Ordinance No. 14,129ORDINANCE NO. 14,129
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS,
AUTHORIZING A CONSTRUCTION CONTRACT WITH KIRILA FIRE TRAINING
FACILITIES, INC., FOR INDUSTRIAL EXTERIOR GAS FIRED TRAINING PROPS
AND THERMAL LINING FOR THE FIRE TRAINING CENTER; AUTHORIZING
PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED
EIGHT HUNDRED EIGHT THOUSAND AND NO 100 DOLLARS ($808,000.00);
MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR
THE EFFECTIVE DATE THEREOF.
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BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and
directs the City Manager to execute and the City Clerk to attest to a construction contract with Kirila Fire
Training Facilities, Inc., for industrial exterior gas fired training props and thermal lining, for the Fire
Training Center. A copy of said agreement is attached hereto as Exhibit "A" and incorporated herein for
all intents and purposes.
Section 2: That the City Council of the City of Baytown authorizes payment to Kirila Fire
Training Facilities, Inc., in an amount not to exceed EIGHT HUNDRED EIGHT THOUSAND AND
NO 100 DOLLARS ($808,000.00) in accordance with the agreement authorized in Section 1
hereinabove.
Section 3: That the City Manager is hereby granted general authority to approve a decrease
or an increase in costs by FIFTY THOUSAND AND NO: 100 DOLLARS ($50,000.00) or less, provided
that the amount authorized in Section 2 hereof may not be increased by more than twenty-five percent
(250.0).
Section 4: This ordinance shall take effect immediately from and after its passage by the
City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of
Baytown this the 251h day of July, 2019.
BRANDON CAPETILLO, Mayor
ATTESTI%
I
LE CIA BRYSCH, City C
APPROVED AS TO FORM:.
� ��i011►d0 ��
NACIO RAMIREZ, SR., City torney
:%COBFS01 Legal Karen Files .City Council, rdinances\2019Uuly 25\KirilaFireTrainingFacilities.doc
Exhibit "A"
AGREEMENT
BETWEEN CITY AND CONTRACTOR
FOR THE EXTERIOR GAS -FIRED SYSTEM FOR FIRE PROPS AND
THERMAL LINING PROJECT
STATE OF TEXAS
COUNTY OF HARRIS
THIS AGREEMENT is entered into by and between the City of Baytown (the "City") and Kirila Fire Training
Facilities, hic, (the "Contractor") for the Exterior Gas -Fired System for Fire Props and Thermal Lining Project, as more
specifically defined in RFP 1912-06 and Contractor's resp6nse thereto, which are incorporated by this reference for all
intents and purposes.
1. SCOPE OF WORK: This scope of work shall entail the complete turnkey installation and construction of the
above -reference project to be constructed at the Baytown Fire Training Field located at 7022 Bayway Drive,
Baytown, Texas 77520. The turnkey job will consist of all nece$sary parts, materials, equipment, freight,
delivery, installation, labor, travel time, mileage, cleanup, and any other related costs to complete the project
(the "Project"). The Project shall be installed/constructed to meet the specifications in RFP 1912-06 and
include, but not be limited to the following:
Project
Burn Props
> Prop 1: Running fuel spill fire,
D Prop 2: Running fuel spill fire.
Prop 3: Pump fire with spill,
P Prop 4: Distillation tower with Second level fire and spill,
> Prop 5: Fuel storage tank fine with spill and overflow fire,
Prop 6: Pump fire with spill,
> Prop 7: Trend fire with manifold and leaking fin fan fire,
;w Prop 8: Manifold fire with spill, and
Pro29- Fuel loading dock with spill and loading arm fire
System Equipment
Controls,
.' Touch panels, and
Pneumatics
$795,000.00
Safety
Gas monitoring,
> Flame status monitoring.
7 Fuel delivery, and
Data trackin
> Thermal Lining
> Training - �^----��
> Operational instructions
> Operational manuals
;o Maintenance manuals
> Infrastructure
D Plumbing and
Electrical
Miseellaneous
Warranty
Included
Performance and Payment Bonds
$13,000.00
Engineering Services related to the Project
Included
Total Cost NEgt[to Exceed
o
City of Baytown, ''exas
Exterior Gas -Fired System for Fire Props and 'fheimal Lining Project
The total cost of the Project Shall'be EIGHT HUNDRED EIGHT THOUSAND ANb NO 100 DOLLARS
($808,000.00).
2� CONTRACT DOCUMENTS: The contract documents shall consist of the following documents:
a this Agreement,
b RFP 1912-06,
c) Contractor's response to RFP 1912-06, and
d) Performance and Payment Bonds.
Should there be a conflict in the terms contained in the above -referenced documents, the mos. stringent shall
control. Otherwise, the documents shall be interpreted in the order of priority listed hereinabove.
No amendments to this Agreement shall be effective and binding until it is reduced to writing and signed by the
duly authorized representatives of both parties. Contract documents shall be distributed by the Contractor to its
Subcontractors as necessary and must be kept and be accessible at the work site. The plans and specifications
must be returned to the City on reques at the completion of the work.
3. CITY'S REPRESENTATIVE: The Project shall be administered by the City's Representative, whose duties
shall include, but not be limited to, the following:
a) periodically review and inspect the Contractor's work;
b) issue instructions and directives to the Contractor, with which Contractor is obligated to comply.
provided such directions and instructions are consistent with the obligations of this Agreement;
c) make visits to the site at intervals appropriate to the various stages of construction, appropriate to
observe as an experienced and qualified design professions: the progress and quality of the work; and
d) keep City informed of the progress of the work.
4. CO'MMUNICATIONS: The Contractor shall forward all communications, �4ritten or oral, to the City through
the City's Representative. Written notice shall be deemed to have been duly served if delivered in person to the
individual or to a memo er of the firm or to an officer of the corporation for whom it is intendea-, or if delivered
at or sent by telecopier, overnight or facsimile transmission or if delivered or sent by certified or registered mail
to the Iasi business address as indi6ated herein. Each party will have the right to change its business address by
giving at least thii{y (30) calendar days' written notice to the other party of such change. Notice given by mail
shall be deemed given three (3) calendar days after the date of the mailing thereof.
5. COMMENCEMENT AND COMPLETION OF THE PROJECT: Once the bonds and the certificate of
insurance have been submitted to and approved by the City, the Contractor shall perform the work in the most
expedient manner possible. the work shall commence as soon as possible, but no later than ten (10) calendar
days of the date specified in the notice to proceed. Completion of this contract shall be within one hundred
eighty (180) calendar days of the date specified in the notice to proceed. Time is of the essence in this
Agreement, and the date of beginning and the date for final completion of work as specified in this Agreement
are essential conditions of this Agreement. Contractor has submitted its quote in full recognition of the time
required for the completion of this Project taking into consideration all factors, including, but not limited to, the
average climatic range, industry conditions, and liquidated damages At final completion of the Project, a
certificate of final completion shall be issued by a professional engineer hired by the Contractor with approval
of the Director of Engineering.
6. WORK: The Contractor shall complete the work described in the contract documents in strict conformity
therewith. The Contractor shall:
City of.Baytown, Texas
Exterior Ga$-Fired System for Fire Props and Thermal Lining Project
a) provide and pay for all materials, supplies, machinery, equipment, tools, superintendents, laborers,
insurance, fuel, transportation, and all other facilities and utilities necessary for the execution and
completion of the Project;
b) secure and pay all permits, fees, licenses, and in§pections necessary for the proper execution and
completion of the Project;
c) give all notices required by law and comply with all laws, ordinances, regulations, codes, riles and
lawful orders of all public authorities bearing on the performance of the work and the Project,
d) pay sales, consumer, use and similar tares as legally required; and
e) provide shop drawings and schedules to the City's Representative and secure the City's Representative's
approval of the same, which approval shall not relieve Contractor from responsibility for errors.
EXTENSIONS AND DELAYS:
a) EXTENSIONS. Within seven (7) calendar days of any act or incident that the Contractor reasonably
believes may justify an extension of time for final completion, the Contractor may apply in writing for
an extension of such time, submitting therewith all written justification as may be required by City.
Thereafter, the City's Representative, within seven (7) calendar days after receipt of a written request f6r
an extension of time from the Contractor, which is supported by all requested documentation, shall then
grant or deny such written request; provided that the request for an extension is not based upon weather
conditions. Should an extension be requested within the seven (7) calendar -day period based upon
weather conditions, the City's Representative shall grant or deny such a written request upon Final
Completion of the Project based upon any variation from the average climatic range.
b) DELAYS. The Contractor, in undertaking to complete the work within the time herein fixed, has taken
into consideration and made allowance for all hindrances and delays incident to such work, whether
growing out of delays in securing material or workmen or weather or otherwise. No charge whatsoever
shall be made for hindrances or delays from any cause whatever, except where the work is stopped by
order of the City or by extraordinary causes. Any extension shall not exceed the time actually lost by
Contractor.
