /or monitoring work as necessary for part-time and /or temporary building attendants /staff.
I Other Duties as assioned. (1 %) !
High school graduation or Its equivalent; or any equi
provides the required knowledge, skills and abilities.
Required: I At least one year
Preferred:
Demands
Abilities
Typical: The physical demands described here are representative of those that must be met by an employee to
successfully perform the essential functions of this job. Reasonable accommodations may be made to enable
individuals with disabilities to perform the essential functions. While performing the duties of this job, the
j employee is regularly required to sit; use hand to finger, handle, or to feel; reach with hands and arms; bend
and kneel; and talk and hear. The employee frequently is required to stand and walk. The employee must
frequently lift and/or move objects weighing up to 100 pounds, such as bags of mulch and rocks. Specific
vision abilities required for this job include close vision, distance vision, and the ability to adjust focus.
Safe operation of custodial and maintenance equipment, including the sale use or commeraat raeaniny
chemicals. Ability to follow oral and written instructions; ability to learn the proper use ofjanitorial equipment
and supplies; ability to make minor repairs; ability to communicate and work effectively with cc- workers; ability
to perform physical and strenuous work; and an ability to understand and follow Brazos County safety policies.
The work environment characteristics described here are representative ofthose an employee encounters
while performing the essential functions of this job. Reasonable accommodations maybe made to enable
individuals with disabilities to perform the essential functions. The noise level in the work environment is
frequently loud. The employee is constantly required to work closely with others as a part of a team to perform
multiple tasks simultaneously, and switch from one task to another. The employee is frequently required to
work under time pressures and meet deadlines. The employee may be exposed to extreme weather
conditions.
Duane Peters Date
County Judge
VOL V3
7
Class Number:
Pay Group:
FLSA Status:
1 832
09
Non Exempt
Title:
Department:
Reports To,
Temporary Attendant, Building & Grounds (1040 hrs.)
Exposition Complex
i Event Supervisor, Event Coordinator & All Managers It
A
Brazos County Template Revision rz 0811512012
j EEOC Category:
Job Description
Last Updated: September 2014
Or
09130/2015
Class Number:
Pay Group:
FLSA Status:
1 832
09
Non Exempt
Title:
Department:
Reports To,
Temporary Attendant, Building & Grounds (1040 hrs.)
Exposition Complex
i Event Supervisor, Event Coordinator & All Managers It
Approved Date:
10/01/2014
j EEOC Category:
Service / Maintenance
Position End
09130/2015
;Temporary
Employee
Date:
Signature:
Performs and monitors daily operational responsibilities inclUaLng
Complex including setting-up, cleaning and tearing-down events.
Essential Duties:
tors with implements, forklifts and s down rodeo equipment, horse
operates jgmtorwderatequipment --- -suc h as tractors - - kid steer loaders; Sets up/team 0
stalls, cattle ties, panels and pens; Sets up/tears down meeting and event rooms, including stages, dance floors, tables, chairs and equipment and
assists with the sound /electrical system setup and/or tear down; Cleans meeting and event rooms, including sweeping, vacuuming and taking out
trash; Cleans restrooms, including using commercial chemicals to remove stains /odors and keeps them free of litter; Strips, waxes, buffs and scrubs
floors as needed and instructed. Keeps all floors dusted, mopped, and vacuumed; Changes light bulbs and distributes supplies as necessary; Assists
in painting and other maintenance projects as necessary; Raises flags daily, weather permitting, takes down flags before leaving unless otherwise
specified; Operates a vacuum cleaner and hand cleaning materials, supplies and equipment; Cleans windows, doom, floors, water fountains, and
furniture; Keeps air conditioning adjusted to use requirements; Empties and cleans waste receptacles and properly disposes of trash; Assists visitors
in a polite manner during events at the Exposition Complex; Keeps janitorial and storage areas clean and organized; Must be willing to work various
hours as needed including some nights, weekends, holidays. etc.; Communicates with Exposition Complex administrative assistant/secretary
regarding janitorial supply inventory: Assists as necessary in inventory control including equipment and consurnables; Assists in scheduling work,
creating assignments and/or monitoring work as necessary for part-time and/or temporary building attendants/staff.
as
Required: High school graduation or its equivalent; or any equi
i provides the required knowledge, skills and abilities.
VOL Cg pg.
Typical: The physical demands described here are representative of those that must be met by an employee to
! successfully perform the essential functions of this job. Reasonable accommodations may be made to enable
individuals with disabilities to perform the essential functions. While performing the duties of this job, the
employee is regularly required to sit; use hand to finger, handle, or to feel; reach with hands and arms; bend
and kneel; and talk and hear. The employee frequently is required to stand and walk. The employee must
frequently lift and /or move objects weighing up to 100 pounds, such as bags of mulch and rocks. Specific
j vision abilities required for this job include close vision, distance vision, and the ability to adjust focus.
Typical: l Safe operation of custodial and maintenance equipment, including the safe use of commercial cleaning
C
hemicals. Ability to follow oral and written instructions; ability to learn the proper use ofjanitorial equipment
and supplies; ability to make minor repairs; ability to communicate and work effectively with co- workers; ability
to perform physical and strenuous work; and an ability to understand and follow Brazos County safety policies.
The work environment characteristics described here are representative of those an employee encounters
while performing the essential functions of this job. Reasonable accommodations may be made to enable
individuals with disabilities to perform the essential functions. The noise level in the work environment is
frequently loud. The employee is constantly required to work closely with others as a part of a team to perform
multiple tasks simultaneously, and switch from one task to another. The employee is frequently required to
work under time pressures and meet deadlines. The employee may be exposed to extreme weather
conditions.
Duane Peters Date
County Judge
9 .s2ff�
Class Number:
433
0
Brazos County
FLSA Status:
Job Description
Approved Date:
Last Updated:
Class Number:
433
Pay Group:
FLSA Status:
1 4 Non Exerr
Approved Date:
_
1 10/1/2013
Title:
Department:
Renorts To:
EEOG Categ
TeMplele Rewslan 1.208/192012
Clerk (scanner) 400 hours/1 0,00 per hour
--- -- _ ---- -------
District Attorney
Asst. District Attorney
Office and Clerical
I General Summary:
-CPS"f-ii-em-r—efused- ca-s- -as orany -papaw ork-1-n-to our District Attorney _.Las erfiche and shredding of all
paperwork and file folders.
Essential Duties:
Scanning disposed files Into appropriate disposed folder in laserf sche;
Scanning refused cases into appropriate folder in laserfische:
Scanning any other documents into laserlische as requested by any office staff;
I Shredding all paperwork and folders after being scanned Into laserfische.
High school graduation or its equivalent; or any equi
provides the required knowledge, skills and abilities,
Experience
able to perform each essential duty. The
Required: To perform this job successfully, an individual must be a required. Reasonable
requirements listed below are representative of the knowledge, Will, and/or ability
11
------- -------- accommodations may be made to enable Individuals with disabilities to perform the essential functions,
_Preferred:
Certificates, Licenses,
Registrations
Required: 1
Preferred: None.
---------- ------
Vol.
Physical Demands
Typical:
The physical demands descr!hed here are representative of those that must be met by an employee to
successfully perform the essential functions of this job. Reasonable accommodations may be made to enable
individuals with disabilities to perform the essential functions. While performing the duties of this job, the
employee is regularly required to sit; use hands to finger, handle, or feel; reach with hands and arms; bend
and kneel; and talk and hear. The employee frequently is required to stand and walk. The employee must
frequently lift and/or move objects weighing up to 20 pounds, such as boxes offiles stacks of records, or other
similar objects. Specific vision abilities required by this job include close vision, and ability.to adjust focus.
Knowledge, Skills, &
Abilities
TypIC81' i Computers, shredders; and standard office practices and procedures. Operate computers, including performing '.
. word processing functions; read and understand manuals, operate office equipment, such as shredder, copy
machine and facsimile machine; communicate effectively, both In person and over the phone; and maintain
effective working relationships with co- workers.
Work Environment
I
Typical:: The work environment characteristics descr!bed here are representative of those
.an employee encounters !
while performing the essential functions of this ]ob. Reasonable accommodations may be made to enable
Individuals with disabilities to perform the essential functions. While performing the duties of this job, the i
employee may be required to perform multiple tasks simultaneously, and to work closely with others as a part
of a team. The noise level in the work environment is usually moderate,
j
County Judge
Vol. o�� % _ p9•_ ?.b _
r TF.
"1►��Sie Brazos County
' Job Description
Last Updated:
r Class Number: ',433
Pay Group: : 11
FLSA Status: Non Exempt
Approved Date: 10/112013
and file folders.
Template fillmlon t3 a &1512012
Title:
Clerk = 700hrs (scanner;
- --- --- - -
Department:
District Attorney
Reports To
i Asst District Attorney
EEOC Category:
Office and Clerical
cases
Essential Duties:
Scanning disposed files into appropriate disposed folder in laserfsche;
Scanning refused cases Into appropriate folder in laserfische;
Scanning any other documents into laserfische as requested by any office staff,
Shredding all paperwork and folders after being scanned into laserfische.
i F
our
red; From Assistant District Attorney &District Attorney '
ref7;- I This is anon- supervisory position.
Experience _
Required:
Preferred: 1
Certificates, Licenses,
Registrations
Required: I,
referred:
High school graduation or its equivalent; or any equivalent combination of education and experience which
provides the required knowledge, skills and abilities.
b successfully an individual must be able to perform each essential duty satisfactorily- The
d below are representative of the knowledge, skill, and /or ability required. Reasonable
may be made to enable individuals with disabilities to perform the essential functions.
Vol. _� — Pg.
The physical demands described here are representative of those that must be met by an employee to
successfully perform the essential functions of this job. Reasonable accommodations may be made to enable
individuals with disabilities to perform the essential functions. While performing the duties of this job, the
employee is regularly required to sit; use hands to finger, handle, or feel; reach with hands and arms; bend
and kneel; and talk and hear. The employee frequently is required to stand and walk. The employee must
frequently lift and/or move objects weighing up to 20 pounds, such as boxes of files stacks of records, or other
similar objects. Specific vision abilities required by this job include close vision, and ability to adjust focus.
_ _____._ �_— _,_sari_._ —_ __.__ .. ___ _._____.-_.__
Computers, shredders; and standard office practices and procedures. Operate computers, Including perform
word processing functions; read.and understand manuals; operate office equipment, such as shredder, copy
machine and facsimile machine; communicate effectively, both in person and over the phone; and maintain
effective working relationships with co- workers.
Typical: i The work environment characteristics described Mere are representative of mesa an employee encounters
while performing the essential functions of this job. Reasonable accommodations may be made to enable
Individuals with disabilities to perform the essential functions. While performing the duties of this job, the
employee may be required to perform multiple tasks simultaneously, and to work closely with others as a part
of a team, The noise level in the work environment is usually moderate.
p�, 1�1 6611g11S
P Vi
15
Duane Peters Date
County Judge
Fig. �z_
PROMULGATED BY THE TEXAS REAL ESTATE COMMISSION (TREC) 12.05.2011
evuuxouvw
AMENDMENT
TO CONTRACT CONCERNING THE PROPERTY AT
Jones Butler Road College Station
(Street Address and City)
Seiler and Buyer amend the contract as follows: (check each applicable box)
❑ (1) The Sales Price in Paragraph 3 of the contract is:
A. Cash portion of Sales Price payable by Buyer at closing........... $ 4,650.00
B. Sum of financing described in the contract ...................... $
C. Sales Price (Sum of A and B) ....................... . ........ $ 4,650.00
❑ (2) In addition to any repairs and treatments otherwise required by the contract, Seller, at Seller's
expense, shall complete the following repairs and treatments:
❑ (3) The date in Paragraph 9 of the contract is changed to
❑ (4) The amount in Paragraph 12A(1)(b) of the contract is changed to $
❑ (5) The cost of lender required repairs and treatment, as itemized on the attached list, will be paid
as follows: $ by Seller; $ by Buyer.
❑ (6) Buyer has paid Seller an additional Option Fee of $ for an extension of the
unrestricted right to terminate the contract on or before
. This additional Option Fee ❑ will ❑ will not be credited to the Sales Price.
❑ (7) Buyer waives the unrestricted right to terminate the contract for which the Option Fee was paid.
❑.(6) The date for Buyer to give written notice to Seller that Buyer cannot obtain Credit Approval as
set forth in the Third Party Financing Condition Addendum for Credit Approval is changed
to
❑ (9) Other Modifications: (Insert only factual statements and business details applicable to this sale.)
The Property description in Paragraph 2 and the Addendum to the Contract
is replaced in its entirety as described in Exhibit A and Exhibit B
attached hereto.
f EXECUTED the day of �. (BROKER: FILL IN THE
DATE OF FINAL ACCEPTANCE.}
BCS Jones Butler 37.26, L.P.
Buyer
Brazos
This form has been approved by the Texas Real Estate Commission for use with simllarly approved or promulgated contract
forms. Such approval relates to this form only. TREC fors are Intended for use only by trained real estate licensees. No
representation Is made as to the legal validity or adequacy of any provision In any specific transactions. It is not Intended for
complex transactions. Texas Real Estate Commission, P.O. Box 12188, Austin, TX 78711 - 2188, 512- 936 -3000
(http: / /www.troo.texas.gov) TREC No. 39 -7. This form replaces TREC No. 39.6.
West, Webb, 1515 Emerald Plaza College Station, TX 77845
Phone: (979)694-7006 Fax: (979)694 -8000 Gaines West
Produced with zlpFonn® by zipLoglx 18070 Fifteen Mlle Road, Fraser, Michigan 48026 www i nLoalx.com
Pg. ���
I httl IV V. 3e-/
Brazos County to
EXHIBIT "A"
FIELD NOTES
1.693 ACRES
IN TWO PARCELS
BEING A PART OF THE
BRAZOS COUNTY
CALLED 9.06 ACRES
VOLUME 272, PAGE 425
CRAWFORD BURNETT LEAGUE, A — 7
COLLEGE STATION, BRAZOS COUNTY, TEXAS
MAY 12, 2016
All that certain lot, tract or parcel of land being 1.693 acres situated In the CRAWFORD BURNETT
LEAGUE, Abstract No. 7, Brazos County, Texas and being a part of that certain Called 9,08 acre
tract as described in deed from Missouri Pacific Railroad Company to Brazos County of record in
Volume 272, Page 425, Deed Records of Brazos County, Texas, said 1.693 acre tract being more
particularly described in two (2) parcels as follows:
PARCEL 1: - 0.637 Ac.
BEGINNING at a paint in the southwest line of the BCS Jones Butler 37.26, L.P. Called 14.50 Acre
Tract as described in Volume 12106, Page 7 for the most northerly corner, said corner also being
located In the northeasterly line of the BCS Janes Butler 37.26, L.P. Called 7.705 Acre Tract as
described In Volume 12106, Page 15, a 1/2" Iron Rod found for the most northerly corner of said
Called 9.08 acre tract bears N 23 ° 11 ' 38 " W a distance of 502.64 feet, a Tack in fence Post
found for the most northerly corner of said Called 7.705 acre tract bears N 48 ° 15 ' 39 " W a
distance of 79.74 feet;
THENCE S 48 ° 15'39' E along the southwest line of said Called 14.50 acre tract and the
northeast line of said Called 7.705 acre tract and said Called 9.08 acre tract a distance of 5,72 feet
to a point for angle point;
THENCE S 22 ' 03'25 " E, along the northeast line of said Called 9.08 Acre Tract a distance of
617.45 feet to a point in the north Right -of -Way line of FM 2818 for the most easterly corner, a
Concrete Right -of -Way Monument found for angle point in said north Right -of -Way line bears
S 88 ° 45 '08 " E a distance of 785.37 feet;
THENCE N 68 ° 45'08 " W, along the north Right -of -Way line of said FM 2818 a distance of 46.28
feet to a point In the northeast Right -of -Way line of Jones Butler Road as described in Volume
7178, Page 231 for the southwest comer;
THENCE N 22 ° 03'25 " W, along the northeast Right -of -Way line of said Jones Butler Road a
distance of 330.30 feet to a point for the point of curvature of said road;
THENCE continuing along the northeast Right -of -Way line of said Jones Butler Road around a
curve in a counterclockwise direction having a delta angle of 08 " 35 ' 05 ", an arc distance of
255.93 feet, a radius of 1774.84 feet, and a chord of N 26 ° 20'57 "W, a distance of 265.68 feet
to a 1/2" Iron Rod with Cap found for the most westerly corner, said corner being the most
southerly corner of the BCS Jones butler 37.26, L.P. Called 0.054 Acre Tract as described in
Volume 12499, Page 67;
VOL Pq._o� 9/
THENCE N 59 " 21 '32 " E, along the southeast line of said Called 0.054 Acre Tract a distance of
60.54 feet to the PLACE OF BEGINNING AND CONTAINING AN AREA OF 0.637 OF ONE ACRE
IN PARCEL 1.
Parcel 2: -1.056 Ac.
BEGINNING at a 1/2" Iron Rod found for the most northerly corner of said Called 9.08 acre tract
for the most northerly comer;
THENCE S 22 " 03 '25 " E, along the northeast line of said Called 9.08 Acre Tract a distance of
462.27 feet to a point for the most southerly comer, said comer being located in the southwest line
of said Called 14.50 acre tract and the northeast line of said Called 7.705 acre tract for the most
southerly corner;
THENCE N 48 " 15'39 " W along the southwest line of said Called 14.50 acre tract and the
northeast line of said Called 7.705 acre tract a distance of 57.15 feet to a Tack In Fence Comer
Post found for the an Interior comer, said corner being the most southerly corner of said Called
14.66 Acre Tract, said corner also being the most westerly corner of the BCS Jones Butler 37.25,
L.P. Called 14.50 Acre Tract as described in Volume 12106, Page 7, said corner also being the
most northerly corner of said Called 7.705 Acre Tract, said corner also being the most northerly
comer of said Called 0.054 Acre Tract;
THENCE S 56 ` 67'21 " W, along the northwest line of said Called 0.054 Acre Tract a distance of
38.00 feet to a 1/2" Iron Rod with Cap found in the northeast Right -of -Way line of said Jones
Butler Road for the most southerly comer;
THENCE with the northeast Right- of-Way line of said Jones Butler Road around a curve in a
counterclockwise direction having a delta angle of 11 " 47 ' 01 ", an arc distance of 365.02 feet, a
radius of 1774.84 feet, and a chord of N 38 " 56' 10 " W, a distance of 364.38 feet to a 1/2" Iron
Rod with Cap found for the most westerly corner, said corner being the most southerly corner of
the City of College Station Called 5.83 Acre Tract as described in Volume 6762, Page 86;
THENCE N 50 ° 30' 48 " E, along the southeast line of said Called 5.83 acre tract a distance of
45.76 feet to a point for Interior corner, said corner being the most easterly corner of said Called
5.63 acre tract;
THENCE N 22 " 06' 12 " W, along the northeast line of said Called 5.83 Acre Tract a distance of
15.33 feet to, a point on the northwest line of said Called 9.08 Acre Tract for a westerly corner;
THENCE N 42 " 03' 09 " E, along the northwest line of sald 9.08 Acre Tract a distance of 138.60
feet to the PLACE OF BEGINNING CONTAINING AN AREA OF 1.056 ACRES OF LAND IN
PARCEL2.
BOTH TRACTS COMBINED CONTAINING AN AREA OF 1.693 OF ONE ACRE OF LAND
MORE OR LESS, according to a survey performed on JANUARY 22, 2015 under the supervision
of H. Curtis Strong, Registered Professional Land Surveyor No. 4961. North Orientation is based
on rotating the northeast line to Grid N NAD83 (COBS 2011) epoch 2010.00 based on rtk
observations.
Val. / ng.,�2
EXHIBIT "B"
FIELD NOTES
1.69 ACRES
BEING A PART OF THE
ABANDONED I & GN RAILROAD R.O.W.
CALLED 10.12 ACRES
VOLUME 24, PAGE 336
CRAWFORD BURNETT LEAGUE, A -7
COLLEGE STATION, BRAZOS COUNTY, TEXAS
MAY 29, 2016
All that certain lot, tract or parcel of land being 1.69 acres situated In the CRAWFORD BURNETT
LEAGUE, Abstract No. 7, Brazos County, Texas and being a part of that certain Called 10.12 acre
tract as described in deed from Jahn Bambara at ux to Internatfonal & Great Northern Railroad
Company of record in Volume 24, Page 336, Deed Records of Brazos County, Texas, said 1.69
acre tract being more particularly described by mates and bounds as follows:
BEGINNING at a point In the southeast line of said Called 10.12 acre tract for the most easterly
corner, said comer being located In the northwesterly line of the Brazos County Called 9.08 acre
tract as described In Volume 272, Page 425, said corner also being located In the southwest line
of the BCS Jones Butler 37.26, L.P. Called 14.66 acre tract as described In Volume 121D6, Page
21, a 1/2" Iron Rod found for the most northerly corner of said Called 9.08 acre tract bears
N 42 " 03' 09 " E a distance of 29.37 feet, the calculated most easterly comer of said Called 10. 12
acre tract bears N 42 " 03' 09 " E a distance of 40.48 feet;
THENCE S 42 ° 03' 09 " W, along the southeast line of said Called 10.12 acre tract and the
northwest line of said Called 9.08 acre tract a distance of 109.24 feet to a point in the northeast
line of The City of College Station Called 5.83 acre tract as described In Volume 6762, Page 86 for
the most southerly corner, the calculated most southerly corner of said Called 10.12 acre tract
bears S 42 " 03'09 " W a distance of 39.25 feet, a 1/2" Iron Rod found forthe most southerly
corner of said Called 5.83 acre tract bears S 34 " 18 '36 " W a distance of 52.42 feet;
THENCE N 22 " 06'12 'W, along the northeast line of said Called 5.83 acre tract a distance of
1027.04 feet to a 1/2" Iron Rod found for the most westerly corner, said comer being the most
northerly corner of said Called 5.83 acre tract;
THENCE N 42 " 01 '16" E, a distance of 56.17 feet to a 1/2" Iron Rod with Cap set in the
southwest Ilne of Lot 1, Holleman Arms Apartments Subdivision as described in Volume 2948,
Page 89;
THENCE S 22 " 03'26 " E, along the southwest line of said Lot 1 a distance of 555.64 feet to a
point for an Interior comer, a 5/8" Iron Rod found for reference bears S 55 ° 50 ' 52 " W a distance
of 1.85 feet;
THENCE N 60 " 41 '52 " E, a distance of 47.68 feet to a point for a north corner, an X -Tie found
for reference bears S 10 " 54'30 " W a distance of 1.13 feet;
THENCE S 22 ° 13 ' 08 " E. at a distance of 71.63 feet passing a 1/2" Iron Rod with Cap found for
the most westerly corner of said Called 14.66 acre tract and continuing along the southwest line of
said Called 14.66 acre tract a total distance of 454.27 feet to the PLACE OF BEGINNING AND
CONTAINING AN AREA OF 1.69 ACRES OF LAND MORE OR LESS, according to a survey
performed on May 29, 2015 under the supervision of H. Curtis Strong, Registered Professional
Land Surveyor No. A961. North Orlentatlon sad on rotating the northeast line of the Called
9.08 acre tract to Grid North NAD83 ( _ �gch,2010.00 based on rtk observations.
CERTIFICATE OF RESOLUTION
OF
BCS JONES BUTLER 37.26 GP, L.L.C.
June 22, 2015
I, the undersigned Secretary or Assistant Secretary of BCS JONES BUTLER 37.26 GP, L.L.C.
(the "Company "), hereby certifies that the Company is organized and existing under and by virtue ofthe
laws of the State of Texas as a limited liability company, with its principal office located in Houston,
Harris County, Texas.
I further certify that at a meeting ofthe Members ofthe Company, or by authorized action ofthe
Managers without meeting, the Members duly adopted the following resolutions:
RESOLVED, that FRED F. CALDWELL, President of the Company or
CLINT COOPER, Vice - President of the Company or BRAD FISHMAN, Vice -
President of the Company, acting in its capacity as the General Partner of BCS
JONES BUTLER 37.26, L.P., a Texas limited partnership, (the "Partnership "), or
any Officer of the Company acting in such capacity authorize, accept and
consummate the purchase of the property described on Exhibit "A" attached hereto
and made a part hereof (the "Property"), as proposed in that certain Unimproved
Property Contract by and between Brazos County, as Seller, and BCS Jones Butler
37.26, L.P., as Buyer, for approximately 3.3 8 acres of land in Brazos County, Texas,
and all amendments, supplements and reinstatements thereto (the `Earnest Money
Contract "), on such terms and conditions as FRED F. CALDWELL, CLINT
COOPER, or BRAD FISHMAN or said other Officer shall in his discretion
determine to be appropriate.
RESOLVED FURTHER, that the Company execute in the name of and on
behalf of the Partnership, and deliver any and all deeds, promissory notes, deeds of
trust, loan agreements, assignments of leases and rents, or assignments of any other
kind, notices and other instruments or documents of any kind or nature whatsoever
with Seller in connection with the acquisition and financing of the subject
transaction, and to take from time to time any other actions which such partner shall
in its discretion determine to be necessary or appropriate to effect the transactions
contemplated by any such document or instrument, whether upon the terms and
conditions set forth in such documents and instruments or upon such other terms and
conditions as such partner in its discretion shall determine to be appropriate, and the
execution and delivery of any document or instrument by such partner shall constitute
conclusive evidence that the terms and conditions contained in said documents or
instruments have been determined to be appropriate by Fred F. Caldwell, Clint
Cooper, or Brad Fishman or such other Officer on behalf of the Partnership pursuant
to this Consent.
RESOLVED FURTHER, that any and all other actions heretofore taken by
[VOL ��� _ Pq._��
any Officer or Officers of the Company, in its capacity as General Partner of the
Partnership, to execute and deliver any of the agreements authorized by the foregoing
resolutions, or to take any of the actions authorized by the foregoing resolutions are
hereby approved, ratified and confirmed in all respects.
I, further certify that each Officer is duly elected or appointed by or for the Company and occupies the
position with the Company stated above; that the foregoing Resolutions now stand of record on the
books of the Company; and that the Resolutions are in full force and effect and have not been modified
or revoked in any manner.
IN TESTIMONY WHEREOF, I have hereunto set my hand, this the 22nd day of June, 2015.
e<ms�a oexe :oiw�,
(q �-a' CX
Sand Ke Se&etary
VOL r7l--a 9•-02 %/✓` —��
Exhibit
FIELD NDTES
1.653 ACRES
IN TWO PARCELS
BEING A PART OF THE
BRAZOS COUNTY
CALLED 9.08 ACRES
VOLUME 272, PAGE 425
CRAWFORD BURNETT LEAGUE, A -7
COLLEGE STATION, BRAZOS COUNTY, TWO
MAY 12, 2015
Ail that ce "aln lot, tract or parcel of land being 1.6M same sba%d In the CRAWFORD BURNETT,
IJFAGUE, Absbed No 7. Bra= County; Texas and being a part of that certain Called 9.176 acre
tract as described In deed fmm Missouri Pacific Ralroad Company to Bra¢as County of record in
Volume 272, Forge 425, Deed Records of 3ratoe County, Texas, said 1.893 acre tract being more
particularly described In I.= (2) parcels as foltoas:
PARCEL I: • 0.937 Ac.
BE3:NNINO at a point in the scU;hvvest Ixre of the BCS Jones Budar37,26, L.P, Called 14,50 Acs
Tract as descried In Volume 12106, pogo 7 for tl :e most rorlhady comer. said carrier alto being
located in the nadheastady Ona of the SCS Jones Butler 37.28, L.P. Cal.W 7.705 Acre Tract as
described in Volume 12109. Page 15, a VV Iron Rod found for the most northerly comer Of :old
Called 9.06 acre bad beans N 23' 11 '38 'W it distance cf 502.64 feet, a Tack in fence Poet
found fortife most northgriy Comer of said Celled 7.705 acre tract bears N 49 ' 15'39 * W a
d:slante Of 7974 feed;
THENCE846 15'39'E slang" l;outfnvest line of raid Called 14.55 acre trait and the
northeast lire of said Called 7.7C5 acre bad and sold Called 9.08 acre lrad a distance all 6.72 feet
to a point for angta point
THENCE S 22 ° D3' 26' E. alarig the nart ese fine of said Caged 9.08 Ave Tract a disance of
617.46 feet 10 a point In the north Right4 -V: ay li *.e of FM 2619 fla`ft mlis; aastary comer, a
Cancrors Right- cf-Way Momnnent found 'or aryls point in sold nor4 R itht-of -Way IIna tears
3 86145'08 ' E a distance of 785.37 test
THENCE N 88 ` 45'08 ' W, along tthe north Right-of -Way Lne of said F&12818 a distance V4628
teat to a point In the northeasl Right-of-ft One of Jones Butler Road as desalted in Volume
7178., Page 231 for the scuthwast Comer,
THENCE N 22" 33' 26 'W, along the northeast Right- of-Vtsy One of said Jones Sift Read a
distanru of 330.30 fore; to a pond for the point of avature of said road;
THENCE corttinuing along ;':re northeast Rightof -Way line of said Ions Buller Mail around a
curve N a cc unterclockwise erector having a delta angle of 08.35' 05', art s -c distance of
285.63 feat, a radius of 1774.64 `eat, end a chord of N 26' 20' 57 'VV, a distance of 205 83 feet
to a 112" Iron Rod With Cap found for the most westerly comer, said comer being the most
southerly aunty of the BCS Jones bider 37.261 LP. Called CC54 Acre Tract as oesaib3d In
Volume 1249% Pogo 87;
CerdexbofMoiulion
Vol.