8. PAYINIENT:
PAYMENT. The Contractor agrees to perform the Project for the lump sum specified in Section 1
hereof, wliich the City shall pay upon final completion and acceptance of the Work. subject to any
adjustment allowed herein. The Contractor shall never be entitled to anticipated or lost profits on the
deleted or reduced portion of the Project. The Contractor shall not have the right to obligate the City to
make any payments to another party.
For all progress payments, the Contractor shall submit applications to the City's Representative as
provided for herein no more often than once a month. Progress payments may be made by the City
based upon the schedule of values submitted by the Contractor and approved by the City's
Representative and the City. Subject to the terms herein, payment shall be due within thirty (30) days of
City's receipt and of all appropriate approvals of Contractor's submission for payment.
Whenever the Contractor's application for payment includes payment for work that is determined to be
either (1) not in accordance with the Contract Documents, or (2) defective, the City may, in its sole
discretion, withhold progress payments. No partial payment shall be made for materials or equipment
stored on -site or oft -site unless approved in writing in advance by the City's Representative. Should
City of Baytown, Texas
Exterior Gas -Fired System for Fire Props and Thermal Lining Project
partial payments be approved as provided for herein, such partial payment for materials or equipment
stored on -site or off -site shall be subject to the conditions required by the City's Representative.
Subject to the terns of this paragraph and the other provisions of this Agreement, progress payments
will be made, less the normal retainage specified below and additional amounts as the City's
Representative and/or the City may determine and may withhold in accordance with this Agreement
The City's Representative andidr the City may, at any time, suspend progress payments on the work if,
in the sole discretion of the City's Representative and/or the. City, it determines that (i) the projected
liquidated damages may exceed the retainage, (ii) the Contractor will not complete the Project due to
actual default, (iii) the Contractor has represented or done some act that indicates that the Contractor
will not complete the Project within the dates specified in this Agreement for final completion, or (iv)
the Contractor will not complete the Project in accordance with this Agreement.
From each approved statement, the City shall retain until final payment five percent (S%) of the amount due.
The City may also retain from each approved statement any sums authorized under other terns of this
Agreement.
No changes shall be trade and no bills for changes, alterations, modifications, deviations, and extra orders shall
be recognized or paid for except upon a written change order signed by the Contractor and the. City any
change shall not affect the Validity of any bonds. Any requests by the Contractor for a change in original
Payment Amount shall be made prior to the beginning of the work covered by the proposed change or the right
to payment for Extra Work shall be waived.
9. INDEPENDENT CONTRACTOR: In all activities or services performed hereunder, the Contractor is and at
all times shall remain an independent contractor. not an agent or employee of the City. The. Contractor, as an
independent contractor, shall be solely responsible for the final product contemplated under this Agreement. It
shall be the responsibility of the Contractor to furnish a completed work product that meets the requirements of
the City. Any additional work, material, or equipment needed to meet the intent of this specification shall be
supplied by the Contractor without claim for additional payment, even though not specifically mentioned herein.
10, DISORDERLY EiVIPLOYEES: The Contractor agrees to employ only orderly and competent persons, skillful
in the performance of the type of work required under this contract, to do the Project. The Contractor shall
retain personal control and shall give its personal attention to the faithful prosecution and completion of the
work and fulfillment of this Agreement. The Contractor shall appoint and keep on the Project during the
progress of the work a competent Proiect Superintendent -Manager and any necessary assistants, all satisfactory
to City, to supervise its employees and subcontractors. Adequate supervision by Contractor is essential to the
proper performance of the w6rk, and lack of such supervision shall be grounds for suspending the operations of
the Contractor and declaring Contractor in breach of this Agreement. Vbhenever the City or the City's
Representative shall inform the Contractor in writing that any person or persons performing any of the requisite
work are, in the opinion of the City or the City's Representative, incompetent, unfaithful or disorderly, such
person or persons shall be discharged and shall not again be employed to perform any work on the project
without prior written consent of the City or the City's Representative.
11. NATURE OF THE WORK: It is understood and agreed that the Contractor has, by careful examination,
satisfied itself as to the nature and location of the work, the confirmation of the ground and soil, the nature of
any structures, including surface and subsurface utilities, the character, quality and quantity of the material to be
utilized, the character of equipment and facilities needed for and during the prosecution of the work, the time
needed to complete the work, Contractor's ability to meet all deadlines and schedules required by this
City of Baytown, Texas
Extetior Gas -Fired System for Fire Props and Thermal Lining Project
Agreement, the general and local conditions, and all other matters that in any way affect the work under this
Agreement.
ill. PROGRESS OF WORK: The Contractor may prosecute its work at such time and sessions, in such order of
precedence, and in such manner as shall be most conducive to the economy of the project; provided; however,
that the order and time of prosecution shall be such that the Project shall be finally completed as a whole, in
accordance with this Agreement. Further, the parties shall be subject to the following:
a) The City reserves the right to enter the property by such employee(5) or agent(s) as it may elect for the
purpose of inspecting the work;
b) The Project Superintendent/1Vlanager shall coordinate its activities and work with the City. If required
by the City, the Contractor shall provide a weekly schedule of planned activities, which may be
reviewed on a daily basis. in the case of any completed work or material that is to be covered over by
other material, the Project Supermtendent/Manager shall provide notice to the City no later than twenty-
four (24) hours before the anticipated cover-up of the previously completed work or material. In the
event, however, that such notice is provided on a Friday, the City will have until the following Monday
afternoon to approve the previously completed work and its cover-up; and the Contractor shall take no
action until such approval is given by City;
c) The Contractor shall submit, at such time as may reasonably be requested by City, further schedules that
shall list the order in which the Contractor proposes to carry on the work with dates at which the
Contractor will start the several parts of the Project and the estimated dates of completion of the several
parts; and
d) The Contractor shall attend additional meetings called by the City or the City's Representative upon
twenty-four (24) hours' notice unless otherwise agreed by the parties.
13. SITE CONDITIONS AIND MANAGENIENT: Throughout the progress of the work, the Contractor shall keep
the working area free from debris of all types, and remove from premises all rubbish, resulting from any work
being done by it. At the completion of the Project, the Contractor shall leave the premises in a clean and
finished condition. Any failure to do so may be remedied by the City or its designee and charged back to the
Contractor. Where the Contractor is working around or in existing structures, it shall verify conditions at the
site, including, but not limited to, roads, easements, door openings, passages, and other existing site conditions.
Any items constructed or manufactured off -site or outside of buildings shall be done so that they are not too
bulky fot existing facilities. The Contractor shall provide special apparatus as required to handle any such
items. All special handling equipment charges shall be at the Contractor's sole cost and expense.
Where gas, water, and sewer lines exist in the vicinity, the Contractor shall assume that service congections exist
to each building and exercise appropriate caution during excavation. it is the Contractor's responsibility to
notify various owners in advance when excavation is to be done in the vicinity of their underground lines and
structures. Damage to such underground lines and structures, whether or not shown on the plans, shall be the
responsibility of the Contractor, and it shall bear the cost of necessary repair or replacement of damaged parts.
The Contractor shall be responsible for verifying all conditions at the site prior to performing the work. As
such, the Contractor understands and agrees that it shall be responsible for conditions encountered at the site,
including, but not limited to, (i) subsurface or otherwise concealed physical conditions which differ from those
indicated in the Contract Documents, and (ii) unknown physical conditions, which differ from those ordinarily
found to exist and generally recognized as inherent in construction activities of the character provided for in the
Contract Documents. No additional compensation shall be afforded to the Contractor for differing site
conditions. Any information provided by the City, including, but not limited to, geotechnical information, shall
be for the Cottractor's convenience only, and the City does not guarantee the accuracy or correctness of any
information so provided.
5
( ity of Bayto%n, Texas
h rterior Gas -Fired System for Fire Props and Thermal Lining Project
14, LAYOUT OF ANORK: The Contractor shall lay out all work in a manner acceptable to the City in accordance
with applicable codes and ordinances of the city, county and state. The City's Representative will revtew the
Contractor's layout of all structures and any other layout work done by the Contractor, but this review does not
relieve the, Contractor of the responsibility of accurately locating all work to accordance with the specifications
and Contract Documents..
15, CONTRICTOR'S STRUCTURES: Whenever the Contractor erects, installs, or uses additional §tructures on
the property for the storage, maintenance of materials or use of employees and subcontractors, such structure
shall not damage the property and the Contractor shall maintain sanitary conditions in and about such structures
at all times to a manner satisfactory to the City. The Contractor shall provide and maintain necessary sanitary
conveniences for the use of laborers on the work. Such conveniences shall be properly secluded from public
observation and shall be to a location approved by the City's Representative. The City may charge the
Contractor for any damage or injury to the City, its property or third persons as a result of the location or use bf
any of Contractor's structures.