THENCE N 59' 21 '32' E, awryg the southeast fine of said Called 0.054 Acre Tract a dleraroe of
80.54 feet to the PLACE OF BEGINNING AND CONTAINING AN AREA OF 0.537 OF ONE ACRE
IN PARCEL 1.
Parcel 2: - 1.005 Am
BEGINNING at a t!2" Iron Roe found !or the moat rodhany sourer of said Called 9.08 acre tract
for the most northar:y corner;
THENCE S 22' 03' 25' E, along the northeast Iare of Bald Called 9.08 Acre Taut a distance of
482.27 feet tea ooirtt ferthe most southerly comer, said comarbaing located In the southwest limo
of Bald Gaged 450 awe tract and the northeast be of Bald Cal'sd 7.705 acre ;rest for tr:a moat
southerly comer,
THENCE N 48 a 15'38'W e:ong the southwasl Ilne of said Calved 14.50 Uns tract and the
northeast line of sold Callm 7.705 acre tract a distance of 67,16 fool to a Tack In Fence Comer
Port found for the ar. intaft, comer, Bald comer being the mwt aeathedy comer of said Caged
14.66 Acre Tract. talc corner also being the most westerly comer ofthe BC9 Jones Budtt 37.26.
L.P. Celled 14.50 Acre Tract as deswibed In Volume 12108, Page 7, said wmer aim being the
moat northerly Comer of said Called 7.706 Asa Tract: sale ecerw also being the most northerly
cwner of said Called 0.054 Awe Tract:
i7(P1JCE 356 ° 67' 21 ' W, along the'IOTd'meat ISne of acid CaUed 0.054AweTratt a distance cf
36.00 feet to a 112° Iron Rod with Cap truml in the northeast Righld -Way fire ofeaid Jones
Buser Road for the most southerly comer;
THENCE with the northeast RIght- 014% Lne of said Jones Butlar Road around a curve in a
ceunterdockv4au dieclion having a delta angle of 11 ' 47 01 ', an are distance of 365.02 feel, a
radiva of 1774.84 fort and a this Id of N 35' BE' 10 • W, a distance of 364.38 feet to a 112' Iron
Rod sash Coo found For the most westerly comer, said comer being the most souittedy corner of
the City of College Statwn Called 5.63 Acb Tractt ea dew2red In Wiens 8762, Popes;
THENCE N 50' 30' 48' E, along the BMT429line of said Caled 5.03 awo tract a d stance of
45.76 feel to a palm for irterlor corner, said carrier Wing fns most easterly comer of said Called
5.83 ewe tnc,
THENCE N 22.06' 12' W. along the, northeast Me of sad Called 6.83 Acre The^_! a d!stsnce of
15.33 foot to a point oil "ncrtrerst fine at said Owed 9.06 Acre Tract fcr a vssteny corns;
THENCE N 42 a 03' 08 "E, along tha rar'hwast line of said 9.00 Axe Tract a distance of 138.50
.*set to the PLACE OF BEGINNING CONTAINING AN AREA OF 1.056 ACRES OF LAND IN
PARCEL 2.
BOTH TRACTS COMBINED CONTAINING AN AREA OF 1.893 OF ONE ACRE OF LAND
MORE OR LESS, acaorel ft to a survey performed on JANUARY 22, 2016 undartho supervision
Of H. CANS Strang, Raglsbsred Profass!onal We Si No. 4961. North Odentadrn Is basso
on relating the northeast fine to Grid y/rtit NAD63 (COBS 2011) epcoh 2010.00 hosed on nk
observatlona. 16C 1L s
Certificate of Resolution
FIELD NOTES
1.69 ACRES
BEING A PART OF THE
ABANDONED 16 (IN RAILROAD R.O.W.
CALL -c,O 10.12 ACRES
VOLUME 24, PAGE 338
CRAWFORD BURNETT LEAGUE, A- 7
COLLEGE STATION, BRAZOS COUNTY, TEXAS
fAAY 29, 2018
All that cor ain lot, trod br parcel of land bear q 1.G9 r,.ree elwsted In the CRAWFORD BURNETT
LEAGUE, Absbacf No. 7, Brazos Courtly, Tens and being a part of that eetain Called 10.12 acre
tract as described In deed from John Sembere el ux to IMamstlocal 6 Great Northern Raffmad
Company of record In Volume 24, Page 336, Deed Records of Brazos COUCH. Texas, said 1.89
acre tract being more padteu'adp described by motors and boUndS as tilows:
BEGINNING at a point In the withersst Uno of said Called 10. 12 acre tract for the most easterly
tamer, said comer being located in the n ertharzetedy Idle of" Brazos County Ca6ad 9.08 acre
tract as described In Volume 27A Page 425, Geld corner also beS1g fowled in the sculhweal line
of the BCS Jones Butler 3720, L.P. Called 14.88 acre tract as deeedbod in Voluma'12108, Pea_e
21, a 12' Iron Rod fourid for the most northerly turner of Bald Call ad 9-CS acre tract bears
N 42 ` 03'09 ' E a diatonce of 2957 feet, the ealcuNbd moat easterly Comer of sad Called 10. 12
acre trw been N 42 ' 03' C9' E a dfatanee of 40.48 feet;
THENCE S 42' 03.09' W, "long the southeast Use of said Called 10.12 acre erect and the
narfhwesi line of sold Cared 9.08 acre tract a dlciance of 109.24 feet to n point In the northeast
One of The Coy of College Elation Celled 5.83 acre tract as described ht Volume 8762, Page 80 for
the most southerly COTM, the oaleulatad meal southerly comer of said Called 10.12 acre tract
bears 8 42.02' 09' W a distance of 39.25 foot, a 112' Iran Rod found for the moat Southerly
carrier of said Called 6 8 acre sad bears 8 34 ° fe' 38 ` W e distance of $2.42 feet;
THENCE N 22' 06; 12' W, along the northeast line of said Called 6.63 acre tract adiatance of
1027.04 foot to a ilr Iron fed found for the meet westerly comer. said caner baste the meet
r nth" comsrof said Carted 5.83 acre Vast;
THE N 42. 05' 18' E, a dstance of 66.17!eet to a 1W Iron Rod vAh Cap sat In the
southwest Gne of tat 1, Ho1eman Arms Apartments Subdivision as described In Volume 2648,
Pace 89;
THENCE S 22.03'25 ' F along are southwest Una "hold Lot 18 dletSr= of 665.04 feet to A
poirkfor an mtedoroomer, a Sd8` Iron Rod fo nd for reference beats 8 55.50' 52' W a distance
of 1.85 fool;
THENCE N 80' 41 '62 ' E, a mstanoo of 47.58 feet to a point for a north corner, an X•Tia found
for reference bears S 10' 464.30' W a distance of 1.13 feet;
THENCE 8 22' 13' 08' E. at a distance of 71.631 fast passing a 121 iron Rod with Cap found for
the most vowedy comer of said Called 14.88 acre tact and oan8rueng along Ina southwest tine of
sold Called 14.68 acre track a total distance of 454.27 feet to the PLACE OF BEGINNING AND
CONTAINING AN AREA OF 1.69 ACRES OF LAND MORE OR LESS. ecCon5ng to a sulwy
performed on May 29, 2015 under the suparvielon of H. Culbk Strong, Registered Prefeesianal
Land Surveyor No. 4981. North Orientation - sod on totadrg the northeast Una Of the Called
9.08 cue trodto Gdd North NA083 (C d2010.00basedonrtkobservations.
Ceniff eoefncs 1l ,
vol. _ / Pg._ �
I
COMMISSIONER COURT MINUTES OF
JUNE 30, 2015
ARE CONTINUED IN VOLUME 222 PAGE 1
Vol.
COMMISSIONER COURT MINUTES OF
JUNE 30, 2015
ARE CONTINUED FROM VOLUME 221
Vol. ."2 pg._
AGREEMENT BETWEEN
SCY IMAGING, INC.
AN INDEPENDENT CONTRACTOR
AND
Brazos County
FACILITY
This agreement is to ensure adequate and appropriate professional services are provided to the
residents of Brazos County . Herein referred to as "Facility". The services shall be
provided in accordance with accepted professional standards of care, and appropriate federal, state
and local laws, rules and regulations.
QUALIFICATIONS
SCY Imaging, Inc. shall provide the facility with verification of each of the following:
1. Current Texas State professional license: TDOH 92130
2. Professional liability insurance carrier: Benzi Insurance Services Inc.
Type and amount of coverage: 2 million liability
RESPONSIBILITIES OF SCY IMAGING. INC.
Provide professional services on a fee - for - service basis as further detailed on the addendum to this
Agreement. Remain qualified and notify the facility promptly if a change in qualifications occurs.
RELATIONSHIP BETWEEN PARTIES
SCY Imaging is retained by the facility only for the purposes and to the extent set forth in this
agreement and his/her relationship to the facility shall, during the period of retention hereunder, be
that of an independent contractor.
(S)he shall be free to dispose of such portion of his/her entire time, energy and skill as is not
obligated to devote hereunder to the facility by this Agreement in such a manner as (s)hc sees fit and
to such persons, farms or corporations as (s)he deems advisable. SCY Imaging, Inc. shall be free to
schedule his or her hours of work and activities. The facility does not require SCY Imaging, Inc. to
attend training sessions or staff meetings.
SCY Imaging, Inc. shall not be considered under the provisions of this Agreement or otherwise as
having an employee status or as being entitled to participate in any plans, arrangements, or
distributions by the Facility pertaining to or in connection with any pensions, stock, bonus, or profit-
Vol.
sharing or similar benefits for employees, it being understood and agreed that SCY Imaging, Inc. is
an independent contractor.
TERM AND TERMINATION
This Agreement shall commence on upon approval of Commissioners Court, 2015, and will
remain in effect until June 30. 2017 unless earlier terminated as hereafter provided.
The Agreement may be terminated by either party upon 30 days prior written notice to the other
party. The Agreement will be terminated automatically if the operating license of the facility or the
professional license of the contractor shall be suspended or revoked. This Contract is subject to
renewal by Brazos County Commissioners Court. This contract automatically terminates upon the
Commissioners' failure to approve said contract on an annual basis.
INSURANCE
SCY Imaging, Inc. agrees to carry or cause to be carried, at all times during the course of his
' contract, insurance applying to all work undertaken by him, his agents, employees and
subcontractors. The contractor further agrees to hold the Facility harmless from and against any and
all loss, cost, damage, or expense for which the Facility may suffer or may be held liable, arising out
of or connected with the work performed, except where due to the sole negligence of the Facility.
The Facility agrees to carry or cause to be carried, at all times during the course of this
contract, insurance applying to work undertaken by the facility, its agents, and employees. The
Facility further agrees to hold SCY Imaging, Inc. harmless from and against any and all loss, cost,
damage or expense for which the independent contractor may suffer or be held liable, arising out of
or connected with the work performed by the facility, except where due to the sole negligence of
SCY Imaging, Inc.
SCY Imaging, Inc. agrees to provide, prior to the execution of this contract, a certificate of
insurance that details current coverage in amounts and with insurance carriers that are satisfactory to
the facility. The coverage that must be detailed is:
General/Professional Liability
SCY Imaging, Inc. agrees to provide, prior to the execution of this contract, a
certificate of insurance that details current coverage in amounts and with insurance carriers that are
satisfactory to the facility. The coverage that must be detailed is equivalent to or exceeds the current
coverage as shown on Exhibit "A ", attached hereto and incorporated for all purposes herein.
With respect to all payments due to SCY Imaging, Inc. hereunder, the parties agree that The
Facility shall have no obligation for social security, Medicare, withholding or unemployment taxes
under federal or state law and that SCY Imaging, Inc. shall pay any self - employment taxes to which
self - employed individuals are subject under federal and state law. Additionally, the facility shall
have no responsibility for the filing of any tax (information or personal) returns required of the
independent contractor under state, federal or local law.
Pg. -`� _�
ACCEPTANCE OF THIS AGREEMENT SHALL BE SHOWN BY SIGNING AND DATING
THE ADDENDUM ATTACHED HERETO.
X -RAY ADDENDUM
RESPONSIBILITIES AND DUTIES OF CONTRACTOR
1. X -ray service to be available to perform x -ray examinations upon request.
2. A 24 -hour answering service will be available to the Facility seven (7) days per week.
3. This service includes taking and developing of the films as well as calling or faxing the results
to the Facility (and physician if requested) as soon as possible.
4. The x -ray will be read and dictated by a Board Certified Radiologist.
RESPONSIBILITIES OF FACILITY
1. Provide adequate space and assistance when necessary to facilitate the discharge of the
objectives of this Agreement.
2. Assure access to the necessary and appropriate records and areas within the Facility.
PAYMENT
1. SCY Imaging, Inc. will bill the approved indigent healthcare rate for the exam plus a $30.00 per
exam transport charge.
2. Other exams will be billed at $75.00 total per exam regardless of the exam. This includes the
Radiologist reading.
ACCEPTANCE
All parties demonstrate acceptance of the terms of this Contract and Addendum as attested by the
signatures below.
SS WHE e Marti s hereto have executed this Agreement to be effective on
2015.
C
Brazos County Judge Duane Peters Stephen eldell, SCY Imaging, Inc.
L'f"i s
Date
Date
i _i
Vol. �— ��
GUARDIANRFID
AGREEMENT made thi& ay of III & 206by and between the Brazos County a body corporate and politic
under the laws of the State of Texas (the "County'), having its principal place of business at 200 South Texas Ave.
Ste, 352, Bryan, Texas 77803, and Codex Corp., dba "GUARDIAN RFID," (hereinafter "GUARDIAN RFID'J, having its
principal place of business at 6900 Wedgwood Rd. N., Suite 440, Maple Grove, MN 55311.
SOFTWARE LICENSE AND SERVICE AGREEMENT
TERMS AND CONDITIONS
1. DEFINITIONS
Information. All written, electronic, oral, or recorded end user and system administrator documentation and
functional descriptions therein that describe the uses, features, and functional capabilities of the System, and that
are published or provided to the County by GUARDIAN RFID. All communication of information by the County in
any form whatsoever, including oral, written, and electronic form, disclosed or provided pursuant to its
performance of this Agreement.
Hardware. All hardware, equipment, and other tangible non - Software items supplied to the County by GUARDIAN
RFID under this Agreement.
Production. The use of the System as a live, non - test -bed system. This can be exhibited by events such as the
completion of the first real -world log entry (i.e. cell check, offender movement, etc.) or a similar event or inmate
activity dealing with real -world use.
Software. Any computer programs in object code form and any updates, enhancements, modifications, revisions,
additions, replacements or conversions thereof owned by GUARDIAN RFID and set forth or identified in Addendum
B or subsequently licensed to the County. Software specifically excludes any Third Party Software.
Server Hardware. All hardware, equipment, and other tangible non - Software items supplied to the County by
GUARDIAN RFID under this Agreement listed as "Server Hardware" in Addendum B.
Services. All project management, training, and other services to be provided by GUARDIAN RFID under this
Agreement.
System. The collective whole of all Software, Hardware, and Services to be purchased, developed, licensed,
supplied, installed, configured, or implemented by GUARDIAN RFID under this Agreement.
-- -- - - -- .... - -- -- .. _ --- - ---
GUARDIAN RFID SOFTWARE LICENSE AGREEMENT 11
® GUARDIANRFID
Third Party Software. Any software to be supplied by GUARDIAN RFID under this agreement that is purchased or
licensed from any source external to GUARDIAN RFID for use with or integration into the System.
2. LICENSE
2.1 Grant of the License
Subject to the terms and conditions set forth herein, GUARDIAN RFID hereby grants to the County, and the County
accepts, a limited, non - transferable and non - exclusive license to use the Software only for the County's own
business purposes.
2.2 Copies and Modifications
Unless otherwise agreed to in writing by GUARDIAN RFID, no identifying marks, copyright or proprietary right
notices may be deleted from any copies of the Software made by the County. The County shall not decompile, or
create by reverse engineering or otherwise, the source codes from the object code supplied hereunder, or adapt
the Software in any way or use it to create a derivative work. GUARDIAN RFID shall not be responsible in any way
for Software performance if the Software has been modified, except as modified by GUARDIAN RFID.
2.3 Restrictions on Usage
The County shall not allow any party, other than GUARDIAN RFID, to perform "write" operations directly to or on
the server or database (such as by using an ODBC driver).
3. DELIVERY, FEES PAYMENT
3.1 Delivery of Software to County
The Software shall be delivered in executable object code form only. GUARDIAN RFID shall initially deliver and
install copies of the Software as set forth in Addendum B. Except as stated in Addendum D, GUARDIAN RFID shall
be responsible for delivery, installation, and maintenance of GUARDIAN RFID software.
3.2 Delivery of Hardware to County
GUARDIAN RFID shall ship Hardware to the County's location at a mutually agreeable time in the projecttimellne.
Items shipped via commercial carrier are FOB destination at the fixed price stated herein. It shall be the County's
responsibility to install all Hardware and to perform proper facility preparation (such as appropriate uninterrupted
power, air conditioning, space, electrical drops, security, network equipment, network drops, etc) not specified in
this Agreement as being provided by GUARDIAN RFID, but necessary to accommodate equipment before, during,
and /or after installation.
3.3 Delivery of Services to County
GUARDIAN RFID will provide Services as set forth In Addendum A.
GUARDIAN RFID SOFTWARE LICENSE AGREEMENT 12
Vol. pg.
GUAROIAN iF/®
3.4 Fees
Upon execution of the Agreement, the County shall pay GUARDIAN RFID the fees on the due dates set forth in
Addendum C.
3.5 Payment
The County shall pay invoices received from GUARDIAN RFID by the date due according to the terms of this
Agreement. If the County fails to pay any amount due within thirty (30) days of invoice date, the County shall pay
late charges of one and one half percent (1.544) or the highest allowed by law, whichever is lower, per month on
such balance, together with all of the GUARDIAN RFID's expenses, collection costs and reasonable attorneys' fees
incurred in enforcing this Agreement.
3.6 System Acceptance
The System shall be deemed accepted on the date of notification of System completion by GUARDIAN RFID and
acceptance by County, unless the County notifies GUARDIAN RFID in writing within thirty (30) days after delivery
thereof of any material non - conformity in the Software as compared with the Documentation, or of any failure to
deliver Hardware or Services. In the event that the County does so notify GUARDIAN RFID, GUARDIAN RFID shall
promptly begin to use its reasonable efforts to correct any non - conformity and will again send notification in
writing that the installation is complete. System Acceptance will be dated at the new notification. System
Acceptance shall also be acknowledged by putting the System into Production by GUARDIAN RFID and County.
3.7 System Acceptance Following a Notification of Non - Conformity
The County acknowledges that the System shall be deemed accepted on the date of new notification of System
Acceptance by GUARDIAN RFID, unless the County notifies GUARDIAN RFID in writing within ten (10) days after
delivery thereof of any continued non - conformity or failure of the items listed in the initial notification of non-
conformity. In the event that the County does so notify GUARDIAN RFID, GUARDIAN RFID shall promptly begin to
use its reasonable efforts to correct any non- conformity and will again send notification in writing that the
installation is complete.
4. OTHER RIGHTS AND OBLIGATIONS
4.1 Proprietary Rights
GUARDIAN RFID represents that it is the owner of or otherwise has the rights to the Software and that it has the
right to grant the License. GUARDIAN RFID retains title to the Software and any other deliverables hereunder,
including, without limitation, all copies and audiovisual aspects thereof and all rights to patents, copyrights,
trademarks, trade secrets and other intellectual property rights inherent therein and appurtenant thereto. The
County shall not, by virtue of this Agreement or otherwise, acquire any proprietary rights whatsoever in the
Software or in any other deliverables hereunder, which shall be confidential information of GUARDIAN RFID and
GUARDIAN RFID SOFTWARE LICENSE AGREEMENT 13
Vol. � � pg. 7
GUARDIANRIFID
the sole and exclusive property of GUARDIAN RFID. GUARDIAN RFID hereby expressly reserves any right not
expressly granted to the County by this Agreement. No identifying marks, copyright or proprietary right notices
may be deleted from any copy of the Software provided to or made by the County. County owns any data and /or
information provided to GUARDIAN RFID under this Agreement.
4.2 Trademarks and Trade Names
Any and all trademarks and trade names, which GUARDIAN RFID uses in connection with the License granted
hereunder, are and shall remain the exclusive property of GUARDIAN RFID. Nothing contained in this Agreement
shall be deemed to give the County any right, title or interest in any trademark or trade name of GUARDIAN RFID.
4.3 Confidentiality
Except as otherwise provided in this Agreement, the County shall not sell, transfer, publish, disclose or otherwise
make available any portion of the Software to others. The County shall use its reasonable best efforts to
cooperate with and assist GUARDIAN RFID in identifying and preventing any unauthorized use, copying or
disclosure of the Software or any portion thereof or any of the algorithms or logic contained therein. GUARDIAN
RFID shall not sell, transfer, publish, disclose or otherwise make available any portion of Countys data or County's
information acquired through performance of this Agreement to other parties unless required by law, court order,
or written authorization from County.
4.4 Termination for Breach
GUARDIAN RFID may immediately terminate this Agreement, including all license rights granted herein, in the
event the County breaches any of its material confidentiality obligations regarding the Software.
4.5 Non - Confidential Information
Confidentiality obligations of the parties shall not extend to information that:
(a) is, as of the time of its disclosure, or thereafter becomes part of the public domain through a source other
than the receiving party;
(b) was known to the receiving parry at the time of its disclosure and such knowledge can be proven by
documentation;
(c) is independently developed by the receiving party;
(d) is subsequently learned from a third party not under a confidentiality obligation to the providing party; or
(e) is required to be disclosed by the Texas Public Information Act, order of a legislative body or order from a
court of competentjurisdiction. In the event that said information is required to be disclosed, the
disclosing party shall provide reasonable notice to the other party to allow the other party to assert
whatever exclusions or exemptions may be available under such law, regulation or order.
4.6 Disclaimer of Warranty
GUARDIAN RFID - SOFTWARE LICENSE AGREEMENT 14
Vol. ,_ate? Pg f — I
All-
ZL
GUS MRF/D
The warranty set forth in Addendum D is a limited warranty and it is the only warranty made by GUARDIAN RFID.
GUARDIAN RFID expressly disclaims, and the County hereby expressly waives, all other warranties, express or
implied, including, without limitation, warranties of merchantability and fitness for a particular purpose.
GUARDIAN RFID's limited warranty is in lieu of all liabilities or obligations of GUARDIAN RFID for damages arising
out of or in connection with the delivery of the System. Except for the limited warranty in Addendum D, the entire
risk as to the quality and performance of the System is with the County.
4.6 Legal Relationship
It is expressly understood by the County and GUARDIAN RFID that GUARDIAN RFID shalt not be construed to be,
and is not, an employee of the County. GUARDIAN RFID shall provide services to the County as an independent
contractor with control over the time, means and methods for accomplishing the services outlined in this
Agreement. GUARDIAN RFID further acknowledges that he /she is not entitled to such benefits as holiday time,
vacation time, sick leave, retirement benefits, health benefits, or other benefits usually associated with
employment.
4.7 Insurance Provision
GUARDIAN RFID, at all times during the term of this Agreement, shall obtain and maintain in force insurance
coverage of the types as follows:
Commercial General Liability Insurance
- GUARDIAN RFID shall maintain occurrence based commercial general liability insurance or
equivalent form with a limit of not less than $1,000,000 for each occurrence. If such insurance
contains a general aggregate limit it shall apply separately to this Agreement or be no less than two
times the occurrence limit.
Professional Liability Insurance or Miscellaneous Professional Liability Insurance
GUARDIAN RAID agrees to procure and maintain professional liability insurance or miscellaneous
professional liability insurance with a limit not less than $1,000,000,
Business Automobile Liability Insurance
GUARDIAN RFID shall maintain business automobile liability insurance or equivalent form with a
limit of not less than 8200,000 for each accident. Such insurance shall include coverage for owned,
hired and non -owned vehicles.
GUARDIAN RFIp SARE LICENSE AGREEMENT s
VOI. �v —�- i�d. %%.
Gi(lAMANWID
At the County's request, GUARDIAN RFID shall provide properly executed Certificates of Insurance which shall
clearly evidence all insurance required in this Agreement and which provide that such insurance may not be
canceled, except on 30 days prior written notice to the County.
5. LIMITATION OF LIABILITY
GUARDIAN RFID SHALL INDEMNIFYAND DEFEND COUNTY AGAINST ALL LOSSES, LIABILITIES,
CLAIMS, CAUSES OF ACTION, AND OTHER EXPENSES, INCLUDING REASONABLE ATTORNEYS
FEES, ARISING FROM ACTIVITIES OF GUARDIAN RFID, ITS AGENTS, SERVANTS OR EMPLOYEES,
PERFORMED UNDER THIS AGREEMENT THAT RESULT FROM THE NEGLIGENT ACT, ERROR, OR
OMISSION OF GUARDIAN RFID OR ANY OF GUARDIAN RFID'S AGENTS, SERVANTS OR
EMPLOYEES.
6. TERMINATION
6.1 By GUARDIAN RFID for Cause
In addition to various other express rights of GUARDIAN RFID to terminate this Agreement set forth herein,
GUARDIAN RFID shall also have the right to terminate this Agreement immediately and cancel any unfulfilled
portion of it by written notice to the County if. (i) the County becomes bankrupt or insolvent or enters into any
arrangement or composition with its creditors or if a receiver is appointed to direct the business of the County, or
(ii) If the County sells or assigns its rights, duties or obligations under this Agreement to any person or entity, in
whole or in part, whether by assignment, merger, transfer or assets, sale of stock, operation of law or otherwise, or
(iii) upon County's breach of the License or confidentiality and nondisclosure provisions contained herein, or (iv)
upon a violation of GUARDIAN RFID's proprietary rights hereunder. GUARDIAN RFID shall have the rights to
terminate this Agreement upon thirty (30) days prior notice upon any breach of any other material provision of this
Agreement by the County. The termination of this Agreement shall automatically terminate and extinguish the
License.
GUARDIAN RFID may exercise any rights available to it under Texas law to terminate for cause upon the failure of
the County to comply with the terms and conditions of this Agreement; provided that GUARDIAN RFID shall give
the County written notice specifying the County's failure and a reasonable opportunity for the County to cure the
defect,
6.2 By County for Cause
The County may terminate this Agreement for cause based upon the failure of GUARDIAN RFID to comply with the
terms and /or conditions of the Agreement; provided that the County shall give GUARDIAN RFID written notice
specifying GUARDIAN RFID's failure. If within thirty (30) days after receipt of such notice, GUARDIAN RFID shall not
have either corrected such failure or, in the case of failure which cannot be corrected in thirty (30) days, begun in
good faith to correct said failure and thereafter proceeded diligently to complete such correction, then the County
GUARDIAN RFID SOFTWARE LICENSE AGREEMENT 16
Vol. c pg. /�
® GU.4�dD�ANWID
may, at its option, place GUARDIAN RFID in default and the Agreement shall terminate on the date specified in
such notice.
6.3 Termination without Cause
After the first anniversary of the maintenance period, this Agreement may be terminated by either party by
providing notice sixty (60) days prior to the date the next annual maintenance payment is due.
Notwithstanding any provisions contained herein, the obligations of Brazos County are expressly contingent upon
the availability of funding for the obligations contained herein for the term of the agreement and any extensions
thereto:'
6.4 Post- Termination Obligations
All provisions hereof relating to GUARDIAN RFID's proprietary rights, confidentiality, non - disclosure and non -
solicitation shall survive the termination or expiration of this Agreement. Any fees due as per Addendum C for
work completed prior to termination shall still be paid by the County. GUARDIAN RFID shall provide all of County's
data and /or information in a format acceptable to County. County maintains ownership of its data and information
provided to GUARDIAN RFID under this Agreement.
7. MISCELLANEOUS
7.1 Entire Agreement
This agreement, and any addenda specifically incorporated therein by reference, constitutes the entire agreement
between the parties with respect to the subject matter. These documents supersede and merge all previous
proposals of sale, communications, representations, understandings and agreements, whether oral orwritten,
between parties with respect to the subject hereof.
This Agreement may not be modified except by a writing subscribed to by authorized representatives of both
parties.
7.2 Force Majeure
Neither party shall be liable to the other for any delay or failure to perform any of the services or obligations set
forth in this Agreement due to cause beyond its reasonable control. Performance times shall be considered
extended for a period of time equivalent to the time lost because of such delay.