16. MATERIALS:
a) Materials or work described in words which when so applied have well-known technical or trade meaning shall be
held to refer to such recognized standards. All work shall be done and all materials furnished in strict conformity
with the Contract Documents and recognized industry standards unless greater standards are imposed pursuant to
RiP 1912-06.
b) Materials and supplies utilized in the final product that will be turned over to the City shall be new and of
good quality. Upon request, the Contractor shall supply proof of quality and manufacturer.
e) No refurbished, reconditioned or other previously utilized materials or supplies will be used without the
signed authorization of the City.
d) Where the product is to be turned over to the City, the Contractor may titilize substitutes of equal quality and
function as provided for in the specifications.
e) The City shall have the full and final decision over the use of substitute materials and supplies.
0 1-he Contractor shall certify to the City that all materials installed are free from asbestos-cpntaining material.
17. OBSERVATIONS, INSPECTIONS. TESTS:
a) The City and the City's Representative reserve the right to enter the property by such employee(s) or
agent(s) as he may elect for the purpose of inspecting the work. In accordance therewith, the Contractor
shall supply the City or the City's Representative, upon request, with any keys or information necessary for
the City or the City's Representative to have access to the property. The City and the City's Representative
shall have the right to enter the property or location of the work for the purpose of performing such
collateral work as the City or the City's Representative deems necessary or appropriate.
b) The City and the City's Representative shall have the right, at any reasonable time, to observe and test the
work. The Contractor shall make necessary arrangements and provide proper facilities and access for such
observation and testing at any location wherever the work or any part thereof is in preparation or progress.
The Contractor shall ascertain the scope of any observation that may be contemplated by the City or the City's
Representative and shall give ample notice as to the time each part of the work will be ready for such
observation.
c) The City or the City's Representative may reject any work found to be defective or not in accordance with the
Contract Documents, regardless of the state of its completion or the time or place of its discovery regardless
of whether the City or the City's Representative has previously accepted the work through oversight or
otherwise. Neither observations by the City or the City's Representative nor inspections, tests, or approvals
made by the City or the City's Representative, or persons authorized under this Agreement to make such
City of Baytown, Texas
Exterior Gas -Fired System .for Fire Props and Thermal Lining Project
inspections, tests, or approvals, shall relieve the Contractor from its obligation to pertorin the vFork in
accordance with the requirements of the Contract Documents.
d) fhe City or the City's Representative, upon approval of the City, may require the Contractor to remove,
dismantle or uncover work completed. In the event that the Contractor has failed to perform the work as
required by the specifications, or drawings, or other Contract Documents, Contractor shall assume and pay the
costs of repair and restoration of the work required to be removed, dismantled, or uncovered. In the event that
the Contractor has performed the work correctly to speci6ca:i9ns, City shall assume and pay the cost of
restoration of the construction to the point that the City has required the work to be uncovered or dismantled.
lli. WORK STOPPAGE: The City or the City's Representative shall have the right to order the work of the
Contractor or any subcontractor wholly or partially stopped immediately under any one or more of the following
conditions:
a) the work may be ordered stopped immediately if in the judgment of the City orlhe City's Representative, any
of the materials furnished or the work being done is not in strict accordance with this Agreement;
b) the work may be ordered stopped mmediately until any objectionable person or material is removed from the
premises; or
c) the work may be ordered stopped immediately if any portion of the work is being performed so as to create a
hazardous condition.
Such stoppage or suspension shall neither invalidate any of the Contractor's perfornancc obligations under this
Agreement, including time of performance and deadlines therefor, nor will extra charge be allowed the Contractor
by reason of such stoppage or suspension.
19. REJECTED WORK: The City or the City's Representative, in its discretion, may reject any and all work that is
found to be defective or deemed not ui conformity with this Agreement. The City or the City's Representative
may reject said work or any portion thereof regardless of the stage of its completion or time or place of discovery
of such errors. Further, the City or the City's Representative may reject said work regardless of whdther the City
or the City's Representative has previously accepted the work through oversight or otherwise. Neither
observations by the City or the City's Representative nor inspections, tests, certificates or approvals made by the
City or the City's Representative, or persons authorized under this Agreement to snake such inspections, tests,
certificates or approvals, shall relieve the Contractor from its obligation to perform the work in accordance with
the requirements of this Agreement and the other Contract Documents. In the event that any work or any part
thereof is rejected by the City or the City's Representative, the Contractor shall, at its sole expense and after
receipt of written notice thereof from the City or the City's Representative, remove such material and rebuild or
otherwise remedy such work so that it shall be in full compliance with this Agreement and the other Contract
Documents, as follows:
a) At the option of the City, the Contractor may be requited to remedy such work so that it shall be in full
compliance with this Agreement. As soon as possible but not later than seven (7) calendar days after receipt
of notice from the City or the City's Representative or such other period of time specified by the City's
Representative in writing, the Contractor shall, at its sole expense, replace or repair all rejected work or
materials so as to conform with this Agreement.
b) If the City or the City's Representative in its discretion deems it inexpedient to correct work damaged or not
done in accordance with this Agreement, an equitable deduction for the Payment Amount may be made by the
City.
c) if the Contractor does not remove or replace any rejected work within the time specified in Section 19 in
subsection (a) hereof, then the City or the City's Representative may have the work removed, replaced or
repaired at the Contractor's expense.
20. SUBCONTRACTORS: The Contractor shall retain personal control and give its personal, utmost attention to
the faithful prosecution and completion of the work and fulfillment of this Agreement. The subletting of any
portion or feature of the work or materials required in the performance of this Agreement shall not relieve the
Contractor from its obligations to the City under this Agreement. All subcontractors must be approved by the
City's Representative prior to performing any work on the Project. If the City's Representative judges any
7
City of Baytown, Texas
Exterior Gas -Fired System for Fire Props and Thennal Lining Project
subcontractor to be failing to perform the work in strict accordance with the drawings and specifications, the
Contractor shall discharge the same, but this shall in no way release the Contractor from its obligations and
responsibility under this Agreement. Every subcontractor shall be bound by the terns and provisions of this
Agreement as far as applicable to its work. The Contractor shall be fully responsible to the City and the City's
representative for the acts and omissions of its subcontractors.
The Contractor shall be solely and exclusively responsible for compensating any of the Contractor's employees,
subcontractors, materialmen and/or si ppliers of any type or nature whatsoever, The Contractor shall further be
exclusively responsible for ensuring that no claims or liens of any type are filed against any property owned by
the City arising out of or incidental to the performance of any services performed pursuant to this Agreement, In
the event a statutory lien notice is sent to the City or the City's Representative, the Contractor shall, where no
payment bond covers the work, upon written notice from the City or the City's Representative, immediately obtain
bond at the Contractor's sole expense and hold the City harmless from any losses that may result from the filing or
enforcement of any said lien notice. in the event that the Contractor defaults in the provision of the bond, the City
may withhold such funds as are necessary to ensure the payment of such claim until litigation determines to
whom payment shall be made.
21. POSSESSION AND USE OF COMPLETED PORTIONS: The City shall have the right to take possession of
and use any completed or partially completed portions of the work, notwithstanding the time for completing the
entire work or such portions may not have expired, but such taking possession and use shall not be deemed an
acceptance of any work not completed in accordance with the Contract Documents.
22. PERMITS AiND CERTIFICATES: The Contractor shall secure and pay for all necessary permits, licenses
and/or certificates issued by the state, municipality or other authorities and submit the same to the City's
Representative. The City may withhold any payments due under this Agreement or that may become due under
this Agreement until the necessary permits, licenses and/or certificates are procured and delivered The
Contractor will not, however, be required to pay for Any permit fees for permits to be issued by the City, which
will be waived in conjunction with this Agreement.
23. FAULTY WORKMANSHIP: Neither the Final payment nor any acceptance nor certificate nor any provision of
this Agreement shall relieve the Contractor of any responsibility for faulty workmanship or materials. At the
option of the City, as provided in this Agreement, the Contractor shall remedy any defects thereto and pay for any
damage to other work resulting ,herefrom, which may appear after final acceptance of the work.
24. WARRANTY: Upon acceptance of the work by the City, the Contractor warrants for a period of one (1)
calendar years from the date thereof that all materials provided to the City under this Agreement shall be new
unless otherwise approved in writing by the City's Representative and that all materials and work will be of good
quality, free from faults and defects, and in conformance with this Agreement. All work not conforming to these
requirements, including, but not limited to, substitutions not properly approved and authorized, may be considered
defective. This warranty is in addition to any rights or warranties expressed or implied by law and consumer
protection claims arising from misrepresentations by the Contractor. Where a longer warranty is specified for
individual products, work or materials, the longer warranty shall govern. This warranty obligation shall be
covered by any performance or payment bonds tendered in compliance with this Agreement.
25. DEFECTIVE WORK DISCOVERED DURING WARRANTY PERIOD: if within one (1) calendar years
after the date of acceptance by the Ci�y of designated equipment or within such longer period of tiine as may be
prescribed by law or by the terns of any applicable special warranty required by this Agreement, any of the work
is found or determined to be defect ve, including obvious defects, or otherwise not in accordance with this
Agreement, the Contractor shall correct it PROMPTLY.
a) After receipt of written notice from the City to begin corrective work, the Contractor shall promptly begin the
corrective work. This obligation shall survive the termination of this Agreement. I he guarantee shall not
City of Baytown, Texas
Exterior Gas -Fired System for Fire Props and Thermal Lining Project
expressly stated otherwise. Payments required by Contractor and/or its surety, which are not timely made, shall
accrue interest at a rate of one percent per month.
28. CHARGES FOR INJURY OR RE, PAIRS:
al REPAIRS The Contractor shall be liable and responsible for any damages incurred or repairs made
necessary by reason of its work and/or caused by it. Repairs of any kind required by the City or the City's
Representative will be made and charged to the Contractor by the City. The Contractor shall take the
necessary precautions to protect any areas a4jacent to its work. The work specified consists of all work,
materials and labor requited by the City or the City's Representative to repair any damage to the property of
the City, including, but not limited to, structures, roadways, curbs, parking areas and sidewalks, to an equal or
better condition than before such property was damaged.
b) INJURY. The Contractor shall at all times exercise reasonable precautions for the safety of employees and
others on or near the work and shall comply with all applicable provisions of Federal, State, and Municipal
safety laws and building and construction codes. All machinery and equipment and other physical hazards
shall be guarded in accordance with the "Manual of Accident Prevention in Construction" of the Associated
General Contractors of America except where incompatible with Federal, State, or Municipal laws or
regulations. The Contractor shall provide such machinery guards, safe walkways, ladders, bridges,
gangplanks, and other safety devices. The safety precautions actually taken and their adequacy shall be the
sole responsibility of the Contractor, acting at his discretion as an independent Contractor.
29. PAYMENT OF EMPLOYEES AND FOR :MATERIALS: Wage rates paid on this project shall not be less
than specified in the schedule of general prevailing rates of per diem rates attached hereto as Exhibit "A" and
incorporated herein for all intents and purposes. Should the Contractor or any of its subcontractors fail to pay the
general prevailing rate to a worker performing work on the project, the Contractor shall pay to the City SIXTY
AND NO/100 DOLLARS (S60.00) for each worker employed for each calendar day or part of the day that the
worker is paid less than the wage rates stipulated in this Contract. The Contractor and each of the subcontractors
shall pay each of its employees engaged in work on the project under this Agreement in full (less mandatory legal
deductions), in cash or by check readily cashable, without discount, no less than once every two (2) weeks. The
City or City's Representative may, prior to final acceptance of the project, require the Contractor to execute an
affidavit in legal form stating that all bills for labor, materials, and incidentals incurred have been paid in full and
that there are no claims pending of which the Contractor has been notified.
30. INSURA;YCE REQUIREMENTS:
Contractor shall procure and maintain at its sole cost and expense for the duration of the Agreement,
insurance against claims for mjuries to person or damages to property which may arise from or in
connection with the performance of the work hereunder by Contractor, its agents, representatives,
employees or subcontractors.
a. Contractor's insurance coverage shall be primary insurance with respect to the City, its officials,
employees and agents. Any insurance or self-insurance maintained by the City, its officials,
employees or agents shall be considered in excess of Contractor's insurance and shall not contribute
to it. Further, Contractor shall include all subcontractors, agents and assigns as additional insureds
under its policy or shall furnish separate certificates and endorsements for each such person or
entity. All coverages for subcontractors and assigns shall be subject to all of the requirements
stated herein,
The following is a list of standard insurance policies along with their respective minimum coverage
amounts required in this Agreement:
I. Commercial General Liability
IQ
City of Baytown, Texas
Exterior Gas -Fired System for Fire Props and Thennal Lining Project
• General Aggregate: $2,000,000
■ Products & Completed Operations Aggregate: S 1,000,000
■ Personal & Advertising Injury: $ 1,000,000
■ Per Occurrence: $1,000,000
■ Fire Damage: $50,000
■ Coverage shall be broad form CGL.
■ No coverage shall be deleted froth standard policy without notification of individual
exclusions being attached for review and acceptance.
Business Automobile Policy
■ Combined Single Limits: $1,000,000
• Coverage for "Any Auto"
3. Workers Compensation
■ Statutory Limits
■ Employer's Liability: $500,000
• Waiver of Subrogation required.
b. The following shalt be applicable to all policies of insurance required herein.
I . Insurance carrier must have an A.M. Best Rating of A: V II or better.
2. Only insurance carriers licensed and admitted to do business in the State of Texas will be
accepted.
3. Liability policies must be on occurrence form.
4. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided,
canceled or reduced in coverage or in limits except after thirty (30) days' prior written notice by
certified mail, return receipt requested, has been given to the City.
5. The City, its officers, agents and employees are to be added as Additional Insureds to all
liability policies.
6. Upon request and without cost to the City, a certified copy of all insurance polices and%or
certificates of insurance shall be furnished to the City.
7. Upon request and without cost to the City, loss runs (claims listing) of any and/or all insurance
coverages shall be furnished to the City.
8. All insurance required herein shall be secured and maintained in a company or companies
satisfactory to the City, and shall be carried in the name of Contractor.
9. The Contractor shall comply with Section 110.110 of Title 28 of the Texas Administrative
Code, which is incorporated herein by this reference for all intents and purposes. However, it is
expressly understood and agreed that in the event of a conflict between the provisions of this
section and the provision contained in Section 110.1 10 of Title 28 of the Texas Administrative
Code, the more stringent shall control
31. BONDING: Both the Contractor and the City agree that the Contractor will execute performance and payment
bonds, each in the sum of one hundred percent (100%) of the total contract price, in standard forms for this purpose,
guaranteeing faithful performance of the contract and faithful payment to all persons supplying labor and materials
or furnishing any equipment in the execution of the Agreement. It is agreed that this Contract shall not be in effect
until such bonds are furnished and approved by the City. The cost of the premium for the bonds has been included
in the Contractor's quote.
The bonds shall be executed by the Contractor and by a corporate surety, the qualifications of which shall be as
required below. The bond required herein shall remain in effect throughout the term of this Agreement and for a
period of one (1) year after the completion of the work and shall be extended for any warranty work to cover the
warranty period. If at any time during the execution of this Agreement or in the required period thereafter, the bond
City of Baytown, Texas
Exterior Gas -Fired System for Fire Props and Thelma) Lining Project
becomes invalid or ineffective for any reason, the Contractor shall promptly supply within ten (10) days such other
bond, which bond shall assure payment as required Such replacement bond(s) shall be issued by a surety
acceptable to the City.
Changes and alterations in the work herein contemplated. or any part thereof, does not affecting the validity of this
Agreement and any accompanying bond.
32. PROJECT UNDER CONTRACTOR'S CONTROL: Any injury or damage caused to the Contractor or the
project prior to and including the date of final completion caused by an act of God, natural cause, a party or entity
not privy to this Agreement, or other force majeure shall be assumed and borne by the Contractor.
33. COMPLIANCE WITH LAWS: Contractor shall comply with all Federal and State laws and City Ordinances
and Codes applicable to the, Contractor's operation under this contract. Violations will be corrected at
Contractor's expense. The Contractor will pay for all applicable royalties, permits, and license trees and defend
all suits and claims of infringements of any rights.
34. SAFETY PRECAUTIONS: Safety precautions at the site are a part of the construction techniques and
processes for which the Contractor shall be solely responsible. The Contractor is solely responsible for handling
and use of hazardous materials or waote, and informing employees of any such hazardous materials or iAaste
The Contractor has the sole obligation to protect or warn any individual of potential hazards created by the
performance of the work set forth herein. The Contractor shall, at its on expense, take such precautionary
measures for the protection of persons, property and the work as may be necessary. The safety of the public and
convenience of traffic shall be regarded as prime importance during construction.
a) During normal construction, the Contractor shall not hinder or inconvenience travel of streets or intersecting
alleys for more than two blocks at any one time. The Contractor shall use warning signs as necessary to
adequately protect the traffic If the City or other appropriate entity approves a street closure, the Contractor
shall furnish and maintain at each end of the closed section, at all intersecting streets within the section, and in
all intersecting streets at a distance of one block on each stde of the work, properly worded signs and
barricades announcing the closure to the public. The Contractor shall not be allowed tp start any operation
that will close a street or streets until the required barricades are in place. Barricades and warning signs shall
meet the specifications as shown in the plans and/or specifications. Warning lights shall be kept burning from
sunset to sunrise. When a street is to be closed, the Contractor must notify the City's Engineering and Public
Works Departments 48 hours in advance of the closure.
b) The Contractor shall remove, as soon as practicable, accumulated rubbish, surplus dirt, etc., from the
construction site, thereby opening each block for public use. Use by the public, however, of any portion of a
street where work has been done, shall not constitute to itself acceptance of the work done therein. The
Contractor shall backfill and shape trenches across street intersections or driveways to permit safe usage at
night. If trenches must be left open for any length of time, the Contractor shall span with wooden mats or
bridges to permit traffic flow and prevent injury to the public. When driveways are cut, the City may direct
the immediate placement of mats for ingress and egress of vehicles if, in the City's Representative or City's
opinion, undue hardship to property owners would otherwise result.
c) The Contractor shall not block ditches, inlets, fire hydrants, etc. The Contractor shall provide temporary
drainage where necessary or as directed by the City's Representative or the City.
d) When persons or equipment are working in streets open to moving traffic, or if otherwise ordered by the
City's Representative, the Contractor shall furnish flagmen for direction of traffic to protect both the moving
traffic and the Contractor's operations. The flagmen shall wear an orange fluorescent vest over their normal
work clothes.