7.3 Governing Law
This Agreement and performance hereunder shall be governed by the law of the State of Texas, without giving
effect to the principles of conflict of law of such state or international treaties.
- - -- - - - -- GUARDIAN RFID SOFTWARE LICENSE AGREEMENT 17
Vol. v� pg. ��
I- 41_1=
7.4 Assignment
This Agreement shall apply to, inure to the benefit of, and be binding upon the parties hereto and upon their
permitted successors in interest and permitted assigns. The County may not assign, without the prior written
consent of GUARDIAN RFID, which consent shall not be unreasonably withheld, the County's rights, duties or
obligations under this Agreement to any person or entity, in whole or in part, whether by assignment, merger,
transfer of assets, sale of stock, operation of law or otherwise, and any attempt to do so shall be deemed a
material breach of this Agreement.
7.5 Notice
Any notice provided pursuant to this Agreement, if specified to be in writing, shall be in writing and shall be
deemed given (i) if by hand delivery, upon receipt hereof; (ii) if mailed, 7 days after deposit in the U.S. mails,
postage prepaid, certified mail, return receipt requested. All notices shall be addressed to the parties at the
addresses set forth on the first page hereof.
7.6 Survival
All provisions of this Agreement relating to proprietary rights, confidentiality, non - disclosure or to payment of fees
by the County shall survive the termination of this Agreement.
7.7 No Waiver
The waiver or failure of either party to exercise any right in any respect provided for herein shall not be deemed a
waiver of any further right hereunder.
7.8 Enforceability
If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be
unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the
Parties, and the remainder of this Agreement shall continue in full force and effect.
7.9 Remedies
Unless otherwise specified herein, the rights and remedies of both Parties set forth in this Agreement are not
exclusive and are in addition to any other rights and remedies available to it at law or in equity.
7.10 Headings
The headings of the sections of this Agreement are inserted for convenience only and shall not constitute a part
hereof or affect in anyway the meaning or interpretation of this Agreement.
7.11 No Third Party Beneficiaries
The Parties agree that this Agreement is for the benefit of the Parties hereto and is not intended to confer any
rights or benefits on any third parry, and that there are no third parry beneficiaries as to this Agreement or any
part of specific provision of this Agreement.
-- GUARDIAN RFID SOFTWARE LICENSE AGREEMENT ( 8
VOA. Pg. /
GUARD RFID
7.12 Non - Discrimination
GUARDIAN RFID agrees to abide by the requirements of the following as applicable: Title VI of the Civil Rights Act of
1964 and Title VII of the Civil Rights Act of 1964, as amended by the Equal Employment Opportunity Act of 1972,
Federal Executive Order 11246 as amended, the Rehabilitation Act of 1973, as amended, the Vietnam Era Veteran's
Readjustment Assistance Act of 1974, Title IX of the Education Amendments of 1972, the Age Discrimination Act of
1975, the Fair Housing Act of 1968 as amended, and GUARDIAN RFID agrees to abide by the requirements of the
Americans with Disabilities Act of 1990. GUARDIAN RFID agrees not to discriminate in its employment practices,
and will render services under this Agreement without regard to race, color, religion, sex, national origin, veteran
status, political affiliation, disabilities, or because of an Individual's sexual orientation. Any act of discrimination
committed by GUARDIAN RFID, or failure to comply with these obligations when applicable shall be grounds for
termination of this Agreement.
7.13 Change Orders
Change orders and out -of -scope work will be defined by written agreement.
7.16 Export Control
GUARDIAN RFID further agrees that if the U.S. export laws are or become applicable, it will not export any of the
County's data and /or information received under this Agreement to any countries for which the United States
government requires an export license or other supporting documentation at the time of export or transfer, unless
GUARDIAN RFID has obtained prior written authorization from the appropriate authority responsible for such
matters.
8. COUNTY RESPONSIBILITIES
8.1 Project Management
The County shall provide one primary Project Manager to be the main point of contact for GUARDIAN RFID. The
designated Project Manager will be responsible for managing and coordinating the County's resources to complete
assigned project tasks and activities. The Project Manager will also be responsible for designating persons
responsible for specific roles as needed, such as System Administrator and / or Hardware Project Manager, and
ensuring that tasks assigned to these individuals are completed.
The Project Manager will also be responsible for sign -offs of various project documents and will have the authority
to speak for County from a project perspective.
The GUARDIAN RFID dedicated Project Manager: BRETT WILMETH.
8.2 System Configuration
The County shall make available appropriate subject matter experts to perform System configuration tasks as
assigned.
G Afj701AN RFID SOFTWARE LICENSE AGREEMENT 9
Vol. _� � Pg. '1�3 `
® GUARDIANWID
8.3 Additional Components
Other components (hardware and /or software) may be desired for use with the System. GUARDIAN RFID assumes
no responsibility under this Agreement for obtaining and /or supporting such components except as expressly
agreed herein. This includes, but is not limited to, networking equipment, workstations, servers for third party
systems, and mobile workstations or laptops.
8.4 Third Party Costs
Except as expressly agreed herein, GUARDIAN RFID assumes no responsibility for any third party costs related to
implementation of the System. This includes, but is not limited to, any third party costs associated with the
implementation of Interfaces.
The County has read and agrees to all of the attached and incorporated terms and conditions.
Agency
RUN l 1. 4
Date
GUARDIAN RFID
Kenneth Dalley
N
gnature jF
President
06/19/2015
Date
GUARDIAN RFID SOFTWARE LICENSE AGREEMENT ) SO
Vol. �_ pg. /�Z- --
® GUARDIANRF /D
ADDENDUM A: STATEMENT OF WORK
GUARDIAN RFID will provide Software, Hardware, and Services, identical to or substantially similar to those
outlined below, in the quantities specified in Addendum B.
1. Software
The software detailed in the following sections includes, but is not limited to, the listed functionality.
GUARDIAN RFID OnDemand
• Integration with JMS
• Reports (Microsoft SQL Server)
• Create and manage unlimited users
• Population count with "Quick Book'
module
• Definable menus and rules authoring
• Facility setup
GUARDIAN RFID Mobile
• Mobile data collection
• RFID Integration
• Real -time synchronization (AutoSync)
• System Alerts (including Out of Cell
and Dangerous Items)
• Mobile timers
• Auto inmate identification from RFID
wristbands or ID Cards
• Performance Dashboard
• Authentication
• Event Log with Freehand log creation
• Firewall security
• Login /logout user activity
• Individual and group logging support
• Cell checks and security checks
• Inmate movements
• Supply passes
• Recreation offerings
• Meal offerings
• Headcounts (on- screen and RFID)
• Customizable inmate activity logging
Reporting (Powered by Microsoft SQL Server Reporting Services)
• Pre -built Web -based reports • Custom data filters
• Export to PDF, Excel, XML, etc. Email reports
Any third party costs or charges incurred related to the implementation of the following interfaces
will be the responsibility of the County.
Any interfaces that cannot be deployed as part of System go -live due to the County or a third -party
vendor not being ready for deployment shall not delay System Acceptance.
-- -- GUARDIAN RFID SOFTWARE `LICENSE AGREEMENT 1 11
VOL
Interface
GUARDIAN RFID will immediately provide a one -way interface with the County's existing jail
management system pMS) to automatically share inmate demographic and housing assignment
data, including technical support for the GUARDIAN RFID -side of the interface.
2. HARDWARE
Server Hardware
This includes any production and training /testing servers specifically supplied by GUARDIAN RFID.
Mobile Computers and Related Accessories
This package includes your ruggedized mobile computers (BIP- 6000MAX), desktop cradle, cables,
stylus, screen protectors, and spare batteries.
RFID Wristband Label Equipment & Accessories
This can Include a rolling laminator(s), LX400 label printer, spare LX400 ink cartridges, labels, and
RFID Desktop Reader (USE).
Fixed RFID Tags
This includes GUARDIAN RFID® Sensorsm.
Fixed RFID Readers
This includes fixed short, medium, and long -range RFID readers from FEIG Electronics, such as the
CPR50, and any associated antennas, multiplexers, and power supplies.
3. SERVICES
Project Management
From the start of the project, a GUARDIAN RFID project manager works with the agency as the single
point of contact for your implementation. The project manager develops and manages the
implementation schedule and liaises with the agency and GUARDIAN RFID to keep the project on
track and on schedule. The project manager conducts weekly status meetings to provide the agency
with status reports.
The project team, under the direction of the project manager, visits pertinent areas of the agency
and meets with key agency personnel to understand the agency's operational needs and business
rules. Team members observe the agency's daily operations first -hand and use that information to
identify how GUARDIAN RFID would best be configured to match and enhance the agency's
,.__....._...._.. --
GUARDIAN RFID System Maintenance Agreement 112
Vol -A; A Pg.
GUARD WID
workflows. The project team trains system administrators on configuration options, such as user-
definable tools, defining users and user privileges, etc.
Pre - Training Meeting
Pre - Training is a meeting scheduled within 2 -4 weeks prior to on -site training and Go -Live that
involves administration, supervisors, and GUARDIAN RFID project members to review your agencys
use of GUARDIAN RFID and all polity and procedure considerations. Additionally, GUARDIAN RFID
reviews a number of common questions with administrators and supervisors.
Information gathered during Pre - Training is then used to fully customize your on -site training
classes. Our GUARDIAN RFID certified training instructors are also able to answer most or all
questions posed by staff members, which may normally arise during on -site training classes.
Complete End User Training
Trainers conduct detailed instructional classes for each of the agency's users. This four -hour class
focuses on building proficiency and confidence using GUARDIAN RFID - specifically using GUARDIAN
RFID Mobile software and logging a wide range of inmate activities, as well as using GUARDIAN RFID
OnDemand, and assembling RFID wristbands.
Go Live Support
GUARDIAN RFID Technologies staff is on site at the agency for go -live. Project managers and /or
trainers assist users with questions that arise during this process and reinforce skills learned during
the training sessions.
Refresher Training
Atthe agency's request, GUARDIAN RFID Technologies can provide follow -up training (after the
successful implementation) to introduce new personnel to GUARDIAN RFID or refresh existing
personnel on best practices with regard to using GUARDIAN RFID. Most often, refresher training is
coordinated via WebEx online meetings. On -site training can also be coordinated. A formal price
quote can be prepared by your project manager or account manager for on -site training.
GUARDIAN RFID System Maintenance Agreement 13
Vol._— Pg.!7 __
® GUAMANPiF /D
ADDENDUM B: PRICING DETAIL
System Pricing
(See copy of originally accepted price quote on following page).
System Renewal Fee (Maintenance, Support, and Software Updates)
The System Renewal Fee (SRF) is due one -year from the anniversary of your Go -Live date.
Expected Go -Live Date: August 2015
FY 2016 -SRF
9,950.00
FY 2017 SRF
9,950.00
FY 2018 SRF
19,950.00
These amounts do not include any taxes.
Annual support will not increase more than 3.5% annually.
GUARDIAN RFID System Maintenance Agreement i 14
Vol, pg. A
*�JGUARDWWRFID' 010,
Company Address 13570 Grove Dr.
Maple Grove, MN 55311
us
Prepared By Ken Dalley Jr.
Phone (612) 208 -6025
E -mail ken.dalley.jr @mdexcorp.com
Fax (877) 842-6339
Bill To Name Brazos Co. TX
Bill To 1700 Hwy 21 W
Bryan, TX 77803 -5359
USA
Created Date
101912014
Expiration Date
11912015
Quote Number
00000974
Contact Title
Sgt.
Contact Name
Brandon Henderscn
Phone
(979) 361 -4618
Email
bkhenderson @bmzcsmuntytx.gov
Fax
979 - 3614170
Ship To Name
Brazos Co. TX
Ship To
300 E. 26th Street
Suite 105
Bryan, TX 778D3 -5359
GUARDIAN RFID® OnDemandte - Level License (500 -999 Beds)
GUARDIDIdAN RFID® Mobile License �,1,, ",'- ,r 1>
� ^r.:+a1. i,. +nc rtCeC aiv. .... -. - m .,e: i•_- C_, � ba .,...,. !?,..,- . � �'
GUARDIAN RFIDO Compliance Monitor1° PowerTool (Level 4)
GUARDIAN RFID®Mediwbon MariagetT° PowerTool (Level
GUARDIAN FROG Sensors
',w rem xxz t
BIP�- 6�000.�AS w/ w/3YrP� Warraa.`ss ^,
(Professional Services) On -Site Training
511 995 00 � $11 995.00 1 00 $11 995.00
rS595 r 55959500 800 '..$4
00 760.00
Y' 0 .1 . 5'04 0 6n4 Lwt iab'lw. .M3:r
$2,995.00 $2,995.00 1.00 52,995.00
'$5.995.00 "P$5 995 00 i 1 00 4`s r '% $599500
$14.95 $14.95 200.00 52,990.00
,.52 095400 ,"'42-6' 5 00 "'B 00 `v4"TW- x. $16,760.00'
$995,001 S995.001 5.001 20.00%1 53,980.00
Subtotal
550,949.60
Discount
2.26%
Total Price
$49,796.33
Shipping and
575.00
Handling
Grand Total
549,871.33
Vol. - a_ _ y
ADDENDUM C: PAYMENT SCHEDULE
System Price & Payment Schedule
The total amount of this contract is 849.871.33.
The amounts due under this contract are as follows:
Milestone
Expected Payment Date
Amount Due
Upon contract execution (Invoice 1a)
Upon contract execution
$24.935.67
Upon Go -Live (Invoice 1 b - if necessary)
Following Go -Live
$24,935.66
2016 System Renewal Fee
July 2016
2017 System Renewal Fee
July 2017
2018 System Renewal Fee
July 2018
Total
$49,871.33
These amounts do not include any taxes.
System Renewal Fee Payment Schedule
The System Renewal Fee is due on the anniversary of your Go -Live date, which is detailed on
Addendum B: Pricing Detail. Agencies are invoiced 60 days prior to the anniversary of your Go -Live
date. Maintenance fees should be remitted to:
GUARDIAN RFID
ATTN: Accounts Receivables
6900 Wedgwood Rd, N.
Suite 440
Maple Grove, MN 55311
GUARDIAN RFID System Maintenance Agreement 115
[VO,. Gl Pg.
GUARDIANRF /D
ADDENDUM D: MAINTENANCE AGREEMENT
1. Warranties
1.1 Software Warranties
GUARDIAN RFID warrants that: (1) it owns or otherwise has the rights in the Software and has the
right to license the Software as described in this Agreement and (ii) while the Maintenance
Agreement is in effect and has not been terminated or expired the operation of the Software shall
not have material non - conformities, provided that no party has altered any portion of the Software,
that the Software are operated on the Equipment and in the Operation Environment necessary to
operate the Software, and that any non - conformities are not caused by products or services from
GUARDIAN RFID's suppliers or any other third parry. GUARDIAN RFID's sole obligation or liability
under the Warranty shall be to use reasonable efforts to correct the Software, in a reasonable time,
to perform in accordance with Addendum A, upon written notice of its failure to so perform from
the County. In the event GUARDIAN RFID fails to remedy material defects in the Software under this
Warranty, the County's sole remedy and GUARDIAN RFID's sole liability shall be to receive a refund
of any fee paid hereunder for the portion of the Software, if any, which contains a Material Defect.
1.2 Hardware and Third Party Software Warranties
GUARDIAN RFID warrants that, at the time of delivery, the Hardware will be new and unused. In
addition, GUARDIAN RFID warrants that the County will acquire good and clear title to the Hardware,
free and clear of all liens and encumbrances.
All Hardware and Third Party Software warranties provided by the manufacturer will be passed
through to the County. GUARDIAN RFID will be solely responsible for processing and managing of all
Hardware and Third Party Software warranty claims that may be necessary during the term of this
Agreement.
2. Software Updates
While this Agreement has not expired, GUARDIAN RFID will maintain the Software by providing
software updates and enhancements to the County. All software updates provided to the County by
GUARDIAN RFID pursuant to the terms of this Agreement shall be subject to the terms and
conditions of the License Agreement between the parties. Updates will be provided on an as-
available basis and include the items listed below:
1. Bug fixes;
2. Enhancements to products licensed by County under this Agreement;
- -- - GUARDIAN RFID System Maintenance Agreement i 16
Updates do not include:
i. Platform extensions including product extensions to different hardware platforms, different
windowing system platforms, or different operating system platforms
2. New functions such as new modules, components, products, or applications.
At a time mutually acceptable to both parties, GUARDIAN RFID will install software updates
remotely.
3. support
GUARDIAN RAID shall provide phone and email support for the Software licensed under this
agreement and shall maintain a support center database to track any reported issues. No support
will be provided for Software more than two versions back from the most recently released version.
Support does not include custom programming services or training.
4. County Responsibilities
5.1 Access to Premises
The County shall provide GUARDIAN RFID with reasonable and timely access to the sites and
personnel necessary for GUARDIAN RFID to perform its obligations under this Agreement.
5.2 System Administrator
The County is responsible for naming one or more System Administrators to serve as a primary
point of contact between the County and GUARDIAN RFID. At least one System Administrator must
be available at all times. The County will ensure that the System Administrators possesses the
appropriate technology and public safety knowledge and skills to perform this role sufficiently.
5.3 Security
The County is responsible for providing all network and physical security.
5.4 System Updates
The County shall work in good faith to allow GUARDIAN RFID to install System updates as requested
by GUARDIAN RFID.
5. Hardware Maintenance
GUARDIAN RFID will maintain the Server Hardware necessary to host the Software. This does not
include any Hardware except Server Hardware. County is responsible for data backups, operating
system updates, virus protection, database software updates, and other general performance of the
Server Hardware.
GUARDIAN RFID System Maintenance Agreement i 17
Vol. pg. ��
AGREEMENT
FOR CONSTRUCTION OF
FLEET FACILITY
RFP #2015 -24
BRAZOS COUNTY, TEXAS
Agrccmmt for Construction — Fl cl Facility —RFP # 2015 -24 Page 1
Val. C7
i 9._�v
TABLE OF ARTICLES
1. General Provisions
2. Owner
3. Contractor
4. Administration of the Contract
5, Subcontractors
6. Construction by Owner or by Separate Contractors
7. Changes in the Work
8. Time
9. Payments and Completion
10. Protection of Persons and Property
11. Insurance and Bonds
12. Uncovering and Correction of Work
13. Miscellaneous Provisions
14. Termination or Suspension of the Contract
15. Access to the Work
16. Standards
17. Prohibition against personal interest in the Contract
18. Prevailing Wage Rates
19. Authority to Contract
Agreement for Construction— Fleet Facility —RFP N 2015 -24 Page 2
Vol.
�I
This Agreement for the construction-of t e FLEET FACILITY, Brazos County,
Texas, in the amount of i$ 1.179.000.00 is entered into this
30th day of June ,2695 -by and between BRAZOS COUNTY, TEXAS
(hereafter referred to as "Owner'), 200 South Texas Ave., Suite 352, Bryan, Texas
77803, and COLLIER CONSTRUCTION, LLC., (hereinafter referred to as "Contractor').
The Brazos County Fleet Facility is hereinafter referred to as the "Project." The Engineer
for the Project is the firm of MITCHELL & MORGAN, LLP and is hereinafter referred to
as "Engineer."
ARTICLE 1
GENERAL PROVISIONS
1.1. BASIC DEFINITIONS
1.1.1 THE COMPLETE CONTRACT DOCUMENTS: The complete Contract
Documents ( "Contract Documents ") consist of the Agreement between Owner and
Contractor (hereinafter the "Agreement'), Conditions of the Contract (General,
Supplementary and other Conditions), all documents included in RFP # 2015 -24 and the
Drawings, Project Manual and Bid Specifications, as well as Addenda issued prior to
execution of the Contract, other documents listed in the Agreement and Modifications
issued after execution of the Contract.
A Modification is: (1) a written amendment to the Contract signed by both parties;
(2) a Change Order or Change Proposal Request; (3) a Construction Change Directive,
or (4) a clarification, interpretation or written order for a minor change in the Work issued
by the Engineer. Unless specifically enumerated in the Agreement, the Contract
Documents do not include other documents such as bidding requirements
(advertisement or invitation to bid, Instructions to Bidders, sample forms or portions of
addenda relating to bidding requirements). The Contract Documents executed in
accordance with Sub - paragraph 1.5.1, shall prevail in case of an inconsistency with
subsequent versions made through manipulatible electronic operations involving
computers.
1.1.2 THE CONTRACT: The Contract Documents form the Contract for Construction
( "Contract'). The Contract represents the entire and integrated agreement between the
parties hereto and supersedes prior negotiations, representations or agreements, either
written or oral. The Contract may be amended or modified only by a Modification. The
Contract Documents shall not be construed to create a contractual relationship of any
kind: (1) between the Contractor and Engineer or Engineer's consultants; (2) between
the Owner and a Subcontractor or Sub - subcontractor, or (3) between any persons or
entities other than the Owner and Contractor. The Engineer shall, however, with the
consent of Owner, be entitled to performance and enforcement of obligations under the
Contract intended to facilitate performance of the Engineer's duties.
1.1.3 THE WORK: The term "Work" means the construction and services required by
the Contract, whether completed or partially completed, and includes all other labor,
materials, equipment and services provided or to be provided by the Contractor to fulfill
Agmucenl for Conswction — Fleet Facility —11 FP h 2015 -24
Page 3
Fol._oz0'�� 17� —aSI�
I
the Contractor's obligations. The Work may constitute the whole or a part of the Project.
Although not indicated, "Work" includes providing supplementary or miscellaneous
items, appurtenances and devices incidental to or necessary for a sound, secure,
complete and functional installation.
1.1.4 THE PROJECT: The Project is the construction of the BRAZOS COUNTY FLEET
FACILITY in Brazos County, Texas as specified in the Contract Documents. The Project
may include construction by the Owner or by separate contractors.
1.1.4.1 SUMMARY OF THE WORK: The Project consists of the construction of site
work, metal shop building with office and other necessary furnishing/ equipment . The
work shall be the site of the new Brazos County Fleet facility and shall include all work
as specified on the referenced drawings and specifications.
1.1.5 THE DRAWINGS: The Drawings are the graphic and pictorial portions of the
Contract Documents, wherever located and whenever issued, showing the design,
location and dimensions of the Work, generally including plans, elevations, sections,
details, schedules and diagrams.
1.1.6 THE SPECIFICATIONS: The Specifications are that portion of the Contract
Documents consisting of the written requirements for materials, equipment, construction
systems, standards and workmanship for the Work, and performance of related services.
1.1.7 THE PROJECT MANUAL: The Project Manual is the volume usually assembled
for the Work that may include the bidding requirements, sample forms, this Agreement,
Supplementary Conditions of the Contract and Specifications.
1.1.8 GENERAL DEFINITIONS: Construction industry technical terms not defined in
the Contract Documents shall have the meanings given as listed in the latest edition of
the AIA "Glossary of Construction Industry Terms." Those not specifically defined at
either place shall have the meanings commonly attributed to them by the particular trade
involved.
Provide: shall be understood to mean: "Furnishing of all labor, materials,
equipment, transportation and services referred to and installation of the
materials, equipment and other items referred to, all in compliance with the
requirement of the Contract Documents and applicable Federal, State and
local laws and ordinances as well as requirements of Federal, State and
local authorities having jurisdiction at the site of the Work."
.2 Required: shall be understood to refer to the requirements of the contract
Documents unless its use in a sentence clearly implies a different
interpretation.
Where "as shown," "as indicated," "as noted," and similar terms are
used, it shall be understood that reference to the Contract Drawings is
made, unless their use in a sentence clearly implies a different
interpretation.
.4 Where the terms "Plans" or "Drawings" are used, they shall be
Agreement for Constmction — Fleet Facility —RPP A 2015 -24 Page 4
F),
understood to include drawings, details and schedules as applicable.
Construction Time: the number of calendar days required to perform the
work. Refer to Sections 8. 1.1 and 8.1.2.
.6 Day: A calendar day beginning and ending at 12:00 midnight.
Equal; approved equal; Engineer approved; acceptable; approved;
satisfactory; required; directed; Instructed: Such terms and related
phrases shall relate to the opinions and interpretations of the Contract
Documents by the Engineer, unless otherwise stated, and shall be limited
in authority and responsibility as defined under this Agreement and the
contract between the Engineer and Owner.
Date of Final Completion: The date when Engineer and Owner find all
the work of the Contract documents acceptable and the Contract fully
performed.
.9 Occurrence: Is defined as follows for purpose of insurance — An event
which occurs during the policy period, or a continuous or repeated
exposure to conditions which result, during the policy period in bodily
injury, sickness or disease, or injury to or destruction of property, excluding
injuries or deaths of one or more persons or organizations, including the
loss of use thereof, resulting from a common cause or from exposure to
substantially the same general condition existing at or emanating from
each location shall be deemed to result from one occurrence.
10 Not —In— Contract ( N.I.C.): Work not included in this Contract.
11 And /or: Shall mean both "and" and "or" and shall be enforceable by
Owner when read in either manner.
12 General Contractor: Same as Contractor.
13 Material Man; Material Supplier: Anyone that supplies material only and
does not perform any labor at the site of the work.
14 Timely Change: A change in the work that can be arranged before the
particular item of work has required the expenditure of any non-
recoverable costs by the Contractor and /or subcontractors.
15 Late Change: A change in the work that cannot be performed before the
particular item of work that requires the expenditure of some non-
recoverable cost after shop drawings, samples and /or schedules related to
the change have been reviewed and found acceptable.
16 Prompt: Promptly and similar terms shall be held to refer to a time period
of not less one week or more than two weeks.
.17 Addendum: A change to the Construction Documents (General
Documents, Specifications and Drawings) issued prior to the execution of
the Agreement.
Agrmnml for Conslroclion —rkel Facility —RPP # 2015 -24 Page S
18 Agreement /Contract: Agreement/Contract means the same and are used
interchangeably throughout this document. This Agreement/Contract is the
signed agreement between Owner and Contractor for the performance of
the Work.
19 Critical Path: The project's tasks that will cause the project end date to be
delayed if they are delayed. The word "critical" does not imply how
important a task is; a task is critical solely because it must occur as
scheduled for the project to finish on time.
.20 Furnish: Unless specifically limited in context, the word "furnish" and any
derivatives thereof mean: deliver indicated items, materials, equipment,
apparatus, appurtenances and all items necessary for a complete and
proper installation to Project site and stored in secure locations.
.21 Install: "Install" and any derivatives thereof mean; incorporated indicated
items, materials, equipment, apparatus, appurtenances and all items
necessary for the Work including all necessary labor, materials and
connections to perform a properly and complete installation ready for
operation of use, including but not limited to unpacking and assembly, if
necessary.
.22 The Contractor Shall: In the interest of conciseness; sentences,
statements and clauses may be verb phrases with expressed verbs such
as "furnish," "install," "provide," "construct," "erect," "comply," "apply,"
"submit," etc. Any such sentences, statements and clauses are to be
interpreted to include the applicable form of the phrase "the Contract shall"
preceding the expressed verb, with the requirements described interpreted
as mandatory elements of the Contract.
.23 Evaluation: "Evaluation" and any derivative thereof, as used in reference
to Engineer mean; to become generally familiar with the progress and
quality of the portion of Work completed to determine in general if it is being
performed in a manner indicating that the Work when completed may be
occupied or utilized by the Owner for its intended use. Such evaluations
shall be based on what is plainly visible at the construction site during
periodic visits to the Project, and without the removal of material or other
Work that is in place.
.24 Inspect: "Inspect" and any derivative thereof, as used in reference to the
Engineer shall mean; Type of evaluation that a reasonably prudent
Engineer, in the exercise of ordinary care, would make to determine if the
Work is in general accordance with the Contract Documents; they are not
"inspections" as would necessarily disclose a defect.
25 See: In the interest of conciseness, references to specification sections
and details are preceded by the word "see." Any such references are to
be interpreted to include applicable form of phrase "...and comply with."
Agreem"t for Construction — Flmt Facilily —RFP 9 2015 -24 Page 6
Vol._
i --
1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS
1.2.1. The intent of the Contract Documents is to include all items necessary for the
proper execution and completion of the Work by the Contractor. The Contract
Documents are complementary and what is required by one shall be as binding as if
required by all; performance by the Contractor shall be required only to the extent
consistent with the Contract Documents and reasonably inferable from them.
1.2.2. Organization of the Specifications into divisions, sections and articles, and
arrangement of Drawings shall not control the Contractor in dividing the Work among
Subcontractors or in establishing the extent of Work to be performed, nor limit the scope
of work performed by any trade or by any Sub - contractor or supplier.
1.2.3. Unless otherwise stated in the Contract Documents, words which have well —
known technical or construction industry meanings are used in the Contract Documents
in accordance with such recognized meanings.
1.2.4. General Conditions and Supplementary Condition and General Requirements
apply to all of the Contract Documents.
1.2.5 Precedence of the Contract Documents: The most recently issued Document
takes precedence over previous issues of the same Document. The order of precedence
is as follows with the highest authority listed as "A."