The Contractor shall be held responsible for all damages to property, personal injuries and/or death due to failure
to use safety devices of any type or nature that may be required to protect or warn any individual of potential
hazards created by the performance of the work; and when any property damage is incurred, the damaged portion
shall immediately be replaced or compensated for by the Contractor at its own cost and expense.
1?
City of Baytown,'Texaa
Exterior Gas -Fired System for Fire Props and Thermal Lining Project
35. RELEASE: By this Agreement, the City does not consent to litigation and expressly revokes any consent to
litigation that it may have granted by the t-enns of this Agreement, any charter, or applicable state law. fhe
Contractor assumes full responsibility for the work to be performed and releases, relinquishes, and discharges the
City, its officers, agents and employees from all claims, demands and causes of acnon of every kind and character
for any injury to, including, but not limited to, death of any person (whether third persons, the Contractor, or
ernployees of either of the parties). This release includes the cost of defense of any claim and any loss of or
damage to property (whether property of the parties or of third parties) that is caused by or alleged to b6 caused
by, arising out of, or in connection with the Contractor's work to be performed under this Agreement whether or
not said claims, demands, and causes of action are covered in whole or in part by insurance.
36. INDEMNITY AGREEMENT:
THE CONTRACTOR HEREBY AGREES TO AND SHALL INDEMNIFY, HOLD
HARMLESS, AND DEFEND THE CITY, ITS OFFICERS, AGENTS AND
EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES,
DAMAGES, DEMANDS, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY
KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS AND
ATTORNEYS' FEES, FOR INJURY TO OR DEATH OF ANY PERSON, FOR LOSS
OF USE OR REVENUE, OR FOR DAMAGE TO ANY PROPERTY ARISING OUT
OF OR IN CONNECTION WITH THE ACTUAL OR ALLEGED MALFUNCTION,
❑ESIGNi OR WORKMANSHIP IN THE MANUFACTURE OF EQUIPMENT, THE
FULFILLMENT OF CONTRACT, OR THE BREACH OF ANY EXPRESS OR
IMPLIED WARRANTIES UNDER THIS CONTRACT. SUCH INDEMNITY SHALL
APPLY WHERE THE CLAIMS, LOSSES, DAINIAGES, CAUSES OF ACTION, SUITS
OR LIABILITY ARISE IN PART FROM (I) THE JOINT NEGLIGENCE OF THE
CITY AND THE CONTRACTOR, AND/OR THEIR RESPECTIVE OFFICERS,
AGENTS AND/OR EMPLOYEES OR (11) THE SOLE NEGLIGENCE OF THE
CONTRACTOR, ITS OFFICERS, AGENTS AND EMPLOYEES. IT IS THE
EXPRESS INTENTION OF THE PARTIES HERETO, BOTH CONTRACTOR AND
THE CITY, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS
INDEMNITY BY CONTRACTOR TO INDEMNIFY AND PROTECT THE CITY
FROM THE CONSEQUENCE OF (1) THE CITY'S OWN NEGLIGENCE WHERE
THAT NEGLIGENCE IS A CONCURRING CAUSE WITH THAT OF THE
CONTRACTOR OF THE INJURY, DEATH OR DAMAGE AND/OR (11) THE
CONTRACTOR'S OWN NEGLIGENCE WHERE THAT NEGLIGENCE IS THE
SOLE CAUSE OF THE INJURY, DEATH, OR DAMAGE. FURTHERMORE, THE
INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SHALL HAVE NO
APPLICATION TO ANY CLAIM, LOSS, DAMAGE, CAUSE OF ACTION, SUIT
AND LIABILITY WHEREIN INJURY, DEATH OR DAMAGE RESULTS FROM
THE SOLE NEGLIGENCE OF THE CITY UNMIXED WITH THE FAULT OF ANY
OTHER PERSON OR ENTITY. IN THE EVENT ANY ACTION OR PROCEEDING
IS BROUGHT AGAINST THE CITY BY REASON OF ANY OF THE ABOVE, THE `
CONTRACTOR AGREES AND COVENANTS TO DEFEND THE ACTION OR
PROCEEDING BY COUNSEL ACCEPTABLE TO THE CITY. THE INDEMNITY
PROVIDED FOR HEREIN SHALL SURVIVE THE TERMINATION OR
EXPIRATION OF THIS AGREEMENT.
13
City of Baytow n, Texas
Exterior Gas -Fired System for Fire Props turd "I hernial Lining Project
37. ABANDONMENT: In case the Contractor should abandon, fail or refuse to resume work within ten (10) days
after written notification from the City or the City's Representative, or if the Contractor fails to comply with the
orders of the City or the City's Representative, when such orders are consistent with the Contract Documents,
then, and in that case, where performance and payment bonds exist, the sureties on these bonds shall be notified in
writing and directed to complete the work, and a copy of said notice shall be delivered to the Contractor. After
receiving 'said notice of abandonment, the Contractor shall "not remove from the work any machinery, equipment,
to6ls, materials, or supplies then on the job, but the same, together with any materials and equipment under
contract for the work, may be held for use on the work by the City or the surety on the performance bond, gr
another Contractor in completion of the work; and the Contractor shall not receive any rental or credit therefor, it
being understood that the use of such equipment and materials will ultimately reduce the cost to complete the
work and be reflected in fhe final settlement.
38. BREACH OF CONTRACT: The C ty shall have the right to declare the Contractor in breach of this Agreement
for cause when the City determines that this Agreement is not being performed according to its understanding of
the intent and meaning of this Agreement. Such breach shall not in any way invalidate, abrogate or terminate the
Contractor's obligation under this Agreement.
39. TERMNATION: If this Agreement is terminated for cause, the City shall have the right but shall not be
obligated to complete the work either itself tar by others; and to this end, the City shall be entitled to take
possession of and use such equipment and materials as may be on the job site and to exercise all rights, options
and privileges of the Contractor under its subcontracts, purchase orders or otherwise; and the Contractor shall
promptly assign such rights, options, and privileges to the City. If the City elects to complete the work itself or by
others, pursuant to the foregoing, then the Contractor will reimburse the City for all costs incurred by the City's
Representative, (including, without limitation, applicable, general and administrative expenses, and field
overhead, and the cost of necessary equipment, materials and field labor) in correcting work by the Contractor
that fails to meet the requirements of the contract documents.
After receipt of a notice of termination, whether with or without cause, the Contractor shall, in good faith and to
the best of its ability, do all things necessary in light of such notice to assure the efficient and p-oper close-out of
the terminated work ( including, but not limited to, the protection of the City's property). Among other things the
Contractor shall, except as otherwise directed or approved by the City, do the following -
a) Stop the work on the date and to the extent specified in the notice of termination:
b) Place no further orders or subcontracts for services, equipment, or material, except as may be necessary for
completion of such portion of the work as is not terminated;
c) Immediately terminate all orders and subcontracts to the extent that they relate to the performance of the work
terminated by the notice of termination;
d) Assign to the City, in the manner and to the extent directed by it, all of the right, title and interest of the
Contractor under the orders or subcontracts so terminated; in which case, the City shall have the right to settle
or pay any or all claims arising out of the termination of such orders and subcontracts;
e) With the approval of the City, settle all outstanding liabilities and all claims arising out of such termination.
orders acid subcontracts;
f) Deliver to the City, when directed by the City, all documents and all property, which if the work had been
completed, the Contractor would have been required to account for or deliver to the City, and transfer title to
such property to the City to the extent not already transferred; and/or
g) Take actions necessary or as otherwise directed by the City's Representative or the City for the protection and
preservation of the work.
In the exent of such termination, there shall be an equitable reduction of the Payment Amount to reflect the
reduction, in the work. Costs incurred after the etTective date of the notice of termination shall not be treated as
reimbursable costs unless they relate to carrying out the unterminated portion or taking close-out measures.
la
City of Baytown, Texas
Exterior Gas -Fired System for Fire Props and Thermal Lining Project
40. TERMINATION FOR CAUSE: Without prejudice to any other legal or equitable right or remedy that the City
would otherwise possess hereunder or as a matter of law, the City, upon giving the Contractor five (5) days' prior
written notice., shall be entitled to terminate this Agreement in its entirety ar any time for the following:
a) If the Contractor becomes insolvent, commits any act of bankruptcy, makes a general assignment for the
benefit of creditors, or becomes the subject of any proceeding commenced under any stati.te or law for the
relief of debtors;
b) If a receiver, trustee or liquidator of any of the property or income of the Contractor shall be appointed;
c) If the Contractor shall fail to prosecute the work or any part thereof with diligence necessary to ensure its
progress and completion as prescribed by the time schedules;
d) If within five (5) calendar days after written notice thereof from the City or the City's Representative, the
Contractor shall fail to remedy any defective work or work that does not conform to the requirements of this
Agreement, specifications, and other Contract Documents, or any other default under any of the terms,
provisions, conditions, or covenants contained in this Agreement or any other current agreement between the
Contractor and another City for similar construction work on other property; or
e) If the Contractor shall fail for any reason other than the ffiilure by the City to make payment called upon when
due.
In the event of such termination for cause, the Contractor shall only be paid its reimbursable costs incurred prior
to the effective date of the termination and shall not be entitled to receive any further payment hereunder and shall
be further subject. to any claim that the City's Representative or the City may hate against the Contractor under
the provisions of this Agreement or as a matter of law, uicluding the refund of any overpayment,, of reimbursable
costs or other payments
41. TERMINATION FOR CONVENIENCE: The performance of the work may be terminated at any time, in
whole or in part, by the City's Representative for its convenience. Any such termination shall be effected by
delivery to the Contractor of a written notice (notice of termination) specifying the extent to w itch performance
of the work is terminated and the date upon which termination becomes effective. If, for whatever reason, this
contract is terminated for cause, which is later determined not to exist, the parties agree that the contract will be
deemed to be terminated for convenience. In the event of termination for convenience, the Contractor shall only
be paid its reimbursable costs incurred prior to the effective date of the termination notice and shall not be entitled
to receive any further payment hereunder and shall be further subject to any claim the City may have against the
Contractor under other provisions of this Agreement or as a matter of law, including the refund of any
overpayment of reimbursable costs and/or other payment.
42. COMPLETION AFTER ABANDONMENT OR TERMINATION: In the event that the Contractor has
abandoned the project or the City has terminated the contract for cause and where there is no performance bond
provided or where there is a surety but such surety, within seven (7) calendar days after the notice demanding
completion is sent, fails to commence thecompletion and diligent prosecution of the work in compliance with this
Agreement, then the City may AT ITS OPTION provide for completion of the work in either of the following
elective manners:
a) The City may employ such force of mien and use such machinery, equipment, tools, materials, and supplies as
said City may deem necessary to complete the work and charge the expense of such labor, machinery,
equipment, tools, materials, and supplies to said Contractor, and expense so charged shall be deducted and
paid by the City out of such monies as may be due, or that may thereafter at any time become due to the
Contractor under and by virtue of this Agreement. In case such expense is less than the gum which would
have been payable under this contract, if the same had been completed by the Contractor, then said Contractor
and/or its surety hereby waives any and all privileges, rights, and claims to receive the difference. In case
such expense is greater than the sum which would have been payable under this contract, if the same had been
completed by said Contractor, then the Contractor and/or its surety shalt, within seven (7) calendar days, pay
the amount of such excess to the City.
b) The City, under sealed bids, after notice published as required by law at least twice in a newspaper having
general circulation in the City, may let the contract for the completion of the work under substantially the
same terms and conditions which are provided in this contract. In case any increase in cost to the City under
15
City of Baytown. Texas
Exterior Gas -Fired System for Fire Props and Thertnal Lining Project
54). HEADINGS: The article headings are used in this Agreement for convenience and reference purposes only and
are not intended to define, limit or describe the scope or intent of anyz provision of this Agreement and shall have
no meaning or effect upon its interpretation.
51. GENDER AND NUMBER: Words of any gender used in this Agreement shall be held and construed to include
any other gender, and words in the singular number shall be held to include the plural, and vice versa, unless
context regtlires otherwise.
52. CONSTRUCTION OF AGREEMENT: The parties agree that this Agreement shall not be construed in favor
of 6r against any party on the basis that the party did or did not author this Agreement.
53. AUTHORITY TO ENTER CONTRACT: Each party has the full power and authority to enter into and
perform this Agreement, and the person signing this- Agreement on behalf of each party has been properly
authorized and empowered to enter into this Agreement. The persons executing this Agreement hereby represent
that they have authorization to sign on behalf of their respective corporations and/or business entities.
54. AGREEMENT READ: The parties acknowledge that they have read, understand and intend to be bound by the
terms and conditions of this Agreement.
55. ASSIGNMENT: Contractor may not assign or otherwise transfer this Agreement or any rights or obligations
hereunder without the prior written consent of the City.
56. SUCCESSORS AkND ASSIGNS: This Agreement shall inure to the benefit of and be binding upon the
Contractor and its successors and assigns.
57. MULTIPLE ORIGINALS: It is understood and agreed that this Agreement may be executed to a number of
identical counterparts, each of which shall be deemed an original for all purposes.
58. SEVERABILITY: If any section, subsection, paragraph, sentence, clause, phrase or word of these requirements
or specifications shall be held invalid, such holding shall not affect the remaining portions of these requirements
and the specifications, and it is hereby declared that such remaining portions would have been included in these
requirements and the specifications as though the invalid portion had been omitted.
IN WITNESS WEIERI=OF, the parties hereto have executed this Agreement in multiple copies, each of which
shall be deemed to be an original, but all of which shall constitute but one and the same Agreement on the _ day of
, 2019, the date of execution by the City Manager of the City of Baytown.
KIRILA [RETRAIN NQ FA ILITIES, MC.
//
(Si ature)
c7c- PCL-
(Printed Name)
j (: 5s 16 tApr
(Title)
CITY OF BAYTOWN
17
City of Baytown
Hydro -Stop Roofingol'City Hall Building Project
RICHARD L, DAVIS, City Manager
ATTFS`F:
LETICIA BRYSCH, City Clerk
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
STATE OF Ok i o §
COUN1'YOI`&m►k
Before me on this day personally appeared serr� 1C ►r� L , in his-rher capacity as
Presiott� of KIRILA FIRE TRAfNrNG FACILITIE . INC., on behalf of such corporat.on,
✓ known to me;
_ proved to me on the oath of ; or
proved to me through his/her current {description of
identification card or other document issued by the federal government or any state government that
contains the photograph and signature of the acknowledging person }
(check one)
to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed that
instrument for the purposes and con$ideration therein expressed.
Given under my hand and seal of office this ..�a ay of 2019.
r
Notary Public in and fo he State of Oht 0
My commission expires: n Ic-p2\
!h
PERFORMANCE BOND Bond #: 20t 20258
STATE OF TYA" Ohio §
§
COUNTY OF Mahonine §
KNOW ALL MEN BY T11ESE PRESENTS: That Kit'ila Fire Training Facilities, Inc. of the City of
r_ County of Trumbull , and State of
Ohio , as principal, and The Guarantee Company of North America USA authorized under
the laws of the State of Texas to act as surety on bonds for principals, arc held and firmly bound unto the City of
Baytown, Texas (Owner), in the penal sum of Seven Hundred Ninety Five Thousand 00/100 Dollars (S 795.000.00 )
for the payment whereof, the said Principal and Surcdy bind themselves, and their hews, administrators, executors,
successors and assigns, jointly and severally, by these presents:
WHEREAS, the Principal has entered into a certain written contract with the Owner, dated the
day of 920 ,, to which contract is hereby referred to
and made a part hereof as fully and to the same extent as if copied at length herein.
NOW, THEREFORE, THE CONDFRON OF THIS OBLIGATION IS SUCH, that if the said Principal shall
faithfully perform said Contract and shall in all respects duly and faithfully observe and perform all and singular the
covenants, conditions and agreements in and by said contract agreed and covenanted by the Principal to be observed and
performed, and according to the true intent and meaning of said Contract and the Plans and Specifications hereto annexed,
then this obligation shall be void; otherwise to remain in full force and effect;
PROVIDED, HOWEVER, that this bond is executed pursuant to the provisions of Chapter 2253 of Texas
Government Code as amended and all liabilities on this bond shall be determined in accordance with the provisions of
said Chapter to the same extent as if it were copied at length herein.
Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the
terms of the contract, or to the work performed thereunder, or the plans, specifications, or drawings accompanying the
same, shall in any way affect its obligation on this bond, and it does hereby waive notice of any such change, extension of
time, alteration or addition to the terns of the contract, or to the work to be performed thereunder,
It WITNESS WHEREOF. the said Principal and Surety have signed and scaled this instrument Otis
22nd day of July . 20 19
Kirila Dire Training Vacilities, Inc.