A. Modifications, Change Orders or a Change Proposal Request
B. This Agreement, including the General Conditions stated herein.
C. Addenda
D. Supplementary Conditions
E. Specifications and Drawings. In the case of an inconsistency between
Drawing and specifications or within eitherdocument, the better quality and
the greater quantity of work shall be provided unless otherwise directed by
Engineer.
1.2.6 Current Editions: When any work is governed by reference to standard, codes,
manufacturer's instructions or other reference documents, the latest issue in effect on
the original issue date of the Construction Documents shall apply whether or not the
proper edition is noted.
1.2.7 Enumeration of Items: Lists of "work included," "work excluded" and "description
of the work" and similar groupings are not intended to enumerate each and every item
of work or appurtenance required therein, but shall be used in conjunction with all other
portions of the Contract Documents to establish the requirements for completion of the
Work or any portions thereof.
1.2.8 Reference Guarantees: When reference standards are made a part of the
requirements, the warranties and guarantees they contain shall apply, except for the
portions that are less stringent than those required by the Contract Documents or imply
or state exclusions, limitations or waivers that are inconsistent with the requirements of
the Contract Documents.
1.3 CAPITALIZATION
1.3.1 Terms capitalized in these General Conditions include those which are: (1)
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specifically defined; (2) the titles of numbered articles and identified references to
Paragraphs, Subparagraphs and Clauses in the document, or (3) the titles of other
documents published by the American Institute of Engineers.
1.4 INTERPRETATION
1.4.1 In the interest of brevity the Contract Documents frequently omit modifying words
such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or
an article is absent from one statement and appears in another is not intended to affect
the interpretation of either statement.
1.5 EXECUTION OF CONTRACT DOCUMENTS
1.5.1 The Contract Documents shall be enumerated on attachment(s) to the Agreement
and attachments(s) shall be signed by the Owner and Contractor as provided in the
Agreement.
1.5.2 Execution of the Contract by the Contractor is a representation that the Contractor
has visited the site, become familiar with local conditions under which the work is to be
performed and correlated personal observations with requirements of the Contract
Documents. Contractor shall verify the location of all easements before beginning the
project.
1.6 OWNERSHIP AND USE OF ENGINEER'S DRAWINGS, SPECIFICATIONS AND
OTHER DOCUMENTS:
1.6.1. The Drawings, Specifications and other documents, including those in electronic
form, prepared by the Engineer and /or Engineer's consultants are Instruments of the
Engineer's service through which the Work to be executed by the Contractor is
described. The Contractor may retain one contract record set. Neither the Contractor,
nor any Subcontractor, Sub — subcontractor or material or equipment supplier shall own
or claim a copyright in the Drawings, Specifications and other documents prepared by
the Engineer or the Engineer's consultants, and unless otherwise indicated the Engineer
or the Engineer's consultants shall be deemed the author of them and will retain all
common law, statutory and other reserved rights, in addition to the copyright, unless
indicated differently in the Owner— Engineer Agreement. The Drawings, Specifications
and other documents prepared by the Engineer, and copies thereof furnished to the
Contractor, are for use solely with respect to this Project. They are not to be used by the
Contractor or any Subcontractor, Sub — subcontractor or material or equipment supplier
on other projects or for additions to this Project outside the scope of the work without the
specific written consent of the Owner, Engineer and /or Engineer's consultants. The
Contractor, Subcontractors, Sub — subcontractors and material or equipment suppliers
are granted a limited license to use and reproduce applicable portions of the Drawings,
Specifications and other documents prepared by the Engineer and /or Engineer's
consultants appropriate to and for use in the execution of their Work under the Contract
Documents. All copies made under this license shall bear the statutory copyright notice,
if any, shown on the Drawings, Specifications and other documents prepared by the
Engineer and /or the Engineer's consultants. Submittal or distribution to meet official
regulatory requirements or for other purposes in connection with this Project is not to be
construed as publication in derogation of the Engineer's copyright or other reserved
rights.
1.6.2 CONTRACTOR'S USE OF INSTRUMENTS OF SERVICE IN ELECTRONIC
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1.6.2.1 Engineer may furnish or sell, at an agreed upon cost, to Contractor,
Subcontractor, Sub - subcontractor, and material and equipment supplier, or others
versions of Instruments of Service in electronic form for use solely with respect to this
Project. The Contract Documents executed or identified in accordance with
Subparagraph 1.5.1 shall prevail in case of an inconsistency with subsequent versions
made through manipulatable electronic means involving computers.
1.6.2.2 If required to be furnished, or if furnished, Engineer or Engineer's
Consultants will furnish electronic data in software format in use by Engineer at the time
Engineer's services are performed. Contractor, any Subcontractors or Sub -
subcontractors, material or equipment suppliers, or others shall be responsible for proper
storage, maintenance and conversions necessary to prevent degradation or
obsolescence of data. Any change or modification in electronic data by Contractor, any
Subcontractors or Sub - subcontractors, material or equipment suppliers, or others shall
be at their sole risk and without liability or legal exposure to Engineer, Engineer's
consultants or Owner, and to fullest extent permitted by law, the Contractor, any
Subcontractors or Sub - subcontractors, material or equipment suppliers agrees to hold
harmless and indemnify Engineer, Engineer's consultants and Owner from and against
all claims, liabilities, losses, damages and costs, including but not limited to reasonable
attorney's fees, arising there from or in connection therewith.
1.6.23 The Contractor, any Subcontractors or Sub - subcontractors, material or
equipment suppliers, and others understand that the conversion of electronic information
and data supplied by the Engineer or Engineer's consultants from the system and format
used by the Engineer or Engineer's consultants to an alternative or upgraded system or
format, whether performed by Engineer, Engineer's consultants or others, cannot be
accomplished without the introduction of inexactitudes, anomalies, omissions and errors.
In the event the electronic data furnished to the Contractor, any Subcontractors or Sub -
subcontractors, material or equipment suppliers, is converted, they agree to assume all
risks associated with such conversion. If Engineer and /or Engineer's consultants furnish
electronic data, the Contractor, any Subcontractors or Sub - subcontractors, material or
equipment suppliers, and others agrees to hold Engineer, Engineer's consultants and
Owner harmless and to waive any and all claims, liabilities, losses, damages and costs
arising out of, or in any way connected with, the conversion of electronic data supplied
by the Engineer or Engineer's consultants.
1.6.2.4 If documents, including those in electronic form, are modified, revised or
changed in any way by the Contractor, Subcontractor, Sub - subcontractor, and material
and equipment supplier, or others, any reference to the Engineer and Engineer's
consultant and any professional seals and signatures shall be removed from the
documents.
1.6.2.5 In consideration for the use of the Drawings, Specifications and other
documents, including those in electronic form, Contractor, Subcontractor, Sub -
subcontractor, material and equipment supplier and others agree to indemnify, defend
and hold harmless the Engineer, Engineers consultants and Owner from and against,
any claim or liabilities arising out of such use.
ARTICLE 2
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OWNER
2.1 DEFINITION
2.1.1 The Owner is Brazos County, Texas. The term "Owner" means the Owner or the
Owner's authorized representative. The Owner's representative is Gary Arnold, Capital
Project Manager, or such other person as may from time to time be so designated by
the Brazos County Commissioners Court to act on behalf of Owner.
2.1.2 The Owner upon reasonable written request shall furnish to the Contractor in
writing information which is necessary and relevant for the Contractor to evaluate, give
notice of or enforce mechanic's lien rights. Such information shall include a correct
statement of the record legal title to the property on which the Project is located, usually
referred to as the site, and the Owner's interest therein at the time of execution of the
Agreement and within five (5) days after any change, information of such change in title,
recorded or unrecorded.
2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER
2.2.1 The Owner shall furnish surveys describing physical characteristics and legal
limitations for the site of the Project, and a legal description of the site. The Contractor
shall be entitled to rely on the accuracy of information furnished by the Owner but shall
exercise proper precautions relating to the safe performance of the Work.
21.2 Except for permits and fees, including those required under Paragraph 3.7, which
are the responsibility of the Contractor under the Contract Documents, Owner shall
secure and pay for necessary approvals, easements, assessments and charges required
for construction.
2.2.3 Information or services required of the Owner by the Contract Documents shall
be furnished by the Owner with reasonable promptness and complete and accurate to
the best of the Owner's information and belief. Any other information or services relevant
to the Contractor's performance of the Work under the Owner's control shall be furnished
by the Owner after receipt from the Contractor of a written request for such information
or services.
2.2.4 Contractor will be furnished, free of charge, one set of Contract Documents in
Adobe "PDF" file format suitable for plotting or printing. Contractor may use for limited
purpose of making prints thereof required for use in performance of Work, in accordance
with Paragraph 1.6.
2.2.5 The foregoing are in addition to other duties and responsibilities of the Owner
enumerated herein and especially those in respect to Article 6 (Construction by Owner
or by Separate Contractors), Article 9 (Payments and Completion) and Article 11
(Insurance and Bonds).
2.3 OWNER'S RIGHT TO STOP THE WORK: If the Contractor fails to correct Work
which is not in accordance with the requirements of the Contract Documents as required
by Paragraph 12.2 or fails, more than once, to carry out Work in accordance with the
Contract Documents, the Owner by written order may order the Contractor to stop the
Work, or any portion thereof, until the cause for such order has been eliminated;
however, the right of the Owner to stop the Work shall not give rise to a duty on the part
of the Owner to exercise this right for the benefit of the Contractor or any other person
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or entity, except to the extent required by Subparagraph 6.1.3. Owner does not waive
the right to stop the work in any future situation if Owner waives this right in any one
situation.
2.4 OWNER'S RIGHT TO CARRY OUT THE WORK
2.4.1 If the Contractor defaults or neglects to carry out the Work, or any portion thereof,
in accordance with the Contract Documents or fails to complete, within the time period
stipulated, any items of work scheduled (punch listed) to be done subsequent to the Date
of Substantial Completion or fails to complete or correct any items of work disclosed
subsequent to the Date of Substantial Completion and fails within a seven day period
after receipt of written notice from Owner to commence and continue correction of such
default or neglect with diligence and promptness, the Owner may, without prejudice to
other remedies the Owner may have, correct such deficiencies. In such case, an
appropriate Change Order shall be issued deducting from payments then, or thereafter,
due the Contractor the cost of correcting such deficiencies, including compensation for
the Engineer's additional services and expenses made necessary by such default,
neglect or failure. Such action by the Owner and amounts charged to the Contractor
shall be done after consultation with the Engineer. If payments then or thereafter due the
Contractor are not sufficient to cover such amounts, the Contractor shall pay the
difference to the Owner.
2.4.2 Neither Owner nor its officers, agents, or employees are in any way liable or
accountable to Contractor or its Surety for any method by which completion of said Work,
or any portion thereof, is accomplished or for price paid therefore, unless Surety is
required to pay cost to complete the Project, in excess of the amount contained in the
Owner- Contractor Agreement, as a direct result of the Engineer's negligent issuance of
Certificate(s) for Payment. Contractor and Surety are responsible for all costs for
completing the Work including cost in excess of original Contract Sum. Owner does not
forfeit right to recover damages from Contractor or Surety for failure to complete Contract
by taking over the Work or by declaring Contract in default. Maintenance of the Work
remains Contractor's and Surety's responsibility as provided for in Performance Bond
and guarantee of Contractor.
2.4.3 The Owner reserves the right to:
.1 observe the work, at any time, whenever it is in preparation or progress;
.2 make emergency repairs to the work during the guarantee period, to
prevent further damages and the Contractor shall pay for such repairs
when necessitated by defects in the Contractor's work;
.3 make changes to the work.
2.4.4 The Owner shall not be required to accept from the Contractor (unless specifically
agreed upon).
.1 Partial Substantial Completion;
.2 Substantial Completion when it occurs prior to the expiration of the
Construction Time.
ARTICLE 3
CONTRACTOR
3.1 GENERAL
3.1.1 The Contractor is the person or entity identified as such in the Agreement and is
referred to throughout the Contract Documents as if singular in number. The term
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"Contractor" means the Contractor or the Contractor's authorized representative.
3.1.2 The Contractor shall perform the Work in accordance with the Contract
Documents.
3.1.3 The Contractor shall not be relieved of obligations to perform the Work in
accordance with the Contract Documents either by activities or duties of the Engineer in
the Engineer's administration of the Contract, or by tests, inspections or approvals
required or performed by persons or entities other than the Contractor.
3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS
3.2.1 Since the Contract Documents are complementary, before starting each portion of
the Work, the Contractor shall carefully study and compare the various Drawings and
other Contract Documents relative to that portion of the Work, as well as the information
furnished by the Owner pursuant to Subparagraph 2.2.1, shall take field measurements
of any existing conditions related to that portion of the Work and shall observe any
conditions at the site affecting it. These obligations are for the purpose of facilitating
construction by the Contractor and are not for the purpose of discovering errors,
omissions or inconsistencies in the Contract Documents; however, any errors,
inconsistencies or omissions discovered by the Contractor shall be reported promptly to
the Engineer as a properly prepared, timely Request For Information (RFI) in such form
as the Engineer may require.
3.2.2 Any design errors or omissions noted by the Contractor during this review shall
be reported promptly to the Engineer, but it is recognized that the Contractor's review is
made in the Contractor's capacity as a contractor and not as a licensed design
professional unless otherwise specifically provided in the Contract Documents. The
Contractor is not required to ascertain that the Contract Documents are in accordance
with applicable laws, statutes, ordinances, codes and rules and regulations, unless they
bear upon construction means, methods, techniques or safety and health precautions,
but the Contractor shall promptly report to Engineer any nonconformity discovered by or
made known to the Contractor as a Request For Information (RFI) in such form as the
Engineer may require.
3.2.3 If the Contractor believes that additional cost or time is involved because of
clarifications, interpretations or instructions issued by the Engineer in response to the
Contractor's notices or requests for information pursuant to Subparagraphs 3.2.1 and
3.2.2, the Contractor shall make Claims as provided in Subparagraphs 4.3.6 and 4.3.7. If
the Contractor fails to perform the obligations of Subparagraphs 3 -2.1 and 3.2.2, the
Contractor shall pay such costs and damages to the Owner as would have been avoided
if the Contractor had performed such obligations. The Contractor shall not be liable to
the Owner or Engineer for damages resulting from errors, inconsistencies or omissions
in the Contract Documents or for differences between field measurements or conditions
and the Contract Documents unless the Contractor recognized such error, inconsistency,
omission or difference and knowingly failed to report it to the Engineer.
3.2.3 The Contractor shall verify the location of all easements before beginning the
Project.
3.2.4 The Contractor shall perform the Work in accordance with the Contract
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Documents and submittals approved pursuant to Paragraph 3.12
3.3 SUPERVISION AND CONSTRUCTION PROCEDURES
3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best
skill and attention. The Contractor shall be solely responsible for and have control over
construction means, methods, techniques, sequences and procedures and for
coordinating all portions of the Work under the Contract, unless the Contract Documents
give other specific instructions concerning these matters. If the Contract Documents give
specific instructions concerning construction means, methods, techniques, sequences
or procedures, the Contractor shall review, substantiate, and comply with current
industry execution standards and manufacturer's current execution instructions and
evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely
responsible for the jobsite safety of such means, methods, techniques, sequences or
procedures.
If the Contractor determines that such means, methods, techniques, sequences or
procedures may not be safe, the Contractor shall give timely written notice to the Owner
and Engineer and shall not proceed with that portion of the Work without further written
instructions from the Engineer. If the Contractor is then instructed to proceed with the
required means, methods, techniques, sequences or procedures without acceptance of
changes proposed by the Contractor, the Owner shall be solely responsible for any
resulting loss or damage.
3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the
Contractor's employees, Subcontractors and their agents and employees, and other
persons performing portions of the Work under a contract with the Contractor.
3.3.3 The Contractor shall not be relieved of obligations to perform the Work in
accordance with the Contract Documents either by activities or duties of the Engineer in
the Engineer's administration of the Contract, or by tests, Inspections or approvals
required or performed by persons other than the Contractor.
3.3.4 The Contractor shall be responsible for inspection of portions of Work already
performed under this Contract to determine that such portions are in proper condition to
receive subsequent Work.
3.3.5 Contractor is solely responsible for coordination of scope of Work for its own
forces, and of Subcontractors and suppliers, and to complete all Work, whether
performed by the Contractor or a Subcontractor.
3.3.6 The Contractor shall provide a full —time Project Superintendent. Refer to RFP
Section 8(f),
3.3.7 LavouUOrades will be Der Dlans
3.4 LABOR AND MATERIALS
3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall
provide and pay for labor, materials, equipment, tools, construction equipment and
machinery, water, heat, utilities, transportation and other facilities and services
necessary for proper execution and completion of the Work, whether temporary or
Agreement for Cnnswction — Fleet Facility —RFP 0 2015 -24
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permanent, and whether or not incorporated or to be incorporated in the Work.
3.4.2 The Contractor may make substitutions only if allowed by Contract Documents
and with the consent of the Owner, after evaluation by the Engineer and in accordance
with a Change Order, or by Owner's approval of a Substitution Request.
3.4.3 The Contractor shall enforce strict discipline and good order among the
Contractor's employees and other persons carrying out the Contract. The Contractor
shall not permit employment of unfit persons or persons not skilled in tasks assigned to
them.
3.5 WARRANTY
3.5.1 The Contractor warrants to the Owner and Engineer that all materials and
equipment furnished under this Contract will be of good quality and new unless otherwise
specified and that all Work will be provided in accordance with the requirements of the
Contract Documents and will be of good quality, free of faults and defects. All Work not
conforming to the requirements of the Contract Documents, including substitutions or
changes made by the Contractor or any subcontractor, material supplier or equipment
supplier that have not been specifically identified (PRIOR to Contract award) by means
of a Letter of Notice to Engineer and properly accepted and authorized by Engineer, shall
be considered defective and not in agreement with the requirements of the Contract
Documents, and shall be promptly corrected in accordance with the requirements of
Article 12 of this Agreement and amendments thereto as set forth in Supplementary
Conditions or Modifications. Notation or listing of such substitutions or changes on shop
drawings or other types of submittal will not be considered acceptable to Engineer
whether or not such submittal has been reviewed or stamped by Engineer. Notice must
be specific and transmitted in letter form. If required by Owner or Engineer, Contractor
shall furnish satisfactory evidence as to the kind and quality of materials and equipment
actually provided. This warranty is not limited by the provisions of Paragraph 12.2.
3.5.2 Immediately prior to Date of Substantial Completion, Contractor shall execute and
deliver to Engineer, a written warranty in approved form, stating that all materials and
equipment provided and all work performed are in accordance with the requirements of
the Contract Documents and authorized modifications and additions thereto; and further
stating that Contractor guarantees, should any condition arise or be disclosed during the
time of Contract warranty, which conditions are due to incomplete, or improper or
defective materials, or due to incomplete or improper or defective workmanship or
arrangement, such condition, together with all work affected in correcting such condition,
shall be (upon written notice from Owner) promptly and satisfactorily corrected by
Contractor at no additional cost to Owner. Contractor shall be fully responsible for the
prompt, satisfactory completion of all warranty work whether performed by his own or
subcontract personnel.
3.5.3 Work Covered by Warranty: Contractor's warranty shall cover all work under the
Contract, whether or not any portion or trade has been assigned or sub —let. In the event
any portion of the Work is performed by an assignee or subcontractor, Contractor shall
obtain from such assignee and /or subcontractor a written warranty to Contractor and
Owner covering their respective portion of the Work for the period required. Contractor
shall deliver them, together with his own warranty, to Owner prior to final payment.
Assigns' and subcontractors' warranties shall expressly provide that the same shall be
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enforceable directly by Owner, if he so elects, and shall run concurrently with
Contractor's warranty. Warranty shall be secured by Contractor's Performance Bond as
directed by Owner.
3.5.4 Time of Warranty: Contractor's warranty shall be for a period of one year from
Date of Substantial Completion of the Work. Should a warranty required under any
Section of the Specifications or of this Contract be for a period of more than one year,
Contractor's and subcontractor's warranty, with respect to such work, shall be for such
longer period. Warranty for work done subsequent to Date of Substantial Completion
shall be for a period of one year from date of Final Completion or such longer period, if
so specified.
3.5.5 Partial Occupancy: Should Owner occupy a portion of the Work before the date
of Substantial Completion, the warranty period for that portion so occupied shall begin
on the date of such occupancy as agreed in writing with Owner.
3.5.6 Objectionable Process: Where any material, process, or method or operation or
application procedure is required, which in the opinion of the Contractor, would render
the finished work unsuitable for the required warranty, then, before a bid is submitted,
such unsuitable material, process, or application method shall be objected to in writing
to Engineer, stating reasons therefore and recommending other alternate materials or
methods so that the Work, when completed, will be suitable for the required warranty. In
the event the Contractor's recommendations are approved, the work shall be installed in
accordance therewith, and all changes in cost resulting there from shall be included in
the Contract bid amount.
3.5.7 Under the requirements of this Paragraph 3.5, Contractor shall be responsible for:
.1 Damages to the building contents and /or building utilities or services when
damages result from use of faulty materials or negligent workmanship.
.2 Warranting modifications accepted under subparagraph 3.5.6 above will
give satisfactory results.
.3 Warranting substitutions will be equal or superior to the specified item or
method unless he specifically lists shortcomings in his request for making
substitution.
.4 Obtaining and enforcing all subcontract warranties with particular attention
being directed to enforcement of warranty work by mechanical, electrical
and plumbing subcontractors.
3.6 TAXES
3.6.1 Although Owner is a tax - exempt unit of local government, the Contractor shall pay
all sales, consumer, use and similar taxes for the Work or portions thereof provided by
the Contractor which may not be within Owner's exemption that are legally enacted when
Contractor's bids were received or negotiations between Owner and Contractor were
concluded, whether or not yet effective or merely scheduled to go into effect.
3.6.2 Contractor requires all Subcontractors, Sub - subcontractors and suppliers to bill
Contractor for all sales and use taxes on all materials and equipment incorporated into
Project as clearly discernible separate item to facilitate Contractor's keeping tax as
separate item of expense on records. Furnish this information to Owner to enable Owner
to meet state reporting requirements
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3.7 PERMITS, FEES AND NOTICES
3.7.1 Unless otherwise provided in the Contract Documents, the Contractor shall
secure and pay for the building permit and other permits and governmental fees, licenses
and inspections necessary for proper execution and completion of the Work which are
customarily secured after execution of the Contract and which are legally required when
bids are received or negotiations concluded.
3.7.1.1 Owner shall secure and pay for health and environmental impact fees,
water and sewer connections and impact fees, and zoning regulation fees and permits.
The Contractor shall secure and pay for all other permits and governmental fees,
licenses and inspections necessary for proper execution of and completion of Work
which are customarily secured after execution of Contract and which are legally required
when bids are received or Contract is executed.
3.7.2 The Contractor shall comply with and give notices required by applicable laws,
statutes, ordinances, codes, rules, regulations and lawful orders of public authorities
bearing on performance of the Work.
3.7.3 It is not the Contractor's responsibility to ascertain that the Contract Documents
are in accordance with applicable laws, statutes, ordinances, building codes, and rules
and regulations, unless they bear upon construction means, methods, techniques or
safety and health precautions. However, if the Contractor observes that portions of the
Contract Documents are at variance therewith, the Contractor shall promptly notify the
Engineer and Owner in writing and necessary changes shall be accomplished by
appropriate Modification.
3.7.4 If the Contractor performs Work, knowing it to be contrary to laws, statutes,
ordinances, building codes, and rules and regulations without such notice to the Engineer
and Owner, the Contractor shall assume full responsibility for such Work and shall bear
all the costs attributable for any and all repairs required for conformance, including but
not limited to, any penalties, fines or other damages realized..
3.8 ALLOWANCES
3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the
Contract Documents. Items covered by allowances shall be supplied for such amounts
and by such persons or entities as the Owner may direct, but the Contractor shall not be
required to employ persons or entities against which the Contractor makes reasonable
objection.
3.8.2 Unless otherwise provided in the Contract Documents
.1 allowances shall cover the cost to the Contractor of materials and
equipment delivered at the site and all required taxes, less applicable trade
discounts;
.2 Contractor's costs for unloading and handling at the site, labor, installation
costs, overhead, profit and other expenses contemplated for stated
allowance amounts shall be included in the allowances, and
.3 whenever costs are more than or less than allowances, the Contract Sum
shall be adjusted accordingly by Change Order. The amount of the
Change Order shall reflect: (1) the difference between actual costs and the
allowances under Clause 3.8.2.2, and (2) changes in Contractor's costs
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under Clause 3.8.2.3.
3.8.3 Contingency Allowance is established as $75,000 and shall be processed
pursuant to the Specifications.
3.9 SUPERINTENDENT
3.9.1 The Contractor shall employ a competent superintendent. Refer to RFP Section
8(f).
3.9.2 The Contractor, as soon as practicable after award of the Contract, shall furnish
in writing to the Owner and Engineer the name and qualifications of a proposed
superintendent. The Owner or Engineer may reply within fourteen (14) days to the
Contractor in writing stating: (1) whether the Owner or Engineer has reasonable objection
to the proposed superintendent, or (2) that the Owner or Engineer requires additional
time to review. Failure of the Owner or Engineer to reply within the fourteen (14) day
period shall constitute notice of no reasonable objection.
3.9.3 The Contractor shall not employ a proposed superintendent to whom the Owner
or Engineer has made reasonable and timely objection. The Contractor shall not change
the superintendent without the Owner's consent, which shall not unreasonably be
withheld or delayed.
3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES
3.10.1 The Contractor, promptly (within ten (10) days) after notification of contract award,
shall prepare and submit for the Owner's and Engineer's information a Contractor's
construction schedule for the Work. The schedule shall not exceed time limits current
under the Contract Documents, shall be revised monthly or at appropriate intervals as
required by the conditions of the Work and Project whichever is less, shall be related to
the entire Project to the extent required by the Contract Documents and shall provide for
expeditious and practicable execution of the Work.
3.10.1,1 Owner may authorize construction activities to commence prior to
completion of Drawings and Specifications. If Drawings and Specifications requirefurther
development at the time the initial construction schedule is prepared, Contractor shall:
1) allow time in the schedule for further development of Drawings and Specifications by
Engineer, including time for review by Owner and Contractor and for Contractor's
coordination of Subcontractors' Work, and 2) furnish to Owner, in a timely manner,
information regarding anticipated market conditions and construction cost, availability of
labor, materials and equipment, and proposed methods, sequences and time schedules
for construction of Work.
3.10.2 The Contractor shall prepare and keep current, for the Engineer's approval, a
schedule of submittals which is coordinated with the Contractor's construction schedule
and allows the Engineer reasonable time, as defined by the Engineer to review
submittals. If the Contractor fails to submit a schedule, the Contractor shall not be entitled
to any increase in Contract Sum or extension of Contract Time based on the time
required for review of submittals.
3.10.3 The Contractor shall perform the Work in general accordance with the most recent
schedules submitted to the Owner and Engineer.
Agm mrnt ror C..s Wcam - Fka racility -RFP # 201524 Page 17
3.10.4 Owner shall not be bound by any early completion deadline submitted in any
schedule.
3.10.5 Owner does not approve or accept any schedule, but reserves the right to review,
comment and reject.
3.11 DOCUMENTS AND SAMPLES AT THE SITE
3.11.1 The Contractor shall maintain at the site for the Owner one record copy of the
Drawings, Specifications, Addenda, Change Orders and other Modifications, in good
order and marked currently to record changes and selections made during construction,
and in addition approved Shop Drawings, Product Data, Samples and similar required
submittal. These shall be available to the Engineer and shall be delivered to the Owner
upon completion of the Work.
3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES
3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially
prepared for the Work by the Contractor or a Subcontractor, Sub — subcontractor,
manufacturer, supplier or distributor to illustrate some portion of the Work.
3.12.2 Product Data are illustrations, standard schedules, performance charts,
instructions, brochures, diagrams and other information furnished by the Contractor to
illustrate materials or equipment for some portion of the Work.
3.12.3 Samples are physical examples which illustrate materials, equipment or
workmanship and establish standards by which the Work will be judged.
3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract
Documents. The purpose of their submittal is to demonstrate for those portions of the
Work for which submittals are required the way the Contractor proposes to conform to
the information given and the design concept expressed in the Contract Documents.
Review by the Engineer is subject to the limitations of Subparagraph 4.2.7. Informational
submittals upon which the Engineer is not expected to take responsive action may be so
identified in the Contract Documents. Submittals which are not required by the Contract
Documents may be returned by the Engineer without action.
3.12.5 The Contractor shall review for compliance with the Contract Documents, approve
and submit to the Engineer; Shop Drawings, Product Data, Samples and similar
submittals required by the Contract Documents with reasonable promptness and in such
sequence as to cause no delay in the Work or in the activities of the Owner or of separate
contractors. Submittals which are not marked as reviewed for compliance with the
Contract Documents and approved by the Contractor may be returned by the Engineer
without action.