PRNCIPA1
BY:
Title:
The Guarantee Company of North America USA
SLW-TY
(3v:
Titic: Keith A. Miller, Attorney -In -Fact
Address: 3007 State Route 7 :address: One Towne Square
Fowler, OH 144418
the name and address of the Resident Agc-nt of'Surety is:
Dave ��IcLndree
14160 N. Dallas Pkwy. Ste 760 Dallas, TX, 75254
Suite 1470
Southfield, Ltl 48076
2
PAYMENT BOND
STATE OF'MX4POhio §
COLNTY OF Mahoning §
KNOW ALL MEN BY THESE PRESENTS: That Kirila Fire Training Facilities, Inc.
of the City of Fowler . County of
Trumbull and State of Ohio as principal, and
The Guarantee Company of North America USA authorised under the laws of the State
of Texas to act as surety on bonds for principals, are held and firmly bound unto
City of Baytown, Texas (Owner), in the penal sum of
Seven Hundred Ninety Five Thousand 00/100 Dollars (S Z9 000.00) for the payment whereof, the, said Principal
and Surety bind themselves, and their heirs, administrators, executors, successors and assigns, jointly and severally, by
these presents:
\VREREAS, the Principal has entered into a certain written contract with thu Owner, dated the
day of , 20 , to which contract is hereby referred to and made a part hereof
as fully and to the same extent as if copied at length herein.
NOW, THEREFORE, THE CONDITION OF 1 HIS OBLIGATION IS SUCH, that if the said Principal shall pay all
claimants supplying labor and material to it or a subcontractor in the prosecution of the work provided for in said contract,
then this obligation shall be void; otherwise to remain in full force and effect,
PROVMED, HOWEVER, that this bond is executed pursuant to the provisions of Chapter 2253 of Texas Government
Code as amended and all liabilities on this bond shall be determined in accordance with the provisions of said Chapter to
the same extent as if it were copied at length herein.
Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of
the contract, or to the work performed thereunder, or the plans, specifications or drawings accompanying the same, shall
in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time,
alteration or addition to the terms of the contract, or to the: work to be performed thereunder.
IN WITNESIS WFII'PI-'01-, the said Principal and -Surct% have signed and sealed this instrument tlus
2211cl day of July 20 ICI
Kirila Eire Training Facilities; Inc. The Guarantee Cum any of North America USA
IN-ineipa l Surety T
By
Title
Address 3007 State Route 7
Fouler, OI-I 44418
I3v
Titic Keith A. Nlillcr, Attorney -In -Duct
Address One Towne Square, Suite 1470
SoUlhheld, MI .18076
'l7tc; name, address, and telephone; number of the Resident Agent of Sur Wit} is'
Dave \vIcEndree
14160 N. Dallas Pkwy. Ste 760 Dallas, TX. 7525.1
nci o The Guarantee Company of North America USA
GUARANTEE Southfield, Michigan
POWER OF ATTORNEY
NOW ALL BY THESE PRESENTS That THE GUARANTEE COMPANY OF NORTH AMERICA USA, a corporation organized and existing under the
laws of iha State of tAchigan, having As principal office in Southfield Michigan, does hereby constitute and appoint
Keith A. Miller, Mark A 2eidensteln, Jill Chambers. James Klingensmith
L Calvin Jones $ Company
As true and lawful altomey(s)-tn-fact to execute, seal and deliver for and an its behalf as surety. any and all bonds and undertakings, contracts of Indemnity
and other writings obligatory in the nature thereof, which are or may be allowed, required or pernrilted by law, statute, rule, regulation, contract or otherwise
Theexecution of such Inslrument(s) In pursuande of these Presents, shall be as binding upon THE GUARANTEE COMPANY OF NORTH AMERICA USA
at: fully and amply, to all intgnts and purposes, as If the same had been duty executed and' acknowledged by As regularly elected officers at the principal
office
The Power of Attorney Is executed and may be certified so, and may be revoked, pursuant to and by authority of Article 1X, Section 9 03 of the By -Laws
adopted by the Board of Directors of THE GUARANTEE COMPANY OF NORTH AMERICA USA at a meeting held on the 3111 day of December, 2003
The Resident, or any Vice President, acting with any Secretary or Assistant Secretary, shall have power and authority
1 To ep0e1M Attomey(s)-in-fad, and to authorize Chem to execute an behalf of the Company. rind attach the Seal of the Company lherelo bonds and
undertakings, contracts of indemnity and other writings gbligatory to the nature thereof, and
2. To revoke, at any time, any such Attomeyqn-fed and revoke the authority given, except as provided below
3 In connection wilh obligations in favor of the Florida Department of Transtwrtatlon only, d Is egrged that the power and authority hereby given to the
Attorney -In -Fact Includes arty and all consents forthe release of retained percentages and/or final estimates an engineering and co nstructien contracts
required bythe State of Florida Department of l nspkptadon If Is fully understood that consenting to the State of Florida Department of Transportation
making payment of the fine) estimate to the Contractor and/or its assignee. shall not relieve this surety company of any of its obligations under its bond
q in connecion with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the
Attorney-tMFact cannot be modified or revoked unless prior written personal notice of such Intent has been given to the Commissioner - Department
of Highways of the Comm nweahh of Kentucky at least thirty (30) days prior to the modification or revocation
Further, this Power of Attorney Is signed and sealed by facsimile pursuant to resolution of the Board of Directors of the Company adopted at a meeting
duty called and held an the 61h day of December 2011, of which the following is a True exearpt.
RESOLVED that the signature of any authorized officer and the seal of the Company may be affixed by facsimile to any Power of Attorney or certification
thereof authorizing the execution and del" of any bond. undertaking, contract;: of Indemnity end other writings obligatory In the nature thereof, and
such signature and seat when soused shall have the some force and effect as though manually axed.
IN WITNESS WHEREOF, THE GUARANTEE COMPANY OF NORTH AMERICA USA has caused this instrument to be signed and
,�rree its corporate sea) to be affixed by its authorized oftleer, this 111day of Match. 2018
tt9T THE GUARANTEE COMPANY OF NORTH AMERICA USA
4 dT
STATE OF MICHIGAN Stephen C, Ruschak, President $ Chief Operating Officer Randall Musselman, Secretary
County of Oakland
On this 1st day of March, 2018 before me came the individuals who executed the preceding instrument. to me personally known. and being by me duly
sworn, said that each is the herein described and authorized officer of The Guarantee Company of North Amerroe USA, that the seal afixed to sold
instrument is the Corporate Seal of said Company, that the Corporate Seal and each signature were duty affixed by order of the Board of Directors of said
Company
Cynthia A. rake! IN WITNESS WHEREOF, I have hereunto set my hand at The Guarantee
Notary Pubic, State of Michigan Company of NoM America USA offices the day end year above written.
County of Oakland
1Ny Conintlahm E*Lres February 27, 2024
Acting rrr Oakland County
I. Randall Musselman, Secretary of THE GUARANTEE COMPANY OF NORTH AMERICA USA. do hereby certify that the above and foregoing Is a true
and correct copy of a Power of Adomey executed by THE GUARANTEE COMPANY OF NORTH AMERICA USA, which is still In full force and effect.
014 IN WITNESS WHEREOF, I have thereunto set my hand and attached the seal of said Company this 22nd day of July 2019
9
i
Randall Musselman, Secretary
THE GUARANTEE COMpANYOFNOR THAMERICA USA
Home Office, Soudyleld, Mlchlgan
STATUTORPBALANCESHEBT
December 3l, 2018
ASSETS
Cash and Short -Tom Investments
$ 98,508,407
Marketable Securities
151,857,941
Premium and Agents Balances (under 90 days)
5,007,524
Reinsurance Receivable an paid losses
529,666
Accrued Interest and Dividends
812,435
Net Deferred Tax Asset
1,637,933
Other Assets
L195,275
Total Admitted Assets
$249,549,181
LIABIUMS
for Losses and Loss Adjustment Expenses
$ 9,077,422
Unearned Premium Reserve
22,744,950
Accrued E eases
XP
4,210,925
Ceded Reinsurance Premiums Payable
1,207,940
Taxes, Licenses and Fees Payable
374,668
Federal Income Tax Payable
296,413
Funds Held
9,869,832
Other Liabilities
1,844,929
Total Liabilities
$ 49.626.979
CAPITAL AND WIRPLUS
Common Stock and Paid -In Capital
$144,020,970
Surplus
55,90IM2
Total Policyholders' Surplus
1199,922,202
Total Liabilities, Capital and Surplus $249,549,181
Sto of Michigan
County of Oakland
Stephen C. Ruschak being duly swam, says. That he is the President & COO of The Guarantee Company of North
America USA; that said company is a corporation duly organized, oxistln% and engaged In business as a surety by
virtue df the laws of the State of Michigan, and has duly complied with all the requirements of the laws of said state
applicable to said company and is duly qualified to net as surety under such laws; that said company has also complied
with and Is duly qualified to act as surety under the Act of Congress of tuly 30, 1947, as amended (6 U.S.C. 6.13r that
the foregoing is a N0. true and cornet statement of the financial condition of said company on the 31 C day of
December 201 S.
Sworn to before me this 19th day of March 2019.
N0,`�?,L!''-t,!�, C- Xa .z t,, tephen C, uschak, Presldent & COO
jam' Cynthia A. Takel
Notary Public, State of Michigan
County of Oakland
My CamMUM Faptrea February V. 2024
Acting In Oakland County
hLaIYTENANCE BOND Bond e: 20120258
STATE OF MM00hio §
COUNTY OF Mahoning §
KNOW ALL MEN HY THESE PRESENTS: That we,, Kirila Fire Training_ Facilities, Inc.
as Principal, hereinafter called "Contractor" and the other subscriber hereto
The Guarantee Company of North America USA, as Surety, do hereby acknowledge ourselves to be held and
firmly bound to the City of Baytown, a municipal corporation, in the sum of
Seven Hundred Ninety Five Thousand 00/ 100 DOLLARS (S_ 795,000.00 ) for the payment of which
sum well and truly to be made to the City of Baytown and its successors. the said Contractor and Surety do bind
themselves, their heirs, executors, administrators, successors and assigns jointly and severally,
THE CONDITIONS OF THIS OBLIGATION ARE SUCH THAT:
` 11FAFAS, the Contractor has on or about this day executed a Contract in writing with the City of
Baytown for the Exterior Gas -Fired System for Fire Props and 'Thermal Lining Project and all of such work to
be done as set out in full in said Contract Documents therein referred to and adopted by the City Council, all of
which are made a part of this instrument as fully and completely as if set out in full herein.
NOW THEREFORE, if the said Contractor shall comply with the provisions of the Contract
Documents as defined in the Agreement, and correct work not in gccordancc with the Contract Documents
discovered within the established warranty period, then this obligation shall become null and void, and shall be
of no further force and effect; otherwise, the same is to remain in full force and effect.
Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition
to the terns of the contract, or to the wort: performed thereunder, or the plans, specifications, or drawings
accompanying the same, shall in anyway affect its obligation on this bond, and it does hereby waive notice of
any such change, extension of time, alteration or addition to the terms of the contract, or to the work to be
performed thereunder.
I\ G\ MNESS "'IIERE-Qh, flit: said Principal and Surety have Agi►ed and sealed this instriunent this
?2ndda3, of July . _ 019
Kirila Eire Training Facilities, Inc.
Principal
By
The Guarantee,Company of North America USA
Surcty
Title _ 'title Keith A. Nliller, Attorney - In -Fact
:address 3007 State Route 7 _ _ Addrem One Towne Square
Fowler. OH44.1lS Suite 1470
Southfield, :III •18076
''he name and address of*the Resident Agent of Surcty is:
_ Dave Mcl n ree
14160 N. Dallas Pkwy. Ste 760
Dallas, T`C. 75234 _.._._.. .
2
t
tta The Guarantee Company of North America USA
GUARANTEE"
Southfield, Michigan
POWER OF ATTORNEY
NOW ALL 13Y THESE PRESENTS That THE GUARANTEE COMPANY OF NORTH AMERICA USA, a corporation organized and existing under the
laws of the State alMichigan, having 3s principal office in Southfield. Michigan. does hereby constitute and appotnl
Keith A Miller, Mark A 2eldenstelm Jill Chambers, James pingensmdit
L Calvin Jones & Company
Its true and lawful atorney(s)•In-fact to execute, seal and deliver for and on its behelf as surety. any and all bonds and undertakings, contracts of indemnity
and oth6tt wrongs obligatory in the nature thereof, which are 9r maybe allowed, required or permitted by law, statute, rule, regulation, contract or otherwise.
The execution of such Instturrwnt(s) in pursuance of these presents, shall beat binding upon THE GUARANTEE COMPANY OF NORTH AMERICA USA
as fully and amply, to all intents and purposes, as It the lamb had been duty executed and acknowledged by its regularly elected officers at the principal
office.
The Power of Attorney is executed and may be certified so, and may be revoked, pursuant to and by authority *(Article IX, Section 9 03 of the By -taws
adopted by the Board of Directors of THE GUARANTEE COMPANY OF NORTH AMERICA USA at a meeting held on the 31" day of December, 2003
The Prudent. or any Via President, acting with any Secretary or Assistant Secretary, shell have power and authority
To appoint Attofni"SHn-tact, and to authorize them to execute an behalf of the Company. and attach the seal of the Company thereto. bonds and
undertakings, contracts of Indemnity and other writings obligatory in the nature thereof, and
To revoke, at arrytimp, any such AltOmayln-fact andievolle the authority given, except as provided below
In connection with obligations In favor of the Florida Department of Transportaton only, fi Is agreed that the power and authority hereby given to the
Altaneyln-Fed includes any and all consents forthe release of retained percentages and/or final estimates on engineering and construction contracts
required by the State of Florida Department of Transportation. It Is holy understood that consenting to the State of Florida Department of Transportation
making payment of the anal estimate to the Contractor and/or Its assignee, shall not rellove this surety company at any of is obligations under its bond
In connection with obligations in favor of the Kentucky Department of Highways only, It Is agreed that the power and authority hereby given to the
Attu e,6n Fed cannot he modified or revoked unless prior written personal notice of such Intent has been given to the Commissioner - Depenmenl
of Highways of the Commonwealth of Kentucky at least thirty (30) days prior lathe modification or revocation
Further, this Power of Attorney is signed and sealed by facsimile pursuant to resolution of the Board of Directors of the Company adopted at a meeting
duly taped and held on the 8th day of December 2011. of which the fdlowfng is a true excerpt:
RESOLVED [hilt the signature of any euthonzed officer and the seal of the Company may be affixed by facsimile to any Power of A homey or certification
thereof euthorWrig the execution and delivery of any bond, undertaking, contracts of indemnity and other writings obligatory In the nature thereof, and
such signature and seal when soused shall have the some force and effect as though manually affixed.
IN WITNESS WHEREOF, THE GUARANTEE COM PANY OF NORTH AMERICA USA has caused this Instrument to be signed and
its corporate seal to be aeixed by its authorized officer. this 1"day of March. 2018.
STATE OF MICHIGAN
County of Oakland
THE GUARANTEE
/COMPANY OFF NORTH AMERICA USA
.VJ�6L��ttlLglK..—
Stephen C. Ruschak, President A Chief Operating Officer
Randall Musselman, Secretary
On this 1st day of March. 2018 before me came the individuals who executed the preceding Instrument, to me personally known, and being by me duly
swan, said that each is the herein described and authorized officer of The Guarantee Company of North America USA, that the seal affixed to said
instrument is the Corporate Seal of said Company; that the Corporate Seal and each signature were duly affixed by order of the Board of Directors of said
Company
Cynthia A. Takel IN WITNESSWHEREOF, I have hereunto set my hand el The Guarantee
Notary Putdic, State of Michigan Company of North America USA offices the day and year above written.
ce County of 09)Wnd
My Conhm/srion Eutiro Iebrtmry 27, 2024
AWAY to Oakland County
1, Randal Musselman, Secretary of THE GUARANTEE COMPANY OF NORTH AMERICA USA, do hereby certify that the above and foregoing is a traa
and correct Copy of a Power of Attorney executed by THE GUARANTEE COMPANY OF NORTH AMERICA USA, which is %III in tug force and effect
IN WITNESS WHEREOF, I have thereunto set my hand and attached the seal of said Company this 22nd day of July 2019
F
Randall Musselman, Secretary
+� hti
THE GUARANTEE COMPANY OFNORTH AMEAICA USA
Hone 0,fte, SoulliJleld, Michigan
_ SUTUTORY BALANCE SJMT
December 31, 2018
ASSETS
Cash and Short -Term Investments $ 88,508t407
Marketable Securities 151,857,941
Premium and Agents Balances (under 90 days) 5,007,524
Reinsurance Receivable on paid losses 529,666
Accrued Interest and Dividends 812,43S
Net Deibrred Tax Asset 1,637,933
Other Assets 1.19S.275
Total Admitted Assets $249,549,181
LL42111-T S
Reserve for Losses and Loss Adjustment Expenses $ 9,077,422
Unearned Premium Reserve 22,744,950
Accrued Expenses 4,210,825
Ceded Reinsurance Premiums Payable 1,207,940
Taxes, Licenses and Fees Payable 374,668
Federal income Tax Payable 296,413
Funds Held 9,869,832
Other Liabilities 1.844 929
Total Liabilities T49,626,979
CAPITAL AND SURPLUS
Common Stock and Paid -in Capital $144,020,970
Surplus 55,901,232
Total Policyholders' Surplus $199.922.202
Total Liabilities, Capital and Surplus $249,549,191
Stator of Michigan
County of Oakland
Stephen C. Rusrhak being duly sworn, says: That he Is the President & COO of The Guarantee Company of North
American USA; that said company is a cotporadon duly organised, existing, and engaged in business as a surety by
rirnre of the taws of the State of Michigan, and has duly complied with all the requirements of the taws of said state
applicable to said company and is duly qualified to act as surety under such laws; that said company has also complied
with and Is duly qualified to act as surety under the Act of Congress of July 30, 1947, as emended (6 U.S.C. 6-13); that
the foregoing Is a till, true and correct statement of the financial condition of said company on the 31 a day of
Dcoember 201 A.
Sworn to betbre we this 19th day of Mardi 2019. J
tcpben C. Ituichak. President & COO
No Cynthia A. Takei
Notary Public, State of Michigan
County of Oakland
My Ummisalon Bow Febivary 27, 2M4
Acting In Oakland County