3.12.6 By submitting Shop Drawings, Product Data, Samples and similar submittals, the
Contractor and Sub - contractor represent to the Owner and Engineer that the Contractor
and Sub - contractor have (1) reviewed and approved them, (2) have reviewed for
compliance with the Contract Documents, (3) determined and verified materials, field
measurements and field construction criteria related thereto, or will do so, and (4)
checked and coordinated the information contained within such submittals with the
AgrcM"t for Construction - Flcet Facility -RFP 4 2015 -24 Page 18
requirements of the Work and of the Contract Documents, and have approved the
submittal.
3.12.7 The Contractor shall perform no portion of the Work requiring submittal and review
of Shop Drawings, Product Data, Samples or similar submittals until the respective
submittal has been approved by the Engineer, Such Work shall be in accordance with
approved submittals.
.1 The Contractor shall make all revisions as noted by Engineer and shall re-
submit the required number of corrected copies of Shop Drawings, product
data or samples until no exceptions are taken. The Contractor shall direct
specific attention, by cover letter accompanying resubmitted Shop
Drawings, to all revisions made in addition to those requested by Engineer
on previous submissions, if any.
3.12.8 The Work shall be in accordance with approved submittals except that the
Contractor shall not be relieved of responsibility for deviations from requirements of the
Contract Documents by the Engineer's approval of Shop Drawings, Product Data,
Samples or similar submittals unless the Contractor has specifically informed the
Engineer in writing of such deviation at the time of submittal and the Engineer has given
written approval to the specific deviation. The Contractor shall not be relieved of
responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar
submittals by the Engineer's approval thereof.
3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop
Drawings, Product Data, Samples or similar submittals, to revisions other than those
requested by the Engineer on previous submittals. In absence of such written notice the
Engineer's approval of a re- submission shall not apply to such revisions.
3.12.10 The Contractor shall not be required to provide professional services which
constitute the practice of Engineer or engineering unless such services are specifically
required by the Contract Documents for a portion of the Work or unless the Contractor
needs to provide such services in order to carry out the Contractor's responsibilities for
construction means, methods, techniques, sequences and procedures. The Contractor
shall not be required to provide professional services in violation of applicable law. If
professional design services or certifications by a design professional related to systems,
materials or equipment are specifically required of the Contractor by the Contract
Documents, the Owner and the Engineer will specify performance and design criteria
that such services must satisfy. The Contractor shall cause such services or
certifications to be provided by a properly licensed design professional, whose signature
and seal shall appear on all drawings, calculations, specifications, certifications, Shop
Drawings and other submittals prepared by such professional. Shop Drawings and other
submittals related to the Work designed or certified by such professional, if prepared by
others, shall bear such professional's written approval when submitted to the Engineer.
The Owner and the Engineer shall be entitled to rely upon the adequacy, accuracy and
completeness of the services, certifications or approvals performed by such design
professionals, provided the Owner and Engineer have specified to the Contractor
appropriate performance and design criteria that such services must satisfy. Pursuant
to this Subparagraph 3.12.10, the Engineer will review, approve or take other appropriate
action on submittals only for the limited purpose of checking for conformance with
information given and the design concept expressed in the Contract Documents. The
Agicc acne for Construction— Fleet Facility —RFP #2015-24 Page 19
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Contractor shall not be responsible for the adequacy of the performance or design criteria
required by the Contract Documents,
3.12.11 When professional certification of performance criteria of materials, systems or
equipment is required by the Contract Documents, the Engineer shall be entitled to rely
upon the accuracy and completeness of such calculations and certifications.
3.13 USE OF SITE
3.13.1 The Contractor shall confine operations at the site to areas permitted by
applicable laws, statutes, ordinances, policies, codes, rules and regulations, and lawful
orders of public authorities and the Contract Documents and shall not unreasonably
encumber the site with materials or equipment.
3.13.2 Contractor shall assume full responsibility for protection and safekeeping of
materials stored on premises.
3.13.3 Contractor shall provide all necessary precautions to protect public, visitors and
tenants from activities of Contractor or his agents on project.
3.14 CUTTING AND PATCHING
3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to
complete the Work or to make its parts fit together properly.
3.14.2The Contractor shall not damage or endanger a portion of the Work, or fully or
partially completed construction, by the Owner, or separate contractors by cutting,
patching or otherwise altering such construction, or by excavation. The Contractor shall
not cut or otherwise alter such construction by the Owner, or a separate contractor,
except with written consent of the Owner and of such separate contractor; such consent
shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from
the Owner, or a separate contractor, the Contractor's consent to cutting or otherwise
altering the Work.
3.15 CLEANING UP
3.15.1 The Contractor shall keep the premises and surrounding area free from
accumulation of waste materials or rubbish caused by operations under the Contract. At
completion of the Work the Contractor shall remove from and about the Project waste
materials, rubbish, the Contractor's tools, construction equipment, machinery and
surplus materials.
3.15.2 If the contractor fails to clean up as provided in the Contract Documents after
reasonable notice from Owner of such failure, the Owner may do so and the cost thereof
shall be charged to the Contractor.
3.16 ACCESS TO WORK
3.16.1 The Contractor shall provide governmental authorities who lawfully request
access to the work, the Owner and Engineer proper facilities and equipment for access
to the Work in preparation and progress wherever located.
3.17 ROYALTIES AND PATENTS
3.17.1 The Contractor shall pay all royalties and license fees. The Contractor shall
Agreement for Construction— Fleet Facility —RFP # 2015.24 Page 20
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defend suits or claims for infringement of patent rights and shall hold the Owner and
Engineer harmless from loss (including but not limited to attorney's fees, court cost, and
other cost of defense), on account thereof, but shall not be responsible for such defense
or loss when a particular design, process or product of a particular manufacturer or
manufacturers is required by the Contract Documents. However, if the Contractor has
reason to believe that the required design, process or product is an infringement of a
copyright, trademark, trade name, or similar property right or interest, or a patent, the
Contractor shall be responsible for such loss unless such information is promptly
furnished to the Engineer.
3.18 INDEMNIFICATION
3.18.1 TO THE FULLEST EXTENT PERMITTED BY LAW, THE CONTRACTOR
SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE OWNER, ITS ELECTED
OFFICIALS, APPOINTED OFFICIALS, OFFICERS, DIRECTORS, EMPLOYEES,
AGENTS AND REPRESENTATIVES, ENGINEER, ENGINEER'S CONSULTANTS
(COLLECTIVELY REFERRED TO AS THE "INDEMNITEES ") FROM AND AGAINST
ANY AND ALL CLAIMS, LIABILITES, DAMAGES, LOSSES, COSTS, AND
EXPENSES, INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S FEES, ARISING WI
OUT OF, RESULTING FROM, OR OCCURRING IN CONNECTION TH THE
PERFORMANCE OF THE WORK PROVIDED THAT SUCH CLAIM, LIABILITY,
DAMAGES, LOSS, COSTS OR EXPENSE IS ATTRIBUTABLE TO BODILY INJURY,
SICKNESS, DISEASE, OR DEATH OR TO INJURY TO, OR DESTRUCTION OF,
TANGIBLE PROPERTY(OTHER THAN THE WORK ITSELF), INCLUDING THE LOSS
OF USE THEREOF IN ANY WAY OCCURRING, INCIDENT TO, ARISING OUT OF OR
IN CONNECTION WITH: (A) A BREACH OF THE WARRANTIES PROVIDED BY THE
CONTRACTOR; (B) THE WORK PERFORMED OR TO BE PERFORMED BY THE
CONTRACTOR, ITS CONTRACTORS, SUB - CONTRACTORS, SUB -SUB-
CONTRACTORS, AND SUPPLIERS, AND THEIR EMPLOYEES AND AGENTS; (C)
ANY NEGLIGENT ACTION AND /OR OMISSION OF THE INDEMNITEES RELATED
IN ANY WAY TO THE PROJECT WHETHER THE INDEMNITEES ARE NEGLIGENT
IN WHOLE OR IN PART, AND EVEN WHEN THE LOSS IS CAUSED BY THE SOLE
FAULT OR NEGLIGENCE (INCLUDING ACTS OR OMISSIONS THAT ARE
CHARACTERIZED AS NEGLIGENCE PER SE, NEGLIGENCE PREMISED ON
STRICT LIABILITY, OR ANY OTHER TYPE OF NEGLIGENCE) OF THE
INDEMNITEES; OR (D) ANY FINES, PENALTIES, DAMAGES (INCLUDING
PUNITIVE), LIABILITIES, COSTS AND EXPENSES IN CONNECTION WITH: (1) A
VIOLATION OF ANY LAW, STATUTE, RULE, ORDINANCE, CODE OR OTHER
REQUIREMENT OF PUBLIC AUTHORITIES; (2) MEANS, METHODS, PROCEDURES
OR SEQUENCES OF EXECUTION OR PERFORMANCE OF THE WORK; AND (3)
FAILURE TO SECURE AND PAY FOR PERMITS, FEES, APPROVALS, LICENSES
AND INSPECTIONS FOR WHICH THE CONTRACTOR IS RESPONSIBLE UNDER
THE CONTRACT DOCUMENTS. THE CONTRACTOR'S INDEMNITY OBLIGATION
HEREIN SHALL NOT BE CONSTRUED TO NEGATE, ABRIDGE OR REDUCE
OTHER RIGHTS OR OBLIGATIONS OF INDEMNITY THAT WHOULD OTHERWISE
EXIST AS TO A PARTY OR PERSON DESCRIBED IN THIS SECTION 3.18. THE
SCOPE AND EXTENT OF THIS INDEMNITY SHALL NOT BE LIMITED BY THE
AVAILABILTY OF COVERAGE UNDER THE CONTRACTOR'S INSURANCE AND
SHALL NOT LIMIT INDEMNITEES' OTHER LEGAL REMEDIES AGAINST
CONTRACTOR OR ANY OTHER PERSON OR ENTITY. THIS INDEMNIFICATION
PROVISION SHALL SURVIVE TERMINATION OF THE CONTRACT.
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3.18.2 In claims against any person or entity indemnified under Paragraph 3.18 by an
employee of the Contractor, a Subcontractor, Sub - Sub - contractor, anyone directly or
indirectly employed by them or anyone for whose acts they may be liable, the
indemnification obligation under Paragraph 3.18 shall not be limited by a limitation on
amount or type of damages, compensation or benefits payable by or for the Contractor
or a Subcontractor under workers' or workmen's compensation acts, disability benefit
acts or other employee benefit acts.
3.18.3 The obligations of the Contractor under Paragraph 3.18 shall not extend to the
liability of the Engineer, the Engineer's consultants and agents and employees of any of
them arising out of: (1) the preparation or approval of maps, drawings, opinions, reports,
surveys, Change Orders, designs or specifications; or (2) the giving of, or the failure to
give, directions or instructions by the Engineer, the Engineer's consultants and agents
and employees of any of them, provided such giving, or failure to give, is the primary
cause of the injury or damage. The indemnity for the Engineer, the Engineer's
Consultants, agents and employees does not extend to any indemnity prohibited by
Section 130.003 of the Texas Civil Practice and Remedies Code.
3.19 ADDITIONAL REQUIREMENTS
3.19.1 Contractor shall submit to Engineer, in writing, all substitutions proposed PRIOR
TO the bid opening date. Contractor shall furnish sufficient data for evaluation. To be
acceptable for project use, substitutions must be approved in writing by Engineer or by
appropriate addendum.
3.19.2 Contractor shall follow manufacturer instructions. Where such instructions are in
conflict with the Contract Documents, Contractor shall notify Engineer for clarification
before proceeding. A copy of the manufacturer's instructions shall be kept at job site
and made available to Engineer.
3.19.3 Contractor shall stop the Work affected when notified of a proposed change and
when unsatisfactory results are anticipated. Contractor shall proceed only after receiving
additional instructions from Engineer.
3.19.4 Contractor shall establish and maintain bench marks, and all other grades, lines,
and levels necessary for the Work, report errors and inconsistencies to Engineer, in
writing, before commencing work affected. Contractor shall be responsible for
placement of Project Work and shall make all corrections necessary to achieve an
accurate layout of Project Work.
3.19.5 Contractor shall provide acceptable access facilities to the Work for the Owner,
Engineer, and all local, State and Federal authorities having jurisdiction. All access
facilities shall be made safe and reasonably convenient.
3.19.6 Contractor shall prepare quotations, for proposed changes in the Work.
Quotations shall be in a "break— down" form giving the number of units, unit cost of
materials, tool costs, taxes, overhead, profit, etc. Quotations shall reflect credits as well
as extras.
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3.19.7 Contractor shall furnish written warranties using the form directed by Owner or
Engineer.
3.19.8 Contractor shall secure required inspection certificates and transmit them to
Engineer and Owner.
ARTICLE 4
ADMINISTRATION OF THE CONTRACT
4.0 SCHEDULE OF WORK (at a maximum, in calendar days)
Day 0: Receipt of building slab permit
Submittals, as needed, to be provided within a reasonable time.
Day 30: Receipt of building permit. If receipt is beyond 30 days then time
extension will apply.
Day 118: Contractor attains Substantial Completion
Day 148: Contractor attains Final Completion
4.1 ENGINEER
4.1.1 The Engineer is the person lawfully licensed to practice Engineering, or an entity
lawfully practicing Engineering identified as such in the Agreement and is referred to
throughout the Contract Documents as if singular in number. The term "Engineer' means
the Engineer or the Engineer's authorized representative or such representative as the
Engineer may designate, who may be employed by the Engineer as a consultant.
4.1.1.1 Each of these terms; " Engineer," " Engineer," "Engineer /Engineer," "A/E," or
"Engineer /Engineer' shall mean Engineer, or an affiliate as otherwise provided in the
Contract Documents, or duly authorized representatives, such representatives acting
severally within scope of particular duties entrusted to them, unless otherwise provided
in Contract Documents.
4.1.2 Duties, responsibilities and limitations of authority of the Engineer as set forth in
the Contract Documents shall not be restricted, modified or extended without written
consent of the Owner, Contractor and Engineer. Consent shall not be unreasonably
withheld.
4.1.3 In case of termination of employment of the Engineer, the Owner shall appoint a
new Engineer whose status under the Contract Documents shall be that of the former
Engineer.
4.2 ENGINEER'S ADMINISTRATION OF THE CONTRACT
4.2.1 The Engineer, acting in consultation with Owner's representative, will provide
administration of the Contract as described in the Contract Documents: (1) during
construction; (2) until final payment is due, and (3) with the Owner's concurrence, from
time to time during the correction period described in Paragraph 12.2. The Engineer will
advise and consult with the Owner. The Engineer will have authority to act on behalf of
the Owner only to the extent provided in the Contract Documents, unless otherwise
modified by written instrument in accordance with other provisions of the Contract;
however, such authority shall not be considered or construed as creating a fiduciary
relationship between the Engineer and Owner.
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4.2.2 The Engineer, as a representative of the Owner, will visit the site at intervals
appropriate to the stage of the Contractor's operations, or as otherwise agreed by Owner
and Engineer, and as Engineer deems necessary: (1) to become generally familiar with
and to keep the Owner informed about the progress and aesthetic quality of the portion
of the Work completed; (2) to endeavor to guard the Owner against defects and
deficiencies in the Work, and (3) to determine in general if the Work observed is being
performed in a manner indicating that the Work, when completed, will be in general
accordance with the Contract Documents. However, the Engineer will not be required to
make exhaustive or continuous on -site evaluations or inspections to check the quality or
quantity of the Work. The Engineer will neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures,
or for the safety or health precautions and programs in connection with the Work, since
these are solely the Contractor's rights and responsibilities under the Contract
Documents, except as provided in Subparagraph 3.3.1.
4.2.2.1 Contractor shall reimburse Owner for compensation paid to Engineer for
additional site visits made necessary by fault, neglect or request of Contractor.
4.2.3 The Engineer will not have control over or charge of and will not be responsible
for construction means, methods, techniques, sequences or procedures, or for safety
precautions and programs in connection with the Work, since these are solely the
Contractor's responsibility as provided in Paragraph 3.3. The Engineer will not be
responsible for the Contractor's failure to perform the Work in accordance with the
Contract Documents or failure to complete Work on schedule. The Engineer will not have
control over or charge of and will not be responsible for acts or omissions of the
Contractor, Subcontractors, or their agents or employees, or of any other persons
performing portions of the Work.
4.2.4 Except as otherwise provided in the Contract Documents or when direct
communications have been specially authorized, the Owner and Contractor shall
endeavor to communicate through the Engineer. Communications by and with the
consultants shall be through the Engineer, unless otherwise approved by the Engineer.
Communications by and with Subcontractors and material suppliers shall be through the
Contractor. Communications by and with separate contractors shall be through the
Owner. The Engineer's presence at the Project Site shall not imply concurrence or
approval of the work. Contractor shall call specific items to the Engineer's attention in
writing if he wishes to obtain Engineer's opinion.
4.2.5 Based on the Engineer's observations and evaluations of the Contractor's
Applications for Payment, the Engineer will review and certify the amounts due the
Contractor and will issue Certificates for Payment in such amounts.
4.2.6 The Engineer has authority to reject Work which does not conform to the Contract
Documents. Whenever the Engineer considers it necessary or advisable for
implementation of the intent of the Contract Documents, the Engineer will have authority
to require additional inspection or testing of the Work in accordance with Subparagraphs
13.5.2 and 13.5.3, whether or not such Work is fabricated, installed or completed.
However, neither this authority of the Engineer nor a decision made in good faith either
to exercise or not to exercise such authority shall give rise to a duty or responsibility of
the Engineer to the Contractor, Subcontractors, materials and equipment suppliers, their
Agreement for Constmclion — Fleet Facility —UP 4 2015 -24 Page 24
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agents or employees, or other persons performing portions of the Work. All costs made
necessary by such failure, including those of repeated procedures shall be at
Contractor's sole expense, including compensation for Engineer's services and
expenses.
4.2.7 The Engineer will review and approve or take other appropriate action upon the
Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for
the limited purpose of checking for conformance with information given and the design
concept expressed in the Contract Documents. Such review and action on the part of
the Engineer is limited to only those submittals required by the Contract Documents. The
Engineer's action will be taken with such reasonable promptness as to cause no delay
in the Work or in the activities of the Owner, Contractor or separate contractors, while
allowing sufficient time in the Engineer's professional judgment to permit adequate
review by the Engineer, Engineer's consultants and Owner, if needed. Review of such
submittals is not conducted for the purpose of determining the accuracy and
completeness of other details such as dimensions and quantities, or for substantiating
instructions for installation or performance of equipment or systems, all of which remain
the responsibility of the Contractor as required by the Contract Documents. The
Engineer's review of the Contractor's submittals shall not relieve the Contractor of the
obligations under Paragraphs 3.3, 3.5 and 3.12. The Engineer's review shall not
constitute approval of safety or health precautions or, unless otherwise specifically stated
by Engineer, of any construction means, methods, techniques, sequences or
procedures. The Engineer's review or approval of a specific item shall not indicate
approval of an assembly of which the item is a component.
4.2.8 The Engineer will prepare Change Orders and Construction Change Directives,
or other change documents for changes in the Work for the Owner's approval and
execution, and the Engineer may authorize minor changes in the Work as provided in
Paragraph 7.4.
4.2.9 The Engineer and Owner will conduct inspections to determine the date or dates
of Substantial Completion and the date of final completion. The Engineer may receive
and forward to the Owner for the Owner's review and records written warranties and
related documents as required by the Contract Documents and assembled by the
Contractor, and will issue a final Certificate for Payment based upon final inspection
indicating the Work complies with the requirements of the Contract Documents.
4.2.10 If the Owner and Engineer agree, Engineer will provide one or more project
representatives to assist in carrying out the Engineer's responsibilities at the site. The
duties, responsibilities and limitations of authority of such project representatives shall
be as set forth in an exhibit to be incorporated in the Contract Documents.
4.2.11 The Engineer will interpret and decide matters concerning performance under,
and requirements of, the Contract Documents on written request of either the Owner or
Contractor. The Engineer's response to such requests will be made in writing within any
time limits agreed upon or otherwise with reasonable promptness. If no agreement is
made concerning the time within which interpretations required of the Engineer shall be
furnished in compliance with this Paragraph 4.2, then delay shall not be recognized on
account of failure by the Engineer to furnish such interpretations until twenty (21) days
Agreemmt for Construction— Fleet Facility—RH # 2015 -24 Page 25
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after written request is received
4.2.12 Interpretations and decisions of the Engineer will be consistent with the intent of
and reasonably inferable from the Contract Documents and will be in writing or in the
form of drawings.
4.2.13 The Owner's and Engineer's decisions on matters relating to aesthetic effect will
be final, if consistent with the intent expressed in the Contract Documents.
4.3 CLAIMS AND DISPUTES
4.3.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a
matter of right, adjustment or interpretation of Contract terms, payment of money and
extension of time or other relief with respect to the terms of the Contract. The term
"Claim" also includes other disputes and matters in question between the Owner and
Contractor arising out of, or relating to, the Contract. Claims must be made by written
notice. The responsibility to substantiate Claims shall rest with the party making the
Claim.
4.3.1.1 Claims must contain following:
.1 Date of the event giving rise to such Claim and, if applicable, date when
the event ceased;
.2 Nature of occurrence or condition giving rise to the Claim;
.3 Identification of contractual provisions affected and a detailed explanation
of how the Claim is contrary to those provisions;
.4 An estimate of effect upon the Contract Sum, including an itemized
breakdown of additional cost, if any;
.5 An estimate of the effect upon the Project Schedule, including a
comparison of Project Construction Schedule and schedules prepared in
connection with the Claim. If required by Owner or Engineer, this shall
include showing in CPM formal, both critical and non - critical path activities
affected and showing Project Construction Schedule and Claim
sequences, durations and float substantiating delay claimed.
4.3.2 Decision of Engineer. Claims, including those alleging an error or omission by
the Engineer, shall be referred initially to the Engineer for action as provided in
Paragraph 4.4. A decision by the Engineer and Owner, as provided in Subparagraph
4.4.4, shall be required as a condition precedent to litigation of a Claim between the
Contractor and Owner as to all such matters arising prior to the date final payment is
due, regardless of: (1) whether such matters relate to execution and progress of the
Work, or (2) the extent to which the Work has been completed.
4.3.3 Time Limits on Claims initiated prior to Final Payment. Claims by either party
must be initiated and submitted within twenty -one (21) days after occurrence of the
event giving rise to such Claim or within twenty -one (21) days after the claimant first
recognizes the condition giving rise to the Claim, whichever is later. Claims must be
initiated and submitted by written notice to the Engineer and the other party. An
additional Claim made after the initial Claim has been implemented by Change Order
will not be considered unless submitted in a timely manner.
4.3.4 Continuing Contract Performance, Pending final resolution of a Claim, unless
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otherwise agreed in writing or as provided in Sub - paragraph 9.71 and Article 14, the
Contractor shall proceed diligently with performance of the Contract and the Owner shall
continue to make payments in accordance with the Contract Documents.
4.3.5 Waiver of Claims: Final Payment. The making of final payment shall constitute
a waiver of Claims by the Owner except those arising from:
.1 liens, Claims, security interests or encumbrances arising out of the
Contract and unsettled;
.2 failure of the Work to comply with the requirements of the Contract
Documents; or
.3 terms of special warranties required by the Contract Documents.
4.3.6 Claims for Concealed or Unknown Conditions. If conditions are encountered
at the site which are: (1) subsurface or otherwise concealed physical conditions
which differ materially from those indicated in the Contract Documents, or (2)
unknown physical conditions of an unusual nature, which differ materially from
those ordinarily found to exist and generally recognized as inherent in
construction activities of the character provided for in the Contract Documents,
then notice by the observing party shall be given to the other party promptly before
conditions are disturbed. The Engineer will promptly investigate and evaluate
such conditions and, if they differ materially and cause an increase or decrease
in the Contractor's cost of, or time required for, performance of any part of the
Work, will recommend an equitable adjustment in the Contract Sum or Contract
Time, or both. If the Engineer determines that the conditions at the site are not
materially different from those indicated in the Contract Documents and that no
change in the terms of the Contract is justified, the Engineer shall so notify the
Owner and Contractor in writing, stating the reasons. Claims by either party in
opposition to such determination must be made and submitted within twenty-one
(21) days after the Engineer has given notice of the decision. If the Owner and
Contractor cannot agree on an adjustment in the Contract Sum or Contract Time,
the adjustment shall be referred to the Engineer for initial determination, subject
to further proceedings pursuant to Paragraph 4.4.
4.3.7 Claims for Additional Cost. If the Contractor wishes to make Claim for an
increase in the Contract Sum, written notice as provided herein shall be given before
proceeding to execute the Work. Prior notice is not required for Claims relating to an
emergency endangering life or property arising under Paragraph 10.6. If the Contractor
believes additional cost is involved for reasons including but not limited to: (1) a written
interpretation from the Engineer; (2) an order by the Owner to stop the Work where the
Contractor was not at fault; (3) a written order for a minor change in the Work issued by
the Engineer; (4) failure of payment by the Owner; (5) termination of the Contract by the
Owner; (6) Owner's suspension, or (7) other reasonable grounds, Claim shall be filed in
accordance with this Paragraph 4.3.
4.3.8 Claims for Additional Time
4.3.8.1 If the Contractor wishes to make Claim for an increase in the Contract Time,
written notice as provided herein shall be given. The Contractor's Claim shall
demonstrate that the task is on the critical path and identify the new completion date. In
the case of a continuing delay, only one Claim is necessary.
4.3.8.1.1 The Contractor's request for an increase in the time shall be submitted with pay
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applications. The delay impacting the critical path shall be addressed no later than the
pay application for the month following the month in which the time was lost.
4.3.8.1.2 Only delay impacting the critical path of the Work shall be considered
when determining if Contractor is entitled to additional time.
4.3.8.2 If adverse weather conditions are the basis for a Claim for additional time,
such Claim shall be documented by data substantiating that weather conditions were
abnormal for the period of time, could not have been reasonably anticipated, that weather
conditions had an adverse effect on the scheduled construction and that the activities
delayed by weather were on the critical path.
4.3.8.2.1 Acceptable data for substantiating a claim for additional time due to abnormal
weather conditions will be the records of the National Oceanographic and Atmospheric
Administration (NOAA) for the prior ten (10) years. In the absence of NOAA records for
a specific Project site, upon mutual agreement, local official records will be the basis.
Furthermore, the effect of such abnormal weather must be demonstrated. However it is
agreed that Contractor will be entitled to any and all extensions of time due to inclement
weather or other events beyond its control.
4.3.8.3 Claims for increase in Contract Time shall set forth in detail the
circumstances that form the basis of the Claim, date upon which each cause of delay
began to affect progress of Work, date upon which each cause of delay ceased to affect
progress of Work and the number of days' increase in Contract Time claimed as a
consequence of each such cause of delay. Contractor shall provide such supporting
documentation as Owner or Engineer may require including, where appropriate, a
revised construction schedule indicating all activities affected by circumstances forming
the basis of the Claim.
4.3.8.4 Contractor shall not be entitled to a separate increase in Contract Time for
each one of the number of causes of delay which may have concurrent or interrelated
effects on progress of Work or for concurrent delays due to fault of Contractor.
4.3.9 Injury or Damage to Person or Property. If either party to the Contract suffers
injury or damage to person or property because of an act or omission of the other party,
of any of the other party's employees or agents, or of others for whose acts such party
is legally liable, written notice of such injury or damage, whether or not insured, shall be
given to the other party within a reasonable time not exceeding twenty -one (21) days
after first observance. The notice shall provide sufficient detail to enable the other party
to investigate and evaluate the matter.
4.3.10 If unit prices are stated in the Contract Documents, or subsequently agreed upon,
and if quantities originally contemplated are materially changed in a proposed Change
Order or Construction Change Directive, so that application of such unit prices to
quantities of Work proposed will cause substantial inequity to the Owner or Contractor,
the applicable unit prices shall be equitably adjusted.
4.3.11 Owner reserves the right to audit the Contractor's costs and bid documents if
Contractor files a claim against Owner.
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4.3.12 Contractor, not owner, shall handle any disputes which may arise between
subcontractor and owner.
4.4 RESOLUTION OF CLAIMS AND DISPUTES
4.4.1 Decision of Engineer:
Claims, including those alleging an error or omission by the Engineer but
excluding those arising under Paragraphs 10.3 through 10.5, shall be referred initially to
the Engineer for decision. An initial decision by the Engineer shall be required as a
condition precedent to mediation, arbitration (if allowed) or litigation of all Claims between
the Contractor and Owner arising prior to the date final payment is due, unless thirty (30)
days have passed after the Claim has been referred to the Engineer with no decision
having been rendered by the Engineer. The Engineer will not decide disputes between
the Contractor and persons or entities other than the Owner.
4.4.2 The Engineer will review Claims and within twenty -one (21) days of the receipt
of the Claim take one or more of the following preliminary actions within ten (10) days of
receipt of a Claim: (1) request additional supporting data from the claimant or a response
with supporting data from the other party; (2) reject the Claim in whole or in part; (3)
recommend approval of the Claim by the other party; (4) suggest a compromise, or (5)
advise the parties that the Engineer is unable to resolve the Claim, if the Engineer lacks
sufficient information to evaluate the merits of the Claim or if the Engineer concludes
that, in the Engineer's sole discretion, it would be inappropriate for the Engineer to
resolve the Claim.
4.4.3 In evaluating Claims, the Engineer may, but shall not be obligated to, consult with
or seek information from either party or from persons with special knowledge or expertise
who may assist the Engineer in rendering a decision. The Engineer may request the
Owner to authorize retention of such persons at the Owner's expense.
4.4.4 If the Engineer requests a party to provide a response to a Claim or to furnish
additional supporting data, such party shall respond, within ten (10) days after receipt of
such request and shall either, provide a response on the requested supporting data,
advise the Engineer when the response or supporting data will be furnished, or advise
the Engineer that no supporting data will be furnished. Within twenty -one (21) days of
receipt of the response or supporting data, if any, the Engineer will either reject or approve
the Claim in whole or in part.
4.4.5 If a Claim has not been resolved after consideration of the foregoing and of further
evidence presented by the parties or requested by the Engineer, the Engineer will notify
the parties in writing that the Engineer's decision will be made within seven (7) days.
Upon expiration of such time period, the Engineer will render to the parties the Engineer's
written decision relative to the Claim. If any change in the Contract Sum or Contract
Time or both is included as part of the Engineer's decision, Engineer will be required to
submit his decision to the Brazos County Commissioners Court for final approval. If there
is a surety and there appears to be a possibility of a Contractor's default, the Engineer
may, but is not obligated to, notify the surety and request the surety's assistance in
resolving the controversy.
ARTICLE 5
SUBCONTRACTORS
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5.1 DEFINITIONS
5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor
to perform a portion of the Work at the site. The term "Subcontractor" is referred to
throughout the Contract Documents as if singular in number and means a Subcontractor
or an authorized representative of the Subcontractor. The term "Subcontractor" does
not include a separate contractor or subcontractors of a separate contractor.
5.1.2 A Sub — subcontractor is a person or entity who has a direct or indirect contract
with a Subcontractor to perform a portion of the Work at the site. The term "Sub —
subcontractor" is referred to throughout the Contract Documents as if singular in number
and means a Sub — subcontractor or an authorized representative of the Sub —
subcontractor.
5.1.3 Engineer and Engineer's consultants may, but are not required to, communicate
directly with any Subcontractor, Sub - subcontractor, or materials supplier when it is
necessary to obtain information necessary for the Engineer or Engineer's consultants to
complete its services on the Project. The Engineer shall endeavor to keep Contractor
informed of conversations. Requests for information, interpretation or clarification, and
correspondence must all be in writing and must be routed through Contractor.
5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS
OF THE WORK
5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements,
the Contractor, within fourteen (14) days after award of the Contract, shall furnish in
writing to the Owner through the Engineer the names of persons or entities (including
those who are to furnish materials or equipment fabricated to a special design) proposed
for each principal portion of the work. The Engineer will promptly reply to the Contractor
in writing stating whether or not the Owner or the Engineer, after due investigation, has
reasonable objection to any such proposed person or entity. Failure of the Owner or
Engineer to reply promptly shall constitute notice of no reasonable objection.
5.2.2 The Contractor shall not contract with a proposed person or entity to which the
Owner or Engineer has made reasonable and timely objection. The Contractor shall not
be required to contract with anyone to whom the Contractor has made reasonable
objection.
5.2.3 If the Owner or Engineer has reasonable objection to a person or entity proposed
by the Contractor, the Contractor shall propose another to whom the Owner or Engineer
has no reasonable objection. The Contract Sum shall be increased or decreased by the
difference in cost occasioned by such change and an appropriate Change Order shall
be issued. However, no increase in the Contract Sum shall be allowed for such change
unless the Contractor has acted promptly and responsively in submitting names as
required.
5.2.4 The Contractor shall not change a Subcontractor, person or entity previously
selected, if the Owner or Engineer makes reasonable objection to such change.
Acceptance of the substitute Subcontractor after previous acceptance of a Subcontractor
for any portion of the work shall not constitute reason for an increase in the Contract
amount.
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5.3 SUBCONTRACTUAL RELATIONS.
By appropriate written agreement, the Contractor shall require each
Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be
bound to the Contractor by terms of the Contract Documents, and to assume toward the
Contractor all the obligations and responsibilities which the Contractor, by these
Documents, assumes toward the Owner and Engineer. Each subcontractor agreement
shall preserve and protect the rights of the Owner and Engineer under the Contract
Documents with respect to the Work to be performed by the Subcontractor so that
subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor,
unless specifically provided otherwise in the subcontract agreement, the benefit of all
rights, remedies and redress against the Contractor that the Contractor, by the Contract
Documents, has against the Owner. Where appropriate, the Contractor shall require
each Subcontractor to enter into similar agreements with Sub — subcontractors.
The Contractor shall make available to each proposed Subcontractor, prior to the
execution of the subcontract agreement, copies of the Contract Documents to which the
Subcontractor will be bound and, upon written request of the Subcontractor, identify to
the Subcontractor terms and conditions of the proposed subcontract agreement which
may be at variance with the Contract Documents. Subcontractors shall similarly make
copies of applicable portions of such documents available to their respective proposed
Sub — subcontractors.
5.3.2 Contractor is fully responsible for acts and omissions of Subcontractors, and
persons either, directly or indirectly, employed by them or under their control, as
Contractor is for their own employees.
5.3.3 Nothing in Contract Documents creates any contractual relationship between any
Subcontractor or Sub - subcontractor, or other tiers, and Owner or Engineer, except for
provisions in paragraph 5.4.
5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS
5.4.1 Each subcontract agreement for a portion of the Work is assigned by the
Contractor to the Owner provided that:
.1 Assignment is effective only after termination of the Contract by the Owner
for cause pursuant to Paragraph 14.2 and only for those subcontract
agreements which the Owner accepts by notifying the Subcontractor in
writing, and
.2 Assignment is subject to the prior rights of the surety, if any, obligated
under bond relating to the Contract.
5.4.2 Upon such Assignment, if the Work has been suspended for more than thirty (30)
days, the Subcontractor's compensation shall be equitably adjusted.
5.4.3 Contractor will provide copies of its subcontracts, agreements and current
information on status of its accounts, upon demand by Owner.
ARTICLE 6
CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS
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6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD
SEPARATE CONTRACTS
6.1.1 Owner reserves the right to perform construction or operations related to the
Project with the Owner's own forces and to award separate contracts in connection with
other portions of the Project or other construction of operations on the site under
Conditions of the Contract identical, or substantially similar, to these including those
portions related to insurance and waiver of subrogation. If the Contractor claims that
delay or additional cost is involved because of such action by the Owner, the Contractor
shall make such Claim as provided in Paragraph 4.3.
6.1.2 When separate contracts are awarded for different portions of the Project or other
construction of operations on the site, the term "Contractor" in the Contract Documents
in each case shall mean the Contractor who executes each separate Owner— Contractor
Agreement.
6.1.3 The Owner shall provide for coordination of the activities of the Owner's own
forces and of each separate contractor with the Work of the Contractor, who shall
cooperate with them. The Contractor shall participate with other separate contractors
and the Owner in reviewing their construction schedules when directed to do so. The
Contractor shall make any revisions to the construction schedule and Contract Sum
deemed necessary after a joint review and mutual agreement. The construction
schedules shall then constitute the schedules to be used by the Contractor, separate
contractors and the Owner until subsequently revised.
6.1.4 Unless otherwise provided in the Contract Documents, when the Owner performs
construction or operations related to the Project with the Owner's own forces, the Owner
shall be deemed to be subject to the same obligations and to have the same rights which
apply to the Contractor under the Conditions of the Contract, including, without excluding
others, those stated in Article 3, this Article 6 and Articles, 10,11 and 12.
6.2 MUTUAL RESPONSIBILITY
6.2.1 The Contractor shall afford the Owner and separate Contractors reasonable
opportunity for introduction and storage of their materials and equipment and
performance of their activities and shall connect and coordinate the Contractor's
construction and operations with theirs as required by the Contract Documents.
6.2.2 If part of the Contractor's Work depends for proper execution or results upon
construction or operations by the Owner or a separate contractor, the Contractor shall,
prior to proceeding with that portion of the Work, promptly report to the Engineer
apparent discrepancies or defects in such other construction that would render it
unsuitable for such proper execution and results. Failure of the Contractor to report shall
constitute an acknowledgment that the Owner's or separate contractors' completed, or
partially completed construction, is fit and proper to receive the Contractor's Work,
except as to defects not then reasonably discoverable.
6.2.3 The Owner shall be reimbursed by the Contractor for costs incurred by the Owner
which are payable to a separate contractor because of delays, improperly timed activities
or defective construction of the Contractor. The Owner shall be responsible to the
Contractor for costs incurred by the Contractor because of delays, improperly timed
activities, and damage to the Work or defective construction of a separate contractor.
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6.2.4 The Contractor shall promptly remedy damage caused by the Contractor to
completed or partially completed construction or to property of the Owner or separate
contractors as provided in Subparagraph 10.2.5.
6.2.5 The Owner and each separate contractor shall have the same responsibilities for
cutting and patching as are described for the Contractor in Paragraph 3.14.
6.3 OWNER'S RIGHT TO CLEAN UP
6.3.1 If a dispute arises among the Contractor, separate contractors and the Owner as
to the responsibility under their respective contracts for maintaining the premises
and surrounding area free from waste materials and rubbish, the Owner may
clean up after reasonable written notice and the cost will be paid by those
responsible.
ARTICLE 7
CHANGES IN THE WORK
7.1 CHANGES
7.1.1 Changes in the Work may be accomplished after execution of the Contract and
without invalidating the Contract, by Change Order, Construction Change Directive or
order for a minor change in the Work, subject to the limitations stated in this Article 7 and
elsewhere in the Contract Documents.
7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor
and Engineer; a Construction Change Directive requires agreement by the Owner and
Engineer and may or may not be agreed to by the Contractor and an order for a minor
change in the Work may be issued by the Engineer alone.
7.1.3 Changes in the Work shall be performed under applicable provisions of the
Contract Documents and the Contractor shall proceed promptly, unless otherwise
provided in the Change Order, Construction Change Directive or order for a minor
change in the Work.
7.1.4 If unit prices are stated in the Contract Documents, or subsequently agreed upon,
and if quantities originally contemplated are so changed in a proposed Change Order or
Construction Change Directive that application of such unit prices to quantities of Work
proposed will cause substantial inequity to the Owner or Contractor, the applicable unit
prices shall be equitably adjusted.
7.2 CHANGE ORDERS
7.2.1 A Change Order is a written instrument prepared by the Engineer and signed by
the Owner. Contractor and Engineer, stating their agreement upon all of the following:
.1 a change in the Work;
.2 the amount of the adjustment in the Contract Sum, if any, and
.3 the extent of the adjustment in the Contract Time, if any.
7.2.2 Methods used in determining adjustments to the Contract Sum may include those
listed in Subparagraph 7.3.3.
7.3 CONSTRUCTION CHANGE DIRECTIVES
7.3.1 A Construction Change Directive is a written order prepared by the Engineer and
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signed by the Owner and Engineer directing a change in the Work and stating a proposed
basis for adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner
may by Construction Change Directive, without invalidating the Contract, order changes
in the Work within the general scope of the Contract consisting of additions, deletions or
other revisions, the Contract Sum and Contract Time being adjusted accordingly.
7.3.2 A Construction Change Directive shall be used in the absence of total agreement
on the terms of a Change Order.
7.3.3 If the Construction Change Directive provides for an adjustment to the Contract
Sum, the adjustment shall be based on one of the following methods:
.1 mutual acceptance of a lump sum properly itemized and supported by
sufficient substantiating date to permit evaluation;
.2 unit prices stated in the Contract Documents or subsequently agreed upon;
.3 cost to be determined in a manner agreed upon by the parties and a
mutually acceptable fixed or percentage fee; or
.4 as provided in Subparagraph 7.3.6.
7.3.4 Upon receipt of a Construction Change Directive, the Contractor shall promptly
proceed with the change in the Work involved and advise the Engineer of the
Contractor's agreement or disagreement with the method, if any, provided in the
Construction Change Directive for determining the proposed adjustment in the Contract
Sum or Contract Time.
7.3.5 A Construction Change Directive signed by the Contractor indicates the
agreement of the Contractor therewith, including adjustment in Contract Sum and
Contract Time or the method for determining them. Such agreement shall be effective
immediately and shall be recorded as a Change Order.
7.3.6 If the Contractor does not respond promptly or disagrees with the method for
adjustment in the Contract Sum, the method and the adjustment shall be determined by
the Engineer on the basis of reasonable expenditures and savings of those performing
the Work attributable to the change, including, in case of an increase in the Contract
Sum, a reasonable allowance for overhead and profit. In such case, and also under
Clause 7.3.3.3, the Contractor shall keep and present, in such form as the Engineer may
prescribe, an itemized accounting together with appropriate supporting data. Unless
otherwise provided in the Contract Documents, costs for the purposes of this
Subparagraph 7.3.6 shall be limited to the following:
.1 costs of labor, including social security, old age and unemployment
insurance, fringe benefits required by agreement or custom, and workers'
or workmen's compensation insurance;
.2 costs of materials, supplies and equipment, including cost of
transportation, whether incorporated or consumed;
.3 rental costs of machinery and equipment, exclusive of hand tools, whether
rented from the Contractor or others;
.4 costs of premiums for all bonds and insurance, permit fees, and sales, use
or similar taxes related to the Work;
.5 additional costs of supervision and field office personnel directly
attributable to the change; and
.6 the maximum allowance for overhead and profit combined included in the
total cost to Owner shall be based on the following schedule:
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A. for Contractor, for any work performed by his own forces, 15% of
the cost;
B. for each subcontractor involved, work performed by his own forces,
10% of the cost;
C. for Contractor, for work performed by his subcontractor, 5% of the
amount due the subcontractor.
7.3.7 The amount of credit to be allowed by the Contractor to the Owner for a deletion
or change which results in a net decrease in the Contract Sum shall be actual net cost
as confirmed by the Engineer. When both additions and credits covering related Work
or substitutions are involved in a change, the allowance for overhead and profit shall be
figured on the basis of net increase, if any, with respect to that change. If the net value
of a change results in a credit from Contractor or subcontractor, the credit given shall be
the net cost, overhead and profit.
7.3.8 Pending final determination of the total cost of a Construction Change Directive to
the Owner, amounts not in dispute for such changes in the Work shall be included in
Applications for Payment accompanied by a Change Order indicating the parties'
agreement with part or all of such costs. For any portion of such cost that remains in
dispute, the Engineer will make an interim determination for purposes of monthly
certification for payment for those costs. That determination of cost shall adjust the
Contract Sum on the same basis as a Change Order, subject to the right of either party
to disagree and assert a claim in accordance with Article 4.
7.3.9 When the Owner and Contractor agree with the determination made by the
Engineer concerning the adjustments in the Contract Sum and Contract Time, or
otherwise reach agreement upon the adjustments, such agreement shall be effective
immediately and shall be recorded by preparation and execution of an appropriate
Change Order.
7.4 MINOR CHANGES IN THE WORK
7.4.1 To the extent allowed by law, the Engineer has authority to order minor changes
in the Work not involving adjustment in the Contract Sum or extension of the Contract
Time and not inconsistent with the intent of the Contract Documents. Such changes
shall be effected by written order and shall be binding on the Owner and Contractor. The
Contractor shall carry out such written orders promptly.
ARTICLE 8
TIME
8.1 DEFINITIONS
8.1.1 The Contractor shall achieve substantial completion of the Work not later than
one hundred eighteen (118) calendar days from the date of commencement, subject to
adjustments of the time for completion as provided in this Agreement.
8.1.2 The date of commencement of the Work shall be effective upon building slab
permit acquisition following the final approval of the Agreement, receipt of performance
and payment bonds and receipt by the Contractor of the written notice to proceed from
either the Owner or the Engineer."
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8.1.3 The date of Substantial completion is the date certified by the Engineer in
accordance with Paragraph 9.8.
8.1.4 The term "day" as used in the contract documents shall mean calendar day.
8.1.5 The term "critical path" as used in the Contract Documents shall mean the
project's tasks that will cause the project end date to be delayed if they are delayed. The
word "critical" does not imply how important a task is; a task is critical solely because it
must occur as scheduled for the project to finish on time.
8.1.6 The term "free slack time" as used in the Contract Documents shall mean the
amount of time a task can be delayed without delaying another task.
8.1.7 The term "total slack time" as used in the Contract Documents shall mean the
amount of time a task can be delayed without delaying the finish date of the project.
8.2 PROGRESS AND COMPLETION
8.2.1 Time limits stated in this Agreement are of the essence of the contract. By
executing the Agreement, the Contractor confirms that the Contract Time is a reasonable
period for performing the Work.
8.2.2 The Contractor shall not, except by agreement or instruction of the Owner in
writing, prematurely commence operations on the site or elsewhere or store materials or
equipment on site prior to the effective date of insurance required by Article 11 to be
furnished by the Contractor and Owner. The date of commencement of the Work shall
not be changed by the effective date of such insurance. Unless the date of
commencement is established by the Contract Documents and a notice to proceed given
by the Owner, the Contractor shall notify the Owner in writing not less than five (5) days
or other agreed period before commencing the Work to permit the timely filing of
mortgages, mechanic's liens and other security interests.
8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall
achieve Substantial Completion within the Contract Time.
8.2.4 Contractor and their Subcontractors shall complete and coordinate Work in
accordance with established schedule.
8.2.5 Contractor is responsible for expediting Work, identifying potential conflicts and
coordination problems, and proposing measures to avoid such problems
8.2.6 Whenever it becomes apparent that any activity completion date may not be met,
unless delay is related to a approved extension of time, Contractor shall take some or all
of following actions and submit supplementary schedule indicating effect of action on
progress and completion of Work, all without additional costs to Owner;
.1 increase number of working hours per shift, shifts per working days,
working days per week, or amount of construction equipment, or any
combination of foregoing which will substantially eliminate backlog of Work,
and put Project back on schedule, and /or,
.2 increase construction manpower in such quantity as will substantially
eliminate backlog of Work, and put Project back on schedule, and /or,
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.3 reschedule activities to achieve maximum practical concurrency of
accomplishment of activities, and put Project back on schedule.
8.2.7 If Contractor fails to take any of actions indicated in subparagraph 8.2.6 within
three (3) days after receiving written notice, Owner may take action to attempt to put
Project back on schedule, and deduct cost of such actions from money due or to become
due Contractor, or shall be grounds for determination by Owner that Contractor is not
prosecuting Work with such diligence as will insure completion within Contract Time.
Upon such determination, Owner may terminate Contractor's right to proceed with Work,
or any separable part thereof, in accordance with provisions of Article 14.
8.2.8 Contractor shall bear cost of any services of Engineer made necessary by delays
in completion of Work due to actions or inactions of Contractor or any Subcontractors.
Contractor shall promptly pay any such cost upon demand by Owner. At Owner's option,
these costs may be deducted from any amounts otherwise due Contractor.
8.3 DELAYS AND EXTENSION OF TIME
8.3.1 Except as otherwise provided in the Contract Documents, if the Contractor is
delayed at any time in the commencement or progress of the Work by an act or neglect
of the Owner or Engineer, or of an employee of either, or of a separate Contractor
employed by the Owner, or by changes ordered in the Work, or by labor disputes, fire,
adverse conditions as provided for in 4.3.8.2, unusual delay in deliveries, unavoidable
casualties or other causes beyond the Contractor's control, or by delay authorized by the
Owner, or by other causes which the Owner determines may justify delay, then the
Contract Time shall be extended by Change Order for such reasonable time as the
Engineer and Owner may determine.
.1 If at least seven (7) hours of work time are available out of the working day,
no extensions of time will be allowed;
.2 No extension of time will be allowed for Saturdays, Sundays, or holidays
unless the Contract requires and stipulates overtime work and it has been
approved in writing by Owner; and
.3 Time extensions will not be allowed for drying of materials when it is
possible for the Contractor to enclose area and materials or use an
acceptable drying process.
8.3.2 There will be no delay claims by Contractor if the Contractor finishes the Project
early, even if owner delays the work.
8.3.3 Claims relating to time shall be made in accordance with applicable provision of
Paragraph 4.3.
8.3.4 If Contract Time is extended pursuant to paragraph 8.3, such extension shall be
the exclusive remedy of Contractor and said Contractor shall not be entitled to recover
damages from Owner or Engineer.
8.3.4 Owner's exercise of any of its rights under "ARTICLE 7 - CHANGES IN THE
WORK," regardless of the extent of number of such changes, or requirement of correction
or re- execution of defective work, or extent of number of Engineer's interpretations or
clarifications of the Contract Documents, shall not, under any circumstances, be
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construed as neglect or intentional interference with Contractor's performance of the
Work.
ARTICLE 9
PAYMENTS AND COMPLETION
9.1 CONTRACT SUM
9.1.1 The Contract Sum is $1.179,000.00 and, subject to authorized adjustments as
provided in this Agreement, is the total amount payable by the Owner to the Contractor
for performance of the Work.
9.2 SCHEDULE OF VALUES
9.2.1 Unless otherwise provided in the Contract documents, before the first application
for Payment, the Contractor shall submit to the Engineer a schedule of values allocated
to various portions of the Work prepared in such form and supported by such data to
substantiate its accuracy as the Engineer may require. This schedule, unless objected
to by the Engineer, shall be used as a basis for reviewing the Contractor's Applications
for Payment.
9.2.2 The Engineer will provide to the Contractor a list of the portions or sections of
work for which he wishes to have separate values included and those items for which he
will require material quantities to be shown.
9.3 APPLICATIONS FOR PAYMENT
9.3.1 Unless otherwise provided in the Contract Documents; at least twenty (20) days
before the date established for each progress payment, the Contractor shall submit to
the Engineer an Itemized Application for Payment for operations completed in
accordance with the schedule of values. Such application shall be notarized and
supported by such data substantiating the contractor's right to payment including the
most current Contractors Construction Schedule and/or copies of requisitions from
Subcontractors and material providers as the Owner or Engineer may require, and
reflecting retainage if provided for elsewhere in the Contract documents.
9.3.1.2 Such applications may not include requests for payment of amounts the
Contractor does not intend to pay to a Subcontractor or material supplier because of a
dispute or other reason.
9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made
on account of materials and equipment delivered and suitably stored at the site for
subsequent incorporation in the Work. If approved in advance by the Owner, payment
may similarly be made for materials and equipment suitably stored off the site at a
location agreed upon in writing. Payment for materials and equipment stored on or off
the site shall be conditioned upon compliance by the Contractor with procedures
satisfactory to the Owner to establish the Owner's title to such materials and equipment
orotherwise protect the Owner's interest, and shall include applicable insurance, storage
and transportation to the site for such materials and equipment stored off the site.
9.3.3 The Contractor warrants that title to all Work covered by an Application for
Payment will pass to the Owner no later than the time of payment. The Contractor further
warrants that upon submittal of an Application for Payment all Work for which Certificates
Agrement for ConsWclion —Fleet Facility —RFP 42015 -24 Page 38
for Payment have been previously issued and payments received from the Owner shall,
to the best of the Contractor's knowledge, information and belief, be free and clear of
liens, claims, security interests or encumbrances in favor of the Contractor,
Subcontractors, material suppliers or other persons or entities making a claim by reason
of having provided labor, materials and equipment relating to the Work.
9.3.4 The Contractor shall submit his Application for Payment, amounting to 95% of the
cost of the work performed and 95% of the materials on hand in accordance with
paragraph 9.3.2 above, as of the last day of each month.
9.4 CERTIFICATES FOR PAYMENT
9.4.1 The Engineer will, within seven (7) days after receipt of the Contractor's
Application for Payment and the Engineer's site visit, either, issue to the Owner a
Certificate for Payment for such amount as the Engineer determines is properly due or
notify the Contractor and Owner in writing of the Engineer's reasons for withholding
certification in whole or in part as provided in Subparagraph 9.5.1.
9.4.2 The issuance of a Certificate for Payment will constitute a representation by the
Engineer to the Owner, based on the Engineer's observations at the site and the data
comprising the Application for Payment, that the Work has progressed to the point
indicated and that, to the best of the Engineer's knowledge, information and belief, the
observed aesthetic quality of the Work is in accordance with the Contract Documents.
The Engineer's Certificate for Payment shall be based, in part, on the recommendation
of the Contractor. The foregoing representations are subject to an evaluation of the Work
for conformance with the Contract documents upon Substantial Completion, to results of
subsequent tests and inspections, to minor deviations from the Contract Documents
correctable prior to completion and to specific qualifications expressed by the Engineer.
The issuance of a Certificate for Payment will further constitute a representation that the
Contractor is entitled to payment in the amount certified. However, the issuance of a
Certificate for Payment will not be a representation that the Engineer has: (1) made
exhaustive or continuous on —site evaluations and /or inspections to check the quality or
quantity of the Work; (2) reviewed construction means, methods, techniques, sequences
or procedures; (3) reviewed copies of requisitions received from Subcontractors and
material suppliers and other data requested by the Owner to substantiate the
Contractor's right to payment; or (4) made examination to ascertain how or for what
purpose the contractor has used money previously paid on account of the Contract Sum.
9.5 DECISIONS TO WITHHOLD CERTIFICATION
9.5.1 The Engineer may decide not to certify payment and may withhold a Certificate
for Payment in whole or in part, to the extent reasonably necessary to protect the Owner
if, in the Engineer's opinion, the representations to the Owner required by Subparagraph
9.4.2 cannot be made. If the Engineer is unable to certify payment in the amount of the
Application, the Engineer will notify the Contractor and Owner as provided in
Subparagraph 9.4.1. If the Contractor and Engineer cannot agree on a revised amount,
the Engineer will promptly issue a Certificate for Payment for the amount for which the
Engineer is able to make such representations to the Owner. The Engineer may also
decide not to certify payment or, because of subsequently discovered evidence or
subsequent observations, may nullify the whole or a part of a Certificate for Payment
previously issued, to such extent as may be necessary in the Engineer's opinion to
protect the Owner from loss because of:
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.1 defective Work not remedied;
.2 third party claims filed or reasonable evidence indicating probable filing of
such claims;
.3 failure of the Contractor to make payments properly to Subcontractors or
for labor, materials or equipment;
.4 reasonable evidence that the Work cannot be completed for the unpaid
balance of the Contract Sum;
.5 damage to the Owner or another contractor;
.6 reasonable evidence that the Work will not be completed within the
contract Time, and that the unpaid balance would not be adequate to cover
actual or liquidated damages for the anticipated delay;
.7 persistent failure to carry out the Work in accordance with the Contract
Documents;
.8 failure to comply with the approved Project Construction Schedule;
.9 erroneous estimates by the Contractor or a Sub - contractor of values of
Work performed, or
.10 the existence of any event of default under the Contract Documents.
9.5.2 When the above reasons for withholding certification are removed, certification
will be made for amounts previously withheld.
9.6 PROGRESS PAYMENTS
9.6.1 After the Engineer has issued a Certificate for Payment, the Owner shall make
payment in the manner and within the time provided in the Contract Documents, and
shall so notify the Engineer.
9.6.1.1 Owner will make partial payments to Contractor within thirty (30) days after
receipt of Certificate for Payment from Engineer.
9.6.1.2 Owner may withhold payment to Contractor notwithstanding Engineer's
certification, if it is necessary, in Owner's opinion, to do so to protect Owner from loss due
to any of the reasons set forth in Subparagraphs 9.5.1.1 through 9.5.1.10, inclusive.
9.6.2 The Contractor shall pay each Sub - contractor any due amounts in accordance
with Texas Law. The Contractor shall, by appropriate agreement with each
Subcontractor, require each Subcontractor to make payments to Sub — subcontractors in
similar manner.
9.6.3 The Engineer will, on request, furnish to a Sub - contractor, if practicable,
information regarding percentages of completion or amounts applied for by the
Contractor and action taken thereon by the Engineer on account of portions of the Work
done by such Sub - contractor.
9.6.4 The Owner has the right to request written evidence from the Contractor that the
Contractor has properly paid Subcontractors and material and equipment suppliers
amounts paid by the Owner to the Contractor for subcontracted Work. If the Contractor
fails to furnish such evidence within seven (7) days, the Owner shall have the right to
contact Subcontractors to ascertain whether they have been properly paid. Neither the
Owner nor Engineer shall have an obligation to pay, or to see to the payment of money,
to a Subcontractor except as may otherwise be required by law.
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9.6.5 Contractor's payment to material suppliers and equipment suppliers shall be
treated in a manner similar to that provided in Subparagraphs 9.6.2, 9.6.3 and 9.6.4.
9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or
occupancy of the Project by the Owner shall not constitute acceptance of Work not in
accordance with the contract Documents.
9.7 FAILURE OF PAYMENT
9.7.1. If the Engineer does not issue a Certificate for Payment, through no fault of the
Contractor, within seven (7) days after receipt of the Contractor's Application for
Payment, or if the Owner does not pay the contractor within seven (7) days after the date
established in the Contact Documents the amount certified by the Engineer, then the
Contractor may, upon seven (7) additional days' written notice to the Owner or Engineer,
stop the Work until payment of the amount owing has been received. The Contract Time
shall be extended appropriately and the Contract Sum shall be increased by the amount
of the Contractor's reasonable costs of shut —down, delay and start—up, as provided for
in the Contract Documents.
9.8 SUBSTANTIAL COMPLETION
9.8.1 Substantial Completion is the stage in the progress of the Work when the Work is
complete in accordance with the Contract Documents so the Owner can occupy or utilize
the Work for its intended use.
9.8.2 Unless otherwise provided in the Contract Documents, when the Contractor
considers that the Work, or a portion thereof which the Owner agrees to accept
separately, is substantially complete, the Contractor shall thoroughly inspect the Work
and prepare and submit to the Engineer a comprehensive list of items to be completed
or corrected, Contractor's Notice of Substantial Completion, and a written request for
Engineer's review of the Work. The Contractor shall proceed promptly to complete and
correct items on the list. Failure to include an item on such list does not alter the
responsibility of the Contractor to complete all Work in accordance with the Contract
Documents. Upon approval of Substantial Completion by Brazos County, Contractor
has thirty (30) days to reach Final Completion of the Work . If the Contractor does not
achieve Final Completion within thirty (30) days after Substantial Completion, Contractor
shall be subject to additional Liquidated Damages as set forth under paragraph 9.11.2
herein.
9.8.3 Unless otherwise provided in the Contract Documents, after receipt of the
Contractor's Notice of Substantial Completion and the Contractor's list, the Engineer and
Owner will make inspections to determine whether the Work or designated portion
thereof is substantially complete. If the Engineer's and Owner's inspections disclose any
Item, whether or not included on the Contractor's list, which is not in accordance with the
requirements of the Contract Documents, the Contractor shall, before issuance of the
Certificate of Substantial Completion, complete or correct such item upon notification by
the Engineer. In such case, the Contractor shall then submit another Contractor's Notice
of Substantial Completion and a request for another inspection by the Engineer and
Owner to determine Substantial Completion.
9.8.4 When the Work is substantially complete, the Engineer will prepare a Certificate
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of Substantial Completion which shall establish the date of Substantial Completion, shall
establish responsibilities of the Owner and Contractor for security, maintenance, heat,
utilities, damage to the Work and insurance, and shall fix the time within which the
contractor shall finish all items on the list accompanying the Certificate. Warranties
required by the Contract Documents shall commence on the date of Substantial
Completion of the Work or designated portion thereof unless otherwise provided in the
Certificate of Substantial Completion. The Certificate of Substantial Completion shall be
submitted to the Owner and Contractor for their written acceptance or responsibilities
assigned to them in such Certificate.
9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and
Contractor for their written acceptance of responsibilities assigned to them in such
Certificate. Upon such acceptance and consent of surety, if any, the Owner shall make
payment of retainage applying to such Work or designated portion thereof. Such
payment shall be adjusted for Work that is incomplete or not in accordance with the
requirements of the Contract Documents.
9.9 PARTIAL OCCUPANCY OR USE
9.9.1 The Owner may occupy, or use, any completed or partially completed portion of
the Work at any stage when such portion is designated by separate agreement with the
Contractor, provided such occupancy or use is consented to by the insurer as required
under Subparagraph 11.4.1.5 and authorized by public authorities having jurisdiction
over the Work. Such partial occupancy, or use, may commence whether or not the
portion is substantially complete provided that the Owner and Contractor have accepted
in writing the responsibilities assigned to each of them for payments, retainage if any,
security, maintenance, heat, utilities, damage to the Work and insurance, and have
agreed in writing concerning the period for correction of the Work and commencement
of warranties required by the Contract Documents. When the Contractor considers a
portion substantially complete, or the Owner notifies the Contractor of intent to occupy
or use a portion of the Work prior to substantial completion, the Contractor shall prepare
and submit a list to the Engineer as provided under Subparagraph 9.8.2. Consent of the
Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of
the progress of the Work shall be determined by written agreement between the Owner
and Contractor or, if no agreement is reached, by decision of the Engineer.
9.9.2 Immediately prior to such partial occupancy, or use, the Owner, Contractor and
Engineer shall jointly inspect the area to be occupied or portion of the Work to be used
in order to determine and record the condition of the Work.
9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions
of the Work shall not constitute acceptance of Work not complying with the requirements
of the Contract Documents.
9.10 FINAL COMPLETION AND FINAL PAYMENT
9.10.1 Unless otherwise provided in the Contract Documents; the Contractor shall
inspect the Work to determine that it is sufficiently complete in accordance with the
Contract Documents and the Contract is fully performed. Upon receipt of Contractor's
Notice of Final Completion written notice certifying that the Work is sufficiently complete
in accordance with the Contract Documents, that the Contract is fully performed, that the
Work is ready for final inspection and acceptance and upon receipt of a final Application
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Vol. Pq. j
for Payment, the Engineer and Owner will in a reasonable time, make such inspection
and when the Engineer and Owner finds the Work acceptable under the Contract
Documents and the Contract sufficiently performed, the Engineer will promptly issue a
final Certificate for Payment stating that to the best of the Engineer's knowledge,
information and belief, and on the basis of the Engineer's and Owners on -site visits and
inspections, the Work has been sufficiently completed in accordance with terms and
conditions of the Contract Documents. The Engineer's final Certificate for Payment will
constitute a further representation that conditions listed in Subparagraph 9.10.2 as
precedent to the Contractor's being entitled to final payment have been fulfilled.
However, 95% of the contract amount will be due and payable to Contractor as noted in
said final Certificate, with the remaining 5% retainage due and payable to the Contractor
within thirty (30) days after acceptance of the Work by the Owner.
9.10.2 Unless otherwise provided in the Contract Documents, neither final payment nor
any remaining retained percentage shall become due until the Contractors submits to
the Engineer: (1) an affidavit that payrolls, bills for materials and equipment and other
indebtedness connected with the Work for which the Owner or the Owner's property
might be responsible or encumbered (less amounts withheld by Owner) have been paid
or otherwise satisfied; (2) a certificate evidencing that insurance required by the Contract
Document to remain in force after final payment is currently in effect and will not be
canceled or allowed to expire until at least thirty (30) days' prior written notice has been
given to the Owner; (3) a written statement that the Contractor knows of no substantial
reason that the insurance will not be renewable to cover the period required by the
Contract Documents; (4) consent of surety, if any, to final payment, and (5) if required
by the Owner, other data establishing payment or satisfaction of obligations, such as
receipts, releases and waivers of liens, claims, security interests or encumbrances
arising out of the Contract, to the extent and in such form as may be designated by the
Owner, for Owner's review and approval. If a Subcontractor refuses to furnish a release
or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the
Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after
payments are made, the Contractor shall refund to the Owner all money that the Owner
may be compelled to pay in discharging such lien, including all costs and reasonable
attorneys fees.
9.10.3 If, after Substantial Completion of the Work, Final Completion thereof is materially
delayed through no fault of the Contractor or by issuance of Change Orders affecting
final completion and the Engineer so confirms, the Owner shall, upon application by the
Contractor and certification by the Engineer and without terminating the Contract, make
payment of the balance due for that portion of the Work fully completed and accepted.
If the remaining balance for Work not fully completed or corrected is less than retainage
stipulated in the Contract Documents and if bonds have been furnished the written
consent of surety to payment of the balance due for that portion of the Work fully
completed and accepted shall by submitted by the Contractor to the Engineer prior to
certification of such payment. Such payment shall be made under terms and conditions
governing final payment, except that it shall not constitute a waiver of claims.
9.10.3.1 Final payment constituting entire unpaid balance of Contract Amount will
be paid by Owner to Contractor within thirty (30) days after final Certificate for Payment
has been issued by Engineer.
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9.10AThe making of final payment shall constitute a waiver of Claims by the Owner
except those arising from:
.1 liens, Claims, security interests or encumbrances arising out of the
Contract and unsettled;
.2 failure of the Work to comply with the requirements of the Contract
Documents;
.3 terms of special warranties required by the Contract Documents, or
.4 non- conforming, faulty or defective Work appearing at or after final
paym ent.
9.10.5 Acceptance of final payment by the Contractor, a Subcontractor or material
supplier shall constitute a waiver of claims by that payee except those previously made
in writing and identified by that payee as unsettled at the time of final Application for
Payment.
9.11 LIQUIDATED DAMAGES
9.11.1 Owner will suffer financial loss if the Project is not Substantially Complete on the
date set forth in the Contract. Contractor and Contractor's Surety shall be liable for and
shall pay Owner stipulated and fixed sums, hereinafter agreed to as liquidated damages,
for each calendar day of delay after the date established for Substantially Completion
until the Work is Substantially Complete: One Thousand dollars ($1,000.00). It is
understood that said sum shall be considered as liquidated damages and shall not be
considered as a penalty against the Contractor
9.11.2 If thirty (30) days after Substantial Completion of the Work the Contractor is
unable to achieve Final Completion of the Project as determined by Brazos County,
Brazos County will suffer further loss. Contractor and Contractor's Surety shall be liable
for and shall pay Owner stipulated and fixed sums, hereinafter agreed to as liquidated
damages, for each additional calendar day of delay past thirty (30) days after Substantial
Completion until Final Completion is achieved: One Thousand Dollars ($1,000.00). It is
understood that said sum shall be considered as liquidated damages and shall not be
considered as a penalty against the Contractor.
ARTICLE 10
PROTECTION OF PERSONS AND PROPERTY
10.1 SAFETY AND HEALTH PRECAUTIONS AND PROGRAMS
10.1.1 The Contractor shall be responsible for initiating, maintaining and supervising all
safety and health precautions and programs in connection with the performance of the
Contract. This requirement applies continuously and is not limited to normal Working
hours.
10.2 SAFETY OF PERSONS AND PROPERTY
10.2.1 The Contractor shall at all times conduct all operations under this
Agreement in a manner to avoid the risk of bodily injury or risk of damage to the following:
.1 employees on the Work and other persons who may be affected thereby,
to include but not limited to the Owner and Engineer and their consultants
and employees;
.2 the Work and materials and equipment to be incorporated therein, whether
in storage on or off the site, under care, custody or control of the Contractor
Agmement for Consbuclion — rlret Pacilay —UP #2015-24 Page 44
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or the Contractor's Subcontractors or Sub — subcontractors; and
.3 other property at the site or adjacent thereto, such as trees, shrubs, lawns
walks, pavements, roadways, structures and utilities not designated for
removal, relocation or replacement in the course of construction.
10.2.2 The Contractor shall comply with and give notices required by applicable laws,
statutes, ordinances, codes, standards, rules, regulations, policies and lawful orders of
public authorities (including reference standards issued under the Occupation Safety Act
and the Occupancy Safety and Health Administration) bearing on safety and health of
persons or property or their protection from damage, injury or loss.
10.2.3 The Contractor shall erect and maintain, as required by existing conditions and
performance of the Contract, reasonable safeguards for safety and protection, including
posting danger signs and other warnings against hazards, promulgating safety
regulations and notifying owners and users of adjacent sites and utilities.
10.2.4 When use or storage of hazardous materials or equipment or unusual methods
are necessary for execution of the Work, such as driving or removal of piles, wrecking,
demolition, excavation or other similar potentially dangerous work is necessary, the
Contractor shall exercise utmost care and carry on such activities under supervision of
properly qualified personnel, and shall give Owner reasonable advance notice.
Contractor is fully responsible for any and all damages, claims, and for the defense of all
actions against Owner and Engineer, and their consultants and employees resulting from
the prosecution of such work.
10.2.4.1 Use or storage of explosives is prohibited.
10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or
loss insured under property insurance required by the Contract Documents) to property
referred to in Paragraphs 10.2.1.2 and 10.2.1.3 caused in whole or in part by the
Contractor, a Subcontractor, a Sub — subcontractor, or anyone directly or indirectly
employed by any of them or by anyone for whose acts they may be liable and for which
the Contractor is responsible under Paragraphs 10.2.1.2 and 10.2.1.3, except damage
or loss attributable to acts or omissions of the Owner or Engineer or anyone directly or
indirectly employed by either of them, or by anyone for whose acts either of them may
be liable and not attributable to the fault or negligence of the Contractor. The foregoing
obligations of the Contractor are in addition to the Contractor's obligations under
Paragraph 3.18.
10.2.6 The Contractor shall designate a responsible, properly trained and
qualified member or members of the Contractor's organization at the site whose duties
shall be the prevention of accidents, damage to property and to supervise and train
personnel in the use of dangerous and hazardous equipment, materials and substances
necessary for the execution of the Work. This person shall be the Contractor's
superintendent unless otherwise designated by the Contractor in writing to the Owner
and Engineer.
10.2.7 The Contractor shall not permit any part of the construction or site,
including new construction or existing facilities to be loaded with weights that will exceed
design loads or so as to endanger safety of persons or property or cause damage or
Agreement forConstrvction — Fket F, 61ity —RFR W 2015 -24 Page 45
create an unsafe condition.
10.2.8 Contractor shall give notice in writing at least forty -eight (48) hours or
longer if required by affected parties before breaking ground, to all persons having
interests on or near site, Public Utility Companies, owners of property having structures
or improvements in proximity to site of the Work, agencies, authorities, inspectors, or
those otherwise in charge of property, streets, water pipes, gas pipes, sewer pipes,
telephone cables, electric cables, railroads or otherwise who may be affected by
Contractor's operation, in order that they may remove any obstruction for which they are
responsible and have representative on site to see that their property is properly
protected. Such notice does not relieve Contractor of responsibility for any damages,
claims, and defense of all actions against Owner and Engineer resulting from
performance of such Work in connection with or arising out of Contract.
10.2.9 All parts of Work shall be braced to resist wind or other loads. Contractor
shall perform Work with the explicit understanding that the design of the Project is based
on all parts of Work having been completed and as such, the methods of performance
of each part of Work shall be done accordingly.
10.2.10 Temporary items such as, but not limited to: scaffolding, staging, lifting and
hoisting devices, shoring, excavation, barricades, and safety and construction
procedures necessary in completion of Project shall be the responsibility of the
Contractor and its Subcontractors and shall comply with all applicable codes and
regulations. It shall not be responsibility of Owner, Engineer or their representatives to
determine if Contractor, Subcontractors or their representatives are in compliance with
the aforementioned regulations.
10.2.11 The Contractor shall comply with all Federal Occupational Safety and
Health Administration Hazard Communications Act (HAZCOM) requirements, including
properly maintaining Materials Safety Data Sheets (MSDS) at the Project site. The
Contractor shall ensure that all MSDS are compiled in a single location at the Project
site, and are available to the regulating agencies. The Contractor shall indemnify and
hold harmless the Owner and Engineer for their respective failure to comply with this
provision.
10.2.12 The Contractor shall be responsible for any fines, penalties or charges by
any regulatory body by reason of any violation of safety or health regulations. Contractor
shall also be responsible for reimbursement of any OSHA fines incurred by the Engineer
for Project site safety conditions created or controlled by the Contractor that result in the
Engineer receiving a citation under the OSHA multi - employer citation provision.
10.2.13 The Contractor shall notify Owner's and Engineer's personnel upon arrival
to the Project site of any known safety or health hazards at the Project and the
precautions they should take.
10.2.14 The Contractor shall provide safety and health equipment (excluding
boots) for the Owner and Engineer to protect them from safety and health risks during
the performance of their services during the construction of the Project.
10.2.15 The Engineer's review of Contractor's performance does not include
Agreement for Construction— Fleet Facility —UP 4 2015 -24 Page 4 6
review of adequacy of Contractor's safety or health measures.
10.3 HAZARDOUS MATERIALS OR SUBSTANCES
10.3.1 The Contractor is responsible for compliance with any requirements included in
the Contract Documents regarding hazardous materials. If the Contractor encounters a
hazardous material or substance not addressed in the Contract Documents and if
reasonable precautions will be inadequate to prevent foreseeable bodily injury or death
to persons resulting from a hazardous material or substance, including but not limited to,
asbestos or polychlorinated biphenyl (PCB) encountered on the site by the Contractor,
the Contractor shall, upon recognizing the condition, immediately stop Work in the
affected area and report the condition to the Owner, in writing, with a copy to the Engineer.
10.3.1.1 The term "hazardous materials or substance" also includes, but is not
limited to, asbestos, asbestos products, polychlorinated biphenyl (PCB), radon gas,
industrial waste, acids, lead, alkaline, irritants, contaminants or other pollutants, excluding
mild chemicals used in the cleaning of finished building materials.
10.3.2 Upon receipt of the Contractor's written notice, the Owner shall obtain the services
of a licensed laboratory to verify the presence or absence of the material or substance
reported by the Contractor and in the event such material or substance is found to be
present, to cause it to be rendered harmless. Unless otherwise required by the Contract
Documents, the Owner shall furnish in writing to the Contractor the names and
qualifications of persons or entities who are to perform tests verifying the presence or
absence of such material or substance or who are to perform the task of removal or safe
containment of such material or substance. The Contractor will promptly reply to the
Owner in writing stating whether or not either has reasonable objection to the persons or
entities proposed by the Owner. If the Contractor has an objection to a person or entity
proposed by the Owner, the Owner shall propose another to whom the Contractor has no
reasonable objection. When the material or substance has been rendered harmless,
Work in the affected area shall resume upon written agreement of the Owner and
Contractor. By Change Order the Contract Time shall be extended appropriately and the
Contract Sum shall be increased in the amount of the Contractor's reasonable additional
costs of shut -down, delay and start-up.
10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless
the Contractor, Subcontractors, Engineer, Engineer's consultants and agents and
employees of any of them from and against claims, damages, losses and expenses,
including but not limited to attorneys' fees, arising out of or resulting from performance of
the Work in the affected area if in fact the material or substance presents the risk of bodily
injury or death as described in Subparagraph 10.3.1 and has not been rendered
harmless, provided that such claim, damage, loss or expense is attributable to bodily
injury, sickness, disease or death, or to injury to or destruction of tangible property (other
than the Work itself) except to the extent that such damage, loss or expense is to the fault
or negligence of the party seeking indemnity.
10.3.4The Engineer and Engineer's consultants and employees shall have no
responsibility for the discovery, presence, handling, removal or disposal of, or exposure
of persons, to hazardous materials or toxic substances in any form at the Project site.
10.3.5 The Owner and Engineer shall not be responsible under Paragraph 10.3 for
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hazardous materials and substances brought to the Project site by the Contractor unless
such materials or substances were required by the Contract Documents and the
Contractor so notified the Owner and Engineer. The Contractor shall notify the Owner
and Engineer prior to bringing any hazardous material or substance onto the Project site.
10.3.6 If, without negligence on the part of the Contractor, the Contractor is held liable by
a government agency for the cost of remediation of a hazardous material or substance
solely by reason of performing Work as required by the Contract Documents, the Owner
shall indemnify the Contractor for all cost and expense thereby incurred.
10.4 EMERGENCIES
10.4.1 In an emergency affecting safety or health of persons or property, the Contractor
shall act, at the Contractor's discretion, to prevent threatened damage, injury or loss.
Additional compensation or extension of time claimed by the Contractor on account of an
emergency shall be determined as provided in Paragraph 4.3. and Article 7.
10.4.2 The Contractor shall promptly report in writing to Owner and Engineer all accidents
arising out of, or in connection with, the performance of the Work, whether on or off the
site, which caused death, personal injury or property damage, giving full details and
statements of any witnesses. In addition, if death, serious personal injuries or serious
property damages are caused, the accident shall be reported immediately by telephone
or messenger to Owner and Engineer.
ARTICLE 11
INSURANCE AND BONDS
11.1 CONTRACTOR'S LIABILITY INSURANCE
11.1.1 The Contractor shall purchase from and maintain in a company or companies
lawfully authorized to do business in the State of Texas such insurance as will protect
the Contractor from claims set forth below which may arise out of, or result from, the
Contractor's operations under the Contract and for which the Contractor may by legally
liable, whether such operations be by Contractor or by a Subcontractor or by anyone
directly, or indirectly, employed by any of them, or by anyone for whose acts any of them
may be liable:
.1 claims under workers' or workmen's compensation, disability benefit and
other similar employee benefit acts which are applicable to the Work to be
performed;
.2 claims for damages because of bodily injury, occupational sickness or
disease, or death of the Contractor's employees;
.3 claims for damages because of bodily injury, sickness, disease or death of
any person other than the Contractor's employees or persons or entities
excluded by statute from requirements of Subparagraph 11.1.1.1, but
required by Contract Documents to provide insurance required by that
Subparagraph;
.4 claims for damages insured by usual personal injury liability coverage
which are sustained by: (1) by a person as a result of an offense directly or
indirectly related to employment of such person by the Contractor; or (2)
by another person;
.5 claims for damages, other than to the Work itself, because of injury to or
destruction of tangible property, including loss of use resulting there from;
.6 claims for damages because of bodily injury, death of a person or property
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damage arising out of ownership, maintenance or use of a motor vehicle;
.7 claims for bodily injury or property damage arising out of completed
operations;
.8 claims involving contractual liability insurance applicable to the
Contractor's obligations under Paragraph 3.18.
.9 Liability Insurance shall include all major divisions of coverage and be on a
comprehensive basis including:
(1) Premises Operations (including X, C and U coverages as
applicable).
(2) Independent Contractors' Protective.
(3) Products and Completed Operations.
(4) Personal Injury Liability with Employment Exclusion deleted.
(5) Contractual, including specified provision for Contractor's
obligations under Paragraph 3.18.
(6) Owned, non -owned and hired motor vehicles.
(7) Broad Form Property Damage including Completed Operations.
.10 If General Liability coverages are provided by a Commercial General
Liability Policy on a claims -made basis, the policy date or Retroactive Date
shall predate the Contract; the termination date of the policy or applicable
extended reporting period shall be no earlier than the termination date of
coverages required to be maintained after final payment, certified in
accordance with Subparagraph 9.10.2.
11.1.2 The insurance required by Subparagraph 11.1.1 shall be written for not less than
the limits of liability specified in the Bid documents or as required by law, whichever
coverage is greater. Coverage shall be written on an occurrence basis and shall be
maintained without interruption from date of commencement of the Work until date of
final payment and termination of any coverage required to be maintained after final
payment.
11.1.2.1 The insurance required by Subparagraph 11.1.1 shall be written for not less than
the following limits, or greater if required by law:
1. Workers' Compensation:
(a) State: Texas Statutory
(b) Applicable Federal (e.g., Longshoremen harbor work, Work at or
outside U.S. Boundaries):
Statutory: Not Applicable
(c) Maritime: Not Applicable
(d) Employer's Liability: $ 500,000 each accident
$ 500,000 disease, policy limit
$ 500,000 disease, each employee
(e) Benefits required by union labor contracts: As Applicable
Comprehensive or Commercial General Liability (including Premises -
Operations; Independent Contractors' Protective: Products and Completed
Operations; Broad Form Property Damage):
(a) Bodily Injury: $ 1,000,000 each occurrence
$ 1,000,000 aggregate
(b) Property Damage: $ 1,000,000 each occurrence
$ 1,000,000 aggregate
Agmmncnl for Construction— Fleet 17nilily —UP # 201524 Page 49
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(c) Products and Completed Operations Insurance to be maintained for
a minimum period of five 5 year(s) after final payment:
(d) Property Damage Liability Insurance shall include coverage for the
following hazards:
1) X(Explosion).
2) C (Collapse).
3) U (Underground).
(e) Broad Form Property Coverage shall include Completed Operations.
3. Contractual Liability:
(a) Bodily Injury: $ 1,000,000 each occurrence
(b) Property Damage: $ 1,000,000 each occurrence
$ 2,000,000 aggregate
4. Personal Injury with Employment Exclusion deleted: $ 1,000,000
aggregate
5. If the General Liability coverages are provided by a Commercial Liability
policy, the:
(a) General Aggregate shall be not less than $ 2,000,000 and it shall
apply, in total, to this Project only.
(b) Fire Damage Limit shall be not less than $ 100,000 on any one
Fire.
(c) Medical Expense Limit shall be not less than $ 10,000 on any one
person.
6. Umbrella Excess Liability: $ 2,000,000 over primary insurance
$ 10,000 retention for self- insured hazards each
occurrence
Business Auto Liability (including owned, non -owned and hired vehicles):
(a) Bodily Injury: $ 500,000 each person
$ 1,000,000 each accident
(b) Property Damage: $ 500,000 each occurrence
Note: The State of Texas has a no fault automobile insurance requirement.
Contractor shall be certain coverage is provided which conforms to any
specific stipulation in the law.
11.1.3 Certificates of Insurance acceptable to the Owner shall be filed with the Owner
prior to commencement of the Work. These Certificates and the insurance policies
required by this Paragraph 11.1 shall contain a provision that coverage afforded under
the policies will not be canceled, or allowed to expire, until at least thirty (30) days prior
written notice has been given to the Owner. If any of the foregoing insurance coverage
are required to remain in force after final payment and are reasonably available, an
additional certificate evidencing continuation of such coverage shall be submitted with
the final Application for Payment as required by Subparagraph 9.10.2. Information
concerning reduction of coverage shall be furnished by the Contractor with reasonable
promptness in accordance with the Contractor's information and belief. Not later than
ten (10) days from award of bid, Contractor shall deliver to the Owner, copies of the
insurance certificate in accordance with the above requirements naming Owner as
Agmcmrnt for Con,mclion- Flmt Facility -RFP 4 201$ -24 Page 50
Fol 02 pg
additional insured.
11.2 OWNER'S LIABILITY INSURANCE:
11.2.1 The Owner reserves the right to be self insured for any and all insurance of any
kind, type,or nature required by the Contract Documents.
11.2.1.1 Contractor shall purchase and maintain insurance covering Owner's
contingent liability for claims which may arise from operations under the Contract.
.1 Bodily Injury:
$ 1,000,000 each occurrence
$ 1,000,000 aggregate
.2 Property Damage:
$ 1,000,000 each occurrence
$ 1,000,000 aggregate
11.3 PROPERTY INSURANCE
11.3.1 The Contractor shall purchase and maintain, in a company or companies lawfully
authorized to do business in the jurisdiction in which the Project is located, property
insurance written on a builder's risk "all -risk" or equivalent policy form in the amount of
the initial Contract Sum, plus Engineer fees, plus value of subsequent Contract
modifications and cost of materials supplied or installed by others, comprising total value
for the entire Project at the site on a replacement cost basis without optional deductibles.
Such property insurance shall be maintained, unless otherwise provided in the Contract
Documents or otherwise agreed in writing by all persons and entities who are
beneficiaries of such insurance, until final payment has been made as provided in
Paragraph 9.10 or until no person or entity other than the Owner has an insurable interest
in the property required by this Paragraph 11.3 to be covered, whichever is later. This
insurance shall include interests of the Owner, the Contractor, Subcontractors and Sub -
subcontractors in the Project. The form of policy for this coverage shall be (Completed
Value) (Reporting), in the names of the Owner, Contractor, Subcontractors and Sub -
subcontractors as their interests may appear in amount equal to contract sum for the
Work. If Owner is damaged by failure of Contractor to maintain such insurance, then
Contractor shall bear all reasonable costs properly attributable thereto.
11.3.1.1 Property insurance shall be on an "all- risk" or equivalent policy form and
shall include, without limitation, insurance against the perils of fire (with extended
coverage) and physical loss or damage including, without duplication of coverage, theft,
vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing
and startup, temporary buildings and debris removal including demolition occasioned by
enforcement of any applicable legal requirements and shall cover reasonable
compensation for Engineer's and Contractor's services and expenses required as a
result of such insured loss.
11.3.2 Loss of Use Insurance. The Owner, at the Owner's option, may purchase
and maintain such insurance as will insure the Owner against loss of use of the Owner's
property due to fire or other hazards, however caused.
11.3.3 If the Contractor requests in writing that insurance for risks other than those
described herein or for other special hazards be included in the property insurance
policy, the Owner shall, if possible, include such insurance, and the cost thereof shall be
Agreammt for Conswction — Fleet Facility —RFP # 1015 -24 Page $1
charged to the Contractor by appropriate Change Order
11.4 PERFORMANCE BOND AND PAYMENT BOND
11.4.1 Not later than ten (10) days from and after the date on which the award of the bid
is made by the Owner, Contractor shall execute, as Principal, bondsjoined in by a Surety
Company of the Contractor's choice, generally referred to as a "Performance Bond" and
a " Payment Bond," each in a penal sum equal to 100% of the Contract Sum. The Bonds
shall be on the form provided by Owner and shall be compatible with provisions of
governing authorities. Contractor shall file bonds with the Owner.
11.4.2 Surety Company executing bonds shall be acceptable to Owner and shall be
authorized to do business in the State of Texas.
11.4.3 Surety Company shall list the address and phone number of the home office of
its' principal place of business. Surety shall also provide the name, address and phone
number of the local Agent issuing the bonds.
11.4.4 Contractor shall require attorney -in -fact who executes required bonds on behalf
of surety to affix thereto a certified and current copy of power of attorney.
11.4.5 Contractor shall deliver required bonds to Owner not later than three (3) days
following the date the Agreement is entered into, or if Work is to be commenced prior
thereto in response to a letter of intent, Contractor shall, prior to commencement of Work,
submit evidence satisfactory to Owner that such bonds will be furnished.
11.4.6 Upon the request of any person or entity appearing to be a potential beneficiary of
bonds covering payment of obligations arising under the Contract, the Contractor shall
promptly furnish a copy of the bonds or shall permit a copy to be made.
11.4.7 Contractor shall keep surety informed of progress of Work and where necessary,
obtain surety's consent to, or waiver of: (1) notice of changes in the Work; (2) request for
reduction or release of retention; (3) request for final payment; and (4) any other
information required by surety.
ARTICLE 12
UNCOVERING AND CORRECTION OF WORK
12.1 UNCOVERING OF WORK
12.1.1 If a portion of the Work is covered contrary to the Engineer's, Owner's or
governing authority's request or to requirements specifically expressed in the Contract
Documents, it must, if requested in writing by the Engineer, be uncovered for the
Engineer's, Owner's or governing authority's examination and be replaced at the
Contractor's expense without change in the Contract Time.
12.1.2 If a portion of the Work has been covered which the Engineer, Owner or governing
authority has not specifically requested to examine prior to its being covered, the
Engineer, Owner or governing authority may request to see such Work and it shall be
uncovered by the Contractor. If such Work is in accordance with the Contract
Documents, costs of uncovering and replacement shall, by appropriate Change Order,
be at the Owner's expense. If such Work is not in accordance with the Contract
Agreemrnt for Construction — Fleet Faciltry —RFP # 2015 -24 Page 52
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Documents, such cost and the cost of correction shall be at the Contractor's expense
unless the condition was caused by the Owner or a separate contractor in which event
the Owner shall be responsible for payment of such costs.
12.2 CORRECTION OF WORK
12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION
12.2.1.1 The Contractor shall promptly correct Work rejected by the Engineer,
Owner or governing authority or failing to conform to the requirements of the Contract
Documents, whether observed before, or after, Substantial Completion and whether or
not fabricated, installed or completed. The Contractor shall bear costs of correcting such
rejected Work, including additional testing and inspections and compensation for the
Engineer's services and expenses made necessary thereby.
12.2.2 AFTER SUBSTANTIAL COMPLETION
12.2.2.1 In addition to the Contractor's obligation under Paragraph 3.5, if, within one
(1) year after the date of Substantial Completion of the Work, or designated portion
thereof, or after the date for commencement of warranties established under
Subparagraph 9.9.1, or by terms of an applicable special warranty required by the
Contract Document, any of the Work is found to be not in accordance with the
requirements of the Contract Documents, the Contractor shall correct it promptly after
receipt of written notice from the Owner to do so unless the Owner has previously given
the Contractor a written acceptance of such condition. This period of one (1) year shall
be extended with respect to portions of Work first performed after Substantial Completion
by the period of time between Substantial Completion and the actual performance of the
Work. This obligation under this paragraph 12.2.2 shall survive acceptance of the Work
under the Contract and termination of the Contract. The Owner shall give such notice
promptly after discovery of the condition.
12.2.2.2 The one (1) year period for correction of Work shall be extended with
respect to portions of Work first performed after Substantial Completion by the period of
time between Substantial Completion and the actual completion of that portion of the
Work.
12.2.2.3 The one (1) year period for correction of Work shall not be extended by
corrective Work performed by the Contractor pursuant to this Paragraph 12.2.
12.2.2.4 Upon request of Owner and prior to expiration of one (1) year from date of
Substantial Completion, Engineer may conduct, and Contractor shall attend, a meeting
with Owner to review facility operations and performance.
12.2.3 The Contractor shall remove from the site portions of the Work which are not in
accordance with the requirements of the Contract Documents and are neither corrected
by the Contractor nor accepted by the Owner.
12.2.4 The Contractor shall bear the cost of correcting destroyed, or damaged,
construction, whether completed or partially completed, of the Owner or separate
contractors caused by the Contractor's correction or removal of Work which is not in
accordance with the requirements of the Contract Documents.
12.2.5 Nothing contained in this Paragraph 12.2 shall be construed to establish a period
Agmanent for Construction - Flea Facility -RFP #2015-24 Page 53
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of limitation with respect to other obligations the Contractor has under the Contract
Documents. Establishment of the one (1) year period for correction of Work as described
in Subparagraph 12.2.2 relates only to the specific obligation of the Contractor to correct
the Work and has no relationship to the time within which the obligation to comply with
the Contract Documents may be sought to be enforced, nor to the time within which
proceedings may be commenced to establish the Contractor's liability with respect to the
Contractor's obligations other than specifically to correct the Work.
12.3 ACCEPTANCE OF NONCONFORMING WORK
12.3.1 If the Owner prefers to accept Work which is not in accordance with the
requirements of the Contract Documents, the Owner may do so instead of requiring its
removal and correction, in which case the Contract Sum will be reduced as appropriate
and equitable. Contractor shall bear all direct, indirect and consequential costs
attributable to Owner's evaluation of and determination to accept such defective or
nonconforming Work (such costs to include but not limited to fees and charges of
Engineers, engineers, testing agencies, consultants, attorneys and other professionals).
Such adjustment shall be effected whether or not final payment has been made. If any
such acceptance occurs prior to final payment, Owner shall be entitled to an appropriate
decrease in the Contract Sum. If the acceptance occurs after final payment, an
appropriate amount will be paid by the Contractor to the Owner.
ARTICLE 13
MISCELLANEOUS PROVISIONS
13.1 GOVERNING LAW: The Contract shall be governed by the laws of the State of
Texas.
13.2 SUCCESSORS AND ASSIGNS
13.2.1 The Owner and Contractor respectively bind themselves, their partners,
successors, assigns and legal representatives to the other party hereto and to partners,
successors, assigns and legal representatives of such other party in respect to
covenants, agreements and obligations contained in the Contract Documents. Neither
party to the Contract shall assign the Contract as a whole without written consent of the
other. If either party attempts to make such an assignment without such consent, that
party shall nevertheless remain legally responsible for all obligations under the Contract.
13.2.2 The Owner may, without consent of the Contractor, assign the Contract to lender
providing construction financing for the Project. If the lender assumes the Owner's rights
and obligations under the Contract Documents. The Contractor shall execute all
consents reasonably required to facilitate such assignment.
13.2.3 Contractor shall not assign any monies due or to become due hereunder without
written consent of Owner and of Contractor's Surety. The Contractor shall file a copy of
such consent of Surety, together with copy of assignment with Owner and Engineer. In
case Contractor assigns all or any part of any monies due or to become due under this
Contract, instrument of assignment must contain a clause substantially to effect that it is
agreed that right of assignees in and to any monies due or to become due to Contractor
shall be subject to prior liens and claims of all persons, firms and corporations for
services rendered; for payment of all laborers and mechanics for labor performed; for
payment for all materials and equipment furnished and payment for all materials and
Agreemnt for Cona ction— Flee Faciliry—UP H 2015-24 Page 54
k/01 o��) �_ Pg. %41'_ .
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equipment used or rented in performance of the Work called for in Contract; and for
payment of any liens, claims, or amounts due to governments or any of their funds.
13.3 WRITTEN NOTICE: Written notice shall be deemed to have been duly served if
delivered in person to the individual or a member of the firm or entity or to an officer of
the corporation for which it was intended, or if delivered Or sent by registered or certified
mail or by courier service providing proof of delivery to the last business address known
to the party giving notice.
13.4 RIGHTS AND REMEDIES
13.4.1 Duties and obligations imposed by the Contract Documents and rights and
remedies available there under shall be in addition to and not a limitation of duties,
obligations, rights and remedies otherwise imposed or available by law.
13.4.2 No action orfailure to act by the Owner, Engineer or Contractor shall constitute a
waiver of a right or duty afforded them under the Contract, nor shall such action orfailure
to act constitute approval of or acquiescence in a breach there under, except as may be
specifically agreed in writing.
13.5 TESTS AND INSPECTIONS
13.5.1 Tests, inspections and approvals of portions of the Work required by the Contract
Documents or by laws, ordinances, rules, regulations or orders of public authorities
having jurisdiction shall be made at an appropriate time. Unless otherwise provided, the
Contractor shall make arrangements for such tests, inspections and approvals with an
independent testing laboratory or entity acceptable to the Owner, or with the appropriate
public authority, and shall bear all related costs of tests, inspections and approvals. The
Contractor shall give the testing agency, Project inspector (if any), public authorities and
(if requested), Engineer timely notice of when and where tests and inspections are to be
made so that they may observe such procedures. The Owner shall bear costs of tests,
inspections or approvals which do not become requirements until after bids are received
or negotiations concluded.
13.5.2 If the Engineer, Owner, Project inspector (if any), or public authorities having
jurisdiction determine that portions of the Work require additional testing, inspection or
approval not included under Subparagraph 13.5.1, the Project inspector (if any), or
Engineer will, upon written authorization from the Owner, instruct the Contractor to make
arrangements for such additional testing, inspection or approval by an entity acceptable
to the Owner, and the Contractor shall give timely notice to the testing agency, project
inspector (if any), governing agency, and (if requested), Engineer of when and where
tests and inspections are to be made so they may observe such procedures. The Owner
shall bear such costs except as provided in Subparagraph 13.5.3.
13.5.3 If procedures for testing, inspection or approval under Subparagraphs 13.5.1 and
13.5.2 reveal failure of the portions of the Work to comply with requirements established
by the Contract Documents, laws, statutes, ordinances, codes, rules or regulations, all
costs made necessary by such failure including those of repeated procedures and
compensation for the Engineer's services and expenses shall be at the Contractor's
expense.
13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise
Agreement for Conshuction — Fleet Facility —ILFP #2015 -24 Page 55
�, - a - -,�2 A l �;�
required by the Contract Documents, be secured by the Contractor and promptly
delivered to the Engineer and Project inspector (if any).
13.5.5 if the Engineer, Owner or Project inspector (if any), is to observe tests, inspections
or approvals required by the Contract Documents, they will do so promptly and where
practicable, at the normal place of testing.
13.5.6 Test or inspections conducted pursuant to the Contract Documents shall be made
promptly to avoid unreasonable delay in the Work.
13.6 INTEREST
13.6.1 Payments due and unpaid under the Contract Documents shall bear
interest from the date payment is due at the legal rate prevailing for public entities under
the laws of the State of Texas.
13.7 COMMENCEMENT OF STATUTORY LIMITATION PERIOD
13.7.1 As between the Owner and Contractor:
.1 Before Substantial Completion. Before Substantial Completion, any
applicable statute of limitations shall commence to run and any alleged
cause of action shall be deemed to have accrued in any and all events not
later than such date of Substantial Completion;
.2 Between Substantial Completion and Final Certificate for Payment.
As to acts or failures to acts occurring subsequent to the relevant date of
Substantial Completion and prior to issuance of the final Certificate for
Payment, any applicable statue of limitations shall commence to run and
any alleged cause of action shall be deemed to have accrued in any and
all events not later than the date of issuance of the final Certificate for
Payment; and
.3 After Final Certificate for Payment. As to acts or failures to act occurring
after the relevant date of issuance of the final Certificate for Payment, any
applicable statute of limitations shall commence to run and any alleged
cause of action shall be deemed to have accrued in any and all events not
later than the date of any act or failure to act by the Contractor pursuant to
any warranty provided under Paragraph 3.5, the date of any correction of
the Work or failure to correct he Work by the Contractor under paragraph
12.2, or the date of actual commission of any other act or failure to perform
any duty or obligation by the Contractor or Owner, whichever occurs last.
13.8 EQUAL OPPORTUNITY
13.8.1 Contractor shall maintain policies of employment as follows:
.1 Contractor and Contractor's Subcontractors shall not discriminate against
any employee or applicant for employment because of race, religion, color,
sex or national origin. Contractor shall take affirmative action to insure that
applicants are employed and that employees are treated during
employment without regard to their race, religion, color, sex 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.
Contractor agrees to post in conspicuous places, available to employees
Agreement for Comtmctiorr — Fleet Facility —RFP P 2015 -24 Page 56
Fv
and applicants for employment, notices setting forth policies of
nondiscrimination.
Contractor and Contractor's Subcontractors shall, in all solicitations or
advertisements for employees placed by them or on their behalf, state that
all qualified applicants will receive consideration for employment without
regard to race, religion, color, sex or national origin.
13.9 NON - DISCRIMINATION
13.9.1 In performance of Work, Contractor and Subcontractors agree not to discriminate
against any employee or applicant for employment because of age, race, religion, color,
handicap, sex, physical condition, developmental disability, sexual orientation or national
origin. This provision shall include, but not be limited to the following; employment,
upgrading, demotion, promotion or transfer; recruitment or recruitment advertising; layoff
or termination; rates of pay or other forms of compensation; and selection for training,
including apprenticeships.
ARTICLE 14
TERMINATION OR SUSPENSION OF THE CONTRACT
14.1 TERMINATION BY THE CONTRACTOR
14.1.1 The Contractor may terminate the Contract if the work is stopped for a period of
thirty (30) days through no act or fault of the Contractor or a Subcontractor, Sub —
subcontractor or their agents or employees or any other persons performing portions of
the Work under the Contract with the Contractor, for any of the following reasons:
.1 issuance of an order of a court or other public authority having jurisdiction;
.2 an act of government, such as a declaration of national emergency, making
material unavailable;
.3 because the Engineer has not issued a Certificate for Payment and has
not notified the Contractor of the reason for withholding certification as
provided in Subparagraph 9.4.1, or because the Owner has not made
payment on a Certificate for Payment within the time stated in the Contract
Documents; or
.4 if repeated suspensions, delays or interruptions by the Owner as described
in Paragraph 14.3 constitute in the aggregate more than 100 percent of the
total number of days scheduled for completion, or one hundred twenty
(120) days in any three hundred sixty -five (365) day period, whichever is
less.
14.1.2 If one of the above reasons exists, the Contractor may, upon seven (7) additional
days written notice to the Owner and Engineer, terminate the Contract and recover from
the Owner payment for Work executed and for proven loss with respect to materials,
equipment, tools and construction equipment and machinery, including reasonable
overhead, profit and damages.
14.1.3 If the Work is stopped for a period of sixty (60) days through no act or fault of the
Contractor or a Subcontractor or their agents, employees or any other persons
performing portions of the Work under the Contract with the Contractor because the
Owner has persistently failed to fulfill the Owner's obligations under the Contract
Documents with respect to matters important to the progress of the Work, the Contractor
may, upon seven (7) additional days written notice to the Owner and the Engineer,
AgreancnI forCoasuuciion— Fleet Facility —RFP # 2015 -24 Page $7
Vol P9. 7
terminate the Contract and recover from the Owner as provided in Subparagraph 14.1.2.
14.2 TERMINATION BY THE OWNER FOR CAUSE
14.2.1 The Owner may terminate the Contract if the Contractor:
.1 persistently or repeatedly refuses or fails to supply enough properly skilled
workers or proper materials;
.2 fails to make prompt payment to Subcontractors for materials or labor in
accordance with the respective agreement between the Contractor and the
Subcontractors;
.3 persistently disregards laws, ordinances, or rules, regulations or orders of
a public authority having jurisdiction; or
.4 otherwise is guilty of substantial breach of a provision of the Contract
Documents.
14.2.2 When any of the above reasons exist and the Owner believes that sufficient cause
exists to justify such action, the Owner may, without prejudice to any other rights or
remedies of the Owner and after giving the Contractor and the Contractor's surety seven
(7) days written notice, terminate employment of the Contractor and may, subject to any
prior rights of the surety:
.1 take possession of the site and of all materials, equipment, tools,
construction equipment and machinery thereon owned by the Contractor;
.2 accept assignment of subcontracts pursuant to Paragraph 5.4; and
.3 finish the Work by whatever reasonable method the Owner may deem
expedient.
14.2.3 When the Owner terminates the Contract for one of the reasons stated in
Subparagraph 14.2.1, the Contractor shall not be entitled to receive further payment until
the Work is finished.
14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work,
including compensation for the Engineer's services and expenses made necessary
thereby, such excess shall be paid to the Contractor. If such costs exceed the unpaid
balance, the Contractor shall pay the difference to the Owner. This obligation for
payment shall survive termination of the Contract.
14.3 SUSPENSION BY OWNER FOR CONVENIENCE
14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay
or interrupt the Work in whole or in part for such period of time as the Owner may
determine.
14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost
and time caused by suspension, delay or interruption as described in Subparagraph
14.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made
to the extent:
.1 that performance is, was or would have been so suspended, delayed or
interrupted by another cause for which the Contractor is responsible; or
.2 that an equitable adjustment is made or denied under another provision of
the Contract.
14.4 TERMINATION BY THE OWNER FOR CONVENIENCE
Agrec,nem for Construction — Flat Facility —RFI' 4 2015 -24 Page 58
14.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience
and without cause.
14.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's
convenience, the Contractor shall:
.1 cease operations as directed by the Owner in the notice;
.2 take actions necessary, or that the Owner may direct, for the protection
and preservation of the Work; and
.3 except for Work directed to be performed prior to the effective date of
termination stated in the notice, terminate all existing subcontracts and
purchase orders and enter into no further subcontracts and purchase
orders.
14.4.3 In case of such termination for the Owner's convenience, the Contractor shall be
entitled to receive payment for Work executed and costs incurred by reason of such
termination, along with reasonable overhead and profit on the Work not executed.
ARTICLE 15
ACCESS TO THE WORK
15.1 Engineer, the Owner, and their authorized representatives, shall have access at
all times to the worts for inspection wherever it is in preparation or progress and the
Contractor shall provide proper facilities for such access and inspection,
ARTICLE 16
STANDARDS
16.1 Any material specified by reference to the number, symbol or title of a specific
standard, such as a Commercial Standard, a Federal specification, a trade association
standard or other similar standard, shall comply with the requirements in the latest
revision thereof and any amendment or supplement thereto in effect on the date of these
Specifications, except as limited to type, class or grade, or modified in such reference.
16.2 The Standards referred to, except as modified in the Specifications, shall have full
force and effect as though printed in the Specifications. These Standards are not
furnished to bidders for the reason that the manufacturers and trade involved are
assumed to be familiar with their requirements. The Engineer will furnish, upon request,
information as to how copies of the standards referred to may be obtained.
16.3 It is not the intent of the Specifications to limit materials to the product of any
particular manufacturer. Where definite materials, equipment and /or fixtures have been
specified by name, manufacturer or catalog number, it has been done to set a definite
standard and a reference for comparison of quality, application, physical conformity and
other characteristics. It is not the intention to discriminate against, or prevent, any dealer,
jobber or manufacturer from furnishing materials, equipment and fixtures which, in the
judgment of the Engineer, expressed in writing, meet or exceed the characteristics of the
specified items.
ARTICLE 17
PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
Agmanent Car CUMMIcttan— Fleet Facility —RFP #2015-'24 Page 59
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17.1 No officer or employee of Brazos County, Texas, shall have a financial interest,
direct or indirect, in this Agreement or shall be financially interested, directly or indirectly,
in the sale of any materials, supplies or services, except on behalf of the County as an
officer or employee. Any willful violation of this Article shall constitute malfeasance in
office and any officer or employee guilty thereof shall be subject to removal from his
office or position. Any violation of this Article with the knowledge, express or implied, of
the Contractor or Subcontractors shall render this Agreement voidable by Brazos
County.
ARTICLE 18
PREVAILING WAGE RATES
18.1 PREVAILING WAGE RATE DETERMINATION
18.1.1 Chapter 2258, Texas Government Code, Title 10, requires state agencies, cities,
counties, independent school districts and all other political subdivisions that engage in
construction projects using public funds to include prevailing wage rates in the project bid
documents and the construction contract.
ARTICLE 19
AUTHORITY TO CONTRACT
The County Judge is authorized to execute this Agreement upon the
Commissioners Court's approval of the Agreement as set forth in the minutes of the
Court's August 6, 2013, meeting.
This Agreement is entered into in as of the day and year first written above and is
executed in at least three (3) original copies of which one (1) is to be delivered to the
Contractor, one (1) to the Engineer for use in the administration of the Contract, and the
remainder to the Owner.
OWNER:
BRAZOS COUNT
Brazos County Judge
330 South Texas Ave., Suite 332
Brazos, Texas 77803
CONTRACTOR:
COLLIER CONSTRUCTION, LLC.
Mike Collier
President
Date: 7 — 2- - I�—
Agre . r( for Con =tiov- nce1 F.61 it, -MP N 2015 -24 Pip 60
Vol .1), Pg. _ll�
ATTACHMENT "A"
CONSTRUCTION OF FLEET FACILITY
REQUEST FOR PROPOSAL 2015 -24
Agreement for Conswction —Fleet Facility —RFP 4 3015 -I4
Page 61
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DEPARTMENT:
MEETING DATE:
SUBJECT:
BRAZOS COUNTY
COMMISSIONERS' COURT
ACTION FORM
Road & Bridge
June 30, 2015
Property Damage Claim
Consider and take action on a Verizon damage claim for a telephone cable that was cut
during a culvert replacement on Minter Spring Road on March 19, 2014. The finalized
claim is in the amount of $1,369.83. Site is located in Precinct 1.
SUBMITTED BY:
(Qa�.�.XX V)' —i
Darrell W. Kolwes
Right of Way Agent
This request is
APPROVED BY:
Lloyd Wassermann
Commissioner Precinct 1
Duane Peters, County Judge
Date: 6l w// �
issioners' Court
9
20
21
BRAZOS COUNTY
COMMISSIONERS' COURT
ACTION FORM
DEPARTMENT: Road & Bridge
MEETING DATE: June 30, 2015
SUBJECT: Private Property Access
Request permission to enter private property owned by Chap Harriman located at 7288
Wheelock Hall Road. Project will cut and remove dead tree along right of way /fence
line. Site is located in Precinct 2.
SUBMITTED BY: APPR VED BY:
Q,0 �,�
Darrell W. Kolwes v C talena
Right of Way Agent Oommilioner Precinct 2
This request is VED ❑ DENIED by Commissioners' Court
Duane Peters, County Judge
Date: X01
T7TY n{
OF
BRAZOS COUNTY
PRIVATE PROPERTY ACCESS PERMISSION FORM
E. Duane Peters
Brazos County Judge
Lloyd Wassermann
Commissioner Pct. 1
Sammy Catalena
Commissioner Pct.2
Kenny Mallard
Commissioner Pct. 3
Ina Cauley
Commissioner Pct. 4
I. OWNER(S): Chap Lyle Harriman
II. ADDRESS: P. O. Box 2698
Bryan, Texas 778052698
Brazos County Road & Bridge Dept
2617 Hwy 21 West
Bryan, Texas 77603
Offim# 679422 -2127
Fax6 979-775 -0453
III. LOCATION OF WORK: Property ID -13709
William C. Sparks Sy, A -52 & T. H. Barron Sy, A -5, Tract 15, 230.58 ac.
7288 Wheelock Hall Road
Bryan, Texas
IV. DESCRIPTION OF WORK: Permission to enter property for the purpose of removing dead tree
near right of way. This work is being done for the health, safety and
welfare of the general public.
Additional Comments:
V. MAINTENANCE: Yes No X
IF YES, ESTIMATE FREQUENCY OF MAINTENANC
I (we) the undersigned owner(s) grant permission to Brazos County the ability to access the above
mentioned private property for roadway maintenance purposes.
Eol
23
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENT(S) FOR THE 2014 -2015 BUDGET YEAR
NO. 14/15 39.1-39.10
On this the 30th day of June 2015 at a regular meeting of the Commissioners' Court, the following
members were present:
A. Duane Peters, County Judge, Presiding
B. Lloyd Wassermann, Commissioner, Precinct I
C. Sammy Catalena, Commissioner, Precinct 2
D. Kenny Mallard, Commissioner, Precinct 3
E. Irma Cauley, Commissioner, Precinct 4
F. Karen McQueen, County Clerk
"rhe following proceedings were held:
THAT WHEREAS, on 30th day ofJune 2015 the Court heard and approved a budget amendment for
the 2014 -2015 budget year for Brazos County, Texas; and
WHEREAS, expenditure is necessary due to the necessity to meet unusual and unforeseen conditions
which could not be reasonably included in the original budget adopted 9 September 2014, the following
amendment(s) to the original budget are hereby authorized, as described on the attached page(s).
ADOPTED AND APPROVED this the 30th day of June 2015.
THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS.
Duane Peters, County Judge
Original: County Clerk's Office and
Attached to the original budget
LVOI � o� o� F'g• -� /-
--- - - - -- - --
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14/15 - 39.1
L_
BRAZOS COUNTY, TEXAS
BUDGETAMENDMENTS
No. 14115 - 39,2
6/3012015
FUND
DIV
ACCT
PROJ
DRICRI
ACCOUNT NAME
ease
Decrease
4500
63000500
65950000
CR
Vehicle Maintenance
59,822.10
4500
63000500
80892800
DR
Vehicles -50
4500
63000500
80892820
DR
Vehicles - Jail
6,646.90
4500
63000500
80891800
DR
lVehicles - CA
F16,587.60
3.323.45
4500
63000500
80893010
DR
Vehicles - Constable Pct. I
6,646.90
4500
63000500
30893020
DR
Vehicles - Constable Pct. 3
9.970.35
4500
63000500
80893040
DR
Vehicles - Constable Pct.4
6.646.90
Ce Iles/ Pra ects - Vehicles
Reallocations of Ponds to the correct accounts to cover PO #15000718.
Vol.
WrtW nccounL
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14115 - 39.3
�I. -v pg.
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14115 - 39.4
U� a Pg. i5
funds to
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14115 - 39.5
Fw
Detention
to the coacct
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14115 - 39.6
FV I- -I
Pa.
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14/15 - 39.7
for MDT
��._j
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14/15 - 39.8
6/30/2015
FUNDI
DIV
I ACCT
PROJ
I DRlCR
ACCOUNT NAME
Increase
Decrease
4500
63000500
65950000
CR
Vehicle Maintenance
(,038.47
4500
63000500
80893010
CR
Vehicles - Constable Pct. 1
1,038.46
4500
63000500
80893020
CR
Vehicles - Constable Pct. 2
1,557.69
4500
63000500
80893040
CR
Vehicles - Constable Pct- 4
1,038.46
4500
63000500
80892800
DR
Vehicles - SO Admin
4,673.08
Capital Projects - Vehicles
Reallocations of funds to the correct account for the radars.
- Facilities Services
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14115 - 39.9
BRAZOS COUNTY, TEXAS
BUDGET AMENDMENTS
No. 14115 - 39.10
6/3012015
FUNDI DIV I ACCT PROJ ORICRI ACCOUNT NAME Increase Decrease
45001 63000700 80101003 CR Bid Renov - Courthouse 521,406.28
4500 63000300 80100000 DR. Air Cond/Heating Maint 521,406.28
General Capital Improvement Fund: Courthouse Renovation and Facilitiy Services
Request reallocation of funds from the Courthouse Renovation budget to cover the additional cost of the Flect Services building for
construction casts. Funds will be p ro osed in FY 2016 to re linish these funds.
�pi *a *'tea s
Date. _ ; 'y�- "6/25/2 15 lfj
Ui
PERSONNEL
CHANGE OF STATUS REQUESTS
Commissioner Court Date: June 30, 2015
Department Submitting Information: Human Resources
Purpose of Submissions: Consider and Take Action on Change Requests
Department Submitting Employee Request
Action Requested
Request(s) Applies To
County Attorney Anderson, Rodney
State Supplement
Biddle, Scott
State Supplement
Biddle, Scott
Stop State
Supplement
Field, Randy
Transfer w /in Dept.
Gonzales, Ashlee
Budgeted Increase
Jadlowski, Christopher
Stop State
Supplement
Jadlowski, Christopher
Retirement
Kinard, Gerald
Retirement
Montoya, Raymond
State Supplement
Tracy, Joseph
New Hire
Wager, Troy
Stop State
Supplement
District Attorney
District Clerk
Contreras, Ashley New Hire
Rhodes, Shawn New Hire
Hernandez, Rachel
Knighton, Tracy
Limon, Victoria
McAleese, Megan
Smith, Kresta
Wersig, Michael
Transfer Win Dept.
Resignation
Transfer Win Dept.
Transfer Win Dept.
Transfer w /in Dept.
Transfer w /in Dept.
Expo Complex Kemp, Danny New Hire
Lampman, Aaron New Hire
Medrano, Cynthia New Hire
Triolo- McVey, Lisa
Termination
Juvenile Services Azua III, Amado Resignation
S.O. — Jail
Tax Office
Hughes, Brandon
Resignation
Arismendez, Carley Resignation
Brunson, Kristina
Approved in Commissioners' Court: June 30, 2 1
County Judge's or Commissioner's Signature:
(This Copy to be attached to minutes)
Step Increase